EXHIBIT 10.5
AIRCRAFT LEASE
THIS AIRCRAFT LEASE is made and entered into effective as of November
14, 1997 by and between XXXXX AIRWAYS, LLC, ("Lessor") a Delaware limited
liability company, and CHECK INTO CASH, INC. ("Lessee") a Delaware corporation.
WITNESSETH:
WHEREAS, Lessor is the registered owner of an aircraft described in
Exhibit A, attached hereto and incorporated by reference herein, and hereinafter
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referred to as the "Aircraft", which aircraft is available for lease to a
qualified Lessee; and
WHEREAS, Lessee desires to lease the Aircraft under such terms and
conditions as are mutually set forth herein.
NOW, THEREFORE, the parties agree as follows:
SECTION I
LEASE OF AIRCRAFT
In consideration of the rent to be charged as set forth below, Lessor
hereby leases the Aircraft to Lessee or its affiliated companies on a
non-exclusive basis. It is acknowledged by Lessee that the Lessor also
contemplates leasing the Aircraft to other parties, on a non-exclusive basis,
and that any conflicts in usage of the Aircraft by such lessees will be
determined by the Lessor and shall consider which Lessee first reserved usage of
the Aircraft with the Lessor. Any such conflicts as to time of usage will be
finally resolved by Lessor. Lessor however commits to having the Aircraft
available to Lessee or any of its affiliates for a minimum of thirty (30) hours
per month. During any time that the Aircraft is leased to Lessee, the Lessee
shall have the complete possession, command and control of the Aircraft, and
shall be responsible for pilots for the aircraft and for maintenance of the
aircraft, as herein provided.
SECTION II
TERM
This lease shall commence on the date of this lease, and unless
terminated sooner as provided herein, the lease shall be for a term of five (5)
years. Notwithstanding any provisions in this lease to the contrary, either
party may terminate this lease upon ten (10) days notice to the other party
hereunder.
SECTION III
RENT
The rent payable by Lessee to Lessor shall be calculated at the rate
of Thirty Thousand Dollars ($30,000.00) per month plus Seven Hundred Fifty
Dollars ($750.00) per flight hour in excess of thirty (30) hours per month.
Flight hours shall be measured from the time of takeoff to the time of touchdown
and shall be verified by the use of the Aircraft's flight hour meter (Xxxxx).
The rent shall be due and payable no later than fifteen (15) days after the
close of each month.
SECTION IV
OPERATING COSTS
Lessee shall be responsible for the cost of fuel, flight crew, flight
crew expenses and all trip related expenses, including but not limited to,
landing fees, parking and catering fees as the same may apply from time to time.
SECTION V
RISK OF LOSS
Lessor shall, at Lessor's own expense, keep the Aircraft, together
with all its equipment and accessories, insured against loss or damage from
crash, fire, windstorm, collision, or other casualty. To the extent not covered
by insurance, Lessee shall be liable for any loss or damage to the Aircraft
which occurs in any manner from any cause while the Aircraft is under the
possession and control of the Lessee during the term of this Lease.
SECTION VI
RESTRICTIONS ON USE
Lessee and/or its affiliated companies may operate the Aircraft only
for the purposes, and within the geographical limits, set forth in the insurance
policy or policies covering the Aircraft and obtained by Lessor. Furthermore,
Lessee and/or its affiliates shall not use Aircraft in violation of any foreign,
federal, state, territorial, or municipal law or regulation and shall be solely
responsible for any fines, penalties, or forfeiture occasioned by any violation.
If such fines or penalties are imposed on Lessor and paid by Lessor, Lessee
shall reimburse Lessor for the amount thereof within ten (10) days of receipt by
Lessee of written demand from Lessor. Lessee will not base Aircraft, or permit
it to be based, outside the limits of the United States of America, without the
prior written consent of Lessor. The Aircraft shall be flown only by licensed
and qualified pilots. In the event the insurance on the Aircraft is invalidated
because Lessee is unable to obtain licensed and qualified pilots, Lessee shall
not operate the Aircraft until such time as licensed and qualified pilots are
obtained and insurance on the Aircraft is made valid.
SECTION VII
INSPECTION BY LESSOR
Lessee agrees to permit Lessor or an authorized agent to inspect the
Aircraft at any reasonable time and to furnish any information in respect to the
Aircraft and its use that Lessor may reasonably request.
SECTION VIII
ALTERATIONS
Lessee shall not have the right to alter, modify, or make additions or
improvements to the Aircraft without written permission from Lessor. In the
event written permission is given, all such alterations, modifications,
additions, and improvements as are so made shall become the property of Lessor
and shall be subject to all of the terms of this agreement.
SECTION IX
MAINTENANCE AND REPAIR
Lessee, at it's own expense, shall repair and maintain the Aircraft so
as to keep it in good and safe operating condition, subject only to normal wear
and tear accepted in the aircraft industry consistent with maintaining a safe
aircraft. Lessee shall pay all costs and expenses of new parts and accessories
for replacement, including the transportation charges thereon. All inspection,
repairs, modifications, maintenance, and overhaul work to be accomplished shall
be performed by personnel licensed to perform such work and shall be performed
in accordance with the standards set by the Federal Aviation Administration
regulations and requirements. Lessee shall maintain all log books and records
pertaining to the Aircraft during the term of this agreement in accordance with
the rules and regulations of the Federal Aviation Administration. Such records
shall be made available for examination by Lessor, and Lessee, at the end of the
term of this agreement, shall deliver such records to Lessor.
SECTION X
TITLE
The registration of, and title to, the Aircraft shall be in the name
of Lessor, and the Aircraft, at all times during the term of this agreement, or
any extension, shall bear United States registration markings. All
responsibility and obligations in regard to the operation of the Aircraft, while
in the possession and control of Lessee, shall be borne by Lessee, and the
inability, if any, of Lessee to operate the Aircraft because of ownership,
registration, and markings, or for any other cause, shall not affect the
provisions of this agreement.
SECTION XI
PAYMENT OF TAXES
Lessor shall pay or cause to be paid all taxes incurred by reason of
ownership of the Aircraft during the term of this agreement, including personal
property taxes, but Lessee shall pay all operating taxes, fees, and charges,
including sales taxes on rents payable hereunder, any excise taxes, gasoline
sales taxes, and any tax or fee assessed or charged for the use of any airport
or facilities or for the use of premises occupied in landing incurred while the
Aircraft is in the possession of the Lessee.
SECTION XII
ASSIGNMENT
Lessee shall not assign this lease or any interest in the Aircraft, or
sublet the Aircraft, without prior written consent of Lessor. Subject to the
foregoing, this lease insures to the benefit of, and is binding on, the heirs,
legal representatives, successors, and assigns of the parties.
SECTION XIII
ACCIDENT AND CLAIM
Lessee shall immediately notify Lessor of each accident involving the
Aircraft, which notification shall specify the time, place, and nature of the
accident or damage, the names and addressees of parties involved, persons
injured, witnesses, and owners of properties damaged, and such other information
as may be known. Lessee shall advise Lessor of all correspondence, papers,
notices, and documents whatsoever received by Lessee in connection with any
claim or demand involving or relating to Aircraft or its operation, and shall
aid in any investigation instituted by Lessor and in the recovery of damages
from third persons liable therefor.
SECTION XIV
INDEMNIFICATION
Each party agrees to indemnify and hold harmless the other for any
damages, fines, penalties and any other costs of any description, including
reasonable attorney's fees, arising out of or relating to any breach of this
agreement by such party.
SECTION XV
RETURN OF AIRCRAFT TO OWNER
On the termination of this Lease by expiration or otherwise, Lessee
shall return the Aircraft to Lessor in as good operating condition and
appearance as when received, ordinary wear, tear, and deterioration expected,
and shall indemnify Lessor against any claim for loss or damage occurring prior
to the actual physical delivery of the Aircraft to Lessor.
SECTION XVI
DEFAULT
If Lessee fails to make any payment of rent or other charges within
fifteen (15) days after such amounts are due and payable, or if Lessee fails to
comply with any provision of this agreement, Lessor shall have the right to take
possession of the Aircraft wherever it may be located, without demand or notice
and without any court order or other process of law and to located, without
demand or notice and without any court order or other process of law and to
pursue any other remedy available to Lessor at law or in equity. In the event of
such default by Lessee, Lessor, at Lessor's option, may terminate this
agreement. Notwithstanding any repossession or other action that Lessor may
take, Lessee shall be and remain liable for the full performance of all
obligations on the part of Lessee to be performed under this lease. Lessor's
waiver of any default on the part of Lessee shall not constitute a waiver of
subsequent defaults.
SECTION XVII
GOVERNING LAW
This agreement is entered into under, and is to be construed in
accordance with, the laws of the State of Tennessee, without regard to the rules
of conflicts of law thereof.
SECTION XVIII
MODIFICATION AGREEMENT
This agreement constitutes the entire understanding between the
parties, and any change or modification must be in writing and signed by both
parties.
IN WITNESS WHEREOF, the parties have executed this lease agreement of
the day and year first above written.
XXXXX AIRWAYS, LLC
By: /s/ W. Xxxxx Xxxxx
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(W. Xxxxx Xxxxx) Chief Manager
Title: Member
LESSOR
CHECK INTO CASH, INC.
By: /s/ Xxxxx Xxxxxxxx
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(Xxxxx Xxxxxxxx)
Title: President
LESSEE
EXHIBIT A
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DESCRIPTION OF AIRCRAFT
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1979 CESSNA CITATION II
Serial Number 550-0044
ENGINES:
Xxxxx & Whitney JT15D Engines
Serial Numbers: PCE70210
PCE70467
AVIONICS:
Dual Sperry SPZ-500 5" & 4" Flight Director Bendix RDR - 1150 Color Radar
Dual Sperry SPX-500 IFCS Xxxxxx XX-125 radar Altimeter
Dual Xxxxxxx VHF-20 A Comms Wulfsberg Flitephone III
Dual Xxxxxxx VIR-30A Navs J.E.T. Standby Gyro
Dual Xxxxxxx DME-40 DME's Teledyne Angle of Attack
Dual Xxxxxxx ADF-60 ADF's
Dual Xxxxxxx TDR-90 Transponders
OTHER EQUIPMENT:
Xxxx Thrust Reversers Freon Air Conditioning
Anti-Skid Brakes Engine Fan/Turbine Synch
64 Cubic Foot Oxygen System
INTERIOR:
Nine passenger double club configuration appointed in Bone Leather with Taupe
Carpet and matching side panels.
EXTERIOR:
White with Gold and Teal Accents.
