GROUND LEASE

EXHIBIT 10.2

Exhibit C

GROUND LEASE

Return Address:

Snohomish County Property Management

3000 Rockefeller, M/S 404

Everett, WA 98201

Document Title(s) or transactions contained therein):

Land Lease (Construction by Lessee)

Lessor(s) (Last name first, then first name and initials)

Snohomish County

Lessee(s) (Last name first, then first name and initials)

Capstone PF LLC

Legal description (abbreviated: i.e. lot, block, plat or section, township, range, qtr./qtr.)

A portion of the NE  ¹ / 4 of Section 27, Township 28 North, Range 4 East, W.M. and a portion of the SE  ¹ / 4 of Section 22, township 28 North, Range 4 East, W.M.

 

¨	Additional legal is on Exhibit A of document

Reference Number(s) of Documents assigned or released:

Assessor’s Property Tax Parcel/Account Number

Portions of 28042200400300 and 28042700100100

The Auditor/Recorder will rely on the information provided on the form. The staff will not read the document to verify the accuracy or completeness of the indexing information.

 

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SNOHOMISH COUNTY AIRPORT

LAND LEASE (CONSTRUCTION BY LESSEE)

TABLE OF CONTENTS

 

 

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LAND LEASE (CONSTRUCTION BY LESSEE)

SNOHOMISH COUNTY AIRPORT

 

THIS LEASE between SNOHOMISH COUNTY herein called County (or Lessor) and CAPSTONE PF LLC, a Washington limited liability company herein called Lessee.

WITNESSETH: That County and Lessee desire to enter into a lease for the following land on the Snohomish County Airport, Snohomish County, Washington:

Approximately thirteen point fifty-five (13.55) acres of land located at Beverly Park Road and Commando Road being a portion of NE  ¹ / 4 of Section 27, Township 28 North, Range 4 East, W.M. and a portion of the SE  ¹ / 4 of Section 22, Township 28 North, Range 4 East, W.M.

upon the following terms and conditions;

ARTICLE I – PREMISES

1.01 Description of Premises . The County hereby leases to Lessee and Lessee hereby leases from County the following described land situated in Snohomish County, State of Washington, Snohomish County Airport and legally described in Exhibit A and as shown on the diagram attached hereto as Exhibit A-1 hereinafter called the "premises."

1.02 Use of the Premises . Lessee shall:

 

a.

Use the premises only for the following uses: office, manufacturing and distribution and other incidental uses permitted under applicable law and for no other purpose without the written consent of the County. No delay or failure of the County to object to any improper or illegal use or other use contrary to terms of this lease shall constitute a waiver of the County’s right to claim a breach for such use.

 

b.

Place no sign or mailbox upon the premises or any other Airport property or alter, remodel, or in any way modify or change the present condition or appearance of the premises without the express written permission of the Airport Director. Signs shall comply with all codes and ordinances as adopted by the County. Lessee shall obtain Airport Director approval for any exterior painting, including the choice of color.

 

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c.

Screen outside storage from adjoining properties and right of ways. Lessee agrees that parking, outside storage and other uses incidental to its operation shall be upon the lease premises only with the written consent of the Airport Director. Lessee shall not use or permit employees, patrons invitees, or guests to use parking space or other areas of the Airport outside of the premises, as it now exists or may hereafter be amended, in a manner contrary to the posted rules and regulations of the Airport.

 

d.

Keep, maintain, and surrender the premises in a neat, clean, and safe condition and in as good condition as the same now is, reasonable wear and tear excepted. At the end of the term or earlier termination or retaking of possession, the County shall, within ten (10) days, give the Lessee a written list of Lessee’s failure, if any, to clean up or repair the premises. If the Lessee has not done so thirty (30) days after delivery of the written list, the County may clean up or repair the defects noted in the list, with its own personnel or independent subcontractors, charging the cost of the same to the Lessee. Any cost charged, including lost rent, shall be immediately due and payable by the Lessee.

 

e.

Keep the visible area of the premises and access, loading and parking areas free of debris and in a neat, safe, and attractive condition. Lessee shall not use such areas for storage or for other than loading and parking activities and shall not obstruct the access, parking, or loading areas of other tenants or users of the Airport. Lessee shall not store any boat, recreational vehicle, trailer, car or other vehicle on the premises.

 

f.

Not create any fire, safety, or health hazard on any Airport property, shall not use or permit any use of the premises so as to produce noxious or dangerous fumes, odors, smoke, or waste, unlawful noise, and shall not make or permit any other use of the premises which constitute a nuisance, waste or an unlawful use, interferes with the use and occupancy of other Airport property, or cause cancellation of any insurance policy on the premises.

1.03 Inspection. County reserves the right, with not less than two (2) business days prior written notice (except in an emergency when no notice shall be required), to inspect the premises and improvements thereon at any and all reasonable times throughout the term of this lease provided that it shall not interfere unduly with the Lessee’s operation or the operation of any sublessee of the premises. The right of inspection reserved to the County hereunder shall impose no obligation on the County to make inspections to ascertain the condition of the premises and shall impose no liability upon the County for failure to make such inspections. Lessee shall allow access for an annual certificate of occupancy fire and safety inspection by the County Fire Marshall. Lessee shall pay the cost of the annual certificate of occupancy fire and safety

 

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inspection and any re-inspection in the event of a violation requiring correction. Lessee shall allow access for other fire and safety inspections by the County, provided that such inspections shall be without charge to the Lessee. Lessee shall allow the County to install a Knox box on the premises, in a location acceptable to Lessee, if deemed necessary by the County, at a reasonable cost to be reimbursed by the Lessee. In the event Lessee desires to install an alarm system, Lessee shall provide a supervised alarm system with local monitoring by a U. L. approved station reasonably acceptable to the Airport Director. Lessee shall leave the Knox box, alarm system and wiring in place upon termination of the lease, unless requested otherwise in writing by the County.

1.04 Construction by Lessee.

 

a.

Lessee, solely at its cost, may construct or cause to be constructed upon the leased land certain buildings and improvements generally described in Exhibit B attached (the "Improvements" ). It is understood that the plans, specifications, details, and location of construction within the premises shall be subject to the approval of the Airport Director prior to the construction. A duly licensed architect will prepare necessary construction plans and specifications for any building and other improvements at the expense of the Lessee. The Airport Director will not unreasonably withhold or delay approval of such plans, specifications, detail and location in furtherance of the general plans and specifications attached hereto. A reproducible and CAD disc copy of all as-built building and utility plans shall be furnished the Airport upon completion of construction.

 

b.

Lessee shall cause Lessee’s construction work, if any, to be performed by licensed contractors, approved by County, and the contractors shall provide, if required by County, a performance and payment bond covering all Lessee’s work.

 

c.

Enumeration of obligations in this section shall not exclude the Lessee, during construction, from obligations which are stated elsewhere herein. Obligations stated in this section shall be imposed upon other activities of the Lessee, to the extent applicable.

 

d.

Time of Construction as provided in this section shall commence at the Lessee’s option but no later than July 31, 2009. This period may be extended by the Airport Director for any delays caused to the Lessee by any strike, unavailability of materials or work forces, weather, or similar conditions that are beyond the reasonable control of the Lessee, including any delays in the issuance of any required permits and approvals to the extent such delays are not a result of the acts or omissions of Lessee, and any delays resulting from Lessor’s failure to perform its work pursuant to Section 1.07 of this lease.

 

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e.

Lessee shall be fully responsible for all construction and all activities incidental thereto. Lessee is not an agent or employee of the County but undertakes any activity hereunder solely in its own behalf. All risks of loss to any improvements now or hereafter constructed by Lessee shall rest on the Lessee.

 

f.

All work and material shall be of good quality, free of defects, and accomplished in a workmanlike manner in conformity with approved plans and specification.

 

g.

Lessee agrees that the height and configuration of the Improvements shall be subject to any restriction caused by existing landing, runway, or taxiway requirements of the Airport as indicated in the Master Plan and other public planning documents available to Lessee at the time of execution of the lease. Work and/or material not in accord with the foregoing shall be corrected, removed, replaced, and/or repaired at the Lessee’s expense upon written notice by the Airport Director. If such work and/or material is not so corrected, removed, replaced, and/or repaired by the Lessee within a reasonable time of such notice (but not less than thirty (30) days), the County may correct, remove, replace, and/or repair such work and/or material at the Lessee’s expense.

 

h.

Water system shall be installed and maintained by Lessee according to the requirements of the Mukilteo Water District, subject to the approval of the Airport Director.

 

i.

Lessee shall not install any facility or equipment requiring sewage disposal without written permission from the Airport Director. If such permission is given Lessee shall comply with applicable rules and regulations of the Airport and Mukilteo Water District or other applicable sewer district as pertains to sewage disposal. Such system shall not be used for storm drainage or the discharge of any effluent deemed by the Airport Director or Mukilteo Water District to be harmful to the system.

 

j.

Except for work to be performed by the County pursuant to this lease, Lessee shall pay all costs of grading constructing, paving or any other development costs, including all permits, within the premises and costs of utility installation, relocation, or removal required by the construction and its use and occupancy of the premises.

 

k.

All work by the Lessee shall be performed in a safe manner both on the premises and with respect to any other County property at the Airport which might be utilized or affected by any activity of the Lessee. Work shall be performed so as not to unreasonably interfere with the use of other Airport property by the County, its other tenants, or other users of Airport property. Lessee shall keep the premises, and any other Airport property, free of waste

 

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materials and rubbish caused by the work. Material and/or equipment shall not be placed or stored upon Airport property other than the premises leased without the advance written consent of the Airport Director.

 

l.

The County shall not be liable for any damages in connection with the approval or disapproval of any plans and specifications or any construction or other activities of Lessee on the premises, or the enforcement or failure to enforce any provisions of this lease. The County’s approval of plans and specifications shall not constitute the assumption of any responsibility by the County or its representatives of the accuracy, efficiency, or sufficiency thereof, and Lessee shall be solely responsible therefore.

1.05 Action Request Forms. All requests by Lessee for action by the County regarding the condition of the premises shall be in writing and submitted to the Business Manager at the Snohomish County Airport Office. All complaints by Lessee concerning the conduct of County employees shall be in writing and submitted the Business Manager at the Snohomish County Airport Office. Action Request Forms may be obtained at the Snohomish County Airport Office.

1.06 Tenant Improvement Forms. Prior to making any changes or improvements to the premises, and after issuance of the certificate of occupancy, Lessee shall submit a Tenant Improvement Form to the County for approval by the Airport Director. Tenant Improvements Forms may be obtained at the Snohomish County Airport Office. Lessee shall maintain all improvements made pursuant to this paragraph. Notwithstanding the foregoing, Lessor’s approval shall not be required for alterations, additions or improvements to the Improvements which are non-structural, do not require a regulatory permit, and do not affect the exterior appearance of the Improvements.

1.07 Lessor’s Work . Lessor shall deliver possession of the premises to Lessee in the following condition no later than July 31, 2008 (the "Possession Date" ):

a. Free from any contamination with "Hazardous Substances" (defined below);

b. Free and clear of any liens or encumbrances, except those liens and encumbrances that do not interfere with Lessee’s intended use;

c. With all utility connections to the premises, including electrical power, communication, natural gas, stormwater, water, sanitary sewer and solid waste stubbed to the boundary line of the premises;

d. The existing left and right ingress and egress to the premises available onto Beverly Park Road;

 

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e. With all of the improvements on the premises demolished, with all asbestos containing materials removed, abated and disposed of in accordance with all applicable laws; and

f. All of the current buildings on the premises will be vacant and free from any tenants or other occupants.

If the premises are not in the condition required by this Section 1.07, then Lessee shall have the right to take any actions necessary for the premises to be in the condition required by this Section 1.07 and the costs incurred by Lessee in taking such actions will be credited against the rent and other charges due from Lessee under this lease until the reimbursement amount is fully paid. Lessor agrees to cooperate with Lessee in all reasonable respects in order for Lessee to complete any of the work necessary to cause the premises to be in the condition required by this Section 1.07, including allowing Lessee and its contractors and agents to have access to the premises prior to the commencement of the term of this lease. Exhibit C attached hereto provides additional terms and details to this Section 1.07.

1.08 Wetlands Mitigation . Lessor will make available to Lessee such mitigation credits as Lessor has available in its "Mitigation Bank" in order that Lessee may fill in the existing wetlands area known as Wetland 44 located on the premises.

1.09 Binding Site Plan . The County is currently processing a binding site plan to provide a separate legal lot under applicable zoning and subdivision laws. The County will use good faith efforts to complete such binding site plan as soon as reasonably possible following the execution of this lease by Lessee. The County agrees to cooperate and assist Lessee by providing a history of prior approvals of airport development pending completion of the binding site plan processes to leasehold mortgagees.

ARTICLE II-TERM

2.01 Term. The term of this lease shall be for a period of Fifty-five (55) years commencing on the date the lease is fully executed by the Lessor (the "Effective Date" ) of this lease.

2.02 Extended Term Option .

a. Lessee shall have two options to renew this lease for an additional ten (10) years each (each a "Renewal Term" ) upon the same terms and conditions as provided herein, except that the initial monthly rental payment shall be determined by negotiation or arbitration as described below. Lessee shall give written notice (a "Renewal Notice" ) to the Airport Director not less than 180 days prior to the expiration

 

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of this lease, of its intent to exercise its option to renew this lease; otherwise this option shall be null and void. Lessee must be current on all rent and other obligations of this lease at the time of exercising this option; otherwise this option shall be null and void. The rent for each Renewal Term shall be the Fair Market Rental for the premises as defined in Section 3.03 below. The rent for the Renewal Term shall be adjusted every three (3) years as provided by Section 3.03 below.

b. The County shall give Lessee written notice (the "County Renewal Rent Notice" ) of the proposed rent for the applicable Renewal Term within thirty (30) days following its receipt of the Renewal Notice. The proposed rent for the Renewal Term in the County Renewal Rent Notice shall be the rent in effect for the applicable Renewal Term unless Lessee, within thirty (30) days following its receipt of the County Renewal Rent Notice, gives the County written notice ( "Lessee’s Renewal Rent Notice" ) of its rejection of the adjusted rent set forth in the County Renewal Rent Notice.

c. If Lessee does not accept the County’s determination of Fair Market Rental Value, the parties (or their designated representatives) shall promptly meet and attempt to agree on the Fair Market Rent. If the parties have not agreed on the Fair Market Rental Value within thirty (30) days after the County receives Lessee’s Renewal Rent Notice, the parties shall submit the matter to arbitration in accordance with the terms of the following paragraphs. The last day of such 30-day period (as the same may be extended by the written agreement of the parties) is referred to in this lease as the "Renewal Rent Arbitration Commencement Date" .

(i) The arbitration will be conducted by three MAI real estate appraisers who have been active over the five (5) year period ending on the Renewal Rent Arbitration Commencement Date in the appraisal of industrial properties in Snohomish County, Washington. Lessee will select one appraiser, the County will select one appraiser, and the two appraisers so chosen will select the third appraiser. If the two appraisers chosen by the parties cannot agree on a third appraiser within ten (10) days after the date the second appraiser has been appointed, the third appraiser will be appointed by the presiding judge of the Snohomish County Superior Court upon the application of either party. Each party shall select its appraiser within ten (10) days after the Renewal Rent Arbitration Commencement Date. If either party fails to select its appraiser within such ten (10) day period, and the other party timely selects its appraiser, then the appraiser selected by the other party shall be the sole arbitrator for determining Fair Market Rental Value.

(ii) Within thirty (30) days after the selection of the third appraiser (or if only one appraiser is to render the decision as provided in subparagraph (i) above, within thirty (30) days after the last day of the above-referenced ten (10) day period), the appraiser(s) shall determine Fair Market Rental Value. If more than one appraiser has been appointed, the decision of a majority of the appraisers shall control. If a majority of the appraisers do not agree within the stipulated time period, then each appraiser shall in writing render his or her separate determination as to Fair Market Rental

 

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Value within five (5) days after the expiration of the thirty (30) day period. In such case, the three determinations shall be averaged to determine the Fair Market Rental Value; however, if the lowest Fair Market Rental Value or the highest Fair Market Rental Value is ten percent (10%) lower or higher, as applicable, than the middle Fair Market Rental Value, then the low Fair Market Rental Value and/or the high Fair Market Rental Value, as applicable, shall be disregarded and the remaining Fair Market Rental Value(s) will be averaged in order to establish the Fair Market Rental Value.

(iii) Both parties may submit any information to the arbitrators for their consideration, with copies to the other party. The arbitrators shall have the right to consult experts and competent authorities for factual information or evidence pertaining to the determination of Fair Market Rental Value. The arbitrators shall render their decision and award in writing with counterpart copies to each party. The arbitrators shall have no power to modify the provisions of this lease. The determination of the arbitrators will be final and binding upon the County and Lessee.

(iv) The cost of the arbitration (i.e., the charges and fees of the arbitrators but not the parties’ own costs such as attorneys’ fees and expert fees) will be shared equally by the parties.

2.03 Relationship Between Parties. It is the intention of this lease to create the relation of lessor and lessee between the parties and no other relations whatsoever. Nothing herein contained shall be construed to make the parties partners or joint ventures, or to render either party liable for any of the debts or obligations of the other party.

ARTICLE III – RENTAL

3.01 Rent . Lessee shall pay the County rent in the amount of $23,117.85 per month, (based upon $0.47 per square foot of land per year as shown on Exhibit D) plus leasehold excise tax as set forth in Paragraph 8.04 (b) and any other charges as fixed in this lease. Rent shall be paid in advance on the first of each month.

3.02 Time and Place of Payment. Rental shall be payable to the Snohomish County Airport at the Airport Office, Paine Field, 3220 - 100th St SW, Suite A Everett, WA 98204 -1390, commencing August 1 , 2008 or on the date the existing buildings on the premises have been vacated, abated, demolished and removed from the premises, whichever occurs later (the "Rent Commencement Date" ). Payment of rental shall not relieve the Lessee of payment of any other fees generally charged by the County. Rent for partial calendar months will be prorated based on the number of days remaining in any such month and a 365 day year.

3.03 Increased Rent.

 

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a. The parties agree to additional adjustment of rent on the fifth (5 ^th ) anniversary of the Rent Commencement Date and on the same date every three (3) years thereafter (each a "Rent Adjustment Date" ). The adjusted rent shall be the then existing fair market rent for the premises (excluding the value of any improvements made to the premises by Lessee or any sublessee), and "fair market rent" shall have the same meaning as such term is defined in existing Snohomish County Code Section 4.46.010 (5) (the "Fair Market Rental Value" ), which reads as follows:

"Fair market rental value is an amount in the competitive market that a well informed and willing lessor who desires but is not required to lease, would accept, and which a well-informed and willing lessee who desires but is not required to lease, would pay for the temporary use of the premises, after due consideration of all the elements reasonably affecting value".

b. The County shall give Lessee written notice (the "County Rent Notice" ) of the proposed adjusted rent to take effect on each applicable Rent Adjustment Date. The proposed adjusted rent in the County Rent Notice shall be the rent which takes effect on the applicable Rent Adjustment Date unless Lessee, within thirty (30) days following its receipt of the County Rent Notice, gives the County written notice ( "Lessee’s Notice" ) of its rejection of the adjusted rent set forth in the County Rent Notice.

c. If Lessee does not accept the County’s determination of Fair Market Rental Value, the parties (or their designated representatives) shall promptly meet and attempt to agree on the Fair Market Rental Value. If the parties have not agreed on the Fair Market Rental Value within thirty (30) days after the County receives Lessee’s Notice, the parties shall submit the matter to arbitration in accordance with the terms of the following paragraphs. The last day of such 30-day period (as the same may be extended by the written agreement of the parties) is referred to in this lease as the "Arbitration Commencement Date" .

(i) The arbitration will be conducted by three MAI real estate appraisers who have been active over the five (5) year period ending on the Arbitration Commencement Date in the appraisal of industrial properties in Snohomish County, Washington. Lessee will select one appraiser, the County will select one appraiser, and the two appraisers so chosen will select the third appraiser. If the two appraisers chosen by the parties cannot agree on a third appraiser within ten (10) days after the date the second appraiser has been appointed, the third appraiser will be appointed by the presiding judge of the Snohomish County Superior Court upon the application of either party. Each party shall select its appraiser within ten (10) days after the Arbitration Commencement Date. If either party fails to select its appraiser within such ten (10) day period, and the other party timely selects its appraiser, then the appraiser selected by the other party shall be the sole arbitrator for determining Fair Market Rental Value.

 

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(ii) Within thirty (30) days after the selection of the third appraiser (or if only one appraiser is to render the decision as provided in subparagraph (i) above, within thirty (30) days after the last day of the above-referenced ten (10) day period), the appraiser(s) shall determine Fair Market Rental Value. If more than one appraiser has been appointed, the decision of a majority of the appraisers shall control. If a majority of the appraisers do not agree within the stipulated time period, then each appraiser shall in writing render his or her separate determination as to Fair Market Rental Value within five (5) days after the expiration of the thirty (30) day period. In such case, the three determinations shall be averaged to determine the Fair Market Rental Value; however, if the lowest Fair Market Rental Value or the highest Fair Market Rental Value is ten percent (10%) lower or higher, as applicable, than the middle Fair Market Rental Value, then the low Fair Market Rental Value and/or the high Fair Market Rental Value, as applicable, shall be disregarded and the remaining Fair Market Rental Value(s) will be averaged in order to establish the Fair Market Rental Value.

(iii) Both parties may submit any information to the arbitrators for their consideration, with copies to the other party. The arbitrators shall have the right to consult experts and competent authorities for factual information or evidence pertaining to the determination of Fair Market Rental Value. The arbitrators shall render their decision and award in writing with counterpart copies to each party. The arbitrators shall have no power to modify the provisions of this lease. The determination of the arbitrators will be final and binding upon the County and Lessee.

(iv) The cost of the arbitration (i.e., the charges and fees of the arbitrators but not the parties’ own costs such as attorneys’ fees and expert fees) will be shared equally by the parties.

(v) Once the adjusted rent has been agreed to by the parties or determined by arbitration as provided above, the adjusted rent shall be effective retroactive to the Rent Adjustment Date.

3.04 Late Payment of Rent. Rent shall be delinquent if not paid by the fifteenth (15 ^th ) day of each month. If payment is received after the fifteenth (15 ^th ) day of any month, there will be a .0333% per day interest charge on the unpaid balance for each day past the due date. A late payment charge of .01665% per day will also be charged on rent not paid by the fifteenth (15 ^th ) of each month for each day past the due date. In addition, a charge in the amount provided by current County ordinance will be made on any payment by check which is returned unpaid to the Airport because of insufficient funds, account closed, forgery, or any other reason.

3.05 Security Deposit . In addition to the first month’s rental, Lessee has deposited a sum equal to the first (1 ^st )  month’s rent plus leasehold excise tax as security for the faithful performance of each and every term, covenant, and condition hereof, including but not limited to payment of rent. County may apply or retain the whole or any part of such security for payment of any rent or other charge in default or for any other sum which County may spend or be required to spend, or be entitled to by reason of Lessee’s default. If all or part of this deposit is so used, Lessee shall immediately

 

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restore such deposit and such additional amount to secure the lease as deemed necessary by County. In the event rent has been increased pursuant to Paragraph 3.03, then the deposit shall be increased accordingly. Any repayment to this security will draw interest and late fee as provided in Paragraph 3.04. Should Lessee faithfully and fully comply with all the terms, covenants, and conditions of this lease, the security or any balance thereof shall be returned to Lessee or, at the option of the County, to the last assignee of Lessee’s interest at the expiration of the term hereof. Lessee shall not be entitled to any interest on such security deposit.

3.06 Adjustments of Leased Space and Rent .

 

a.

The parties may mutually agree to reduce or increase the total amount of leased space. If the County desires to reasonably increase or decrease the leased space, County will present a detailed letter and exhibits to the Lessee and Lessee will review and provide written acceptance or denial. If the Lessee desires to reasonably increase or decrease the leased space, Lessee will present a detailed letter and exhibits to the County and County will review and provide written acceptance or denial. The rent for the adjusted space will begin on an agreed date by both parties and be subject to the date of increased rent as stated in Section 3.03.

 

b.

Rent adjustments as agreed to in this section and/or as provided in Section 3.03 will be authorized by an amendment to the lease with only effected paragraphs changed.

3.07 Common Road Maintenance Fee. Lessee shall pay County a Common Road Maintenance (CRM) fee for common road maintenance in the amount of $1.50 per automobile parking stall on the premises per month. For example only if there are six hundred twenty (620) parking stalls on the premises the CRM fee will be $930.00 per month. The CRM fee shall be increased in the same percentage as land rent increases on the Rent Adjustment Date. The CRM fee shall be paid in advance on the first of every month.

3.08 Traffic Mitigation Reimbursement . Lessee shall pay a one time fixed traffic mitigation reimbursement fee and any fees relating to frontage improvements required by Snohomish County Public Works and/or any other applicable jurisdiction.

3.09 Construction of New Road . Lessee shall be responsible to construct and pay for a new road from Beverly Park Road to the intersection with Commando Road along the northerly edge of the premises. The road shall be built to standards approved by the Airport Director and Snohomish County Public Works, including a sidewalk on Lessee’s side of the road, together with curbs and gutters on both sides of the road. The County will collect "latecomer" fees from any future developments at the Airport that will access the road constructed by Lessee from the east pursuant to this Section 3.09 and any such fees collected by the County will be remitted to Lessee promptly upon receipt by the County. Exhibit C attac