HomeMy WebLinkAboutContract 11963-CA1 a W.
CITY SECREIARY
TO
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13 1;
CONSENT TO PARTIAL ASSIGNMENT OF
CITY SECRETARY CONTRACT NO. 11963
IMPROVED GROUND LEASE AGREEMENT
FORT WORTH MEACHAM INTERNATIONAL AIRPORT
LEASE SITE 34-S
This CONSENT TO PARTIAL ASSIGNMENT OF CITY SECRETARY
CONTRACT NO. 11963, WHICH INCLUDES CITY SECRETARY CONTRACT NOS.
17318, 18939, 33363, 39730, AND 11963-R2 ("Consent") is made and entered into by and
between the CITY OF FORT WORTH, TEXAS ("Lessor"), a Texas 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; VANCE ATKINSON, KEN FRANCIS,
AND TROY WELCH, each acting in his individual capacity (together "Lessees"); and 300
SERIES AVIATION, LLC ("Assignee"), a Texas limited liability company, acting by and
through Paul Nus, its duly authorized President.
RECITALS:
The following introductory provisions are true and correct and form the basis of this
Consent:
WHEREAS, Lessor and Wayne W. Snyder, d/b/a/ Dakotaflight ("Dakotaflight") previously
entered into City Secretary Contract("CSC")No. 11963 (collectively with CSC No. 17318, 18939,
33363, 39730, and CSC No. 11963-R2 the "Lease"), an Unimproved Ground Lease Site 34-S at
Fort Worth Meacham International Airport ("Airport") and agreement giving Dakotaflight the
right to store aircraft on such property at the Airport. The Lease commenced on June 1, 1981 and
expired on May 31, 2006, subject to renewal at Dakotaflight's option for two (2) consecutive terms
of five (5)years each;
WHEREAS, Lessor and Dakotaflight, acting by and through its owner Charlie R. Hillard, entered
into CSC No. 17318 with John L. Hayes and Vance Atkinson, each in their individual capacity
(together "Second Lessee"), wherein Lessor consented to the assignment of Dakotaflight's interest
in the Lease to Second Lessee;
WHEREAS, On February 19, 1992, Lessor and Dakotaflight entered into CSC No. 18939 with
Vance Atkinson, Frank Bibbee, and Ken Francis, each in their individual capacity(together"Third
Lessee"), wherein Lessor consented to the assignment of Second Lessee's interest in the Lease to
Third Lessee;
WHEREAS, On March 30, 2006, Lessor and Third Lessee entered into CSC No. 33363, the first
renewal of the Lease,which commenced on June 1,2006 and expired on June 1,2011 ;
Consent to Partial Assignment of CSC No.11963
by Ken Francis and Troy Welch OFFICIAL RECORD
to 300 Series Aviation,LLC ��, �„
Page 1 of s ���� S .CRE Pt
FF. WORTH% TX
WHEREAS,On February 2, 2010, Lessor, Third Lessee, and Lessees entered into CSC No. 39730,
wherein Lessor consented to the assignment of Third Lessee's interest in the lease to Lessees;
WHEREAS, On May 24, 2011, Lessor and Lessees entered into CSC No. 11963-R2, the second
and final renewal of the Lease, commencing on June 2, 2011 and expiring on June 1,2016;
WHEREAS, Vance Atkinson, Ken Francis, and Troy Welch (sometimes identified as "Atkinson
Francis and Welch") have acted in their individual capacities in all contracts included in the Lease,
which in no way affects the rights, duties, and responsibilities of any party to the Lease and is
intended only to clarify the legal status of the Lessees and is not intended to modify any substantive
provision of the Lease;
WHEREAS, Ken Francis and Troy Welch ("Assignors") now wish to assign all of Assignors'
remaining right, title and interest in the Leased Premises to Assignee; Assignee wishes to accept
such assignment; and Lessor is willing to consent to such assignment, all on the terms and
conditions set forth in this Consent; and
WHEREAS, Vance Atkinson ("Remaining Lessee") retains all of his remaining right, title and
interest in the Leased Premises and consents to the assignment of Assignors' interest to
Assignee.
AGREEMENT:
NOW, THEREFORE, for good and valuable consideration, the receipt and adequacy of
which are hereby acknowledged, Lessor, Remaining Lessee, Assignors and Assignee agree as
follows:
1. Lessor hereby consents to an assignment by Assignors to Assignee of all of the remaining
right, title and interest in the Leased Premises granted to Assignors by the Lease (the
"Assignment"), effective as of the last date that Lessor, Remaining Lessee, Assignors and
Assignee have executed this Consent ("Effective Date"). The Lease is incorporated herein by
reference for all purposes. The Assignment, dated as of January 30, 2015, is a public document
that will be on file in Lessor's City Secretary's Office and Aviation Department and is
incorporated herein by reference for all purposes.
2. Lessor does not adopt, ratify or approve any of the particular provisions of the
Assignment and does not grant any remaining right, privilege or use to Assignee which is
different from or more extensive than any right, privilege or use granted to Assignors by the
Lease. In the event of any conflict between the Lease and the Assignment, the Lease shall
control. In the event of any conflict between this Consent and the Assignment,this Consent shall
control.
3. Lessor consents to the Assignment expressly upon the promise and covenant by
Assignee, and Assignee hereby promises and covenants to Lessor, that as of the Effective Date
Consent to Partial Assignment of CSC No.1 1963
by Ken Francis and Troy Welch
to 300 Series Aviation,LLC
Page 2 of 7
Assignee will faithfully perform, as an independent contractor, all duties and obligations of
Lessees set forth in the Lease.
4. Assignors understand and agree that Assignors will be liable to Lessor for (i) any duty or
obligation of Lessees that Lessees were required by the Lease to undertake or perform prior to
the Effective Date and (ii) for any damages (subject to the terms of the Lease), including, but not
limited to, property loss, property damage and/or personal injury of any kind, including death, to
the extent caused by Lessees, its officers, agents, servants, employees or subcontractors.
5. Assignee understands and agrees that Assignee will be liable to Lessor for (i) any duty or
obligation of Lessees that Lessees are required by the Lease to undertake or perform on or after
the Effective Date and (ii) for any damages (subject to the terms of the Lease), including, but not
limited to, property loss, property damage and/or personal injury of any kind, including death, to
the extent caused by Assignee, its officers, agents, servants, employees or subcontractors.
6. The person signing this Consent hereby warrants that he/she has the legal authority to
execute this Consent 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. The other
party is fully entitled to rely on this warranty and representation in entering into this Consent.
7. All terms in this Consent that are capitalized but not defined shall have the meanings
assigned to them in the Agreement.
[INTENTIONALLY LEFT BLANK]
Consent to Partial Assignment of CSC No.11963
by Ken Francis and Troy Welch
to 300 Series Aviation,LLC
Page 3 of 7
IN SS SS WHERE
OF, the parties hereto have executed this Agreement in multiples on this
. T
the '' ay of > ' ° , ... ,2015.
CITY OF FORT WORTH: APPROVED AS TO FORM AND LEGALITY:FO
By t)-t* By:— rim
Fernando
scant Costa Manager
Paige Meban , Assistant City Atto;
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ATTEST-/b $
Date: By:
Ma y J. Kay4r, Cit ecret 1y
M&C: J
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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.
GIVEN UNDER MY HAND AND SEAL OF OFFICE this day
, 2015.
cif f ivy
f ; N ,f df i� ��1 l Notary Pu is m and fr the State of Texas
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Consent to Partial Assignment of CSC No.11963 OFFICNA L IIECORD
by Ken Francis and Troy Welch "pp"r�qg Q Va
to 300 Series Aviation,LLC t 1t vl�
Page 4 of 7 VVIORTIC�, TX
ASSIGNORS:
Ken Franc§and Tr r0elch
By:
Zen Francis
Date: —f
STATE OF TEXAS §
COUNTY OF fit°" O §
BEFORE ME, the undersigned authority, a Notary Public in and for the State of Texas, on
this day personally appeared Ken Francis known to me to be the person whose name is subscribed
to the foregoing instrument, and acknowledged to me that he executed the same for the purposes
and consideration therein expressed and in the capacity therein stated.
GIVEN UNDER MY HAND AND SEAL OF OFFICE this day
5, e jvi he 1,— 52015.
Nota Public in and for the State of exas
By.- N� iuw.m'm'rvrm � 'I@ ��^RY P/",
_W'•C.• STEPHANIE iwILLS
Troy Welch"Q : My Commission Expires
March 9,2019
"mi mug �,t-q +t'
Date: "e. �oF,E
STATE OF TEXAS §
COUNTY OF §
BEFORE ME, the undersigned authority, a Notary Public in and for the State of Texas, on
this day personally appeared Troy Welch known to me to be the person whose name is subscribed
to the foregoing instrument, and acknowledged to me that he executed the same for the purposes
and consideration therein expressed and in the capacity therein stated. Al
GIVE UND R MY HAND AND SEAL OF OFFICE this day
,2015.
Notary Public,in and for the State of Texas
Consent to Partial Assignment of CSC No.11963
by Ken Francis and Troy Welch ��
to 300 Series Aviation,LLC ��
�pY tPL ANNE-MARIE 5TOWE "W ' ICIL RECORD
Page 5 of 7 �r`o.�.• •a
'`�= Notary Public,State of Texas
rti My Commission ExpiresIam
�''rtill may 01, 2018
REMAINING LESSEE:
Vance Atlinson
Vance Atkinson
Date:
STATE OF TE §
COUNTY OF §
BEFORE ME, the undersigned authority, a Notary Public in and for the State of Texas, on
this day personally appeared Vance Atkinson known to me to be the person whose name is
subscribed to the foregoing instrument, and acknowledged to me that he executed the same for the
purposes and consideration therein expressed and in the capacity therein stated.
m GIVEN UNDER MY HAND AND SEAL OF OFFICE this
M ""° day
2015.
Notary Public in and for the State of Texas
ASSIGPW ANNE-MARIE STOWE
300 S AVIA r N LLC = Notary Public,state of Texas
y= My commission Expires
May 01, 2018
W I111111\
By;
PauY Nus,Presid nt
300 Series viatio , LLC
5 Date:
STATE OF TEXAS §
COUNTY OF6l' §
BEFORE ME, the undersigned authority, a Notary Public in and for the State of Texas, on
this day personally appeared Paul Nus, 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 300 Series
Consent to Partial Assignment of CSC No.11963
by Ken Francis and Troy Welch
m.
to 300 Series Aviation,LLC p y6w a���
Page 6 of 7 OFFICIAL ILIA��� ,�d OR1111
,u,0" ,Ily
Aviation, LLC, and that he executed the same as the act of 300 Series Aviation, LLC for the
purposes and consideration therein expressed and in the capacity therein stated.
GIVEN UNDE MY HAND AND SEAL OF FFICE this
e ...w ....o. . day
,2015..
Notary Pub i�" ""a d"fo—i"the State of Texas
ANNE-MARIE 110WE
`,�S�ryY PUe�
Notary Public,State of Texas
My Commission Expires
May 01, 2018
Consent to Partial Assignment of CSC No. 11963
by Ken Francis and Troy Welch
to 300 Series Aviation,LLC
Page 7 of 7 OFFICIAL� pg�
M&C Review Page 1 of 2
Official site of the City of Fort Worth,Texas
FORT IVORTl1
LIT T LOUNCIL AGENDA
COUNCIL ACTION: Approved on 11117/2015
REFERENCE ** 55FTW
DATE: 11/17/2015 NO.: C-27531 LOG NAME: 300SERIESAVIATION
CODE: C TYPE: CONSENT PUBLIC NO
HEARING:
SUBJECT: Authorize Execution of a Consent to Partial Assignment of a Ground Lease Agreement by
Ken Francis and Troy Welch to 300 Series Aviation, LLC, for Lease Site 34S at Fort
Worth Meacham International Airport (COUNCIL DISTRICT 2)
RECOMMENDATION:
It is recommended that the City Council authorize the execution of a Consent to Partial Assignment of
a Ground Lease Agreement by Ken Francis and Troy Welch to 300 Series Aviation, LLC, for Lease
Site 34S at Fort Worth Meacham International Airport
DISCUSSION:
Vance Atkinson, Ken Francis and Troy Welch, each in their individual capacity, (collectively, the
Lessees) currently hold a Ground Lease Agreement for Lease Site 34S, also known as City Secretary
Contract (CSC) No. 39730 (M&C C-24910) approved on May 17, 2011(together with CSC Nos.
11963, 17318, 18939, 33363 and 11963-R2, the Lease Agreement). Lease Site 34S originally
consisted of 7,998.5 square feet of ground space and includes approximately 2,160 square feet of
hangar space at Fort Worth Meacham International Airport.
Staff has received a request from the Lessees to assign the interests of Ken Francis and Troy Welch
(the Assignors) in this Lease Agreement to 300 Series Aviation, LLC (300 Series). Upon City Council
approval, Vance Atkinson will retain his current interests and obligations and 300 Series will assume
oversight of all remaining leasehold interests and obligations associated with the lease, which were
previously held by the Assignors.
The Lease Agreement prohibits the Lessees from making any assignment of the lease or causing any
lien to be made on improvements constructed on the leased premises without City Council
approval. These types of transactions are routine for large airport tenants and Staff has no objection
to this request.
FISCAL INFORMATION/CERTIFICATION:
The Financial Management Services Director certifies that this action will have no material effect on
City funds upon approval of the above recommendation. Under the current Agreement, Lessees remit
the amount of$2,159.64 annually to the City. After assignment, Vance Atkinson and 300 Series
Aviation, LLC, will remit the same amount and be subject to the provisions contained within the
original lease.
TO
Fund Department Account Project Program Activity Budget Reference# Amount.
http://apps.cfwnet.org/council_packet/mc_review.asp?ID=21677&councildate=11/17/2015 11/19/2015
M&C Review Page 2 of 2
1 1 ID ID Year (Chartfield 2)
FROM
Fund Department Account Project Program Budget Reference# Amount
e
ID ID Year (Chartfield 2)
Submitted for City Manager's Office by: Fernando Costa (6122)
Originating Department Head: Bill Welstead (5402)
Additional Information Contact: Anne-Marie Stowe (5415)
ATTACHMENTS
55FTW 300SeriesAviation Exhibit.pd
http://apps.cfwnet.org/council_packet/me—review.asp?ID=21677&councildate=11/17/2015 11/19/2015