2003-054 To authorize the Execution of an Agreement of Purchase & Sale between Township of Oro-Medonte , City of Barrie, City of Orillia & Ukcan II Incorporated
THE CORPORATION OF THE TOWNSHIP OF ORO-MEDONTE
BY-LAW NO. 2003-054
Being a By-law to Authorize the Execution of an Agreement of Purchase and Sale
between The Corporation of the Township of Oro-Medonte,
The Corporation of the City of Barrie, the Corporation of the City of Orillia
and Ukcan II Incorporated
WHEREAS The M1lnicipal Act, S.O. 2001, c.25, authorizes a Municipal Council to pass
a by-law for entering into an agreement with one or more municipalities to jointly
provide, for their joint benefit, any matter;
AND WHEREAS, the Township of Oro-Medonte, the City of Orillia, the City of Barrie
and the Lake Simcoe Regional Airport Commission previously entered into such an
Agreement dated June 10, 2002;
NOW THEREFORE the Council of the Township of Oro-Medonte hereby enacts as
follows:
1. That the Mayor and Clerk are hereby authorized to execute, on behalf of the
Township of Oro-Medonte, an Agreement of Purchase and Sale for lands
located in Part of Lot 19, Concession 7 (geographic Township of Oro), Township
of Oro-Medonte, County of Simcoe, more particularly designated as Part 4, Plan
51 R-31319.
2. That this By-Law shall come into force and take effect on the final passing
thereof.
By-Law read a first and second time this 4th day of June, 2003.
By-Law read a third time and finally passed this 4th day of June, 2003.
THE CORPORATION OF THE TOWNSHIP OF ORO-MEDONTE
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AGREEMENT OF PURCHASE AND SALE
COMMERCIAL HANGAR SITES
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THE CORPORATION OF THE CITY OF BARRIE
THE CORPORATION OF THE CITY OF ORILLIA
THE CORPORATION 'OF THE TOWNSHIP OF ORO-MEDONTE
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and
UKCAN INVESTMENTS INC.
Part of Lot 19, Concession 7
Township of Oro-Medonte, County of Simcoe
Designated as Part 4 on Plan 51R- 31319
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THE CORPORATION OF THE CITY OF BARRIE, THE
CORPORATION OF THE CITY OF ORILLIA and THE
CORPORATION OF THE TOWNSHIP OF ORO-MEDONTE
and
UKCAN INVESTMENTS INC.
Agreement of Purchase and Sale
TABLE OF CONTENTS
1. DESCRIPTION AND PURCHASE PRiCE........................................................ 4
2. DEPOSiT.............. ......... ............. ..... ......... ....... ................................. ....................... ....... ........................ 5
3. PRICE ADJUSTMENT AND SURVEy............................................................. 5
4. ACCEPTANCE AND CLOSING DATES .......................................................... 5
4.1. I rrevoca b Ie Da te ............... ..................... ................ .................... .................................. ............. ........ 5
4.2. A ccepta nce Co ndi ti 0 n a I..... ........ ........... ........... .................. ........................ ...................................... 5
4.3. Completion Date ...................................................................."'......................................................... 5
5. VENDORS WARRANTIES, REPRESENTATIONS AND COVENANTS.......... 6
5.1. Municipal Servicing ......................................................................................................................... 6
5.2. General.............................................................................................................................................. 6
6. BUILDING PERMITS AND SITE PLAN ........................................................... 7
6.1. Genera 1.............................................................................................................................................. 7
6.2. Site P1an ............................................................................................................................................ 8
7. PURCHASER'S CONDITIONS ................................................'........................8
7.1. Zoning, Use and Restrictions .......................................................................................................... 8
7.2. Soil Conditions and Environmental Tests...................................................................................... 8
7.3 . Notice re C onditions .......................................................................................................................... 9
7.4. Conditions to Closing....................................................................................................................... 9
8. PURCHASER'S ACKNOWLEDGEMENTS AND COVENANTS ..................... 9
8.1. Acknowledgement Regarding Registered Title .............................................................................9
8.2. Acknowledgement Regarding Management and Covenants........................................................ 9
8.3. La n d Sa Ie P oli cy ... ............ ................... ........ ........... ........... ............................................................. 1 0
8.4. Purchase "AS IS" ........................................................................................................................... 10
8.5. AirJ}ort OJ}erational Policies and Liability.................................................................................. 10
8.6. User Fees ....... ....... ............ ...................... ............... .............. ........................................... ................. J J
8.7. Capital and Operating Improvements ......................................................................................... 11
9. PURCHASERS DEVELOPMENT COVENANTS AND SECURITy............... 11
9 .1. General........"'..................................................................................................................................... 11
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9.2. See u ri ty ....... ............... .............. ................... .......................... .................... ......... ......... ...... .............. 12
9.3. De fa u I t.. ............. .............. ........ ...... ..................... .......... ................... .................. ............... ............... I 2
10. TITLE MATTERS ........................................................................................ 13
10.1.
Req ui si tio n Date ......... .................... ...................... ............ ......... .............................. ........... ........ 13
10.2.
Ti tl.e ....... .... ................... ..... ........... ...... ........ .......... ..........f ......... ..... .................... ........."................ 13
10.3.
Docu men ts 0 f Ti tI e ...... .......... ........ ................. ......................... ..... ........... ....... ................... ......... 13
11. GENERAL PROVISIONS ............................................................................ 13
11.1.
Rea I ty T a x es ....... ............. ......................... ............... ........ ......... .................................. ................ I 3
11.2.
GST ........................ ....... ........... ................... ....................... ....... ......................... ............. ...... ...... 13
11.3.
Conditions.................................................................................................................................... 14
11.4.
Ti me of the Essence .................................................................................................................... 14
11.5.
Tender ......................................................................................................................................... 14
11.6.
Fa mi Iy Law A et Co mp I ia n ee..... ................ ............. ............ .............. ......... ................................ 14
12.
AMENDMENTS AND OTHER GENERAL MATTERS ................................ 14
13.
NO N ASS IG N ME NT. ...... .......... ..... ............................. ............... ... ... ............ 14
14.
NON-MERGER AND SEVERABILITY OF COVENANTS ........................... 15
15.
SUCCESSORS AND ASSIGNS .................................................................. 15
16.
SCHEDULE "A" ...... ...................................... .................................. ............ 17
17.
SC H E DU LE "B" ............. ......... ...... .......................................... .................... 25
18.
SC HE DU LE "C" ..................................... .... ....................................... .......... 28
SE RVICI N G STATU S.. ........ ..... ...... .............................................................. ........ 28
PHASE I Part I - Includes 5 existing lots with airs ide access to Taxiway C............................................ 28
Sto rm Water Ma n a gemen t .......... ........................ ..................................................................................... 29
Natural Gas ............................................................................................................................................... 29
PHASE I Part 2 - Includes proposed 10 lots on the partial parallel Taxiway D. ...................................... 29
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9.2. Security ........................................................................................................................................... 12
9.3. De fa u It................. ..... ............... .................................... .......................... ......................... ................. 12
10. TITLE MATTERS ........................................................................................ 13
10.1.
Req ui si ti 0 n Date ......... .......... ....................... .......................................... ......... ....... ........ ............. 13
10.2.
Ti tJ.e ............................................................................................................................................. 13
10.3.
Docu me n ts 0 f Ti tie ......................................................................................... .......... ...... ............ 13
11. GENERAL PROVISIONS ............................................................................. 13
11.1.
Rea I ty T a x es ................................................................................. ................ ................ .............. 13
11.2.
GS T ...................................................................................................... ........... ............................ 13
11.3.
Con d i tions............ ........................................................................................... ....... ..................... 14
11.4.
Ti me of the Essence .................................................................................................................... 14
11.5.
Tender ..............................................,......................................................................."................. 14
11.6.
Fa mily La w Act Compli a nee ..................................................................................................... 14
12.
AMENDMENTS AND OTHER GENERAL MATTERS ................................ 14
13.
NON ASSIGNMENT .................................................................................... 14
14.
NON-MERGER AND SEVERABILITY OF COVENANTS ........................... 15
15.
SUCCESSORS AND ASSIGNS .................................................................. 15
16.
SCHEDULE "A" .................................................,......................................... 17
17.
SCHEDULE "B" ........... .......................... ............... ........... ........ ................. ... 25
18.
5CH eDULE ffC'f .... ....... ...... ........... ..... ...................... ..... ..... ......................... 28
SERVICING Sf A TUS....................... ...... ..... ....... ........ ................. ......................... 28
PHASE 1 Part 1 - Includes 5 existing lots with airside access to Taxiway C............................................ 28
S to rm Wa te r Man a gemen t................ ....... ............................................ ................. ....... ............................ 29
N at u r a I Gas .......... ..... ..................................................... .......................... ......... ................... ............... ...... 29
PHASE 1 Part 2 - Includes proposed 10 lots on the partial parallel Taxiway D. ...................................... 29
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THIS AGREEMENT made as ofthe 12th day of May I 2003
BETWEEN:
THE CORPORATION OF THE CITY OF BARRIE
THE CORPORATION OF THE CITY OF ORILLIA
THE CORPORATION OF THE TOWNSHIP OF
ORO-MEDONTE
(the "Vendors")
- and -
UKCAN INVESTMENTS INC.
(the "Purchaser")
WHEREAS the Vendors are the owners of land located in the Township of Oro-Medonte upon
which they have established an aerodrome now known as the Lake Simcoe Regional Airport
("LSRA") which land includes commercial development lots offered for sale for development for
commercial airport usage (such lots hereinafter referred to collectively as the "LSRA Site");
AND WHEREAS the Vendors have detennined to sell and the Purchaser has agreed to purchase
certain lands within the LSRA Site as hereinafter described for the purpose of enhancing commercial
airport usage through the development of hangars and related facilities for repair and storage of
ai rcraft;
AND WHEREAS the sale of the commercial development lots within the LSRA Site is authorized
pursuant to Section I to of the Municipal Act. 2001, S.D. 2001, c. 25 for provision of municipal
capital facilities that would otherwise be provided by the Vendors to enhance the operation of the
LSRA as a commercial airport;
NOW THEREFORE THIS AGREEMENT WITNESSES that the Parties hereto in consideration
of the premises and the mutual covenants and agreements hereinbefore contained and expressed,
MUTUALLY COVENANT AND AGREE as follows:
1. DESCRIPTION AND PURCHASE PRICE
The Purchaser hereby offers to purchase from the Vendors the property located in the Township of
Oro-Medonte consisting of one (1) commercial airport development lot( s) located within the South-
West Commercial Development Area (Airside) of the LSRA Site, which commercial airport
development lot' comprise the lands more particularly described as Part of Lot 19, Concession 7,
formerly in the Township of Oro, now in the Township of Oro-Medonte designated as Part 4 on Plan
51 R-31319 and comprising approximately zero point nine nine eight (0.998) acre(s) in area (the
"Property") at a purchase price of Sixty-Five Thousand DoI1ars ($65,000.00 Cdn,) calculated at the
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rate of Sixty-Five Thousand Dollars ($65,000.00. Cdn.) per acre, in accordance with the terms
contained herein.
2. DEPOSIT
The Purchaser submits herewith the sum of Six Thousand Five Hundred Dollars and Zero Cents
($6,500.00 Cdn.) by cheque payable to the Vendors' solicitor, upon acceptance, as a deposit to be
held in trust, pending completion or other termination of this Agreement and to be credited towards
the purchase price on completion, and the Purchaser further agrees to pay the balance of the purchase
price, by cash or certified cheque, on closing, subject to the adjustments contemplated herein.
3. PRICE ADJUSTMENT AND SURVEY
The Vendors and Purchaser agree that the purchase price is calculated at the rate of Sixty-Five
Thousand Dollars ($65,000.00 Cdn.) per acre and the Vendors agree to provide to the Purchaser, a
draft reference plan of the Property and a surveyor's certificate as to the precise acreage of the
Property, at least ten (10) days before the Condition Date, whereupon the purchase price to be paid
shall be adjusted accordingly. Such certificate shall be final and binding upon the Vendors and the
Purchaser. The draft reference plan shall show the location of all buildings, improvements and
encroachments located on the Property and will separately delineate each development lot as a
separate part or parts thereon. The reference plan will be deposited by the Vendors at their expense
prior to closing.
4. ACCEPTANCE AND CLOSING DATES
4.1. Irrevocable Date
The Purchaser agrees that this offer shall be irrevocable by it until 5:00 p.m. on the 29th day of
May I 2003, after which time, if not accepted, this offer shall be null and void and the deposit shall
be returned to the Purchaser without interest or deduction.
4.2. Acceptance Conditional
The Purchaser acknowledges that any acceptance of this offer by anyone or more of The Corporation
of the City of Barrie, The Corporation of the City of OriIlia or The Corporation of the Township of
Oro-Medonte is conditional upon acceptance and approval of the terms of this offer by each of the
respective Councils for the Vendors on or before the 29th day of May I 2003, failing which this
Agreement shall become null and void, neither party shall have any further rights or obligations and
the deposit shall be returned to the Purchaser without interest or deduction.
4.3. Completion Date
This Agreement shall be completed on the 30th day of May f 2003 ("Closing" or "Closing Date").
Upon completion, vacant possession of the Property shall be given to the Purchaser.
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5. VENDORS WARRANTIES, REPRESENTATIONS AND COVENANTS
5. 1. Municipal Servicing
The Vendors warrant and represent that all municipal services or privately owned and maintained
services including paved roads, hydro, water, sanitary sewers and storm drainage ditches will be
available to the lot line of theDevelopment Lot comprising the Property or within the internal road
allowance immediately adjacent to such Development Lot on or before Closing. The Purchaser
acknowledges and agrees that it will be responsible for construction of the culvert crossing from the
internal road as well any fees to install and connect laterals to existing sanitary sewers, water, hydro
and natural gas supply as provided herein at the standard charges imposed by the Vendors, the
Township of Oro-Medonte and/or other utility suppliers providing electrical and/or similar service
connections. Such standard charges are in addition to any other applicable charges that the Vendors,
Lake Simcoe Regional Airport or other governmental authorities or agencies are entitled to or
required to collect in connection with the development and use of the Property by the Purchaser. The
Purchaser acknowledges that the servicing status for the South West Commercial Area in which the
Development Lots are situate is as set out in the Servicing Status document attached as Schedule "C"
to this Agreement.
5.2. General
The Vendors further represent, warrant and covenant as follows:
(a) no lease or license or any right of occupancy has been granted to any person,
corporation or other legal entity in respect of all or any portion of the Property nor
shall any such lease, license or right be granted on or before Closing:
(b) there are not now and shall not be at Closing any material encroachments over the
boundaries of the Property;
(c) legal ingress and egress to and from the Property shall be available on Closing to a
public highway;
(d) no notice of any threatened or impending condemnation or expropriation has been
given or shall be given prior to Closing by any govertunental authority which has not
been complied with prior to Closing;
(e) the Vendors shall discharge either on or before Closing all liens, charges, special
levies, restrictions, agreements, easements, rights-of-way or other encumbrances
whatsoever affecting the Property except such charges or levies that are required to be
paid by the Purchaser for development of the Property as required pursuant to this
Agreement;
(f) the Vendors shall deliver to the Purchaser anything in the possession of the Vendors
relating to the Property including, without limitation, any survey of the Property
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prepared by an Ontario Land Surveyor and any soil, topographical, engmeenng,
environmental, municipal or other report within seven (7) days of acceptance of the
within Agreement;
(g) from and after the expiry of the Condition Date, the Purchaser shall have the right to
take and conclude a1l such actions, matters and things in respect of the Property that
may be required by the Purchaser in its sole discretion for obtaining site plan approval
and completion of any planning and other related issues in connection with its
proposed development including, without limitation, the right to submit and process all
required applications, plans and documents generally required for its proposed
development, the right to appear before and make representations to all governmental
authorities, bodies and agencies having jurisdiction in that regard and the right to enter
into all such agreements as may be necessary for the foregoing purposes and generally
to perform all matters and things which the Purchaser may require in connection with
the completion and satisfaction of the foregoing matters, Without limiting the
generality of the foregoing, the Purchaser shall have the right to make applications for
minor variances and consents pursuant to the Planning Act (Ontario) as the Purchaser
may deem necessary or advisable provided such applications comply with the terms
and requirements of this Agreement for development of airport related commencial
usage. The Vendors agree, upon request by the Purchaser, to forthwith execute such
documents, consents and authorizations as may be necessary to permit the Purchaser to
undertake any of the foregoing matters provided no such document, consent or
authorization imposes any financial obligation upon the Vendor which the Purchaser
has or will not satisfy; and,
(h) the Purchaser proposed use of the Property for the construction and operation of airport
hangars, related facilities and other permitted uses as set out in subsection 7.1 of this
Agreement comply in all material respects with the requirements of all federal and
provincial legislation applicable to the operation of the LSRAC as well as any airport
operations manual and any other airport policies now in effect.
6. BUILDING PERMITS AND SITE PLAN
6.1. General
The Purchaser agrees to comply with all building codes, land use or other municipal by-laws of the
Township of Oro-Medonte, any other statutory requirements and payment of the fees as would be
applicable to the owner of a vacant commercial property not related to aeronautics located within the
Township of Oro-Medonte.
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6.2. Site Plan
The Purchaser agrees that it will apply, at its cost, for site plan approval and a building pennit for
construction of al1 buildings or other structures to be located on the Property. The Purchaser shall
provide to the Vendors and the Township of Oro-Medonte's Planning and Development Department a
site plan in compliance with the Township of Oro-Medonte's site plan requirements and, without
limiting the generality of the foregoing, will show on such plan the location of the building(s) and
outside storage, the front elevation of the building(s), the exterior building materials, the landscaping
treatment and the screening of outside storage parking areas, access point for groundside and airside
access, signage, outside lighting, lot grading and details regarding al1 proposed materials to be used in
connection with construction of driveways, parking areas, taxiways, and aprons, al1 in accordance
with the Township's zoning regulations and the Airport Development Regulations.
7. PURCHASER'S CONDITIONS
This Offer shal1 be subject to the fulfil1ment of the following tenns and conditions on or before the
29thdayof May, 2003 (the "Condition Date"):
7. 1. Zoning, Use and Restrictions
The Purchaser satisfying itself that the Property is zoned so as to pennit the construction and
operation of airplane hangar buildings, related facilities and pennitted uses hereafter set out, there are
no restrictive covenants running with the Property that would in any way derogate from the zoning,
use or the construction of airplane hangars and related facilities and the pennitted uses (save and
except as set out in Schedules "A" and "B"). For greater certainty, the pennitted uses shal1 include
those related to commercial aviation pennitting aircraft storage, maintenance and repair, aircraft
finishing, sales, fixed base operations, commercial air services, charter flight services and flight
training but not including ultra light aircraft.
7.2. Soil Conditions and Environmental Tests
The Purchaser conducting soil and environmental tests and investigations on the Property in order to
satisfy itself as to the environmental condition of the Property and that the results of such tests are
acceptable to the Purchaser in its sole discretion. The Purchaser shall, at its cost, supply copies of al1
test results and reports to the Vendors upon receipt of same and agrees to endeavour to secure, without
additional cost to the Purchaser, any consents for use by the Vendors that may required in this regard.
For the purposes of such tests and investigation, the Vendors hereby grant to the Purchase and its
agents access to the Property and the consent necessary to conduct al1 reasonable soil and
environmental tests and other investigations as the Purchaser shall reasonably require provided that
the Purchaser shall restore the land to its original condition by fi11ing in al1 excavations and test holes
upon completion of any such tests or investigations.
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7.3. Notice re Conditions
If the Vendor shall be notified in writing by the Purchaser or its solicitors on or before the Condition
Date that the conditions contained in subsections 7.1 and 7.2 have been satisfied, then this transaction
of purchase and sale shall be completed subject to the remaining tenns and conditions contained in
this Agreement. If, however, the Vendors shall be notified in writing on or before the Condition Date
that the said condition has not been satisfied or waived or if no written notice is given to the Vendor
pursuant to this subsection 7.3 on or before the Condition Date, then this Agreement shall be at an end
and the deposit shall be immediately returned to the Purchaser without interest or deduction and it is
agreed that neither party shall have any further right or obligations hereunder.
7.4. Conditions to Closing
The conditions included in this section 7 have been included for the Purchaser's exclusive benefit and
may be waived by the Purchaser, such waiver to be binding upon the Purchaser only if in writing and
signed by either the Purchaser or by its solicitors on its behalf. The Purchaser shall not be obligated
to complete the purchase of the Property on Closing unless: (a) the warranties and representations of
the Vendors contained in section 5 of this Agreement (each and every one of which is hereby deemed
to be a condition) shall be true and correct in all material respects as if made at Closing; and, (b) the
Vendors shall have perfonned and observed their covenants and agreements contained in this
Agreement.
8. PURCHASER'S ACKNOWLEDGEMENTS AND COVENANTS
8.1. Acknowledgement Regarding Registered Title
The Purchaser acknowledges that title to the Property is registered in the name of The Corporation of
the City of Barrie as trustee for the Vendors in accordance with the tenns of an Agreement made
between The Corporation of the City of Barrie, The Corporation of the City of Orillia and The
Corporation of the Town of Oro-Medonte which Agreement is dated the 10th day of June, 2002 and
registered on title on June 19,2002 as Instrument No. SC29293.
8.2. Acknowledgement Regarding Management and Covenants
The Purchaser acknowledges that the Vendors have established the Lake Simcoe Regional Airport
facility (the "Airport") as an aerodrome in accordance with the Airports Act and the Municipal Act
and have empowered a commission incorporated as Lake Simcoe Regional Airport ("LSRAC") to
operate and manage the Airport in compliance with the Air Regulations (Canada). In accordance
with the terms of the Agreement referred to in subsection 8.1 above, the LSRAC is authorized to
manage, operate, maintain and improve the airport facility including the establishment and
enforcement of all rules and regulations relating to the use and operation of the Airport. In addition,
the Purchaser acknowledges and agrees that LSRAC has authority, as manager of the Airport, to
enforce the terms of all agreements and covenants entered into with, or imposed for the benefit of, the
Vendors. In furtherance of this, the Purchaser acknowledges and agrees that the title to the Property
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will be subject to the Agreement set out in Schedule "A" attached hereto and the covenants in the
form attached hereto as Schedule "B". The Purchaser agrees to execute copies of the covenants in
form suitable for registration on title to the Property at the time of Closing.
8.3. Land Sale Policy
The Purchaser acknowledges that the Property is being sold by the Vendors pursuant to the Land Sale
Policy and Airport Development Regulations in effect at the date of this Agreement and the Purchaser
acknowledges having been provided with copies of these documents prior to execution of this
Agreement. The Purchaser agrees that it shall be bound by the terms of the Land Sale Policy and
Airport Development Regulations and shall execute an acknowledgement to this effect for delivery on
closing.
8.4. Purchase liAS IS"
The Purchaser acknowledges and agrees that, save and except as otherwise provided in this
Agreement, it is purchasing the Property in its present condition, "as is" and, subject to the terms
contained herein, shall conduct all inspections during the conditional period set out in Section 7.3that
it reasonably requires to determine if the Property has been used as a waste disposal site or contains
waste as that term has been defined and/or designated pursuant to the Environmental Protection Act
(Ontario) or any federal legislation of similar type or nature and that the Vendors make no
representation or warranty concerning the soil and/or environmental condition of the Property at the
time of sale. The Purchaser further acknowledges and agrees that it has conducted or shall conduct
such tests as it deems necessary to determine to its satisfaction, that the soil conditions for the
Property are satisfactory to support the development and construction of the building and other
structures contemplated for its proposed use of the Property.
8.5. Airport Operational Policies and Liability
The Purchaser acknowledges that the LSRA may be required to temporarily close certain portions of
the Airport facility for maintenance, security and safety purposes or in accordance with any
operational policies that may be invoked from time to time which the LSRAC deems necessary for the
safe and responsible operation of the airport. In addition, the LSRAC may deem it expedient to
impose noise abatement requirements, operating curfews and other measures to minimize impact
from airport operations on the surrounding area. The Purchaser agrees that the Vendors and LSRAC
shall not be liable for any loss or damage claims arising from the interruption or restriction of the
Purchaser's business operations as a result of such temporary closure or the imposition of such
requirements provided they are consistent with the normal operation of an airport facility and of
general application to all owners of land within the LS'RA Site. Notwithstanding anything
hereinbefore set out, prior to implementing any such policy or imposing any such requirement, curfew
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or other measure, the LSRAC shall demonstrate to the Purchaser, its successors and assigns that same
are reasonable and consistent with the normal operation of an airport facility.
8.6. User Fees
The Purchaser acknowledges that the LSRAC reserves the right to implement user fees for landing,
use of ramps, airport parking facilities for aircraft and motor vehicles as well as after hour call-out
charges. The Purchaser agrees that it shall be responsible for payment of any such fees that may be
imposed from time to time provided they are reasonable and in keeping with the normal operation of
an airport facility and of general application to all owners of land within the LSRA Site.
8.7. Capital and Operating Improvements
The Purchaser acknowledges that the Vendors or the LSRAC shall not be required to make any capital
or operating improvements to the airport facility to accommodate the proposed development,
including, but not limited to any increase in traffic arising from the Purchaser's business operation.
The decision regarding capital or operational improvements to the airport facility rests solely with the
Vendors and the LSRAC and it shall not be liable for any claims of loss or damages arising from any
decision by the Vendors and the LSRAC not to make such capital or operating improvements.
9. PURCHASERS DEVELOPMENT COVENANTS AND SECURITY
9. 1. General
The Purchaser covenants with the Vendors that the Purchaser shall, at all times during and subsequent
to the construction of the airplane hangar buildings or other improvements to be constructed on the
Property, comply with and adhere to the following requirements which shall be implemented and/or
enforced on behalf of the Vendors by the LSRAC:
(a) all lot grading shall be maintained in accordance with plans approved by the LSRAC
and the Township of Oro-Medonte both acting reasonably;
(b) all construction debris and rubble of any kind shan be promptly removed from the
Property and disposed of in accordance with applicable Federal, Provincial and
municipal laws as soon as possible during each phase of the construction of any
improvements made to the Property;
(c) no construction material which is unrelated to construction of the airplane hangar
buildings and related improvements as approved by LSRAC acting reasonably shall be
stored on the Property;
(d) all construction shall be carried out with minimal disturbance to adjacent lands and the
Purchaser shall take all necessary steps to ameliorate and rectify any such disturbance
immediately upon request by LSRAC;
(e) all measures reasonably necessary to ensure adequate siltation control is maintained
throughout the construction phase shall be implemented to the satisfaction ofLSRAC
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and the Township of Oro-Medonte both acting reasonably until such time as
constl/lction and landscaping work have been completed in accordance with the
approved site plan.
The Purchaser acknowledges and agrees that the foregoing covenants are in addition to any
requirements for site plan approval that may be imposed by the Township of Oro-Medonte for
development of the Property in accordance with its usual procedures.
9.2. Security
On closing, the Purchaser shall deposit with LSRAC a letter of credit in the amount of Two Thousand
Five Hundred Dollars ($2,500.00) for the Development Lot issued by a Schedule I Canadian Bank
in a fonn reasonably satisfactory to LSRAC to cover the cost of any action that LSRA may reasonably
be required to take to enforce or remedy the breach of any of the covenants set out above. During
construction of the building and improvements on the property, LSRAC may, if so requested by the
Purchaser, and as elements of the construction are completed, reduce the amount of the security and
LSRAC may cause the security to be reduced to such amount as LSRAC detennines is reasonably
necessary to satisfy the remainder of the Purchaser's covenants set out in subsection 9.1. The
P\,lrchaser acknowledges that the security required pursuant to this subsection shall be in addition to
any of the usual security required by the Township of Oro-Medonte in connection with approval for
development of property within its jurisdiction. All such security shall be returned to the Purchaser
upon Substantial Perfonnance of its proposed development upon the Property.
9.3. Default
If, in the opinion of LSRAC, the Purchaser shall be in breach of any of the covenants set out in
Subection 9.1 above, then, in addition to any other remedies that LSRAC may have, LSRAC shall
promptly notify the Purchaser, and its surety, in writing of such breach. If such breach is not
remedied within seven (7) clear days of such notification or such greater time as may reasonably be
required, then LSRAC shall be immediately entitled to draw upon the security and take such other
actions as in the opinion of LSRAC are required to rectify such breach, including the right to enter on
the Property, the right to purchase materials and the right to employ workers, all at the expense of the
Purchaser. The cost of such work shall be calculated by LSRAC and its decision in this regard shall
be final. The cost of such work shall include a management fee not exceeding TWENTY
PERCENT (20%) of all labour, material and machine time charges incurred to complete such work.
The Vendors shall be entitled to draw upon the letter of credit to the extent required to reimburse
them for such costs. The Purchaser acknowledges that the foregoing remedies are in addition to any
remedies the Township of Oro-Medonte may have pursuant to its site plan agreement to be executed
for development of the Property.
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10. TITLE MATTERS
10.1. Requisition Date
The Purchaser shall be allowed until 5:00 p.m, on the 26th day of May I 2003 to examine the title to
the Property at the Purchaser's expense.
10.2. Title
Title to the Property shall be good and free from all encumbrances, except as provided herein and
except for any minor easements to public utilities required for the supply of utility services to the
Property provided same does not interfere with the construction or use of the Purchaser's proposed
development on the Property. If, within the time allowed for examining the title, any valid objection
to title or to the fact that a commercial use may not be lawful on the Property is made, in writing, to
the Vendors, and which the Vendors are unable or unwilling to remove, remedy or satisfy, and which
the Purchaser will not waive, this Agreement, notwithstanding any intermediate acts or negotiations in
respect to such objections, shall be at an end and all deposit moneys paid prior to termination shall be
retumed without interest or deduction and the Vendors shall not be liable for any costs or damages.
Save as to any valid objections so made by such day and except for objections going to the root of
title, the Purchaser shall be conclusively deemed to have accepted the Vendor's title to the Property as
provided herein.
10.3. Documents of Title
The Purchaser shall not call for the production of any title deed, surveyor any other evidence of title
to the Property, except such as are in the possession or control of the Vendors or as may be
specifically provided for herein. The Transfer/Deed of Land shall, save for the Land Transfer Tax
Affidavit which shall be prepared and completed by the Purchaser, be prepared in registerable form at
the expense of the Vendors.
11. GENERAL PROVISIONS
11.1. Realty Taxes
Realty taxes shall be apportioned and allowed to the date of completion, the day itself to be
apportioned to the Purchaser.
11.2. GST
If this transaction is subject to Goods and Services Tax ("GST"), then such GST shall be in addition
to and not included in the purchase price and the GST shall be collected and remitted in accordance
with applicable legislation. The Vendors will not collect GST of the Purchaser provides to the
Vendors a warranty that the Purchaser is registered under the Excise Tax Act (the "ETA"), together
with a copy of the Purchaser's ETA registration, a warranty that the Purchaser will self-assess and
remit any GST payable and file the prescribed form and shall indemnify the Vendors in respect of any
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GST payable. The foregoing warranties shall not merge but shall survive the completion of the
transaction contemplated by this Agreement. If this transaction is not subject to GST, the Vendors
agree to certify on or before closing that the transaction is not subject to GST.
11.3. Conditions
The Vendors and the Purchaser agree that there is no condition, representation or warranty of any
kind, express or implied, that the future intended use of the Property by the Purchaser, is or will be
lawful, except as may be specifically stipulated elsewhere in this Agreement.
11.4. Time of the Essence
Time shall, in all respects, be of the essence hereof provided that the time for doing or completing of
any matter provided for herein may be extended or abridged by an agreement in writing signed by the
Vendors and the Purchaser or by their respective solicitors who are specificalJy authorized in that
regard.
11.5. Tender
Any tender of documents or money hereunder may be made upon the Vendors or the Purchaser or
their respective solicitors on the day set for the completion of this Agreement. Money may be
tendered by a bank draft or cheque certified by a Chartered Bank, Trust Company, Province of Ontario
Savings Office, Credit Union or Caisse Populaire.
11.6. Family Law Act Compliance
The Vendors shall provide evidence on cJosing that the provisions of the Family Law Act relating to
matrimonial homes do not apply to this transaction and that spousal consent is not required.
12. AMENDMENTS AND OTHER GENERAL MATTERS
Notwithstanding any terms or conditions outlined in the typewritten portion herein, any provisions
handwritten into this offer shall be the true terms and shall supersede the typewritten portion in
respect to the parts affected thereby, provided they have been initialed by the parties hereto. This
Agreement shalJ constitute the entire Agreement between the Purchaser and Vendors and there is no
representation, warranty, collateral agreement or condition affecting this Agreement or the property or
supported hereby other than as expressed herein in writing. This Agreement shall be read with all
changes of gender or number required by the context.
13. NON ASSIGNMENT
This Agreement may not be assigned, transferred or otherwise encumbered by the Purchaser prior to
Closing without the prior written consent of the Vendors, which consent may be unreasonably and
arbitrarily withheld. Notwithstanding the foregoing, provided the Purchaser has first obtained the
covenant and agreement of any third party assignee to be bound by the tertns and provisions of this
Agreement that survive Closing including the provisions of Schedules "A" and "B" to this
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Agreement, the Purchaser shall have the right to direct title to the Developm:ent Lot to
any party and, in such event, the Vendor shall engross the Transfer/Deed of Land and the agreement
attached as Schedule "A" in respect of such Development Lot in accordance
with such direction and with respect to
such Development Lot so directed I
the Purchaser herein will be relieved from all liability under this Agreement and with respect thereto
arising from and after closing.
14. NON-MERGER AND SEVERABILITY OF COVENANTS
The covenants, obligations and agreements (the "Covenants") made in this Agreement and in any
schedule, document, certificate or other instrument delivered by or on behalf of the Purchaser in
connection with the transaction contemplated hereby, shall be deemed to be Covenants made pursuant
to this Agreement and all such Covenants shall survive the date of execution hereof and the
completion of the purchase and sale contemplated herein and shall continue in full force and effect
following same. If any Covenants contained in this Agreement shall, to any extent, be invalid or
unenforceable, the remainder of such Covenants or the application thereof to such parties, persons or
circumstances, other than those in respect of which it is held invalid or unenforceable, shall not be
affected thereby and each of the Covenants made pursuant to this Agreement shall be separately valid
and enforceable to the fullest extent permitted by law.
15. SUCCESSORS AND ASSIGNS
This Agreement will enure to the benefit of and be binding upon the undersigned parties and their
respective successors and permitted assigns; no party may assign this Agreement except in accordance
with the provisions of this Agreement.
IN WITNESS the Parties have set their corporate seals under the hands of their authorized signing
officers.
UKCAN INVESTMENTS INC.
Peter Waters
Managing Director
I have authority to bifid the corporation.
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OF THE CITY OF BARRIE
Clerk
We have authority to bind the corporation.
THE CORPORATION OF THE CITY OF ORILLIA
Mayor
We have authority to bind the corporation.
THE CORPORATION OF THE TOWNSHIP OF
ORO-MEDONTE
We have authority to bind the corporation.
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16. SCHEDULE "A"
AGREEMENT
THIS AGREEMENT dated as of the _ day of
,2002.
BETWEEN:
[.] [insert correct legal name of the three municipal owners of the lands]
(collectively the "Transferor")
- and -
[.] [insert name of Purchaser]
(the "Transferee")
WHEREAS:
A. The Transferor and the Transferee entered into an Agreement of Purchase and Sale dated
, 2002 (the "Purchase Agreement") in respect to the acquisition by the Transferee of the
lands and premises described as [.] (the "Lands");
B. The Purchase Agreement requires the Transferee to execute an agreement setting forth the basis on which
the Transferee shall develop the Lands; and
C. The Transferee and Transferor have agreed to the terms and conditions hereinafter set forth.
NOW THEREFORE in consideration of the mutual covenants and agreements set forth in this
Agreement and the sum of $10 paid by each of the Transferor and the Transferee to the other and for other
good and valuable consideration (the receipt and sufficiency of which are hereby acknowledged), the parties
hereto covenant and agree as follows:
1. The Transferee covenants and agrees that, subject to paragraph 17 hereof, it will, on or before
September 20, 2003---------------------------------------------------------------
cOmmence construction thereon of an airplane hangar building or buildings, to cover not less than twenty
(20%) percent of the land area, in accordance with the municipal zoning, building and other by-law
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requirements or approval processes of the Township of Oro-Medonte for the development of the
Development Lot including all requirements for the issuance of a building permit and the granting of site
plan approval by the Township of Oro-Medonte. The Transferee also agrees to obtain the approval of
Lake Simcoe Regional Airport (the "LSRAC"), to its plans for any construction to be undertaken on the
Development Lot and to complete construction of such building or buildings within one (1) year of the
start of such construction, subject to Force Majeure, The Transferee covenants to deliver to the LSRAC,
in writing, at LSRAC'S management office in the LSRAC Terminal Building a schedule of the times of
commencement of construction and completion of buildings and shall keep LSRAC informed by written
notice of any changes in the schedule and of any delay in construction times which occurs or might occur.
2. If the Transferee does not start construction of the airport hangar building or buildings on the
Development Lot, in accordance with the provisions of Paragraph I above, within the periods therein set
out, the Transferor shall have the option of repurchasing the Development Lot from the Transferee at
eighty (80%) percent of the original purchase price, without interest, and free from any and all
encumbrances, and the Transferee shall provide to the Transferor all cessations of charges and releases of
other encumbrances and execute all transfers and assurances as may be requisite in order to transfer title
to the Development Lot to the Transferor within thirty (30) days of having been requested to do so by the
Transferor. The said option may be exercised by the Transferor on sixty (60) days notice in writing at any
time, provided that the Transferee may, at any time after eighteen (18) months from the time of default,
give notice in writing to the Transferor at the [City Clerk's Office, City HaJJ, 70 Collier Street, Barrie,
Ontario], with a copy to the Airport Manager at the LSRAC at RR #2, Ora Station, Ontario requiring the
Transferor to exercise the option to repurchase the Lands as aforesaid. If, after receiving such notice from
the Transferee, the Transferor does not exercise its right to repurchase the Development Lot by giving
notice in writing, mailed to the address for service of the Transferee as shown on the Transfer, of such
intention within ninety (90) days of receipt of the said notice from the Transferee, then the Transferor's
right to repurchase the Development Lot under the provision of this paragraph shall terminate.
Notwithstanding anything hereinbefore set out, if the Transferee starts construction of an airport hangar
building or buildings on the Development Lot and is not then in receipt of any notice from the Transferor
of its exercise of the said option, the Transferor's right to exercise such option shaJl become nuJl and void
and of no further force or effect.
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3. Construction of a building shall be considered to be commenced when a building permit has been obtained
and the forms for the footings are in place. The building shall be considered to be compJeted when
SubstantiaJ Performance thereof has taken place.
4. In the event that grading works are undertaken on the Development Lot prior to the issuance of a building
permit and preceding construction, the Transferee covenants to control erosion on or from the
Development Lot by maintaining vegetative ground cover or by installing erosion control facilities to the
satisfaction of LSRAC and the Township of Oro-Medonte.
5. Unless the covenants in paragraph J have been satisfied or the right of the Transferor to repurchase the
Development Lot in accordance with paragraph 2 has expired, the Transferee covenants that it wiIJ not sell
or transfer the Development Lot, or any part thereof, to any person, firm or corporation, without first
offering in writing, delivered to LSRAC and to the Transferee [c/o City Clerk's office, City Hall, 70
Col1ier Street, Barrie, Ontario], to sell the Development Lot to the Transferor at a price equal to eighty
(80%) percent of the original purchase price paid by the Transferee to the Transferor, and free from any
and all encumbrances. For the purpose of this paragraph, if the Transferee is a corporation, the word
"sel1", in addition to its ordinary meaning, shall be deemed to mean and include a sale or disposition of the
corporate shareholding of the Transferee by the person or persons who, at the date of the transfer of
Development Lot by the Transferor to the Transferee, holds or hold a majority of the corporate shares.
The Transferor shall have sixty (60) days from the receipt of an offer made by the Transferee, under the
provisions of this paragraph, to accept such offer. Such acceptance shaH be in writing and mailed to the
address for service of the Transferee as shown on the Transfer. If the Transferor does not accept an offer
to sell, made by the Transferee under the provision of this paragraph, the Transferor's right, provided in
this paragraph to repurchase the lands so offered, shaH terminate. Provided however, that the Transferee
may sell or otherwise transfer the said land to a subsidiary or affiliate corporation as defined in the
Business Corporations Act. RS.O. 1990, without first so offering to sell the Development Lot back to the
Transferor provided such subsidiary confirms the acceptance of the within buiJding covenants and the
offer of re-sale in this paragraph and expressJy undertakes in writing to compJy therewith, by execution of
such documents, in confirmation thereof, as the Transferor may require.
6. The Transferee covenants and agrees that, from and after the earlier of Substantial Performance of
construction in accordance with an approved site plan relating to a Development Lot and the date that the
use of the airport hangar to be constructed thereon has commenced, to pay all monthly airport
PAGE 19 OF 31
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maintenance charges and applicable user fees that are applicable to permit airside access from the
Development Lot. The airport maintenance charges shall be established concurrent with the transfer of
the Development Lot and shall be adjusted annually based on the Consumer Price Index subject to full
review every five (5) years. The failure to pay the monthly airport maintenance charges and applicable
user fees will result in prohibition of airside access from the Development Lot to the airport lands retained
by the Transferor and operated by the LSRAC and, in additions, will result in cessation of water and
sanitary sewer service. Interest on delinquent amounts shall be calculated and payable based on The Bank
of Canada's Prime Lending Rate in force from time to time plus 3%. For the
airport maintenance charges shall be as set forth in Schedule" 1 " to this Agreement.
calendar year, the
7. The Transferee acknowledges that the LSRAC has provided for the supply of water and sanitary sewer
services. The Transfer.ee covenants and agrees that, from and after the earlier of Substantial Performance
of construction in accordance with an approved site plan relating to a Development Lot and the date that
the use of the airport hangar to be constructed thereon has commenced, it shall be responsible for payment
of user fees assessed by the LSRAC to provide these services, such fees to be established concurrent with
the transfer of the Development Lot and reviewed annually thereafter. The supply of water to the
Development Lot will be separately metered at the Transferee's expense and user fees will be established
on the basis of meter readings and sanitary sewer charges shall be allocated among Development Lots in
the same ratio as established with respect to usage of water as established by water meter readings.
Failure to pay the monthly user fees will result in cessation of water and sanitary sewer service. Interest on
delinquent amounts shall be calculated and payable based on The Bank of Canada's Prime Lending Rate
in force from time to time plus 3%. In addition, the Transferee agrees that any amounts outstanding with
respect to user fees shall form a charge against the Development Lot in favour of the Transferor until such
time as the said amounts have been paid in full together with all interest accruing and costs of enforcement
on a solicitor and client basis. For the
forth in Schedule "1" to this Agreement.
calendar year, the water and sewage charge shan be as set
8. The Transferee agrees to maintain the Property and all buildings or improvements constructed thereon in
good condition and appearance in accordance with the requirements of a first class airport facility and as
may be required to comply with property standards by-laws in force in the Township of Oro-Medonte
from time to time Or such reasonable property standards and maintenance requirements adopted by the
LSRAC in the operation of the airport facility.
PAGE 20 OF 31
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9. The Transferee shall, at any time and from time to time, in the event of the sale, mortgage, lease, ground
lease or other disposition of any interest in the Development Lots or any part thereof, obtain from any
person so purchasing, mortgaging, leasing or acquiring any such interest, their agreement in favour of the
Transferor to perfonn each of the covenants, obligations and agreements of the disposing party hereunder
(including but not limited to those in this paragraph) in the same manner and to the same extent as if
original1y named in this agreement as the disposing party, and in consideration thereof the other party shall
confinn to the person acquiring such interest the benefits of this agreement; provided however that any
such agreement executed by any mortgagee shal1 provide that such mortgagee shall be obligated to
perfonn the covenants, obligations and agreements of the mortgaging party hereunder only for so long as
the mortgagee shall be in possession of any of the mortgaged.
10. The parties shall with reasonable diligence, provide to each other such further instruments or documents
or assurances and do all such other things as may be necessary and expedient to effect the purposes of this
Agreement and carry out its provisions.
11. Time shal1 be of the essence of this Agreement.
12. This Agreement shall be governed by and construed in accordance with the laws of the Province of
Ontario,
13. This Agreement shall enure to the benefit of and be binding upon the parties hereto and their respective
successors and assigns.
14. This Agreement is conditional on compliance with the Planning Act, R.S.O. 1990, c 50, as may be
amended from time to time.
15. The following tenns shall have the following meanings:
(a) "Development Lot means each of the four development lots separately outlined in red and green on
Schedule "C" attached to the Purchase Agreement.
(b) "Force Majeure" means labour disputes, strikes or lockouts, fire, floods, war, acts of god,
unavailability of materials or services, power failure, unusual delay by common carriers or
unavoidable casualties, abnormal weather conditions, abnonnal subsurface conditions, acts or
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omissions or delays of any governmental or other authority having or exercising jurisdiction over the
Property.
(c) "Substantial Performance" shal1 be determined in accordance with the same criteria as is used to
determine substantial performance of a contract in accordance with the provisions of the Construction
Lien Act (Ontario).
16. The Transferor and the Transferee acknowledge and agree that this Agreement shal1 apply to each of the
Development Lots separately with the intent that the failure to commence construction with respect to one
Development Lot will not give rise to any rights in the Transferor with respect to any other Development
Lot.
17. If commencement of construction on any Development Lot is delayed due to a matter of Force Majeure or
any other matter whatsoever reasonably beyond the control of the Transferee, then the period of time for
commencement of construction on such Development Lot shal1 be extended for the period of time or times
equal to the period of such delay or delays.
18. Any and al1 notice required to be given or as may be given hereunder shal1 be deemed sufficiently given or
made and shal1 be deemed to have been received by the addressee (i) on the date of delivery if delivered
personally to the address specified below or (ii) on the date of transmission if delivered by facsimile
transmission or if such day is not a Business Day, on the next working day thereafter:
In the case of the Purchaser to:
*
*
*
*
*
In the case of the Purchaser's solicitor to:
*
*
*
*
*
In the case of al1 of the Vendors to:
The Office of the Clerk
The Corporation of the City of Barrie
70 Col1ier Street, P.O. Box 400
Barrie, Ontario L4M 4T5
Fax No. (705) 739-4243
In the case of the Vendor's solicitor to:
James I. McIntosh
Burgar, Rowe LLP
Barristers, Solicitors & Trade Mark Agents
90 Mu1caster Street, P.O. Box 758
Barrie, Ontario L4M 4Y5
Tel No. (705) 721-3377
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Fax No. (705) 721-4025
e-mail: mcintosh({V.burgarrowe.com
or such other address as the parties hereinafter may in writing advise.
IN WITNESS WHEREOF the parties have set their corporate seals under the hands of their
authorized signing officers.
[. ]
Name:
Title:
Name:
Title:
J/We have authority to bind the Corporation.
[. ]
Name:
Title:
Name:
Title:
J/We have authority to bind the Corporation.
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SCHEDULE "1"
LAKE SIMCOE REGIONAL AIRPORT
AIRPORT MAINTENANCE CHARGES
and
WATER AND SANITARY SEWERAGE CHARGES
October 1, 2002
Airport Maintenance Charge (based on each lot)
Airport Maintenance Charge (AMC) is a fee modeled towards airport sustainability and wiJ] be applied to
each commercial lot sold by the airport. This charge wilJ encompass ongoing airport maintenance items
such as snow removal, grass cutting, landscape maintenance, electrical maintenance and runway and other
pavement areas of maintenance, to name a few, The areas covered by the AMC are all encompassing to
the airport property as it directly relates to the operation of the airport and do not include the purchaser's
individual lot(s). As the airport has used the concept of conventional land leases to maintain revenue
streams and defray a portion of ongoing airport operating costs, the AMC will be applied to essentially,
replace the role of the land lease fee structure.
The fee structure has been derived through comparative charges at other airport's comparable to the Lake
Simcoe Regional Airport and subsequent operations, as well as based on the annual operating costs of this
facility.
The fee structure for each, individual lot located in the Southwest Commercial Development Area, Phase
1, Part 1 is $0.15 per square foot, per annum, based on the lot size. In the case of the Southwest
Commercial Development Lots, Phase I, Part 1, each lot (approximately 44,000-sq. ft.) would support an
annual Airport Maintenance Charge of $6,600.00 or $550.00 per month, plus applicable taxes. As detailed
in the Land Sale Policy and in the Agreement of Purchase and Sale, this charge will be based on 5-year
terms, and be subject to annual escalation rates based on !;;;onsumer frice Index.
Water and Sanitary Sewerage Charges (based on each lot)
The water and sanitary sewerage charges at the Lake Simcoe Regional Airport are based on the Township
of Oro-Medonte fee structures. The water and sanitary sewage facilities at the airport are monitored and
maintained to commercial leve1s as outlined in the Ontario Drinking Water Standards.
a) Water:
- up to t 50 m3 per year
- for 150 m3 to 275 m3 per year
- for 275 m3 per year and greater
base rate of $600,00 per year
$0.75 per m3
$1.00 per m3
b) Sewage:
100% of water charge
As detailed in the Land Sale Policy and in the Agreement of Purchase and Sale, these charges may be
amended from time to time, and be subject to annual escalation rates based on !;;;onsumer rrice Index.
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17. SCHEDULE "8"
RESTRICTIVE COVENANTS
1. The Transferee, to the intent that these covenants shall run with the lands hereinafter described as the
Servient Lands (and any part thereof) for itself, its successors and assigns covenants promises and agrees
with the Transferor, its successors and assigns of the lands hereinafter described herein as the Dominant
Lands, that the Transferee and its successors in title, from time to time, of all, or any part or parts of the
Servient Lands, will observe and comply with the stipulations, restrictions and provisions herein set forth,
and that nothing shall be done upon the said lands or any part thereof in breach or violation or contrary to
the fair meaning of the said stipulations, restrictions and provisions contained herein.
2. The Servient Lands are described as [eJ. The Dominant Lands are described as [eJ.
3. The Tranferee agrees not to commence construction of any buildings, structures, driveways, parking areas,
taxiways, aprons, or any other improvements upon the Servient Lands without first satisfying and
complying with the Township of Oro-Medonte's zoning, buiJding and other municipal by-laws or
requirements and approval processes (including, without limitation, the submission to the Township of
suitable building and plot plans showing the exact location of all buildings (including elevations), outside
storage areas, building materials to be used, landscaping, groundside and airside access, signage, outside
lighting and grading) currently necessary for the issuance of a building permit and site plan approval by the
Township of Oro-Medonte. The Transferee acknowledges and agrees that the Township of Oro-Medonte's
municipal requirements may be subject to amendment in the future and the Transferee agrees to not
commence any such construction in the future for which it does not have a building permit without first
complying with such amended municipal requirements, provided such amended municipal requirements are
of general application and apply to other properties located within the Township of Oro-Medonte.
4. The Transferee shall not commence any construction on the Servient Lands without first retaining the
services of a professional architectural or engineering firm to design and ensure that the construction of the
development on the Servient Lands comply with Airport Development Regulations.
5. the Transferee agrees that prior to the commencement of construction on the Servient Lands, it will first
obtain the approval of the Lake Simcoe Regional Airport (the "LSRAC") to its plans for any construction to
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be undertaken on the Servient Lands, which approval wilt not be unreasonably withheld and will be
provided so long as the proposed construction complies with Airport Development Regulations.
6. The Transferee covenants that it shall not dispense, sell or otherwise store aviation fuel or related products
on or within the Servient Lands and acknowledges that the Transferor reserves the exclusive right to store
and sell aviation fuel and related products to users of the airport. Failure to comply with this restrictive
covenant will result in the prohibition of airside access from the Servient Lands in addition to any other
remedies that the Transferor may have. This prohibition shall not prevent the Transferee from allowing the
storage of aircraft in the normal course of its business operations on the Servient Lands.
7. The Transferee covenants and agrees that it will not engage in any activities on the Servient Lands which
do not comply in all material respects with the requirements of Federal or Provincial legislation applicable
to the operation of the LSRAC as well as any Airport Operations Manual in force from time to time or any
other airport policies as implemented from time to time.
8. The Transferee covenants that it shall not prevent entry onto the Servient Lands by the Transferor, the
LSRAC and/or their respective personnel at reasonable times and at reasonable intervals to ensure
compliance with the permitted uses, Federal, Provincial and/or municipal law including environmental
protection legislation or in the event of an emergency. The Transferee covenants that it will not prohibit
access by the Transferor, its agents or servants from entering upon the Servient Lands in order to conduct
Phase I, Phase II and Phase III environmental audits at their discretion and at such time or times as they may
determine. The Transferee covenants that it will not use or store on the Servient Lands any hazardous
material or environmental contaminants except in accordance with governmentally approved procedures
and agrees to keep the Servient Lands free of all environmental contaminants except in accordance with all
applicable laws. The Transferee shall be responsible for the cost of clean up and for any costs, losses or
damages suffered by the Transferor and the LSRAC arising from a breach of this covenant.
9. The Transferee, for himself, his heirs, executors, administrators and assigns, further covenant, promise and
agree with and to the Transferor, its successors and assigns, that the Transferee his heirs, executors,
administrators and assigns, will not, at any time and from time to time, sell, mortgage, lease, license,
franchise or otherwise part with possession or title of any part or all of the Servient Lands, without first
exacting from any person, firm or corporation so purchasing, mortgaging, leasing, licensing, franchising or
otherwise occupying the Servient Lands, similar covenants to those contained in these restrictive covenants
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for the benefit of the Transferor, its successors and assigns save and except that any mortgagee's covenant
will be limited to such period of time as the mortgagee is in actual possession of the Servient Lands.
10. Each covenant and agreement contained herein shall be construed to be a separate and independent
covenant and agreement. If any term or provision contained herein or the application thereof to any person
or circumstance shall to any extent be invalid or unenforceable the remainder of these covenants shall not
be affected thereby and each term and provision shall be valid and shall be enforced to the extent permitted
by law.
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18. SCHEDULE "C"
Lake Simcoe Regional Airport
South West Commercial Area
Servicing Status
PHASE 1 Part 1 - Includes 5 existing lots with airside access to Taxiway C
Groundside Access
Groundside access is from an existing gravel road that is to be paved 8 metres wide. The road is
presently part of the airport but is to be assumed by the Township ofOro-Medonte.
Airside Access
Two of the five lots have existing paved and lighted connections to the taxiway. To complete the other
access ramps 680 x 500 mm elliptical culverts will have to be installed to facilitate drainage. Transport
Canada required the installation of additional taxiway lights at the airside connection to Taxiway C at
the existing hangar.
Water Supply, Treatment and Distribution
The water supply system for the A TB and Phase I of the SW commercial area consists of two wells
(total combined capacity 346 I/min based on the MOE Pennit to Take Water) located near the Utility
Building with chlorination and iron sequestering equipment located in the Utility Building. An MOE
Certificate of Approval has been received for the existing water supply and treatment system. There is
no excess supply or treatment capacity as this system is to supply the ultimate development of the A TB
as well as the 5 lots in the SW Commercial area. The water supply is not sufficient for fire protection.
Water services 19 mm in diameter were installed from the existing main to each of the 4 undeveloped
lots.
An existing 150 mm diameter watennain constitutes the distribution system. The watennain has
excess capacity for the distribution of potable water.
Reports and drawings are available at the City of Barrie Engineering Department.
Sanitary Sewage, Collection and Treatment
There is 250 mm sanitary sewer located on the groundside access road that services the SW
Commercial Area and another that runs on the south airport access road from the A TB to the Utility
Building.
Sanitary laterals 150 mm in diameter have been installed to the lot lines for the 4 existing undeveloped
lots.
Immediately south of the Utility Building is a low lift pump station that pumps the sewage into two
(parallel) septic tanks. Effluent from the septic tanks flows by gravity to a high lift pump chamber.
The high lift pump chamber discharges to forcemain that conveys the sewage to a disposal area north
of the grass tie down area. The sewage is routed to one of two elevated field beds by an alternate
dosing chamber. An MOE Certificate of Approval has been received for the existing sewage collection
and treatment system.
Reports and drawings are available at the City of Barrie Engineering Department.
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Storm Water Management
The Part 1 area drains by way of ditches beside the road and the taxiway to an existing stonn water
management pond located in the south west comer of the site behind the Utility Building.
Electric Supply
The electrical supply for Part 1 is a 27.6 Kv 3 phase primary overhead pole line running along the west
side of the gravel access road. 100 mm diameter conduits have been placed from existing poles under
the access road to the property lines of the 4 undeveloped lots.
Telephone
Telephone servicing for Part 1 is an aerial line on the hydro poles on the west side of the gravel access
road. 50 mm diameter conduits have been placed from existing poles under the access road to the
property lines of the 4 undeveloped lots.
Natural Gas
A 100mm gas main was installed from the 7'h Line along the south airport access road and the gravel
road along the west limit of the Part 1 area.
Soil Conditions
The development lots in Part 1 were prepared by stripping the native topsoil and filling the site with
engineered fill to prescribed grades. The lots were left approximately 300 mm below the proposed
finished grades so that after excavation for the apron pavement structure and the building footings there
would not a significant excess or shortage of fill.
The City of Barrie Engineering Department has compiled the soil investigations prepared for various
projects, including the initial airport development, into a single volume. The reports are available for
review at Barrie City Hall, 4th Floor.
PHASE 1 Part 2 -Includes proposed 10 lots on the partial parallel Taxiway D.
Groundside Access
An extension of the existing access road would be required south of the proposed lots with a turn
around for trucks, (snow ploughs, garbage trucks, maintenance trucks etc.) at the west end.
Airside Access
The proposed half-length parallel Taxiway E will provide airside access for the proposed lots. Culverts
will be required as the general direction of overland flow is to be to the west and it is anticipated there
will be ditches paralleling the taxiway.
Water Supply, Treatment and Distribution
The existing water supply and treatment system does not have the capacity to service the purposed
development in Part 2.
One option for water supply would be to install an additional well (or wells) and pipe the water to the
existing Utility Building. The existing building would have to be expanded and additional treatment
equipment installed. The existing water piping would have to be extended to the west limit of the
proposed development.
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A second option would be to install a new well (or wells) and treatment equipment at the west end of
the proposed development. A new watermain would be extended the length of the proposed
development and would connect to the north end of the existing water distribution system.
Sanitary Sewage, Collection and Treatment
The existing sanitary manhole at the north end of the existing gravel access road is approximately 1.55
metres deep. The land to be developed as Part 2 slopes off to the west. It will not be possible to
service the proposed lots by gravity using an extension of the existing sanitary sewer. The sewer was
installed at minimal grade and cannot be deepened.
One option for sanitary servicing for Part 2 area would be to install a gravity sewer flowing west to a
pump chamber and a forcemain from the pump chamber to the existing sanitary manhole. The existing
sanitary sewer has the capacity to convey the additional volume. The existing low and high lift pumps
have the capacity to transfer the increase volumes however the capacity of sewage treatment facilities
(septic tanks and field beds) would have to be increased.
A second option would be to install a gravity sewer flowing west to a new treatment system (pump
chamber, septic tank and field bed) sized to accommodate the proposed development.
Storm Water Management
A Master Drainage Plan has been prepared for the Airport. In the Master Plan the area of Part 2 is
planned to drain to the west to a proposed storm water pond that will provide storm water quantity
control. Development of the Part 2 area will have to include the construction of the second storm water
management pond, which is to achieve two objectives. First it will provide water quality and
sedimentation control and secondly it wi11 provide storage to meet storm water management criteria.
Reports are available at the City of Barrie Engineering Department.
Electric Supply
Ontario Hydro was advised of the intention to develop another 10 lots in the Part 2 area so it is
assumed that the existing overhead 3 phase primary has capacity to service Part 2. This should be
verified.
Telephone
Bell Canada was advised of the intention to develop another 10 lots in the Part 2 area so it is assumed
that the existing aerial cables has capacity to service Part 2. This should be verified..
Natural Gas
The Gas Company was advised of the intention to develop another 10 lots in the Part 2 area so it is
assumed that the existing 100 mm diameter pipe has capacity to convey the gas volumes necessary to
service Part 2. This should be verified..
Soil Conditions
In general the native surficial soils consist of 250 to 450 mm of topsoil underlain by deposits of silt,
sandy silt, sand, silty sand tm and sandy silt tm. The surficial soils are of low permeability and exhibit
a high groundwater table and poor drainage characteristics. Beneath the surficial soils there is a tm that
consists of silty sand till material nnd is bouJdery.
The City of Barrie Engineering Department has compiled the soil investigations prepared for various
projects, including the initial airp'c>rt development, into a single volume. The reports are available for
review at Barrie City Hall, 4th Floor.
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