HomeMy WebLinkAboutContract 26292 CITY SECRETARY
CONTRACT No . c .
FORT WORTH MEACHAM INTERNATIONAL AIRPORT
UNIMPROVED GROUND LEASE AGREEMENT
WITH MANDATORY IMPROVEMENTS
(LEASE SITE 44-N)
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 organized under the laws of the State of Texas, acting by and through Ramon Guajardo,
its duly authorized Assistant City Manager, and APIAQ LIMITED PARTNERSHIP ("Lessee"),
a Texas limited partnership, acting by and through Gary Havener,President of Cidema Corporation,
a Texas corporation and Lessee's General Partner.
WITNESSETH:
That in consideration of the mutual covenants, promises and obligations contained herein,
and for other good and valuable consideration, the receipt and adequacy of which is hereby
acknowledged by both Lessor and Lessee,the parties agree as follows:
1. PROPERTY LEASED.
1.1. Demised Premises.
Lessor hereby demises to Lessee 200,797 square feet of unimproved land at Fort
Worth Meacham International Airport ("Airport") identified as Tract A on Exhibit "A",
attached hereto and hereby made a part of this Lease for all purposes, and more commonly
Imown as Lease Site 44-N(the"Premises").
1.2. Additional Premises.
Lessee shall have rights of first refusal, as more specifically set forth in this Section
1.2, to lease those parcels of land at the Airport identified as Tract B and Tract C,which are
depicted on Exhibit "A" hereof. Tracts B and C shall hereafter be referred to, either
singularly, collectively or in any variation thereof, as the "Additional Premises" unless
otherwise specified.
1.2.1. Tract B.
From the Effective Date of this Lease until September 30, 2001, Lessee shall
have a right of first refusal to lease an additional 26,785 square feet of unimproved
land at the Airport identified as Tract B on Exhibit "A". As consideration for
Lessee's right of first refusal to lease Tract B, Lessee shall pay Lessor the sum of
One Hundred Dollars ($100.00). Lessee may renew its right of first refusal to lease
Tract B on an annual basis, commencing on October 1 of a given year and expiring
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September 30 of the following year, by(i) notifying Lessor in writing not less than
thirty(30) days nor more than one hundred twenty(120) days prior to the expiration
of the one-year term of the then-current right of first refusal that Lessee wishes to
renew its annual right of first refusal to lease Tract B and(ii)paying Lessor the sum
of One Hundred Dollars ($100.00); provided, however, that Lessee's right of first
refusal to lease Tract B shall in no event extend past September 30,2005.
1.2.2. Tract C.
From the Effective Date of this Lease until September 30, 2001, Lessee shall
have a right of first refusal to lease an additional 26,737 square feet of unimproved
land at the Airport identified as Tract C on Exhibit "A". As consideration for
Lessee's right of first refusal to lease Tract B, Lessee shall pay Lessor the sum of
One Hundred Dollars (W0.00). Lessee may renew its right of first refusal to lease
Tract C on an annual basis, commencing on October 1 of a given year and expiring
September 30 of the following year, by(i) notifying Lessor in writing not less than
dirty(30) days nor more than one hundred twenty(120) days prior to the expiration
of the one-year term of the then-current right of first refusal that Lessee wishes to
renew its annual right of first refusal to lease Tract C and(ii) paying Lessor the sum
of One Hundred Dollars ($100.00); provided, however, that Lessee's right of first
refusal to lease Tract C shall in no event extend past September 30,2005.
1.2.3. Prerequisites for Exercise of First Right of Refusal.
Lessee's rights of first refusal to lease the Additional Premises are subject to
(i) Lessor's advance written approval of such written plans and specifications and
(ii)Lessee's reasonable assurance to Lessor that Lessee will commence construction
of any approved development within twelve (12) months. If Lessor does not
approve such plans and specifications or if Lessee does not give Lessor reasonable
assurance that Lessee will commence construction of any approved development
within twelve (12) months, Lessor shall be under no obligation to lease the
Additional Premises to Lessee. Lessee's rights of first refusal to lease the
Additional Premises are also subject to Lessee's advance provision to Lessor of
written plans and specifications for the development of the Additional Premises,
which plans and specifications shall meet or exceed any proposed development for
the Additional Premises or any portion thereof by a third party, as reasonably
determined in good faith by Lessor in its sole discretion. If a third party submits a
proposal to Lessor for development of the Additional Premises or any portion
thereof, Lessor shall notify Lessee in writing as soon as practicable and shall give
Lessee not less than thirty (30) days to submit its own proposal for development of
the Additional Premises or any portion thereof. If(i) Lessee fails to submit such a
proposal in accordance with Lessor's instructions or (ii) Lessee's proposal for
development of the Additional Premises does not meet or exceed any proposed
development for the Additional Premises or any portion thereof by a third party, as
reasonably determined in good faith by Lessor in its sole discretion, then Lessor
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shall be free to lease the Additional Premises to a third party and Lessee shall no
longer have any rights in or to the Additional Premises.
1.2.4. Incorporation into Premises.
If the Additional Premises or any portion thereof are leased to Lessee
pursuant to this Section 1.2, that unimproved land shall be added to, included and
defined as part of the Premises for all purposes.
2. TERM OF LEASE.
2.1. Initial Term.
The Initial Term of this Lease shall commence on the date of its execution
("Effective Date") and expire at 11:59 P.M. on September 30, 2030, unless terminated
earlier as provided herein. This term shall apply to the entirety of Lessee's Premises,
whether leased as of the Effective Date or added to the Premises at a later date.
2.2 Renewals.
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 rights to
renew this Lease for two (2) additional successive terms of five (5) years each (each a
"Renewal Term") at the rental rate for such building space at the Airport which, on the
effective date of a Renewal Term, complies with the Schedule of Rates and Charges
published by the City as to improved ground space at the Airport, and on terms and
conditions that may be prescribed by Lessor at the time, if Lessor offers the Premises for
lease; provided, however, that if Lessee does not renew this Lease in writing for a first
Renewal Tenn, Lessee will forgo its right to lease the Premises for a second Renewal Term.
In order to exercise its rights to renew this Lease for a Renewal Term, Lessee shall notify
the City in writing of its desire to renew this Lease no less than one hundred twenty (120)
days and no more than one hundred eighty (180) days prior to the expiration of the term
then in effect.
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.
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3. RENT.
3.1. Annual Rent for Premises.
From the date that the first final certificate of occupancy is issued for a structure
comprising all or any portion of the Mandatory Improvements until the following
September 30,Lessee shall pay Lessor as annual rent for Tract A of the Premises the sum of
Thirty-eight Thousand One Hundred Fifty-one and 43/100 Dollars ($38,151.43), payable in
monthly installments of Three Thousand One Hundred Seventy-nine and 29/100 Dollars
($3,179.29), which amount is based on Lessor's published Schedule of Rates and Charges
("Schedule of Rates and Charges") for unimproved Airport property, which as of the
Effective Date of this Lease is $0.19 per square foot. In the event that the date of issuance
of the first final certificate of occupancy for a structure comprising all or any portion of the
Mandatory Improvements is a day other than the first (1st) day of a respective month, the
first month's rental payment shall be prorated in accordance with the number of days
remaining in that month. Beginning on the October limmediately following the issuance of
such certificate of occupancy, and on October 1 of each year thereafter, annual rent for the
Premises shall be adjusted in accordance with Section 3.2. If additional Airport property is
added as part of the Premises, including,but not limited to, the Additional Premises, Lessee
shall pay additional annual rent for the added Premises in accordance with the rates
established by the Schedule of Rates and Charges in effect at that time.
3.2. Rent Adiustments.
Rent for the Premises shall be subject to an automatic increase on October 1st of
each year,beginning October 1,2001,to reflect the upward percentage change, if any, in the
Consumer Price Index for the Dallas/Fort Worth Metropolitan Area, as announced by the
United States Department of Labor or successor agency during the immediately preceding
twelve-month period("CPI Change");provided,however, that adjusted rental rates for the
Premises shall not exceed the then-current rates prescribed by the Schedule of Rates and
Charges for similar types of property at the Airport. If there is no CPI Change or the CPI
Change is downward, the rental rate for the Premises shall remain constant until the
following October 1st. In no event shall the rental rate for the Premises ever be adjusted
downward.
3.3. Payment Dates and Late Fees.
Monthly rent payments are due on or before the first (lst) day of each month.
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. Rent shall be considered past due if Lessor
has not received full payment after the tenth (10th) 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.
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4. 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.
5. MAINTENANCE AND REPAIRS.
. 5.1. Maintenance and Repairs by Lessee.
Lessee agrees to keep and maintain the Premises in a good, clean and sanitary
condition at all times. Lessee covenants and agrees that it will not make or suffer any waste
of the Premises. Lessee will, at Lessee's sole cost and expense, make all repairs necessary
to prevent the deterioration in condition or value of the Premises, including,but not limited
to, the maintenance of and repairs to all structures, including, but not limited to, doors,
windows and roofs, and all fixtures, equipment, modifications and 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 or otherwise cure all such damages at Lessee's sole cost and expense.
Lessee agrees that, except as otherwise expressly provided herein, 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.
5.2. Compliance with ADA.
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.
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5.3. Inspection.
5.3.1. 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 during Lessee's ordinary business hours and shall
use its best efforts to provide Lessee at least two (2)hours notice prior to inspection.
5.3.2. 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.
5.3.3. 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.
5.3.4. 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.
5.4. 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 AND EXPENSE, AGREES THAT IT SHALL BE FULLY
RESPONSIBLE FOR THE REMEDL4T1ON OF ANY VIOLATION OF ANY
APPLICABLE FEDERAL, STATE OR LOCAL ENVIRONMENTAL REGULATIONS
OR STANDARDS THAT IS CAUSED BY LESSEE, ITS OFFICERS, AGENTS,
SERVANTS, EMPLOYEES, CONTRACTORS, SUBCONTRACTORS OR INVITEES.
Lessor shall be responsible for the remediation of any violation of any applicable federal,
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state or local environmental regulations that is caused by Lessor, its officers, agents,
servants or employees. For any violation of any applicable federal, state or local
environmental regulations that is caused by a contractor of Lessor (other than Lessee), a
subcontractor, prior tenant or other third party, Lessor shall be responsible for the
remediation of the same or shall take all necessary steps to ensure that the person or entity
causing such violation remediates the same.
5.5. Deposit.
On or before the Effective Date of this Lease, Lessee shall remit to Lessor in cash a
maintenance/damage deposit ("Deposit") of$3,179.29, which represents one (1) month's
rent for the Premises at the current rate established by the Schedule of Rates and Charges.
Unless Lessor terminates this Lease as provided by Section 14, Lessor will refund to Lessee
any unused portion of the Deposit within thirty (30) calendar days following the date that
Lessee vacates the Premises. Lessee agrees that if Lessor terminates this Lease for any non-
payment of rent, failure to construct the Mandatory Improvements in accordance with this
Lease or other breach or default, as provided by Sections 14.1, 14.3 and 14.2 respectively,
Lessor shall be entitled to retain the entire balance of the Deposit as liquidated damages,
and not as a penalty, for administrative costs associated with the termination process.
Lessor and Lessee hereby agree that this amount is a reasonable approximation of the actual
damages that Lessor will incur as a result of the termination process. Assessment of such
liquidated damages shall not serve as a waiver by Lessor to collect any other damages to
which it may be entitled.
6. DAMAGE OR DESTRUCTION TO PREMISES.
.hi the event of fire or other casualty which damages or destroys all or any part of the
Premises,the following provisions shall apply:
6.1. Coverage by Lessee's Insurance.
Lessee's property insurance, as required by Section 11.1 of this Lease, shall be
primary to any insurance on the Premises carried by Lessor and shall be used exclusively to
repair or rebuild the damaged or destroyed portions of the Premises. Lessee shall be
responsible for oversight of all repairs or reconstruction on and to the Premises and shall
repair or rebuild the damaged or destroyed portions of the Premises to the size and standards
that meet or exceed the size and standards of such portions of the Premises prior to the
damage or destruction. All repair and reconstruction activities carried out by or on behalf of
Lessee shall be conducted in accordance with Sections 7.2 through 7.7 of this Lease.
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6.2. Premises Uninsured or Underinsured by Lessee.
If Lessee fails to carry adequate property insurance in accordance with Section 11.1
of this Lease, Lessor, at Lessor's sole option, may (i) terminate this Lease upon thirty (30)
days' advance written notice to Lessee or (ii) repair or rebuild the Premises substantially to
its former condition at Lessor's own cost and expense. If Lessor notifies Lessee in writing
within thirty (30) days following the date of damage or destruction that Lessor intends to
undertake the necessary repairs or reconstruction, and the damage or destruction does not
render the affected portion of the Premises untenable, this Lease shall continue in effect
without any rent abatement whatsoever so long as Lessor diligently commences the repairs
or reconstruction within one hundred eighty (180) days from the date of the damage or
destruction. If the damage or destruction does render the affected portion of the Premises
temporarily untenable, or Lessor does not commence the repairs or reconstruction within
one hundred eighty (180) days from the date of the damage or destruction, then for the
period of time between the date of damage or destruction and the date a certificate of
occupancy is issued for the portion of the Premises that was rendered untenantable, rent
shall be proportionally reduced by the amount of square footage rendered untenantable.
Upon the issuance of a certificate of occupancy and thereafter, rent shall comply with the
Schedule of Rates and Charges in effect at the time as set forth in Section 3 as they apply to
the Premises as improved by Lessor. In other words, if Lessee was paying an unimproved
ground rate and, pursuant to this Section 6.2, Lessor repaired or rebuilt an aircraft hangar
originally constructed by Lessee, then the subsequent rental rate would not be that for
unimproved land, but rather that which applied to similar hangar space at the Airport at the
time.
7. CONSTRUCTI®N AND IMPROVEMENTS.
7.1. Mandatory Improvements.
Lessee covenants and agrees that it shall improve the Premises in accordance with
the time frames, milestones, specifications and other conditions of Exhibit "B", attached
hereto and made a part of this Lease for all purposes. Such improvements shall hereinafter
be referred to as "Mandatory Improvements". Lessee shall diligently commence
construction of such Mandatory Improvements (i) within six (6) months following the
Effective Date of this Lease. Lessee shall fully comply with all provisions of this Section 7
in the performance of any such Mandatory Improvements. In the event that Lessee requests
any changes to requests and Lessor approves Exhibit `B" prior to the completion of the
improvements set forth therein, a revised Exhibit `B" signed by both Lessor and Lessee
shall be attached to and made a part of this Lease. Lessor shall take title to the Mandatory
Improvements upon the issuance of a final certificate of occupancy for the Mandatory
Improvements.
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7.2. Discretionary Improvements.
Lessee may, at its sole discretion, perform modifications, renovations or
improvements on the Premises in addition to those required by Section 7.1. 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
Airport Systems Director or authorized representative ("Director"). Lessee covenants and
agrees that it shall fully comply with all provisions of this Section 7 in the performance of
any such discretionary modifications, renovations or improvements. Lessor shall take full
title to any Discretionary Improvements on the Premises upon the issuance of a certificate of
occupancy for such improvements or, if a certificate of occupancy is not required for any
given Discretionary Improvement, upon acceptance in writing by Lessor of such
Discretionary Improvement.
7.3. Process for Approval of flans.
Lessee's plans for construction and improvements shall conform to the Airport's
architectural standards and must also receive written approval from the City's Departments
of Development, Engineering and Transportation/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.
7.4. 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. Lessee shall supply the textual
documentation in computer format as requested by Lessor.
7.5. 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.
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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 modifications, renovations, construction projects or improvements,
or if claims are filed by third parties on grounds relating to such modifications, renovations,
construction projects or improvements, Lessor shall be entitled to draw down the full
amount of Lessee's cash deposit or certificate of deposit.
7.6. Bonds Required of Lessee's Contractors.
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) fall 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.
7.7. 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 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 aviation-related purposes only. Lessee
may not provide fixed base operator services at the Airport without a valid Fixed Base Operator
Permit issued by Lessor. Lessee is hereby prohibited from the provision, without limitation, of the
following concessions: ground transportation for rent or hire, including taxi and limousine service;
food sales; barber and valet services; alcoholic beverage sales; sales of pilot supplies; newsstands;
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and gift and other retail shops. However, Lessee may install and operate vending machines on the
Premises for use by Lessee and its employees.
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 m— 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, or for any
other cause deemed necessary by Lessor. In this event, Lessor shall use its best efforts to
minimize any business disruption or damages to Lessee,but 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
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
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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.
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, naming the City of Fort Worth as an
additional insured and 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:
• 1Pro e
Fire and Extended Coverage on all improvements on the Premises at full replacement
cost limit;
• Commercial General Liability:
$1,000,000 per occurrence,
including products and completed operations;
• Automobile Liability:
$1,000,000 per accident,
including,but not limited to, coverage on any automobile used in Lessee's operations on
the Premises;
• Environmental Impairment Liability:
$1,000,000 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. Adjustments 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 operations at the Airport. Lessee will accordingly comply with such new
requirements within thirty(30)days following notice to Lessee.
11.3. 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.
11.4. 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.
Improved Ground Lease with 13
APIAQ Limited Partnership
13. LIABILITY AND 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 OR OPERATIONS ON THE AIRPORT UNDER THIS LEASE OR WITH THE
LEASING, MAINTENANCE, USE, OCCUPANCY, EXISTENCE OR LOCATION OF THE
PREMISES OR ANY IMPROVEMENTS THEREON, EXCEPT TO THE EXTENT CAUSED
BY THE GROSS NEGLIGENCE OR INTENTIONAL MISCONDUCT OF LESSOR, ITS
OFFICERS,AGENTS,SERVANTS AND/OR EMPLOYEES.
LESSEE COVENANTS AND AGREES TO, AND DOES HEREBY, INDEMNIFY,
HOLD HARMLESS AND 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 BUSINESS 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 THE USE, LEASING,MAINTENANCE, OCCUPANCY, EXISTENCE
OR LOCATION OF THE PREMISES OR ANYIMPROVEMENTS THEREON, EXCEPT TO
THE EXTENT CAUSED BY THE GROSS NEGLIGENCE OR INTENTIONAL
MISCONDUCT OF LESSOR, ITS OFFICERS, AGENTS, SERVANTS AND/OR
EMPLOYEES.
LESSEE ASSUMES ALL RESPONSIBILITY AND AGREES TO PAY LESSOR FOR
ANY AND ALL INJURIES OR DAMAGES TO AIRPORT PROPERTY, THE PREMISES OR
ANY IMPROVEMENTS THEREON WHICH ARISE 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 AND/OR
EMPLOYEES.
LESSOR DOES NOT GUARANTEE POLICE PROTECTION TO LESSEE OR ITS
PROPERTY LESSOR IS OBLIGATED ONLY TO PROVIDE SECURITY ADEQUATE TO
MAINTAIN LESSOR'S CERTIFICATION UNDER FAA REGULATIONS. LESSEE SHALL
COMPLY WITH ALL 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 FAILURE TO COMPLY WITH
SUCH FAA REGULATIONS OR TO PREVENT UNAUTHORIZED PERSONS OR PARTIES
FROM THEIR OBTAINING ACCESS TO THE AIR OPERATIONS AREA OF THE
AIRPORT FROM THE PREMISES.
Improved Ground Lease with 14
APIAQ Limited Partnership
4,
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 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; provided, however, that in the event such breach or default cannot reasonably
be cured within thirty(30) calendar days following such written notice, Lessee shall not be
in default if Lessee commences to cure, adjust or correct the problem within such thirty(30)
day period and thereafter diligently and in good faith pursues such cure, adjustment or
correction to conclusion.
14.3. Failure to Construct Mandatory Improvements.
If Lessee has not diligently commenced construction of the Mandatory
Improvements to the Premises as set forth in Section 7.1 and Exhibit `B" within the
timeframes specified therein,Lessor shall have the right to terminate this Lease immediately
upon written notice to Lessee.
14.4. Rights of Lessor Upon Termination or Expiration.
Upon termination or expiration of this Lease, title to all improvements on the
Premises that Lessor does not own pursuant to Sections 7.1 or 7.2 and all fixtures and other
items attached to any structure on the Premises shall pass to Lessor. In addition, 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
a
Improved Ground Lease with 15
APIAQ Limited Partnership
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 (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:
For Rent: For All Other Matters:
City of Fort Worth Aviation Department
Revenue Office 4201 N.Main Street, Suite 200
1000 Throckmorton Fort Worth,TX 76106-2749
Fort Worth,TX 76102
To LESSEE:
Mr. Gary Havener
APIAQ Limited Partnership
P.O. Box 121697
Fort Worth,TX 76108
16. ASSIGNMENT AND SUBLETTING.
16.1. In General.
Lessee shall have the right to sublease all or any portion of the Premises to API
Acquisition Corporation d/b/a The Upholstery Shop, Inc. with the understanding that (i)
Lessee will continue to be liable to Lessor for performance of the obligations of Lessee
under this Lease and (ii) such sublease may not grant rights that are greater than those
granted to Lessee under this Lease. Otherwise, Lessee shall not assign, sell, convey,
sublease or transfer any of its rights, privileges, duties or interests granted by this Lease
without the advance written consent of Lessor, which consent shall not be unreasonably
withheld or delayed.
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
Improved Ground Lease with 16
APIAQ Limited Partnership
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.
17.1. 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. Notwithstanding the above, Lessee may contest any such lien and may satisfy
this Section 17.1 by bonding around any such lien.
17.2. Landlord's Lien.
IN ADDITION TO ANY APPLICABLE STATUTORY LANDLORD'S LIEN,
CONCESSIONAIRE GRANTS TO THE CITY, IN ORDER TO SECURE
PERFORMANCE BY CONCESSIONAIRE OF ITS OBLIGATIONS UNDER THIS
AGREEMENT, A SECURITY INTEREST I7V ALL GOODS, INVENTORY,
EQUIPMENT, FIXTURES, FURNITURE, IMPROVEMENTS, CHATTEL PAPER,
ACCOUNTS AND GENERAL INTANGIBLES, AND OTHER PERSONAL
PROPERTY OF CONCESSIONAIRE NOW OR HEREAFTER SITUATED ON OR IN
THE PREMISES OR OTHERWISE RELATING TO CONCESSIONAIRE'S USE OF
THE PREMISES, AND ALL PROCEEDS THEREFROM (THE "COLLATERAL').
IF THE CITY TERMINATES THIS AGREEMENT FOR A FAILURE BY
CONCESSIONAIRE TO PAY THE CITY MONTHLY COMPENSATION OR FOR
ANY OTHER BREACH OR DEFAULT BY CONCESSIONAIRE, THE CITY MAY, IN
ADDITION TO ALL OTHER REMEDIES, WITHOUT NOTICE OR DEMAND
EXCEPT AS PROVIDED BELOW, EXERCISE THE RIGHTS AFFORDED A
SECURED PARTY UNDER THE TEXAS UNIFORM COMMERCIAL CODE
("UCC"). I7V CONNECTION WITHANYPUBLIC OR PRIVATE SALE UNDER THE
UCC, THE CITY SHALL GIVE CONCESSIONAIRE FIVE CALENDAR DAYS'
PRIOR WRITTEN NOTICE OF THE TIME AND PLACE OF ANY PUBLIC SALE
OF THE COLLATERAL OR OF THE TIME AFTER WHICH ANY PRIVATE SALE
OR OTHER INTENDED DISPOSITION THEREOF IS TO BE MADE, WHICH IS
AGREED TO BE A REASONABLE NOTICE OF SUCH SALE OR DISPOSITION.
18. TAXES AND ASSESSMENT'S.
Improved Ground Lease with 17
APIAQ Limited Partnership
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.
Lessee also agrees to pay any and all federal, state or local taxes or assessments which may
lawfully be levied against Lessor due to Lessee's use or occupancy of the Premises or
property placed on the Premises by Lessee as a result of its occupancy, including, but not
limited to,the Mandatory Improvements and any Discretionary Improvements.
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 pen-nit 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 of Airport Systems; 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.
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, 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.
Improved Ground Lease with 18
APIAQ Limited Partnership
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 either party 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 that party'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
District of Texas, Fort Worth Division. This Lease shall be construed in accordance with the laws
of the State of Texas.
25. ATTORNE'Y'S' 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.
26. SEVERA]BILITY.
Improved Ground Lease with 19
APIAQ Limited Partnership
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 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.
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. ENTIRE'L'Y 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 WITNES,~ REOF, the parties hereto have executed this Lease in multiples, this
day of ~d 2000.
[SIGNATURES FOLLOW]
Improved Ground Lease with 20
APIAQ Limited Partnership
CITY OF FORT WORTH: APIAQ LIMITED PARTNERSHIP,
a Texas limited partnership:
By: Cidema Corporation, a Texas
corporation,its General Partner:
By: / :.. By: �.d,..,
Ramon Guajardo Gary W.H vener
Assistant City Manager President
ATTEST: ATTEST:
By:
City Vcretary
APPROVED AS TO FORM AND LEGALITY:
By: z --
Assistant City A ey
M&C: L-12873 8-22-00
Improved Ground Lease with 21
APIAQ Limited Partnership
STATE OF TEXAS §
COUNTY OF §
BEFORE ME, the undersigned authority, a Notary Public in and for the State of Texas, on
this day personally appeared Gary Havener, 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
Cidema Corporation, acting on behalf of APIAQ Limited Partnership as its General Partner,
and that he executed the same as the act of Cidema Corporation and APIAQ Limited
Partnership for the purposes and consideration therein expressed and in the capacity therein stated.
GIVEN UNDER MY HAND AND SEAL OF OFFICE thisi day of e4Czgl-t. ,
2000.
Yc� HETTIE LANE
Notary Public,State of Texas
My Commission Expires
July 26,2003 Notary Public in and for the State of Texas
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 the City of Fort Worth for the
purposes and consideration therein expressed and in the capacity therein stat
GIVEN UNDER MY HAND AND SEAL OF OFFICE this_�day of �
2000.
Notary Public in d for the tate of Texas
NOTARY PUBLIC
St'Ste of Texas
Fgw Comm. Exp. 01.29-2002
Improved Ground Lease with
APIAQ Limited Partnership
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EXI-HBIT "A"
PAGE 1 OF 5
0
Page I
PROPERTY DESCRIPTION
TRACT"A"
FORT WORTH MEACHAM INTERNATIONALAIRPORT
4.610 acres of land situated in the S. A. and M. G. Railroad Company Survey, Abstract No. 1464,
Tarrant County, Texas and being a portion of Block 1, and Lot B-1, Meacham Airport, an addition
to the City of Fort Worth,Texas as recorded in Cabinet A, Slides 2445-2447, Plat Records of Tarrant
County, Texas, said 4.610 acres of land and being more particularly described by metes and bounds
using N.A.D. 27, Texas North Central Zone, State Plane Coordinates and Bearings as follows:
COMMENCING.at the most easterly southeast comer of the aforementioned Lot B-1, in the westerly
R.O.W. line of State Highway Spur No. 496 said southeast comer having State Plane Coordinates
of X=2,043,884.08 and Y=422,713.70 according to the aforementioned plat of Meacham Airport;
THENCE North, a distance of 96.94 feet;
THENCE West, a distance of 53.80 feet to a chain link fence post found at the most easterly
southeast and BEGINNING comer of the hereinafter described tract of land, said fence post having
State Plane Coordinates of X= 2,043,830.27 and Y = 422,810.40;
THENCE South 80 degrees 27 minutes 07 seconds West, a distance of 117.61 feet to a chain link
fence post found;
THENCE South 08 degrees 14 minutes 22 seconds East, a distance of 13.65 feet to a 1/2 inch iron
rod with plastic cap stamped Landes&Assoc. set(hereinafter all iron rods set are marked the same;
THENCE South 81 degrees 45 minutes 38 seconds West, a distance of 137.13 feet to a 1/2 inch iron
rod set;
THENCE North 08 degrees 14 minutes 22 seconds West, a distance of 18.00 feet to a 1/2 inch iron
rod set;
THENCE South 81 degrees 45 minutes 38 seconds West, a distance of 414.54 feet to a 1/2 inch iron
rod set;
THENCE North 08 degrees 10 minutes 20 seconds West, a distance of 134.50 feet to a 1/2 inch iron
rod set;
THENCE South 81 degrees 45 minutes 38 seconds West, a distance of 275.30 feet to a 1/2 inch iron
rod set;
THENCE South 36 degrees 50 minutes 30 seconds West, a distance of 33.00 feet to a 1/2 inch iron
rod set;
THENCE North 08 degrees 10 minutes 20 seconds West, a distance of 84.54 feet to a 1/2 inch iron
rod set;
THENCE South 55 degrees 55 minutes 18 seconds East, a distance of 31.55 feet to a 1/2 inch iron
rod set; -1 '.
E)MMIT "All
PAGE 2 OF 5
Page 2
THENCE North 81 degrees 45 minutes 38 seconds East, a distance of 275.29 feet to a 1/2 inch iron
rod set;
THENCE North 08 degrees 10 minutes 20 seconds West, a distance of 130.00 feet to a 1/2 inch iron
rod set;
THENCE North 81 degrees 45 minutes 38 seconds East, a distance of 549.85 feet to a 1/2 inch iron
rod set in a chain link fence;
THENCE South 29 degrees 29 minutes 14 seconds East, along said fence, a distance of 328.49 feet
to the PLACE OF BEGINNING and containing 200,797 square feet or 4.610 acres of land.
See map of 3 tracts of land with even date
prepared by James G. Ferguson, R.P.L.S. # 1956.
OF
•JAMES G.FERGUSON
.....................
•�oFESSI�••
EXHIBIT "A"
PAGE 3 OF 5 L&A#00126
Page 1
PROPERTY DESCRIPTION
TRACT"B"
FORT WORTH MEACHAM INTERNATIONAL,AIRPORT
0.615 of an acre of land situated in the S. A. and M. G. Railroad Company Surrey, Abstract No.
1464, Tarrant County, Texas and being a portion of Block 1, and Lot B-1, Meacham Airport, an
addition to the City of Fort Worth, Texas as recorded in Cabinet A, Slides 2445-2447, Plat Records
of Tarrant County, Texas, said 0.615 of an acre of land being more particularly described by metes
and bounds using N.A.D. 27, Texas North Central Zone, State Plane Coordinates and Bearings as
follows:
COMMENCING at the most easterly southeast comer of the aforementioned Lot B-1, in the westerly
R.O.W. line of State Highway Spur No. 496, said southeast comer having State Plane Coordinates
of X=2,043,884.08 and Y= 422,713.70 according to the aforementioned plat of Meacham Airport;
THENCE North, a distance of 96.94 feet;
THENCE West, a distance of 53.80 feet to a chain link fence post found;
THENCE South 80 degrees 27 minutes 07 seconds West, a distance of 117.61 feet to a chain link
fence post found;
THENCE South 08 degrees 14 minutes 22 seconds East, a distance of 13.65 feet to a 1/2 inch iron
rod with plastic cap stamped Landes &Assoc. set(hereinafter all iron rods set are marked the same;
THENCE South 81 degrees 45 minutes 38 seconds West, a distance of 137.13 feet to a 1/2 inch iron
rod set;
THENCE North 08 degrees 14 minutes 22 seconds West, a distance of 18.00 feet to a 1/2 inch iron
rod set;
THENCE South 81 degrees 45 minutes 38 seconds West, a distance of 146.75 feet to a 1/2 inch iron
rod set.at the northeast and BEGINNING comer of the hereinafter described tract of land, said iron
rod having State Plane Coordinates of X= 2,043,432.77 and Y= 422,754.52;
THENCE South 08 degrees 14 minutes 22 seconds East, a distance of 100.00 feet to a 1/2 inch iron
rod set;
THENCE South 81 degrees 45 minutes 38 seconds West, a distance of 267.91 feet to a 1/2 inch iron
rod set;
THENCE North 08 degrees 10 minutes 20 seconds West, a distance of 100.00 feet to a 1/2 inch iron
rod set;
THENCE North 81 degrees 45 minutes 38 seconds East, a distance of 267.79 feet to the PLACE
OF BEGINNING and containing 26,785 square feet or 0.615 of an acre of land.
See ma of 3 tracts of land with even date E°�F TF-I' ~'
P
prepared by James G. Ferguson, R.P.L.S. # 1956. ,�: ,* 9-
/13 . -L-
............... •.e.•:...
JAMES G.FERGUSON
EX�IlBIT ..A.. ..........................
1958 Qom;= L&A#00126
PAGE 4 OF 5 .'0 s�i� `
Page 1
PROPERTY DESCRIPTION
TRACT"C'
FORT WORTH MEACHAM INTERNATIONAL AIRPORT
0.614 of an acre of land situated in the S. A. and M. G. Railroad Company Survey, Abstract No.
1464, Tarrant County, Texas and being a portion of Block 1, and Lot B-1, Meacham Airport, an
addition to the City of Port Worth, Texas as recorded in Cabinet A, Slides 2445-2447, Plat Records
of Tarrant Couniyjexas, said 0.614 of an acre of land being more particularly described by metes
and bounds using N.A.D. 27, Texas North Central Zone, State Plane Coordinates and Bearings as
follows:
COMMENCING at the most easterly southeast comer of the aforementioned Lot B-1, in the westerly
R.O.W. line of State Highway Spur No. 496, said southeast comer having State Plane Coordinates
of X=2,043,884.08 and Y=422,713.70 according to the aforementioned plat of Meacham Airport;
THENCE North, a distance of 96.94 feet;
THENCE West, a distance of 53.80 feet to a chain link fence post found;
THENCE North 29 degrees 29 minutes 14 seconds West, along a chain link fence, a distance of
328.49 feet to a 1/2 inch iron rod with plastic cap stamped Landes &Assoc. set (hereinafter all iron
rods set are marked the same;
THENCE South 81 degrees 45 minutes 38 seconds West, a distance of 282.42 feet to a 1/2 inch iron
rod set at the southeast and BEGINNING comer of the hereinafter described tract of land, said
southeast comer having State Plane Coordinates of X=2,043,389.14 and Y= 423,055.83 according
to the aforementioned plat of Meacham Airport;
THENCE South 81 degrees 45 minutes 38 seconds West, a distance of 267.43 feet to a 1/2 inch iron
rod set;
THENCE North 08 degrees 10 minutes 20 seconds West, a distance of 100.00 feet to a 1/2 inch iron
rod set;
THENCE North 81 degrees 45 minutes 38 seconds East, a distance of 267.32 feet to a 1/2 inch iron
rod set;
THENCE South 08 degrees 14 minutes 22 seconds East, a distance of 100.00 feet to the PLACE
OF BEGINNING and containing 26,737 square feet or 0.614 of an acre of land;
See map of 3 tracts of land with even date
prepared by James G. Ferguson, R.P.L.S. # 1956.
E)CMIT "A"
...... PAGE 5 OF 5
JAMES G. FERGUSON
.........................
1958
o �"fA�L� L&A#00126
City. of For Worth., Texas
"near and . COO"Cil . col"' Munication
DATE REFERENCE NUMBER LOG NAME PAGE
8/22/00 L-12873 55UPHOLSTERY I I 1 1 of 2
SUBJECT UNIMPROVED GROUND' LEASE WITH -API ACQUISITION 'CORPORATION D/B/A
THE UPHOLSTERY SHOP, INC.'FOR ''180,000'SQUARE FEET OF PROPERTY AT.
MEACHAM INTERNATIONAL AIRPORT FOR THE CONSTRUCTION OF ONE 55,000
SQUARE FOOT HANGAR WITH RELATED IMPROVEMENTS
RECOMMENDATION:
It is recommended that the City Council'authorize the City Manager to execute an Unimproved Ground
Lease for 180,000 square feet of property at Meacham 'International Airport known as Site 44N for the-
construction of a 55,000 square foot hangar with associated ramp area.
DISCUSSION:
Gary Havener, President of API Acquisition Corporation d/b/a The Upholstery Shop, Inc. (The
Upholstery Shop), requests to lease 180,000 square feet of property on the north end of Meacham
International Airport (Airport) in order to construct a 55,000 square foot hangar and associated ramp
area. The actual square footage will be contingent on a property survey to be conducted by the lessee.
The lessee also desires to enter into a Right of First Refusal on a parcel adjacent to the lease site for
future expansion. The lessee will pay$100.per year for the right.
The Upholstery Shop offers custom. build-out for corporate aircraft with master craftsmen in every
department, such as seating, cabinetry, on-board entertainment, and avionics. The service also
includes coordination of the maintenance, as well as the exterior finishing.
This proposal will develop one of the few remaining developable areas left on the Airport.
The term of the proposed lease will be thirty years, commencing on the date of execution by both
parties. The Upholstery shop will have the right to renew the lease for two additional consecutive terms
of five years each.
The estimated initial annual rent on the.development will be $34,200 per year, or $2,858 per month
based on the approved rate of$0.19 per square foot (actual amounts will be dependent on the property.
survey). The first rental payment, as well as the $100 expansion payment, shall be due upon the date
that the first certificate of occupancy is issued for improvements constructed on the leasehold. The rate
shall be subject to increase on October 1 st of any given year to reflect the upward change, if any, in the
Consumer Price Index for the period since the last adjustment.`` All terms and°conditions will be in
accordance with City policies.
The proposed development is in accordance with the Airport Master Plan and is contingent on the _
Federal Aviation Administration airspace review.
The property is located in COUNCIL DISTRICT 2.
City of Fort Worth,*Texas
"near and . Council. .
ommunicaltion
C
DATE REFERENCE NUMBER ] LOG NAME GE
8/22/00 L-12873 55UPHOLSTERY 1 2 of 2
SUBJECT UNIMPROVED GROUND LEASE WITH API ACQUISITION- CORPORATION D/B/A
THE UPHOLSTERY SHOP, INC. FOR 180,000 SQUARE FEET OF PROPERTY AT
MEACHAM INTERNATIONAL AIRPORT FOR THE CONSTRUCTION Or ONE 55,000
SQUARE FOOT HANGAR WITH RELATED IMPROVEMENTS
FISCAL INFORMATION/CERTIFICATION:
The Finance Director certifies that the Revenue Section of the Finance Department will be responsible
for the collection and deposit of funds due to the City under this lease.
RG:I
Submitted for City Manager's FUND ACCOUNT CENTER AMOUNT CITY SECRETARY
Office by: (to)
PE40 491352 0552001 $34,300.00 APPROVED
Ramon Guajardo 6140
Originating Department Head: CITY COUNCIL
Lisa A.Pyles 5400 (from) AUG 22 2000
Additional Information Contact:
City Secretary 0.,010
City of Fort Worth,'faxau
Luis Elguezabal 5401