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Former George AFB Page 40 of 65 Lease for Airfield Property prosecute and, as soon as reasonably possible, complete the curing of all defaults of the Lessee which are susceptible of being cured by such Approved Mortgagee.
(3) An Approved Mortgagee's exercise of its Right to Postpone shall extend the date for the termination of this Lease specified in the Termination Notice for a period of not more than six (6) months, or such longer period as may be reasonably requested by any Approved Mortgagee and approved by the Government.
(4) If, before the date specified for the termination of this Lease as extended by such Approved Mortgagee's exercise of its Right to Postpone, (i) the assumption of performance and observance of the covenants and conditions herein contained on the Lessee's part to be performed under this Lease shall be delivered to the Government by the Approved Mortgagee, or its nominee; and (ii) the Approved Mortgagee shall have complied with all obligations on the Lessee's part to be performed under this Lease and no further defaults shall have occurred which shall not have been cured within the periods of time after notice above provided for, then and in such event, all defaults under this Lease shall be deemed to have been cured, and the Government's Termination Notice shall be deemed to have been withdrawn.
e. Nothing herein contained shall be deemed to impose any obligation on the part of the Government to deliver physical possession of the Leased Premises to such Approved Mortgagee.
f. If more than one Approved Mortgagee shall seek to exercise any of the rights provided for in this Condition 22.6, the holder of the mortgage having priority of lien over the other Approved Mortgagees shall be entitled, as against the others, to exercise such rights.
Should a dispute arise among Approved Mortgagees regarding the priority of lien, the Approved Mortgagees must prove to the satisfaction of the Government that they have settled that dispute.
g. An Approved Mortgagee may not appoint an agent or nominee to operate and manage the Leased Premises on its behalf without first obtaining the written approval of the FAA. Such approval shall require a determination by the FAA that the proposed agent or "!
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Former George AFB Page 41 of 65 Lease for Airfield Property nominee has demonstrated experience or expertise in the development, management, and operation of facilities similar to the Leased Premises.
22.7. During the term of this Lease, the Lessee may authorize a sublessee to encumber its interest in the subleased premises by way of one or more loans secured by a mortgage to provide financing for the cost of capital improvements or other development of the subleased premises, subject to Condition 22.8 below. The proposed holder of any mortgage must be approved by the Lessee prior to the execution of such loan. Any loan with respect to subleased premises may be further secured by a conditional assignment of the applicable sublease by the sublessee to the mortgagee. The Government agrees to execute an Estoppel Certificate and any other similar documentation as may reasonably be required by the mortgagee so as to give its consent to the conditional assignment of the sublease and to certify as to the status of this Lease and to the performance of the Lessee hereunder as of the date of such certification.
22.8. No mortgage shall extend to or affect the fee, the reversionary interest or the estate of the Government in the Leased Premises. No mortgage shall be binding upon the Government in the enforcement of its rights and remedies under the Lease and by law provided, unless, and until a copy thereof shall have been delivered to the Government and such mortgagee is an Approved Mortgagee in accordance with the provisions of this Condition 22.
22.9. Promptly after authorizing a sublessee to assign or encumber any subleased premises, the Lessee shall require its sublessee to furnish the Government a written notice setting forth the name and address of such mortgagee. Further, the Lessee shall require its sublessee to notify the Government promptly of any lien or encumbrance that has been created or attached to the sublessee's interest in the subleased premises whether by act of the sublessee or otherwise, of which the Lessee or sublessee has notice.
22.10. If a mortgagee or purchaser at foreclosure of the mortgage shall acquire the sublessee's interest in the subleased premises, by virtue of the default of the sublessee under the mortgage or otherwise, the applicable sublease shall continue in full force and effect so long as the mortgagee or purchaser at foreclosure is not in default thereunder. The mortgagee or "!
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Former George AFB Page 42 of 65 Lease for Airfield Property purchaser at foreclosure may not appoint an agent or nominee to operate and manage any portion of the subleased premises on its behalf without first obtaining the written approval of the Lessee and FAA. Such approval shall require a determination by the Lessee that the proposed agent or nominee has demonstrated experience or expertise in the development, management, and operation of facilities similar to the subleased premises. For the period of time during which the mortgagee or any purchaser at foreclosure of a mortgage holds the sublessee's interest in the subleased premises, the mortgagee or such purchaser shall become liable and fully bound by the provisions of the applicable sublease.
22.11. With respect to the mortgagees of the subleased premises, the Government agrees that the following shall apply:
a. If requested by a mortgagee which shall have duly registered in writing with the Government its name and address, any notice from the Government to the Lessee affecting the subleased premises shall be simultaneously delivered to the applicable sublessee and such mortgagee at its registered address, and in the event of any such registration, no notice of default or termination of this Lease affecting the subleased premises given by the Government to the Lessee shall be deemed legally effective until and unless like notice shall have been given by the Government to such sublessee and mortgagee.
b. Such mortgagee entitled to such notice shall have any and all rights of the sublease with respect to the curing of any default hereunder by the Lessee.
c. The Government will not enter into any material modification of this Lease affecting the subleased premises without the prior written consent thereto of each mortgagee who shall become entitled to notice as provided in Condition 22.9 above. The foregoing shall not apply or be construed to apply to any right the Government may have to terminate this Lease pursuant to its terms. It is also agreed that the Lessee shall require the sublessee to provide any such mortgagee with notice of any proposed modification.
d. If the Government shall elect to terminate this Lease by reason of any "!
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Former George AFB Page 43 of 65 Lease for Airfield Property default by the Lessee with respect to the subleased premises, the mortgagee that shall have become entitled to notice as provided in this Condition 22.11 shall not only have any and all rights of the sublessee with respect to curing of any default with respect to the subleased premises, but also shall have the right to postpone and extend the specified date for the termination of this Lease ("Mortgagee's Right to Postpone”) in any notice of termination by the Government to the Lessee ("Termination Notice"), subject to the following conditions:
(1) Such mortgagee shall (i) give the Government written notice of the exercise of the Mortgagee's Right to Postpone prior to the date of termination specified by the Government in the Termination Notice, and (ii) simultaneously pay to the Government all amounts required to cure all defaults then existing (as of date of the exercise of Mortgagee's Right to Postpone) which may be cured by the payment of a sum of money.
(2) Such mortgagee shall (i) pay any sums and charges which may be due and owing by the Lessee, and (ii) promptly undertake to cure, diligently prosecute and, as soon as reasonably possible, complete the curing of all defaults of the Lessee and sublessee with respect to the subleased premises which are susceptible of being cured by such mortgagee.
(3) The Mortgagee's exercise of its Right to Postpone shall extend the date for the termination of this Lease specified in the Termination Notice for a period of not more than six (6) months, or such longer period as may be reasonably requested by any mortgagee and approved by the Government.
(4) If, before the date specified for the termination of this Lease as extended by such mortgagee's exercise of Mortgagee's Right to Postpone, (i) the assumption of performance and observance of the covenants and conditions herein contained on the Lessee's part to be performed under the Lease with respect to the subleased premises shall be delivered to the Government by the mortgagee, or its nominee; and (ii) the mortgagee shall have complied with all obligations on the Lessee's and sublessee's part to be performed with respect to the subleased premises under the Lease and no further defaults with respect to the subleased premises shall have occurred which shall not have been cured within the periods of time after "!
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Former George AFB Page 44 of 65 Lease for Airfield Property notice above provided for, then and in such event, all defaults under this Lease with respect to the subleased premises shall be deemed to have been cured, and the Government's Termination Notice shall be deemed to have been withdrawn.
e. Nothing herein contained shall be deemed to impose any obligation on the part of the Government to deliver physical possession of the Leased Premises to such holder of a mortgage.
f. If more than one mortgagee shall seek to exercise any of the rights provided for in this Condition 22.11, the holder of the mortgage having priority of lien over the other mortgagees shall be entitled, as against the others, to exercise such rights. Should a dispute arise among mortgagees regarding the priority of lien, the mortgagees must prove to the satisfaction of the Government that they have settled that dispute.
g. The mortgagee may not appoint an agent or nominee to operate and manage the subleased premises on its behalf without first obtaining the written approval of the Lessee and FAA. Such approval shall require a determination by the Lessee that the proposed agent or nominee has demonstrated experience or expertise in the development, management, and operation of facilities similar to the subleased premises.
CONDITION 23
FEDERAL AVIATION ADMINISTRATION REQUIREMENTS
23.1. By acceptance of this Lease, the Lessee for itself, its successors and assigns, agrees that the transfer of the Leased Premises by this Lease is accepted subject to the following restrictions set forth in subparagraphs a and b of this Condition 23.1.
a. That, except as provided in subparagraph 23.2.b below, the property transferred by this Lease shall be used for public airport purposes for the use and benefit of the public, on reasonable terms and without unjust discrimination and without grant or exercise of "!
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Former George AFB Page 45 of 65 Lease for Airfield Property any exclusive right for use of the Airport within the meaning of the term "exclusive right" as used in subparagraph 23.2.d below.
b. That, except as provided in subparagraph 23.2.b, the entire landing area, as defined in Section 101 of the Federal Aviation Act of 1958, as amended, and Federal Aviation Regulations pertaining thereto, and all structures, improvements, facilities and equipment in which this instrument transfers any interest, shall be maintained for the use and benefit of the public at all times in safe and serviceable condition, so as to ensure its efficient operation and use provided, however, that such maintenance shall be required as to structures, improvements, facilities and equipment only during the useful life thereof, as determined by the Administrator of the FAA or successor in function (the "Administrator"). In the event materials are required to rehabilitate or repair certain of the aforementioned structures, improvements, facilities or equipment, they may be procured by demolition of other structures, improvements, facilities or equipment transferred hereby and located on the above land, which have outlived their usefulness as airport property in the opinion of the Administrator. Notwithstanding any other provision of this Lease: (i) with the prior written approval of the FAA, the Lessee may close or otherwise limit use or access to any portion of the Airport that it deems appropriate if such closure or use limitation is related to airport operating considerations or is based upon insufficient demand for such portion of the Airport; and (ii) with respect to any such portion of the Airport, the Lessee shall be under no obligation to maintain the same other than as may be required to maintain adequate public safety conditions.
23.2. Further, by acceptance of this Lease or any rights hereunder, the Lessee for itself, its successors and assigns, assumes the obligation of, covenants to abide by and agree to, and this Lease is made subject to, the following reservations and restrictions set forth below in subparagraphs 23.2.a to 23.2.n, inclusive, of this Condition 23.2 provided, that the property transferred hereby may be successively transferred or assigned only with the prior written consent of the Administrator of the FAA, or his successor, to successors and assigns of the Lessee only with the provision that any such subsequent transferee assumes all the obligations imposed upon the Lessee by the provisions of this Lease.
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Former George AFB Page 46 of 65 Lease for Airfield Property a. There is hereby reserved to the Lessor, its successors and assigns, for the use and benefit of the public, a right of flight for the passage of aircraft in the airspace above the surface of the above described real property, together with the right to cause in said airspace such noise as may be inherent in the operation of aircraft, now known or hereafter used for navigation of or flight in the said airspace, and for use of said airspace for landing on, taking off from, or operating on the former Base.
b. No property included in the Airport shall be used, leased, sold, salvaged, or disposed of by the Lessee for other than airport purposes without the written consent of the Administrator. This consent shall be granted only if the Administrator determines that the property can be used, leased, sold, salvaged, or disposed of for other than airport purposes without materially and adversely affecting the development, improvement, operation, or maintenance of the Airport. The term "property" as used herein, is deemed to include revenues or proceeds (including any insurance proceeds) derived from the Airport.
c. Property transferred for the development, improvement, operation or maintenance of the Airport shall be used and maintained for the use and benefit of the public on fair and reasonable terms, without unjust discrimination. In furtherance of this covenant (but without limiting its general applicability and effect), the Lessee specifically agrees: (1) that it will keep the Airport open to all types, kinds, and classes of aeronautical use without discrimination between such types, kinds and classes; provided, that the Lessee may establish such fair, equal, and not unjustly discriminatory conditions to be met by all users of the Airport as may be necessary for the safe and efficient operation of the Airport and provided, that the Lessee may prohibit or limit any given type, kind, or class of aeronautical use of the Airport if such action is necessary for the safe operation of the Airport or necessary to serve the civil aviation needs of the public; (2) that, in its operation and the operation of facilities on the Airport, neither it nor any person or organization occupying space or facilities thereupon, will discriminate against any person or class of persons by reason of race, color, creed, disability, age, sex, or national origin in the use of any of the facilities provided for the public at the Airport;(3) that, in any agreement, contract, lease, or other arrangement under which a right or privilege at the Airport is granted to any person, firm or corporation to conduct or engage in any aeronautical "!
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Former George AFB Page 47 of 65 Lease for Airfield Property activity for furnishing services to the public at the Airport, the Lessee will insert and enforce provisions requiring the contractor: (i) to furnish said service on a fair, equal and not unjustly discriminatory basis to all users thereof, and (ii) to charge fair, reasonable, and not unjustly discriminatory prices for each unit for service, provided, that the contractor may be allowed to make reasonable and nondiscriminatory discounts, rebates, or other similar types of price reductions to volume purchasers; (4) that the Lessee will not exercise or grant any right or privilege which would operate to prevent any person, firm, or corporation operating aircraft on the Airport from performing any services on its own aircraft with its own employees (including, but not limited to maintenance and repair) that it may choose to perform; and (5) that, in the event the Lessee itself exercises any of the rights and privileges referred to in subparagraph (3) above, the services involved will be provided on the same conditions as would apply to the furnishing of such services by contractors or concessionaires of the Lessee under the provisions of such subparagraph (3) of this Condition 23.2.
d. The Lessee will not grant or permit any exclusive right for the use of the Airport which is forbidden by Section 308 of the Federal Aviation Act of 1958, as amended, by any person or persons to the exclusion of others in the same class and will otherwise comply with all applicable laws. In furtherance of this covenant (but without limiting its general applicability and effect), the Lessee specifically agrees that, unless authorized by the Administrator it will not, either directly or indirectly, grant or permit any person, firm or corporation the exclusive right to conduct any aeronautical activity on the Airport, including but not limited to, charter flights, pilot training, aircraft rental and sight-seeing, aerial photography, crop dusting, aerial advertising and surveying, air carrier operations, aircraft sales and services, sale of aviation petroleum products whether or not conducted in conjunction with other aeronautical activity, repair and maintenance of aircraft, sale of aircraft parts, and any other activities which because of their direct relationship to the operation of aircraft can be regarded as an aeronautical activity. The Lessee further agrees that it will terminate as soon as possible and no later than the earliest renewal, cancellation, or expiration date applicable thereof, any exclusive right existing at any Airport owned or controlled by the Lessee or hereinafter acquired and that, thereafter, no such right shall be granted. However, nothing contained herein shall be construed to prohibit the granting or exercise of an exclusive right for the furnishing of non- "!
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Former George AFB Page 48 of 65 Lease for Airfield Property aviation products and supplies or any services of a nonaeronautical nature or to obligate the Lessee to furnish any particular non-aeronautical service at the Airport.
e. The Lessee shall, insofar as it is within its powers and to the extent reasonable, adequately clear and protect the aerial approaches to the Airport. The Lessee will, either by the acquisition and retention of easements or other interests in or rights for the use of land airspace, or by the adoption and enforcement of zoning regulations, prevent the construction, erection, alteration, or growth of any structure, tree, or other object in the approach areas of the runways of the Airport which would constitute an obstruction to air navigation according to the criteria or standards prescribed in Part 77 of the Federal Aviation Regulations, as applicable, according to the currently approved airport layout plan. In addition, the Lessee will not erect or permit the erection of any permanent structure or facility which would interfere materially with the use, operation, or future development of the airport, in any portion of a runway approach area in which the Lessee has acquired, or may hereafter acquire, a property interest permitting it to so control the use made of the surface of the land. Insofar as is within its power and to the extent reasonable, the Lessee will take action to restrict the use of the land adjacent to or in the immediate vicinity of the Airport to activities and purposes compatible with normal airport operations, including landing and takeoff of aircraft.
f. The Lessee will operate and maintain in a safe and serviceable condition, as deemed reasonably necessary by the Administrator, the Airport and all facilities thereon and connected therewith which are necessary to service the aeronautical users of the Airport, other than facilities owned or controlled by the United States, and will not permit any activity thereon which would interfere with its use for airport purposes. Nothing contained herein shall be construed to require that the Airport be operated for aeronautical uses during: (i) temporary periods when snow, flood, or other climatic conditions interfere with such operation and maintenance; or (ii) repair, restoration or replacement of any structure or facility which is substantially damaged or destroyed due to an act of God or other condition or circumstance beyond the control of the Lessee in compliance with Condition 15.6.
g. Except as otherwise agreed to between the Lessee and any agency of the "!
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Former George AFB Page 49 of 65 Lease for Airfield Property United States, the Lessee will make available all facilities of the Airport at which the property described herein is located or developed with Federal aid, and all those usable for the landing and taking off of aircraft, to the United States at all times, without charge, and for use by aircraft of any agency of the United States in common with other aircraft, except that if the use by aircraft of any agency of the United States in common with other aircraft, is substantial, a reasonable share, proportional to such use, of the cost of operating and maintaining facilities so used, may be charged. Unless otherwise determined by the FAA, or otherwise agreed to by the Lessee and the using Federal agency, substantial use of an airport by United States aircraft will be considered to exist when operations of such aircraft are in excess of those which, in the opinion of the FAA, would unduly interfere with use of the landing area by other authorized aircraft or, that during any calendar month either: (i) five (5) or more aircraft of any agency of the United States are regularly based at the airport or on land adjacent thereto; or (ii) the total number of movements (counting each landing as a movement and each take-off as a movement) of aircraft of any agency of the United States is three hundred (300) or more; or (iii) the gross accumulative weight of aircraft of any agency of the United States using the airport (the total movements of such federal aircraft multiplied by gross certified weights thereof) is in excess of five million (5,000,000) pounds.
h. During any national emergency declared by the President of the United States of America or the Congress thereof, including any existing national emergency, the United States shall have the right to make exclusive or nonexclusive use and have exclusive or nonexclusive control and possession, without charge, of the Airport at which the surplus property applied for herein is located or used, as it then exists, or of such portion thereof as it may desire.
However, the United States shall be responsible for the entire cost of maintaining such part of the Airport as it may use exclusively, or over which it may have exclusive possession or control, during the period of such use, possession or control and shall be obligated to contribute a reasonable share, commensurate with the use made by it, of the cost of maintenance of such property as it may use nonexclusively or over which it may have nonexclusive control and possession. The United States shall also pay a fair rental for use, control or possession, exclusively or nonexclusively, of any improvements to the Airport made without United States aid and never owned by the United States.
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Former George AFB Page 50 of 65 Lease for Airfield Property
i. The Lessee does hereby release the Government, and will take whatever action may be required by the Administrator, to assure the complete release of the Government from all liability the Government may be under for restoration or other damage under any lease or other agreement covering the use by the Government of the Airport, or part thereof, owned, controlled or operated by the Lessee, upon which, adjacent to which, or in connection with which, any property transferred by this instrument was located or used, provided, that no such release shall be construed as depriving the Lessee of any right it may otherwise have to receive reimbursement under Section 17 of the Federal Airport Act for the necessary rehabilitation or repair of public airports heretofore, or hereafter substantially damaged by a Federal agency. The Parties to this Lease acknowledge that there is no property at the former Base to which this provision applies.
j. Whenever so requested by the FAA, the Lessee will furnish, without cost to the Federal Government, for construction, operation and maintenance of facilities for air traffic control activities, or weather reporting activities, or communication activities related to air traffic control, such areas of the property described herein or rights in buildings on the Airport as the FAA may consider necessary or desirable for construction at Federal expense of space or facilities for such purposes, and the Lessee will make available such areas or any portion thereof for the purposes provided herein within four (4) months after receipt of written request from the FAA., if such are or will be available.
k. The Lessee will: (1) furnish the FAA with annual or special airport financial and operational reports as may be reasonably requested using either forms furnished by the FAA or in such manner as the Lessee elects so long as the essential data are furnished and (2) upon reasonable request of the FAA, make available for inspection by any duly authorized representative of the FAA, the Airport, and all Airport records and documents affecting the Airport, including deeds, leases, operation and use agreements, regulations, and other instruments and (3) furnish to the FAA a certified true copy of any such document which may be reasonably requested.
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Former George AFB Page 51 of 65 Lease for Airfield Property l. The Lessee will not enter into any action which would operate to deprive it of any of the rights and powers necessary to perform or comply with any or all of the covenants and conditions set forth herein unless by such transaction the obligation to perform or comply with all such covenants and conditions is assumed by another public agency found by the FAA to be eligible as a public agency as defined in the Airport and Airway Improvement Act of 1982, as amended (P.L. 97-248), to assume such obligation and have the power, authority, and financial resources to carry out all such obligations. If an arrangement is made for management or operation of the Airport by any agency or person other than the Lessee, the Lessee shall reserve sufficient rights and authority to ensure that such Airport will be operated and maintained in accordance with these covenants and conditions, any applicable federal statute, and applicable provisions of the Federal Aviation Regulations.
m. The Lessee will at all times keep an up-to-date airport layout plan of the Airport showing: (1) the boundaries of the Airport and all proposed additions thereto, together with the boundaries of all off-site areas owned or controlled by the Lessee for airport purposes and proposed additions thereto; (2) the location and nature of all existing and proposed airport facilities and structures (such as runways, taxiways, aprons, terminal buildings, hangars, and roads), including all proposed extension and reductions of existing airport facilities; and (3) the location of all existing and proposed nonaviation areas and all existing improvements thereon and uses made thereof. The airport layout plan and each amendment, revision, or modification thereof, shall be subject to the approval of the FAA, which approval shall be evidenced by the signature of a duly authorized representative of the FAA on the face of the airport layout plan.
The Lessee will not make or permit the making of any changes or alterations in the Airport or any of its facilities other than in conformity with the airport layout plan as so approved by the FAA, if such changes or alterations might adversely affect the safety, utility, or efficiency of the Airport.
n. If at any time it is determined by the FAA that there is any outstanding right or claim of right in or to the Airport property described herein, the existence of which creates an undue risk of interference with the operation of the Airport or the performance or compliance with covenants and conditions set forth herein, the Lessee will, to the extent "!
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Former George AFB Page 52 of 65 Lease for Airfield Property practicable, acquire, extinguish, or modify such right or claim of right in a manner acceptable to the FAA.
o. In the event that any of the terms, conditions, reservations under which the property is disposed of, or restrictions of this Condition 23, are not met, observed, or complied with by the Lessee or any subsequent transferee, whether caused by the legal inability of said Lessee or subsequent transferee to perform any of the obligations herein set out or otherwise, the title, right of possession and all other rights transferred by this instrument to the Lessee, or any portion thereof, shall at the option of the Government terminate and revert to the Government in its then-existing condition sixty (60) days following the date upon which demand to this effect is made in writing by the Administrator of the FAA or successor in function, unless within said sixty (60) days such default or violation shall have been cured and all such terms, conditions, reservations and restrictions shall have been met, observed, or complied with, or if the Lessee shall have commenced the actions necessary to bring it into compliance with this Condition 23 in accordance with a compliance schedule approved by the Administrator, in which event said termination of Lease and reversion shall not occur and title, right of possession, and all other rights transferred hereby, except such, if any, as shall have previously terminated and reverted, shall remain vested in the Lessee, its transferees, successors and assigns.
p. If the construction as covenants of any of the foregoing reservations and restrictions recited herein as covenants or the application of the same as covenants in any particular instance is held invalid, the particular reservation or restrictions in question shall be construed instead merely as conditions, the breach of which the United States may exercise its option to cause the title, interest, right of possession, and all other rights transferred to the Lessee, or any portion thereof, to terminate and revert to it, and the application of such reservations or restrictions as covenants in any other instance and the construction of the remainder of such reservations and restrictions as covenants shall not be affected thereby.
23.3. Lessee further agrees and understands by and between the Parties hereto and the Lessee, by its acceptance of this Lease, acknowledges its understanding of the agreement, and agrees that, as part of the consideration for this Lease, the Lessee covenants and agrees for itself, "!
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Former George AFB Page 53 of 65 Lease for Airfield Property its successors and assigns, that:
a. The program for or in connection with which this Lease is made will be conducted in compliance with, and the Lessee, its successors and assigns will comply with all requirements imposed by or pursuant to the regulations of the United States Department of Transportation as in effect on the date of this Lease (49 C.F.R. § 21) issued under the provisions of Title VI of the Civil Rights Act of 1964, as amended;
b. This covenant shall be subject in all respects to the provisions of said regulations;
c. The Lessee, its successors and assigns, will promptly take and continue to take such action as may be necessary to effectuate this covenant;
d. The United States shall have the right to seek judicial enforcement of this covenant; and
e. The Lessee, its successors and assigns, will: (1) obtain from any person, including any legal entity, who, through contractual or other arrangements with the Lessee, its successors and assigns, is authorized to provide services or benefits under said program, a written agreement pursuant to which such other person shall, with respect to the services or benefits which he is authorized to provide, undertake for himself the same obligations as those imposed upon the Lessee, its successors and assigns, by this covenant; (2) furnish the original of such agreement to the Administrator, upon his or her request therefore and shall in any event, without regard to technical classification or designation, legal or otherwise, be binding to the fullest extent permitted by law and equity for the benefit of, and in favor of the Government against the Lessee, its successors, and assigns.
23.4. The operation of the Airport shall be subject to such regulations as may be prescribed by the Administrator of the FAA or his or her successor in function from time to time, and the Lessee shall comply with all pertinent laws, ordinances, rules, orders, or other applicable "!
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Former George AFB Page 54 of 65 Lease for Airfield Property regulations and to the extent permitted by law, indemnify and hold the United States harmless from any liability or penalty which may be imposed by reason of any asserted violation thereof by the Lessee.
23.5. The Parties understand and agree that in the event of any conflict between any of the provisions in this Condition 23 and any other provisions of this Lease, the provisions in Condition 23 shall control.
CONDITION 24
SPECIAL PROVISIONS
24.1. The Lessee acknowledges, understands, and accepts that the AFCEC/CIB mission on the former George AFB has priority and primacy over all other activities and operations on this former base. AFCEC/CIB’s mission is to ensure the appropriate environmental cleanup of this former base and to dispose of all remaining parcels of land to the approved recipient, which is SCLAA. This mission may require that the Lessee delay or otherwise alter its activities/operations on the Leased Premises, as defined in this Lease, including the activities/operations of any sublessee, licensee, or invitee. If so directed by the BEC, the Lessee and its sublessees, licensees, or invitees, will make all reasonable accommodations to facilitate the accomplishment of AFCEC/CIB’s mission. Every effort will be made by both the Government and Lessee and its sublessees, licensees, or invitees, to fully cooperate to avoid or mitigate potential business disruption, and development or scheduling conflicts that may arise.
CONDITION 25
GENERAL PROVISIONS
25.1. Covenant against Contingent Fees. The Lessee warrants that no person or agency has been employed or retained to solicit or secure this Lease upon an agreement or understanding for a commission, percentage, brokerage, or contingent fee, excepting bona fide employees or "!
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Former George AFB Page 55 of 65 Lease for Airfield Property bona fide commercial agencies maintained by the Lessee for the purpose of securing business.
For breach or violation of this warranty, the Government shall have the right to annul this Lease without liability, or in its discretion to require the Lessee to pay, in addition to the lease rental or consideration, the full amount of such commission, percentage, brokerage, or contingent fee.
25.2. Officials Not to Benefit. No Member of or Delegate to Congress or Resident Commissioner shall be admitted to any share or part of this Lease or to any benefit to arise therefrom, but this provision shall not be construed to extend to this Lease if made with a corporation for its general benefit.
25.3. Facilities Nondiscrimination. The Lessee shall use the Leased Premises in a nondiscriminatory manner to the end that no person shall, on the ground of race, color, religion sex, age, handicap or national origin, be excluded from using the facilities or obtaining the services provided thereon, or otherwise be subjected to discrimination under any program or activities provided thereon.
a. As used in this Condition 25, the term "facility" means lodgings, stores, shops, restaurants, cafeterias, restrooms, and any other facility of a public nature in any building covered by, or built on land covered by, this Lease.
b. The Lessee agrees not to discriminate against any person because of race, color, religion, disability, sex, or national origin in furnishing, or refusing to furnish, to such person the use of any facility, including all services, privileges, accommodations, and activities provided on the Leased Premises. This does not require the furnishing to the general public the use of any facility customarily furnished by the Lessee solely to tenants or to Air Force military and civilian personnel, and the guests and invitees of any of them.
25.4. Gratuities. The Government may, by written notice to the Lessee, terminate this Lease if it is found after notice and hearing, by the Secretary of the Air Force or duly authorized representative, that gratuities in the form of entertainment, gifts, or otherwise, were offered or given by the Lessee, or any agent or representative of the Lessee, to any officer or employee of the Government with a view toward securing an agreement or securing favorable treatment with "!
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GEO-19-0001 PBT
Former George AFB Page 56 of 65 Lease for Airfield Property respect to the awarding or amending, or the making of any determinations with respect to the performing of such agreement; provided that the existence of the facts upon which the Secretary of the Air Force or duly authorized representative makes such finding, shall be an issue and may be reviewed in any court of competent jurisdiction. In the event this Lease is so terminated, the Government shall be entitled to: (a) pursue the same remedies against the Lessee as it could pursue in the event of a breach of this Lease by the Lessee; and (b) a penalty in addition to any other damages to which it may be entitled by law, to exemplary damages in an amount (as determined by the Secretary of the Air Force or duly authorized representative) which shall be not less than three (3) nor more than ten ( 10) times the costs incurred by the Lessee in providing any such gratuities to any such officer or employee. The rights and remedies of the Government provided in this Condition shall not be exclusive and are in addition to any other rights and remedies provided by law or under this Lease.
25.5. No Joint Venture. Nothing contained in this Lease will make, nor will be construed to make, the Parties hereto partners or joint venturers with each other, it being understood and agreed that the only relationship between the Government and the Lessee is that of landlord and tenant. Neither will anything in this Lease render, nor be construed to render, either of the Parties hereto liable to any third party for the debts or obligations of the other Party hereto.
25.6. Records and Books of Account. The Lessee agrees that the Comptroller General of the United States or the Auditor General of the United States Air Force or any of their duly authorized representatives shall, until the expiration of three (3) years after the expiration or earlier termination of this Lease, have access to and the right to examine any directly pertinent books, documents, papers, and records of the Lessee involving transactions related to this Lease.
The Lessee further agrees that any sublease of the Leased Premises (or any part thereof) will contain a provision to the effect that the Comptroller General of the United States or the Auditor General of the United States Air Force or any of their duly authorized representatives shall, until three (3) years after the expiration or earlier termination of this Lease, have access to and the right to examine any directly pertinent books, documents, papers, and records of the sublessee involving transactions related to the sublease.
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GEO-19-0001 PBT
Former George AFB Page 57 of 65 Lease for Airfield Property
25.7. Failure of Government to Insist on Compliance. The failure of the Government to insist in any one or more instances, upon strict performance of any of the terms, covenants or conditions of this Lease shall not be construed as a waiver or a relinquishment of the Government's rights to the future performance of any such terms, covenants or conditions, but the obligations of the Lessee with respect to such future performance shall continue in full force and effect.
25.8. Headings or Titles. The brief headings or titles preceding each condition are merely for purposes of identification, convenience, and ease of reference, and will be completely disregarded in the construction of this Lease.
25.9. Counterparts. This Lease is executed in two (2) counterparts, each of which is deemed an original of equal dignity with the other and which is deemed one and the same instrument as the other.
25.10. Personal Pronouns. All personal pronouns used in this Lease, whether used in the masculine, feminine or neuter gender, will include all other genders.
25.11. Entire Agreement. It is expressly agreed that this written instrument embodies the entire agreement between the Parties in writing and signed by each of the Parties hereto, regarding the use of the Leased Premises by the Lessee, and there are no understandings or agreements, verbal or otherwise, between the Parties except as expressly set forth herein. This instrument may only be modified or amended by mutual agreement of the Parties in writing and signed by each of the Parties hereto.
25.12. Meaning of Days. All time periods specified in “days” shall be considered calendar days, unless expressly stated otherwise.
25.13. Identification of Government Agencies, Statutes, Regulations, Programs and Forms. Any reference in this Lease, by name or number, to a government department, agency, statute, regulation, executive order, policy, program or form shall include any successor or similar department, agency, statute, regulation, executive order, policy, program or form. "!
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GEO-19-0001 PBT
Former George AFB Page 58 of 65 Lease for Airfield Property
25.14. Third Party Beneficiaries. Except as otherwise expressly provided with respect to Approved Mortgagees, there shall be no third party beneficiaries of this Lease and none of the provisions of this Lease shall be for the benefit of, or enforceable by, any creditors of Lessee.
25.15. Good Faith and Due Diligence. Both Parties agree to pursue in good faith and with due diligence the purposes set forth herein and all acts in furtherance thereof, specifically including all acts required of either Party by the terms thereof.
CONDITION 26
RESTRICTIONS ON USE OF LEASED PREMISES
26.1. Groundwater. The Lessee shall not install (nor permit its sublessees or licensees to install) any type of well at any location within the Leased Premises. Notwithstanding the foregoing, qualified employees of Lessee (or any sublessee or licensee) or their environmental consultants may install groundwater monitoring wells in support of environmental site assessments or investigations in locations shown in Exhibit G-1, Page 1 of 2 (data current as of the end of 2017), which depicts the groundwater plumes beneath the Leased Premises, upon prior notice and written approval of the Air Force, EPA and State Regulators appointed under the FFA.
a. The Lessee (its sublessees or licensees) shall not construct or create any continuously filled surface impoundments for collecting and storing water on the Leased Premises without prior Air Force review and approval. Unlined catchment or detention basins to manage stormwater runoff are excluded, so long as such basins are not intended and constructed to collect and continuously store the runoff between major storm events.
b. Lessee (its sublessees or licensees) shall not undertake any activities that allow the continuous infiltration of surface water into the groundwater on the Leased Premises; normal watering to support grounds maintenance and existing landscaping is excluded from this restriction.
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GEO-19-0001 PBT
Former George AFB Page 59 of 65 Lease for Airfield Property
c. The Lessee (its sublessees or licensees) shall not to disturb, move, damage, tamper with, interfere with any groundwater monitoring wells (some of which are used for free product removal) or associated infrastructure. See Exhibit G-1, Page 2 of 2 for locations of the monitoring wells.
d. The Lessee (its sublessees or licensees) shall not limit Air Force access to any monitoring wells (some of which are used for free product removal) or associated infrastructure, provided the Air Force or its contractors meet the access requirements of the Lessee’s Airport Security Plan, which may be modified from time to time after the Air Force is allowed fourteen (14) calendars days to review and comment on any proposed modifications.
Notwithstanding Condition 26.1.d. immediately above, the Lessee shall be authorized, at Lessee’s sole expense and discretion, to construct or place physical barrier protection outside of the protective bollards on the traffic side of the groundwater monitoring wells to protect, yet maintain appropriate access as contemplated in this Condition 26.1. The Lessee shall coordinate any such construction or placement of physical barriers with the SM.
26.2. Surface and Shallow Soils. The Lessee shall not conduct (or permit its sublessees or licensees to conduct) any subsurface excavation, digging, drilling or other disturbance of the surface soils on the Leased Premises without the providing notice to the Air Force in accordance with Condition 10.22.
a. The following restriction on use of the Leased Premises apply to the seven (7) sites with contaiminants in the shallow soil/vadose zone that are Areas of Special Notice, specifically FT082, SS0831, FT019A, FT019C, ST054, ST057, and SS084 (as depicted on Exhibit G-2, Page 1 of 2; the Air Force will separatedly provide plats with the legal description
1 A soil vapor extraction (SVE) system is located at SS083. The SVE does not have an independent power source and therefore shares a power drop as well as the cost of power with the occupants/tenant of a nearby building. The Government and Lessee shall execute a power reimbursement agreement, underwhich the Air Force will pay a reasonable share of the power bill when its SVE system is operating. The Lessee will have no financial liability to the Air Force for power outages to the SVE system, unless it intentionally or negligently cuts-off power to the Air Force’s SVE system. This is the Parties’ intended meaning for the language in restriction 26.2.a.1 as it relates to disturbing the “power lines” at SS083. If the Lessee intends to terminate power to the building because it becomes vacant, the Lessee will notify the SM ten (10) business days in advance. "!
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GEO-19-0001 PBT
Former George AFB Page 60 of 65 Lease for Airfield Property of the boundaries for each of these contaminated soil sites):
(1) The Lessee (its sublessees or licensees) shall not disturb, move, damage, tamper with, interfere with any treatment facilities such as soil vapor extraction systems, nor any appurtenances associated with such facilities, including but not limited to piping/equipment or power lines.
(2) The Lessee (its sublessees or licensees) shall not limit Air Force access to any treatment facilities such as soil vapor extraction systems, nor any appurtenances associated with such facilities, including but not limited to piping/equipment or power lines; provided, however, the Air Force or its contractors must meet the access requirements of the Lessee’s Airport Security Plan, which may be modified from time to time after the Air Force is allowed fourteen (14) calendars days to review and comment on any proposed modifications.
b. If the Lessee proposes to conduct (or proposes to permit its sublessees or licensees to conduct) any subsurface excavation, digging, drilling or other disturbance of the surface soils within these Areas of Special Notice, the Lessee must obtain prior written approval of the Air Force in accordance with Conditions 10.22 and 17.3.
Exhibit G-2, Page 1 of 2 will be periodically updated as appropriate. The Lessee will be provided a copy of the updated Exhibit G-2, Page 1 of 2 within seven (7) days of the update completion.
26.3. The Lessee (its sublessees or licensees) shall not use the Leased Premises for residential purposes (including mobile or modular homes), hospitals for human care, public or private schools for persons under 18 years of age, nursery schools, or day-care centers for children.
26.4. The following restrictions on use of the Leased Premises apply to the three (3) closed Landfills/Disposal Pits (LF/DPs) LF014, DP003, and DP004 (as depicted in Exhibit G-2,
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GEO-19-0001 PBT
Former George AFB Page 61 of 65 Lease for Airfield Property boundaries for each of these LF/DPs):
a. The Lessee (its sublessees or licensees) shall not damage/disturb/destroy/ tamper with/alter, or authorize others to damage/disturb/destroy/tamper with/alter, any component of a LF/DP’s Landfill Remedial System including but not limited to the earthen/engineered cover, settlement monuments, fencing or signage, and/or any equipment or infrastructure used to protect, preserve, or monitor a LF/DP. This prohibition also precludes any activity or Alteration that affects surface water drainage patterns by damaging/destroying/ altering the storm drainage channels/system in the vicinity of a LF/DP’s fenced area.
b. Aside from an emergency, only the Air Force will access a LF/DP’s fenced area. Otherwise, the Lessee must notify the Air Force if it (its sublessees or licensees) has a need to access a LF/DP’s fenced area. If emergency access is required, the Lessee must notify the Air Force within twenty-four (24) hours after accessing a LF/DP’s fenced area caused by such an emergency.
c. The Lessee (its sublessees or licensees) shall protect all Air Force groundwater monitoring wells associated with any LF/DPs, whether currently installed or installed in the future, and preserve Air Force access to them (as depicted on the plats with the legal description of the boundaries for each of these LF/DPs).
26.5. The Lessee will minimize the destruction, loss, or degradation of wetlands found in the Leased Premises and identified in Exhibit G-2, Page 2 of 2 ("Sensitive Habitats") hereto.
Before locating new construction in jurisdictional wetlands, the Lessee shall find in writing that there is no practicable alternative for such new construction and that the construction includes all practicable measures to minimize harm to the wetlands from such use. In making that finding, the Lessee may take into account economic, environmental and other pertinent factors. In addition, the Lessee shall provide an opportunity for early public review of any plan or proposal for new construction in jurisdictional wetlands. Before locating new construction in the jurisdictional wetlands, the Lessee shall contact the United States Army Corps of Engineers and obtain a permit or waiver under Section 404 of the Clean Water Act. For purposes of this "!
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GEO-19-0001 PBT
Former George AFB Page 62 of 65 Lease for Airfield Property Condition, the term "new construction" includes building structures or facilities, draining, dredging, channelizing, filling, diking, impounding, and related activities.
26.6. The Lessee will consult with the Department of Agriculture, U.S. Fish and Wildlife Service ("USFWS") to determine if a mitigation/compensation package for endangered species habitat losses resulting from Lessee's development and operations is required. Pursuant to Section 7 of the Endangered Species Act, the Air Force will consult with the USFWS on the compensation package. The Lessee shall implement any mitigation/compensation package approved by the USFWS. Endangered or threatened species, and their habitats, located on the Leased Premises are identified in Exhibit G-2, Page 2 of 2.
26.7. The National Historic Preservation Act ("NHPA") is the primary law governing actions affecting cultural resources. In compliance with NHPA, the Air Force conducted an architectural inventory and evaluation of George AFB, including the Leased Premises. The Air Force has completed its consultation with the California Historic Preservation Officer ("SHPO").
The California SHPO has concurred with the finding that there are no structures on George AFB eligible for listing in the National Register for Historic Places. As prior studies indicated there are no significant properties or paleontological resources on George AFB, reuse activities will not impact protected cultural resources. If such resources are identified in the future, the Lessee shall comply will all applicable laws regarding the impact of its activities on such resources.
CONDITION 27
GOVERNMENT REPRESENTATIVES AND THEIR SUCCESSORS
27.1. The BEC with the assistance of AFCEC/CIB staff has been duly authorized to administer this Lease. The on-site SM is the local point of contact and a liaison with the BEC.
27.2. Except as otherwise specifically provided, any reference herein to BEC shall include his or her duly appointed successors and his or her authorized representatives.
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GEO-19-0001 PBT
Former George AFB Page 63 of 65 Lease for Airfield Property CONDITION 28
AMENDMENTS
28.1. This Lease may be amended at any time by mutual agreement of the Parties in writing and signed by a duly authorized representative of each of the respective Parties hereto.
Amendments to this Lease executed on behalf of the Air Force must be signed by an authorized representative of the Secretary of the Air Force.
CONDITION 29
EXHIBITS
29 .1. Three (3) sets of exhibits are attached to and made a part of this Lease, as follows:
Exhibit A-1 Depictions of the Leased Premises
Exhibit B-1 Legal Description of the Leased Premises
Exhibit C Physical Condition Report (PCR)
[refer to the PCR attached to the Original Lease]
Exhibit D Environmental Condition Report (ECR)
[refer to the ECR attached to the Original Lease]
Exhibit E [Omitted]
Exhibit F Application for Airport Public Benefit Transfer and Acceptance [refer to the attachment to the Original Lease]
Exhibit G-1/2 Restrictions on Use of Leased Premises and Areas of Special Notice
Exhibit H [Omitted]
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GEO-19-0001 PBT
Former George AFB Page 64 of 65 Lease for Airfield Property CONDITION 30
REPORTING TO CONGRESS
30.1. Pursuant to the Defense Authorization Amendments and Base Closure and Realignment Act ("BCRA"), P. L. 100-526, this Lease is not subject to 10 U.S.C. § 2662.
[Remainder of page intentionally blank]
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GEO-19-0001 PBT
Former George AFB Page 1 of 3 Lease for Airfield Property Exhibit A-1
EXHIBIT A-1
DEPICTIONS OF THE LEASED PREMISES
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GEO-19-0001 PBT
Former George AFB Page 2 of 3 Lease for Airfield Property Exhibit A-1
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GEO-19-0001 PBT
Former George AFB Page 3 of 3 Lease for Airfield Property Exhibit A-1
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GEO-19-0001 PBT
Former George AFB Page 1 of 5 Lease for Airfield Property Exhibit B-1
EXHIBIT B-1
LEGAL DESCRIPTION OF THE LEASED PREMISES
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GEO-19-0001 PBT
Former George AFB Page 2 of 5 Lease for Airfield Property Exhibit B-1
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GEO-19-0001 PBT
Former George AFB Page 3 of 5 Lease for Airfield Property Exhibit B-1
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GEO-19-0001 PBT
Former George AFB Page 4 of 5 Lease for Airfield Property Exhibit B-1
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GEO-19-0001 PBT
Former George AFB Page 5 of 5 Lease for Airfield Property Exhibit B-1
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GEO-19-0001 PBT
Former George AFB Lease for Airfield Property
Exhibit G-2
EXHIBIT G-1
RESTRICTIONS ON USE OF LEASED PREMISES
AND
AREAS OF SPECIAL NOTICE
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GEO-19-0001 PBT
Former George AFB Lease for Airfield Property
Exhibit G-2
EXHIBIT G-2
RESTRICTIONS ON USE OF LEASED PREMISES
AND
AREAS OF SPECIAL NOTICE
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GEO-19-0001 PBT
Former George AFB Page 1 of 2 Lease for Airfield Property Exhibit G-2
EXHIBIT G-2, page 1 of 2
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GEO-19-0001 PBT
Former George AFB Page 2 of 2(1) Lease for Airfield Property Exhibit G-2
EXHIBIT G-2, page 2 of 2(1)
SENSITIVE HABITATS
THREATENED AND ENDANGERED SPECIES
The primary species of concern in the lease area are the desert tortoise ( Gopherus agassizii) and the Mojave ground squirrel (Spermophilus mohavenis). Undeveloped areas to the north and east of the crosswind runway and areas to the south and southwest of the main runway are known to be desert tortoise habitat, see attached excerpt from the George Air Force Base Final Environmental Impact Statement, March 1992. The desert tortoise is federally listed. All undeveloped portions of the installation are considered to be Mojave ground squirrel habitat by the California Department of Fish and Game. The Mojave ground squirrel is listed by the State as threatened and is a Category 2 candidate for Federal listing. Habitats associated with these species are presumed sensitive in the lease area.
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GEO-19-0001 PBT
Former George AFB Page 2 of 2(2) Lease for Airfield Property Exhibit G-2
EXHIBIT G-2, page 2 of 2(2)
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24.07.30 SCLAA Standard Sublease Page 29 Exqudrum, LLC Bldgs 787 and 788
EXHIBIT F
SELECTED FAA RULES AND REGULATIONS
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Certificate Of Completion
Envelope Id: 5273B11B-9D0E-89F3-8287-62D0C6750B82 Status: Completed Subject: Complete with Docusign: 26.06.25 Exquadrum LLC Bldg 787 & 788 Sublease For Execution.pdf Source Envelope:
Document Pages: 153 Signatures: 2 Envelope Originator:
Certificate Pages: 5 Initials: 0 Jacob Kern
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-08:00) Pacific Time (US & Canada)
[email protected]
IP Address: 24.182.14.221
Record Tracking
Status: Original
6/25/2026 3:10:52 PM
Holder: Jacob Kern
[email protected]
Location: DocuSign
Signer Events Signature Timestamp
Brendan Cooney
[email protected]
General Counsel
Mach Industries Inc.
Security Level: Email, Account Authentication
(None)
Signature Adoption: Drawn on Device
Using IP Address: 174.227.175.222
Signed using mobile
Sent: 6/25/2026 3:40:11 PM
Resent: 6/29/2026 3:14:35 PM
Resent: 6/30/2026 8:58:35 AM
Viewed: 6/30/2026 4:50:13 PM
Signed: 6/30/2026 5:04:25 PM
Electronic Record and Signature Disclosure:
Accepted: 6/30/2026 4:50:13 PM
ID: b6d390c5-3770-4b4c-8e83-75a1fcb3bdc0
Andre de Bortnowsky
[email protected]
Partner
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 24.43.91.238
Sent: 6/30/2026 5:04:27 PM
Viewed: 7/1/2026 8:09:53 AM
Signed: 7/1/2026 8:11:05 AM
Electronic Record and Signature Disclosure:
Accepted: 9/14/2021 8:07:41 AM
ID: 89fd4926-8d5b-469d-a54e-529db0d246c7
In Person Signer Events Signature Timestamp
Editor Delivery Events Status Timestamp
Agent Delivery Events Status Timestamp
Intermediary Delivery Events Status Timestamp
Certified Delivery Events Status Timestamp
Carbon Copy Events Status Timestamp
Lilly Franco
[email protected]
Security Level: Email, Account Authentication
(None)
Sent: 7/1/2026 8:11:07 AM
Electronic Record and Signature Disclosure:
Not Offered via Docusign
Witness Events Signature Timestamp
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Notary Events Signature Timestamp
Envelope Summary Events Status Timestamps
Envelope Sent Hashed/Encrypted 6/25/2026 3:40:11 PM
Envelope Updated Security Checked 6/25/2026 4:39:01 PM
Envelope Updated Security Checked 6/25/2026 4:39:01 PM
Envelope Updated Security Checked 6/25/2026 4:39:01 PM
Certified Delivered Security Checked 7/1/2026 8:09:53 AM Signing Complete Security Checked 7/1/2026 8:11:05 AM
Completed Security Checked 7/1/2026 8:11:07 AM
Payment Events Status Timestamps
Electronic Record and Signature Disclosure
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SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS.
INSURER(S) AFFORDING COVERAGE
INSURER F :
INSURER E :
INSURER D :
INSURER C :
INSURER B :
INSURER A :
NAIC #
NAME:
CONTACT
(A/C, No):
FAX
E-MAIL
ADDRESS:
PRODUCER
(A/C, No, Ext):
PHONE
INSURED
REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES
IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be e ndorsed.
If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A st atement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s).
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS
CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.
OTHER:
(Per accident)
(Ea accident)
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THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED.
NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE
ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND COND ITIONS OF SUCH POLICIES. *LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. LIMITS SHOWN ARE INCLUSIVE OF AMOUNTS REQUESTED BY THE CERTI FICATE HOLDER AND MAY NOT REFLECT POLICY LIMIT AMOUNTS IN EXCESS OF THOSE REQUESTED. *Not Applicable in WY $
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BODILY INJURY (Per person)
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CANCELLATION
AUTHORIZED REPRESENTATIVE
ACORD 25 (2025/12) © 1988-2025 ACORD CORPORATION. All rights reserved.
CERTIFICATE HOLDER
The ACORD name and logo are registered marks of ACORD
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NAX-29-1124 Page 1 of 1
ADDITIONAL INSURED
Policy Number: NAF6071865 Endorsement #: 24
Named Insured: Exquadrum, LLC
Company: Endurance Assurance Corporation Effective Date: 4/25/2026 Aviation Managers:
Date Issued: 7/1/2026
This endorsement is part of your policy and takes effect on the effective date of your policy unless another effective date is shown above.
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
NAX-29-1124 Endorsement # 24 - Page 1 of 1
In consideration of the premium paid and notwithstanding anything in the policy to the contrary, this endorsement amends the policy as shown below:
The following is included as Additional Insured(s) but only to the extent permitted by law and only to the extent of liability imposed upon Additional Insured(s) solely as the result of an act or omission of the Named Insured or its employees in connection with the Named Insured’s aviation operations. If coverage provided to the Additional Insured is required by a contract or agreement, the insurance afforded to such Additional Insured will not be broader than that which you are required by the contract or agreement to provide for such Additional Insured.
The Company waives its rights of subrogation against the Additional Insured as respects claims paid to the Named Insured. This waiver shall not affect any of the Insured's own rights under this policy.
The coverage provided under this Endorsement shall be considered primary and non-contributory from any other Insurance available to the Additional Insured.
Nothing in this Endorsement shall prejudice the Company's rights of recourse against the Additional Insureds as manufacturers, repairers, suppliers, or servicing agents where such rights of recourse would have existed had this agreement not been effected.
Southern California Logistics Airport Authority
18374 Phantom West
Victorville, CA 92394
All other terms and conditions of the policy remain unchanged.
THIS ENDORSEMENT CHANGES THE POLICY, PLEASE READ IT CAREFULLY.
End of Endorsement – NAX-29-1124
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POLICY NO.: NAF6071865 ATTACHED TO CERTIFICATE # 5
Certificate # 5 Page 1 of 2
CERTIFICATE OF INSURANCE
THIS IS TO CERTIFY TO:
Southern California Logistics Airport Authority
18374 Phantom West
Victorville, CA 92394
THAT THE FOLLOWING POLICY OF INSURANCE HAS BEEN ISSUED TO:
Exquadrum, Inc.
13313 Sabre Blvd
Suite 1
Victorville, CA 92394
POLICY NUMBER: NAF6071865
POLICY PERIOD: From April 25, 2026 To April 25, 2027
INSURANCE COMPANY: Endurance Assurance Corporation
DESCRIPTION OF COVERAGES AND LIMITS OF LIABILITY: Please refer to attached schedule which is incorporated as a part hereof.
The above Certificate Holder is included as Additional Insured but only to the extent of liability imposed upon Additional Insured solely as the result of an act or omission of the Named Insured or its employees in connection with the Named Insured's aviation operations.
The coverage provided under this Certificate shall be considered primary and non-contributory from any other Insurance available to the Additional Insured.
The Company waives its rights of subrogation against the Additional Insured as respects Physical Damage claims. This waiver shall not affect any of the Insured's own rights under this policy.
The Additional Insured is provided with a Hold Harmless but only to the extent of liability imposed upon Additional Insured solely as the result of an act or omission of the Named Insured or its employees in connection with the Named Insured's aviation operations.
Nothing in this Certificate shall prejudice the Company's rights of recourse against the Additional Insureds as manufacturers, repairers, suppliers, or servicing agents where such rights of recourse would have existed had this agreement not been effected.
Subject to Date Change Recognition Endorsement.
Data included in this Certificate valid as of April 25, 2026.
This certificate of insurance is not an insurance policy and does not amend, extend or alter the coverage afforded by the policy listed herein. Notwithstanding any requirement, term or condition of any contract or other document with respect to which this certificate of insurance may be issued or may pertain, the insurance afforded by the policy described herein is subject to all the terms, exclusions and conditions of such policies.
Should the described policy be cancelled before the expiration date hereof, the issuing company will endeavor to give 30 days (10 days for non-payment) notice to the certificate holder named herein.
However, failure to mail such notice shall not impose any obligation nor any liability of any kind upon the Company, its representatives or agents.
By:
Date of Issue: April 23, 2026
W. Brown & Associates Insurance Services Certificate No.: 5
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POLICY NO.: NAF6071865 ATTACHED TO CERTIFICATE # 5
Certificate # 5 Page 2 of 2
SCHEDULE OF LOCATIONS
Location of Aviation premises owned, rented to or occupied by the Named Insured:
13313 Sabre Blvd, Victorville, CA, 92394
Type of Coverage:
LIMITS OF LIABILITY
General Aggregate Limit (Other than Products-Completed
Operations and Hangarkeepers) $5,000,000
Products-Completed Operations Aggregate Limit $5,000,000 Personal Injury & Advertising Injury Aggregate Limit $5,000,000 Each Occurrence Limit $5,000,000
Fire Damage Limit (Any One Fire) $100,000
Medical Expense Limit (Any One Person) $5,000
Premises Property Damage & Bodily Injury Deductible - $5,000 each loss Aircraft Property Damage Deductible - $5,000 per claim / $10,000 per claim Jet-Turbine / Deductible Per Loss - Unlimited
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COMMERCIAL AUTOMOBILE
CA 83 63 04 18
CA 83 63 04 18 Includes copyrighted material of Insurance Services Office, Inc., with its permission
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
BUSINESS AUTO BROADENING ENDORSEMENT
This endorsement modifies insurance provided under the following form:
BUSINESS AUTO COVERAGE FORM
To the extent that the provisions of this endorsement provide broader benefits to the “insured” than other provisions of the policy, the provisions of this endorsement apply.
This is a summary of the various additional coverages and coverage modifications provided by this endorsement.
For complete details on specific coverages, consult the actual policy wording.
SCHEDULE
Coverage Limit of Insurance
Who is an Insured - Employees, Partners, Members, Volunteers and Board Members
Included
Automatic Additional Insureds - By Contract and Primary and Non-Contributory Provision
Included
Leased Auto Coverage Included
Owned Subsidiaries and Newly Acquired or Formed
Organizations
Included
Supplementary Payments - Bail Bonds $5,000
Supplementary Payments - Loss of Earnings $1,000 - Per Day Fellow Employee Included
Physical Damage Coverage Extensions - Towing $200 - Any Auto Physical Damage Coverage Extensions - Glass Breakage No Deductible Physical Damage Coverage Extensions - Transportation
Expenses
$100 - Per Day
$3,000 - Maximum
Hired Auto Physical Damage Coverage $100 - Per Day
$3,000 - Maximum
Total Theft of a Covered Auto $500 - Personal Items
$1,000 - Reasonable Expenses to Return
Stolen Auto
Auto Loan / Lease Gap Protection Included
Customization Coverage $2,000
Newly Acquired Owned Autos and Donated Autos Physical
Damage Coverage
$100,000
Rental Reimbursement Coverage $100 per day up to 30 days $500 for reasonable expenses to remove and
replace your materials and equipment
Accidental Discharge - Airbag Coverage Included
Original Equipment Manufacturer OEM Part Replacement Included Multiple Deductibles Included
!
Office, Inc., with its permission
CA 83 63 04 18
SCHEDULE (Continued)
Coverage Limit of Insurance
Notice and Knowledge of Occurrence - Duties in the Event of Accident, Claim, Suit or Loss
Included
Blanket Waiver of Subrogation By Written Contract Included Unintentional Errors And Omissions Included
Mental Anguish Included
A. WHO IS AN INSURED - EMPLOYEES, PARTNERS, MEMBERS, VOLUNTEERS AND BOARD MEMBERS The following is added to Section II - Covered Autos Liability Coverage, Paragraph A.1. Who Is An Insured:
d. Any “employee”, partner or member of yours while using a covered “auto” you don't own, hire or borrow in your business or your personal affairs.
e. Anyone volunteering services to you while using a covered “auto” you don't own, hire or borrow in activities necessary to your business. Anyone else who furnishes that “auto” is also an “insured”. f. Board members (or their spouses) while renting a vehicle while on business for the named insured.
B. AUTOMATIC ADDITIONAL INSUREDS BY CONTRACT AND PRIMARY AND NON-CONTRIBUTORY
PROVISION
1. Section II - Covered Autos Liability Coverage , Paragraph A.1. Who is An Insured is amended to include as an Insured any person or organization whom you are required to add as an Additional Insured on this policy under a written contract or written agreement in effect on the date of the “accident”; and signed by all parties prior to the “accident.”
2. This person or organization is an Additional Insured only to the extent you are liable for an “accident” caused, in whole or in part, by the use of a covered “auto” being driven by you or any “insured.” However:
a. The insurance afforded to such Additional Insured only applies to the extent permitted by law; and b. If coverage provided to the Additional Insured is required by a written contract or written agreement, the insurance afforded to such Additional Insured will not be broader than that which you are required by the written contract or written agreement to provide for such Additional Insured.
3. With respect to insurance provided to an Additional Insured the following provisions apply:
a. This insurance is primary to and will not seek contribution from any other insurance available to an Additional Insured under your policy provided that:
(1) The Additional Insured is a Named Insured under such other insurance; and (2) You have agreed in writing in a contract or agreement that this insurance would be primary and would not seek contribution from any other insurance available to the Additional Insured. b. When a written contract or written agreement does not require this insurance to be primary or primary and non-contributory, this insurance is excess over any other insurance for which the Additional Insured is designated as a Named Insured.
c. Regardless of the written contract or written agreement between you and an Additional Insured, this insurance is excess over any other insurance whether primary, excess, contingent or any other basis for which the Additional Insured has been added as an additional insured on other policies. d. If coverage provided to the additional insured is required by a written contract or written agreement, the most we will pay on behalf of the additional insured is the amount of insurance:
(1) Required by the written contract or written agreement; or (2) Available under the applicable Limits of Insurance show in the Declarations; whichever is less.
C. LEASED AUTO COVERAGE
With respect to insurance provided to an Additional Insured who is a lessor of a “leased auto” the following provisions apply:
1. Section II - Covered Autos Liability Coverage , Paragraph A. Coverage is amended by adding the following:
a. Any “leased auto” designated or described in the Schedule will be considered a covered “auto” you own and not covered “auto” you hire or borrow.
!
CA 83 63 04 18 Includes copyrighted material of Insurance Services Office, Inc., with its permission
b. For a covered “auto” that is a “leased auto” Who Is An Insured is changed to include as an “Insured” the lessor.
c. The coverages provided under this endorsement apply to any “leased auto” described in the Schedule until the expiration date shown in the Schedule, or when the lessor or his or her agent takes possession of the “leased auto,” whichever occurs first.
2. Section IV - Business Auto Conditions , Paragraph A.4. Loss Payment - Physical Damage Coverages is amended by adding the following:
a. We will pay, as interest may appear, you and the lessor for “loss” to a “leased auto.” b. The insurance covers the interest of the lessor unless the “loss” results from fraudulent acts or omissions on your part.
c. If we make any payment to the lessor, we will obtain his or her rights against any other party.
3. Section V - Definitions is amended by adding the following definition:
“Leased auto” means any “auto” leased or rented to you including any substitute, replacement or extra “auto” needed to meet seasonal or other needs, under a leasing or rental agreement that requires you to provide direct primary insurance for the lessor.
D. OWNED SUBSIDIARIES AND NEWLY ACQUIRED OR FORMED ORGANIZATIONS Section II - Covered Autos Liability Coverage, Paragraph A.1. Who Is An Insured is amended by adding the following:
The following are “insureds”:
1. Any subsidiary which is a legally incorporated entity of which you maintain ownership or majority interest on the effective date of this Coverage Form, except:
a. Any subsidiary that is an insured under any other automobile liability policy. b. Any subsidiary which would be an insured under any other automobile liability policy but for the termination of such policy or exhaustion of such policy's Limits of Insurance.
2. Any organization you newly acquire or form, and in which you maintain ownership or majority interest, but only for the period beginning when you first maintained majority interest until the end of the policy period of this Coverage Form, or the next anniversary of the inception date of this Coverage From, whichever is earlier. However, the newly acquired or formed organization is not an “Insured”:
a. For “bodily injury” or “property damage” resulting from an “accident” that occurred before you acquired or formed the organization.
b. If it is an insured under any other automobile liability policy or would be an insured under any other automobile liability policy but for the termination of such policy or exhaustion of such policy's Limits of Insurance.
E. SUPPLEMENTARY PAYMENTS
1. Section II - Covered Autos Liability Coverage , Paragraph A.2.a.(2) is deleted and replaced with the following:
(2) Up to $5,000 for cost of bail bonds (including bonds for related traffic law violations) required because of an “accident” we cover. We do not have to furnish these bonds.
2. Section II - Covered Autos Liability Coverage, Paragraph A.2.a.(4) is deleted and replaced with the following:
(4) All reasonable expenses incurred by the “Insured” at our request, including actual loss of earnings up to $1,000 a day because of time off from work.
F. FELLOW EMPLOYEE
Section II - Covered Autos Liability Coverage, Paragraph B.5.b. is amended with the addition of the following:
This exclusion does not apply to “bodily injury” resulting from the use of a covered “auto” you own or hire. This Coverage is excess over any other collectible insurance.
G. PHYSICAL DAMAGE COVERAGE EXTENSIONS - TOWING
Section III - Physical Damage Coverage, Paragraph A.2. Towing is deleted in its entirety and replaced with the following:
2. Towing
We will pay up to $200 for towing and labor costs incurred each time a covered “auto” is disabled.
However, the labor must be performed at the place of disablement. No deductible applies to this enhancement.
!
Office, Inc., with its permission
CA 83 63 04 18
H. PHYSICAL DAMAGE COVERAGE EXTENSIONS - GLASS BREAKAGE Section III - Physical Damage Coverage, Paragraph A.3. Glass Breakage - Hitting a Bird or Animal - Falling Objects or Missiles is amended by adding the following:
No deductible for covered “autos” applies to “loss” resulting from glass breakage.
I. PHYSICAL DAMAGE COVERAGE EXTENSIONS - TRANSPORTATION EXPENSES Section III - Physical Damage Coverage, Paragraph A.4.a. Transportation Expenses is deleted in its entirety and replaced with the following:
a. Transportation Expenses
We will pay up to $100 per day to a maximum of $3,000 for temporary transportation expense incurred by you because of “loss” to a covered “auto”. We will pay only for those covered “autos” for which you carry either Comprehensive or Specified Causes of Loss Coverage. We will pay for temporary transportation expenses incurred until the covered “auto” is returned to use or we pay for its “loss,” regardless of the policy's expiration.
We will pay under this Coverage Extension only that amount of Transportation Expenses which is not already provided under Paragraph O. Rental Reimbursement Coverage Extension of this endorsement.
J. HIRED AUTO PHYSICAL DAMAGE COVERAGE
Section III - Physical Damage Coverage, Paragraph A.4. Coverage Extensions is amended to add the following:
Hired Auto Physical Damage Coverage
If Comprehensive Coverage, Specified Causes of Loss or Collision Coverage is shown in the Declarations for any covered “auto”, then the same type of Physical Damage Coverage is provided for any Hired Auto, subject to the following:
1. The most we will pay for any one “accident” or “loss” is the lesser of:
a. The actual cash value of the covered “auto” at the time of the “loss”; or b. The actual cost to repair or replace such covered “auto” at the time of the “loss”.
2. The Limit of Insurance as determined under Paragraph 1. above, will be reduced by any applicable Comprehensive or Collision deductible for each covered “auto”. This deductible will be equal to the largest deductible applicable under any coverage for such covered “auto”. No deductible applies to “loss” caused by fire or lightning.
3. The coverage provided by this Coverage Extension will be excess over any other collectible insurance.
4. Subject to Paragraphs 1., 2., and 3. above, we will provide the broadest coverage applicable to any covered “auto” shown in the Declarations.
5. For coverage provided under this coverage extension, the last sentence of Paragraph A.4.b. of Section III - Physical Damage Coverage, is deleted and replaced with the following:
However, the most we will pay for any expenses for loss of use is $100 per day, to a maximum of $3,000 per “accident” if loss of use results from an “accident” for which you are legally liable and the lessor incurs a financial loss.
K. TOTAL THEFT OF A COVERED AUTO
Section III - Physical Damage Coverage, Paragraph A.4. Coverage Extensions is amended to add the following:
Total Theft of a Covered Auto
In the event of the total theft of a covered “auto”:
1. Coverage includes personal items in the covered “auto” at the time of loss up to a maximum of $500. No deductible applies to this coverage.
2. We will pay reasonable expenses for returning the stolen covered “auto” to you once it is recovered, up to a maximum of $1,000. No deductible applies to this coverage.
L. AUTO LOAN / LEASE GAP PROTECTION
Section III - Physical Damage Coverage, Paragraph A.4. Coverage Extensions is amended to add the following:
In the event of a total “loss” of a covered “auto” shown in the Declarations for which Physical Damage Coverage is provided, we will provide coverage for any unpaid amount due on the lease or loan for such covered “auto”, less the following:
!
CA 83 63 04 18 Includes copyrighted material of Insurance Services Office, Inc., with its permission
1. The amount paid under the Physical Damage Coverage Section of the Policy for that covered “auto”; and
2. Any:
a. Overdue lease or loan payments at the time of the “loss”; b. Financial penalties imposed under a lease for excessive use, abnormal wear and tear or high mileage; c. Security deposits not returned by the lessor;
d. Costs for extended warranties, Credit Life Insurance, Health, Accident or Disability Insurance purchased with the loan or lease; and
e. Carry-over balances from previous loans or leases.
M. CUSTOMIZATION COVERAGE
Section III - Physical Damage Coverage, Paragraph A.4. Coverage Extensions is amended to add the following:
1. We will pay with respect to a covered “auto” for “loss” to automobile customization which includes special carpeting and insulation, height - extended roofs and custom murals, paintings, vinyl wraps or other details or graphics.
2. Our limit of liability for “loss” to automobile customizations in any one “loss” shall be the least of:
a. The actual cash value of the stolen or damaged property; b. The amount necessary to repair or replace the property; or c. $2,000.
This Coverage Extension does not apply to electronic equipment.
N. NEWLY ACQUIRED OWNED AUTOS AND DONATED AUTOS PHYSICAL DAMAGE COVERAGE Section III - Physical Damage Coverage, Paragraph A.4. Coverage Extensions is amended to add the following:
1. If Comprehensive, Specified Causes of Loss, or Collision Coverage is provided by this Policy, the coverage is extended to apply to Physical Damage “loss” to your newly acquired owned “autos” and donated autos.
We will provide the broadest coverage available to any covered “auto” shown in the Declarations.
2. The most we will pay for “loss” to a newly acquired “auto” or donated auto is the least of:
a. The actual cash value of the damaged or stolen property as of the time the “loss,” or your actual cost of purchase of the newly acquired “auto”, whichever is more; b. The actual cost of:
(1) Replacing the damaged or stolen property with other property of like kind and quality; or (2) Repairing the damaged property without deduction for depreciation; or c. $100,000.
However, the most we will pay for all covered physical damage “loss” for newly acquired autos and donated autos occurring during the policy period shown on the Declarations is $100,000.
3. For each newly acquired “auto” our obligation to pay “loss” will be reduced by a deductible equal to the highest deductible applicable to any “auto” for that coverage. No deductible will be applied to “loss” caused by fire or lightning.
4. Coverage under this Extension, for newly acquired owned “autos” is afforded until you notify us to add the newly acquired owned vehicle to your auto schedule or until the end of the policy period, whichever is earlier.
O. RENTAL REIMBURSEMENT COVERAGE EXTENSION
Section III - Physical Damage Coverage, Paragraph A.4. Coverage Extensions is amended to add the following:
1. For those covered “autos” for which you carry Comprehensive or Specified Cause of Loss Coverage:
a. We will pay up to $100 per day, for up to 30 days, for Rental Reimbursement Expenses incurred by you for the rental of an “auto” because of a “loss” to a covered “auto”. b. We will pay up to $500 for reasonable and necessary expenses incurred by you to remove and replace your materials and equipment from the covered “auto”.
2. We will pay under this coverage extension only that amount of your Rental Reimbursement Expenses which is not already provided under Paragraph I. Transportation Expenses of this endorsement.
!
Office, Inc., with its permission
CA 83 63 04 18
P. ACCIDENTAL DISCHARGE - AIRBAG COVERAGE
Section III - Physical Damage Coverage, Exclusion B.3.a. does not apply to “loss” due and confined to the accidental discharge of an airbag. No deductible applies to this coverage.
Q. ORIGINAL EQUIPMENT MANUFACTURER (OEM) PART REPLACEMENT Section III - Physical Damage Coverage, Paragraph C.1. Limits of Insurance is amended to include the following:
We will pay the cost to replace the damaged parts (excluding glass and mechanical parts) with new Original Equipment Manufacturer (OEM) replacement parts if the damage parts cannot be repaired.
R. MULTIPLE DEDUCTIBLES
Section III - Physical Damage Coverage, Paragraph D. Deductible is amended to add the following:
When two or more covered “autos” sustain “loss” in a single incident, a single Physical Damage deductible will apply to the total “loss” for all covered “autos.” That deductible will be the largest of all deductibles applying to any of the covered “autos” involved in the single incident.
S. NOTICE AND KNOWLEDGE OF OCCURRENCE - DUTIES IN THE EVENT OF ACCIDENT, CLAIM, SUIT
OR LOSS
1. Section IV - Business Auto Conditions, Paragraph A.2.a. is deleted and replaced with the following:
a. In the event of “accident,” claim, “suit” or “loss,” you must give us or our authorized representative notice as soon as practicable of the “accident” or “loss” after the “accident” or “loss” is known to you (if you are an individual), one of your partners (if you are a partnership), or one of your officers or any personnel responsible for insurance, risk management, or loss prevention (if you are a corporation).
Notice shall include:
(1) How, when and where the “accident” or “loss” occurred; (2) The “insured's” name and address; and
(3) To the extent possible, the names and addresses of any injured persons and witnesses.
2. Section IV - Business Auto Conditions , Paragraph A.2.b(2) is deleted and replaced with the following:
(2) As soon as practicable send us copies of any request, demand, order, notice, summons or legal paper received concerning the claim or “suit” after the claim or “suit” is known to you (if you are an individual), one of your partners (if you are a partnership), or one of your officers or any personnel responsible for insurance, risk management, or loss prevention (if you are a corporation).
T. BLANKET WAIVER OF SUBROGATION BY WRITTEN CONTRACT
Section IV - Business Auto Conditions, Paragraph A.5. is amended to add the following:
However, we waive any right of recovery we may have against any person or organization to the extent required of you by a written contract or written agreement signed by all parties prior to any “accident” or “loss”, provided that the “accident” or “loss” arises out of the operations contemplated by such written contract or written agreement. The waiver applies only to the person or organization designated in such written contract or written agreement.
U. UNINTENTIONAL ERRORS AND OMISSIONS
Section IV - Business Auto Conditions, Paragraph B.2. is amended to add the following:
However, if you should unintentionally mispresent or conceal information to us at any time, we will not deny coverage under this policy based on this unintentional error or omission.
This provision does not affect our right to cancel or non-renew your coverage or collect additional premium for any added exposures.
V. MENTAL ANGUISH
Section V - Definitions, Definition C. “Bodily Injury” is deleted and replaced by the following:
“Bodily Injury” means physical injury, sickness or disease sustained by a person including death resulting from any of these. “Bodily Injury” also means mental injury, mental anguish, humiliation or shock if directly resulting from physical injury, sickness or disease to that person.
!
WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 00 03 13 04 84
WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT_WC 00 03 13_04/84 This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below is required only when this endorsement is issued subsequent to preparation of the policy.) Endorsement Effective
06/19/2026
Policy No.
TWC 7031811 10
Endorsement No.
Insured
Mach Industries
Premium
Insurance Company: Countersigned by
Berkley Regional Insurance Company
WC 00 03 13 04 84 © 1983 National Council on Compensation Insurance Page 1 of 1
WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS
ENDORSEMENT
We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule.
Schedule
Any person or organization for which you have agreed to waive your rights of recovery in a written contract, provided such contract was executed prior to the date of loss.
!
WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 04 03 06 04 84
WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT - CALIFORNIA_WC 04 03 06_04/84 This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The information below is required only when this endorsement is issued subsequent to preparation of the policy) Endorsement Effective
06/19/2026
Policy No.
TWC 7031811 10
Endorsement No.
Insured
Mach Industries
Premium
Insurance Company: Countersigned
by
Berkley Regional Insurance Company
WC 04 03 06 04 84 1998 by the Workers' Compensation Insurance Rating Bureau of California.
All rights reserved. From the WCIRB's California Workers' Compensation Insurance Forms Manual 2001.
WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS
ENDORSEMENT - CALIFORNIA
We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule.
The additional premium for this endorsement shall be 2% of the California workers' compensation premium otherwise due on such remuneration.
Schedule
Person or Organization Job Description
Any person or organization for which you have agreed to waive your rights of recovery in a written contract, provided such contract was executed prior to the date of loss.
!
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS.
CANCELLATION
ACORD 28 (2016/03)
© 2003-2015 ACORD CORPORATION. All rights reserved.
NOYES
NOYES
If YES, LIMIT: DED:Subject to Different Provisions:
Subject to Different Provisions:
NAMED STORM INCL
DED:If YES, LIMIT:
If YES, LIMIT:
If YES, LIMIT:
If YES, LIMIT:
If YES, LIMIT:
If YES, LIMIT:
If YES, LIMIT:
RENTAL VALUE
N/A
FUNGUS EXCLUSION (If "YES", specify organization's form used)
LIMITED FUNGUS COVERAGE
$
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DED:
IS DOMESTIC TERRORISM EXCLUDED?
IS THERE A TERRORISM-SPECIFIC EXCLUSION?
Attach Disclosure Notice / DECTERRORISM COVERAGE
BLANKET COVERAGE
YES NO
COVERAGE INFORMATION
FLOOD (If Applicable)
PERMISSION TO WAIVE SUBROGATION IN FAVOR OF MORTGAGE
HOLDER PRIOR TO LOSS
If YES, %
DED:
COMMERCIAL PROPERTY COVERAGE AMOUNT OF INSURANCE: DED:
PERILS INSURED BASIC BROAD SPECIAL
- Demolition Costs
- Incr. Cost of Construction
- Coverage for loss to undamaged portion of bldg
DED:
DED:
DED:
DED:
DED:
If YES, indicate value(s) reported on property identified above: $ BUSINESS INCOME If YES, LIMIT: Actual Loss Sustained; # of months:
If YES, LIMIT:
AUTHORIZED REPRESENTATIVE
ADDITIONAL INTEREST
NAME AND ADDRESS
LENDER SERVICING AGENT NAME AND ADDRESSCONTRACT OF SALE
MORTGAGEE
LENDER'S LOSS PAYABLE
LOCATION / DESCRIPTION
THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTA NDING
ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS EVIDENCE OF PROPERTY INSURANCE MAY
BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. (ACORD 101 may be attached if more space is required) BUILDING OR BUSINESS PERSONAL PROPERTY
THIS EVIDENCE OF COMMERCIAL PROPERTY INSURANCE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE ADDITIONAL INTEREST NAMED BELOW. THIS EVIDENCE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS EVIDENCE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE ADDITIONAL INTEREST.
ADDITIONAL NAMED INSURED(S)
NAMED INSURED AND ADDRESS
CODE:
AGENCY
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SUB CODE:
E-MAIL
ADDRESS:
(A/C, No, Ext):
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EXPIRATION DATEEFFECTIVE DATE
THIS REPLACES PRIOR EVIDENCE DATED:
TERMINATED IF CHECKED
CONTINUED UNTIL
IF MULTIPLE COMPANIES, COMPLETE SEPARATE FORM FOR EACH
COMPANY NAME AND ADDRESS NAIC NO:
POLICY TYPE
POLICY NUMBERLOAN NUMBER
EVIDENCE OF COMMERCIAL PROPERTY INSURANCE
DATE (MM/DD/YYYY)
The ACORD name and logo are registered marks of ACORD
PROPERTY INFORMATION
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ACORD 101 (2008/01)
The ACORD name and logo are registered marks of ACORD
© 2008 ACORD CORPORATION. All rights reserved.
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ADDITIONAL REMARKS
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IL 00 17 11 98
IL 00 17 11 98 Copyright, Insurance Services Office, Inc., 1998 Page 1 of 1
COMMON POLICY CONDITIONS
All Coverage Parts included in this policy are subject to the following conditions.
A. Cancellation
1. The first Named Insured shown in the Declara-
tions may cancel this policy by mailing or de-
livering to us advance written notice of cancel-
lation.
2. We may cancel this policy by mailing or deliv-
ering to the first Named Insured written notice
of cancellation at least:
a. 10 days before the effective date of cancel-
lation if we cancel for nonpayment of pre-
mium; or
b. 30 days before the effective date of cancel-
lation if we cancel for any other reason.
3. We will mail or deliver our notice to the first
Named Insured's last mailing address known to
us.
4. Notice of cancellation will state the effective
date of cancellation. The policy period will end
on that date.
5. If this policy is cancelled, we will send the first
Named Insured any premium refund due. If we
cancel, the refund will be pro rata. If the first
Named Insured cancels, the refund may be
less than pro rata. The cancellation will be ef-
fective even if we have not made or offered a
refund.
6. If notice is mailed, proof of mailing will be suf-
ficient proof of notice.
B. Changes
This policy contains all the agreements between
you and us concerning the insurance afforded.
The first Named Insured shown in the Declara-
tions is authorized to make changes in the terms
of this policy with our consent. This policy's terms
can be amended or waived only by endorsement
issued by us and made a part of this policy.
C. Examination Of Your Books And Records
We may examine and audit your books and rec-
ords as they relate to this policy at any time during
the policy period and up to three years afterward.
D. Inspections And Surveys
1. We have the right to:
a. Make inspections and surveys at any time;
b. Give you reports on the conditions we find;
and
c. Recommend changes.
2. We are not obligated to make any inspections,
surveys, reports or recommendations and any
such actions we do undertake relate only to in-
surability and the premiums to be charged. We
do not make safety inspections. We do not un-
dertake to perform the duty of any person or
organization to provide for the health or safety
of workers or the public. And we do not warrant
that conditions:
a. Are safe or healthful; or
b. Comply with laws, regulations, codes or
standards.
3. Paragraphs 1. and 2. of this condition apply
not only to us, but also to any rating, advisory,
rate service or similar organization which
makes insurance inspections, surveys, reports
or recommendations.
4. Paragraph 2. of this condition does not apply
to any inspections, surveys, reports or recom-
mendations we may make relative to certifica-
tion, under state or municipal statutes, ordi-
nances or regulations, of boilers, pressure ves-
sels or elevators.
E. Premiums
The first Named Insured shown in the Declara-
tions:
1. Is responsible for the payment of all premiums;
and
2. Will be the payee for any return premiums we
pay.
F. Transfer Of Your Rights And Duties Under
This Policy
Your rights and duties under this policy may not
be transferred without our written consent except
in the case of death of an individual named in-
sured.
If you die, your rights and duties will be trans-
ferred to your legal representative but only while
acting within the scope of duties as your legal rep-
resentative. Until your legal representative is ap-
pointed, anyone having proper temporary custody
of your property will have your rights and duties
but only with respect to that property.
!
Certificate Of Completion
Envelope Id: 6AAD3CEF-04E1-8623-8062-D42324861A4F Status: Completed Subject: Complete with Docusign: 26.07.06 Exquadrum LLC Bldg 787 & 788 Sublease Partially Executed.pdf Source Envelope:
Document Pages: 174 Signatures: 1 Envelope Originator:
Certificate Pages: 4 Initials: 0 Jacob Kern
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-08:00) Pacific Time (US & Canada)
[email protected]
IP Address: 24.182.14.221
Record Tracking
Status: Original
7/7/2026 12:14:20 PM
Holder: Jacob Kern
[email protected]
Location: DocuSign
Signer Events Signature Timestamp
Sandra Bostick
[email protected]
Security Level: Email, Account Authentication
(None)
Signature Adoption: Uploaded Signature Image
Using IP Address: 24.182.14.221
Sent: 7/7/2026 12:16:54 PM
Resent: 7/8/2026 3:46:00 PM
Resent: 7/14/2026 9:16:59 AM
Viewed: 7/15/2026 3:08:29 PM
Signed: 7/15/2026 3:32:53 PM
Electronic Record and Signature Disclosure:
Accepted: 5/4/2023 11:05:23 AM
ID: 53399de6-7230-46b3-9520-235d899f6fae
In Person Signer Events Signature Timestamp
Editor Delivery Events Status Timestamp
Agent Delivery Events Status Timestamp
Intermediary Delivery Events Status Timestamp
Certified Delivery Events Status Timestamp
Carbon Copy Events Status Timestamp
Lilly Franco
[email protected]
Security Level: Email, Account Authentication
(None)
Sent: 7/15/2026 3:32:55 PM
Viewed: 7/15/2026 4:55:48 PM
Electronic Record and Signature Disclosure:
Not Offered via Docusign
Witness Events Signature Timestamp
Notary Events Signature Timestamp
Envelope Summary Events Status Timestamps
Envelope Sent Hashed/Encrypted 7/7/2026 12:16:54 PM
Certified Delivered Security Checked 7/15/2026 3:08:29 PM Signing Complete Security Checked 7/15/2026 3:32:53 PM
Completed Security Checked 7/15/2026 3:32:55 PM
Payment Events Status Timestamps
Electronic Record and Signature Disclosure
ELECTRONIC RECORD AND SIGNATURE DISCLOSURE
From time to time, City of Victorville (we, us or Company) may be required by law to provide to you certain written notices or disclosures. Described below are the terms and conditions for providing to you such notices and disclosures electronically through the DocuSign system.
Please read the information below carefully and thoroughly, and if you can access this information electronically to your satisfaction and agree to this Electronic Record and Signature Disclosure (ERSD), please confirm your agreement by selecting the check-box next to ‘I agree to use electronic records and signatures’ before clicking ‘CONTINUE’ within the DocuSign system.
Getting paper copies
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Withdrawing your consent
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Consequences of changing your mind
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All notices and disclosures will be sent to you electronically
Unless you tell us otherwise in accordance with the procedures described herein, we will provide electronically to you through the DocuSign system all required notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to you during the course of our relationship with you. To reduce the chance of you inadvertently not receiving any notice or disclosure, we prefer to provide all of the required notices and disclosures to you by the same method and to the same address that you have given us. Thus, you can receive all the disclosures and notices electronically or in paper format through the paper mail delivery system. If you do not agree with this process, please let us know as described below. Please also see the paragraph immediately above that describes the consequences of your electing not to receive delivery of the notices and disclosures electronically from us.
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By selecting the check-box next to ‘I agree to use electronic records and signatures’, you confirm that:
x You can access and read this Electronic Record and Signature Disclosure; and x You can print on paper this Electronic Record and Signature Disclosure, or save or send this Electronic Record and Disclosure to a location where you can print it, for future reference and access; and
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ATTACHMENT C
Resolution No. SCLAA
26-005
RESOLUTION NO. SCLAA 26-005
A RESOLUTION OF THE BO ARD OF DIRECTORS OF THE SOUTHERN CALIFORNIA
LOGISTICS AIRPORT AUTHORITY AMENDING THE ANNUAL BUDGET FOR FISCAL YEAR 2026-2027
WHEREAS, the Ex ecutive Director of the S outhern California Logistic s A irport Authority (“SCLAA”) did heretofore s ubmit to the Board of Directors an estimate of the expenditures and revenues of the City departments and offices , together with a proposed budget for the fiscal year 2026-2027; and
WHEREAS, copies of said budget were prepared and distributed to the SCLAA Board of Directors, approved by the SCLAA Board of Directors prior to June 30, 2026, and have been available for the inspection by the public in the office of the Authority Secretary of the SCLAA; and
WHEREAS, after preparation of the budget, a need to amend the budget is being recommended to the SCLAA Board of Directors for approval; and WHEREAS, the Executive Dire ctor or his designee will provide all necessary justification for the budget amendment as an attachment to this resolution or in the associated SCLAA agenda report.
NOW, THEREFORE, THE BOARD OF DIRECTORS OF THE SOUTHERN
CALIFORNIA LOGISTICS AIRPORT AUTHORITY HEREBY RESOLVE AS FOLLOWS:
SECTION 1. That the annual budget for the fiscal year 2026-2027 for the SCLAA be hereby amended to reflect a change in the amounts and associated accounts listed below and as described in the corresponding Agenda Item.
Acc
ount Amount Adjusted
4501172A-45200 Building 787 & 788 Revenue $61,938.48
4500125-45220 Ground Lease Revenue $40,045.56
SEC
TION 2. That copies of such amended budget, certified by the Authority Secretary, shall be filed with the auditors of the Southern California Logistics Airport Authority and in the office of the Authority Secretary for public inspection and certified copies thereof shall be made available for use by SCLAA, City departments, offices and subsidiary districts of the City.