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Home My WebLink AboutContract 32239-CA1 CITY SECRETARY CONTRACT leo. CONSENT TO ASSIGNMENT OF CITY SECRETARY CONTRACT NO. 32239 (UNIMPROVED GROUND LEASE AGREEMENT) This CONSENT TO ASSIGNMENT OF CITY SECRETARY CONTRACT NO. 32239 ("Consent") 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 Fernando Costa, its duly authorized Assistant City Manager; Alliance Aviation Investors, L.P., a Texas Limited partnership, f/k!a ALLIANCE AIR PARTNERS, LTD., ("Assignor" or "Lessee"), a Texas limited partnership, acting by and through Timothy D. Ward, the duly authorized senior vice president of Hillwood Services GP, LLC, general partner of Hillwood Operating, L.P., general partner of Assignor; and FBO PARTNERS, LTD. ("Assignee"), a Texas limited partnership, acting by and through Timothy D. Ward, duly authorized President of its general partner, Alliance Air Services, Inc., a Texas Corporation. The following introductory provisions are true and correct and form the basis of this Consent: A. Lessor and Lessee previously entered into City Secretary Contract No. 32239 (the"Lease"), a lease of Fifty Nine Thousand, Five Hundred (59,500) square feet of unimproved ground space at Fort Worth Alliance Airport("Airport"), as further specified in the Lease("Leased Premises"). B. Lessee now wishes to assign all of Lessee's right, title and interest in the Lease and 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. NOW, THEREFORE, for good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, Lessor, Assignor and Assignee agree as follows: 1. Lessor hereby consents to an assignment by Assignor to Assignee of all right, title and interest in the Lease and the Leased Premises (the "Assignment"), effective as of the last date that Lessor, Assignor and Assignee have executed this Consent ("Effective Date"). The Lease is incorporated herein by reference for all purposes. The Lease, dated as of August 25, 2005, is a public document 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 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. In the event of any conflict between this Consent and the Assignment, this Consent shall control. OFFICIAL RECORD Consent to Assignment of CSC No. 32239 by Alliance Air Partners,Ltd. to FBO Partners,Ltd. CITY SECRETP11' Page l of AJ9 :53 I tfT,WORTR 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 Assignee will faithfully perform, as an independent contractor, all duties and obligations of Lessee set forth in the Lease. 4. Assignor understands and agrees that Assignor will remain liable to Lessor for (i) any duty or obligation of Lessee that Lessee was required by the Lease to undertake or perform prior to the Effective Date and (ii) for any damages, including, but not limited to, property loss, property damage and/or personal injury off any kind, including death, to the extent caused by Assignor, its officers, agents, servants, employees or subcontractors. 5. All terms in this Consent that are capitalized but not defined shall have the meanings assigned to them in the Agreement. [SIGNATURES IMMEDIATELY FOLLOW ON NEXT PAGE] M L RECORD CRETARY RTH,TX Consent to Assignment of CSC No. 32239 by Alliance Air Partners,Ltd.to FBO Partners,Ltd. Page 2 of 5 IN WITNESS WHEREOF, the parties hereto have executed this Agreement in multiples on this the F day of 2010. CITY OF FORT WORTH: By: T��...r..� Fernando Costa Assistant City Manager Date:_ 810 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 2010. EVONIA DANIELS ' MY COMMISSION EXPIRES +;•...•+� My 10,2013 otary Public in and for the State of Texas APPROVED AS TO FORM ATTEST: AND LEGALITY- By: EGALITY:By: �,G�L �y -�� By Charlene Sanders aaa� arty Hendrix Assistant City Attorney of F �}ecretary b Qp4000Q r! M&C: ao 00 F°� �,o0Yd� Date: I L� 1�-V �K ° O CG* 00 AZ( m0coo OFFICIAL RECORD' Consent to Assignment of CSC No. 32239 CITY SECRETA R"', by Alliance Air Partners,Ltd. to FBO Partners,Ltd. Page 3 of 5 =T.NORTH. � ALLIANCE AVIATION INVESTORS,L.P. f/k/a ALLIANCE AIR PARTNERS, LTD.: ALLIANCE AVIATION INVESTORS, L.P., a Texas limited partnership By: Hillwood Operating, L.P., a Texas limited partnership, its general partner By: Hillwood Services GP, LLC, a Texas limited liability company, its general partner B y: Name: Timothy Ward Title: Senior Vic resident Date: STATE OF TEXAS § COUNTY OF TARRANT § This instrument was acknowledged before me on-4 , 2010,by Timothy D. Ward, senior vice president of Hillwood Services GP, LLO, a Tikas limited liability company, on behalf of said limited liability company, in its capacity as general partner of Hillwood Operating, L.P., a Texas limited partnership, on behalf of said limited partnership, in its capacity as general partner of Alliance Aviation Investors, L.P., a Texas limited partnership, on behalf of said limited partnership. ,;:r►r4•�y CHRISTINA CAREY =•� ^= Notary Public,State of Texas (wed( �.�T/t fi l�t My Commission Expiros August 03,zot i Notary Public, State opT,exas OFFICIAL.RECORD Consent to Assignment of CSC No. 32239 CITY SECRETARY by Alliance Air Partners,Ltd. to FBO Partners,Ltd. Page 4 of 5 FT WORTH,TX FBO PARTNERS, LTD.: FBO PARTNERS, LTD., a Texas limited partnership By: Alliance Air Services, Inc., a Texas corporation, itsngenall,partner ...By Name: Timothy D. Ward Title: Preside t Date: STATE OF TEXAS § COUNTY OF TARRANT § This instrument was acknowledged before me on , 2010, by Timothy D. Ward, President of Alliance Air Services, Inc., a T as corporation, on behalf of said corporation, in its capacity as general partner of FBO Partners, Ltd., a Texas limited partnership, on behalf of said limited partnership. CHRISTINA CAREY Notary Public,State of Texas (/ My Commission Expires August 03, 201t Notary Public, State of Texas -2011 My Commission Expires OFFICIAL RECORD CITY SECRETARY Consent to Assignment of CSC No. 32239 � FT.WORTH,TX by Alliance Air Partners,Ltd. to FBO Partners,Ltd. Page 5 of 5 Page 1 of 2 City of Fort Worth, Texas Mayor and Council Communication COUNCIL ACTION: Approved on 8/24/2010 DATE: Tuesday, August 24, 2010 REFERENCE NO.: **C-24412 LOG NAME: 55AFW FBO PARTNERS SUBJECT: Authorize the Execution of a Consent to Assignment of City Secretary Contract No. 32239, at Fort Worth Alliance Airport, by Alliance Aviation Investors, L.P., f/k/a Alliance Air Partners, Ltd. to FBO Partners Ltd. and Authorize the Execution of a Five Year Lease Renewal of City Secretary Contract No. 32239 with FBO Partners, Ltd. for 59,500 Square Feet of Land at Fort Worth Alliance Airport(COUNCIL DISTRICT 2) RECOMMENDATION: It is recommended that the City Council authorize the City Manager to execute: 1. A written consent to assignment by Alliance Aviation Investors, L.P., f/k/a Alliance Air Partners, Ltd. of all leasehold interest in City Secretary Contract No. 32239 at Fort Worth Alliance Airport, to FBO Partners, Ltd.; and 2. A five-year lease renewal of City Secretary Contract No. 32239 with FBO Partners, Ltd.for 59,500 square feet of land at Fort Worth Alliance Airport. DISCUSSION: On July 19, 2005, (M&C C-20848)the City Council approved City Secretary Contract No. 32239, a five year unimproved ground lease for 59,500 square feet of land with Alliance Air Partners, Ltd., at Fort Worth Alliance Airport. On July 23, 2010, Mr. Timothy D. Ward, of Alliance Aviation Investors, L.P., f/k/a Alliance Air Partners, Ltd., assigned all rights,title and interest in the Lease to FBO Partners Ltd. Upon City Council approval, FBO Partners Ltd. will assume oversight of all leasehold interests and obligations associated with the Lease. City staff has no objection to this request. Staff has received a request from Mr. Ward to execute a five year lease renewal option in accordance with the lease agreement. This is the only renewal option available with City Secretary Contract No. 32239. This renewal will commence August 16, 2010 and expire August 15, 2015. In accordance with the current Schedule of Rates and Charges,this lease site of 59,500 square feet will lease for$0.32 per square foot and will generate revenue of$19,040.00 per year, or$1,586.67 monthly. Rental rates shall be subject to an increase on October 1, of any given year to reflect the upward percentage change, if any, in the Consumer Price Index for the period since the last adjustment. All agreement terms will be in accordance with City and Aviation Department policies. The property is located in COUNCIL DISTRICT 2. FISCAL INFORMATION /CERTIFICATION: The Financial Management Services Director certifies that the Aviation Department is responsible for the collection and deposit of funds due to the City. FUND CENTERS: http://apps.cfwnet.org/ecouncil/printmc.asp?id=13961&print=true&DocType=Print 8/25/2010 Page 2 of 2 TO Fund/Account/Centers FROM Fund/Account/Centers PE40 491052 0551301 $19.040.00 CERTIFICATIONS: Submitted for City Manager's Office by: Fernando Costa (6122) Originating Department Head: Kent Penney (5403) Additional Information Contact: Jonnie Huitt (5409) ATTACHMENTS No attachments found. http://apps.cfwnet.org/ecouncil/printmc.asp?id=13961&print=true&DocType=Print 8/25/2010