THIS LEASE AGREEMENT (the “Agreement”) is made and entered into effective the 2nd day of August, 2007, 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 4350 South Monaco Street, Suite 500, Denver, CO 80237 (“Company”), RICHMOND AMERICAN HOMES OF COLORADO, INC. , a corporation organized and existing under the laws of the State of Delaware with an address of c/o Paris G. Reece, III, 4350 South Monaco Street, Suite 500, Denver, CO 80237 (“Lessor”), and David M. Mandarich, an individual, with an address of 4350 South Monaco Street, Suite 500, Denver, CO 80237 (“Lessee”).
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 Operating Officer of the Company, it is in the best interests of the Company for its Chief Operating 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 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.
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:
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 responsible for all expenses related to the ownership, maintenance and operation of the Aircraft and shall provide Lessee with a qualified flight crew for each flight undertaken under this Agreement.
5. Lessor shall be solely responsible for securing maintenance, preventive maintenance and required or otherwise necessary inspections on the Aircraft and shall take such requirements into account in scheduling the Aircraft. No period of maintenance, preventive maintenance or insp