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Home My WebLink AboutContract 28384-CA1 CONSENT TO ASSIGNMENT OF CITY SECRETARYn)5t)-C A 1 CITY SECRETARY CONTRACT NO. 283840 �N0. �,__ (HANGAR LEASE AGREEMENT—LEASE SITE 1IN) This CONSENT TO ASSIGNMENT OF CITY SECRETARY CONTRACT NO. 28384 ("Consent") is made and entered into by and between the CITY OF FORT WORTH, TEXAS ("Lessor"), a Texas home rule municipal corporation, acting by and through Fernando Costa, its duly authorized Assistant City Manager; TRAJEN FLIGHT SUPPORT L.P., d/b/a ATLANTIC AVIATION ("Assignor" or "Lessee"), acting by and through LOUIS T. PEPPER, its duly authorized Chief Executive Officer; and GHA TERMINAL, LLC. ("Assignee"), a Delaware limited liability company, acting by and through BOB AGOSTINO, its duly authorized Vice President. RECITALS: The following introductory provisions are true and correct and form the basis of this Consent: A. Lessor and Sterling-Fort Worth J.C., L.P., previously entered into City Secretary Contract ("CSC") No. 28384, a lease of real property at Fort Worth Meacham International Airport ("Airport") known as the Hangar 11 N Lease Site ("Leased Premises"). The Lease is a public document on file in Lessor's City Secretary's Office. B. On or about January 14, 2003 (M&C L-13495) Lessee, Sterling-Fort Worth J.C., L.P., assigned all of Lessee's right, title and interest in the Leased Premises to Trajen Flight Support, L.P., and Lessor consented to such assignment based on all terms and conditions set forth in the Consent. C. On or about March 4, 2003 (M&C C-19504), Lessor consented to the execution of a Deed of Trust Lien between Lessee and Merrill Lynch Capital, a division of Merrill Lynch Business Financial Services, Inc., as amended on July 25, 2005 by Lessee and Merrill Lynch Capital. D. Pursuant to CSC No. 31744, Amendment No. 1 to CSC No. 28384, was executed with Trajen Flight Support, L.P., expanding the boundaries of the Leased Premises by including a certain portion of the 12N and 14N sites and thereby terminating CSC No. 28390, a lease of real property known as the 12N and 14N sites. E. On or about April 17, 2007 (M&C C-22069), a name change request was granted from "Trajen Flight Support" to "Atlantic Aviation" ("Lessee") as Trajen Holdings Inc., the parent company of Trajen Flight Support, L.P. through a series of wholly owned companies, was acquired through a 100 percent (100%) stock transaction by Atlantic Aviation FBO Inc., and Lessor acknowledged such purchase. Consent to Assignment of CSC No. 28384 OFFICIAL RECORD by Atlantic Aviation to GHA Terminal, LLC CITY SECRETARY Page 1 of 5 07-1 9-1 2 P03 : 13 IN FT. WORTH,TW F. Lessee now wishes to assign all of Lessee's right, title and interest in 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. AGREEMENT: 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 Leased Premises granted to Lessee by the Lease (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 Assignment, dated as of , 2012, 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. 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 be 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 (subject to the terms of the Lease), including, but not limited to, property loss, property damage and/or personal injury of any kind, including death, to the extent caused by Assignor, its officers, agents, servants, employees or subcontractors. 5. Assignee understands and agrees that Assignee will be liable to Lessor for (i) any duty or obligation of Lessee that Lessee is required by the Lease to undertake or perform on or after the Effective Date and (ii) for any damages (subject to the terms of the Lease), including, but not limited to, property loss, property damage and/or personal injury of any kind, including death, to the extent caused by Assignee, its officers, agents, servants, employees or subcontractors. 6. 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] Consent to Assignment of CSC No.28384 by Atlantic Aviation to GHA Terminal, LLC Page 2 of 5 IN WITNESS WkIEKEOF, the parties hereto have executed this Agreement in multiples on this the day of AUVIX 2012. CITY OF FORT WORTH: By: Fernando Costa Assistant City Manager Date: BzZ 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. GIV N UNDER MY HAND AND SEAL OF OFFICE this _ day 2012. ;;g• EVONIA DANIELS 11 MY COMMISSION EXPIRES t Q'dT3Z1 =�;;j t;' Duly to,201a otary Public in and for the State of Texa,� FO `�� v` °°`�� 0 APPROVED AS TO FORM ATTEST: 0 AND LFGAI,ITY: - � o�d °° o* d °000000000 CY By: �t ti,-> By: spa Charlene Sanders Mary J. I y �D.vao4�' Assistant City Attorney City Secre y M&C: C - Zl��03 Date: 2b� Consent to Assignment of CSC No. 28384 by Atlantic Aviation to GHA Terminal, LLC Page 3 of 5 me ASSIGNOR: ATTEST: TRAJEN FLIGHT SUPPORT L.P. By: By: l/ Louis T. Pepper Chief Executive Officer Date: q STATE OF TEXAS § COUNTY OF § BEFORE ME, the undersigned authority, a Notary Public in and for the State of Texas, on this day personally appeared Louis T. Pepper, 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 Trajen Flight Support L.P. and that he executed the same as the act of Trajen Flight Support L.P. for the purposes and consideration therein expressed and in the capacity therein stated. GI EN UNDER MY HAND AND SEAL OF OFFICE this day 2012. �1 Notar ublic in an or the State of Texas � nr VIRGINIA JILL BAKER My Commission Expires September 23, 2015 N.?v off'Rog Consent to Assignment of CSC No. 28384 by Atlantic Aviation to GHA Terminal, LLC Page 4 of 5 ASSIGNEE: ATTEST: GHA TERMINAL, LLC Bob Ago 'no Vice Pr sident Date: 7—�—,0;W STATE OF TEXAS § COUNTY OF�d BEFORE ME, the undersigned authority, a Notary Public in and for the State of Texas, on this day personally appeared Bob Agostino, 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 GHA TERMINAL, LLC and that he executed the same as the act of GHA TERMINAL, LLC for the purposes and consideration therein expressed and in the capacity therein stated. GIVEN UNDER MY HAND AND SEAL OF OFFICE this day 2012. '"+rr CHRIS YOUNG Notary Public in an r the Sate of Texas NOTARY PUBUC Y� STATE OF TEXAS My Comm.Exp.02.16.2015 Consent to Assignment of CSC No. 28384 by Atlantic Aviation to GHA Terminal, LLC Page 5 of 5 r City of Fort Worth, Texas Mayor and Council Communication COUNCIL ACTION: Approved on 7/10/2012 DATE: Tuesday, July 10, 2012 REFERENCE NO.: ""C-25703 LOG NAME: 55FTW ASSIGN GHA TERMINAL SUBJECT: Authorize Execution of a Consent to Assignment of a Hangar Lease Agreement by Atlantic Aviation Services to GHA Terminal, LLC, and Issue a Lessor Estoppel Certificate for Lease Site 11 N at Fort Worth Meacham International Airport(COUNCIL DISTRICT 2) RECOMMENDATION: It is recommended that the City Council authorize the execution of a consent to assignment of a hangar lease Agreement by Atlantic Aviation Services to GHA Terminal, LLC, and issue a lessor estoppel certificate for Lease Site 11N at Fort Worth Meacham International Airport. DISCUSSION: Atlantic Aviation Services(Atlantic)currently holds a hangar lease Agreement for Lease Site 11 N, also known as City Secretary Contract(CSC) No. 28384, amended by Amendment No. 1, CSC No. 31744, as assigned to Atlantic by M&C L-13495 approved on January 14, 2003. Lease Site 11 N consists of 245,512 square feet of ground space and includes a 32,380.58 square foot hangar at Fort Worth Meacham International Airport. Staff has received a request from Atlantic to assign the lease Agreement to GHA Terminal, LLC. Upon City Council approval, GHA Terminal, LLC, will assume oversight of all leasehold interests and obligations associated with the lease. Staff has no objection to this request. GHA Terminal, LLC, has requested written assurance from the City of Fort Worth (City)in the form of a Lessor Estoppel Certificate that the lease is currently in effect and that the City is not aware of any defaults under the lease at this time. Fort Worth Meacham International Airport is located in COUNCIL DISTRICT 2. FISCAL INFORMATION /CERTIFICATION: The Financial Management Services 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 Mana-ger's Office by: Fernando Costa (6122) Ori-ginating Department Head: Bill Welsted (5402) Additional Information Contact: Jonnie Huitt (5409) ATTACHMENTS 1. 55FTW ASSIGN GHA TERMINAL Exhibit A(3).odf (Public) Logname: 55FTW ASSIGN GHA TERMINAL Page 1 of 1