Exhibit 10.8


 


NO-BUILD EASEMENT


 


KNOW ALL MEN BY THESE
PRESENTS.  THAT THE COLUMBUS REGIONAL
AIRPORT AUTHORITY (hereinafter referred to as “Authority” or “Grantor”), a port
authority duly created and existing under Chapter 4582 of the Ohio Revised Code,
for One Dollar ($ 1.00) and other good and valuable consideration paid by
AIRNET SYSTEMS, INC. (hereinafter referred to as “Grantee”), the receipt of
which is hereby acknowledged, does hereby provide and grant unto said Grantee,
its successors and assigns, a no-build easement for so long as Grantee is the
lessee of the dominant parcel (as hereinafter identified), across the following
described real property (the “Easement Area”):


 


(SEE
LEGAL DESCRIPTION ATTACHED HERETO AS EXHIBIT “A” AND MADE A PART HEREOF)


 


For reference only, the
foregoing described easement (the “Easement”) is granted across real property
commonly known as Rickenbacker International Airport (“Airport”).


 


The Easement is granted,
subject to the conditions, restrictions, and limitations contained herein.  The recording of this No-Build Easement or
use of the Easement by the Grantee, for itself and its successors and assigns,
shall be deemed acknowledgment and acceptance by Grantee of all terms and conditions,
restrictions, and limitations contained herein, which shall be effective and
binding upon the Grantee, its successors and assigns.


 


1.                                       The
Grantee is the lessee of the dominant parcel, shown on the map attached hereto
as Exhibit B, to which the Easement is appurtenant, pursuant to a lease between
Grantor and Grantee dated January 20, 2004, a memorandum of which is recorded
as Instrument No.
                        ,
in the Recorder's Office of Franklin County, Ohio (the “Lease”).  The Grantor is the owner of the servient
parcel, shown on the map attached hereto as Exhibit C.  The Grantor, though the Easement, agrees
there will be no above ground improvements constructed on the Easement Area,
other than the aviation ramp as shown on the attached Exhibit C.  Grantee is hereby given the right to enforce
this “no-build restriction” for so long as this Easement remains in effect.


 


2.                                       Grantor
expressly reserves a reversionary interest in the Easement Area.  Grantee shall not share, lease, assign,
sell, convey, or transfer all or any part of the Easement or rights granted
herein.  In the event (a) the Lease
terminates, or (b) Grantee should abandon, disuse, share, lease, sell, assign,
convey, or transfer all or any part of the Easement, or rights granted herein,
the Easement and all rights connected therewith shall terminate and revert to
Grantor in accordance with the Grantor's interest in the Easement Area, and
Grantor may file an Affidavit of Facts Relating to Title for the purpose of
giving public notice of any such reversion. 
Upon termination and reversion as stated, the Grantee shall execute and
deliver a recordable instrument of conveyance returning the herein described
easement rights to Grantor and releasing any and all rights which may have been
conveyed hereby.  Grantor shall be
released from any obligation or liability to Grantee arising or resulting from
the granting or termination.


 


1

















 


3.                                       The
rights granted herein do not include any rights of Grantee to construct or
install any improvements without the written authorization of the Authority.


 


4.                                       Grantor
and Grantee agree to amend this Easement as necessary to meet the requirements
of applicable building codes.


 


IN WITNESS WHEREOF, the
Grantor, Columbus Regional Airport Authority, by its duly authorized officer
Elaine Roberts, A.A.E., President & CEO of the Columbus Regional Airport
Authority, duly authorized by Resolution No. 84-03, passed on the 25th
day of November, 2003, has caused this instrument to be executed and subscribed
this 20th day of January, 2004.


 


	
   

  	
  COLUMBUS REGIONAL AIRPORT AUTHORITY

  
	
   

  	
  A port
  authority created and existing under Revised Code Chapter 4582

  
	
   

  	
   

  
	
   

  	
   

  
	
  /s/ Jeffery Schwab

  	
   

  	
  /s/ Elaine
  Roberts

  	
   

  
	
  Witness

  	
  Elaine
  Roberts, A.A.E.

  
	
  Print Name:

  	
  JEFFERY
  SCHWAB

  	
   

  	
  President
  & CEO

  
	
   

  	
   

  
	
  /s/ Gretchen Sandusky

  	
   

  	
   

  
	
  Witness

  	
   

  	
   

  
	
  Print Name:

  	
  GRETCHEN
  SANDUSKY

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  STATE OF
  OHIO

  	
   

  	
   

  
	
  COUNTY OF
  FRANKLIN, SS:

  	
   

  	
   

  
						



 


BE IT REMEMBERED, that on this
20th day of January, 2004, the foregoing instrument was acknowledged
before me on behalf of the Columbus Regional Airport Authority, by Elaine
Roberts, A.A.E., President & CEO.


 


	
  /s/ David
  Wayne Saleme

  	
   

  	
   

  
	
  Notary
  Public

  	
   

  
	
   

  	
  DAVID WAYNE SALEME

  	
   

  
	
  This
  Instrument Prepared By:

  	
  Attorney At Law

  	
   

  
	
   

  	
  Notary Public, State of Ohio

  	
   

  
	
   

  	
  My Commission Has No Expiration Date

  	
   

  
	
  David W.
  Saleme

  	
  Section 147.03 R.C.

  	
   

  
	
  Associate
  Counsel, Real Estate

  	
   

  
	
  Columbus
  Airport Authority

  	
   

  
	
  4600
  International Gateway

  	
   

  
	
  Columbus,
  Ohio 43219

  	
   

  



 


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Exhibit A


 


[GRAPHIC]


 


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Exhibit B


 


[GRAPHIC]


 


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