HomeMy WebLinkAboutContract 59663CITY SECRETARY CONTRACT NO. 59662
FORT WORTH MEACHAM INTERNATIONAL AIRPORT
HANGAR AND GROUND LEASE AGREEMENT
LEASE SITE 10S-A
This HANGAR AND GROUND LEASE AGREEMENT ("Lease") is made and entered
into by and between the CITY OF FORT WORTH ("Lessor"), a home rule municipal corporation
organized under the laws of the State of Texas, acting by and through Dana Burghdoff, its duly
authorized Assistant City Manager, and ZIA CAPITAL, INC. ("Lessee"),, a Texas Corporation,
acting by and through Dan E. Bruhl, its duly authorized President.
RECITALS:
WHEREAS, Lessor and Barrett-Conatser Hangar Joint Venture ("Previous Lessee"'),
previously entered into City Secretary Contract ("CSC") No. 13160, as first amended by CSC No.
19263 (CSC 13160-A1) and assigned by CSC No. 13360, a lease and use of real property known
as Lease Site 10S-A and any improvements and facilities thereon ("Leased Premises") at Fort
Worth Meacham International Airport ("Airport").
WHEREAS, Lessor subsequently consented to the Assignment of the Lease by the
Previous Lessee to Lessee, via CSC No. 25932. CSC Nos. 13160, 19263, 13360 and 25932 are
hereinafter collectively referred to as the ("Previous Lease"). The Previous Lease is a public
document on file in Lessor's City Secretary's Office.
WHEREAS, the initial term of the Previous Lease was for 30 years, with a termination date
of June 30, 2013;
WHEREAS, the parties entered into the Second Amendment to CSC 13160 in 2009 (CSC
13160-A2) which (i) added two five-year Renewal Options to provide the Lessee a total potential
lease term of forty (40) years which would bring the final termination date to June 30, 2023; and
(ii) also decreased the square footage of the ground space under the lease from 23,689 square feet
to 18,319 square feet;
WHEREAS, in 2018, the Third Amendment to CSC 13160 was executed (CSC 13160-
A3) which was intended to memorialize the second renewal term under the lease; however, there
was an error within the body of CSC 13160-A3 and the renewal incorrectly stated that the parties
were executing the first renewal under the Agreement;
WHEREAS, on November 21, 2021, the parties entered into the Fourth Amendment to
13160 (CSC 13160-A4) which stated the Lessee and Lessor were exercising the second and final
renewal, which expires on June 30, 2023; and
OFFICIAL RECORD
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CITY SECRETARY
Hangar and Ground Lease Agreement
Fort Worth Meacham internationalAirport FT. WORTH, TX
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WHEREAS, due to the fact that the Previous Lease contains no further options to renew,
both the Lessee and Lessor have agreed to enter into a new Hangar and Ground Lease Agreement
that will commence on July 1, 2023 (Effective Date) of the new lease.
AGREEMENT:
In consideration of the mutual covenants, promises and obligations contained herein, the
parties agree as follows:
1. PROPERTY LEASED.
Lessor hereby demises to Lessee 18,319 square feet of ground space, with a 4,600
square foot hangar constructed, at Fort Worth Meacham International Airport ("Airport") in
Fort Worth, Tarrant County, Texas, identified as Lease Site 10S-A, also known as 414
Gulfstream, ("Premises"), as shown in 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 at 12:00 a.m. on July 1, 2023
("Effective Date") and expire at 11:59 p.m. on June 30, 2033, unless terminated earlier as
provided herein.
2.2 Renewal Term.
If Lessee performs and abides by all provisions and conditions of this Lease, upon
expiration of the Initial Term of this Lease, Lessee shall have two (2) consecutive options to
renew this Lease for additional successive terms of five (5) years each (each a "Renewal
Term") at a rental rate calculated in accordance with Section 3.1 of this Lease and on terms
and conditions that may be prescribed by Lessor at the time. Lessee shall notify Lessor in
writing of its intent to exercise a respective option not less than ninety (90) nor more than one
hundred eighty (180) days prior to the expiration of the term then in effect. If Lessee does not
exercise its option for a first Renewal Term within the time frame provided herein, Lessee
shall automatically and simultaneously forfeit its second option to lease the Premises for a
second Renewal Term, and Lessee shall no longer have any rights or interest in the Premises
following the expiration of the Initial Term.
2.3. Holdover.
If Lessee holds over after the expiration of the Initial Term or any Renewal Term, this
action will create a month -to -month tenancy. In this event, for and during the holdover period,
Lessee agrees to pay all applicable rentals, fees and charges at the rates provided by Lessor's
Schedule of Rates and Charges or similarly published schedule in effect at the time of the
Holdover. The hangar rate will be adjusted to equal the then Fair Market Value, as determined
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by Lessor's market analysis. In no case shall the hangar rate be less than the value assessed
upon completion of a property appraisal completed by a third patty vendor that has been
approved and secured by Lessor. A ten percent (10%) increase will be added to the Fair
Market Value rate until a new lease agreement is approved and executed. The holdover period
will not exceed six (6) months from the time the current lease agreement expires. Upon the
expiration of the holdover period, the City may exercise all legal rights and remedies available,
including but not limited to eviction.
3. Rates and Adiustments
The rental rates under this Lease are based on Lessor's current published Schedule of Rates
and Charges. Rental rates are subject to increase beginning October 1, 2024, and on October
lst of any subsequent year during the Initial Term, to reflect any upward change in the
Consumer Price Index for the Dallas/Fort Worth Metropolitan Area, as announced by the
United States Department of Labor or successor agency (i) for the first increase, since the
Effective Date of this Lease and (ii) for each subsequent increase, since the effective date of
the last increase; provided, however, that Lessee's rental rates shall not exceed the then -
current rates prescribed by Lessor's published Schedule of Rates and Charges for the type or
types of property similar to the type or types of property that comprise the Premises.
3.1.1 Hangar Rate
Lessee shall commence the payment of rent for the Hangar on the Effective
Date. Lessee hereby promises and agrees to pay Lessor, as annual rent for the
Hangar, Twenty -Eight Thousand Seven Hundred Fifty Dollars and 00/100
($28,750.00), at a rate of Six Dollars and 25/100 ($6.25) per square foot,
payable in equal monthly installments of Two Thousand Three Hundred
Ninety -Five Dollars and 83/100 ($2,395.83).
3.1.2 Ground Rate
Lessee shall commence the payment of rent for the Ground Space on the
Effective Date. Lessee hereby promises and agrees to pay Lessor, as annual
rent for the Ground Space, Eight Thousand Six Hundred Nine Dollars and
93/100 ($8,609.93), at a rate of Forty -Seven cents ($0.47) per square foot,
payable in equal monthly installments of Seven Hundred Seventeen Dollars
and 49/100 ($717.49).
3.2. Five -Year Adiustments
In addition to the Annual Rent Adjustments, on October 1, 2028, and every fifth (5th)
year thereafter for the remainder of the Initial Term (i.e. on October 1 st of 2033, 2038,
and 2043, etc.), rent shall automatically be adjusted to equal the then -current rates
prescribed by the Schedule of Rates and Charges for the type or types of property at
the Airport similar to the type or types of property that comprise the Premises.
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3.3. Ten -Year Adiustments
If near the end of the ten (10) year Initial Term, a Renewal Term has been requested
by the Lessee in accordance with section 2.2 of this Agreement, City will have an
appraisal performed by a qualified third -party appraiser to adjust the Hangar Rate to
equal the then Fair Market Value, for this type of property at airports similar to the
type or types of property that comprise the Premises.
3.4 Pavment Dates and Late Fees.
Monthly rent payments are due on or before the first (1st) day of each month.
Payments must be received during normal business hours by the due date at the
location for Lessor's Aviation Department set forth in Section 15. Rent shall be
considered past due if Lessor has not received full payment by close of business the
tenth (loth) day of the month for which payment is due. Without limiting Lessor's
termination rights as provided by this Lease, Lessor will assess a late penalty charge
of ten percent (10%) per month on the entire balance of any overdue rent that Lessee
may accrue.
4. CONSTRUCTION AND IMPROVEMENTS.
4.1 Mandatory Improvements
Lessee may not initiate any improvement on or to the Premises unless it first submits
all plans, specifications and estimates for the costs of same to Lessor in writing, and
also requests and receives in writing approval from Lessor's Director of Airport
Systems or authorized representative ("Director"). The improvements approved
shall be referred to as "Mandatory Improvements", and would be added as a
separate amendment to this Agreement if they are approved by Lessor at that time.
4.2 Discretionary Improvements.
Lessee may, at its sole discretion, perform modifications, renovations, improvements
or other construction work on any tract of the Premises. Lessee may not initiate any
Discretionary Improvement on or to the Premises unless it first submits all plans,
specifications and estimates for the costs of same to Lessor in writing, and also
requests and receives in writing approval from Lessor's Director of Airport Systems
or authorized representative ("Director"). Lessee covenants and agrees that it shall
fully comply with all provisions of this Section 4 in the construction of any such
Discretionary Improvements. Lessor shall promptly review, consider and decide on
approval of such plans, specifications and estimates. Upon completion of any such
Discretionary Improvements or the termination of this Lease, Lessor shall take full
title to any Discretionary Improvements on the Premises.
4.3 Process for Approval of Plans.
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Lessee's plans for construction of the Discretionary Improvements shall conform to
the Airport's architectural standards and must also be approved in writing by Lessor's
Planning and Development Department. All plans, specifications and work shall
conform to all federal, state and local laws, ordinances, rules and regulations in force
at the time that the plans are presented for review. Lessor covenants and agrees that
Lessor shall handle any and all such plans for construction and improvement in a
manner consistent with the provisions of Section 4.2 above.
4.4 Documents.
Lessee shall supply the Director with comprehensive sets of documentation relative
to any Discretionary Improvement, including, at a minimum, a copy of the Certificate
of Occupancy, a complete set of Record Drawings and/or As -Built Drawings in
Adobe PDF and AutoCAD formats, and a Summary of the total cost/value of the
Discretionary Improvements.
4.5 Bonds Required of Lessee.
Prior to the commencement of any Improvement, Lessee shall deliver to Lessor a
bond, executed by a corporate surety in accordance with Texas Government Code,
Chapter 2253, as amended, in the full amount of each construction contract or project.
The bonds shall guarantee (i) satisfactory compliance by Lessee with all applicable
requirements, terms and conditions of this Lease, including, but not limited to, the
satisfactory completion of the respective Improvements, and (ii) full payments to all
persons, firms, corporations or other entities with whom Lessee has a direct
relationship for the construction of such Improvements.
In lieu of the required bond, Lessee may provide Lessor with a cash deposit or an
assignment of a certificate of deposit in an amount equal to 125% of the full amount
of each construction contract or project. If Lessee makes a cash deposit, Lessee shall
not be entitled to any interest earned thereon. Certificates of deposit shall be from a
financial institution in the Dallas -Fort Worth Metropolitan Area which is insured by
the Federal Deposit Insurance Corporation and acceptable to Lessor. The interest
earned on the certificate of deposit shall be the property of Lessee and Lessor shall
have no rights in such interest. If Lessee fails to complete the respective
Improvements, or if claims are filed by third parties on grounds relating to such
Improvements, Lessor shall be entitled to draw down the full amount of Lessee's cash
deposit or certificate of deposit and apply the proceeds to complete the Improvements
or satisfy the claims, provided that any balance shall be remitted to Lessee.
4.6 Bonds Required of Lessee's Contractors.
Prior to the commencement of any Discretionary Improvement, each of Lessee's
contractors shall execute and deliver to Lessee surety performance and payment bonds
in accordance with the Texas Government Code, Chapter 2253, as amended, to cover
the costs of all work performed under such contractor's contract with Lessee. Lessee
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shall provide Lessor with copies of such bonds prior to the commencement of such
Discretionary Improvement. The bonds shall guarantee (i) the faithful performance
and completion of all construction work in accordance with the final plans and
specifications as approved by Lessor, and (ii) full payment for all wages for labor and
services and of all bills for materials, supplies and equipment used in the performance
of the construction contract. Such bonds shall name both Lessor and Lessee as dual
obligees. If Lessee serves as its own contractor, Section 4.5 shall apply.
4.7 Releases by Lessor Upon Completion of Construction Work.
Lessor will allow Lessee a dollar -for -dollar reimbursement from its cash deposit
account or reduction of its claim upon Lessor's certificate of deposit to the extent of
construction costs paid through that date upon (i) where Lessee serves as its own
contractor, verification that Lessee has completed construction work, or (ii) where
Lessee uses a contractor, receipt of the contractor's invoice and verification that the
contractor has completed its work and released Lessee to the extent of Lessee's
payment for such work, including bills paid affidavits and final waivers of liens. Any
unused amounts in the cash deposit account will be refunded to Lessee upon final
completion of the construction work.
5. USE OF PREMISES.
Lessee hereby agrees to use the Premises solely for aviation -related purposes only and strictly
in accordance with the terms and conditions of this Lease. Lessee shall have the right to
sublease portions of the Premises to various third parties ("Sublessees") for aviation -related
purposes only under terms and conditions acceptable to and determined by Lessee, provided
that all such arrangements shall be in writing and approved in advance by Lessor. All written
agreements executed by Lessee to Sublessees for any portion of the Premises shall contain
terms and conditions that (i) do not conflict with Lessee's duties and obligations under this
Lease; (ii) incorporate the terms and provisions of this Lease; (iii) restrict the use of the
Premises to aircraft storage or other aviation or aviation -related purposes acceptable to Lessor;
and (iv) treat users of the same or substantially similar facilities in a fair and non-
discriminatory manner. Lessee shall use a standard lease form for all Sublessees and shall
submit a copy of such standard lease form to the Director prior to Lessee's execution of its
first lease and from time to time thereafter following any material changes to such lease form.
Lessee may make non -material modifications to its standard lease to the extent that such are
not contrary to Lessor's Sponsor's Assurances without the prior written consent of Lessor.
6. REPORTS, AUDITS AND RECORDKEEPING.
Within thirty (30) days following the end of each calendar year, Lessee shall provide Lessor
with a written annual report, in a form acceptable to the Director that reflects Lessee's rental
rates for the immediately preceding calendar year. Lessor may request, and Lessee shall
promptly provide, similar reports on a more frequent basis that reflect Lessee's rental rates on
the Premises for the period requested by Lessor. These reports shall be delivered to Lessor's
Department of Aviation at the address provided in Section 15. In addition, Lessee shall keep
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and maintain books and records pertaining to Lessee's operations at the Airport and other
obligations hereunder in a manner satisfactory to Lessor's Internal Auditor and at a location
within the City of Fort Worth. Upon Lessor's request and following reasonable advance
notice, Lessee will make such books and records available for review by Lessor during
Lessee's normal business hours. Lessor, at Lessor's sole cost and expense, shall have the right
to audit such books and records in order to ensure compliance with the terms of this Lease
and the Sponsor's Assurances made by Lessor to the Federal Aviation Administration.
7. UTILITIES.
Lessee, at Lessee's sole cost and expense, shall be responsible for the installation and use of
all utility services to all portions of the Premises and for all other related utility expenses,
including, but not limited to, deposits and expenses required for the installation of meters.
Lessee further covenants and agrees to pay all costs and expenses for any extension,
maintenance or repair of any and all utilities serving the Premises. In addition, Lessee agrees
that all utilities, air conditioning and heating equipment and other electrically -operated
equipment which may be used on the Premises shall fully comply with Lessor's Mechanical,
Electrical, Plumbing, Building and Fire Codes ("Codes"), as they exist or may hereafter be
amended.
8. MAINTENANCE AND REPAIRS.
8.1. Maintenance and Repairs by Lessee.
Lessee agrees to keep and maintain the Premises in a good, clean and sanitary
condition at all times, reasonable wear and tear expected. Lessee covenants and agrees
that it will not make or suffer any waste of the Premises. Lessee, at Lessee's sole cost
and expense, will make all repairs or replacements necessary to prevent the
deterioration in condition or value of the Premises, including, but not limited to, the
maintenance of and repairs to all hangars and other structures, doors, windows and
roofs, and all fixtures, equipment, hangar modifications and surrounding pavement on
the Premises. Lessee shall be responsible for all damages caused by Lessee, its agents,
servants, employees, contractors, subcontractors, licensees or invitees, and Lessee
agrees to fully repair all such damages at Lessee's sole cost and expense.
Lessee agrees that all improvements, trade fixtures, furnishings, equipment and other
personal property of every kind or description which may at any time be on the
Premises shall be at Lessee's sole risk or at the sole risk of those claiming under
Lessee. Lessor shall not be liable for any damage to such property or loss suffered by
Lessee's business or business operations, which may be caused by the bursting,
overflowing or leaking of sewer or steam pipes, from water from any source
whatsoever, or from any heating fixtures, plumbing fixtures, electric wires, noise, gas
or odors, or from causes of any other matter.
8.2. Compliance with ADA.
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Lessee, at its sole cost and expense, agrees to keep and maintain the Premises in full
compliance at all times with the Americans with Disabilities Act of 1990, as amended
("ADA"). In addition, Lessee agrees that all improvements it makes at the Airport
shall comply with all ADA requirements.
8.3. Inspections.
8.3.4. Lessor shall have the right and privilege, through its officers, agents, servants
or employees, to inspect the Premises. Except in the event of an emergency,
Lessor shall conduct such inspections during Lessee's ordinary business hours
and shall use its best efforts to provide Lessee at least two (2) hours' notice
prior to any inspection.
8.3.2. If Lessor determines during an inspection of the Premises that Lessee is
responsible under this Lease for any maintenance or repairs, Lessor shall
notify Lessee in writing. Lessee agrees to begin such maintenance or repair
work diligently within thirty (30) calendar days following receipt of such
notice and to then complete such maintenance or repair work within a
reasonable time, considering the nature of the work to be done. If Lessee fails
to begin the recommended maintenance or repairs within such time or fails to
complete the maintenance or repairs within a reasonable time, Lessor may, in
its discretion, perform such maintenance or repairs on behalf of Lessee. In
this event, Lessee will reimburse Lessor for the cost of the maintenance or
repairs, and such reimbursement will be due on the date of Lessee's next
monthly rent payment following completion of the maintenance or repairs.
8.3.3. During any inspection, Lessor may perform any obligations that Lessor is
authorized or required to perform under the terms of this Lease or pursuant to
its governmental duties under federal, state or local laws, rules or regulations.
8.3.4. Lessee will permit the City's Fire Marshal or his or her authorized agents to
inspect the Premises and Lessee will comply with all requirements of the Fire
Marshal or his or her authorized agents that are necessary 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
amended. Lessee shall maintain in proper condition accessible fire
extinguishers of a number and type approved by the Fire Marshal or his or her
authorized agents for the particular hazard involved.
8.4. Environmental Remediation.
To the best of Lessor's knowledge, the Premises comply with all applicable
federal, state and local environmental regulations or standards. Lessee agrees
that it has inspected the Premises and is fully advised of its own rights without
reliance upon any representation made by Lessor concerning the
environmental condition of the Premises. LESSEE, AT ITS SOLE COST
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AND EXPENSE, AGREES THATITSHALL BE FULL YRESPONSIBLE
FOR THE REMEDIATION OF ANY VIOLATION OF ANY
APPLICABLE FEDERAL, STATE OR LOCAL ENVIRONMENTAL
REGULATION OR STANDARD THAT IS CAUSED BY LESSEE, ITS
OFFICERS, AGENTS, SERVANTS, EMPLOYEES, CONTRACTORS,
SUBCONTRACTORS OR INVITEES.
9. SIGNS.
Lessee may, at its sole expense and with the prior written approval of the Director, install and
maintain signs on the exterior of the Premises related to Lessee's business operations. Such
signs, however, must be in keeping with the size, color, location and manner of display of
other signs at the Airport. Lessee shall maintain all such signs in a safe, neat, sightly and
physically good condition.
10. RIGHTS AND RESERVATIONS OF LESSOR.
Lessor hereby retains the following rights and reservations:
10.1. 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
navigational or navigational aids used at the Airport.
10.2 Lessor reserves the right to develop and improve the Airport as it sees fit, regardless
of the desires or view of Lessee, and without interference or hindrance by or on behalf
of Lessee. Accordingly, nothing contained in this Lease shall be construed to obligate
Lessor to relocate Lessee as a result of any such Airport developments or
improvements.
10.3 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. In the
event that any such existing or future agreement directly causes a material restriction,
impairment or interference with Lessee's primary operations on the Premises
("Limitation") for a period of less than seven (7) calendar days, this Lease shall
continue in full force and effect. If the Limitation lasts more than seven (7) calendar
days, Lessee and Lessor shall negotiate in good faith to resolve or mitigate the effect
of the Limitation. If Lessee and Lessor are in good faith unable to resolve or mitigate
the effect of the Limitation, and the Limitation lasts between seven (7) and one
hundred eighty (180) days, then for such period (i) Lessee may suspend the payment
of any rent due hereunder, but only if Lessee first provides adequate proof to Lessor
that the Limitation has directly caused Lessee a material loss in revenue; (ii) subject
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to ordinary wear and tear, Lessor shall maintain and preserve the Premises and its
improvements in the same condition as they existed on the date such Limitation
commenced; and (iii) the term of this Lease shall be extended, at Lessee's option, for
a period equal to the duration of such Limitation. If the Limitation lasts more than
one hundred eighty (180) days, then (i) Lessor and Lessee may, but shall not be
required to, (a) further adjust the payment of rent and other fees or charges, (b)
renegotiate maintenance responsibilities and (c) extend the term of this Lease, or (ii)
Lessee may terminate this Lease upon thirty (30) days' written notice to Lessor.
10.4 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. If any lease between Lessor and the United States
Government executed pursuant to this Section 10.4 directly causes a Limitation for a
period of less than seven (7) calendar days, this Lease shall continue in full force and
effect. If the Limitation lasts more than seven (7) calendar days, Lessee and Lessor
shall negotiate in good faith to resolve or mitigate the effect of the Limitation. If
Lessee and Lessor are in good faith unable to resolve or mitigate the effect of the
Limitation, and the Limitation lasts between seven (7) and one hundred eighty (180)
days, then for such period (i) Lessee may suspend the payment of any rent due
hereunder, but only if Lessee first provides adequate proof to Lessor that the
Limitation has directly caused Lessee a material loss in revenue; (ii) subject to
ordinary wear and tear, Lessor shall maintain and preserve the Premises and its
improvements in the same condition as they existed on the date such Limitation
commenced; and (iii) the term of this Lease shall be extended, at Lessee's option, for
a period equal to the duration of such Limitation. If the Limitation lasts more than
one hundred eighty (180) days, then (i) Lessor and Lessee may, but shall not be
required to, (a) further adjust the payment of rent and other fees or charges, (b)
renegotiate maintenance responsibilities and (c) extend the term of this Lease, or (ii)
Lessee may terminate this Lease upon thirty (30) days' written notice to Lessor.
10.5 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.
10.6 Lessee's rights hereunder shall be subject to all existing and future utility and drainage
easements and rights -of -way granted by Lessor for the installation, maintenance,
inspection, repair or removal of facilities owned or operated by electric, gas, water,
sewer, communication or other utility companies. Lessee's rights shall additionally
be subject to all rights granted by any ordinance or statute which allows utility
companies to use publicly -owned property for the provision of utility services.
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10.7 Lessor agrees Lessee shall have the right of ingress and egress to and from the
Premises by means of roadways for automobiles and taxiways for aircraft including
access during the construction phase of airport improvements, unless otherwise agreed
to in writing by both parties. Such rights shall be consistent with the rules and
regulations with respect to the occupancy and use of airport premises as adopted from
time to time by the City of Fort Worth and by the Federal Aviation Administration or
any other state, federal or local authority.
11. 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.
11.1. Adiustments to Required Coverage 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.
11.2. 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.
11.3 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.
12. INDEPENDENT CONTRACTOR.
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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.
13. INDEMNIFICATION.
LESSEE HEREBY ASSUMES ALL LIABILITY AND RESPONSIBILITY FOR
PROPERTY LOSS, PROPERTY DAMAGE AND/OR PERSONAL INJURY OF ANY
KIND, INCLUDING DEATH, TO ANY AND ALL PERSONS, OF ANY KIND OR
CHARACTER, WHETHER REAL OR ASSERTED, ARISING OUT OF OR IN
CONNECTION WITH ITS USE OF THE AIRPORT UNDER THIS LEASE OR WITH
THE LEASING, MAINTENANCE, USE, OCCUPANCY, EXISTENCE OR LOCATION
OF THE PREMISES, EXCEPT TO THE EXTENT CAUSED BY THE GROSS
NEGLIGENCE OR INTENTIONAL MISCONDUCT OF LESSOR, ITS OFFICERS,
AGENTS, SERVANTS OR EMPLOYEES.
DURING THE TERM OF THIS LEASE, LESSEE COVENANTS AND AGREES TO,
AND DOES TO THE EXTENT ALLOWED BY LAW, WITHOUT WAIVING ANY
DEFENSES PROVIDED BYLAW, HEREBYINDEMNIFY, HOLD HARMLESSAND
DEFEND LESSOR, ITS OFFICERS, AGENTS, SERVANTS AND EMPLOYEES,
FROM AND AGAINST ANY AND ALL CLAIMS OR LAWSUITS FOR EITHER
PROPERTY DAMAGE OR LOSS, INCLUDING ALLEGED DAMAGE OR LOSS TO
LESSEE'S B USINESS 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 LESSEE'S USE OF THE AIRPORT UNDER THIS LEASE OR
WITH THE USE, LEASING, MAINTENANCE, OCCUPANCY, EXISTENCE OR
LOCATION OF THE PREMISES, EXCEPT TO THE EXTENT CAUSED BY THE
GROSS NEGLIGENCE OR INTENTIONAL MISCONDUCT OF LESSOR, ITS
OFFICERS AGENTS, SERVANTS OR EMPLOYEES.
LESSEE ASSUMES ALL RESPONSIBILITY AND AGREES TO PAY LESSOR FOR
ANYAND ALL INJURIES OR DAMAGES TO LESSOR'S PROPERTY WHICHARISE
OUT OF OR IN CONNECTION WITH ANY AND ALL ACTS OR OMISSIONS OF
LESSEE, ITS OFFICERS, AGENTS, EMPLOYEES, CONTRACTORS,
SUBCONTRACTORS, LICENSEES OR INVITEES, EXCEPT TO THE EXTENT
CAUSED BY THE GROSS NEGLIGENCE OR INTENTIONAL MISCONDUCT OF
LESSOR, ITS OFFICERS, AGENTS, SERVANTS OR EMPLOYEES.
ZIA CAPUAL, INC. 1 OS -A
Hangar and Ground Lease Agreement
Fort Worth Meacham International Airport
Page 12 of23
LESSOR DOES NOT GUARANTEE POLICE PROTECTION TO LESSEE, ANY
SUBLESSEES OR THEIR PROPERTY. LESSOR IS OBLIGATED ONLY TO
PROVIDE SECURITY ADEQUATE TO MAINTAIN LESSOR'S CERTIFICATION
UNDER FAA REGULATIONS. LESSEE SHALL COMPLY WITHALL APPLICABLE
REGULATIONS OF THE FAA RELATING TO AIRPORT SECURITY. LESSEE
SHALL PAY ALL FINES IMPOSED BY THE FAA ON LESSOR OR LESSEE
RESULTING FROM LESSEE'S OR ANY SUBLESSEES' FAILURE TO COMPLY
WITH SUCH FAA REGULATIONS OR TO PREVENT UNAUTHORIZED PERSONS
OR PARTIES FROM OBTAINING ACCESS TO THE AIR OPERATIONS AREA OF
THE AIRPORT FROM THE PREMISES.
14. TERMINATION.
In addition to termination rights contained elsewhere in this Lease, Lessor shall have the right
to terminate this Lease as follows:
14.1. Failure by Lessee to Pav 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.
14.2. 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 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.
14.3. 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.
14.4. 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 14.1, 14.2 or 14.3 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. hi 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. The
ZIA CAPUAL, INC. 1 OS -A
Hangar and Ground Lease Agreement
Fort Worth Meacham International Airport
Page 13 of23
15.
16.
amount of rent, fees, and charges owed by Lessee shall be reduced by the rent, fees,
charges received or contracted to be received by Lessor from a new tenant of the
Leased Premises in the event a new tenant can be found by Lessor.
14.5. 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.
NOTICES.
Notices required pursuant to the provisions of this Lease shall be conclusively determined to
have been delivered when (i) hand -delivered to the other party, its agents, employees, servants
or representatives, or (ii) deposited in the United States Mail, postage prepaid, addressed as
follows:
To LESSOR:
City of Fort Worth
Aviation Department
201 American Concourse, Suite 330
Fort Worth, TX 76106
ASSIGNMENT AND SUBLETTING.
16.1. In General.
To LESSEE:
Zia Capital, Inc.
Dan E. Buhl
1201 Summit Avenue
Fort Worth, TX 76102-4413
dbruhl(&oafw202O.com/817-680-9102
Lessee shall have the right to sublease portions of the Premises as provided by and in
accordance with Section 5 of this Lease. Otherwise, Lessee shall not assign, sell,
convey, sublease or transfer the entirety of its rights, privileges, duties or interests
granted by this Lease without the advance written consent of Lessor.
16.2. Conditions of Approved Assignments and Subleases.
If Lessor consents to any assignment or sublease, all terms, covenants and agreements
set forth in this Lease shall apply to the assignee or sublessee, and such assignee or
ZIA CAPUAL, INC. 1 OS -A
Hangar and Ground Lease Agreement
Fort Worth Meacham International Airport
Page 14 of23
sublessee shall be bound by the terms and conditions of this Lease the same as if it
had originally executed this Lease. The failure or refusal of Lessor to approve a
requested assignment or sublease shall not relieve Lessee of its obligations hereunder,
including payment of rentals, fees and charges.
17. 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 upon thirty (30) days' written notice. 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.
18. 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.
19. 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 Lessor; all rules and regulations established by the 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 and its officers, agents, employees, contractors, subcontractors,
licensees or invitees shall immediately desist from and correct the violation.
19.1 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
changes adopted in the City's Schedule of Rates and Charges, as may be adopted by
the City Council from time to time.
ZIA CAPrrAL, INC. 1 OS -A
Hangar and Ground Lease Agreement
Fort Worth Meacham International Airport
Page 15 of23
20. 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 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 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 these regulations 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.
21. LICENSES AND PERMITS.
Lessee shall, at its sole expense, obtain and keep in effect all licenses and permits necessary
for the operation of its operations at the Airport.
22. GOVERNMENTAL POWERS.
It is understood and agreed that by execution of this Lease, Lessor does not waive or surrender
any of its governmental powers.
23. NO WAIVER.
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.
24. VENUE AND JURISDICTION.
If any action, whether real or asserted, at law or in equity, arises on the basis of any provision
of this Lease or of Lessee's operations on the Premises, venue for such action shall lie in state
courts located in Tarrant County, Texas or the United States District Court for the Northern
ZIA CAPrrAL, INC. 1 OS -A
Hangar and Ground Lease Agreement
Fort Worth Meacham International Airport
Page 16 of23
District of Texas, Fort Worth Division. This Lease shall be construed in accordance with the
laws of the State of Texas.
25. 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.
26. 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.
27. FORCE MAJEURE.
Lessor and Lessee will exercise their good faith efforts to meet their respective duties and
obligations as set forth in this Agreement, but will not be held liable for any delay or omission
in 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 the public enemy; fires; strikes; lockouts; natural disasters; wars; riots;
epidemics or pandemics; government action or inaction; orders of government; material or
labor restrictions by any governmental authority; transportation problems; restraints or
prohibitions by any court, board, department, commission, or agency of the United States or
of any States; civil disturbances; other national or regional emergencies; or any other similar
cause not enumerated herein but which is beyond the reasonable control of the Party whose
performance is affected (collectively, "Force Majeure Event"). The performance of any such
obligation is suspended during the period of, and only to the extent of, such prevention or
hindrance, provided the affected Party provides notice of the Force Majeure Event, and an
explanation as to how it prevents or hinders the Party's performance, as soon as reasonably
possible after the occurrence of the Force Majeure Event, with the reasonableness of such
notice to be determined by the Lessor in its sole discretion. The notice required by this section
must be addressed and delivered in accordance with this Lease.
28. 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.
29. ENTIRETY OF AGREEMENT.
This written instrument, including any documents attached hereto or incorporated herein by
reference, contains the entire understanding and agreement between Lessor and Lessee, its
ZIA CAPrrAL, INC. 1 OS -A
Hangar and Ground Lease Agreement
Fort Worth Meacham International Airport
Page 17 of23
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.
30. 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 that Lessee'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.
[Signature Pages Follow]
ZIA CAPUAL, INC. 1 OS -A
Hangar and Ground Lease Agreement
Fort Worth Meacham International Airport
Page 18 of23
IN WITNESS WHEREOF, the parties hereto have executed this Agreement in multiples on
this the day of
CITY OF FORT WORTH:
0Ahq BUYandoff
By:
Dana Burghdoff (Ju 6, 2023 08:34 CDT)
Dana Burghdoff
Assistant City Manager RV
Date: Jun 26, 2023
STATE OF TEXAS
COUNTY OF TARRANT
, 2023.
BEFORE ME, the undersigned authority, a Notary Public in and for the State of Texas, on
this day personally appeared Dana Burghdoff, 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
, 2023. Jun 26, 2023
v vs SELENA ALA
= Notary Public
r STATE 0' TEXAS
9� Notary I.D. 132422528 Selena Ala (Jun 26, 2023 10:09 CDT)
My Comm. Exp. Mar. 31, 2024
Notary Public in and for the State of Texas
APPROVED AS TO FORM
AND LEGALITY:
By.
Thomas Royce Hansen,
Assistant City Attorney
M : 23-0490
Approval Date: 06.13.23
Form 1295 Certificate #: 2023-1015772
ZIA CAPrrAL, INC. 1 OS -A
Hangar and Ground Lease Agreement
Fort Worth Meacham International Airport
Page 19 of 23
pap40pnn�
ATTEST: °°"d
Pv8 o=d
1, adp� nFp4s4aa
By.
Jannette S. Goodall
City Secretary
g
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
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.
Sc�r.6c� �ea�.rL
Real Property Manager
Barbara Goodwin
Print Name
LESSEE: ATTEST:
ZIA CAPITAL, INC.
By: By:
Dan E. Bruhl
President
Date: `�• 2 S �] 2.
STATE OF TEXAS
COUNTY OF Tcxi7azf
BEFORE ME, the undersigned authority, a Notary Public in and for the State of Texas, on
this day personally appeared DAN E. BRUHL, 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 ZIA
CAPITAL, INC., and that he executed the same as the act of ZIA CAPITAL, INC., for the purposes
and consideration therein expressed and, in the capacity, therein stated.
GIVEN UNDER MY HAND AND SEAL OF OFFICE this >, day
Pkpr_�►1 , 2023.
RH£SHELL MCCALEB
Notary Public, State of Texas
Comm. Expires 08-22-2026
'•��ov. Notary ID 131692113
Notary Public in and for the State of Texas
2IA CAPITAL, INC. 30s-A
Hangar and Ground Loase Agreement
Fort Worth Meacham International Airport
Page 20 of23
EXHIBIT A
Map of 10S-A
ZIA CAPUAL, INC. 1 OS -A
Hangar and Ground Lease Agreement
Fort Worth Meacham International Airport
Page21 of23
FoRT WoRn
Amnar
Dorf
Find Base Operatics (FBO's;
Arcraft Mantenar ce ODerator arc
Avionics or instrument M13intenance
O -Piston
Aim rah Mantenawe. Operator and
Avionics or kntrum nt Maintenance
Operator -Turbine
Avionics or instrument Maintenance
Operator ;Bench work Only)
Arcraft Rental or Flight Tra- _ng
Operator
Arcraft Charter or Aircraft
Mahargernent Operator
Aircraft Sales Operator
Ara -aft Storage Operator
EXHIBIT B
EXHIBITC -MINIMUM INSURANCE REQUIREMENTS
Commercial Environnherrtal Aubarnoble LiaWity (To
Property General Hanga6aepers Impairment Arcraft and Passenger Include Hired & Nan -owned
Insurance Liability Liability e
Liability Liability Vehicleesj
Yes $5.000,000 $5.004,000 31.000,000 3 1,000,000
$1.000,000 31.000,000 $ 1,003,000
s $5-0O0,000 31.000,000 3 1,000.000
s $1,000.000 1=000
•5
51,000,dOd `
`5
51,000.000
-5 i1.ODd,dOf}
'5
s $11DW.000 $1,000,000
s $5,000,Qdd' 55,000 0003
31.0010,13Wcommence S 1JdO0,000
3100.00Olpassenger
$5.000, Qad'acourren c e
S 1,10id0,QQQ
35QQ.00Orpassenger
31.O00,O00;cocurence 3 1J=.DD0
3100.00 'passenger
3
31 000 000;ccwnence
1.000.000
250.QOQ
Aviation ServiceScIL-Proprietor
s 51,O00,d00'
,
$10Q-QOQ'passenger
S
Other CommercialAerah3utioal
51,000,QQQ
33QQ,40Of000urrenoe
$
1,0d0.d00
Activities
TerttporaryapecializWAv4on
31,000,43M
;.3t]O, GGloccurrence
3
1,0O0.000
Service Ooerabor
Nor►-Carrmercal Hangar Lessee
s
#.3Q .Waloccumenm
3
1.000.000
Nor►-CornaxgcW Flying vlub
5
31AU0,00[+ccctrrence
3
1=,QQQ
00 SIOD.0+oassenoer
Non-Comal Self Non -Fueling
-s 3 1,O1I0,00
$1,000,00O 3300,000Joccumence
S
1.000,000
�
Permrtee tJei Fud andror ii11r7 V
Non-Conrnen:41 Self -Fueling
Pemvte!e s $300.000 S30d,�3i30bocurrernce 5
(Alternative Fuels e-a. mooas:
Box Hagar, T-Hangar. Ccmax.:_iy s 33QQ,{ �accurrence 5
Hangar
Other 'Insurance requremersts subject to determnation by Aviation Qeparlrrient and Risk Management.
Additional Insurance Reclummer is
Lessee's pdides are to be prim
ary to any other valid and colleable insrranoe avaW* to the City
-Al policies shall indrrde a Waiver of Subrwgallion in favor of the City (Temporary SASO roust also nude Airport Lessee)
ad -The City of Fart Worth shbe named as Additional Insured (Temporary SASO must also include Airport Lessee)
•Policies shal have no exdusions by i_ . vkich , 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 aioraft value at one time and coverage per occurrence should be egaident to the average of the
mumvalu n value of total arcraft at one time. bun not less than the amounnot t ed above
] Mast include Negligent InsbrWkm Coverage
3 Ifvidi a -: -� _:oragecperator is prog sstleasiug space for aircraft storage
4 OeJy re: _ -Afor those providing flight instruction
s Depen:__ m rn terms of the lease agmeme
a If vehicle carked bndside -State minimums would aeolyation AviMinimum Standards, CKyofFort Worth MriationDepartment 0d,012014)
ZIA CAPITAL, INC. 1 OS -A
Hangar and Ground Lease Agreement
Fort Worth Meacham International Airport
Page 22 of 23
250.DW
250.DW
PROPERTY INSURANCE
DEFINITIONS:
Coverage 'or the Building includes (but is rat limited to)the building and smug ores, completed additions to covered
buildings, outdoor fixtures, permanently installed fixtures, machinery and equipment_ The building rrateriaI used to
maintain and service the insured's premises is also insured. Business Personal Property owned by he insured and
used in the insured's business is covered for direct loss or damage. The coverage includes (but is no- limbed to)
fumi.mre and fxtLres, stack, improvements and ber.enmens, leased property for which you have a coniactual
obligation to insure and several other similar business property items when not spec ifrraly excluded from coverage.
The policy is also designed to protect the insured against lass or damage to the Personal Property of C1lhers while
in the irtsured's care, custody and control.
Business Incorr a (sometimes talled Business Interruption) affords protection against the loss of earnings of a
business during .he tine 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 er�penses could indude rent, utilities, moving
expenses, telephone, advertising and labor.
This coverage protects the Insured for bodily irlury or property damage to the third parties, for which they are legally
liable. The policy covers accidents occurring on the premises or away `rom 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 organtVions other than
the named insured may be wavered 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 a)penses associated with
a claim or he defense of a liability suit.
Coverage A - Bodily Injury and Property Damage Liability
CC>XMIERCLU GENERAL Bodily Injury means physical injury, sickness or disease, including death. Property Damage means physical injury
LI AB IIT1 to tangible prope y, including the resulting loss of use of that property_
Coverage B - Personal Injury and Advertising) lnjury Liability
Personal Injury means false arres malicious prosecution, wrongful enryor eviction, Ibel, slanderard violations o`
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 aocldent
Insures the hanger operator for legal obligadons .o pay damages due to loss to an aircraft that occurs when the
H�-NGAR EEPERS aircraft is in the care. custody or con col of the insured for safekeeping, storage, service or repair_ Coverage
LIABILM extends o lability claims ruvolvng an aircraft's loss of use.
Insures the pollution exposure associated with the insureds property and operations, Including costs of cleanup and
remedial or corrective action due to a third -party demand or govemmentorder. The Pollution ewclusion in general
EN-VIR01IENTAT Iiabiiy insurance effectively eliminates coverage for damages for bodily injury, property damage and cleanup costs
IMPIRMENT LIABII-= arising from most types of pollution events. Because of this, custommed protection for the polknion 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 d ktnatfy different from those `or other areas of transpcxtation and tend to incorporate aviation
AIRCRALFT AND terminology, as well as term inclogy, knits and clauses spec c, to aviation insurance. Passenger liability protects
PASSENGER LIABILITY passengers riding in the accident aircraft who are injured or killed. In many countries this coverage is mandatory
orfyfor c*mmercial or large aircraft Coverage is Oen sold on a "per -seat" basis, with a specifier) limit for each
passenger seat
The liability coverage of the Business Auto Policy provides protection against legal Iiabiltyarising out of the
AUTO14 GUILE LIABILIn ownership, maintenance or use of any insured automobile. The insuring agreement agrees to pay for bodily iryury
(TO INCLUDE HIRED &- or property damage for which the insured is legally responsible because of an automobile accident The policy also
NON-O�'�NED i'EHICLESi states that, in addition to the payment of damages, the insurer also agrees to defend the insured for all legal
defense cost. The deferuse is in add ition to the policy limits.
%An agreement between two parties in titihich one party agrees to waive subrogation rights against another in the
SLTBIiC1�Ci:AIION
' OF event of a lass. The intent is to prevent one party's insurer from pursuing subrogation against the other party.
ZIA CAPITAL, INC. 1 OS -A
Hangar and Ground Lease Agreement
Fort Worth Meacham hiternational Airport
Page 23 of 23
M&C Review Page 1 of 2
0
Official site of the City of Fort Worth, Texas
CITY COUNCIL AGEND FORTWORTH
Create New From This M&C
REFERENCE **M&C 23- 55FTW ZIA CAPITAL
DATE: 6/13/2023 NO.: 0490 LOG NAME: HANGAR AND GROUND
LEASE, SITE 10S-A
CODE: C TYPE: CONSENT PUBLIC NO
HEARING:
SUBJECT: (CD 2) Authorize Execution of a New Hangar and Ground Lease Agreement for
Approximately 18,319 Square Feet of Ground Space Including a 4,600 Square Foot
Hangar Known as Lease Site 10S-A with Zia Capital, Inc. at Fort Worth Meacham
International Airport
RECOMMENDATION:
It is recommended that the City Council authorize execution of a new hangar and ground lease
agreement for approximately 18,319 square feet of ground space, including a 4,600 square foot
hangar known as Lease Site 10S-A with Zia Capital, Inc. at Fort Worth Meacham International
Airport.
DISCUSSION:
The City and Barrett-Conatser Hangar Joint Venture previously entered into City Secretary Contract
(CSC) No. 13160, as first amended by CSC No. 19263 (CSC 13160 A-1) and assigned by CSC No.
25932. CSC Nos. 13160, 19263, 13360, 25932 are collectively referred to as the Previous Lease.
The Previous Lease had a lease term of 30 years, with a termination date of June 30, 2013 with no
options to renew. The Previous Lease was amended in 2009 through the execution of CSC No.
13160 A-2, which added two additional five-year options to renew to provide the Lessee a total
potential lease term of forty (40) years, which will expire on June 30, 2023. CSC No. 13160 A-2 also
decreased the square footage of the ground space under the lease from 23,689 square feet to 18,319
square feet. In 2018, there was a third amendment, which intended to memorialize the second
renewal term under the lease; however, there was an error within the body of CSC No. 13160 A-3 and
the renewal incorrectly stated that the parties were executing the first renewal. The error resulted in
execution of CSC No. 13160 A-4, a fourth amendment to the lease, thereby correcting the renewal
and correctly stating the final expiration date as June 30, 2023 with no additional options to renew.
The City and Zia Capital, Inc. now wish to enter into a new hangar and ground lease agreement that
will commence on the effective date of the new lease, for a ten-year lease term with two (2)
consecutive options to renew for five (5) years each.
Annual Revenue generated from the hangar is approximately $28,750.00, paid in monthly installments
of approximately $2,395.83. Annual Revenue from the ground space is approximately $8,609.93, paid
in monthly installments of approximately $717.49. Rates are in accordance with the Aviation
Department's current Schedule of Rates and Charges and the Aviation Department's Leasing
Policy. All terms and conditions of the lease agreement will be in accordance with City of Fort Worth
and Aviation Department policies.
Rental rates shall be subject to an increase on October 1st of any given year, based on the upward
percentage change in the Consumer Price Index for the Dallas -Fort Worth Metropolitan area. At no
time will the adjusted rate exceed the rate that is current in the Schedule of Rates and Charges. Five-
year rate adjustments will be applied to the ground rate starting on October 1, 2028, and every fifth
year thereafter. If near the end of the ten (10) year Initial Term, a Renewal Term has been requested
by the Lessee, City will have an appraisal performed by a qualified third -party appraiser to adjust the
hangar rate to equal the then Fair Market Value, for this type of property at airports similar to the type
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or types of property that comprise the Premises.
Fort Worth Meacham International Airport is located in COUNCIL DISTRICT 2.
FISCAL INFORMATION/CERTIFICATION:
The Director of Finance certifies that upon approval of the above recommendation and execution of
the lease, funds will be deposited into the Municipal Airport Fund. The Aviation Department (and
Financial Management Services) is responsible for the collection and deposit of funds due to the City.
TO
Fund I Department Account Project Program Activity Budget Reference # Amount
ID ID Year (Chartfield 2)
FROM
Fund Department Account Project Program Activity Budget Reference # Amount
ID ID Year (Chartfield 2)
Submitted for Citv Manager's Office bv: Dana Burghdoff (8018)
Originating Department Head: Roger Venables (5402)
Additional Information Contact: Ricardo Barcelo (5403)
ATTACHMENTS
2023.5 Form1295 TxBusinessEthics.Ddf (CFW Internal)
FID TABLE 10S-A.x1sx (CFW Internal)
Location MaD 10S-A Zia Cnital.Ddf (Public)
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