HomeMy WebLinkAboutContract 25212 i �
CITY SECRETARY
FORT WORTH MEACHAM INTERNATIONAL AIRPORT
GROUND LEASE AGREEMENT
Lease Site 1-S
This UNIMPROVED GROUND LEASE AGREEMENT ("Lease") is made and entered
into by and between the CITY OF FORT WORTH ("Lessor"), a home rule municipal
corporation situated partly in Tarrant County, Texas acting by and through Ramon Guajardo, its
duly authorized Assistant City Manager, and SANDPIPER AIRPORT INN, INC. ("Lessee"), a
Texas corporation acting by and through Don Hansen, its duly authorized President.
Recitals
The following statements are true and correct and form the basis of this Lease:
A. Lessor and Lessee previously entered into City Secretary Contract ("CSC") No. 7920, a
Fixed Base Operator Lease of certain unimproved land at Fort Worth Meacham
International Airport("Airport"). CSC No. 7920 was subsequently amended by CSC Nos.
8317, 8419, 8606, 11079, 11080, 13190, 17320 and 17328, which collectively shall be
referred to as the "Previous Lease". The real property demised by Lessor under the
Previous Lease shall be referred to hereinafter as the "Previous Premises".
B. Lessor previously consented to the execution by Lessee of a Deed of Trust Lien on and a
security interest in Lessee's rights under the Previous Lease to the Previous Premises in
favor of Bank of the West. This consent is reflected in CSC No. 18967.
C. Because of the addition and subtraction of various tracts of land comprising the Previous
Premises,Lessor commissioned a new survey of the Previous Premises. Lessor and Lessee
now desire to terminate the Previous Lease and to enter into this Lease on substantially the
same terms and conditions as in the Previous Lease.
Agreement
NOW, THEREFORE, in consideration of the mutual covenants, promises and obligations
contained herein,the parties agree as follows:
1. TERMINATION OF PREVIOUS LEASE.
The Previous Lease is hereby terminated contemporaneously with the execution of this
Lease. However, such termination shall not constitute (i) a release by one party of any liability,
accruing or obligation to indemnify under the Previous Lease or (ii) a waiver of one party to
enforce any unperformed duties or obligations of the other under the Previous Lease. Article VI.B
of CSC No. 7920 shall specifically survive termination of the Previous Lease. Lessor's consent
under CSC No. 18967 to the Deed of Trust Lien and security interest granted in favor of Bank of
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the West shall remain in effect with respect to the Premises demised under this Lease and Lessor's
rights and interest in such Premises as granted by this Lease.
2. PROPERTY LEASED AND TERM OF LEASE .
Lessor hereby demises to Lessee approximately 168,347 square feet of land at the Airport
identified as Lease Site 1-S ("Premises"), as shown in the map of Exhibit "A" and the field notes
of Exhibit "B", both of which are attached hereto and hereby made a part of this Lease for all
purposes. The term of this Lease shall commence on the date of its execution ("Effective Date")
and expire at 11:59 P.M. CDT on May 31, 2016, unless terminated earlier as provided herein. If
Lessee holds over after the expiration of the term of this Lease, 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.
3. RENT AND ADDITIONAL COMPENSATION.
3.1. Annual Rent for Premises.
From the Effective Date of this Lease until September 30, 2001, Lessee shall pay
Lessor as annual rent for the Premises the sum of Twenty Thousand Eight Hundred Forty-
six and 52/100 Dollars ($20,846.52), payable in twelve monthly installments of One
Thousand Seven Hundred Thirty-seven and 21/100 Dollars ($1,737.21). Thereafter, annual
rent for the Premises shall be adjusted in accordance with Section 3.2. Rental rates under
this Lease are based upon those provided by the Previous Lease.
3.2. Rent Adjustments.
Upon written notice from Lessor to Lessee delivered within thirty (30) days prior to
(i) October 1, 2001; (ii) October 1, 2006; and (iii) October 1, 2011, respectively, Lessor
shall have the right, but not the duty, to adjust rent payable under this Lease to conform to
rentals then prevailing at the Airport for comparable increase; provided, however, that such
an increase shall not exceed ten percent(10%) of the amount of rent paid by Lessee for the
month immediately preceding the date of Lessor's written notice.
3.3. Additional Compensation.
As consideration for Lessor's consent to Lessee's operation of a restaurant on the
Premises, Lessee shall pay to Lessor, as monthly compensation in addition to any rent
payable under this Lease, (i) from the Effective Date until May 31, 2006, one percent (1%)
of Lessee's Gross Receipts over Fifty Thousand Dollars ($50,000.00) in the respective
month and (ii) from June 1, 2006 until May 31, 2016, one and one-half percent (1.5%) of
Lessee's Gross Receipts in the respective month (collectively "Additional
Compensation"). For purposes of this Lease, "Gross Receipts" shall mean all receipts in
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the respective month derived from or related to the operation of a restaurant on the Premises
and the related sale of food, drinks and alcoholic beverages, regardless of whether the
serving or delivery of the products, commodities or merchandise is done or made on the
Premises or elsewhere, and regardless of whether such receipts are derived or collected by
Lessee or by any agent, assignee or sublessee of Lessee. It is specifically agreed that the
receipts of all sublessees derived from or related to the operation of a restaurant on the
Premises by a sublessee and the related sales of food, drinks and alcoholic beverages shall
be included in the definition of"Gross Receipts."
3.4. Payment Dates and Late Fees.
Monthly rent and Additional Compensation payments are due on or before the first
(lst) day of each month. Rent payments must be received during normal working hours by
the due date at the location for Lessor's Revenue Office set forth in Section 15. Additional
Compensation payments must be received during normal working hours by the due date at
the location for Lessor's Department of Aviation set forth in Section 15. Rent shall be
considered past due if Lessor has not received full payment after the fifteenih(15th) day of
the month for which payment is due. Lessee hereby gives, grants and pledges unto Lessor a
contractual preference lien upon all property, tangible or intangible, and property rights
belonging to Lessee now or at any time hereafter placed in or upon the Premises to secure
the prompt payment of all rentals and fees and the performance of any or all covenants and
obligations to be kept and performed by Lessee hereunder.
4. BOOKKEEPING AUDITS AND STATEMENTS.
With respect to any restaurant operated on the Premises, Lessee shall maintain accounting
books in accordance with generally accepted accounting methods, principles and practices and
which accurately reflect all Gross Receipts. Lessor shall have access to all such books and records
during normal business hours and, upon written request,Lessee agrees to make all such documents
available at the Premises for Lessor's examination. Within thirty (30) days following each
anniversary of the Effective Date of this Lease, Lessee, at Lessee's sole cost and expense, shall
furnish Lessor with an accurate statement of monthly Gross Receipts ("Annual Statement").
Within thirty (30) days following the expiration or termination of this Lease, Lessee, at Lessee's
sole cost and expense, shall furnish Lessor with an accurate statement of monthly Gross Receipts
from the last day covered by the immediately preceding Annual Statement to the effective date of
expiration or termination, as applicable ("Final Statement"). The Annual and Final Statements
shall be prepared by and certified to be true and correct by an independent certified public
accountant.
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5. UTILITIES.
Lessee, at Lessee's sole cost and expense, shall be responsible for the installation and use of
all utilities service to all portions of the Premises and .for all other related utilities 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, installation,
maintenance or repair of any and all utilities serving the Premises, including, but not limited to,
water, sanitary sewer, electric, gas and telephone utilities. 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.
6. MAINTENANCE AND REPAIRS.
Lessee, at Lessee's sole cost and expense, shall maintain the Premises and all improvements
thereon and appurtenances thereto in a presentable condition consistent with good business practice
in a safe, neat, sightly and good physical condition. Lessee shall repair all damages to the Premises
caused by Lessee, its employees, patrons or Lessee's operations thereon; shall maintain and repair
all equipment thereon, including, but not limited to, any drainage installations, paving, curbs,
islands, buildings and improvements; and shall repaint and reglaze its own buildings and facilities
as necessary
Lessee agrees that in the event it shall become necessary to make changes within the area
covered by this Lease of plumbing, any wiring or similar installations, Lessee will promptly make
such changes and installations at Lessee's sole expense, subject to the approval of Lessor and in
accordance with all federal, state and municipal laws,ordinances,rules or regulations.
Lessor, in Lessor's reasonable discretion shall be the sole judge of the quality of
maintenance. Upon provision of written notices by Lessor to Lessee, Lessee shall be required to
perform whatever maintenance Lessor-deems necessary. If such maintenance is not undertaken by
Lessee within ten (10) days after receipt of written notice, Lessor shall have the right to enter upon
the Premises and perform such maintenance, the cost of which shall be borne by Lessee.
7. CONSTRUCTION AND IMPROVEMENTS.
7.1. Discretionary Improvements.
Lessee may, at its sole discretion, perform modifications, renovations or
improvements on the Premises. However,Lessee may not initiate any kind of modification,
renovation or improvement on or to the Premises unless it first submits all plans,
specifications and estimates for the costs of the proposed work in writing and also requests
and receives in writing approval from the Director of Airport Systems or authorized
designee ("Director"). Lessee covenants and agrees that it shall fully comply with all
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provisions of this Section 7 in the performance of any such discretionary modifications,
renovations or improvements. Lessee understands and agrees that Lessor owns in fee
simple all permanent improvements on the Premises as of the Effective Date of this Lease
and that' title to all permanent improvements that may be constructed or erected on the
Premises after the Effective Date of this Lease shall vest in Lessor upon their completion.
All other improvements of a non-permanent nature and all trade fixtures, machinery and
furnishings made or installed by Lessee may be removed from the Premises by Lessee at
any time unless otherwise provided in this Lease.
7.2. Process for Approval of Plans.
Lessee's plans for construction and improvements shall conform with the Airport's
architectural standards and must also receive written approval from the City's Departments
of Development, Engineering and Transportation and Public Works. 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.
7.3. Documents.
Lessee shall supply the Director with comprehensive sets of documentation relative
to any modification, renovation,construction or improvement, including, at a minimum, as-
built drawings of each project. As-built drawings shall be new drawings or redline changes
to drawings previously provided to the Director.
7.4. Bonds Required of Lessee.
Prior to the commencement of any mandatory or discretionary modification,
renovation, improvement or new construction, 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 requirements, terms and conditions
of this Lease, including, but not limited to, the satisfactory completion of the respective
modifications,renovations, construction projects or improvements, and(ii) full payments to
all persons, firms, corporations or other entities with whom Lessee has a direct relationship
for the performance of such modifications, renovations, construction projects or
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.
7.5. Bonds Required of Lessee's Contractors.
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Prior to the commencement of any modification, renovation, improvement or new
construction, Lessee's respective contractor 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
for such modifications, renovations, improvements or new construction. Lessee shall
provide Lessor with copies of such bonds prior to the commencement of such
modifications, renovations, improvements or new construction. 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 the City 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 to both Lessor and Lessee
as dual obligees. If Lessee serves as its own contractor, Section 7.5 shall apply.
7.6. 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 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 waivers of liens.
8. USE OF PREMISES.
Lessee hereby agrees to use the Premises solely for the operation of (i) a first-class
restaurant with sales of food, drinks and alcoholic beverages; (ii) a motel; (iii) fixed base operator
services, including (a) the loading and unloading of aircraft in any lawful activity as incidental to
the conduct of any services or operations set forth in this Section 8; (b) the maintenance, repair and
storage of aircraft, which shall include overhauling, rebuilding, repairing, inspection and licensing
of same, and the purchase and sale of parts, equipment and accessories therefor; (c) the operation of
a business of buying and selling aircraft and parts and accessories therefor, and aviation equipment
of all descriptions, either at retail, wholesale or as dealer; (d) the training on the Airport of
personnel in the employ of Lessee and/or Lessee's tenants and sublessees and the training on the
Airport of members of the general public generally as students, or other-wise in any art, science,
craft or skill pertaining directly or indirectly to aircraft; (e) the location, construction, erection,
maintenance and removal of improvements, in any lawful manner, upon or in the Premises for the
purpose of carrying out any of the activities provided for herein, subject,however, to the conditions
herein generally or particularly set forth; 69 the operation and sale of a sightseeing service; (g) the
operation and sale of aerial survey, photography and mapping services; (h) the operation of non-
scheduled air taxi and charter transportation of passengers; (i) the operation of schools for the
instruction of flying, navigation, mechanics, aerial survey, photography, aircraft design, theory and
construction; 6) the renting and leasing of space in hangars on the Premises for the private storage
of aircraft on a daily, weekly, monthly or annual basis; and (k) subject to the prior written approval
of Lessor, the undertaking of any phase of aviation activity in any way contributing to air
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transportation,or aerial navigation. Lessee or an experienced manager or managers employed by
Lessee shall supervise Lessee's motel and restaurant and bar operations on the Premises in a
professional manner and to ensure that such establishments are maintained in a safe, clean, orderly
or inviting manner at all times. It is specifically agreed and stipulated that the following
concessions and the establishment thereof are excluded from this Lease, to wit: (i) ground
transportation for hire; (ii) auto rental; (iii)news and sundry sales; (iv)barber and valet service; and
(v) aviation fuel sales.
Lessee shall have the use in common with the general public of all Public Airport Facilities
and improvements which are now or may hereafter be connected with or appurtenant to the Airport
for Lessee's authorized uses of the Airport. For purposes of this Lease, "Public Airport
Facilities" shall mean all necessary landing area appurtenances, including, but not limited to,
approach areas, runways, taxiways, public aprons, automobile parking areas, roadways, sidewalks,
navigational and avigational aids, lighting facilities, public terminal facilities and other public
facilities at the Airport. Lessee and Lessee's agents, servants,patrons and invitees shall have a right
of ingress to and egress from the Premises over and across public roadways serving the Airport.
Lessor warrants to Lessee peaceful possession and quiet enjoyment of the Premises during the term
hereof upon the performance of Lessee's duties and obligations under this Lease.
9. SIGNS .
Lessee may, at its sole expense and with the prior written approval of the Director, install
and maintain signs on 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 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 avigational or navigational
aids used at the Airport.
10.2. Lessor reserves the right to close temporarily the Airport or any of its facilities for
maintenance, improvements, safety or security of either the Airport or the public. In this
event, Lessor shall in no way be liable for any damages asserted by Lessee, including, but
not limited to, damages from an alleged disruption of Lessee's business operations.
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
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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.
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.
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 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.
11. INSURANCE.
11.1. Types of Coverage and Limits.
Lessee shall procure and maintain at all times, in full force and effect, a policy or
policies of insurance as specified in this Section 11, covering all risks related to the leasing,
use, occupancy,maintenance, existence or location of the Premises. Lessee shall obtain the
following insurance coverage at the limits specified herein:
• Pro e
Fire and Extended Coverage on all improvements at full replacement cost limit and
containing a waiver of subrogation in favor of Lessor;
• Commercial General Liability:
$300,000 per occurrence.
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.
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11.2. Certificates.
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.
11.3. Additional Requirements.
Lessee shall maintain its insurance with underwriters authorized to do business in
the State of Texas and which are satisfactory to Lessor. The policy or policies of insurance
shall be endorsed to cover all of Lessee's operations at the Airport and to provide that no
material changes in coverage, including, but not limited to, cancellation, termination, non-
renewal or amendment, shall be made without thirty (30) days' prior written notice to
Lessor.
12. INDEPENDENT CONTRACTOR.
It is expressly understood and agreed that Lessee shall operate as an independent contractor
as to all rights and privileges granted herein, and not as an agent, representative or employee of
Lessor. Lessee shall have the exclusive right to control the details of its operations and activities on
the Premises and shall be solely responsible for the acts and omissions of its officers, agents,
servants, employees, contractors, subcontractors, patrons, licensees and invitees. Lessee
acknowledges that the doctrine of respondeat superior shall not apply as between Lessor and
Lessee, its officers, agents, employees, contractors and subcontractors. Lessee further agrees that
nothing herein shall be construed as the creation of a partnership or joint enterprise between Lessor
and Lessee.
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13. INDEMNIFICATION.
LESSEE COVENANTS AND AGREES TO INDEMNIFY, HOLD HARMLESS AND
DEFEND LESSOR, ITS AGENTS, SERVANTS OR EMPLOYEES, FROM AND AGAINST
ANY AND ALL CLAIMS FOR DAMAGES OR INJURY TO PERSONS OR PROPERTY
ARISING OUT OF OR INCIDENT TO THE LEASING OF OR THE USE AND OCCUPYING
OF THE PREMISES BY LESSEE, ITS EMPLOYEES, PATRONS, CONTRACTORS OR
SUBCONTRACTORS; AND LESSEE DOES HEREBY ASSUME ALL LIABILITY AND
RESPONSIBILITY FOR INJURIES, CLAIMS OR SUITS FOR DAMAGES TO PERSONS
OR PROPERTY OF WHATSOEVER KIND OR CHARACTER, WHETHER REAL OR
ASSERTED, OCCURRING DURING THE TERM OF THIS LEASE IN CONNECTION
WITH THE USE OR OCCUPANCY OF THE PREMISES BY LESSEE, ITS EMPLOYEES,
PATRONS, CONTRACTORS OR SUBCONTRACTORS. LESSEE SHALL PAY PROMPTLY
WHEN DUE ALL BILLS OR CHARGES FOR CONSTRUCTION OR MAINTENANCE AS
WELL AS ANY OTHER AMOUNTS DUE FOR MATERIAL OR SERVICES FURNISHED
IN CONNECTION HEREWITH, AND LESSEE SHALL INDEMNIFY LESSOR AGAINST
ANY AND ALL MECHANICS AND MATERIALMEN'S LIENS OR ANY OTHER TYPES OF
LIENS IMPOSED UPON THE PREMISES DEMISED HEREUNDER ARISING AS A
RESULT OFLESSEE'S CONDUCTOR INACTIVITY.
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 Pay Rent,Fees or Other Charges.
If Lessee fails to pay any rent, fees or other charges due under this Lease, Lessor
shall deliver to Lessee a written invoice and notice to pay the invoice within fifteen (15)
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.
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14.3. Failure to Replace Destroyed Improvements.
If any improvements on the Premises are destroyed by fire, explosion or other peril
and Lessee fails to replace such improvements within six (6) months following the date of
such destruction, Lessor may terminate this Lease upon thirty (30) days' prior written
notice.
14.4. Abandonment of the Premises.
If Lessee abandons the Premises for thirty (30) or more consecutive days, Lessor
may terminate this Lease by providing written notice to Lessee at Lessee's last known
address.
14.5. Lessee's Financial Obligations to Lessor upon Termination.
If Lessor terminates this Lease for any reason provided in Sections 14.1, 14.2, 14.3
or 14.4 of this Lease, Lessee shall be and remain liable for and shall pay to Lessor all rent
due Lessor up to the effective date of termination.
14.6. 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.
15. NOTICES.
Notices required pursuant to the provisions of this Lease shall be conclusively determined
to have been delivered when (1) hand-delivered to the other party, its agents, employees, servants
or representatives, or(2)deposited in the United States Mail,postage prepaid, addressed as follows:
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To LESSOR:
For Rent: For All Other Matters:
City of Fort Worth Dept of Aviation
JI
Revenue Office Meacham Int'l Airport
1000 Throckmorton 4201 N Main St Ste 200
Fort Worth TX 76102 Fort Worth TX 76106-2736
To LESSEE:
Sandpiper Airport Inn Inc
Attn Don Hansen
Meacham Int'l Airport
Hangar 1-S
4001 N Main St
Fort Worth TX 76106-2797
16. ASSIGNMENT AND SUBLETTING.
16.1. In General.
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 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. 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.
18. COMPLIANCE WITH LAWS,ORDINANCES,RULES AND REGULATIONS,
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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 shall immediately desist from and correct the violation.
19. 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, handicap, sex, sexual orientation or familial status. 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,
handicap, sex, sexual orientation or familial status.
Lessee agrees to furnish its accommodations and to price its goods and services on a fair
and equal basis to all persons. In addition, Lessee covenants and agrees that it will at all times
comply with any requirements imposed by or pursuant to Title 49 of the Code of Federal
Regulations, Part 21, Non-Discrimination in Federally Assisted Programs of the Department of
Transportation and with any amendments to this regulation which may hereafter be enacted.
If any claim arises from an alleged violation of this non-discrimination covenant by Lessee,
its personal representatives, successors in interest or assigns, Lessee agrees to indemnify Lessor and
hold Lessor harmless.
20. 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.
21. GOVERNMENTAL POWERS.
13
It is understood and agreed that by execution of this Lease, Lessor does not waive or
surrender any of its governmental powers.
22. 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.
23. 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
District of Texas, Fort Worth Division. This Lease shall be construed in accordance with the laws
of the State of Texas.
24. ' 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 the prevailing party shall be entitled to recover reasonable attorneys' fees and
other reasonable expenses from the other party.
25. 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.
26. FORCE MAJEURE.
Lessor and Lessee shall exercise every reasonable effort to meet their respective obligations
as set forth in this Lease, but shall not be held liable for any delay in or omission of performance
due to force majeure or other causes beyond their reasonable control, including, but not limited to,
compliance with any government law, ordinance or regulation, acts of God, acts of omission, fires,
strikes, lockouts, national disasters, wars, riots, material or labor restrictions, transportation
problems and/or any other cause beyond the reasonable control of Lessor or Lessee.
14
27. 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.
28. 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 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.
IN WITN 'SS EREOF, the parties hereto have executed this Lease in multiples, this
CITY OF FORT WORTH: SANDPIPER AIRPORT INN,INC:
B
Y� By: 9'r
Ramon Guajardo Don Hansen
Assistant City Manager President
ATTES ATTEST:
By: By:
ity Secretary
15
APPROVED AS TO FORM AND LEGALITY:
-ezz��
Assistant CityktornCV
M&C:
16
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 Don 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 Sandpiper
Airport Inn, Inc., and that he executed the same as the act of Sandpiper Airport Inn, Inc., for the
purposes and consideration therein expressed and in the capacity therein stated.
GIVEN UNDER MY HAND AND SEAL OF OFFICE this cZ day of SAP 61766C
.-y
SANDRA MITCHELL
NOTARY PUBLIC
_ S
STATE OF TEXAS
CWF MY COMM.UP.07-23-2003 N4oary Public in and for the State of Texas
qg
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 Ramon Guajardo, 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 said 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 of it�x
194 .
o Public in d r the ate of Texas
SARAH JAIVE ODLE
NOTARyPUBLIC
State of Texa's
COMM, Exp.o9-29-2002
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- EXHIBIT "B" page 1 of 2
jP0' kT OkTH
Legal Description for;
Fort Worth International Airport
Lease Site No. IS
A parcel of land,being a portion of Block 2, Meacham Airport,according to plat, recorded in Cabinet A,
Slide 2445, Plat Records,Tarrant County,Texas,also known as Fort Worth Meacham International
Airport,and being More particularly described as follows using the Texas Coordinate.System,North
Central Zone,NAD 27,Coordinates and Bearings as follows:
Commence at a point in the west line Of North Main Street and the north line of 38`x'Street, said point
being an easterly southwest corner of said Meacham Airport,Thence: NORTH,739.07 feet,and WEST,
44.18 feet to a PK Nail with Shiner set for the POINT of BEGINNING of the herein described lease,said
point being the southeast corner of Lease Site IS,said point being the northeast corner Of Lease Site 2S, the
Coordinates of said POINT of BEGINNING are X=2,045,644.77,Y=417,687.17;
Thence;North 89 degrees 36 minutes 00 seconds West,at 310.46 feet pass a PK Nail set for the northwest
corner of Lease Site 2S, in all 364.71 feet,to a mark X cut in concrete,for the southwest corner of
the herein described lease;
Thence;North 00 degrees 26 minutes 34 seconds East,405.82 feet,to a mark X found in concrete, for the
most westerly northwest corner of herein described lease;
Thence;South 80 degrees 12 minutes 21 seconds East, 147.09 feet,to a PK Nail With Shiner set;
Thence;North 00 degrees 43 minutes 39 seconds East, 129.28 feet,to an PK Nail With Shiner Set, for the
most northerly northwest corner of herein described lease;
Thence;South 89 degrees 16 minutes 21 seconds East, 194.50 feet,to a 5/8" Iron Rod with a Red Cap Set,
for the most northerly north east corner of the herein described lease;
Thence;South 00 degrees 30 minutes 21 seconds West, 39.00 feet,to an PK Nail With Shiner Set:
Thence;South 89 degrees 29 minutes 39 seconds East,25.00 feet,to an PK Nail With Shiner Set, for the
most easterly north east corner of herein described lease;
Thence;South 00 degrees 30 minutes 21 seconds West,470.94 feet,to the Point of Beginning,and
containing 168,374 square feet of land, more or less.
Surveyed on the ground in February, 1999.
t HANtOR. HAN."=:�
A
{V 0
P ENGINEERING DEPARTMENT
THE CITY OF FORT WORTH * 1000 THROCKMORTON STREET * FORT WORTH,TEXAS 76102-6311
(817) 871-7941 * FAX(817) 871-7854
�' Printed on recycled paper
EXHIBIT "B" page 2of 2
FokTWOkTH
Legal Description for;
Fort Worth International Airport
Lease Site No. 1S-D-S
A parcel of land,being a portion of Block 2, Meacham Airport,according to plat, recorded in Cabinet A,
Slide 2445, Plat Records,Tarrant County,Texas,also known as Fort Worth Meacham International
Airport,.and being more particularly described as follows using the Texas Coordinate System,North
Central Zone,NAD 27,Coordinates and Bearings as follows:
Commence at a point in the west line of North Main Street and the north line of 3 "Street, said point
being an easterly southwest corner of said Meacham Airport,Thence:NORTH,,783.81 feet,and WEST,
4.60 feet to a 5/8" Iron Rod with a Red Cap set for the POINT of BEGINNING of the herein described
lease,said point being the south west corner of Lease Site 1 S-D-S,the Coordinates of said POINT of
BEGINNING are X=2,045,684.35,Y=417,731.91;
Thence;North 89 degrees 32 niinutes 04 seconds West, 15.00 feet,to a Rail Road Spike set;
Thence;Generally along the west edge a concrete runner,North 00 degrees 27 minutes 56 seconds East,
157.54 feet,to a Rail Road Spike set;
Thence;North 89 degrees 32 minutes 04 seconds West,4.60 feet,to a PK Nail with Shiner set;
Thence;North 00 degrees 27 minutes 56 seconds East, 8.64 feet,to a PK Nail with Shiner set;
Thence; South 89 degrees 32 minutes 04 seconds East,4.60 feet,to a Rail Road Spike set;
Thence;Generally along the west edge a concrete runner,North 00 degrees 27 minutes 56 seconds East,
85.67 feet,to a Rail Road Spike set;
Thence; South 89 degrees 32 minutes 04 seconds East, 15.00 feet,to a 5/8" Iron .Rod with a Red Cap set;
Thence; South 00 degrees 27 minutes 56 seconds West,251.85 feet;to the Point of Beginning, and
containing 3,817 square feet of land,more or less.
Surveyed on the ground in February, 1999. M•
F.
ANS K. H
-4 �
�,sti•�.F.E s S t
SUW;
ENGINEERING DEPARTMENT
p
THE Crry OF FORT WORTH * 1000 THROCKMORTON STREET * FORT WORTH,TEXAS 76102$311
(817) 871-7941 * FAx(817) 871-7854
eJ Printed on recycled paper
City of.Fort Forth, Texas
"a."off and c2ouncit MMUMCFA6
I ion
DATE REFERENCE NUMBER LOG NAME PAGE
6/29/99 L-12546 55SANDPIPER 1 of 1
SUBJECT LEASE AGREEMENTS WITH SANDPIPER AIRPORT INN, INC. FOR LEASE SITES 1S`
AND 2S AT MEACHAM INTERNATIONAL AIRPORT AND TERMINATION OF CSC NOS.
7920 AND 8481, AS PREVIOUSLY AMENDED AND ASSIGNED
RECOMMENDATION:
It is recommended that the City Council:
1. Authorize the termination of City Secretary Contract (CSC) Nos. 7920 and 8481, as previously
amended and assigned; and
2. Authorize the City Manager to execute lease agreements with Sandpiper Airport Inn, Inc.
(Sandpiper), for Lease Sites IS and 2S at Meacham Airport.
DISCUSSION:
In 1974, CSC Nos. 7920 and 8481 were executed with the predecessor of Sandpiper for unimproved
property at Meacham International Airport. Over the years a hotel and an aircraft hangar have been
constructed on the sites. Also, over the years several amendments to the original leases have been
executed that added and subtracted property to the original premises.
A new survey has been performed that combines all of the amended areas into Lease Sites 1 S and 2S.
The original underlying leases as well as the various amendments should be terminated, and two new
leases should be executed for the two lease sites. The terms of the leases will not change from the
terms of the original leases.
FISCAL INFORMATION/CERTIFICATION:
The Finance Director certifies that this action will have no material effect on City funds.
RG:k
Submitted for City Manager's FUND ACCOUNT CENTER AMOUNT CITY SECRETARY
Office by: (to)
APPROVED
Ramon Guajardo 6191 CITY COUNCH-
Originating Department Head:
Lisa Pyles 5403 (from) iurl 29 1999
Additional Information Contact:
Cily Secretary of the
City of Fort Worth,Texas
Lisa Pyles 5403