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AMENDMENT NO.2 TO CSC NO.33809
UNIMPROVED GROUND LEASE
FORT WORTH MEACHAM AIRPORT
LEASE SITES 18N,23N,24N,25N-30N,36N
This AMENDMENT NO. 2 ("Agreement") is made and entered into by and between the
CITY OF FORT WORTH ("Lessor"), a home rule municipal corporation organized under the
laws of the State of Texas, acting by and through Fernando Costa, its duly authorized Assistant
City Manager, and TEXAS JET PARTNERS, L.P. ("Lessee"), a Texas limited partnership,
acting herein by and through Reed Pigman,Jr., its duly authorized Managing Partner.
Recitals
The following statements are true and correct and form the basis of this Agreement:
WHEREAS, on April 11, 2006, Texas Jet Partners, L.P. entered into City Secretary
Contract (CSC)No. 33809, an Unimproved Ground Lease Agreement for Lease Sites 18N, 23N,
24N, 25N-30N, 36N consisting of a total of 719,341.52 square feet of ground space at Fort
Worth Meacham International Airport ("Lease");
WHEREAS, on November 20, 2012, CSC No. 33809 was amended to remove a portion
of Site 24N comprised of 41,139 square feet of ground space from the Lease. The remaining
Sites total 678,202.52 square feet of ground space;
WHEREAS, the Lease contains a twenty five (25) year lease term that will expire on
September 30, 2031 with no provisions for renewal terms; and
WHEREAS, the Lessee is proposing to make significant improvements and therefore has
requested a provision for a fifteen(15)year renewal term be added to the Lease.
NOW, THEREFORE, for good and valuable consideration, the receipt and adequacy of
which are hereby acknowledged,Lessor and Lessee hereby agree as follows:
1. Section 2, Term of Lease, of CSC No. 33809 is hereby repealed and deleted in its entirety
and replaced with the following:
Amendment No.2 to CSC No.33809 OFFICIAL RECORD
Unimproved Ground Lease CITY SECRETARY
Texas Jet Partners,L.P.
Page 1 ofs FT, WORTH, TX
RECEIVED FEB 0 4 2014
2. TERM OF LEASE.
2.1. Initial Term.
The initial term of the Lease ("Initial Term") shall commence at 12:00
a.m. on October 1, 2006 ("Effective Date"), and expire at 11:59 p.m. on
September 30, 2031, unless terminated earlier as provided herein.
2.2 Renewal Term.
If Lessee performs and abides by all provisions and conditions of this
Lease, upon expiration of the Initial Term of this Lease, Lessee shall have
one (1) option to renew for an additional fifteen (15) years (a "Renewal
Term"). Unless written notice is received from Lessee of its intent to not
renew this Lease at least ninety days in advance, the option for the
Renewal Term shall automatically commence at 12:00 a.m. on October 1,
2031; provided, however, that the rental rates for this Renewal Term shall
be adjusted to comply with the rates, for the Premises, as prescribed by
this Lease.
2.3. Holdover.
If Lessee holds over after the expiration of the Initial Term or any Renewal
Term, this action will create a month-to-month tenancy. In this event, for
and during the holdover period, Lessee agrees to pay all applicable rentals,
fees and charges at the rates provided by Lessor's Schedule of Rates and
Charges or similarly published schedule in effect at the time.
2. Section 3.2, Rent Adjustments, Section 3.3, Five-Year Adjustments, and Section 3.4,
Payment Dates and Late Fees, of CSC No. 33809 are hereby repealed and deleted in their entirety
and replaced with the following:
3.2. Rate Adiustments.
3.2.1. Consumer Price Index Adjustments.
The rental rates under this Lease are based on Lessor's current published
Schedule of Rates and Charges. All rental rates are subject to increase
beginning October 1, 2022, and on October 1St of any subsequent year
during the Initial Term and any Renewal Term, to reflect any upward
change in the Consumer Price Index for the Dallas/Fort Worth
Metropolitan Area, as announced by the United States Department of
Labor or successor agency (i) for the first increase, since the Effective
Date of this Lease and (ii) for each subsequent increase, since the effective
date of the last increase (the "Annual Rent Adjustment"); provided,
Amendment No.2 to CSC No.33809
Unimproved Ground Lease
Texas]et Partners,L.P.
Page 2 of 5
however, that Lessee's rental rates shall not exceed the then-current rates
prescribed by Lessor's published Schedule of Rates and Charges.
3.2.2. Five-Year Adiustments,Ground Rate.
In addition to the Annual Rent Adjustments, on October 1, 2026, and
every fifth (5th) year thereafter for the remainder of the Initial Term and
any Renewal Term, the Ground rental rate shall automatically be adjusted
to equal the then-current rates prescribed by the Schedule of Rates and
Charges.
3.2.3. Renewal Term Adjustment,Hangar Rates.
In addition to the Rent Adjustments as prescribed in Sections 3.2.1. and
3.2.2., starting October 1, 2031, and the tenth (10`h) year thereafter for the
Renewal term, Hangar Rates for Hangars 18N, 23N, 25N-30N, and 36N
shall be added and adjusted to equal the appraised Fair Market Value, as
prescribed by the Schedule of Rates and Charges.
3.3. Payment Dates and Late Fees.
Monthly rent payments are due on or before the first (1st) day of each month.
Payments must be received during normal business hours by the due date at the
location for Lessor's Aviation Department set forth in Section 14. Rent shall be
considered past due if Lessor has not received full payment after the tenth (10th)
day of the month for which payment is due. Without limiting Lessor's
termination rights as provided by this Lease, Lessor will assess a late penalty
charge of ten percent (10%) per month on the entire balance of any overdue rent
that Lessee may accrue.
3. Section 6.2, Discretionary Improvements, of CSC No. 33809 is hereby repealed and deleted
in its entirety and replaced with the following:
6.2. Discretionary Improvements.
Lessee may, at its sole discretion, perform modifications, renovations,
improvements or other construction work on or to the Premises (collectively,
"Improvements") so long as it first submits all plans, specifications and
estimates for the costs of the proposed work in writing and also requests and
receives in writing approval from the Director or authorized representative
("Director"). Lessee covenants and agrees that it shall fully comply with all
provisions of this Section 6 in the undertaking of any such Improvements. Lessor
shall take full title to any Improvements on the Premises upon the completion of
construction of the Improvements. provided that trade fixtures shall remain the
property of Lessee and may be removed so long as Lessee repairs any damage
Amendment No.2 to CSC No.33809
Unimproved Ground Lease
Texas Jet Partners,L.P.
Page 3 of 5
caused thereby. Lessor has taken title to all previous Improvements.
4. The statements set forth in the recitals above are true and correct and form the basis upon
which Lessor and Lessee have entered into this Agreement. The Lease is a public document on file
in Lessor's City Secretary's Office and is incorporated herein by reference for all purposes.
5. All other provisions and conditions of the Lease that are not expressly amended herein or
directly in conflict with the provisions and conditions of this Amendment shall remain in full
force and effect.
6. The person signing this agreement hereby warrants that he/she has the legal authority to
execute this agreement on behalf of the respective party, and that such binding authority has been
granted by proper order, resolution, ordinance or other authorization of the entity. Each party is
fully entitled to rely on these warranties and representations in entering into this Agreement or
any amendment hereto.
IN WITNESS WHMEREOF,he parties hereto have executed this Agreement in multiples
on this the! ay of , 2014.
117
CITY OF FORT WORTH:
041
Fernando Costa
Assistant City Manager
Date: k4
STATE OF TEXAS §
COUNTY OF TARRANT §
BEFORE ME, the undersigned authority, a Notary Public in and for the State of Texas, on
this day personally appeared Fernando Costa, known to me to be the person whose name is
subscribed to the foregoing instrument, and acknowledged to me that the same was the act of the
City of Fort Worth and that he executed the same as the act of the City of Fort Worth for the
purposes and consideration therein expressed and in the capacity therein stated.
(f;kGIVEN UNDER MY HAND AND SEAL OF OFFICE this J! day
2014.
Public in and for the State of Texas
Amendment No.2 to CSC No.33809
Unimproved Ground Lease IV, 'a, EVONIA DANIELS
Texas Jet Partners,L.P. z` °cry Notary Public.Stole of Texas
Page 4 of 5 My Commission Expires
s 'y;......•• July 't0, 2017
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APPROVED AS TO FORM $ A
AND LEGALITY: %
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By: y:
Mary J. K r
Assistant City Attorney City Secre ry
M&C:
Date:
LESSEE: ATTEST:
TEXAS JET PARTNERS,L.P.
By: By:
Reed gman,Jr.
Managing Partner
Date: 6�Z JQ z 7--W
STATE OF TEXAS §
COUNTY OF 7,'J,lj-7al?J §
BEFORE ME, the undersigned authority, a Notary Public in and for the State of Texas, on
this day personally appeared Reed Pigman, Jr., known to me to be the person whose name is
subscribed to the foregoing instrument,and acknowledged to me that the same was the act of Texas
Jet Partners, L.P. and that s/he executed the same as the act of Texas Jet Partners, L.P. for the
purposes and consideration therein expressed and in the capacity therein stated.
GIVEN UNDER MY HAND AND SEAL OF OFFICE this 7fh day
2014.
_ LESA MOKE
My
May re;6,20 Expires Notary Public in and for the State of Texas
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SE if
Amendment No.2 to CSC No.33809
Unimproved Ground Lease
Texas Jet Partners,L.P.
Page 5 of 5 OFFICIAL RECORD
CITY SECRETARY
F.T.WORTH,TX
City of Fort Worth, Texas
Mayor and Council Communication
COUNCIL ACTION: Approved on 1/28/2014
DATE: Tuesday, January 28, 2014 REFERENCE NO.: **C-26651
LOG NAME: 55FTW TXJETPART AMEND TWO
SUBJECT:
Authorize Execution of Amendment No. 2 to City Secretary Contract No. 33809, an Unimproved Ground
Lease Agreement with Texas Jet Partners, L.P., for Lease Sites 18N, 23N, 25N, 26N, 27N, 28N, 29N, 30N
and 36N at Fort Worth Meacham International Airport (COUNCIL DISTRICT 2)
RECOMMENDATION:
It is recommended that the City Council authorize execution of Amendment No. 2 to City Secretary
Contract No. 33809, an Unimproved Ground Lease Agreement with Texas Jet Partners, L.P., for lease
sites 18N, 23N, 25N, 26N, 27N, 28N, 29N, 30N and 36N at Fort Worth Meacham International Airport.
DISCUSSION:
On April 11, 2006, (M&C C-21396) Texas Jet Partners, L.P. (Texas Jet), entered into City Secretary
Contract (CSC) No. 33809, an Unimproved Ground Lease Agreement, for lease sites 18N, 23N, 25N,
26N, 27N, 28N, 29N, 30N and 36N consisting of a total of 719,341.52 square feet of ground space at Fort
Worth Meacham International Airport (Meacham). CSC No. 33809 contains a 25 year lease term that will
expire on September 30, 2031 and does not include provisions for renewal terms. ,
On November 12, 2012, (M&C C-25973) Amendment No. 1 to CSC No. 33809 was approved (CSC N'o .d
33809-A1) to remove lease site 24N, comprised of 41,139 square feet of ground space. The remaining
sites total 678,202.52 square feet of ground space.
Staff has received a request from Texas Jet to make significant improvements to Sites 18N, 23N and
27N. In consideration of these improvements, Texas Jet requested that a renewal term equal to 15 years
be added to the Agreement in order to bring it to an aggregate total of 40 years, as allowed under Chapter
22 of the Texas Transportation Code. Staff finds no objection to this request as the improvements will
enhance both the lease sites and Meacham.
The rental rates will remain unchanged. However, the rates will adjust annually, as well as every five
years, during the initial and renewal terms pursuant to the terms and conditions set forth in the
Agreement. At the start of the renewal term, hangar rates will be implemented, based on Fair Market
Value, and adjusted on the tenth year after implementation. All other terms and conditions of the
Agreement will remain unchanged and in effect.
The property is located in COUNCIL DISTRICT 2, Mapsco 48P.
FISCAL INFORMATION /CERTIFICATION:
The Financial Management Services Director certifies that the Aviation Department will be responsible for
the collection and deposit of funds due to the City.
Logname: 55FTW TXJETPART AMEND TWO Page 1 of 2
TO Fund/Account/Centers FROM Fund/Account/Centers
PE40 491052 0551101 $0.00
CERTIFICATIONS:
Submitted for City Manager's Office by: Fernando Costa (6122)
Originating Department Head: Bill Welstead (5402)
Additional Information Contact: Jonnie Huitt (5409)
ATTACHMENTS
1. 55FTW TXJETPART AMEND TWO Exhibit.pdf (Public)
Logname: 55FTW TXJETPART AMEND TWO Page 2 of 2