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HomeMy WebLinkAboutContract 51693 CITY SECRETARY CONTRACT NO. RECEIVED DEC 2 12018 i FORT WORTH AVIATION DEPARTMENT CITY OF FORT WORTH MONTH-TO-MONTH CITY SECRETARY ADMINISTRATION BUILDING OFFICE LEASE V� FORT WORTH MEACHAM INTERNATIONAL AIRPORT This ADMINISTRATION BUILDING OFFICE LEASE AGREEMENT ("Lease") is made and entered into by and between the CITY OF FORT WORTH ("Lessor"), a home rule municipal corporation under the State of Texas, acting by and through Fernando Costa, its duly authorized Assistant City Manager, and GREY AVIATION ADVISORS AND SOLUTIONS, INC. ("Lessee"), a Florida Business acting by and through SANDRA P. BUNNICCELLI, its duly authorized CHIEF ADMINSTRATIVE OFFICER. In consideration of the mutual covenants, promises and obligations contained herein, the parties agree as follows: 1. PROPERTY LEASED. Lessor demises and leases to Lessee the following real property (hereinafter referred to as "Premises") in the Administration Building ("Admin Building") at Fort Worth Meacham International Airport("Airport") in Fort Worth, Tarrant County, Texas: 1,097 square feet of office space identified as Suite L23, Lower Level, depicted on Exhibit "A", attached hereto and hereby made a part of this Lease for all purposes. 2. TERM OF LEASE. 2.1 Initial Term The Initial Term of this Lease shall commence on December 1, 2018 ("Effective Date") and continue on a month-to-month basis until either party terminates this Agreement, for any reason, by providing the other party with not less than 30-days written notice prior to the effective date of such termination. 3. RENT. 3.1. Rates and Adjustments. Lessee shall commence the payment of rent, in accordance with this Section 3, on the Effective Date of this Lease. From the Effective Date, Lessee hereby promises and agrees to pay Lessor a rental rate of$14.00 per square foot, which is the current rental rate as prescribed under the Lessor's Schedule of Rates and Charges, for the 1,097 square feet on the Premises, for a total of One Thousand Two Hundred Seventy-Nine Dollars and 83/100 ($1,279.83) per month. On October 1, 2019, and on October I st of each year thereafter during both, the Initial Term, and any Renewal Term, Lessee's rental rate shall be adjusted to comply with the rates prescribed for the Premises by Lessor's Schedule of Rates and Charges in effect at the respective time. In no event shall Lessee's monthly rental rate exc '- current rates prescribed by Lessor's published Schedule of Rates and ChWRECORI CITY SECRETARY Fort Worth Meacham International Airport Administration Building Office Lease Agreement FT. WORTH,TX Grey Aviation Advisors and Solutions,Inc.—Suite L23 Pagell of 1 the type or types of property at the Airport similar to the type or types of property that comprise the Premises. 3.2. Payment Dates and Late Fees. Monthly rent payments under this Lease 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 Revenue Office as set forth in Section 17. Rent shall be considered past due if Lessor has not received full payment on or before the 10th day of the month for which payment is due. Lessor will assess a late penalty charge of ten percent (10%) per month on top of the entire month's rent for each month in which rent is past due. 4. UTILITIES. Lessor agrees and covenants that it will pay for all utilities in use on the Premises, with the exception of telephone utilities and internet service. Lessee agrees that all electrically- operated equipment which may be used on the Premises shall fully comply with the City of Fort Worth Mechanical, Electrical, Plumbing, Fire and Building Codes, as they exist or may hereafter be amended. 5. MAINTENANCE AND REPAIRS. 5.1. Maintenance and Repairs by Lessor. Lessor shall provide janitorial services to the Premises. Lessor agrees to perform minor repairs and maintenance on a timely basis as required by the ordinary use of the Premises under the terms of this Lease and which are not caused by any violation thereof by Lessee. Lessor shall have the right and privilege, through its officers, agents, servants or employees to inspect the Premises at any time. If Lessor determines that Lessee is responsible for any maintenance or repairs required on the Premises, it shall notify Lessee in writing. Lessee agrees to undertake such maintenance or repair work within thirty (30) calendar days of receipt of notice. If Lessee fails to undertake the maintenance or repairs recommended within this time, Lessor may, in its discretion, perform the necessary maintenance or repairs on behalf of Lessee. In this event, Lessee will reimburse Lessor for the cost of the maintenance or repairs, and payment will be due on the date of Lessee's next monthly rental payment following completion of the repairs. 5.2. 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 shall not allow any holes to be drilled or made in the brick, plaster or cement work. Lessee will not pile or store boxes, cartons, barrels or other similar items in a manner that is unsafe or unsightly. Upon termination of this Lease, Lessee agrees to return the Premises to Lessor in the same Fort Worth Meacham International Airport Administration Building Office Lease Agreement Grey Aviation Advisors and Solutions,Inc.—Suite L23 Page 2 of 14 condition as originally received, subject to ordinary wear and tear consistent with normal use over time. Lessee is responsible for all damages caused by the negligence or misconduct of Lessee, its agents, servants, employees, contractors, subcontractors, patrons, licensees, invitees or trespassers. For any portion of the Premises located in the basement of the Administration Building, Lessee shall provide, at Lessee's own expense, and use covered metal receptacles for the temporary storage of all trash and garbage and arrange and pay for the sanitary transport and permanent disposal away from the Airport of all of Lessee's trash, garbage and refuse. 5.3. Inspection. Lessor,through its officers,agents, servants or employees,reserves the right to enter the Premises at any time in order to perform any and all duties or obligations which Lessor is authorized or required to do under the terms of this Lease or to perform its governmental duties under federal, state or local rules, regulations and laws (including, but not limited to, inspections under applicable Health, Mechanical, Building, Electrical, Plumbing, and Fire Codes, or other health, safety and general welfare regulations). Lessee will permit the Fire Marshal of the City of Fort Worth or his agents to make inspection of the Premises at any time,and Lessee will comply with all recommendations made to Lessee by the Fire Marshal or his agents 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 added or amended. Lessee shall maintain in a proper condition accessible fire extinguishers of a number and type approved by Fire Underwriters for the particular hazard involved. Lessor shall provide Lessee with advance notice of inspection when reasonable under the circumstances. 6. ACCEPTANCE OF PREMISES. Lessee agrees and covenants that it has inspected the Premises and is fully advised of its own rights without reliance upon any representation made by Lessor concerning the condition of the Premises. Lessee accepts the Premises in its present condition as satisfactory for all purposes set forth in this Lease. 7. CONSTRUCTION AND IMPROVEMENTS. Lessee may not undertake or allow any party to undertake any kind of alteration, erection, improvement or other construction work on or to the Premises unless it first requests and receives in writing approval from the Airport Systems Director or authorized representative. All such approved construction work on and improvements to the Premises shall comply fully with the Americans with Disabilities Act of 1990, as amended. 8. PARKING. Lessee shall have the right to use the designated public parking areas to the extent available and in accordance with policies established by the Director of Airport Systems or Fort Worth Meacham International Airport Administration Building Office Lease Agreement Grey Aviation Advisors and Solutions,Inc.—Suite L23 Page 3 of 14 authorized representative, for the parking of company vehicles and the vehicles of its employees, licensees or invitees, subject to all ordinances and regulations of the City of Fort Worth and all other applicable laws. 9. USE OF PREMISES. Lessee agrees to use the Premises exclusively for the purpose proposed to and approved by the Department of Aviation. Any proposed change to the use and activity within the lessee space must be approved by the Department of Aviation prior to the change occurring. 10. SIGNS. Lessee may, at its own expense and with the prior written approval of the Airport Systems Director or authorized representative, create, install, and maintain signage. Such signs, however, must be in keeping with the size, color, location and manner of display of other signs throughout the Administration Building. In addition, Lessee may not install a sign outside the Administration Building on Lessor's property without prior written approval by the Airport Systems Director or authorized representative as to the sign's placement, appearance, construction, and conformity with applicable City Code restrictions. The Meacham Administration Building's location sign on Main Street is part of the airport's Unified Signage Agreement. All associated signage panels must be approved and procured by the lessor. The lessee will remit payment in advance to the lessor for the sign panel cost. Lessee shall maintain all signs in a safe,neat, sightly and physically good condition. Lessee agrees to pay Lessor for any damage, injury or necessary repairs to the Premises resulting from the installation, maintenance or removal of any such sign. Lessee also agrees to remove any signs at its own expense immediately upon receipt of instructions for such removal from the Airport Systems Director or authorized representative. 11. RIGHTS AND RESERVATIONS OF LESSOR. Lessor hereby retains the following rights and reservations: 11.1. All fixtures and items permanently attached to any structure on the Premises belong to Lessor, and any additions or alterations made thereon, shall immediately become the property of Lessor. 11.2. 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. 11.3. Lessor reserves the right to close temporarily the Airport or any of its facilities for maintenance,improvements, safety or security of either the Airport or the public Fort Worth Meacham International Airport Administration Building Office Lease Agreement Grey Aviation Advisors and Solutions,Inc.—Suite L23 Page 4 of 14 or for any other cause deemed necessary by Lessor. In this event, 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. 11.4. 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. 11.5. 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. 11.6. 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. 12. INSURANCE. Lessee shall procure and maintain at all times, in full force and effect, a policy or policies of insurance as specified herein, naming the City of Fort Worth as an additional insured and covering all public risks related to the leasing, use, occupancy, maintenance, existence or location of the Premises. Lessee shall obtain the required insurance specified to be maintained by a commercial tenant in accordance with Exhibit "B", the "City of Fort Worth Aviation Insurance Requirements"attached hereto and made part of this Lease for all purposes. 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. 12.1. Adiustments to Required Coveraize and Limits. Insurance requirements, including additional types of coverage and increased limits on existing coverages, are subject to change at Lessor's option and as necessary to cover Lessee's and any Sublessees' operations at the Airport. Lessee will accordingly comply with such new requirements within thirty (30) days following notice to Lessee. Fort Worth Meacham International Airport Administration Building Office Lease Agreement Grey Aviation Advisors and Solutions,Inc.—Suite L23 Page 5 of 14 12.2 Lessee shall procure and maintain at all times, in full force and effect, a policy or policies of insurance as more particularly set forth in Exhibit"B", which is attached hereto and incorporated herein for all purposes. 12.3 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. 13. 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, patrons, 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. 14. INDEMNIFICATION. LESSEE HEREB YA SS UMESA LL LIABILITYAND RESP ONSIBILITY FOR PROPERTY LOSS, PROPERTY DAMAGE AND/OR PERSONAL INJURY OF ANY KIND, INCL UDING DEATH, TO ANYAND ALL PERSONS, OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, ARISING O UT OF OR IN CONNECTION WITH THE USE OF THE AIRPORT UNDER THIS LEASE OR WITH THE LEASING, MAINTENANCE, USE, OCCUPANCY, EXISTENCE OR LOCATION OF THE PREMISES, EXCEPT TO THE EXTENT CA USED BY THE NEGLIGENT ACTS OR OMISSIONS OR INTENTIONAL MISCONDUCT OF LESSOR.. LESSEE COVENANTS AND AGREES TO, AND DOES HEREBY, INDEMNIFY, HOLD HARMLESS AND DEFEND LESSOR, ITS OFFICERS,AGENTS, SERVANTS AND EMPLOYEES, FROM AND AGAINST ANY AND ALL CLAIMS OR LAWSUITS FOR EITHER PROPERTY DAMAGE OR LOSS(INCL UDING ALLEGED DAMAGE OR LOSS TO LESSEE'S BUSINESS AND ANY RESULTING LOST PROFITS)AND/OR PERSONAL INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS, OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, ARISING OUT OF OR IN CONNECTION WITH THE USE OF THE AIRPORT UNDER THIS LEASE OR WITH THE LEASING, MAINTENANCE, USE, OCCUPANCY, EXISTENCE OR LOCATION OF THE PREMISES, EXCEPT TO THE EXTENT CA USED BY THE NEGLIGENT ACTS OR OMISSIONS OR INTENTIONAL MISCONDUCT OF LESSOR. Fort Worth Meacham International Airport Administration Building Office Lease Agreement Grey Aviation Advisors and Solutions,Inc.—Suite L23 Page 6 of 14 LESSEE ASSUMES ALL RESPONSIBILITY AND AGREES TO PAY LESSOR FOR ANY AND ALL INJURY OR DAMAGE TO LESSOR'S PROPERTY WHICH ARISES OUT OF OR IN CONNECTION WITH ANY AND ALL ACTS OR OMISSIONS OF LESSEE, ITS OFFICERS, AGENTS, EMPLOYEES, CONTRACTORS, SUBCONTRACTORS, LICENSEES, INVITEES, PATRONS OR TRESPASSERS, EXCEPT TO THE EXTENT CAUSED BY THE NEGLIGENT ACTS OR OMISSIONS OR INTENTIONAL MISCONDUCT OF LESSOR.. LESSOR DOES NOT GUARANTEE POLICE PROTECTION TO LESSEE OR ITS PROPERTY. LESSOR SHALL NOT BE RESPONSIBLE FOR INJURY TO ANY PERSON ON THE PREMISES OR FOR HARM TO ANY PROPERTY WHICH BELONGS TO LESSEE, ITS OFFICERS, AGENTS, SERVANTS, EMPLOYEES, CONTRACTORS, SUBCONTRACTORS, LICENSEES, INVITEES OR PATRONS, AND WHICH MAY BE STOLEN, DESTROYED OR IN ANY WAY DAMAGED; AND LESSEE HEREBY INDEMNIFIES AND HOLDS HARMLESS LESSOR, ITS OFFICERS, AGENTS, SERVANTS AND EMPLOYEES FROM AND AGAINST ANY AND ALL SUCH CLAIMS, EXCEPT TO THE EXTENT CAUSED BY THE NEGLIGENT ACTS OR OMISSIONS OR INTENTIONAL MISCONDUCT OF LESSOR.. 15. WAIVER OF CHARITABLE IMMUNITY OR EXEMPTION. If Lessee, as a charitable association, corporation, partnership, individual enterprise or entity, claims immunity to or an exemption from liability for any kind of property damage or personal damage, injury or death, Lessee hereby expressly waives its rights to plead defensively any such immunity or exemption as against Lessor. 16. TERMINATION. In addition to termination rights contained elsewhere in this Lease,Lessor shall have the right to terminate this Lease as follows: 16.1. 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 ten (10) calendar days. If Lessee fails to pay the balance outstanding within such time,Lessor shall have the right to terminate this Lease immediately. 16.2. 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 receipt of such written notice to cure, adjust or correct the problem to the standard existing prior to the breach. If Lessee fails to cure the breach or default within such time period, Lessor shall have the right to terminate this Lease immediately, unless such breach or default is not susceptible to cure within thirty(30) calendar days, in which event Lessee shall have such additional time to effect a cure as determined by Lessor. Fort Worth Meacham International Airport Administration Building Office Lease Agreement Grey Aviation Advisors and Solutions,Inc.—Suite L23 Page 7 of 14 16.3. Abandonment or Non-Use of the Premises. Lessee's abandonment or non-use of the Premises for any reason for more than thirty (30) consecutive calendar days shall constitute grounds for immediate termination of this Lease by Lessor, unless such non-use is caused by Force Majeure, as set forth in Section 29 below. 16.4. 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 other breach or default as provided in Sections 16.1, 16.2 or 16.3 of this Lease, Lessee shall be liable for and shall pay to Lessor all rent due Lessor for the remainder of the term then in 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. 16.5. Rights of Lessor Upon Termination or Expiration. Upon termination or expiration of this Lease, 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. 17. 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 Grey Aviation Advisors and Solutions, Inc. Aviation Department 503-A Harbor Blvd. 201 American Concourse, Suite 330 Destin, Florida 32541 Fort Worth, Texas 76106-2749 (850) 424-6867 Fort Worth Meacham International Airport Administration Building Office Lease Agreement Grey Aviation Advisors and Solutions,Inc.—Suite L23 Page 8 of 14 18. ASSIGNMENT AND SUBLETTING. Lessee shall not assign, sell, convey, sublet or transfer any of its rights, privileges, duties or interests granted by this Lease without the advance written consent of Lessor. Any such transaction attempted by Lessee without prior written consent by Lessor shall be null and void. If Lessor consents to any such transaction, the respective assignee or sublessee shall consent to comply in writing with all terms and conditions set forth in this Lease the same as if that party had originally executed this Lease. 19. 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 immediately. 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. 20. 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. 21. 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 the City of Fort Worth and the City of Fort Worth Police, Fire and Health Departments; 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. Fort Worth Meacham International Airport Administration Building Office Lease Agreement Grey Aviation Advisors and Solutions,Inc.—Suite L23 Page 9 of 14 21.1 Compliance with Minimum Standards and Schedule of Rates and Charges: Lessee hereby agrees to comply at all times with the City's Minimum Standards, as may be adopted by the City Council from time to time. Lessee shall be bound by any charges adopted in the City's Schedule of Rates and Charges,as may be adopted by the City Council from time to time. 22. 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 age, race, color, national origin, religion, disability, sex, sexual orientation, transgender, gender 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 age, 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. 23. LICENSES AND PERMITS. Lessee shall, at its sole expense, obtain and keep in effect all licenses and permits necessary for the operation of its business at the Airport. 24. GOVERNMENTAL POWERS. It is understood and agreed that by execution of this Lease, the City of Fort Worth does not waive or surrender any of its governmental powers. 25. NOW RIVER. 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. Fort Worth Meacham International Airport Administration Building Office Lease Agreement Grey Aviation Advisors and Solutions,Inc.—Suite L23 Page 10 of 14 26. VENUE. Should any action, whether real or asserted, at law or in equity, arise out of the terms of this Lease or by Lessee's operations on the Premises, venue for such action shall lie in state courts 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. 27. 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. 28. 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. 29. 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 by any governmental authority, transportation problems and/or any other cause beyond the reasonable control of the parties. 30. 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. 31. SIGNATURE AUTHORITY. The person signing this agreement hereby warrants that he/she has the legal authority to execute this agreement 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. Each party is fully entitled to rely on these warranties and representations in entering into this Agreement or any amendment hereto. Fort Worth Meacham International Airport Administration Building Office Lease Agreement Grey Aviation Advisors and Solutions,Inc.—Suite L23 Page I I of 14 32. CHAPTER 2270 OF THE TEXAS GOVERNMENT CODE. Lessee acknowledges that in accordance with Chapter 2270 of the Texas Government Code, the City is prohibited from entering into a contract with a company for goods or services unless the contract contains a written verification from the company that it: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the contract. The terms "boycott Israel" and "company" shall have the meanings ascribed to those terms in Section 808.001 of the Texas Government Code. By signing this Lease,Lessee certifies thatLessee's signature provides written verification to the City that Lessee: (1) does not boycott Israel; and(2) will not boycott Israel during the term of the Lease. 33. ENTIRETY OF AGREEMENT. This written instrument, including any documents 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. [Signature Pages to Follow] Fort Worth Meacham International Airport Administration Building Office Lease Agreement Grey Aviation Advisors and Solutions,Inc.—Suite L23 Page 12 of 14 IESS WHEREOF Ihe parties hereto have executed this Agreement in multiples on this the ay of v , 2018. CITY/OF FORT WORTH: By: William Welstead Director of Airport Systems 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 William Welstead, 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. GIVaE�1hU�� AND A?—C—day AND SEAL OF OFFICE t ' ����//((%% , 2018. Py...11z ANNE MARIL459765 Notary Public, S ^ 7c Comm. Expires 05-01-2022] Notary ub is in and for the State of Texas Notary ID APPROVED AS TO FORM ATTEST: AND LEGALI Y: �� FOR, By: By: Thomas Royce Hansen, Mary J. er Assistant City Attorney City Secretary ..� M&C: N/A OFFICIAL RECORD CITY SECRETARY FT. WORTH,TX Fort Worth Meacham International Airport Administration Building Office Lease Agreement Grey Aviation Advisors and Solutions,loc.—Suite L23 Page 13 of 14 Contract Compliance Manager: By signing, I acknowledge that I am the person responsible for the monitoring and administration of this contract, including ensuring all performance and reporting requirements. 7 �� Leasing Coordinator: Print Name: LESSEE: G Y IATION AD ISO SAND SOLUTIONS, INC. B an a P. Bunnicelli, Chief Administrative Officer Date: ll- c�U STATE OF § COUNTY OF Tangy) § BEFORE ME, the undersigned authority, a Notary Public in and for the State of , on this day personally appeared Sandra P.Bunnicelli,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 GREY AVIATION ADVISORS AND SOLUTIONS, INC. and that he executed the same as the act of GREY AVIATION ADVISORS AND SOLUTIONS, INC. for the purposes and consideration therein expressed and in the capacity therein stated. GIVEN DER MY HAND AND SEAL OF OFFICE this V day of NO U ,2018. ,,Y Ptttt ANNE MARIE STOWE 4c,_Notary Public,State of Texas : +P Comm. Expires 05-01-2022 Notary Public in and for the State of ''�4'JIWO;° Notary ID 459765 OFFICIAL RECORD CITY SECRETARY FT. WORTH,TX Fort Worth Meacham International Airport Administration Building Office Lease Agreement Grey Aviation Advisors and Solutions,Inc.—Suite L23 Page 14 of 14 O r O O N T- (C)(C) � r N C) U ANO Q � CjN � CL0 T- oN N m � o00 O t N X NT- LL 00 - o 0 4- a = r= U L U ayes C 0 L c15 CL .E • N JLL J J W LL hmO F INm aye _ O,� 40 f ■ I' T • W a J �y N a LU • LL E__ W m Lu LL J Q �— ccn Q z = o r QQ � LU UJ o F- . H JOB NO: 09053-00 DATE: 3 FEB 2017 SHEET: LL-1 AVIA170N EXHIBIT B-MINIMUM INSURANCE REQUIREMENTS Commercial Environmental Automobile Liability (To Category Property Insurance General Liability HangarlitLiability Impairment Aircraft and Passenger Include Hired&Non-owned Liability Liability y Vehiclees) 5 Fixed Base Operators(FBO's) Yes $5,000,000 $5,000,000 $1,000,000 $ 1,000,000 Aircraft Maintenance Operator and Avionics or Instrument Maintenance •5 $1,000,000 $1,000,000 $ 1,000,000 Operator-Piston Aircraft Maintenance Operator and Avionics or Instrument Maintenance '5 $5,000,000 $1,000,000 $ 1,000,000 Operator-Turbine Avionics or Instrument Maintenance .s $1,000,000 $ 1,000,000 Operator (Bench work Only) Aircraft Rental or Flight Training •5 $1,000,000 2 $1,000,000/occurrence $ 1,000,000 Operator .s $100,000/passenger Aircraft Charter or Aircraft .5 $5,000,000/occurrence Management Operator •s $1,000,000 $ 1,000,000 $500,000/passenger Aircraft Sales Operator 5 $1,000,0007 $1,000,000 $1,000,000/occurrence $ 1,000,000 • $100,000/passenger Aircraft Storage Operator 5 $1,000,000 $1,000,000 •5 $5,000,000 3 $5,000,000 $ 1,000,000 Aviation Service Sole Proprietor •5 $1,000,000 2 $1,000,000/occurrence $ 250,000 $100,000/passenger Other Commercial Aeronautical $1,000,000 Activities $300,000/occurrence $ 1,000,000 Temporary Specialized Aviation $1,000,000 $300,000/occurrence $ 1,000,000 Service Operator Non-Commercial Hangar Lessee •5 $1,000,000 7 $300,000/occurrence $ 1,000,000 Non-Commercial Flying Club •5 $1,000,000 7 $1,000,000/occurrence $ 1,000,000 $100,000/passenger Non-Commercial Self-Fueling •s Permitee Jet Fuel and/or A as) $1,000,000 $1,000,000 $300,000/occurrence $ 1,000,000 Non-Commercial Self-Fueling 7 Permitee •5 $1,000,000 $500,000 $300,000/occurrence $ 250,000 Alternative Fuels e.q.m as 7 Box Hangar,T-Hangar,Community •5 $1,000,000 $300,000/occurrence $ 250,000 Hangar Other 'Insurance requirements subject to determination by Aviation Department and Risk Management. Additional Insurance Requirements •Lessee's policies are to be primary to any other valid and collectible insurance available to the City -AH policies shall include a Waiver of Subrogation in favor of the City(Temporary SASO must also include Airport Lessee) -The City of Fort Worth shall be named as Additional Insured(Temporary SASO must also include Airport Lessee) -Policies shall have no exclusions by endorsement,which,neither nullify or amend the required lines of coverage,nor decrease the limits of said coverage Coverage per aircraft should be equivalent to the average aircraft value at one time and coverage per occurrence should be equivalent to the average of the maximum value of total aircraft at one time,but not less than the amount noted above 2 Must Include Negligent Instruction Coverage 3 If aircraft storage operator is providing subleasing space for aircraft storage 4 Only required for those providing flight instruction 5 Depends on terms of the lease agreement If vehicle parked landside-State minimums would apply 7 Coverage may be provided by endorsement Aviation Minimum Standards, City of Fort Worth Aviation Department(06/03/2014) DEFINITIONS: Coverage for the Building includes(but is not limited to)the building and structures, completed additions to covered buildings,outdoor fixtures, permanently installed fixtures,machinery and equipment. The building material used to maintain and service the insured's premises is also insured. Business Personal Property owned by the insured and used in the insured's business is covered for direct loss or damage. The coverage includes(but is not limited to) furniture and fixtures,stock, improvements and betterments, leased property for which you have a contractual obligation to insure and several other similar business property items when not specifically excluded from coverage. The policy is also designed to protect the insured against loss or damage to the Personal Property of Others while in the insured's care,custody and control. PROPERTY INSURANCE Business Income(sometimes called Business Interruption)affords protection against the loss of earnings of a business during the time required to rebuild or repair covered property damaged or destroyed by fire or some other insured cause of loss. Extra Expense allows coverage for those additional expenses over and above normal operating expenses paid due to damage to covered property from a covered cause of loss. These expenses could include rent,utilities,moving expenses,telephone, advertising and labor. This coverage protects the insured for bodily injury or property damage to the third parties,for which they are legally liable. The policy covers accidents occurring on the premises or away from the premises. Coverage is provided for injury or damages arising out of goods or products made or sold by the named insured. Coverage is afforded for the named insured and employees of the named insured; however, several individuals and organizations other than the named insured may be covered depending upon certain circumstances specified in the policy. In addition to the limits,the policy provides supplemental payments for attorney fees,court costs and other expenses associated with a claim or the defense of a liability suit. Coverage A-Bodily Injury and Property Damage Liability COMMERCIAL GENERAL Bodily Injury means physical injury,sickness or disease,including death. Property Damage means physical injury LIABILITY to tangible property, including the resulting loss of use of that property. Coverage B-Personal Injury and Advertising Injury Liability Personal Injury means false arrest, malicious prosecution,wrongful entry or eviction, libel,slander and violations of a person's right of privacy. Advertising Injury means libel, slander,disparagement,violations of a person's right of privacy, misappropriation and copyright infringement. Coverage C-Medical Payments Medical Payments means medical expenses for bodily injury caused by an accident. HANGARKEEPERS Insures the hanger operator for legal obligations to pay damages due to loss to an aircraft that occurs when the aircraft is in the care,custody or control of the insured for safekeeping,storage,service or repair, Coverage LIABILITY extends to liability claims involving an aircraft's loss of use. Insures the pollution exposure associated with the insured's property and operations, Including costs of cleanup and remedial or corrective action due to a third-party demand or a government order. The Pollution exclusion in general ENVIROMENTAL liability insurance effectively eliminates coverage for damages for bodily injury,property damage and cleanup costs IMPIRMENT LIABILITY arising from most types of pollution events. Because of this, customized protection for the pollution exposure of numerous insureds in this category is essential. Coverage geared specifically to the operation of aircraft and the risks involved in aviation.Aviation insurance policies are distinctly different from those for other areas of transportation and tend to incorporate aviation AIRCRAFT AND terminology,as well as terminology,limits and clauses specific to aviation insurance. Passenger liability protects PASSENGER LIABILI'T'Y passengers riding in the accident aircraft who are injured or killed. In many countries this coverage is mandatory only for commercial or large aircraft.Coverage is often sold on a"per-seat"basis,with a specified limit for each passenger seat. The liability coverage of the Business Auto Policy provides protection against legal liability arising out of the AUTOMOBILE LIABILITY ownership, maintenance or use of any insured automobile. The insuring agreement agrees to pay for bodily injury (TO INCLUDE HIRED& or property damage for which the insured is legally responsible because of an automobile accident. The policy also NON-OWNED VEHICLES) states that, in addition to the payment of damages,the insurer also agrees to defend the insured for all legal defense cost. The defense is in addition to the policy limits. WAIVER OF An agreement between two parties in which one party agrees to waive subrogation rights against another in the SUBROGATION event of a loss. The intent is to prevent one party's insurer from pursuing subrogation against the other party. Aviation Minimum Standards, City of Fort Worth Aviation Department(0 610 312 01 4)