HomeMy WebLinkAboutContract 33043 CITY SECRETARY
CONTRACT NO. a�Cf]_5
CONSENT TO ASSIGNMENT
OF CITY SECRETARY CONTRACT NO. 22134,
AS PREVIOUSLY AMENDED AND ASSIGNED
(AIRCRAFT MAINTENANCE HANGAR FACILITY AGREEMENT)
This CONSENT TO ASSIGNMENT ("Consent") is made and entered into by
and between the CITY OF FORT WORTH (the "City"), a home rule municipal
corporation organized under the laws of the State of Texas and acting by and through
Marc Ott, its duly authorized Assistant City Manager; IAS AVIATION SERVICES,
L.L.C. d/b/a EAGLE ONE SERVICES, L.L.C. ("Assignor" or"Lessee"), a Delaware
limited liability company and EAGLE ONE HOLDINGS, INC. ("Assignee"), a
Nevada corporation.
The following introductory provisions are true and correct and form the basis on
which the parties have entered into this Consent:
A. On or about August 30, 1996 the City and International Aviation Services,
Ltd. ("IAS"), entered into an Aircraft Maintenance Hangar Facility Agreement for the
lease and use of Hangar 39-N and certain other property and facilities (the "Premises")
located at Fort Worth Meacham International Airport ("Airport") and specifically
identified in that Agreement, which is a public document on file in the City Secretary's
Office as City Secretary Contract("CSC")No. 22134.
B. On or about October 2, 1997, IAS filed a petition for relief under Chapter
11 of the Bankruptcy Code in the United States Bankruptcy Court for the Northern
District of Texas, Fort Worth Division (the "Court"). On or about June 15, 1998 the
Court granted a motion by the Court-appointed Chapter 11 Trustee for IAS to sell
substantially all remaining assets of IAS and to assign CSC No. 22134 to Investment
Recovery, L.L.C. ("Investment Recovery"). On or about August 31, 1998 the City
entered into CSC No. 24299, under which the City consented to the assignment of CSC
No. 22134 to Investment Recovery and pursuant to which the City and Investment
Recovery agreed to an amendment of CSC No. 22134. The City then entered into CSC
No. 24300 under which the City consented to the assignment of CSC No. 22134, as
amended,by Investment Recovery to Assignor.
C. On or about September 10, 2001, the City and Assignor entered into CSC
No. 27045 amending CSC No. 22134, as previously amended. CSC No. 22134, as
amended by CSC Nos. 24299 and 27045 shall hereinafter be referred to as the
"Agreement" or the"Lease."
D. The Lease prohibits Lessee from assigning, selling, conveying, subleasing,
or transferring any of its rights, title or interest in the Premises without the advanced
written consent of Lessor. Assignor now wishes to assign all of Lessee's right, title and
interest in the Premises and the Lease to Assignee. The City is willing to consent to such
assignment solely in accordance with the terms and conditions of this Consent.
Page 1
Consent to Assignment of CSC No.22134,as amended,
By IAS Aviation Services,L.L.C.d/b/a Eagle One Services,L.L.C.to Eagle One Holdings,Inc.
NOW, THEREFORE, for good and valuable consideration, the receipt and
adequacy of which are hereby acknowledged, the City, Assignor and Assignee agree as
follows:
1. The City hereby consents to the assignment by Assignor to Assignee of all of
Lessee's right, title and interest in the Premises and the Lease (the "Assignment"). The
Lease is incorporated herein by reference for all purposes. The Assignment is attached
hereto as "Exhibit"A".
2. The City does not adopt, ratify or approve any of the particular provisions of the
Assignment and does not grant any right, privilege or use to Assignee which is different
from or more extensive than any right, privilege or use granted to Lessee by the Lease.
In the event of any conflict between the Lease and the Assignment, the Lease shall
control as to the City. In the event of any conflict between this Consent and the
Assignment, this Consent shall control. Effective with the execution of this Consent,
Assignor shall have no further right, title or interest in the Premises.
3. Assignee hereby agrees that Assignee will faithfully perform all duties and
obligations of Lessee in accordance with and pursuant to the Lease. Assignor
understands and agrees that it will remain liable to the City for performance by Assignee
of all duties and obligations of Lessee pursuant to the Lease. In the event that Assignee
fails to comply with any duty or obligation of Lessee under the Lease in accordance
therewith, the City may, at its sole option, exercise any rights or remedies provided by the
Lease
4. The parties hereby agree that, as a condition precedent to the effectiveness of this
Consent, Western National Bank ("Bank") shall be caused to release all of its rights
under that certain Deed of Trust and Security Agreement, to which the City consented
pursuant to CSC No. 24301, and to record in the Deed Records of Tarrant County, Texas
evidence of such release that is satisfactory to the City.
5. All terms in this Consent that are capitalized but not defined shall have the
meanings assigned to them in the Lease.
IN WITNESS WHEREOF, the parties hereto have executed this Consent in
multiples as of the last date set forth below:
i
1L
Page 2
Consent to Assignment of CSC No.22134,as amended,
By IAS Aviation Services,L.L.C.d/b/a Eagle One Services,L.L.C.to Eagle One Holdings,Inc.
CITY OF FORT WORTH: ATTEST:
By:, By:
Mvdrc 09 Marty Hendrix IF
Assistant City Manager City Secretary
Date: �-\-��OU
APPROVED AS TO FORM AND LEGALITY:
By: 11,
Maleshia B. tarmer
Assistant City Attorney
M&C No. L— \�)71 A
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 Marc Ott,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 of
2005"
I µ Notary Public in and for the State of Texas
HETTIE LANE
W COMMISSION EXPIRES
July 26,2007
Page 3
Consent to Assignment of CSC No.22134,as amended,
By IAS Aviation Services,L.L.C.d/b/a Eagle One Services,L.L.C.to Eagle One Holdings,Inc.
IAS AVIATION SERVICES,L.L.C. ATTEST:
d/b/a EAGLE ONE SERVICES,L.L.C.,
a Delaware limited liability company:
By: By:AAL C, �
Nam . /GGl� Name:1p/Gff61,LG GI/�IGC/f
Tit e: 411C?4�7K Tit1e��O�Y
Date:
STATE OF §
COUNTY OF _ §
BEFORE ME,the undersigned authority, a N'Otai-rubiic ui and for the State of
on this day personally appeared�? known to me to be
the erson whose name is subscribed to the foregoibd instrument, and acknowledged to me
that the same was the act of IAS Aviation Services,L.L.C.(d/b/a Eagle One Aviation,
L.L.C.)and that s/he executed the same as the act of IAS Aviation Services,L.L.C. (d/b/a
Eagle One Aviation,L.L.C.)for the purposes and consideration therein expressed and in
the capacity therein stated.
G N UNDER MY HAND AND SEAL OF OFFICE this -)-�_'d-day of
2005.
-Notary Public
KAP.EHANSEN
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March 30,200E
—State of'Jtah
Page 4
Consent to Assignment of CSC No.22134,as amended,
By IAS Aviation Services,L.L.C.d/b/a Eagle One Services,L.L.C.to Eagle One Holdings,Inc.
EAGLE ONE ASSET HOLDINGS, INC., ATTEST:
a Nevada corporation:
By:_ By:
1Va :G� -l�6Li� Name:�il�Gff�r�G C Gt/�TGCff
Tile: pli�Lr/�� Title:AXA1(??j1
Date: ��z.2;�
STATE OF §
COUNTY OFC� �_ §
FORE ME,the undersigned authori�, a i�utai ubiic u> d for the State of
on this day personally appeared i �t ylrnown to me to be
the erson whose name is subscribed to the forego' instrument, and aclrnowledged to me
that the same was the act of Eagle One Asset Holdings,Inc.and that s/he executed the
same as the act of Eagle One Asset Holdings,Inc. for the purposes and consideration
therein expressed and in the capacity therein stated.
Gi v 4"UNDER MY HANi)AND SEAL OF OFFICE this day of
2005.
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Page 5
Consent to Assignment of CSC No.22134,as amended,
By IAS Aviation Services,L.L.C.d/b/a Eagle One Services,L.L.C.to Eagle One Holdings,Inc.
City of Fort Worth, Texas
Mayor and Council Communication
COUNCIL ACTION: Approved on 12/16/2003
DATE: Tuesday, December 16, 2003
LOG NAME: 5539N REFERENCE NO.: **L-13728
SUBJECT:
Consent to Assignment by IAS Aviation Services, L.L.C. d/b/a Eagle One Services, L.L.C. to Eagle
One Asset Holdings, Inc. of Lease of Hangar 39N at Fort Worth Meacham International Airport
RECOMMENDATION:
It is recommended that the City Council authorize the City Manager to execute a Consent to Assignment by
IAS Aviation Services, L.L.C. d/b/a Eagle One Services, L.L.C. (Eagle One Services) to Eagle One Asset
Holdings, Inc. (Eagle One Asset Holdings) of City Secretary Contract (CSC) No. 22134, as previously
amended and assigned, a lease of Hangar 39N at Fort Worth Meacham International Airport.
DISCUSSION:
Eagle One Services currently leases the Hangar 39N facility and lease site at Fort Worth Meacham
International Airport under CSC No. 22134, as previously amended and assigned (the Lease). Eagle One
Services now wishes to sell its assets, including all of its rights, titles and interests under the Lease, to
Eagle One Asset Holdings. Under the terms of the Lease, Eagle One Services is required to obtain City
Council approval before it is authorized to make such an assignment. Eagle One Asset Holdings is a
Nevada corporation and a wholly-owned subsidiary of IAS Aviation Services, L.L.C. Under the proposed
Consent to Assignment, Eagle One Asset Holdings will assume the responsibilities and obligations of the
lessee under the Lease and Eagle One Services will remain liable for performance of those responsibilities
and obligations.
FISCAL INFORMATION/CERTIFICATION:
The Finance Director certifies that this action will not require the expenditure of any City funds.
TO Fund/Account/Centers FROM Fund/Account/Centers
Submitted for City Manager's Office by: Marc Ott (8476)
Originating Department Head: Mike Feeley (Acting) (5403)
Additional Information Contact: Mike Feeley (Acting) (5403)
Peter Vaky (7601)
Logname: 5539N Page 1 of 1