HomeMy WebLinkAboutContract 41117 CITY SECRETARY
CONTRACT NO,-
UNIMPROVED' GROUND LEASE
LEASE SITE NOS. 16S, 17S, AND 18S
FORT WORTH MEACHAM INTERNATIONAL AIRPORT
This GROUND LEASE AGREEMENT ("Agreement") is made and entered into by
and between the CITY OF FORT WORTH, TEXAS ("Lessor"), a home rule municipal
corporation organized under the laws of the State of Texas, acting by and through its duly
authorized Assistant City Manager FERNANDO COSTA, and DON E. HANSEN ("Lessee")
an Individual.
RECITALS
The following introductory provisions are true and correct and form the basis of this
Agreement:
A. Lessor and Don E. Hansen previously entered into City Secretary Contract ("CSC") No.
8181, as amended by CSC Nos. 9415 and 17322 and assigned to Lessee pursuant to CSC No. 18968
(the "Lease"), a lease of real property at Fort Worth Meacham International Airport ("Airport")
known as Lease Site Nos. 16-S, 17-S and 18-S (the "Leased Premises"). The Lease is a public
document on file in Lessor's City Secretary's Office.
B. Pursuant to CSC No. 28259, Lessor consented to the execution of a Deed of Trust
between Lessee and Summit Bank, N.A. under which Lessee gave Summit Bank, N.A. a lien on
Lessee's leasehold interest in the Leased Premises.
C. On or about December 30, 2002, pursuant to CSC No. 28261, Lessee, Sandpiper Airport
Inn, Inc., assigned all of Lessee's right, title and interest in the Leased Premises to Assignee,
Don E. Hansen; and Lessor consented to such assignment based on all terms and conditions set
in the Consent.
D. Lease Site Nos. (Hangars) 16S, 17S and 18S shall hereinafter and collectively be referred
to as the "Leased Premises," and CSC Nos. 8181, 9415, 17322, 18968 and 28261 shall
hereinafter and collectively be referred to as the "Previous Lease."
E. In exchange for significant improvements to the Leased Premises, Lessee has requested,
and the City has consented, to cancel all terms and conditions of the Previous Lease, and enter
into a New Lease Agreement (the "Lease") with Lessee to provide for an additional ten (10)
years with two (2) five-year options to renew on all portions of the Leased Premises under the
Lease.
NOW, THEREFORE, in consideration of the mutual covenants, promises and
obligations contained herein, the parties agree as follows:
'As of October 1,2009,Fort Worth Aviation Schedule of Rates and Charges no longer da erentiates between unimproved and improved land.
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Don E.Hansen Hangars 16S, 17S and 18 S 11
(4,I't'Y1 SECRETARY
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FT. WORTH, TX
1. PROPERTY LEASED.
1.1 Leased Premises.
Lessor hereby demises to Lessee approximately 162,675.64 square feet of ground
space at Fort Worth Meacham International Airport ("Airport") in Fort Worth, Tarrant
County, Texas, ("Premises"), as shown in Exhibit "A," attached hereto and hereby
made a part of this Lease for all purposes.
1.2 Termination of Previous Lease.
The parties hereby agree that execution of this Lease simultaneously terminates
the Previous Lease.
2. TERM OF LEASE.
2.1 Initial Term
The term of this Lease shall commence on the date of execution ("Effective
Date") and expire at 11:59 P.M. on May 31, 2026, unless terminated earlier as provided
herein.
2.2 Renewals.
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 (2) consecutive options
to renew this Lease for additional successive terms of five (5) years 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 automatically and simultaneously forfeit its second
option to lease the Premises for a second Renewal Term, and Lessee shall no longer have
any rights or interest in the Premises following the expiration of the Initial Term.
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.
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3. RENT.
3.1. Annual Rent for Premises.
Lessee shall commence the payment of rent on the Effective Date of this Lease
and continue as follows:
3.1.1. From the Effective Date until May 31, 2016, Lessee shall pay Lessor, at a
rate of$0.061 per square foot, annual rent in the amount of Nine Thousand Nine Hundred
Twenty Three Dollars and 21/100, ($9,923.21), which will be payable in twelve monthly
installments of Eight Hundred Twenty Six Dollars and 93/100, ($826.93).
3.1.2. On June 1, 2016, Lessee's rental rate shall be adjusted to equal the then-
current Ground Rental Rate prescribed by the 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 Rent Adiustments.
On October 1, 2016, and on October 1st of each year thereafter, Lessee's rental
rate shall be subject to increase by Lessor to reflect the upward percentage change, if any,
in the Consumer Price Index ("CPI") for the Dallas/Fort Worth Metropolitan Area, as
announced by the United States Department of Labor or successor agency during the
preceding twelve-month period ("CPI Change"). If there is no CPI Change or the CPI
Change is downward, the rental rate for the Premises shall remain constant until the
following October 1St. In no event shall the rental rate for the Premises ever be adjusted
downward or ever exceed the 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.
3.3. Five-Year Adjustments.
In addition to the Annual Rent Adjustments, on October 1, 2016, and every fifth(5th)
year thereafter for the remainder of the term of the Lease, rent shall automatically be
adjusted to equal the then-current rates prescribed by the 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.
3.4. Payment Dates and Late Fees.
Monthly rent payments are due on or before the first (1St) day of each month.
Payments must be received during normal working hours by the due date at the location
for Lessor's Aviation Department set forth in Section 14. Rent shall be considered past
due if Lessor has not received full payment after the tenth (10th) day of the month for
which payment is due. Without limiting Lessor's termination rights as provided by this
Lease, Lessor will assess a late penalty charge of ten percent (10%) per month on the
entire balance of any overdue rent that Lessee may accrue.
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4. UTILITIES.
Lessee, at Lessee's sole cost and expense, shall be responsible for the installation and use
of all utility service to all portions of the Premises and for all other related utility expenses,
including, but not limited to, deposits and expenses required for the installation of meters. Lessee
further covenants and agrees to pay all costs and expenses for any extension, installation,
maintenance or repair of any and all utilities serving the Premises, including, but not limited to,
water, sanitary sewer, electric, gas and telephone utilities. In addition, Lessee agrees that all
utilities, air conditioning and heating equipment and other electrically-operated equipment which
may be used on the Premises shall fully comply with Lessor's Mechanical, Electrical, Plumbing,
Building and Fire Codes ("Codes"), as they exist or may hereafter be amended.
5. MAINTENANCE AND REPAIRS.
5.1. 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 any
waste of the Premises. Lessee will, at Lessee's sole cost and expense, make all repairs
necessary to prevent the deterioration in condition or value of the Premises, including,
but not limited to, the maintenance of and repairs to all structures, including, but not
limited to, doors, windows and roofs, and all fixtures, equipment, modifications and
pavement on the Premises. Lessee shall be responsible for all damages caused by Lessee,
its agents, servants, employees, contractors, subcontractors, licensees or invitees, and
Lessee agrees to fully repair or otherwise cure all such damages at Lessee's sole cost and
expense.
Lessee agrees that, except as otherwise expressly provided herein, all
improvements, trade fixtures, furnishings, equipment and other personal property of
every kind or description which may at any time be on the Premises shall be at Lessee's
sole risk or at the sole risk of those claiming under Lessee. Lessor shall not be liable for
any damage to such property or loss suffered by lessee's business or business operations,
which may be caused by the bursting, overflowing or leaking of Lessee's sewer or steam
pipes, from water from any source whatsoever, or from any heating fixtures, plumbing
fixtures, electric wires, noise, gas or odors, or from causes of any other matter.
5.2. Compliance with ADA.
Lessee, at its sole cost and expense, agrees to keep and maintain the Premises in
full compliance at all times with the Americans with Disabilities Act of 1990, as
amended ("ADA"). In addition, Lessee agrees that all improvements it makes at the
Airport shall comply with all ADA requirements.
5.3. Inspection.
5.3.1. Lessor shall have the right and privilege, through its officers, agents, servants or
employees, to inspect the Premises. Except in the event of an emergency, Lessor shall
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conduct any such inspection during Lessee's ordinary business hours and shall use its
best efforts to provide Lessee at least twenty-four(24)hours notice prior to inspection.
5.3.2. If Lessor determines during an inspection of the Premises that Lessee is
responsible under this Lease for any maintenance or repairs, Lessor shall notify Lessee
in writing. Lessee agrees to begin such maintenance or repair work diligently within
thirty (30) calendar days following receipt of such notice and to then complete such
maintenance or repair work within a reasonable time, considering the nature of the work
to be done. If Lessee fails to begin the recommended maintenance or repairs within
such time or fails to complete the maintenance or repairs within a reasonable time,
Lessor may, in its discretion, perform such maintenance or repairs on behalf of Lessee.
In this event, Lessee will reimburse Lessor for the cost of the maintenance or repairs,
and such reimbursement will be due on the date of Lessee's next monthly rent payment
following completion of the maintenance or repairs.
5.3.3. During any inspection, Lessor may perform any obligations that Lessor is
authorized or required to perform under the terms of this Lease or pursuant to its
governmental duties under federal state or local laws, rules or regulations.
5.3.4. Lessee will permit the City's Fire Marshal or his or her authorized agents to
inspect the Premises and Lessee will comply with all requirements of the Fire Marshal
or his or her authorized agents that are necessary 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 amended. Lessee shall maintain in
proper condition accessible fire extinguishers of a number and type approved by the Fire
Marshal or his or her authorized agents for the particular hazard involved.
5.4. Environmental Remediation.
To the best of Lessor's knowledge, the Premises comply with all applicable
federal, state and local environmental and indemnification laws, statutes, regulations or
standards. Lessee agrees that it has inspected the Premises and is fully advised of its
own rights without reliance upon any representation made by Lessor concerning the
environmental condition of the premises. LESSEE, AT ITS SOLE COST AND
EXPENSE, AGREES THAT IT SHALL BE FULLY RESPONSIBLE FOR THE
REMEDIATION OF ANY VIOLATION OF ANY APPLICABLE FEDERAL, STATE
OR LOCAL ENVIRONMENTAL REGULATIONS OR STANDARDS THAT IS
CAUSED BY LESSEE, ITS OFFICERS, AGENTS, SERVANTS, EMPLOYEES,
CONTRACTORS, SUBCONTRACTORS OR INVITEES.
6. CONSTRUCTION AND IMPROVEMENTS.
6.1. Discretionary Improvements.
Lessee may, at its sole discretion, perform modifications, renovations or
improvements on the Premises. However, Lessee may not initiate any kind of
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modification, renovation or improvement on or to the Premises unless 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 the Airport Systems Director or his or her
authorized designee. Lessee covenants and agrees that it shall fully comply with all
provisions of Section 6 of this Lease in the performance of any such discretionary
modifications, renovations or improvements.
6.2. Process for Approval of Plans.
Lessee's plans for construction and improvements shall conform with the Airport's
architectural standards and must also receive written approval from the City's
Departments of Development, Engineering and Transportation and Public Works. All
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.
6.3. Documents.
Lessee shall supply the Airport Systems Director or his or her authorized designee
with comprehensive sets of documentation relative to any modification, renovation,
construction or improvement, including, at a minimum, as-built drawings of each project
within sixty (60) days after completion of construction. As-built drawings shall be new
drawings or redline changes to drawings previously provided to the Airport Systems
Director or his or her authorized designee. Lessee shall supply the textual documentation
in computer format as requested by Lessor.
6.4. Bonds Required of Lessee.
Prior to the commencement of any mandatory or discretionary modification,
renovation, improvement or new construction, 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 bonds
shall guarantee (i) satisfactory compliance by Lessee with all requirements, terms and
conditions of this Lease, excluding rental payments, including, but not limited to, the
satisfactory completion of the respective modifications, renovations, construction projects
or improvements, and (ii) full payments to all persons, firms, corporations or other
entities with whom Lessee has a direct relationship for the performance of such
modifications, renovations, construction projects or improvements.
In lieu of the required bond, and excluding rental payments, Lessee may provide
Lessor with a cash deposit or an assignment of a certificate of deposit in an amount equal
to 125% of the full amount of each construction contract or project. If Lessee makes a
cash deposit, Lessee shall not be entitled to any interest earned thereon. Certificates of
deposit 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 certificate of deposit shall be the property of Lessee and Lessor
shall have no rights in such interest. If Lessee fails to complete the respective
modifications, renovations, construction projects or improvements, or if claims are filed
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by third parties on grounds relating to such modifications, renovations, construction
projects or improvements, Lessor shall be entitled to draw down the full amount of
Lessee's cash deposit or certificate of deposit.
6.5. Bonds Required of Lessee's Contractors.
Prior to the commencement of any modification, renovation, improvement or new
construction, Lessee's respective contractor shall execute and deliver to Lessee surety
performance and payment bonds in accordance with the Texas Government Code,
Chapter 2253, as amended, to cover the costs of all work performed under such
contractor's contract for such modifications, renovations, improvements or new
construction. Lessee shall provide Lessor with copies of such bonds prior to the
commencement of such modifications, renovations, improvements or new construction.
The bonds shall guarantee (i) the faithful performance and completion of all construction
work in accordance with the final plans and specifications as approved by the City and
(ii) full payment for all wages for labor and services and of all bills for materials, supplies
and equipment used in the performance of the construction contract. Such bonds shall
name both Lessor and Lessee as dual obligees. If Lessee serves as its own contractor,
Section 6.5 shall apply.
6.6. 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.
7. USE OF PREMISES.
Lessee hereby agrees to use the Premises solely for aviation-related purposes only.
Lessee is hereby prohibited from the provision, without limitation, of the following concessions:
ground transportation for rent or hire, including taxi and limousine services; food sales; barber
and valet services; alcoholic beverage sales; sales of pilot supplies; newsstands; and gift and
other retail shops. However, Lessee may install and operate vending machines on the Premises
for use by Lessee and its employees.
8. SIGNS .
Lessee may, at its sole expense and with the prior written approval of the Airport Systems
Director or his or her authorized designee, install and maintain signs on the Premises related to
Lessee's business operations. Such signs, however, must be in keeping with the size, color,
location and manner of display of other signs at the Airport. Lessee shall maintain all signs in a
safe, neat, sightly and physically good condition.
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9. RIGHTS AND RESERVATIONS OF LESSOR.
Lessor hereby retains the following rights and reservations:
9.1. 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.
9.2. Lessor reserves the right to temporarily close 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. Except in the event of an emergency,
Lessor will provide Lessee written notice of any planned closing of the Airport at least
forty-eight (48) hours in advance thereof. In any event of closing, whether planned or for
an emergency, 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.
9.3. 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.
9.4. 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.
9.5. 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.
9.6. Lessee's rights hereunder shall be subject to all existing and future utility and
drainage easements and rights-of-way granted by Lessor for the installation, maintenance,
inspection, repair or removal of facilities owned or operated by electric, gas, water,
sewer, communication or other utility companies. Lessee's rights shall additionally be
subject to all rights granted by any ordinance or statute which allows utility companies to
use publicly-owned property for the provision of utility services.
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10. INSURANCE.
10.1. Types of Coverage and Limits.
Lessee shall procure and maintain at all times, in full force and effect, a policy or
policies of insurance as specified in Section 10 of this Lease, naming the City of Fort
Worth as an additional insured and covering all risks related to the leasing, use,
occupancy, maintenance, existence or location of the Premises. Lessee shall obtain the
following insurance coverage at the limits specified herein:
• Property:
Fire and Extended Coverage on all improvements at full replacement cost limit;
• Commercial General Liability:
$1,000,000 per occurrence, including products and completed operations;
• Automobile Liability:
$1,000,000 per accident, including, but not limited to, coverage on any automobile
used in Lessee's operations on the Premises;
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.
10.2. Adiustments 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 when necessary to
cover Lessee's operations at the Airport. Lessee will accordingly comply with such new
requirements within thirty (30) days following notice to Lessee. Such notice to Lessee
shall provide reasonable evidence of the necessity for such new insurance requirements.
10.3. Certificates.
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.
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10.4. Additional Requirements.
Lessee shall maintain its insurance with underwriters authorized to do business in
the State of Texas. The policy or policies of insurance shall be endorsed to cover all of
Lessee's operations at the Airport and to provide that no material changes in coverage,
including, but not limited to, cancellation, termination, non-renewal or amendment, shall
be made without thirty(30) days'prior written notice to Lessor.
11. 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, 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.
12. INDEMNIFICATION.
LESSE SHALL BE LIABLE AND RESPONSIBLE FOR ANY CLAIMS, DEMANDS,
LA WSUITS OR OTHER ACTIONS FOR DAMAGES OF ANY KIND, INCLUDING, BUT
NOT LIMITED TO, PROPERTY LOSS, PROPERTY DAMAGE AND OR PERSONAL
INJURY OF ANY KIND OR CHARACTER, INCLUDING DEATH, WHETHER REAL OR
ASSERTED, ARISING OUT OF OR IN CONNECTION WITH ITS USE OF OR
OPERATIONS ON THE PREMISES UNDER THIS LEASE, EXCEPT TO THE EXTENT
CAUSED BY THE GROSS NEGLIGENCE OR INTENTIONAL MISCONDUCT OF
LESSOR,ITS OFFICERS,AGENTS, SERVANTS OR EMPLOYEES.
LESSEE, AT LESSEE'S OWN EXPENSE, SHALL INDEMNIFY, DEFEND AND
HOLD HARMLESS LESSOR, ITS OFFICERS, AGENTS, SERVANTS AND OR
EMPLOYEES, FROMAND AGAINST ANY CLAIM, LAWSUIT OR OTHER ACTION FOR
DAMAGES OF ANY KIND OR CHARACTER, INCLUDING, BUT NOT LIMITED TO,
PROPERTY DAMAGE OR LOSS (INCLUDING ALLEGED DAMAGE OR LOSS TO
LESSEE'S BUSINESS AND ANY RESULTING LOST PROFITS) AND OR PERSONAL
INJURY, INCLUDING DEATH, WHETHER REAL OR ASSERTED, ARISING OUT OF
OR IN CONNECTION WITH THE USE, LEASING, MAINTENANCE, OCCUPANCY,
EXISTENCE OR LOCATION OF THE PREMISES OR ANY IMPROVEMENTS
THEREON, EXCEPT TO THE EXTENT CAUSED BY THE GROSS NEGLIGENCE OR
INTENTIONAL MISCONDUCT OF LESSOR, ITS OFFICERS, AGENTS, SERVANTS OR
EMPLOYEES.
LESSEE ASSUMES ALL RESPONSIBILITY AND A GREES TO PA Y LESSOR FOR
ANY AND ALL INJURIES OR DAMAGES TO AIRPORT PROPERTY, THE PREMISES
OR ANY IMPROVEMENTS THEREON WHICH ARISE OUT OF OR IN CONNECTION
WITH ANY AND ALL ACTS OR OMISSIONS OF LESSEE, ITS OFFICERS, AGENTS,
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EMPLOYEES, CONTRACTORS, SUBCONTRACTORS, LICENSEES OR INVITEES,
EXCEPT TO THE EXTENT CAUSED BY THE GROSS NEGLIGENCE OR
INTENTIONAL MISCONDUCT OF LESSOR, ITS SERVANTS, AGENTS OR
EMPLOYEES.
LESSOR DOES NOT GUARANTEE POLICE PROTECTION TO LESSEE OR ITS
PROPERTY. LESSOR IS OBLIGATED ONLY TO PROVIDE SECURITY ADEQUATE TO
MAINTAIN LESSOR'S CERTIFICATION UNDER FAA REGULATIONS. LESSEE
SHALL COMPLY WITH ALL APPLICABLE REGULATIONS OF THE FAA RELATING
TO AIRPORT SECURITY ON THE PREMISES WHICH IS RELATED TO LESSEE'S
OPERATIONS THEREON AND SHALL COOPERATE WITH LESSOR IN THE
IMPLEMENTATION AND ENFORCEMENT OF LESSOR'S SECURITY PLAN AT THE
AIRPORT. LESSEE SHALL PAY ALL FINES IMPOSED BY THE FAA ON LESSOR OR
LESSEE RESULTING FROM LESSEE'S FAILURE TO COMPLY WITH SUCH FAA
REGULATIONS OR TO PREVENT UNAUTHORIZED PERSONS OR PARTIES FROM
OBTAINING ACCESS TO THE AIR OPERATIONS AREA OF THE AIRPORT FROM
THE PREMISES.
13. TERMINATION.
In addition to termination rights contained elsewhere in this Lease, Lessor shall have the
right to terminate this Lease as follows:
13.1. 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 thirty (30)
calendar days. If Lessee fails to pay the balance outstanding within such time, Lessor
shall have the right to terminate this Lease immediately.
13.2. 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 such written notice to cure,
commence to cure, adjust or correct the problem to the standard existing prior to the
breach, and shall continue said efforts in a conscientious manner until said default is
cured. If Lessee fails to cure, or undertake to cure, the breach or default within such time
period, Lessor shall have the right to terminate this Lease immediately
13.3 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 breach or default as provided in Sections 13.1 or 13.2 of this Lease, then
subject to offsets for rents received by Lessor subsequent to the breach, Lessee shall be
liable for and shall pay to Lessor all rent due Lessor for the remainder of the term then in
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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.
13.4. Rights of Lessor Upon Termination or Expiration.
Upon termination or expiration of this Lease, title to all improvements on the
Premises and all fixtures and other items attached to any structure on the Premises shall
pass to Lessor. In addition, all rights, powers and privileges granted to Lessee hereunder
shall cease and Lessee shall vacate the Premises. Within twenty (20) days following the
effective date of termination or expiration, Lessee shall remove from the Premises all
trade fixtures, tools, machinery, equipment, materials and supplies placed on the
Premises by Lessee pursuant to this Lease. 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 stem 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.
14. 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 Don E. Hansen
Aviation Department 4201 North Main Street, Suite 119
4201 North Main Street, Suite 200 Fort Worth, Texas 76106
Fort Worth, Texas 76106
15. ASSIGNMENT AND SUBLETTING.
15.1. In General.
Lessee shall have the right to sublease all or portions of the Premises as provided
by and in accordance with Section 7 of this Lease. Otherwise, Lessee shall not assign,
sell, convey, sublease or transfer the entirety of its rights, privileges, duties or interests
granted by this Lease without the advance written consent of Lessor.
15.2. Conditions of Approved Assignments and Subleases.
Unimproved Ground Lease Agreement
Don E. Hansen Hangars 16S, 17S and 18S
Page 12
If Lessor consents to any assignment or sublease, all terms, covenants and
agreements set forth in this Lease shall apply to the assignee or sublessee, and such
assignee or sublessee shall be bound by the terms and conditions of this Lease the same
as if it had originally executed this Lease. The failure or refusal of Lessor to approve a
requested assignment or sublease shall not relieve Lessee of its obligations hereunder,
including payment of rentals, fees and charges.
16. 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 upon thirty (30) days' written notice. 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.
17. 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.
18. 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 Lessor; 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.
19. 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 race, color, national origin, religion, disability, sex, sexual orientation, transgender, gender
Unimproved Ground Lease Agreement
Don E.Hansen Hangars I6S, 17S and 18S
Page 13
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 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.
20. LICENSES AND PERMITS.
Lessee shall, at its sole expense, obtain and keep in effect all licenses and permits
necessary for the operation of its operations at the Airport.
21. GOVERNMENTAL POWERS.
It is understood and agreed that by execution of this Lease, Lessor does not waive or
surrender any of its governmental powers.
22. 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.
23. VENUE AND JURISDICTION.
If any action, whether real or asserted, at law or in equity, arises on the basis of any
provision of this Lease or of Lessee's operations on the Premises, venue for such action shall lie
in state courts located in Tarrant County, Texas or the United States District Court for the
Northern District of Texas, Fort Worth Division. This Lease shall be construed in accordance
with the laws of the State of Texas.
24. 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, and the prevailing party shall not be entitled to recover attorneys' fees.
Unimproved Ground Lease Agreement
Don E. Hansen Hangars I6S, 17S and 18S
Page 14
25. 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.
26. 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 labor restrictions,
transportation problems and/or any other cause beyond the reasonable control of Lessor or
Lessee.
27. 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.
28. ENTIRETY OF AGREEMENT.
This written instrument, including any documents attached hereto or 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.
Execution of this Lease hereby terminates CSC Nos. 8181, 9415, 17322, 18968 and 28261.
[Signature Pages Follow]
Unimproved Ground Lease Agreement
Don E.Hansen Hangarsl6S, 17S and 18S
Page 15
IN WITNESS WHEREOF, the parties hereto have executed this Lease in multiples, this
day of , 2010.
CITY OF FORT WORTH:
By: i�.
Fernando Costa
Assistant City Manager
Date: ///Z/0
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
City of Fort Worth, and that he executed the same as the act of 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 be
of ,
2010.
ROSELLABARNES
* '= MY COMMISSION EXPIRES '
March3t,2013 Notary Public in and for the State of Texas
APPROVED AS TO FORM AN
D LEGALITY: ATTEST: lQ n A
By:� �itr-G'4_ By: F0b�` �a
Charlene Sanders Marty Hendrix p� Uoa0000000
o �
Assistant City Attorney City Secretary plL-v o
p�o � o�d
Date: h / 11110 Date:
a o
a o��
M&C: C-21287; Approved 2/14/06 tj W o"uo�6o°°oa p,'d
LOFFICiAL RECORD
Unimproved Ground Lease Agreement CRETARYDon E. Hansen HangarsI6S, 17S and 18SPage 16 RTH TX
LESSEE:
DON E. HANSEN ATTEST:
By: ' A By:
Don E. Hansen Name:
Individual
Date:
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 Don E. Hansen, 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
Don E. Hansen, and that he executed the same as the act of Don E. Hansen, for the purposes
and consideration therein expressed and in the capacity therein stated.
GIVEN UNDER MY HAND AND SEAL OF OFFICE this day of
2010.
Notary Vublic i nd for the State of Texas
potrRYPk JUDY C. NICK ISbN t
uul$
v [Q Notary
TEx*:State s
'Comm Exp.,12-17,11
Unimproved Ground Lease Agreement
Don E.Hansen Hangars16S, 17S and 18S
Page 17
Exhibit "A"
Lease Site B-R:
A parcel of land out of Block 2, Meacham Airport Addition, according to plat thereof
recorded in Cabinet A, Slide 2445, of the Plat Records of Tarrant County, Texas, and
being more particularly described as follows to wit;
BEGINNING at a 1/2" iron rod found for the southeast corner of the herein described
lease site, said iron rod having NAD '83, Texas Coordinate System, North Central Zone,
coordinates of N=6,980,797.61, and E=2,320,460.46;
THENCE: North 87 degrees 43 minutes 00 seconds West, 389.90 feet to a nail found for
the southwest corner of the herein described lease site;
THENCE: North 02 degrees 17 minutes 00 seconds East, at 138.05 feet pass a nail found,
in all, 378.17 feet to a nail found at the beginning of a curve having a radius of 40.0 feet;
THENCE: Northeasterly with said curve to the right,through a central angle of 90
degrees 00 minutes 00 seconds, an arc distance of 62.83 feet to a City of Fort Worth brass
monument stamped#0810 set in place of a mark"X" found in concrete at its end,the
long chord of said curve bears North 47 degrees 17 minutes 00 seconds East, 56.57 feet;
THENCE: South 87 degrees 43 minutes 00 seconds East, 224.48 feet to a City of Fort
Worth brass monument stamped#0808 set in place of a mark"Y' found in concrete for
the most northerly northeast corner of the herein described lease site;
THENCE: South 02 degrees 11 minutes 03 seconds West, 94.46 feet to a City of Fort
Worth brass monument stamped#0809 set in place of a mark"Y' found in concrete;
THENCE: South 87 degrees 50 minutes 06 seconds East, 125.25 feet to a 5/8" iron rod
set with a red plastic cap stamped "City of Ft. Worth Survey Division" for the most east
northeast corner of the herein described lease site;
THENCE South 02 degrees 17 minutes 00 seconds West, 323.97 feet to the Place of
Beginning, and containing some 3.464 acres(150,879 square feet) of land, more or less.
Surveyed on the ground in August, September, October, November and December of
2008.
Note: In accordance with the Texas Board of Professional Land Surveying, General
Rules of Procedures and Practices, 663.19(9),this"report" consists of the real property
descriptions herein, and a map of survey. ,
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AND SOME EXISTING IMPROVEMENTS OF
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ADDITION, ACCORDING TO PLAT RECORDED
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GRAPHIC SCALE IN FEET ' sss wsxgr SUWEYE ON THE GROUND IN AUGUST,SEPTEMBER,OCTOBER,NOVEMBER AND DECEMBER OF—B.
Page 1 of 2
City of Fort Worth, Texas
Mayor and Council Communication
COUNCIL ACTION: Approved on 2/14/2006
CONTINUED FROM A PREVIOUS WEEK
DATE: Tuesday, February 07, 2006 REFERENCE NO.: C-21287
LOG NAME: 5555SAND ADD
SUBJECT:
Authorize Consent of Proposed Leasehold Improvements on Lease Site 9 South at Fort Worth Meacham
International Airport with Don E. Hansen
RECOMMENDATION:
It is recommended that the City Council authorize the City Manager to authorize consent of
proposed leasehold improvements on Lease Site 9 South at Fort Worth Meacham International
Airport with Don E. Hansen.
DISCUSSION:
On January 16, 2006, City staff received a request from Mr. Don E. Hansen, President of Sandpiper
Aviation,to develop leasehold improvements on Lease Site 9 South at Fort Worth Meacham International
Airport. On August 24, 1989 City Secretary Contract(CSC) No. 17327 was executed with Don E. Hansen
for the lease of site 9 South at Fort Worth Meacham International Airport. Don E. Hansen now proposes to
develop leasehold improvements on the lease site. The proposed improvements include 13,500 square
feet of aircraft storage space, associated parking and maneuvering areas and office space on the existing
lease site. The actual square footage of the improvements will be contingent upon a ground survey. The
total cost of the improvements is estimated to be approximately $450,000.
Mr. Hansen has requested that his existing contracts identified as CSC No's. 9779, 17322, 17325, 17327,
25212 along with all subsequent amendments be extended for a period of ten years with two five-year
options to renew. In exchange for the development of the leasehold improvements, City staff proposes to
cancel the existing contracts and execute a new agreement ultimately bundling the contracts under one
agreement. This will be more administratively efficient and allow for an extended term as proposed by Mr.
Hansen.
For the remainder of the existing terms, for all contracts, the rates and subsequent increases will be
applied as was previously negotiated. At the end of the original term, rental rates will then be adjusted to
the rates in effect at that time as is published in the Department of Aviation Schedule of Rates and
Charges and subject to an increase October 1, of any given year to reflect the upward percentage change,
if any, in the Consumer Price-Index.
Sandpiper Aviation has contributed significantly to the success of Fort Worth Meacham International
Airport through the successful promotion and management of their facilities. As a result of the
contributions made by Sandpiper Aviation and the condition of the existing hangar, City staff is in support
of this proposal, contingent upon the completion of the leasehold improvements.
The site plan is in accordance with the Fort Worth Meacham International Airport Master Plan. The
Federal Aviation Administration has reviewed the leasehold improvements and have no objections.
The property is located in COUNCIL DISTRICT 2.
http://apps.cfwnet.org/ecouncil/printmc.asp?id=5291&print=true&DocType=Print 11/11/2010
Page 2 of 2
FISCAL INFORMATION /CERTIFICATION:
The Finance Director certifies that this action will have no material effect on City funds.
FUND CENTERS:
TO Fund/Account/Centers FROM Fund/Account/Centers
CERTIFICATIONS:
Submitted for City Manager's Office by: Marc Ott (8476)
Originating Department Head: Mike Feeley (871-5403)
Additional Information Contact: Mike Feeley (871-5403)
ATTACHMENTS
No attachments found.
http://apps.cfwnet.org/ecouncil/printmc.asp?id=5291&print=true&DocType=Print 11/11/2010