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HomeMy WebLinkAboutContract 41116-CA1 (2)„i#VSECRETARY NO. L CONSENT TO ASSIGNMENT OF CITY SECRETARY CONTRACT NO. 41116 TANK FARM LEASE AND PUBLIC FUELING AGREEMENT SOUTH FUEL FARM This CONSENT TO ASSIGNMENT OF CITY SECRETARY CONTRACT NO. 41116 ("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; DON E. HANSEN ("Assignor" or "Lessee"), an Individual; and CORNERSTONE AIR CENTER, LLC ("Assignee"), a Delaware limited liability company, acting by and through THOMAS TREJO, its duly authorized Manager. RECITALS: The following introductory provisions are true and correct and form the basis of this Consent: A. On or about February 14, 2006 (M&C C-21287), Lessor and Lessee entered into City Secretary Contract ("CSC") No. 41116, a lease of real property at Fort Worth Meacham International Airport ("Airport") known as the South Fuel Farm ("Leased Premises"). The Lease is a public document on file in Lessor's City Secretary's Office. B. Pursuant to CSC No. 28263, 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. As of January 30, 2012, Summit Bank, N.A. has released all rights and interest in the Leased Premises. C. Lessee and Lessor entered into an Agreement Terminating Lease (CSC Number 35891- T 1) to terminate a Terminal Building Office Lease and Ramp Space License Agreement at the Airport, and in the Agreement Terminating Lease, Lessor granted Lessee an option to reestablish an FBO Operation on the Airport, and, as consideration to Lessor for this Consent, Lessee agrees, contemporaneously with this Consent, to amend the Agreement Terminating Lease to release the option. D. Lessee now wishes to assign all of Lessee's remaining 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: Consent to Assignment of CSC No. 41116 by Don E Hansen to Cornerstone Air Center, LLC Page 1 of 5 OFFICIAII.2N©nRn c(7- tini?; SECREM PV RECEIVED MAY 1 5 /2014 1. Lessor hereby consents to an assignment by Assignor to Assignee of all its remaining 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 April 1, 2014, 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. As consideration to Lessor for the consent to Assignment, Lessee agrees, contemporaneously with this Consent, to enter into an amendment to the Agreement Terminating Lease to release the option to reestablish an FBO Operation at the Airport. 3. Lessor does not adopt, ratify or approve any of the particular provisions of the Assignment and does not grant any remaining 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. 4. 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. 5. 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. 6. 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. 7. The person signing this Consent hereby warrants that he/she has the legal authority to execute this Consent 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. The other party is fully entitled to rely on this warranty and representation in entering into this Consent. 8. All terms in this Consent that are capitalized but not defined shall have the meanings assigned to them in the Agreement. IN WITNESS WHEREOF, the parties hereto have executed this Agreement in multiples on this the 11 I day of;r , 2014. t Consent to Assignment of CSC No. 41116 by Don E Hansen to Cornerstone Air Center, LLC Page 2 of 5 CITY OF FORT WORTH: -41 By: Fernando Costa Assistant City Manager Date: .5•A 3//, 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. GIVE UNDER MY HAND AND SEAL OF OFFICE this G� _ J , 2014. ROSELLA BARNES MY COMMISSION EXPIRES March 31, 2017 4 .• 1 APPROVED AS TO FORM AND LEGALITY: By: Charlene Sanders Assistant City Attorney M&C: (11M-1,e Date: LIP5P9 Consent to Assignment of CSC No. 41116 by Don E Hansen to Cornerstone Air Center, LLC Page 3 of 5 Notary Public in and for the State of Texas ATTEST: By: LieLT ary J. Kayser City Secretary day ASSIGNOR: ATTEST: DON E. HANSEN B Date: on E. Hansen, Individual STATE OF 'TEXAS § COUNTY OF $9,e,e4;/- § By: 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 ata Consent to Assignment of CSC No. 41116 by Don E. Hansen to Cornerstone Air Center, LLC Page 4 of 5 , 2014. • Notary Public in afor the State of Texas ASSIGNEE: ATTEST: CORNERSTONE AIR CENTER, LLC By: Date: Oil //2c// STATE OF 'TEXAS COUNTY OF ',444/7e.- § By: BEFORE ME, the undersigned authority, a Notary Public in and for the State of Texas, on this day personally appeared Thomas Trejo, 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 Cornerstone Air Center, LLC, and that he executed the same as the act of Cornerstone Air Center, LLC for the purposes and consideration therein expressed and in the capacity therein stated. GIVEN UNDER MY HAND AND SEAL OF OFFICE this fifig/4.- , 2014. Nota ' ublic i , nd for the State of Texas wwwsw+.M+s.►w.wwwwww+ww.w.w',; Judy C. Nickison Commission Expires 12- 17-20 15 • v W bv��ivwwwwwwwwwwwwwowwwa• Consent to Assignment of CSC No. 41116 by Don E Hansen to Cornerstone Air Center, LLC Page 5 of 5 day Mar.25. 2014 5:02PM March 25, 2014 To Whom It May Concern: No,7270 P 1 • Don Hansen agrees to sale the attached lists of equipment, furniture, etc. for the some of $10.00 and other considerations. Please prepare the necessary paper work to transfer the Tank Farm Lease and Public Fueling Agreement for the South Fuel Farm (Lease), also known as City Secretary Contract (CSC) No. 41116 (M&C C-21287 to Cornerstone Air Center as per your e-mail dated March 25, 2014 and City Council approval. March 25, 2014 Don E. Hansen or arch 25, 2014 Cornerstone Air Center M&C Review IL A COUNCIL ACTION: Approved on 4/8/2014 DATE: 4/8/2014 REFERENCE NO.: **C-26756 LOG NAME: CODE: C TYPE: CONSENT PUBLIC HEARING' SUBJECT: Authorize Execution of a Consent to Assignment of a Tank Farm Lease and Public Fueling Agreement by Don E Hansen to Cornerstone Flight Center LLC, for the South Fuel Farm at Fort Worth Meacham International Airport and Authorize Execution of an Amendment to City Secretary Contract No. 35891-T1 with Don E Hansen to Release the Option for a FBO Operation at Fort Worth Meacham International Airport (COUNCIL DISTRICT 2) Page 1 of 2 Official site of the City of Fort Worth, Texas FORT WORTH 55FTW CORNERSTONE FLGTCTR NO RECOMMENDATION: It is recommended that the City Council. 1. Authorize the execution of a Consent to Assignment of a Tank Farm Lease and Public Fueling Agreement by Don E Hansen to Cornerstone Flight Center, LLC, for the South Fuel Farm at Fort Worth Meacham International Airport; and 2. Authorize the execution of an Amendment to City Secretary Contract No. 35891-T1 with Don E Hansen to release the option for re-establishing an FBO operation prior to September 30, 2017 at Fort Worth Meacham International Airport. DISCUSSION: Don E Hansen currently holds a Tank Farm Lease and Public Fueling Agreement (City Secretary Contract (CSC) No 41116, M&C C-21287) for the South Fuel Farm at Fort Worth Meacham International Airport. Staff has received a request from Mr. Hansen to assign this Lease to Cornerstone Flight Center, LLC (Cornerstone). Upon City Council approval, Cornerstone will assume oversight of all leasehold interests and obligations associated with the Lease, as well as the associated FBO Permit. The Lease prohibits Mr. Hansen from making any assignment of the lease to be made of the leased premises without City Council approval. This type of transaction is routine for large airport tenants and Staff has no objection to this request. Mr. Hansen, by CSC No. 35891-T1 (M&C G-18092), holds an option to re-establish a FBO operation at Meacham prior to September 30, 2017 (FBO Option) As consideration for the Consent to Assignment, the City and Mr Hansen will amend CSC No. 35891-T1, and Mr. Hansen will release the FBO Option. The property is located in COUNCIL DISTRICT 2, Mapsco 48T. FISCAL INFORMATION/CERTIFICATION: The Financial Management Services Director certifies that this action will have no material effect on City funds. TO Fund/Account/Centers FROM Fund/Account/Centers http://apps.cfwnet org/council_packet/mc review.asp?ID=19674&councildate-4/8/2014 5/19/2014 M&C Review Page 2 of 2 Submitted for City Manager's Office by: Fernando Costa (6122) Originating Department Head: Bill Welstead (5402) Additional Information Contact: Jonnie Huitt (5409) ATTACHMENTS 55FTW CORNERSTONE FLGTCTR Map.pdf http://apps.cfwnet org/council_packet/rne jeview.asp?ID=19674&councildate=4/8/2014 5/19/2014