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HomeMy WebLinkAboutContract 55499-T1 gEce ED JAN 2 t? �022 1 i C'TYOFf'pRr "�'' C1?YSCC*WORTH � 1 City Secretary Contract Number AGREEMENT TERMINATING CITY SECRETARY CONTRACT NO.55499 BY AND BETWEEN THE CITY OF FORT WORTH AND SOUTHERN AIR,INC. This Agreement terminating City Secretary Contract {CSC} No. 55499 C'Termination") is made and entered into by and between the CITY OF FORT WORTH("City"),a home rule municipal corporation under the State of Texas,acting by and through Dana Burghdoff, its duly authorized Assistant City Manager, and Southern Air,Inc. ("Airline"), a corporation organized and existing under the laws of the State of Delaware and authorized to do business in the State of Texas, acting by and through Adam R.Kokas, its duly authorized EVP General Counsel and Secretary. RECITALS The following introductory provisions are true and correct and form the basis of this Agreement: A. Airline previously entered into an Cargo Carrier Operating Agreement with City for cargo operations at Fort Worth Alliance Airport (the "Airport')styled as City Secretary Contract No. 55499("Agreement"). B. The Agreement had a term that was not set to expire until 11:59 p.m. on March 31,2041; C. On or about October 7, 2021, the City was informed that on or about November 17, 2021, Airline was dissolving its business and being absorbed by one of its partner airlines,Atlas Air,Inc; D. It is the intent of City and Airline to now terminate the Agreement due to the fact that Airline is wrapping up its business operations and being absorbed by Atlas Air, Inc. who the City also has a separate Cargo Operating Agreement; E. The Airline has the authority to wind up its existing affairs pursuant to Chapter 11, section 11.052, "Winding Up Procedures," of the Texas Business Organization Code which allows City and Airline to enter into this mutual Termination of the Agreement. OFFICIAL RECORD} CITY SECRETARY AGREEMENT 1. TERMINATION OF AGREEMENT. The Agreement is hereby terminated effective as of the date this Termination is signed by both parties ("Effective Date'). However, such termination shall not constitute (i) a release by one party or any liability accruing or obligation to indemnify under the Agreement or (ii) a waiver of one party to enforce any unperformed duties or obligations of the other under the Agreement.' 2. SURRENDER OR PREMISES. If applicable, the Airline will surrender any keys or access cards or documents no later than 10:00 AM of the Effective Date(unless otherwise agreed between Lessee and New Lessee), Lessee shall vacate the leased premises and deliver all keys to Aviation Department at Suite 330. 3. NOTICES TO AIRLINE AFTER EFFECTIVE DATE. All notices to Airline after the Effective Date shall be addressed as follows: Southern Air, Inc. CIO Atlas Air, Inc. 2000 Westchester Avenue Purchase,NY 10577-2543 [Signatures Pages to Follow] Agreement Terminating CSC 55499 2 For Cargo Operations at Fort Worth Alliance Airport IN WITNESS 'WHEREOF, the parties hereto have executed this Agreement in multiples on this the J I day of ,2022. CITY OF FORT WORTH: By: Dana Burghd Assistant Ci anager Date: 2 2— 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 Dana Burghdoff, 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. GIVEN UNDER MY HAND AND SEAL OF OFFICE this day 2022. *AY PV¢ MARIA S SANCHEZ s° n Notary ID#2256490 My Commission Expires 2025 Not Public in and or the e Det�r�ber 19, State of Texas APPROVED AS TO FORM ATTEST: AND LEGALITY: By: i' f - ) By: Thomas Royce Hansen Ja tte S.Goodall Assistant City Attorney C Secretary M&C: aolso Approved:March 9.2021 ,;` : Agreement Terminating CSC 55499 3 For Cargo Operations at Fort worth Alliance Airport OFFICIAL RECORD .:.. A, CITY SECRMRY FT WORTH,TX i LESSEE: ATTEST: SOUTHERN AIR,INC. By: Adam R.Kokas EVP, General Counsel&Secretary Date; January 21,2022 STATE OF NEW YORK § COUNTY OF WESTCHESTER § BEFORE ME, the undersigned authority, a Notary Public in and for the State of New York, on this day personally appeared Adam R. Kokas, 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 Southern Air, Inc, and that s/he executed the same as the act of Southern Air, Inc. for the purposes and consideration therein expressed and, in the capacity,therein stated. GIVEN UNDER MY HAND AND SEAL OF OFFICE this 21 st day of January,2022. 6C/ Notary Public i and for the State of New York 4 Cardin Charvis NOTARY PUBLIC.STATE OF NEW YORK Registration No.0 1 CH6409685 Westchester County Commission Expires October 5,2024 Agreement Terminating CSC 55499 For Cargo Operations at Fort Worth Alliance Airport OFFICIAL RECORD CITY SEI:RETARV