BEFORE THE UNITED STATES OF AMERlCA 

DEPARTMENT OF TRANSPORTATION 

FEDERAL AVIATION ADMINISTRATION 

PENSACOLA AVIATION CENTER LLC, ) ~~IVEb 

Mi~iY ;.,. 8 2015 ) 

Complainant, ) 

v. ) 

) 

PENSACOLA INTERNATIONAL AIRPORT, ) 

DocketNo. 16-lf~T1Boocrcera 

A DIVISION OF THE CITY OF ) 

PENSACOLA, ) 

Respondent. ) 

RESPONSE OF PENSACOLA INTERNATIONAL AIRPORT, 

A DIVISION OF THE CITY OF PENSACOLA, 

TO COMPLAINANT'S MOTION TO ADMIT MATERIAL FACTS 

AND NOW, comes Respondent, Pensacola International Airport, a division of the City of 

Pensacola ("Pensacola"), by and through its undersigned counsel, and hereby responds to 

Complainant's Motion to Admit Material Facts (the "Motion") as follows: 

General Response 

On March 13,2015, the Federal Aviation Administration ("FAA") asked Pensacola for 

"limited, additional information" regarding certain current conditions at the subject airport. 

Pensacola provided simple, straightforward and accurate information that was directly 

responsive to the FAA's request. In its continuing efforts to regain a de facto monopoly at any 

cost, however, Complainant has mounted a futile attack upon that information with a Motion that 

reads more like cross-examination and unabashed closing argument, than a legitimate request for 

relief. 

For several reasons, Complainant's Motion should be denied in its entirety. First, it is 

based almost entirely upon unsupported speculation. For example, Complainant argues that 

Pensacola's responses to the FAA's request for discrete information about current conditions 

PHDATA 5334758_1 
could be construed to mean that Aerose LLC d/b/a Innisfree Jet Center ("Innisfree") failed to 

comply with applicable Minimum Standards at some unidentified time in the past. That is not 

true, and there is no evidence in the record to support it. To the contrary, as set forth in greater 

detail below, the overwhelming quantum of evidence in this matter demonstrates that Innisfree 

has, at all relevant times, complied with applicable Minimum Standards. 

Similarly, Complainant's Motion mischaracterizes and tortures the words of Pensacola's 

response to the FAA's Information Request, to its own desired end. For example, Complainant 

argues that services provided on an "as-needed" basis do not comply with applicable Minimum 

Standards, because they somehow are available less than eight hours per day for five days a 

week. The rational and reasonable interpretation of "as-needed," however, is that the services 

are available whenever needed and as often as needed- which actually exceeds the requirement 

of the applicable Minimum Standards. That interpretation and reality is confirmed below and in 

the attachments hereto. 

Finally, except for the discrete information that has been requested by the FAA, the 

evidentiary record for this long-pending matter is closed. Complainant improperly seeks to 

reopen the record with an affidavit from its own counsel that amounts to collateral attack upon 

Pensacola's response to the FAA's Information Request. That should not be allowed at this late 

stage of these proceedings. Complainant's Motion should be denied in its entirety. 

Specific Response 

Pensacola responds to the separately numbered paragraphs of Complainant's Motion as 

follows: 

I. Pensacola admits that Complainant relies upon 14 C.F.R. § 16.19 as the basis for 

its Motion. The remaining averments of paragraph I of Complainant's Motion are denied as 

2 PHDATA 5334758_1 
conclusions of law. For further response, contrary to Complainant's averments, section 16.19 

does not authorize the filing of a motion containing slanderous accusations and ad hominem 

attacks, seeking to reopen an evidentiary record that long has been closed, and usurping the 

Federal Aviation Administration's role as the factfinder in this action. 

2. Pensacola admits that Complainant is seeking the admission of certain 

"information" that it claims is "relevant" to this action. Any and all remaining allegations of 

paragraph 2 of Complainant's Motion are denied. To the contrary, the only real "information" 

Complainant seeks to admit is an affidavit pertaining to the state of incorporation of one of the 

subcontractors to Innis free (which, as set forth in greater detail below, neither supports 

Complainant's arguments, nor impeaches the credibility of any documents or information 

submitted by Pensacola or Innisfree). The balance of Complainant's Motion is nothing more 

than unsupported, false and unwarranted innuendo, insinuation and accusations. 

3. Admitted. 

4. Admitted. 

5. Admitted. 

6. The averments of paragraph 6 of Complainant's Motion are denied as stated. 

Pensacola admits that the Innisfree Survey (i.e., Exhibit 10 to Pensacola's Reply to the FAA's 

Information Request) is undated and unwitnessed. However, the inferences Complainant draws 

from those circumstances are unwarranted and inaccurate, and therefore, denied in their entirety. 

For example, Complainant argues that because the Innisfree Survey is undated, it could mean 

that Innisfree was in compliance with applicable Minimum Standards, but presently is not. 

Pensacola's Reply to the FAA's Information Request should be read in accordance with the plain 

meaning of the language used by the FAA, which asked for identification of services that 

3 PHDATA 5334758_1 
Innisfree "is providing" i.e., present tense. As such, the Innisfree Survey identified services that 

it presently is providing. Nevertheless, to allay Complainant's speculation, Innisfree has 

provided a signed declaration from its General Manager, Carl Braddock (attached hereto as 

Exhibit "A")( the "Braddock Declaration"), confirming that the identified services have been 

provided from inception of the applicable Lease and Operating Agreement, to the present. 

Likewise, without any actual supporting evidence, Complainant argues that the Innisfree Survey 

is the product of some conspiracy and is not credible, simply because its execution was not 

witnessed or verified. The Braddock Declaration, which was witnessed and made under penalty 

of perjury, resolves Complainant's speculation. Any remaining averments of Complainant's 

Motion not specifically admitted herein are denied. 

7. The averments of paragraph 7 of Complainant's Motion are denied. Pensacola 

specifically denies that it "made no attempt to independently verify or confirm [Innisfree' s] 

compliance [with applicable Minimum Standards]." To the contrary, among other things, 

Pensacola has retained consultant Michael G. Moroney, who has acted on its behalf with respect 

to these issues and obligations. See Braddock Declaration, Exhibit "A", at~ 3. For further 

response, Pensacola incorporates by reference its response to paragraph 6, supra. 

8. The averments of paragraph 8 of Complainant's Motion are denied. To the 

contrary, inter alia, the Innisfree Survey did fully and completely respond to the FAA's 

Information Request, and does evidence Innisfree's compliance with applicable Minimum 

Standards. Nevertheless, Complainant's unfounded and unwarranted accusations are addressed 

by the attached Braddock Declaration. Furthermore, there is nothing circumspect or "selfserving" about Pensacola's response to the FAA's Information Request, which was simple, 

responsive, straightforward and accurate. 

4 PHDATA 5334758_1 
9. The averments of paragraph 9 of Complainant's Motion are denied. For further 

response, Pensacola incorporates by reference its responses to paragraphs 6 through 8, supra. 

10. The averments of paragraph 10 of Complainant's Motion are denied as stated. 

The Innisfree Survey, and any attaclnnents thereto, are documents that speak for themselves. 

Pensacola admits that the initial response to the FAA's Information Request regarding airframe 

and powerplant maintenance consisted solely of the Innisfree Survey and its attaclnnents, but 

denies that any additional documents or information was required. Nevertheless, Complainant's 

unfounded and unwarranted accusations are addressed by the attached Braddock Declaration. 

For further response, Pensacola admits that at all relevant times, Lifeguard provided the required 

airframe and powerplant maintenance services. Any remaining averments of Complainant's 

Motion not specifically admitted herein are denied. 

11. The averments of paragraph 11 of Complainant's Motion are denied as stated. 

The Minimum Standards are set forth in a written document that speaks for itself. Furthermore, 

Complainant's argument regarding the availability of airframe and powerplant maintenance 

contradicts the plain meaning of the words used. The provision of services on an "as-needed" 

basis means that the services are provided whenever they are needed, seven days a week, twentyfour hours a day- which exceeds applicable requirements. Nevertheless, Complainant's 

unfounded and unwarranted accusations are addressed by the attached Braddock Declaration. At 

all relevant times, Lifeguard provided the required airframe and powerplant maintenance 

services. Any remaining averments of Complainant's Motion not specifically admitted herein 

are denied. 

12. The averments of paragraph 12 of Complainant's Motion are denied. For further 

response, Pensacola incorporates by reference its response to paragraph 11, supra. 

5 PHDATA 5334758_1 
13. The averments of paragraph 13 of Complainant's Motion are denied. For further 

response, Pensacola incorporates by reference its response to paragraph 11, supra. 

14. It is admitted, upon information and belief, that the ownership of Lifeguard 

International, LLC recently changed. Any and all remaining averments of paragraph 14 of 

Complainant's Motion are denied. To the contrary, and as set forth in the attached Braddock 

Declaration at paragraphs 12 through 15, Lifeguard continues to comply with its agreement with 

Innisfree. Moreover, Innisfree recently contracted with two additional certificated airframe and 

powerplant mechanics, who will provide these services in accordance with applicable Minimum 

Standards. See Braddock Declaration, at 'If 15. 

15. The averments of paragraph 15 of Complainant's Motion are denied as stated. 

Both Pensacola's Response to the FAA's Information Request and the Minimum Standards are 

written documents that speak for themselves. Pensacola admits that Avionics Solutions provides 

avionics maintenance and sales services to Innisfree in accordance with applicable Minimum 

Standards. See Braddock Declaration, at '1['1[ 17- 19. 

16. The averments of paragraph 16 of Complainant's Motion are denied. For further 

response, see Braddock Declaration at '1['1[ 17- 19. 

17. The averments of paragraph 17 of Complainant's Motion are denied. For further 

response, Pensacola incorporates by reference its responses to paragraphs 15 and 16, supra. 

18. Pensacola admits that Eric Evans Aviation provides aircraft sales services to 

Innisfree in accordance with applicable Minimum Standards. See Braddock Declaration, at '1[,!20 

- 22. Any and all remaining averments of paragraph 18 of Complainant's Motion are denied. 

Pensacola's response to the FAA's Information Request and the Minimum Standards are written 

documents that speak for themselves. 

6 PHDATA 5334758_1 
19. After reasonable investigation, Pensacola is without knowledge or information 

sufficient to form a belief as to the truth of the averments regarding the state of incorporation, 

Florida registration, and/ or website of Eric Evans Aviation, which allegations therefore are 

denied. For further response, the contents of a company's website are not determinative as to the 

identification and extent of its business contacts and contracts. Indeed, the relationship between 

Innisfree and Eric Evans Aviation is described in the Braddock Declaration at paragraphs 20 

through 22, and the contract between Innisfree and Eric Evans Aviation is attached thereto as 

Exhibit 3. Furthermore, registration with the Florida Department of State is not required tmder 

all circumstances, and there are several exceptions, including sales through independent 

contractors, sales that are accepted or closed outside the state of Florida, and transacting business 

in interstate commerce- all of which are common circumstances with respect to aircraft sales. 

See Fla. Stat.§ 607.1501. 

20. The averments of paragraph 20 of Complainant's Motion are denied. For further 

response, Pensacola incorporates by reference its responses to paragraphs 18 and 19, supra. 

21. The averments of paragraph 21 of Complainant's Motion are denied as stated. 

The FAA's Information Request is a written document that speaks for itself. 

22. The averments of paragraph 22 of Complainant's Motion are denied as stated. 

Pensacola's Reply to the FAA's Information Request is a written document that speaks for itself. 

For further response, Complainant mischaracterizes Pensacola's Reply to the FAA's Information 

Request. Pensacola and Innisfree temporarily suspended Innisfree's obligation to construct the 

subject hangar, in consideration of the suspension of Pensacola's obligation to expend additional 

7 PHDATA 5334758_1 
public funds 1 

on infrastructure (i.e., a taxiway), which could be rendered useless or require 

material alteration, depending upon the FAA's ruling in this matter. Such action was in the 

public's best interest and done to avoid potential waste of scarce public resources. In any event, 

Innisfree's legal obligation to construct the subject hangar promptly upon appropriate resolution 

of this action remains fully effective. Moreover, the subject rental credit exists to place Innisfree 

on equal footing with Complainant, by affording it the same economic basis for hangar 

development as was enjoyed by Complainant. There is no legal requirement, however, that the 

hangar construction cost be incurred contemporaneously with the rent credit. As long as 

Innisfree builds the hangar, as it is legally required and has expressly agreed to do, the "playing 

field" between Complainant and Innisfree is level. Any remaining averments of Complainant's 

Motion not specifically admitted herein are denied. 

23. The averments of paragraph 23 of Complainant's Motion are denied as stated. 

Amendment 2 to the subject lease is a written document that speaks for itself. Additionally, 

awareness of the risk associated with Complainant's improvident action does not justify wasting 

public funds on the construction of a taxiway that may not be used. For further response, 

Pensacola incorporates by reference its response to paragraph 22, supra. 

24. The averments of paragraph 24 of Complainant's Motion are denied, as attempts 

to characterize a written document that speaks for itself. For further response, the issue is not 

whether Innisfree agreed to refrain from seeking reimbursement from Pensacola. The issues are 

whether Innisfree remains legally obligated to construct the subject hangar (it does) and whether 

temporary suspension of Pensacola's obligation to construct the taxiway necessary to access the 

1 Pensacola already has expended approximately $215,000.00 in the discharge of its obligations 

with respect to the subject hangar, mostly for engineering and engineering-related services. 

8 PHDATA 5334758_1 
subject hangar is in the public's interest (it is). Moreover, the subject rental credit places 

Innisfree on equal footing with Complainant, by affording it the same economic basis for hangar 

development as was enjoyed by Complainant. Under the present circumstances, the temporary 

suspension of both Innisfree's and Pensacola's construction obligations do not create any "unjust 

discrimination." 

25. The averments of paragraph 25 of Complainant's Motion are denied. For further 

response, Pensacola incorporates by reference its responses to paragraphs 22 through 24, supra. 

26. The averments of paragraph 26 of Complainant's Motion are denied. For further 

response, Pensacola incorporates by reference its responses to paragraphs 22 through 24, supra. 

27. The averments of paragraph 27 of Complainant's Motion are denied. For further 

response, Complainant again grossly mischaracterizes facts and circumstances. In particular, for 

example, Complainant's averment that Pensacola "freely offered the waiver [of the hangar 

construction obligation] to Innisfree, without anything in return" is patently false and 

contradicted by the record. First and foremost, Innisfree's obligation to build the subject hangar 

never was waived. Much to the contrary, it was temporarily suspended, as clearly stated in 

Pensacola's March 10, 2014letter to Innisfree. Moreover, the consideration for this temporary 

suspension is the mutual and reciprocal suspension of Pensacola's obligation to construct a 

taxiway to access the subject hangar -a significant benefit and eminently reasonable protection 

of public funds. There is no unjust discrimination against Complainant. 

28. The averments of paragraph 28 of Complainant's Motion are denied. For further 

response, Pensacola incorporates by reference the foregoing paragraphs of this response. 

29. The averments of paragraph 29 of Complainant's Motion are denied. For further 

response, Pensacola incorporates by reference the foregoing paragraphs of this response. 

9 PHDATA 5334758_1 
30. Pensacola respectfully requests that the FAA deny Complainant's Motion in its 

entirety, and award such additional relief to Pensacola that may be warranted under the 

circumstances. 

May27, 2015 

Schnader Harrison Segal & Lewis LLP 

Suite 2700, Fifth Avenue Place 

120 Fifth A venue 

Pittsburgh, P A 15222 

Counsel for Respondent, Pensacola International 

Airport, a Division of the City of Pensacola 

10 PHDATA 5334758_1 
CERTIFICATE OF SERVICE 

I hereby certify that on May 27,2015, true and correct copies of the foregoing 

RESPONSE OF PENSACOLA INTERNATIONAL AIRPORT, A DIVISION OF THE 

CITY OF PENSACOLA, TO COMPLAINANT'S MOTION TO ADMIT MATERIAL 

FACTS were sent by email and U.S. Mail, first class postage prepaid, to the following: 

Leonard D. Kirsch, Esquire 

Shelley A. Ewalt, Esquire 

McBreen & Kopko 

500 North Broadway 

Jericho, NY 11753 

Attorneys for Complainant 

lkirsch@mklawnyc.com 

sewalt@mklawnyc.com 

Counsel for Respondent, Pensacola 

International Airport, a Division of the 

City of Pensacola 

PHDATA 5334758_1 
Exhibit A 
BEFORE THE UNITED STATES OF AMERJCA 

DEPARTMENT OF TRANSPORTATION 

FEDERAL AVIATION ADMINISTRATION 

PENSACOLA AVIATION CENTER LLC, ) 

) 

Complainant, ) 

v. ) 

) 

PENSACOLA INTERNATIONAL AIRPORT, ) 

Docket No. 16-12-12 

A DIVISION OF THE CITY OF ) 

PENSACOLA, ) 

Respondent. ) 

DECLARATION OF CARL C. BRADDOCK 

Carl C. Braddock makes the following declaration, pursuant to 28 U.S.C. § 1746: 

I. I am an adult individual of sound mind. I have personal knowledge of the matters 

set forth in this affidavit or otherwise rely upon documents and information maintained in the 

ordinary course of my employer's business, and would testifY under oath at any judicial or 

administrative proceeding to the matters set forth herein. 

2. I an1 employed by Aerose LLC d/b/a hmisfree Jet Center ("hmisfree") as the 

General Manager. I have held that position since January of2007. 

3. On or about March 23, 2015, I received from Michael G. Moroney, a consultant 

for Pensacola International Airport, a division of the City of Pensacola ("Pensacola") a survey of 

Primary and Secondary Services provided by lnnisfree (the "Survey"). 

4. I personally completed and signed the Survey, and a true and correct copy of it is 

attached hereto as Exhibit 1. 

5. The information set forth in the Survey is true and correct, to the best of my 

knowledge, information and belief. 
6. I have been infonned and understand that Pensacola Aviation Center, LLC 

("Complainant") has made certain accusations and inferences about the veracity, timing and 

completeness of the Survey and my response thereto. 

7. First, I completed and executed the Survey on or about March 24,2015. 

8. Secondly, all of the services identified on the Survey as being provided by 

Innisfree, either directly or by a subcontractor to Innisfree, have been provided continuously 

since the inception of the Lease and Operating Agreement between Innisfree and Pensacola, up 

to the present day. 

9. It is Innisfree's current intention to continue to provide all of the services 

identified in my response to the Survey. 

I 0. I have no infonnation or reason to believe that any of the services provided by 

lnnisfree through subcontractors will cease or tenninate. 

11. In particular, Complainant avers, "upon [unidentified] infonnation and belief' 

that Lifeguard International, LLC (a subcontractor to lnnisfree for the provision of airframe and 

powerplant maintenance) "no longer provides any maintenance services for, or on behalf of, 

lnnisfree" and "lnnisfree has not found any subcontractor to replace Lifeguard." 

12. Complainant's allegations regarding Lifeguard are almost entirely false. 

Although Lifeguard has been acquired by a new owner, Lifeguard's successor personnel 

continue to honor and abide by its agreement to provide airframe and powerplant maintenance 

services to Innisfree's customers, a~ confirmed and set forth in its August 30, 2012 letter to me 

(which is attached to the Survey). Accordingly, it has not been necessary to find a 

"subcontractor to replace Lifeguard," as falsely averred by Complainant. lnnisfree has met its 

airframe and powerplant maintenance obligation continuously since being granted FBO status. 

2 
13. Complainant also avers that Lifeguard's provision of airframe and powerplant 

maintenance services on an '"as-needed" basis does not comply with the Minimum Standards for 

Commercial Aeronautical Activities, because those services allegedly are not available a 

minimum of eight (8) hours per day, five (5) days per week. 

14. Once again, Complainant's accusations are false. Innisfree and Lifeguard have 

interpreted and executed their agteement to provide these services on an "as-needed" basis in a 

literal sense and in accordance with the plain meaning of that language. In other words, 

Lifeguard provides these services as needed, which means that Lifeguard is available more than 

eight hours per day, five days a week. As such, Innisfree actually exceeds the applicable 

requirements of the Minimum Standards. 

15. Even if that were not the case, lnnisfree recently has contracted two certificated 

airframe and powerplant mechanics, who will provide these services in a manner that meets or 

exceeds the applicable requirements of the Minimum Standards. 

16. Innisfree has not subdivided or cordoned its leasehold into separately marked 

areas, but nevertheless has guaranteed access and dedicated ramp, hangar and office space for 

these services that is sufficient to comply \Vith Section 7 .1.2 of the applicable Minimum 

Standards. 

17. I further understand that Complainant has made similar accusations with respect 

to avionics maintenance and sales services provided by Innisfree through Avionics Solutions. 

18. A true and correct copy of the agreement between Innisfree and Avionics 

Solutions is attached hereto as Exhibit 2. 

19. Like Lifeguard, Avionics Solutions provides services on an as-needed basis, 

which actually exceeds the applicable requirements of the Minimwn Standards. Furthermore, 

3 
although Innisfree has not subdivided or cordoned its leasehold into separately marked areas, it 

nevertheless has guaranteed access and dedicated ramp, hangar and office space for these 

services that is sufficient to comply with Section 7. 1.2 of the applicable Minimum Standards. 

20. Finally, I understand that Complainant has made various accusations about 

aircraft sales services provided by Innisfree through Eric Evans Aviation LTD. 

21. A true and correct copy of the agreement between Innisfree and Eric Evans 

Aviation LTD is attached hereto as Exhibit 3. 

22. Like Lifeguard and Avionics Solutions, Eric Evans Aviation LTD provides 

services on an as-needed basis, which actually exceeds the applicable requirements of the 

Minimum Standards. Furthermore, although lnnisfree has not subdivided or cordoned its 

leasehold into separately marked areas, it nevertheless has guaranteed access and dedicated 

ramp, hangar and office space for these services that is sufficient to comply with Section 7 .1.2 of 

the applicable Minimum Standards. 

I declare, pursuant to 28 U .S.C. § 1746 and under penalty of perjury, that the foregoing is 

true and correct. Executed on May 27,2015. 

4 
Exhibit 1 
Primary Services 

Fueling 

Aircraft Line 

Service 

Pilot Services and 

Concessions 

Airframe and 

Power plant 

Maintenance 

Secondary FBO 

Service - Must 

Provide Two 

Flight Training 

Aircraft Charter or 

Air Taxi and 

Aircraft 

Management 

Operations 

Aircraft Rental 

Avionics 

Maintenance and 

Sales 

Aircraft Storage 

and Hane:ars 

Aircraft Sales 

Aircraft 

Restoration and 

Refurbishing 

Specialized Flying 

Services 

. 

Service Provided by Innisfree Jet Center 

Pensacola International Airport 

Is this Service How Provided - Innisfree or 

Provided? Subcontractor 

Yes Innisfree 

Yes Innisfree 

Yes Innisfree 

Yes Subcontractor - Lifeguard Air 

Ambulance/Southern Sky Leasing 

LLC. 

No 

No 

No 

Yes Subcontractor - Avionics Solutions 

Yes Innis free 

Yes Subcontractor - Eric Evans Aviation 

LTD. 

No 

No 

I t}[-/{JJJ; "L 
Innisfree Jet Center General Manager 
LIFEGUARD 

AIR AMBULANCE 

Carl Braddock, General Manager 

lnnisfree Jet Center 

4343 Jerry L. Maygarden Road 

Pensacola, FL 32504 

August 30, 2012 

Maintenance and Servicing Agre8ment 

Southern Sky Leasing, LLC, a subsidiary of Lifeguard International, LLC, will provide aircraft 

servicing and maintenance to the customers and/or tenants of lnnisfree Jet Center, on an as 

needed basis. We will provide the necessary light maintenance and servicing that will be 

within our capabilities and the equipment and supplies that we have available. 

/ 

Henry E. (Hank) Cressman 

Director of Maintenance 

Lifeguard International, LLC 

Corporate Headquarters 

P.O. Box 487 • Gulf Breeze, Florida 32562-0487 

Flight Quotes: 1-800-262-4688 'Telephone: l-800-473-6776 

Fax Line: l-850-473-6772 'www.LifeguardAir.com 
_ ISFREE 

==JET CENTER 

11.26.2012 

Pensacola International Airport 

Attn: Mrs. Melinda Crawford, Airport Director 

2430 Airport Blvd. 

Pensacola, FL. 32504 

Mrs. Crawford, 

"lECEIVED 

NOV 2 7 2012 

In accordance with the revised Minimum Standards (July, 2012) the lnnisfree Jet Center 

would like to move forward as an FBO. 

Per the Minimum Standards we will be providing Fueling, Line Services, Pilot Services, 

Concessions and Airframe & Powerplant Maintenance. 

Our Maintenance will be subcontracted to LifeGuard Air Ambulance. 

For Secondary services we will be providing Aircraft Storage & Hangars and 

Aircraft Sales. 

Our Aircraft Sales will be subcontracted to Eric Evans Aviation, Ltd. 

We would appreciate your assistance with notifying the State of Florida that we 

are an FBO to insure we receive property tax exempt status from same. 

lltU 

Carl Braddock 

General Manager 

lnnisfree Jet Center 

4343 Jerry L. Maygarden Road 

Pensacola, FL. 32504 

4343 Jerry L. Maygarden Road 

Pensacola, FL 32504 

(850) 4364500 (I) 

(850) 436·6500 (Q 

wvvw.inntsfreejetcenter.com 
Exhibit 2 
AEROSE LLC d/b/a Innisfree Jet Center 

SUBLEASE CONTRACT 

THIS SUBLEASE CONTRACT is entered into as of the last date set forth below and made 

effective as of the !st day of May, 20!4, by and between Aerose LLC, a Florida Limited 

Liability Company, d/b/a Innisfree Jet Center with it principal place of business at the Pensacola 

Regional Airport (PNS) Pensacola, Florida, hereafter called "Lessor" and Avionics Solutions 

LLC, hereinafter called "Lessee". (It is mutually agreed by both parties hereto, where either is 

mentioned herein, that reference to either party refers to their respective successors assigns who 

are bound as fully and completely by the covenants herein as the panies hereto.) 

I. PREMISES 

For and in consideration of the mutual covenants herein set forth, Lessor hereby leases to 

Lessee and Lessee hereby leases from Lessor the following described premises: 

One Main Hangar Space and one office space in Lessor's Hangar Building 

located on the easterly side of the City of Pensacola, Florida Regional Airport, 

together with all rights, privileges, easements and appurtenances now or hereafter 

belonging to said Hangar Space and as are necessary for and consistent with 

Lessee's use in accordance with Article IV (herein the Leased Premises). 

H. TERM OF SUBLEASE 

Unless earlier terminated as hereinafter provided, the term of this Lease shall be one year, 

commencing effective as of the first day ofMay,2014, and with Lessee having an option to 

renew the Lease for an additional one year term upon the same terms and conditions as the 

original term. Notwithstanding the foregoing, should Lessee experience a significant change in 

its aircraft operations, such as withdrawing its operations from the Pensacola, Florida area or 

requiring an airplane to be located in Pensacola, Florida on a full time basis, then Lessee may 

terminate this Lease upon 90 days written notice to Lessor, notwithstanding there being no 

breach or default on the pan of the Lessor. 
III. RENT 

Lessee agrees to pay Lessor as rent, the amount of$800.00 per month, payable in 

advance on the first day of each calendar month. Also, $75.00 per day for each aircraft kept in 

main hangar space. This will be billed at the end of each month. For each year of the Subease, 

the rumual rent per month shall be adjusted by the greater ofNational Consumer Price Index for 

Urban Consumers (CPI-U) or three percent (3%). In the event payment of rent is not submitted 

to the Lessor within fifteen business days after the due date, then a penalty in the amount of ten 

percent of the unpaid rent, plus an additional1.5 percent of the unpaid invoice amount will be 

applied. Fuel invoices are due on receipt. There will be a 1.5 percent penalty applied to unpaid 

fuel invoices that remain unpaid ten days after the receipt date. The rent can be adjusted at any 

time during the tenn of this Sublease on the mutual written agreement of the parties. 

IV. USE 

Lessee and Lessor hereby covenant and agree that the one Main Hangar Space and office 

space covered by this Sublease shall be used, and are described, in accordance with the following 

directives: 

I. The Hangar Space shall be used primarily for the repair and maintenance of the 

Lesee's Customers aircraft. 

V. NON ASSIGNMENT 

The Lessee shall not assign, convey, sublet, or otherwise transfer its interest as Lessee 

without the prior written consent of Lessor, which consent shall not be unreasonably withheld. 

Any attempt to assign, convey, sublet or otherwise transfer its interest as Lessee without said 

written consent shall be void and of no effect. 

VI. WASTE 

The Lessee shall not suffer or commit any waste upon the Subleased Premises. 

VII. DESTRUCTION OF PREMISES 

Should tbe premises be destroyed or so damaged as to become untenantable by any act 

not caused by the Lessee, then this Sublease, at the option of the Lessee, shall tenninate on the 

date the premises became untenantable. 
VIII. MUTUAL RELEASE AND INDEMNITY 

Lessee and Lessor will at all times hold harmless, defend and indemnify the other against 

all actions, claims, demands, liabilities and damages to both person and property, which may in 

any manner be imposed on or incurred by either as a consequence of or arising out of any act, 

default or omission on the part of either, or its officers, personnel, employees, agents, customers, 

or guests arising out of or any way connected with the use, occupancy or maintenance of the 

Subleased Premises. 

Neither party hereto shall be responsible for any loss of personal articles or equipment of 

the other left in or around the Sublea5ed Premises, nor shall either be liable for any damage to 

such property of the other, it being stipulated that each party hereto may secure insurance for 

such property as it deems necessary. 

IX. INSURANCE 

Lessee shall carry insurance in the following amounts and include the following wording 

for the aircraft described in Section IV. 

Lessee shall at Lessee's expense maintain coverage with an Insurance Carrier having an 

A.M. Best Rating of A or better. The company or companies must be authorized to do business 

in the State of Florida or through a self-insurance program approved by Lessor. The kind of 

insurance and the minimum amounts required must be as follows: 

• Aircraft Hull and Liability Insurance, covering all owned and non-owned aircraft under 

this Contract, subject to a Combined Single Limit of Liability each occurrence of 

$5,000,000 Bodily Injury (including Passengers) and Property Damage, with Lessor 

included as an additional insured. 

• General Liability Insurance covering bodily injury and prope11Y damage in the amount of 

$1,000,000 per occurrence/$2,000,000 annual aggregate. 

• Automobile Liability Insurance including hired/non-owned liability covering bodily 

injury and property damage in the amount of $1,000,000 combined single limit per 

accident. 

• Workers Compensation including State Statutory limits and Employers Liability 

coverage with $1,000,000 per employee Limit. Lessor should be included as an Alternate 

Employer on Lessee's policy, is possible. 

Lessee shall request from its insurers a waiver of subrogation in favor of Lessor and all 

affiliates as respects all insurance policies. 
All insurance required hereunder shall be issued by a company or companies acceptable 

to Lessor, shall be maintained in full force and effect during the term of this Sublease, and shall 

not be cancelled, altered, or amended without thirty (30) days prior wlitten notice having first 

been furnished to Lessor. Additionally, except to the extent Lessor assumes liability hereunder 

and agrees to indemnify Lessee, Lessor, and any operation or owner for whom Lessor is 

performing operations or services shall submitted by Lessee to its Insurance Company as an 

additional insured for all such insurance policies (with the exception of Workers' Compensation 

coverage). All such insurance shall be plimary to any insurance of Lessor that may apply to 

occurrence, accident or claim. Lessee agrees to have its insurance in accordance with the above 

requirements and, when requested by Lessor, to furnish true and correct copies of all said 

insurance policies. 

X. ATTORNEY FEES, COSTS AND EXPENSES OF LITIGATION 

In the event of a breach of this Agreement, the breaching party shall pay to the 

non-breaching party all reasonable attorneys' fees, costs, and other expenses incurred 

by the non-breaching party in enforcing its rights as a result of said breach. 

XI. RULES AND REGULATIONS 

Leasee agrees to observe all rules and regulations of the PNS Airpmt. Lessee shall 

further comply with all statues, ordinances, rules, orders, and regulations of Federal, 

State, County and City Governments and any and all of their departments, agencies, 

and bureaus. 

XII. SEVERABILITY 

This agreement is and shall be construed under the laws of the State of Florida. 

Any covenant, condition or provision of any part of any covenant, condition or 

provision herein contained that is held invalid by any court of competent julisdiction 

shall be considered deleted from this agreement, but such deletion shall in no way 

affect any other covenant, condition or provision or any other part of the covenant, 

condition or provision herein contained. 

XIII. MODlFICATION 

By agreement of the parties, this lease can be changed, moditied or discharged only 

by an agreement in writing which is signed by the party against whom enforcement of 

the change, modification or discharge is sought, or by his duly authorized agent. 
XIV. SOLE AGREEMENT OF THE PARTIES 

This Sublease contains the entire agreement of the parties hereto and no 

representations, inducements, promises or agreement. oral or otherwise. between the 

pani<:s, no embodied herein. shall be of any Ioree or effect. 

IN WITNESS WHEREOF. the parties have executed this Sublease Contract as of 

the last date set f(Jrth below. 

WITNESSES: 

Sign: J.;;~(!::_:•l}}:~::::=,_ 

Print: CC?I,LJ-' • .c-'-"-l<LL--

AEROSE LLC 

d1bia !nnisfree Jet Center .· 

By: ···'v""+··"-··•\.,-''"-'·" .d"'---

ltS _.:li..<!:l.i:t..A&i&U ___ _ 

4343 Jeny L Maygarden Road 

Pensacola. Florida 32504 

Date ;"'leY I>"' 2o:+: r 

AVIONICS SOlJLUTTONS LLC 

(CORPORATE SEAL) 

(LESSEE) 
Exhibit 3 
AEROSE LLC d/b/a Innisfree Jet Center 

LEASE CONTR.A.CT 

THIS LEASE CONTRA.CT is entered into as of the last date set forth below and made effective 

as of the 1st day ofNovember, 2012, by and between Aerose LLC a Florida Limited Liability 

Company, d/bia Innisfree Jet Center with it principal place of business at the Pensacola Regional 

Airport (PNS) Pensacola, Florida, hereafter called "Lessor" and Eric Evans Aviation LTD .. 

hereinafter called "Lessee". (It is mutually agreed by both parties hereto. where either is 

mentioned herein, that reference to either party refers to their respective successors assigns who 

are bound as fully and completely by the covenants herein as the parties hereto.) 

I. PREMISES 

For and in consideration of the mutual covenants herein set forth. Lessor hereby leases to 

Lessee and Lessee hereby leases from Lessor the fullO\\ing described premises: 

One Main Hangar Space and one office space in Lessor's Hangar Building 

located on the easterly side of the City of Pensacola, Florida Regional Airport, 

together '-'ith all rights, privileges, easements and appurtenances now or hereafter 

belonging to said Hangar Space and as are necessary for and consistent with 

Lessee's use in accordance 1>vith Article IV (herein the Leased Premises). 

H. TERt'\1 OF LEASE 

Unless earlier terminated as hereinafter provided, the term of this Lease shall be l year. 

commencing effective as of the tirst day of November, 2012. and with either the Lessee or 

Lessor having an option to renew the Lease for an additional year term upon the same terms and 

conditions as the original term, Notvvithstanding the foregoing, should Lessee experience a 

significant change in its aircraft operations, such as withdrawing its operations from the 

Pensacola, Florida area or requiring an airplane to be located in Pensacola, Florida on a full time 

basis. then Lessee or Lessor may terminate this Lease upon 90 days written notice to Lessor, 

notwithstanding there being no breach or default on the part of the Lessor, 

Ht RENT 

Lessee agrees to pay Lessor as rem, the amount of 1.5% of net proceeds from each 

aircraft sold through the lnnisfree Jet Center. These monies paid are in lieu of monthly rent. 

These monies will be paid within 30 days of closing of aircraf't sale. 

IV. USE 
Lessee and Lessor hereby covenant and agree that the one Main Hangar Space and office 

space covered by this Lease shall be used. and are desc1ihed, in accordance with the following 

directives: 

1. The Hangar Space shall be used primarily for the storage and marketing of Less· s 

aircraft. 

V. NON ASSIGNMENT 

The Lessee shall not assign, convey, sublet. or otherwise transfer its interest as Lessee 

without the prior \vTinen consent of Lessor. which consent shall not be unreasonabl)' \Vithheld. 

Any attempt to assign. convey, sublet or otherwise transfer its interest as Lessee without said 

IV1itten consent shall be void and of no effect. 

VI. WASTE 

The Lessee shall not suffer or connnit any waste upon the Leased Premises. 

VU. DESTRUCTION OF PREMISES 

Should the premises be destroyed or so damaged as to become untenantable by anv act 

not caused by the Lessee, then this Lease, at the option of Lessee. shall terminate on the date the 

premises became untenantable. 

VlU. MUTUAL RELEASE AND INDEMNITY 

A. Lessee and Lessor will at all times hold harmless, defend and indenmify the other 

against all actions, claims, demands, liabilities and damages to both person and property, which 

may in any manner be imposed on or incurred by either as a consequence of or arising out of any 

act. default or omission on the part of either, or its officers, personnel, employees. agents. 

customers. or guests arising out of or any way connected \Vith the use, occupancy or maintenance 

of the Leased Premises. 

B. Neither party hereto shall be responsible for any loss of personal articles or 

equipment of the other left in or around the Leased Premises. nor shall either be liable for any 

damage to such property of the other, it being stipulated that each party hereto may secure insurance for such property a::. it deerns necessary. 

IX. INSl.TRANCE 

Lessee shall carry insurance in the following amounts and include the following wording 

for the aircraft described in paragraph J of Section IV. 

- 2-
Lessee shall at Lessee's expense maintain coverage with an Insurance Carrier having an 

A. M. Best Rating of A or better. The company or companies must be authorized to do business 

in the State of Florida or through a self-insurance program approved by Lessor. The kind of 

insurance and the minimum amounts required must be as follows: 

• Aircraft Hull and Liability Insurance, covering all ovvned and 

non-owned aircraft under this Contract, subject to a Combined 

Single Limit of Liability each occurrence of $5,000,000 Bodily 

Injury (including Passengers) and Property Damage, with Lessor 

included as an additional insured. 

• General Liability Insurance covering bodily injury and property 

damage in the amoum of $1,000,000 per occurrencel$2,000,000 

annual aggregate, 

• Automobile Liability Insurance including hired/non-ovmed liability 

covering bodily injury and prope11y damage in the amount of 

$1,000,000 combined single limit per accident 

• Workers Compensation including State Statutory limits and 

Employers Liability coverage with $1,000,000 per employee 

Limit Lessor should be included as an Alternare Employer 

on Lessee's policy, if possible. 

Lessee shall request from its insurers a waiver of subrogation in favor of Lessor and 

all affiliates as respects all insurance policies. 

AI! insurance required hereunder shaH be issued by a company or companies acceptable 

ro Lessor. shall be maintained in full force and effect during tbe tenn of this Lease, and shall not 

be cancelled. altered. or amended without thirty (30) days prior WTitten notice having first been 

furnished to Lessor. Additionally, except to the extent Lessor assumes liability hereunder and 

agrees to indemnify Lessee, Lessor and any operation or ovmer for whom Lessor is perfonning 

operations or services shall be submitted by Lessee to its Insurance Company as an additional 

insured for all such insurance policies (with tbe exception of Workers' Compensation coverage). 

All such insurance shall be primary to any insurance of Lessor that may apply to any occurrence. 

accident or claim. Lessee agrees to have its insurance in accordance with the above requirements 

and, when requested by Lessor, to furnish tme and correct copies of all said insurance policies. 

X. A TTOR"'EV FEES, COSTS AND EXPENSES OF UTIGA TION 

In the event of a breach of this Agreement, the breaching party shall pay to the nonbreaching party all reasonable attomeys' fees, costs and other expenses incurred by the nonbreaching party in enforcing its rights as a result of said breach. 

, - 0 • 
XI. RULES AND REGULATIONS 

Lessee agrees to observe all rules and regulations of the PNS Airport. Lessee shall 

further comply with all statutes, ordinances, rules, orders, and regulations ofF ederaL State, 

County and City Governments and any and all of their departments, agencies, and bureaus. 

XU. SEVERABILITY 

This agreement is and shall be construed under the laws of the State of Florida. Any 

covenant, condition or provision of any part of any covenant, condition or provision herein 

contained that is held invalid by any court of competent jurisdiction shall be considered deleted 

from this agreement, but such deletion shall in no way affect any other covenant condition or 

provision or any other patt of the covenant, condition or provision herein contained. 

XIII. MODIFICATION 

By agreement of the parties, this lease can be changed, modified or discharged only by an 

agreement in 'WTiting which is signed by the party against whom enforcement of the change, 

modification or discharge is sought, or by his duly authorized agent. 

XIV. SOLE AGREEMENT OF THE PARTIES 

This Lease contains the entire agreemem of the parties hereto and no representations, 

inducements, promises or agreement oral or otherwise, between the parties, not embodied 

herein, shall be of any force or effect. 

IN WITNESS WHEREOF, the parties have executed this Lease Contract as of the last 

date set forth below. 

WITNESSES: 

- 4-

AEROSE LLC 

B y:---tM:""--7-'-'-'-'"-'-.::._----

lts_--==----------

Print Name: CseJ 

(LESSOR) 

L ~~ 

4343 Jerry Maygarden Road 

::::~~o~;z2~7;;~--- _____ _ ' 
Print: 

Sign:~~J l)ow\'d A.. 

... 

l!:s-oh'\5"'\ 

~ 

Print: 

Si~ LljilrJ 

(\A "'>3 

S, 

~ Mm"" s 

W :'- \VP60\65l24-GPC',Aerose Lea£.: Cont !0061 Ldoc 

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(LESSEE) 

Date: I I /1/ Z o I 2- ~~~~~~~-~~-------