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HomeMy WebLinkAboutContract 9748 FIXED BASE OPERATOR LEASE ` ITY SECRETARY rQHTR-AC_f No. THE STATE OF TEXAS § COUNTY OF TARRANT § THIS CONTRACT AND LEASE AGREEMENT is made by and between the City of Fort Worth, a municipal corporation in the State of Texas, acting by and through Morris C. Matson, its duly authorized City Manager, hereinafter called "Lessor" and the Marshall R. Young Oil Co., an independent contractor, acting by and through W. K. Young, its duly authorized President, hereinafter called "Lessee"; W I T N E S S E T H WHEREAS, Lessor owns and operates Meacham Field (herein- after called "Airport") , located in the County of Tarrant, State of Texas; and WHEREAS, Lessor deems it advantageous to itself and to its operation of the Airport to lease unto Lessee certain privi- leges, rights, uses and interests therein, as hereinafter set out; and WHEREAS, Lessee proposes to lease on a generally net basis from Lessor certain ground space, and to avail itself of certain privileges, uses and rights pertaining thereto; and WHEREAS, Lessee further proposes to make certain improve- ments on the ground demised hereunder; and WHEREAS, Lessee has indicated a willingness and ability to properly keep, maintain, and improve said premises in accordance with standards established by Lessor, if granted a lease of sufficient term on said ground area; and WHEREAS, Lessor and Lessee now desire to execute a lease of an area of land at Meacham Field providing for the construc- tion of aviation-related improvements thereon, (� —' i. NOW, THEREFORE, KNOW ALL MEN BY THESE PRESENTS : ARTICLE I. That for and in consideration of the terms, conditions and covenants of this Lease to be performed by Lessee, all of which Lessee accepts, Lessor hereby leases to Lessee and Lessee hereby hires from Lessor certain property, together with any improvements thereon (hereinafter called "demised premises") , and certain attendant privileges, uses and rights, as hereinafter specifically set out. A. DESCRIPTION OF PREMISES DEMISED. The demised premises are as described in field notes marked Exhibit "A" and outlined in red on the plat marked Exhibit "B", both Exhibits being attached hereto apd incorporated herein for all purposes incident to this agreement, B. DESCRIPTION Of GENERAL PRIVILEGES, USES AND RIGHTS, Lessor hereby grapts to j,essee the following general privileges, uses and rights, in common with others, all of which shall be subject to the terms, conditions and covenants hereinafter set forth and all of which shall be non-exclusive on the Airport: (1) The use in common with the public generally of all public airport facilities and improvements which are now or may hereafter be connected with or appurtenant to said Airport, except as hereinafter provided, to be used by Lessee for commercial or non-commercial aviation activities and fixed base operations, and all activities in connection with or incidental to said business or operation, as herein defined. For the purpose of this Lease, "Public airport facilities" shall include all necessary landing area appurtenances, including, but not limited to, approach areas, runways, taxiways, public aprons, public automobile parking areas, public roadways, public sidewalks, navigational and avigational aids, lighting facilities, public terminal facili- ties or other public facilities appurtenant to said Airport. -2- (2) The right of ingress to and egress from the demised premises over and across public roadways serving the Airport for Lessee, its agents and servants, patrons and invitees, suppliers of service and furnishers of material. (3) Said rights above shall be subject to such ordinances, rules and regulations as now or may hereafter have application at the Airport. C. DESCRIPTION OF SPECIFIC PRIVILEGES, USES AND RIGHTS. In addition to the general privileges, uses and rights herein- above described and without limiting the generality thereof, Lessor hereby grants to Lessee the right to engage in commercial aviation activities, as defined in Paragraph D below, subject to the conditions and covenants hereinafter set out. D. DEFINITION OF COMMERCIAL AVIATION ACTIVITIES AND FIXED BASE OPERATION. "Commercial Aviation Activities and Fixed Base Operation" are hereby defined as those activities which involve the sale pf aviation services for profit to the general public. Said aviation services shall include: (1) The loading and unloading of aircraft in any lawful activity as incidental to the conduct of any services or operations outlined in this paragraph. (2) The maintenance, repair and storage of aircraft, which shall include overhauling, rebuilding, re- pairing, inspection and licensing of same, and the purchase and sale of parts, equipment and accessories therefor. (3) The operation of a business of buying and selling aircraft and parts and accessories therefor, and aviation equipment of all descriptions either at retail, wholesale or as dealer. (4) The training on the Airport of personnel in the employ of Lessee and/or Lessee's tenants and sub- lessees and the training on the Airport of members of the general public as students, or otherwise in any art, science, craft or skill pertaining directly or indirectly to aircraft. -3- (5) The location, construction, erection, maintenance and removal of improvements, in any lawful manner, upon or in the demised premises for the purpose of carrying out any of the activities provided for herein, subject, however, to the conditions herein generally or particularly set forth. (6) The operation and sale of sightseeing service. (7) The operation and sale of aerial survey, photography and mapping services. (8) The operation of non-scheduled air taxi and charter transportation of passengers. (9) The operation of schools for the instruction of flying, navigation, mechanics, aerial survey, photography, aircraft design, theory and con- struction. (10) The renting and leasing of space in hangars to be constructed hereunder for the private storage of aircraft on a daily, weekly, monthly, or annual basis. (11) Subject to the prior written approval of Lessor, the undertaking of any phase of aviation activity in any Way contributing to air transportation or aerial navigation. E. CONDITIONS do PRANTING LEASE. The granting of th#s Lease is conditioned upon the following covenants; (1) That the right to use said public airport facilities as well as any and all of Lessee 's rights hereunder shall be exercised only subject to and in accordance with the laws of the United States of America, the State of Texas, and the City of Fort Worth; the rules and regulations promulgated by their authority with reference to aviation and air navigation; and all applicable rules and regulations and ordinances of Lessor now in force or hereafter ordained or promul- gated. (2) That Lessee will not, on the grounds of religion, race, color or national origin, discriminate or permit discrimin- ation against any person or group of persons in any manner prohibited by Federal Aviation Administration regulations. ARTICLE II OBLIGATIONS OF LESSOR A. CLEAR TITLE. Lessor covenants and agrees that at and -4- until the granting of this Lease it is well seized of the leased premises and has good title thereto, free and clear of all liens and encumbrances having priority over this Lease; and that Lessor has full right and authority to lease the same as herein set forth. Lessor further covenants that all things have happened and been done to make its granting of said Lease effective and Lessor warrants to Lessee peaceful possession and quiet enjoyment of the leased premises during the term hereof, upon performance of Lessee's covenants herein. B. OPERATION AS A PUBLIC AIRPORT. Lessor covenants and agrees that during the term of this Lease it will operate and maintain the Airport and its public airport facilities, as defined hereinabove, as public airport consistent with and pur- suant to the Sponsor's Assurances given by Lessor to the United States Government through the Federal Airport Act. C. CONDITION ANP MAINTENANCE OF PREMISL•'S. Upon execution of this agreement, Lessor shall assume no further responsibility or liability as to the condition of all the premises demised here- under and shall not assume responsibility or liability for main- tenance, upkeep, or repair necessary to keep said premises in a safe and serviceable condition. ARTICLE III OBLIGATIONS OF LESSEE A. NET LEASE. Except as herein specifically provided, the use and occupancy of the demised premises by Lessee shall be without cost or expense to Lessor. It shall be the sole responsibility of Lessee to keep, maintain, repair and operate the entirety of all the premises leased hereunder and all im- -5- provements and facilities thereon at Lessee's sole cost and expense. B. CONDITION OF PREMISES. Lessee accepts all the premises demised hereunder in their present condition, and, without ex- pense to Lessor, will repair and maintain any installation thereon, and remove or cause to be removed any debris to the extent required to keep said premises in a neat and presentable condition at all times. C. OBLIGATION TO CONSTRUCT. Lessee shall provide for the location, construction, erection and maintenance of improve- ments upon the demised premises for the purpose of carrying out the activities provided for herein. Said improvements shall include: Construction on the leased premises described in Exhibit "A" and shown on Exhibit "B" attached hereto, said construction to consist of one colored, all metal, two-bay hangar with a minimum of Eighteen Thousand (18,000) square feet of building space, with dimensions of 150 feet x 120 feet, with a concrete floor, aircraft parking ramp, and taxiway connecting the aircraft parking ramp to the general taxiway or runway. All plans and specifications for the construction of building and improvements and other facilities (including landscaping) contemplated hereunder shall be prepared as hereinafter set out and shall require the written approval of Lessor before any con- struction or installation may be undertaken. D. MINIMUM IMPROVEMENT STANDARD. As part of the consider- ation herefor, Lessee further covenants and agrees: (1) That it shall construct said hangar facilities on a portion of the leased premises described in Exhibit "A" and -6- shown on Exhibit "B", and that said hangar will be a minimum of Eighteen Thousand (18,000) square feet of building space; and that Lessee will expend on such con- struction an estimated sum of Two Hundred Thousand and N01100 Dollars ($200,000.00) . (2) That it shall construct on a portion of the premises hereby demised an aircraft parking ramp and taxiway connecting the aircraft parking ramp to the general taxiway or runway. Such aircraft parking ramp and taxiway shall be paved at Lessee's sole expense and shall be constructed in accordance with the Lessor's specifications, subject to Lessor's inspection and approval. E. SUBMISSION OF PLANS. Within ninety days after the approval of this Agreement by the City Council of the City of Fort Worth, Lessee shall submit to Lessor final plans and specifications for the construction of the improvements and facilities contemplated hereunder. All plans, specifications and work shall be subject to the approval of the Director of Public Works and must conform to all local, State and Federal codes, laws, ordinances and regulations now in force or here- after prescribed by authority of law. Lessee shall at its sole cost and expense obtain all necessary licenses and permits. F. CONSTRUCTION SCHEDULE. All construction shall be completed by June 1, 1978. Upon completion of construction, title to all permanent improvements shall vest in Lessor. All other improvements, of a non-permanent nature, and all trade fixtures, machinery and f urrishings made or installed by Lessee may be removed from the leased premises at any time by Lessee except as otherwise provided in this Lease. -7- G. MAINTENANCE. Lessee shall, at its sole cost and expense, maintain all the premises demised hereunder and the improvements and appurtenances thereto in a presentable con- dition consistent with good business practice in a safe, neat, sightly and good physical condition. Lessee shall repair all damages to said premises caused by its employees, patrons, or its operation thereon; shall maintain and repair all equipment thereon, including any drainage installations, paving, curbs, islands, buildings and improvements; and shall repaint and reglaze its own buildings and facilities as necessary. Lessee agrees that in the event it shall become necessary to make changes within the area covered by this Lease of plumbing, any wiring or similar installations, Lessee will promptly make such changes and installations at its sole expense, subject to the approval. pf Lessor and in accordance with all applicable Federal.,' Pfate and municipal laws or regulations, Lessor in its reasonable discretion shall be the sole judge of the quality of maintenance. Upon written notices by Lessor to Lessee, Lessee shall be required to perform whatever main- tenance Lessor deems necessary. If such maintenance is not undertaken by Lessee within ten (10) days after receipt of written notice, Lessor shall have the right to enter upon the demised premises and perform such maintenance, the cost of which shall be borne by Lessee. H. COMMERCIAL AVIATION OPERATIONS BY LESSEE. Lessee agrees that any commercial aviation operations on the premises shall be conducted in a proper, efficient and courteous manner. Lessee agrees to promote aviation activity on the Airport. -8- Lessee further agrees that all said services shall be furnished on a fair, equal and non-discriminatory basis to all users thereof, and that only fair, reasonable and non- discriminatory prices for each unit of sale or service will be charged. I. UTILITIES. Lessee shall assume and pay for all costs or charges for utility services furnished to Lessee during the term hereof. Lessee shall have the right to connect to any and all storm and sanitary sewers and all water and public utilities at its own cost and expense, and Lessee shall pay for any and all service charges incurred therefor. J. TRASH, FIRE EXTINGUISHERS, ETC. Lessee shall provide a complete and proper arrangement for the adequate sanitary handling and disposal aw4y from the Airport of all trash, garbage, and other refuse caused as a result of the operation of its business. Lesaae shall provide and use suitable covered metal receptacles for all such garbage, trash and other refuse. Piling of boxes, cartons, barrels or other similar items in an unsightly or unsafe manner on or about the demised premises shall not be permitted. Lessee shall also provide and maintain in proper condition readily accessible fire extinguishers in a number and of a type approved by fire underwriters for the particular hazard involved. K. SIGNS. Lessee shall not maintain upon the outside of any improvements or elsewhere on the demised premises any bill- boards or advertising signs without the prior written consent of the Airport Manager. Flashing lighted signs shall be pro- hibited. -9- L. FIELD USE CHARGES. Nothing herein shall be deemed to relieve Lessee and its tenants, sublessees, patrons, invitees, and others from such field use charges, including fuel flowage fees, as are levied generally by Lessor directly or indirectly at the Airport. M. PREFERENCE LIEN. Lessee hereby gives, grants and pledges unto Lessor a contractual preference lien upon all property, tangible or intangible, and property rights be- longing to Lessee now or at any time hereafter placed in or upon the demised premises to secure the prompt payment of all rentals and fees and the performance of any or all covenants and obligations to be kept and performed by Lessee hereunder. ARTICLE IV TERM OF LEASEHOLD A. TERM. The term of this lease shall be for a period of thirty (30) years commencing February 1, 1978, and ending January 31, 2008. If Lessee exercises and performs all of its duties and obligations hereunder during the term hereof, then upon applying in writing not less than six months nor more than nine months before the end of the said term, Lessee shall have the first right of refusal to execute a new lease of the demised premises for two additional consecutive five-year per- iods, with each lease for such additional period to be on such terms and conditions as Lessor may prescribe and with the ren- tals provided for therein to be based on rental rates of com- parable properties at Meacham Field at the time of the execu- tion of each additional lease agreement. Any increase in said rental payments shall not exceed ten percent (10%) of the rental amount theretofore payable under the then expiring lease agreement. -10- ARTICLE V A. GROUND RENTAL. As annual ground rental for the ground area leased hereunder, as described in Exhibit "A" and shown on Exhibit "B" attached hereto, said area containing a total of Forty-Two Thousand, Two Hundred Fifty-Three (42,253) square feet, Lessee shall pay to Lessor Eight (8) cents per square foot per year for an annual rental of Three Thousand, Three Hundred and Eighty and 24/100 Dollars ($3,380.24) for each year of the term of this agreement. Rental payments shall commence on June 1, 1978. B. ADJUSTMENT OF RENTALS. Upon written notice from Lessor to Lessee delivered within 30 days prior to the end of each five (5) year period during the term of this Lease, Lessor shall have the right but not the duty to adjust the ground rental payable hereunder to conform same to rentals then prevailing at the airport for comparable ground space, any increase in ground rental not to exceed ten percent (10%) of the amount theretofore payable under the then expiring five (5) year period. C. TIME OF PAYMENT. All rentals shall be paid monthly in advance, in amounts each month equal to one-twelfth (1/12) of the annual rental, the first payment in the amount of Two Hundred Eighty-One and 69/100 Dollars ($281.69) being due on or before the first day of June 1978, and a like payment shall be due on or before the first day of each successive month thereafter during the term hereof. ARTICLE VI INSURANCE AND INDEMNIFICATION A. FIRE INSURANCE. During the full term of this Lease, -11- Lessee shall, at its sole cost and expense, cause all improve- ments constructed in the demised premises to be kept insured to the full insurable value thereof against the perils of explosion, fire and like perils. Said insurance shall be procured from a company authorized to do business in the State of Texas and satisfactory to Lessor, and Lessee shall provide evidence satisfactory to Lessor that such coverage has been procured and is being maintained. The proceeds of any such insurance paid on account of any of the perils aforesaid shall be used to defray the cost of repairing, restoring or reconstructing said improvements, as necessary in the opinion of Lessor. Property insurance policies required by this paragraph shall contain waiver of subrogation endorsements and shall con- tain a provision that no change, cancellation or renewal of such insurance shall take effect until at least 30 days after notice thereof in writing has been delivered to Lessor. B. INDEMNIFICATION. Lessor shall stand indemnified by Lessee as herein provided. Lessee is and shall be deemed to be an independent contractor and operator responsible to all parties for its respective acts or omissions, and Lessor shall in no way be responsible therefor. Lessee covenants and agrees to indemnify, hold harmless and defend Lessor, its officers, agents, servants or employees from and against any and all claims or suits for damages or injury, including death, to any and all persons or property, of whatsoever kind or character, arising out of or incident to the leasing of or the use, occupancy, or main- tenance of the premises by Lessee, its officers, agents, employees, patrons, contractors, subcontractors, licensees or invitees; and Lessee -12- does hereby assume all liability and responsibility for any and all claims or suits for damages or injuries, including death, to any and all persons or property, of whatsoever kind or character, whether real or asserted, occurring during the term of this lease in connection with the use, occupancy or maintenance of the premises by Lessee, its officers,agents, employees, patrons, contractors, subcontractors, licensees or invitees. Lessee shall pay promptly when due all bills or charges for construction or maintenance as well as any other amounts due for material, services and labor furnished in connection herewith, and shall indemnify Lessor for non-payment of same. Lessee shall indemnify Lessor against any and all mechanics and materialmen's liens pr any other type of claims or lienp imposed upon the premises demised hereunder arising as a result of Lessee's conduct or ipactivity. Lessee shall promptly, after the execution of this Lease, provide public liability insurance for personal injuries/death growing out of any one accident or other cause in a minimum sum of One Hundred Thousand Dollars ($100,000.00) for one person and Three Hundred Thousand Dollars ($300,000.00) for two or more persons; and shall provide property damage liability insurance in a minimum sum of Three Hundred Thousand Dollars ($300,000.00) for property damage growing out of any one accident or other cause . Lessee shall maintain said insurance with insurance under- writers authorized to do business in the State of Texas and approved by Lessor. Lessee shall furnish Lessor with a certificate from the insurance carrier showing such insurance to be in full force and effect during the entire term of this Lease, or shall deposit with the Lessor copies of said policies. -13- Said policies or certificates shall contain a provision that written notice of cancellation or of any material change in said policy by the insurer shall be delivered to Lessor thirty (30) days in advance of the effective date thereof. ARTICLE VII CANCELLATION ASSIGNMENT AND TRANSFER A. CANCELLATION BY LESSOR. This Lease shall be subject to cancellation by Lessor in the event Lessee shall: (1) Be in arrears in the payment of the whole or any part of the amounts agreed upon hereunder for a period of fifteen (15) days after the time such payments become due. (2) Make a voluntary or involuntary assignment for the benefit of creditors. (3) File a Voli4ntary petition in bankruptcy. (4) Abandon the demised premises. (5) Fail to replace any improvements by Lessee which have been destroyed by fire, explosion, etc., within six (6) months from the date of such destruction, or, (6) Default in the performance of any of the covenants, and conditions required herein. In any of the aforesaid events, Lessor may forcibly, if necessary, re-enter and take immediate possession of the demised premises and remove or seize Lessee's effects under the preference lien granted to secure performance of Lessee's obligations here- under without being deemed guilty of any nature of trespass. This lease, or a copy hereof, shall be sufficient warrant for any person. Upon re-entry by Lessor under this paragraph, this Lease shall terminate. All rental due hereunder shall be payable to said date of termination. Failure of Lessor to declare this Lease terminated upon the default of Lessee for any of the reasons set out shall not -14- operate to bar or destroy the right of Lessor to cancel this Lease by reason of any subsequent default or violation of the terms hereof. B. ASSIGNMENT AND TRANSFER. This Lease shall not be assigned in whole or in part by Lessee without the prior written consent of Lessor, and any attempted assignment with- out such prior written consent shall be void. C. SUSPENSION OF LEASE. During the time of war or national emergency, Lessor shall have the right to lease the landing area of any part of said Airport to the United States Government for military or naval use. If any such lease is executed, any provisions of this instrument which are incon- sistent with the provisions of the lease to the Government shall be suspended. Nothing contained in this lease shall prevent Lessee from pursying any rights which Lessee may have for reimbursement from the United States Government for the taking of any part of this leasehold or for any loss or damage caused to Lessee by the United States Government. ARTICE VIII RIGHTS UPON TERMINATION A. PERSONAL PROPERTY. Upon termination of this Lease other than under Article VII A hereof, Lessee shall immediately remove all personal property from the demised premises and return the premises and improvements thereon to Lessor in a good state of repair. Any property remaining on the premises after termination shall, at Lessor's sole option, become the property of Lessor or same may be removed and/or disposed of in any manner deemed appropriate by Lessor. Lessor shall not -15- be liable in any manner for such removal and/or disposal; and the cost and expense of such removal and/or disposition shall be paid by Lessee. ARTICLE IX GENERAL PROVISIONS A. CONCESSIONS EXCLUDED. It is specifically agreed and stipulated that the following concessions and the establishment thereof are excluded from this Lease, to wit: (1) Ground transportation for hire. (2) Auto rental. (3) Food sales. (4) News and sundry sales. (5) Barber and valet service. (6) Alcoholic beverages. (7) Aviation fuel sales. B. ATTORNEY'S FEES. In any action brought by Lessor for the enforcement of the obligations of Lessee, Lessor shall be entitled to recover interest and reasonable attorney's fees. C. TAXES. Lessee agrees to pay any taxes or assessments which may be lawfully levied against Lessee's occupancy or use of the demised premises or any improvements or property placed thereon as a result of Lessee's occupancy. D. SUBORDINATION OF LEASE. This Lease shall be subor- dinated to the provisions of any existing or future agreement between Lessor and the United States relative to the operation or maintenance of the Airport, the execution of which has been or may be required as a condition precedent to the expenditure of Federal funds for the development of the Airport. -16- E. PARAGRAPH HEADINGS. The paragraph headings contained herein are for the convenience in reference and are not intended to define or limit the scope of any provision of this lease. F. NOTICES. Notices to Lessor provided for herein shall be sufficient if sent by certified mail, postage prepaid, addressed to Airport Manager, Fort Worth Municipal Airport, Meacham Field, Fort Worth, Texas, and notices to Lessee if sent by certified mail, postage prepaid, addressed to Marshall R. Young Oil Co., %W. K. Young, President, Meacham Field, Fort Worth, Texas, or to such other addresses as the parties may designate to each other in writing from time to time. G . SUCCESSORS AND ASSIGNS. All of the terms, covenants, and agreements herein contained shall be binding upon and shall inure to the benefit of successors and assigns of the respective parties hereto. H. VENUE. The venue of any action brought on this contract shall lie in Tarrant County, Texas. 7z# EXECUTED at Fort Worth, Tarrant County, Texas, this 2 V' day of 1978. ATTEST: CITY OF FORT WORTH, LESSOR C 'ty Secretary City Manager r , APPROVED AS TO FORM AND LEGALITY V City Attorney MARSHALL R. YOUNG OIL CO. , LESSEE ATTEST: By: A A-e-'t, W. K. 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