EXHIBIT 99.1
LEASE AGREEMENT
THIS LEASE
AGREEMENT (the “Agreement”) is made and entered into
effective the 1 st day of January, 2005, by and between M.D.C.
HOLDINGS, INC., a corporation organized and existing under the
laws of the State of Delaware with its principal place of business
at 3600 South Yosemite, Suite 900, Denver, CO 80237
(“Company”), M.D.C. LAND CORPORATION , a
corporation organized and existing under the laws of the State of
Colorado with its principal place of business at 3600 South
Yosemite, Suite 900, Denver, CO 80237 (“Lessor”),
and Larry A. Mizel, an individual, with an address of 3600 South
Yosemite, Suite 900, Denver, CO 80237
(“Lessee”).
WITNESSETH,
that
WHEREAS,
M.D.C. Holdings, Inc. (“Company”) is the owner of the
aircraft as further described in Exhibit A attached hereto
(the “Aircraft”);
WHEREAS,
Lessor leases the Aircraft from the Company;
WHEREAS,
Lessor desires to more efficiently utilize the Aircraft when they
are not required by Lessor in the conduct of its
business;
WHEREAS, The
board of directors of the Company has by formal resolutions
determined that for the safety, security, convenience, comfort and
efficiency of the Chief Executive Officer of the Company, it is in
the best interests of the Company for its Chief Executive Officer
to utilize the Aircraft for non-Company business purposes, as well
as Company business, when the Aircraft are not being utilized in
the ordinary course of its business;
WHEREAS,
Lessor contracts with Mountain Aviation, Inc. to manage and
maintain the Aircraft and to provide fully qualified flight crews
to fly the Aircraft;
WHEREAS,
Lessor desires to lease said Aircraft to Lessee and Lessee desires
to lease said Aircraft from Lessor pursuant to
Section 91.501(c)(1) of the Federal Aviation Regulations (the
“FARs”); and
WHEREAS, the
Company consents to this Agreement providing its existing lease
with the Lessor is not affected or impaired in any
respect.
NOW
THEREFORE, Lessor and Lessee declaring their intention to enter
into and be bound by this Agreement, and for the good and valuable
consideration set forth below, hereby covenant and agree as
follows:
1. Lessor
agrees to lease the Aircraft to Lessee pursuant to the provisions
of FAR 91.501(c)(1) and to provide a fully qualified flight crew
for all operations on a non-exclusive basis commencing on the first
date set forth hereinabove and continuing unless and until
terminated. Either party may terminate this Agreement by giving
thirty (30) days written notice to the other party.
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2. Lessee
shall pay Lessor for each flight conducted under this Agreement an
amount equal to the maximum actual expenses incurred for each
specific flight as permitted and authorized by FAR
Part 91.501(d), including the expense of any
“deadhead” flights flown for the benefit of Lessee (the
“Incremental Expenses”).
The
Incremental Expenses permitted and authorized by FAR
Part 91.501(d) are:
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(a)
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Fuel, oil, lubricants and other
additives.
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(b)
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Travel expenses of the crew,
including food, lodging and ground transportation.
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(c)
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Hangar and tie down costs away from
the Aircraft’s base of operations.
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(d)
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Insurance obtained for the specific
flight.
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(e)
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Landing fees, airport taxes and
similar assessments.
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(f)
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Customs, foreign permit, and similar
fees directly related to the flight.
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(g)
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In
flight food and beverages.
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(h)
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Passenger ground
transportation.
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(i)
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Flight planning and weather contract
services.
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(j)
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An
additional charge equal to 100% of the expenses listed in
subparagraph (a) of this paragraph.
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3. Lessor
shall pay the Incremental Expenses related to the operation of the
Aircraft pursuant to this Agreement monthly, as incurred. The
Company shall provide the Lessee with an invoice on or before the
fifteenth (15 th )
day of each month following a flight under this Agreement. Lessee
shall pay the invoice on or before ten (10) days of receipt.
Lessee shall include with each payment any federal transportation
excise tax due with respect to such payment, and Lessor shall be
responsible for collecting, reporting and remitting such excise tax
to the U.S. Internal Revenue Service.
4. Lessor
shall be