HomeMy WebLinkAboutContract 57071 CITY SECRETARY
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FORT WORTH AVIATION DEPARTMENT
ADMINISTRATION BUILDING OFFICE LEASE
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�,rywrr.��At�Y This ADMINISTRATION BUILDING OFFICE LEASE AGREEMENT ("Lease") is
made and entered into by and between the CITY OF FORT WORTH ("Lessor"), a home rule
municipal corporation under the State of Texas, acting by and through Dana Burghdoff, its
duly authorized Assistant City Manager, and ALPHA LEASE MANAGEMENT, LLC
("Lessee"), a domestic limited liability company acting by and through PHIL RAGLIN, its
duly authorized CHIEF EXECUTIVE OFFICER.
In consideration of the mutual covenants, promises and obligations contained herein, the
parties agree as follows:
1. PROPERTY LEASED.
Lessor demises and leases to Lessee the following real property(hereinafter referred to as
"Premises") in the Administration Building ("Admin Building") at Fort Worth Meacham
International Airport("Airport") in Fort Worth,Tarrant County, Texas: 1917 square feet
of office space identified as Suite L32, Third Level, depicted on Exhibit "A", attached
hereto and hereby made a part of this Lease for all purposes.
2. TERM OF LEASE.
21 Initial Term
The Initial Term of this Lease shall commence upon execution by Lessor C Effective
Date")and expire at 11:59 PM three(3)years following the Effective Date. In order
to terminate this Agreement, a party must provide the other party with written
notice of its intent to terminate not less than thirty (30) days prior to the effective
date of such termination.
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 two consecutive options
to renew this Lease, each option for an additional successive term of one year each
(each a "Renewal Term") at a rental rate calculated in accordance with Section 3.1
of this Lease and on terms and conditions that may be prescribed by Lessor at the time,
Lessee shall notify Lessor in writing of its intent to exercise a respective option not
less than ninety (90) nor more than one hundred eighty (180) days prior to the
expiration of the term then in effect. If Lessee does not exercise its option for a first
Renewal Term within the time frame provided herein,Lessee shall no longer have any
rights or interest in the Premises following the expiration of the Initial Term and will
have no rights to any Renewal Terms thereafter.
OFFICIAL,RECORD
MY SECREFARY
FT WORTH,TX
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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 of the Holdover. TI-le rate will be adjusted to equal the
then Fair Market Value, as determined by Lessor's market analysis. A ten percent
(I 01/o)increase will be added to the Fair Market Value rate until a new lease agreement
is approved and executed. The holdover period will not exceed six (6) months from
the time the current lease agreement expires. Upon the expiration of the holdover
period,the City may exercise all legal rights and remedies available,including but not
limited to eviction
3. RENT.
31. Rates and Adiustmen.ts.
Lessee shall commence the payment of rent, in accordance with this Section 3, on
the Effective Date of this Lease. From the Effective Date, Lessee hereby promises
and agrees to pay Lessor a rental rate of$14.50 per square foot,which is the current
rental rate as prescribed under the Lessor's Schedule of Rates and Charges,for the
1917 square feet on the Premises, for a total of Two Thousand Three Hundred
Sixteen Dollars and 38/100 ($2,316.38) per month. On October 1, 2022, and on
October Ist of each year thereafter in which this Lease is still in effect, Lessee's
rental rate shall be adjusted to comply with the rates prescribed for the Premises by
Lessor's Schedule of Rates and Charges in effect at the respective time. In no event
shall Lessee's monthly rental rate exceed the then-current rates prescribed by
Lessor's published Schedule of Rates and Charges for the type or types of property
at the Airport similar to the type or types of property that comprise the Premises.
3.2. Payment Dates and Late Fees.
Monthly rent payments under this Lease are due on or before the first (0) day of
each month. Payments must be received during normal working hours by the due
date at the location for Lessor's Revenue Office as set forth in Section 18. Rent
shall be considered past due if Lessor has not received full payment on or before
the 10"day of the month for which payment is due. Lessor will assess a late penalty
charge of ten percent (10%) per month on top of the entire month's rent for each
month in which rent is past due.
4. UTILITIES.
Lessor agrees and covenants that it will pay for all utilities in use on the Premises, with
the exception of telephone utilities and internet service. Lessee agrees that all electrically-
operated equipment which may be used on the Premises shall fully comply with the City
of Fort Worth Mechanical, Electrical, Plumbing, Fire and Building Codes, as they exist or
may hereafter be amended.
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5. CONSTRUCTION AND IMPROVEMENTS.
5.1. Mandatory Improvements.
As additional security for this Lease, Lessee covenants and agrees that it shall
construct the Mandatory Improvements (defined below) on the Premises owned by
the City of Fort Worth. The improvements approved and described on Exhibit"B"
shall be referred to as"Mandatory Improvements".
5.1.1. Lessee shall commence construction within three(3)months following
the execution of this Lease, subject to force majeure. Construction shall be
completed and CO's issued therefore no Iaer than six (6) months after
construction commences, subject to force majeure and any other delays not
caused by Tenant.
5.1.2. Lessee shall complete the Mandatory Improvements according to the
Project Schedule ("Schedule"), as identified in Exhibit"B", subject to force
majeure.
5.1.3. At the completion of construction, Lessee shall provide to Lessor: a.
copy of the Certificate of Occupancy, a complete set of Record Drawings
and/or As-Built Drawings in Adobe PDF and AutoCAD formats.,and invoices
or similar proof of expenditures indicating Lessee's expenditures.Lessor shall
take full title to any Improvements on the Premises upon the completion of
construction of such Improvements or earlier termination of this Lease,
provided that trade fixtures shall remain the property of Lessee and may be
removed so long as Lessee repairs any damage caused thereby.
Lessee shall fully comply with all provisions of this Section 5 in the performance of
any such Mandatory Improvements. Should construction not be completed as
evidenced by the issuance of a CO within the applicable time period set forth above,
Lessee shall be in default of this Lease and Lessor shall have the right to terminate
Lessee's rights to the Premises in its entirety.
In the event that Lessor and Lessee agree to deviate from the terms, provisions,
specifications or conditions of this Lease in any way, an Amendment to this Lease
shall be signed and dated by both Lessor and Lessee and shall be attached to and made
a part of this Lease and shall supersede the previous terms, provisions, and
specifications as specifically identified. Upon issuance of the CO for the Mandatory
Improvements, Lessor shall take full title to and ownership of the Mandatory
Improvements on the Premises (provided, however, that any Leasehold Mortgagee
shall retain its leasehold mortgage claim on Lessee's leasehold interest in and to the
Premises, including, without limitation,the Mandatory hmprovements and any other
Improvements), subject to Lessee's leasehold interest pursuant to this Lease.
The commencement and completion dates in this Section 5.1 are subject to the
provisions of Section 30 below,and any delay by reason of force majeure shall result
in a day-for-day extension of the period for performance, provided that the party is
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diligently and continuously pursuing in good faith a remedy to the delay during such
time.
Construction of interior wall must be completed before occupancy.
5.2. Discretionary Improvements.
Lessee may,at its sole discretion,perform modifications,renovations,improvements
or other construction work on or to the Premises(which improvements are in addition
to, and do not include, the Mandatory Improvements) (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 Lessor's Director of Airport Systems or authorized representative
("Director"), and such approval shall not be unreasonably withheld, conditioned, or
delayed. Lessor agrees to respond in writing to Lessee's requests for approval within
thirty(30)calendar days of receipt of such requests. Lessee covenants and agrees that
it shall fully comply with all provisions of this Section 4 in the undertaking of any
such Improvements. Lessor shall take full title to any Improvements on the Premises
upon the completion of construction of such Improvements or earlier termination of
this Lease, provided that trade fixtures shall remain the property of Lessee and may
be removed so long as Lessee repairs any damage caused thereby.
5.3. Process for Approval of Plans.
Lessee's plans for Improvements shall conform to the Airport's architectural
standards and must also receive written approval from the City's Departments of
Planning and Development and Transportation and Public Works. All plans,
specifications and work shall conform to all federal, state and local laws, ordinances,
rules and regulations in force at the time that the plans are presented for review.
5.4. Documents.
Lessee shall supply the Director with comprehensive sets of documentation relative
to any Improvement, including,at a minimum,as-built drawings of each project. As-
built drawings shall be new drawings or redline changes to drawings previously
provided to the Director. Lessee shall supply the textual documentation in computer
format as requested by Lessor.
5.5. Bonds Required of Lessee.
Prior to the commencement of any Mandatory Improvements or Improvements,
Lessee shall deliver to Lessor a bond, executed by a corporate surety in accordance
with Texas Government Code, Chapter 2253, as amended,in the full amount of each
construction contract or project. The bond shall guarantee(i)satisfactory compliance
by Lessee with all applicable requirements, terms and conditions of this Lease,
including., but not limited to, the satisfactory completion of the respective
Improvements, and (ii) full payments to all persons, firms, corporations or other
entities with whom Lessee has a direct relationship for the construction of such
Improvements.
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In lieu of the required bond, Lessee may provide Lessor with a cash deposit through
an escrow account in an amount equal to 125%of the full amount of each construction
contract or project. The Escrow account shall be from a financial institution in the
Dallas-Fort Worth Metropolitan Area which is insured by the Federal Deposit
Insurance Corporation and acceptable to Lessor. The interest earned on the escrow
account shall be the property of Lessee and Lessor shall have no rights in such
interest. If Lessee fails to complete the respective Mandatory Improvement or
Improvement, or if claims are filed by third parties on grounds relating to such
Mandatory Improvement or Improvement,Lessor shall be entitled to draw down the
full amount of Lessee's cash deposit within the escrow account and apply the proceeds
to complete the Mandatory improvements or Improvements or satisfy the claims,
provided that any balance shall be remitted to Lessee, including any interest that had
accrued. if the Lessee chooses to provide a cash deposit through an escrow account in
lieu of the required bond,the Lessee,Lessor and the financial institution maintaining
the escrow account will enter into a separate escrow agreement prior to the
commencement of any Mandatory Improvement or Improvement.
5.6, Releases by Lessor Upon Completion of Construction Work.
Lessor will allow Lessee a dollar-for-dollar reimbursement from its cash deposit
account or reduction of its claim upon Lessor's certificate of deposit upon.(i), where
Lessee serves as its own contractor, verification that Lessee has completed
construction work or (ii), where Lessee uses a contractor, receipt of the contractor's
invoice and verification that the contractor has completed its work and released Lessee
to the extent of Lessee's payment for such work, including bills paid, affidavits and
waivers of liens.
6. MAINTENANCE AND REPAIRS.
6.1. Maintenance and Repairs by Lessor.
Lessor shall provide janitorial services to the Premises. Lessor agrees to perform
minor repairs and maintenance on a timely basis as required by the ordinary use of
the Premises under the terms of this Lease and which are not caused by any
violation thereof by Lessee, Lessor shall have the right and privilege, through
its officers, agents, servants or employees to inspect the Premises at any time. If
Lessor determines that Lessee is responsible for any maintenance or repairs
required on the Premises, it shall notify Lessee in writing. Lessee agrees to
undertake such maintenance or repair work within thirty (30)calendar days of
receipt of notice. If Lessee fails to undertake the maintenance or
repairs recommended within this time, Lessor may, in its discretion, perform the
necessary maintenance or repairs on behalf of Lessee. In this event, Lessee will
reimburse Lessor for the cost of the maintenance or repairs, and payment will be
due on the date of Lessee's next monthly rental payment following completion of
the repairs.
6.2. Maintenance and Repairs by Lessee.
Lessee agrees to keep and maintain the Premises in a good, clean and sanitary
condition at all times. Lessee covenants and agrees that it will not make or suffer
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any waste of the Premises. Lessee shall not allow any holes to be drilled or made
in the brick, plaster or cement work. Lessee will not pile or store boxes, cartons,
barrels or other similar items in a manner that is unsafe or unsightly. Upon
termination of this Lease, Lessee agrees to return the Premises to Lessor in the same
condition as originally received, subject to ordinary wear and tear consistent with
normal use over timc. Lessee is responsible for all damages caused by the
negligence or misconduct of Lessee, its agents, servants, employees, contractors,
subcontractors,patrons, licensees, invitees or.
For any portion of the Premises located in the basement of the Administration
Building, Lessee shall provide, at Lessee's own expense, and use covered metal
receptacles for the temporary storage of all trash and garbage and arrange and pay
for the sanitary transport and permanent disposal away from the Airport of all of
Lessee's trash,garbage and refuse.
6.3. Inspection.
Lessor,through its officers,agents,servants or employees,reserves the right to enter
the Premises at any time in order to perform any and all duties or obligations which
Lessor is authorized or required to do under the terms of this Lease or to perform
its governmental duties under federal, state or local rules, regulations and laws
(including, but not limited to, inspections under applicable Health, Mechanical,
Building, Electrical, Plumbing, and Fire Codes, or other health, safety and general
welfare regulations). Lessee will permit the Fire Marshal of the City of Fort Worth
or his agents to make inspection of the Premises at any time,and Lessee will comply
with all recommendations made to Lessee by the Fire Marshal or his agents to bring
the Premises into compliance with the City of Fort Worth Fire Code and
Building Code provisions regarding fire safety, as such provisions exist or may
hereafter be added or amended. Lessee shall maintain in a proper condition
accessible fire extinguishers of a number and type approved by Fire Underwriters
for the particular hazard involved. Lessor shall provide Lessee with advance notice
of inspection when reasonable under the circumstances.
7. ACCEPTANCE OF PREMISES.
Lessee agrees and covenants that it has inspected the Premises and is fully advised of its
own rights without reliance upon any representation made by Lessor concerning the
condition of the Premises. Lessee accepts the Premises in its present condition as
satisfactory for all purposes set forth in this Lease.
8. CONSTRUCTION AND IMPROVEMENTS.
Lessee may not undertake or allow any party to undertake any kind of alteration, erection,
improvement or other construction work on or to the Premises unless it first requests and
receives in writing approval from the Airport Systems Director or authorized
representative. All such approved construction work on and improvements to the Premises
shall comply fully with the Americans with Disabilities Act of 1990, as amended.
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9. PARKING.
Lessee shall have the right to use the designated public parking areas to the extent
available and in accordance with policies established by the Director of Airport Systems or
authorized representative, for the parking of company vehicles and the vehicles of its
employees, licensees or invitees, subject to all ordinances and regulations of the City of
Foil Worth and all other applicable laws.
10. USE OF PREMISES.
Lessee agrees to use the Premises exclusively for the purpose proposed to and approved by
the Department of Aviation,Any proposed change to the use and activity within the lessee
space must be approved by the Department of Aviation prior to the change occurring.
11. SIGNS.
Lessee may, at its own expense and with the prior written approval of the Airport Systems
Director or authorized representative, create, install, and maintain signage. Such signs,
however, must be in keeping with the size, color, location and manner of display of other
signs throughout the Administration Building. In addition, Lessee may not install a sign
outside the Administration Building on Lessor's property without prior written approval by
the Airport Systems Director or authorized representative as to the sign's placement,
appearance,construction, and conformity with applicable City Code restrictions.
The Meacham Administration Building's location sign an Main Street is part of the
airport's Unified Signage Agreement. All associated signage panels must be approved and
procured by the lessor. The lessee will remit payment in advance to the lessor for the sign
panel cost.
Lessee shall maintain all signs in a safe,neat,sightly and physically good condition. Lessee
agrees to pay Lessor for any damage, injury or necessary repairs to the Premises resulting
from the installation, maintenance or removal of any such sign. Lessee also agrees to
remove any signs at its own expense immediately upon receipt of instructions for such
removal from the Airport Systems Director or authorized representative.
12. RIGHTS AND RESERVATIONS OF LESSOR.
Lessor hereby retains the following rights and reservations:
12.1. All fixtures and items permanently attached to any structure on the Premises belong
! to Lessor,and any additions or alterations made thereon,shall immediately become
the property of Lessor,
12.2. Lessor reserves the right to take any action it considers necessary to protect the
aerial approaches of the Airport against obstruction, including, but not limited to,
the right to prevent Lessee from erecting or permitting to be erected any building
or other structure which, in the opinion of Lessor, would limit the usefulness of the
Airport, constitute a hazard to aircraft or diminish the capability of existing or
future avigational or navigational aids used at the Airport.
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12.3. Lessor reserves the right to close temporarily the Airport or any of its facilities
for maintenance, improvements,safety or security of either the Airport or the public
or for any other cause deemed necessary by Lessor. In this event, Lessor shall in
no way be liable for any damages asserted by Lessee, including,but not limited to,
damages from an alleged disruption of Lessee's business operations.
12.4. This Lease shall be subordinate to the provisions of any existing or future
agreement between Lessor and the United States Government which relates to the
operation or maintenance of the Airport and is required as a condition for the
expenditure of federal funds for the development,maintenance or repair of Airport
infrastructure.
12,5. During any war or national emergency,Lessor shall have the right to lease any part
of the Airport, including its landing area,to the United States Government. In this
event, any provisions of this instrument which are inconsistent with the provisions
of the lease to the Government shall be suspended. Lessor shall not be liable for
any loss or damages alleged by Lessee as a result of this action. However,nothing
in this Lease shall prevent Lessee from pursuing any rights it may have for
reimbursement from the United States Government.
12.6. Lessor covenants and agrees that during the term of this Lease it will operate
and maintain the Airport and its facilities as a public airport consistent with and
pursuant to the Sponsor's Assurances given by Lessor to the United States
Government through the Federal Airport Act;and Lessee agrees that this Lease and
Lessee's rights and privileges hereunder shall be subordinate to the Sponsor's
Assurances,
13. INSURANCE.
Lessee shall procure and maintain at all times, in full force and effect, a policy or policies of
insurance as specified herein, naming the City of Fort Worth as an additional insured and
covering all public risks related to the leasing, use, occupancy, maintenance, existence or
location ofthe Premises. Lessee shall obtain the required insurance specified to be maintained
by a commercial tenant in accordance with Exhibit"C", the "City of Fort Worth Aviation
Insurance Requirements"attached hereto and made part of this Lease for all purposes.
In addition, Lessee shall be responsible for all insurance to construction, improvements,
modifications or renovations to the Premises and for personal property of its own or in its
care,custody or control.
13.1. Adjustments to Required Coverage and Limits.
Insurance requirements, including additional types of coverage and increased limits
on existing coverages, are subject to change at Lessor's option and as necessary to
cover Lessee's and any Sublessees' operations at the Airport.Lessee will accordingly
comply with such new requirements within thirty (30) days following notice to
Lessee.
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13.2 Lessee shall procure and maintain at all times, in full force and effect, a policy or
policies of insurance as more particularly set forth in Exhibit"C",which is attached
hereto and incorporated herein for all purposes.
13.3 As a condition precedent to the effectiveness of this Lease,Lessee shall furnish Lessor
with appropriate certificates of insurance signed by the respective insurance
companies as proof that it has obtained the types and amounts of insurance coverage
required herein. Lessee hereby covenants and agrees that not less than thirty(30)days
prior to the expiration of any insurance policy required hereunder, it shall provide
Lessor with a new or renewal certificate of insurance. In addition, Lessee shall, at
Lessor's request, provide Lessor with evidence that it has maintained such coverage
in full force and effect.
14. INDEPENDENT CONTRACTOR.
It is expressly understood and agreed that Lessee shall operate as an independent contractor
as to all rights and privileges granted herein,and not as an agent,representative or employee
of Lessor. Lessee shall have the exclusive right to control the details of its operations and
activities on the Premises and shall be solely responsible for the acts and omissions of its
officers, agents, servants, employees, contractors, subcontractors, patrons, licensees and
invitees. Lessee acknowledges that the doctrine of respondeat superior shall not apply as
between Lessor and Lessee,its officers,agents,employees,contractors and subcontractors.
Lessee further agrees that nothing.herein shall be construed as the creation of a partnership
or joint enterprise between Lessor and Lessee.
15. INDEMNIFICATION.
LESSEE HEREBYASSUMESALL LIABILITYAND RESPONSIBILITY FOR PROPERTY
LOSS, PROPERTY DAMAGE AND/OR PERSONAL INJURY OF ANY KIND,
INCLUDING DEATH, TO ANY AND ALL PERSONS, OF ANY KIND OR CHARACTER,
WHETHER REAL OR ASSERTED, ARISING OUT OF OR IN CONNECTION WITH THE
USE OF THE MEACHAM AIRPORT TERMINAL BUILDING AND SURROUNDING
PARKING LOTS UNDER THIS LEASE OR WITH THE LEASING,MAINTENANCE, USE,
OCCUPANCY, EXISTENCE OR LOCATION OF THE PREMISES, EXCEPT TO THE
EXTENT CA USED BY THE NEGLIGENT ACTS OR OMISSIONS OR INTENTIONAL
MISCOND UCT OF LESSOR.
LESSEE COVENANTS AND AGREES TO, AND DOES HEREBY, INDEMNIFY,
HOLD HARMLESSAND DEFEND LESSOR, ITS OFFICERS,AGENTS, SERVANTS AND
EMPLOYEES, FROM AND AGAINST ANY AND ALL CLAIMS OR LAWSUITS FOR
EITHER PROPERTYDAMAGE OR LOSS(INCLUDINGALLEGED DAMAGE OR LOSS
TO LESSEE'S BUSINESS AND ANY RESULTING LOST PROFITS)AND/OR PERSONAL
INJURY, INCL UDING DEATH, TO ANY AND ALL PERSONS, OF ANY KIND OR
CHARACTER, WHETHER REAL OR ASSERTED, ARISING OUT OF OR IN
CONNECTION WITH THE USE OF THE MEACHAMAIRPORT TERMINAL BUILDING
AND SURROUNDING PARKING LOTS UNDER THIS LEASE OR WITH THE LEASING,
MAINTENANCE, USE, OCCUPANCY EXISTENCE OR LOCATION OF THE
PREMISES, EXCEPT TO THE EXTENT CAUSED BY THE NEGLIGENT ACTS OR
OMISSIONS OR INTENTIONAL MISCONDUCT OF LESSOR.
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LESSEE ASSUMES ALL RESPONSIBILITY AND AGREES TO PAY LESSOR FOR ANY
AND ALL INJURY OR DAMAGE TO LESSOR'S PROPERTY WHICH ARISES OUT OF
OR IN CONNECTION WITH ANY AND ALL ACTS OR OMISSIONS OF LESSEE, ITS
OFFICERS, AGENTS, EMPLOYEES, CONTRACTORS, SUBCONTRACTORS,
LICENSEES, INVITEES, OR PATRONS, EXCEPT TO THE EXTENT CAUSED BY THE
NEGLIGENT ACTS OR OMISSIONS OR INTENTIONAL MISCONDUCT OF LESSOR.
LESSOR DOES NOT GUARANTEE POLICE PROTECTION TO LESSEE OR ITS
PROPERTY. LESSOR SHALL NOT BE RESPONSIBLE FOR INJURY TO ANY PERSON
ON THE PREMISES OR FOR HARM TO ANY PROPERTY WHICH BELONGS TO
LESSEE, ITS OFFICERS, AGENTS, SERVANTS, EMPLOYEES, CONTRACTORS,
SUBCONTRACTORS, LICENSEES, INVITEES OR PATRONS, AND WHICH MAY BE
STOLEN, DESTROYED OR IN ANY WAY DAMAGED; AND LESSEE HEREBY
INDEMNIFIES AND HOLDS HARMLESS LESSOR, ITS OFFICERS,
AGENTS, SERVANTS AND EMPLOYEES FROM ANDAGAINSTANYAND ALL SUCH
CLAIMS, EXCEPT TO THE EXTENT CAUSED BY THE NEGLIGENT ACTS OR
OMISSIONS OR INTENTIONAL MISCONDUCT OF LESSOR.
16. WAIVER OF CHARITABLE IMMUNITY OR EXEMPTION.
If Lessee, as a charitable association, corporation, partnership, individual enterprise or
entity,claims immunity to or an exemption from liability for any kind of property damage
or personal damage, injury or death, Lessee hereby expressly waives its rights to plead
defensively any such immunity or exemption as against Lessor.
17. TER.MINATION.
In addition to termination rights contained elsewhere in this Lease,Lessor shall have the right
to tenninate this Lease as follows:
17.1. Failure by_Lessee to Pay Rent,Fees or Other Charges.
If Lessee fails to pay any rent,fees or other charges due under this Lease;Lessor shall
deliver to Lessee a written invoice and notice to pay the invoice within ten (10)
calendar days. If Lessee fails to pay the balance outstanding within such time,Lessor
shall have the right to terminate this Lease immediately.
17.2. Termination Due to Aeronautical Need for Leasehold
Due to the Nan-Aeronautical related use of the Premises under this Lease, in the
unlikely event that an aeronautical use for the leased premises is deemed necessary by
Lessor,Lessor shall have the right to terminate this Lease and shall provide thirty(30)
days written notice to Lessee to vacate the premises.
17.3. Breach or Default by Lessee.
If Lessee commits any breach or default,other than Lessee's failure to pay rent,Lessor
shall deliver written notice to Lessee specifying the nature of such breach or default.
Lessee shall have thirty(30)calendar days following receipt of such written notice to
cure, adjust or correct the problem to the standard existing prior to the breach. If
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Lessee fails to cure the breach or default within such time period, Lessor shall have
the right to terminate this Lease immediately, unless such breach or default is not
susceptible to cure within thirty(30)calendar days, in which event Lessee shall have
such additional time to effect a cure as determined by Lessor,
17.4. Abandonment or Non-Use of the Premises.
Lessee's abandonment or non-use of the Premises for any reason for more than thirty
(30)consecutive calendar days shall constitute grounds for immediate termination of
this Lease by Lessor, unless such non-use is caused by Force Majeure,as set forth in
Section 27 below.
17.5. Lessee's Financial Obligations to Lessor upon Termination,Breach or Default.
If Lessor terminates this Lease for any non-payment of rent,fees or other charges or
for any other breach or default as provided in Sections 16.1, 16.2 or 16.3 of this Lease,
Lessee shall be liable for and shall pay to Lessor all rent due Lessor for the remainder
of the term then in effect as well as all arrearages of rentals,fees and charges payable
hereunder. In no event shall a reentry onto or reletting of the Premises by Lessor be
construed as an election by Lessor to forfeit any of its rights under this Lease.
17.6. Rights of Lessor Upon Termination or Expiration.
Upon termination or expiration of this Lease,all rights,powers and privileges granted
to Lessee hereunder shall cease and Lessee shall vacate the Premises. After such time,
Lessor shall have the right to take full possession of the Premises, by force if
necessary, and to remove any and all parties and property remaining on any part of
the Premises. Lessee agrees that it will assert no claim of any kind against Lessor,its
agents, servants, employees or representatives, which may stern from Lessor's
termination of this Lease or any act incident to Lessor's assertion of its right to
terminate or Lessor's exercise of any rights granted hereunder,
18. NOTICES.
Notices required pursuant to the provisions of this Lease shall be conclusively determined
to have been delivered when (1) hand-delivered to the other party, its agents, employees,
servants or representatives, or (2) deposited in the United States Mail, postage prepaid,
addressed as follows:
To LESSOR: TO LESSEE:
City of Fort Worth Alpha Lease Management,LLC
Aviation Department 201 American Concourse, Suite L32
201 American Concourse, Suite 330 Port Worth,TX 76106
Fort Worth,Texas 76106-2749 (066)412-2950
Fort Worth Meacham Intemational Airport Administration Building Office Lease Agreement
ALPHA LEASE MANAGEMENT,LLC—SUITE L32 Page I I of 21
19. ASSIGNMENT AND SUBLETTING.
Lessee shall not assign, sell, convey, sublet or transfer any of its rights, privileges, duties
or interests granted by this Lease without the advance written consent of Lessor. Any such
transaction attempted by Lessee without prior written consent by Lessor shall be null and
void. If Lessor consents to any such transaction,the respective assignee or sublessee shall
consent to comply in writing with all terms and conditions set for-di in this Lease the same
as if that party had originally executed this Lease,
20. LIENS BY LESSEE.
Lessee acknowledges that it has no authority to engage in any act or to make any contract
which may create or be the foundation for any lien upon the property or interest in the
property of Lessor. If any such purported lien is created or filed, Lessee, at its sole cost
and expense, shall liquidate and discharge the same within thirty(30)days of such creation
or filing, Lessee's failure to discharge any such purported lien shall constitute a breach of
this Lease and Lessor may terminate this Lease immediately. However, Lessee's financial
obligation to Lessor to liquidate and discharge such lien shall continue in effect
following termination of this Lease and until such a time as the lien is discharged.
21. TAXES AND ASSESSMENTS,
Lessee agrees to pay any and all federal, state or local taxes or assessments which may
lawfully be levied against Lessee due to Lessee's use or occupancy of the Premises or any
improvements or property placed on the Premises by Lessee as a result of its occupancy.
22. COMPLIANCE WITH LAWS ORDINANCES RULES AND REGULATIONS.
Lessee covenants and agrees that it shall not engage in any unlawful use of the Premises.
Lessee further agrees that it shall not permit its officers, agents, servants, employees,
contractors, subcontractors,patrons, licensees or invitees to engage in any unlawful use of
the Premises and Lessee immediately shall remove from_the Premises any person engaging
in such unlawful activities. Unlawful use of the Premises by Lessee itself shall constitute
an immediate breach of this Lease.
Lessee agrees to comply with all federal, state and local laws; all ordinances, rules and
regulations of the City of Fort Worth and the City of Fort Worth Police, Fire and Health
Departments; all rules and regulations established by the Airport Systems.Director; and all
rules and regulations adopted by the City Council pertaining to the conduct required at
airports owned and operated by the City, as such laws,ordinances, rules and regulations
exist or may hereafter be amended or adopted. If Lessor notifies Lessee or any of its
officers, agents, employees, contractors, subcontractors, licensees or invitees of any
violation of such laws, ordinances, rules or regulations, Lessee shall immediately desist
from and correct the violation.
22.1 Compliance with Minimum Standards and Schedule of Rates and Charges:
Lessee hereby agrees to comply at all times with the City's Minimum Standards, as may
be adopted by the City Council from time to time. Lessee shall be bound by any charges
Fort Warlh Meacham International Airport Administralion Building Office Lease Agreement
ALPHA LEASE MANAGEMENT,LLC—SUITE L32 Page t2 of2l
adopted in the City's Schedule of Rates and Charges,as may be adopted bythe City Council
from time to time.
23. NON-DISCRIMINATION COVENANT.
Lessee, for itself, its personal representatives, successors in interest and assigns, as part of
the consideration herein, agrees as a covenant running with the land that no person shall be
excluded from participation in or denied the benefits of Lessee's use of the Premises on the
basis of age, race, color, national origin, religion, disability, sex, sexual orientation,
transgender, gender identity or gender expression. Lessee further agrees for itself,
its personal representatives, successors in interest and assigns that no person shall be
excluded from the provision of any services on or in the construction of any improvements
or alterations to the Premises on grounds of age, race, color, national origin, religion,
disability, sex, sexual orientation,transgender, gender identity or gender expression.
Lessee agrees to furnish its accommodations and to price its goods and services on a fair
and equal basis to all persons. In addition,. Lessee covenants and agrees that it will at all
times comply with any requirements imposed by or pursuant to Title 49 of the Code of
Federal Regulations, Part 21, Non-Discrimination in Federally Assisted Programs of the
Department of Transportation and with any amendments to this regulation which may
hereafter be enacted.
If any claim arises from an alleged violation of this non-discrimination covenant by Lessee,
its personal representatives, successors in interest or assigns, Lessee agrees to indemnify
Lessor and hold Lessor harmless.
24. LICENSES AND PERMITS.
Lessee shall,at its sole expense,obtain and keep in effect all licenses and permits necessary
for the operation of its business at the Airport.
25. GOVERNMENTAL POWERS.
It is understood and agreed that by execution of this Lease, the City of Fort Worth does not
waive or surrender any of its governmental powers.
26. NO WAIVER..
The failure of Lessor to insist upon the performance of any term or provision of this Lease
or to exercise any right granted herein shall not constitute a waiver of Lessor's right to insist
upon appropriate performance or to assert any such right on any future occasion.
27. VENUE.
Should any action, whether real or asserted, at law or in equity, arise out of the terms of
this Lease or by Lessee's operations on the Premises,venue for such action shall lie in state
courts in Tarrant County,Texas,or the United States District Court for the Northern District
of Texas, Port Worth Division. This Lease shall be construed in accordance with the laws
of the State of Texas.
Tort Worth Meacham International Airport Administration Building Office Lease Agreement
ALP14A LEASE MANAGEMENT,LLC--SUITE L32 Page 13 of 21
28. RIGHT TO AUDIT.
Lessee shall keep and maintain books and records pertaining to Lessee's operations at the
Airport and other obligations hereunder in accordance with Lessee's current basis of
accounting or, if Lessee changes such basis, in a ]Wanner satisfactory to Lessor's Internal
Auditor and at a location within the City of Fort Worth. Lessee's basis of accounting will be
deemedto be to the satisfaction of Lessor's Internal Auditor if it is in compliance with industry
standards or generally accepted accounting principles. Upon Lessor's request and following
reasonable advance notice, Lessee will make such books and records available for review by
Lessor during Lessee's normal business hours. Lessor, at Lessor's sole cost and expense,
shall have the right to audit such books and records in order to ensure compliance with the
terms of this Lease and the Sponsor's Assurances made by Lessor to the Federal Aviation
Administration.
29. ATTORNEYS' FEES.
In the event there should be a breach or default under any provision of this Lease and either
party should retain attorneys or incur other expenses for the collection of rent, fees or
charges, or the enforcement of performance or observances of any covenant, obligation or
agreement, Lessor and Lessee agree that each party shall be responsible for its own
attorneys'fees.
30. SEVERABILITY.
If any provision of this Lease shall be held to be invalid, illegal or unenforceable, the
validity, legality and enforceability of the remaining provisions shall not in any way be
affected or impaired.
31.. FORCE MAJEURE.
Lessor and Lessee shall exercise every reasonable effort to meet their respective
obligations as set forth in this Lease,but shall not be held liable for any delay in or omission
of performance due to force majeure or other causes beyond their reasonable control,
including, but not limited to, compliance with any government law, ordinance or
regulation, acts of God, acts of omission, fires, strikes, lockouts, national disasters, wars,
riots, material or Iabor restrictions by any governmental authority, transportation
problems and/or any other cause beyond the reasonable control of the parties.
32. HEADINGS NOT CONTROLLING.
Headings and titles used in this Lease are for reference purposes only and shall not be
deemed a part of this Lease.
33. SIGNATURE AUTHORITY.
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.
Fort Worth Meacham International Airport Administration Building Office Lease Agreement
ALPHA LEASE MANAGEMENT,LLC—SUITE L32 Page 14 of21
Each party is fully entitled to rely on these warranties and representations in entering into
this Agreement or any amendment hereto.
34. CHAPTER 2270 OF THE TEXAS GOVERNMENT CODE.
Lessee acknowledges that in accordance with Chapter 2270 of the Texas Government Code,
the City is prohibited from entering into a contract with a company for goods or services
unless the contract contains a written verification from the company that it: (1) does not
boycott Israel; and (2) will not boycott Israel during the term of the contract. The terms
"boycott Israel" and "company" shall have the meanings ascribed to those terms in Section
808.001 of the Texas Government Code. By signing this Lease,Lessee certifies that Lessee's
signature provides written verification to the City that Lessee. (I) does not boycott Israel;
and(2) will not boycott Israel during the term of the Lease.
35. ENTIRETY OF AGREEMENT.
This written instrument, including any documents incorporated. herein by reference,
contains the entire understanding and agreement between Lessor and Lessee, its assigns
and successors in interest, as to the matters contained herein. Any prior or
contemporaneous oral or written agreement is hereby declared null and void to the extent
in conflict with any provisions of this Lease. The terms and conditions of this Lease shall
not be amended unless agreed to in writing by both parties and approved by the City
Council of Lessor.
[Signature Pages to Follow]
Fort Wort[]Meachain intemationa[Airporl Administration Building Office Lease Agreement
ALPHA LEASE MANAGEMENT,LLC—SUITE L32 Page 15 of`21
IN WITNESS WHEREOF,the parties hereto have executed this Agreement in
multiples on this the day of ,2022.
CITY OF FORT WORTH:
By:
Dana Burgh fF
Assistant Cit Manager
Date:_ �Z-7.( �
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 AA day
2022.
*ar ptre MARIA S SANCHEZ
r° 4n Notary ID#2256490
My Commission Expires
v�
Or '� Detember 19, 2025 Nota&Public in and for the State of Texas
APPROVED AS TO FORM ATTEST:
AND LEGAIAWY:
By: By: vle
Thomas Royce Wsen nette S. Goodall
Assistant City Attorney M s , lty Secretary
M&C: 21-0864
M&C Approval Date: 11-09-2021
Form 1295: 2021-799137 `° ? '• a
,.., %
,.
OFFICIAL RECORD
SECRETARY
WORTH,TX
Fort Worth Meacham International Airport Administration Building Office Lease Agreement
ALPHA LEASE MANAGEMENT,LLC—SMITE L32 Page 16 of21
Contract Compliance Manager:
By signing, I acknowledge that I am the person responsible for the monitoring and
administration of this contract, including ensuring all performance and reporting requirements.
Barbara Goodwin
Real Property Manager
LESSEE: ATTEST:
ALP H {ASE UANAGEMENT,LLC
B3, By:
Phil Ra in
Date: t2- 16- 21
STATE OF TEXAS §
COUNTY OF �6(6W §
BEFORE ME,the undersigned authority, a Notary Public in and for the State of Texas, on
this day personally appeared PIHL RAGLIN, 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 ALPHA
LEASE MANAGEMENT, LLC and that he executed the same as the act of ALPHA LEASE
MANAGEMENT,LLC for the purposes and consideration therein expressed and, in the capacity,.
therein stated.
GIVEN UNDER MY HAND AND SEAL OF OFFICE this day of
_12-eGnwL(Y-e ' >2021.
ary Public in and for the State of Texas
; '``•"" JUSTIN CURTIS
My Notary ID 129337
458
expires March 812026
[FTt
AL RECIRID1
SECRETA
WORTH
Fort Worth Meacham International Airport Administration Building Office Lease Agreement
ALPHA LEASE MANAGEMENT,LLC—SUITE L32 Page 17 of21
EXHIBIT"N'
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Fort Worth Meacham International Airport Administration Building Office Lease Agreement
ALPHA LEASE MANAGEMENT,LLC--R-UITE L32 Page Is of 21
EXHIBIT"B"
MANDATORYIMPROVEMENTS
There are no mandatory improvements required.
Fort Worlh Meacham International Airport Adminiarauon Building Office Lease Agreement
ALPHA LEASE MANAGEMENT,LLC—SUITE L32 Page 19 of2l
EXHIBIT C
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Fort Worth Meacham International Airport Administration building Office Lease Agreement
ALPHA LEASE M&NAGEMENT,LLC—SUITE L32 Page 20 of2l
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Fort Worth Meacham Internationnl Airport Administration Building Office Lease Agreement
ALPHA LEASE MANAGEMENT;LLC--SUITE L32 Page 21 of 21
orr.oal site of the OW of fart",Wh,7-Ras
CT'iY COUNCIL AGENDA FamrWonu
DATE: 1 1 1912 02 1 REFERENCE'°"M&C 21-LOG NAME: 55FTW ALPHA LEASE MGMNT ADMIN
NO.: 0864 BLDG STE L32
CODE: C TYPE: CONSENTPUBLIC NO
HEARING:
SUBJECT. (CD 2)Authorize Execution of an Administration Building Office Lease Agreement with
Alpha Lease Management,LLC for Suite L32 at Fort Worth Meacham International
Airport
RECOMMENDATION:
It is recommended that the City Council authorize the execution of a three year Administration
Building Office Lease Agreement with Alpha Lease Management,LLC for Suite L32 located at Fort
Worth Meacham International Airport.
DISCUSSION:
On September 3,2021,staff received a request from Alpha Lease Management,LLC(Alpha)to lease
approximately 1,917 square feet of lower level office space known as Suite L32 at the Meacham
Administration Building located at the Fort Worth Meacham International Airport.
Alpha has agreed to execute a new 3-year lease agreement for Suite L32,consisting of
approximately 1,917 square feet of lower level office space at a rate of$14.50 per square foot. The
initial term of this lease shall commence upon execution by Lessor(Effective Date)and expire at
11:59 PM three(3)years following the Effective Date. The lease will include two one-year options to
renew for a total of an additional two(2)years,bringing the total lease term to five(5)years. Annual
revenue received from the lease will be approximately$27,796.50 per year,payable in monthly
payments of$2,316.38 per month. On October 1,2022,and on October 1 st of each year thereafter
in which this lease is still in effect,Alpha's rental rate shall be adjusted to comply with the rates
prescribed for the premises by Lessor's schedule of rates and charges in effect at the respective
time.
In order to promote self-sustainability of airports,the Federal Aviation Administration(FAA)has
agreed to allow non-aeronautical leases not to exceed five(5)years for the Meacham Administration
Building as long as there is not an aeronautical demand. Non-aeronautical leases include a
termination clause in the event there becomes an aeronautical demand.
Alpha has agreed Suite L32 is finished-out and any construction or adjustments to the unit will be at
its sole cost with no build-out or tenant allowance provided by the City of Fort Worth nor the Aviation
Department in a manner consistent with Aviation Department policy.
Fart Worth Meacham International Airport is located in COUNCIL DISTRICT 2.
FISCAL INFORMATIONICERTIFICATION:
The Director of Finance certifies that upon approval of the above recommendation and execution of
the lease,funds will be deposited into the Municipal Airport Fund. The Aviation Department(and
Financial Management Services)is responsible for the collection and deposit of funds due to the City.
TO
Fund Department Account Project Program Activity Budget Reference#L. Amount
ID ID Year Chartffeld 2
FROM
Fund Department Account Project Program Activity Budget Reference# Amount
ID I I ID I Year Chartfleld 2
Submitted for City Manager's Office by; Fernando Costa(5122)
griginating Department Head: Roger Venables(5402)
Additional Information Contact: Ricardo Barcelo(5403)
AT,ACIHNIRN
Man of Locatlon.pd{