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Home My WebLink AboutContract 36170 t" t;tCRETARY '-'ONTRACT NO. M1 N Upon recordation, return to: Noelle L. Garsek Winstead PC 5400 Renaissance Tower 1201 Elm Street Dallas, Texas 75270 FIRST AMENDMENT TO MEMORANDUM OF LEASE This FIRST AMENDMENT TO MEMORANDUM OF LEASE (this "Amendment') is made and entered into as of October 30, 2007, by and between the CITY OF FORT WORTH, TEXAS, a Texas home-rule city ("Lessor"), and OMNI FORT WORTH PARTNERSHIP, L.P., a Delaware limited partnership ("Lessee"). RECITALS: A. WHEREAS, Lessor and Lessee entered into that certain Memorandum of Lease dated April 27, 2005, and recorded under Instrument Number D205136078 in the Real Property Records of Tarrant County, Texas, and also referred to as City Secretary Contract No. 31737 (as same may be amended, the "Memorandum"); and B. WHEREAS, Lessor and Lessee have entered into that certain Ground Lease Agreement dated April 27, 2005 (the "Lease"), whereby Lessee has leased from Lessor the land described on Exhibit A attached to the Lease Amendment (defined below) (the "Leased Premises"); and C. WHEREAS, Concurrently with entering into this Amendment, Lessor and Lessee have entered into that certain First Amendment to Ground Lease ("Lease Amendment') which Lease Amendment, pursuant to Section 4.5 of the Ground Lease, replaced the legal description formerly attached to the Ground Lease as Exhibit A with the legal description attached to the Lease Amendment; and D. WHEREAS, Lessor and Lessee desire to amend the terms of the Memorandum upon the terms and conditions set forth hereinbelow. AGREEMENTS: NOW, THEREFORE, for and in consideration of the foregoing premises and the mutual covenants and agreements set forth hereinbelow, together with other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged by each of the parties hereto, the parties hereto agree as follows: 1. Exhibits. The Memorandum is hereby amended to replace Exhibit A to the Memorandum with Exhibit A attached to this Amendment. 2. Effect of Amendment. Except as specifically amended by the provisions of this Amendment, the terms and provisions stated in the Memorandum shall continue to govern the FIRST AMENDMENT TO MEMORANDUM OF LEASE—Page l rights and obligations of Lessor and Lessee with respect to the matters that are the subject of the Memorandum; and all provisions and covenants of the Memorandum shall remain in full force and effect as stated therein, except to the extent as specifically amended by the provisions of this Amendment. 3. Capitalized Terms. Except as otherwise defined in this Amendment, all capitalized terms used herein shall have the meaning given to such terms in the Memorandum. 4. Counterparts. To facilitate execution of this Amendment, this Amendment may be executed in one or more counterparts as may be convenient or required, and an executed copy of this Amendment delivered by facsimile shall have the effect of an original, executed instrument. All counterparts of this Amendment shall collectively constitute a single instrument, but in making proof of this Amendment, it shall not be necessary to produce or account for more than one such counterpart. [THE REMAINDER OF THIS PAGE IS INTENTIONALLY LEFT BLANK] FIRST AMENDMENT TO MEMORANDUM OF LEASE—Page 2 /no IN WITNESS WHEREOF, Lessor has executed this Amendment effective as of the day first written above. LESSOR: Approved as to form: CITY OF FORT WORTH, a Texas home-rule cit By: City Attorney C_ / Name: U O 6 Title: CityvNianager 3- ATTEST: City Secreta STATE OF TEXAS § COUNTY OF TARRANT § This instrnt was a owledged before me on this MAday o �yC�1 2007, by he City Manager of the City of Fort Worth, exas, a Texas home-rule ty, on beh of s id city. I /�_. jjj�k Not Public, State of Texas My Commission Expires: (Printed Name of Notary Public) �tHx PEA n MARIA S. SANCHEZ NOTARY PUBLIC STATE OF TEXAS OF" My Comm.Up.12-14-2009 FIRST AMENDMENT TO MEMORANDUM OF LEASE—Page 3 IN WITNESS WHEREOF, Lessee has executed this Amendment effective as of the day first written above. LESSEE: OMNI FORT WORTH PARTNERSHIP, L.P., a Delaware limited partnership By: Omni Fort Worth GP Corporation, a Delaware corporation, its General Partner By: Name: J1'titk4r( � Title: 1/rc.e- &e'5l c� STATE OF TEXAS § COUNTY OF DALLAS § This instrument was acknowledged before me on this day of 2007, by RldImF,4 G',S'atiT/{, the Vote- )9RE51,oE,.)p' of Omni Fort Worth GP Corporation, a Delaware corporation, which is the general partner of OMNI FORT WORTH PARTNERSHIP, L.P., a Delaware limited partnership, on behalf of said corporation and limited partnership. DGE MY COMMISSION EXPIRES September 28,2011 Notary Public, State of Texas My Commission Expires: q— ;3g A611 (Printed Name of Notary Public) FIRST AMENDMENT TO MEMORANDUM OF LEASE—Page 4 EXHIBIT "A" Lot 1, Section 8R, FORT WORTH CONVENTION CENTER ADDITION, an Addition to the City of Fort Worth, Tarrant County, Texas, according to plat recorded in Cabinet A, Slide 11331, Deed Records of Tarrant County, Texas. FIRST AMENDMENT TO MEMORANDUM OF LEASE—Page 5 Dallas 1\5102243\3 42379-1 9/26/2007 64 p Lw y; 1 of t City of Fort Worth, Texas Mayor and Council Communication COUNCIL ACTION: Approved on 3/29/2005 CONTINUED FROM A PREVIOUS WEEK DATE: Thursday, March 24, 2005 LOG NAME: 170MNI LEASE REFERENCE NO.: C-20618 SUBJECT: Authorizing Execution of Ground Lease of Blocks 7 and 8, Tarrant County Convention Center Addition, to Omni Fort Worth Partnership, L.P. RECOMMENDATION: It is recommended that the City Council authorize execution of the attached Ground Lease of Blocks 7 and 8, Tarrant County Convention Center Addition, to Omni Fort Worth Partnership, L.P. DISCUSSION: Under the attached Ground Lease (the Lease), the City will lease Blocks 7 and 8, Tarrant County Convention Center Addition (the Leased Premises), to Omni Fort Worth Partnership, L.P. (Omni). Omni proposes to construct, among other things, a full-service hotel and associated parking garage on the Leased Premises, which are located directly to the west of the Fort Worth Convention Center. The City also intends to construct a separate parking garage with ground level retail and commercial space to the north of the hotel and hotel garage on a portion of Block 7. The exact description of the Leased Premises is subject to a survey that will be completed once architectural and design specifications for the hotel, the hotel garage and the City-owned garage are completed. The Leased Premises will be replatted prior to initiation of any construction so that the City-owned garage will be on a tract of land that is separate and apart from the Leased Premises. The term of the Lease is 99 years. However, during a one-year period comencing after the tenth anniversary of the hotel's opening, Omni will have an option to purchase the Leased Premises for the then- fair market value of the land. The City will also have the right during that same time period to put the Leased Premises to Omni for the same purchase price. Rent for the Leased Premises for the first 5 years of the term will be $283,500 per year, which is the fair market rent that has been established for the Leased Premises in accordance with the City's standard appraisal procedures. Thereafter, rent shall be subject to adjustment in accordance with changes to the consumer price index for all urban consumers, published by the Bureau of Labor Statistics of the United States Department of Labor for Dallas-Fort Worth, Texas. Omni will be required to maintain and keep in good repair the Leased Premises and to provide full insurance coverage and pay all taxes assessed on the Leased Premises. The Fort Worth City Parking Garage will be located in Council District 9. FISCAL INFORMATION/CERTIFICATION: The Finance Director certifies that the Finance Department, Treasury Office, is responsible of collection and deposit of funds from this lease. TO Fund/Account/Centers FROM Fund/Account/Centers http://www.cfwnet.org/council_packet/Reports/mc_print.asp 11/28/2007 Page 2 of 2 GG01 443453 0252000 $0.00 Submitted for City Manager's Office by_ Joe Paniagua (6191) Originating Department Head: Tom Higgins (6192) Additional Information Contact: Kirk Slaughter (2501) Peter Vaky (7601) http://www.cfwnet.org/council_packet/Reports/mc_print.asp 11/28/2007