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FORT WORTH 1VIEACHAIVI INTERNATIONAL AIRPQRT
GROUND LEASE AGREEMENT
(�IANGAR i'�1�T. LEASE SITE)
This GROUND LEASE AGREEIVIENT (��Lease"} is made and en�ered into by and
between the CTTY OF FORT WORTH ("Lessor'�, a home rule rnunicipal coiporation organized
undex the laws of the State of Texas, acting by and through Marc Ott, ifs duly authorized Assista.rrt
City 1Vla�ager, and STERLII�GFORT WORTH J C, L.P. ("Lessee"), a Texas limitied
paatnership acting by and ihrough R.F. Bearden, PXeside�tt of Sterling RETT, Inc., a Texas
carporation and Lessee's sole General Par�er.
Recitals
The following sfiatements are true and correct and form the basis upan which Lessar and
L�ssee have entered into ihis Lease.
A. Lessor and Staci's Jet Cent�r, Inc, previously entered into City Secretary Contract
("CSC") No. 10797, as arnended by CSG Nos. 11088, 11424, 12269, 13a32 and 24184, a lease of
certain impro�ed and unimproved property at Fort Worth Meacharn Intema#ional Aitport
("Airport") l�own as the Hangar 17N l�ase site (collectively, the "Previaus Lease"). Lessor
consented to the assignment of the Pre�ious Lease (i) by Staci's Jei Center, Inc. to Performance
�lirways, Inc. under CSC Na. 15$60; (ii) by Performance Airways, Inc, to Fort Workh Jet Center,
Inc. under CSC No. 21213; and (iii) by Fort Worth Jet Cen�er, Inc. to Lessee under CSC No.
275p5, The Previous Lease commenced on July i, 1979 and, as amended in accordance wiih
Lessor's then-e�cisting policies, was to expir� on September 30, 2Q11, unless renewed by Lessee iri
aecordance with the Previous Lease far one additional five (5}-y�ar term.
B. Lessee now wishes to reorganize its financing on all impxovements own�d by
Lessee on Lessee's Airport Ieasehold by entering into a new Ioan with anather lending institntion
and executing new deed of trust lien agreements with fhat institu�ion. In order tp amortize this new
loan, Lessee has requested that the itutial term o£ alI af Lessee's lsases at the Airpnrt be extended to
expire in thirty (30) years, or 2032.
C. Lessor's published Minir�num StandaYds for Fixed Base Operato�s and Other
Aarport Tenants (th�; "Miuimt�m Standards"} prohibif the Iease of prop�rty owned by Lessor �or
i�utial terms greater than thirty (30) years with iwo renewal options fo� terrns offive (5) years each.
As a result, the initial term of the Previaus Lease cannot be axnended to e�pzre in 2032 because
such action wauld result in an aggregate initial term in excess of thirty (30) years. Therefore,
Lessor and Lessee have agreed to terminate the Previous Lease and to enter into a new leasc of the
same property for an ini#ial term of approa�:�.mately, bu� not more than, tivrty (30} years.
Hangar 17N Ground Lease with
Sterling-Fort Wor�h J C, L.P.
�.
A�reement
In consideration of the mutual covenants, promises and obligations contai�ed herein, Lessor
and Lessee agree as %llows:
1, TERNIII�TATIOIV OF FREVIUUS LEASE.
The Previous Lease is here�y terminated contemporaneously with the execution of this
Leas�. However, such termination shall not canstitute (i) a release by one party of any liability
accruing or obligation to inde�tZu�ify under the Previous Lease or {ii) a waiver af one party to
enforee any unperformed duties or obligations of t.�e other under t11e Previous Lease, Les�ee's
obligations to Lessor under Article VI, Paragraph A of CSC No. 10797 sha11 specifically, but
without limitation, sutvive tezmination of the Previous Lease.
�, PROPERTY LEASED.
Lessor hereby demises and leases to Lessee 102,959.2A� square feet of real property at the
Aixport l�own as the Hangar I'TN lease site {the "Premises"), as shown in Exhibit `�A", attached
hereta and hareby rnade a part of this Lease fax all pu�poses
3, TERNI OF LEASE.
The ��Term" o�'this Lease shall commence on the date of its execution (i`Effec#ive Date")
and expire at 11:59 P.M, on 7uly 31, 2032, unless termit�ated earli�r as pro�rided fierein. If Less�e
halds over after the expiration of the Term, thi.s aefion will crcate a rnonth-to-month tenancy. In
thi� event, for and during the holdover periad, Lessee agrees to pay aIl applicable rentals, fees and
eha�rges at the rates provided by the Schedule of Ra#es and Charges or similarly published schedule
in e££ect at the time.
4. RENT.
4.1. Rental Rates From E�ective Date Throu�h �anuar.y 31, �4Q$.
�.1.1. Ini�iai �Vionthl_y Rent.
From the Effective Date o£t}ais Lease until �anuary 31, 20Q8, Lessee's rent
for the Premises shall be based on rates prescribed by Lessor's puhlished Sch�dule
o� R.ates and Charges or successor schedule (the "Schedule of Rate� and
Charges"} for improved and unimpro�ed l.and at the Airport. Rent during that
period will be ealculated in aceardance wiih the number af square �eet of �iYnproved
and wlimproved land thaf comprised �e Premises at the time the Previous Lease
Hangar 17N Ground Lease with 2
Stexling-Fort Wort3� d C, L.P.
was executed so that Lessee's ren� will be calculated in the same manner as
pravided under the Previous Lease, Therefore, from the Effective Date of this Lease
un#il September 30, 2002, Lessee shall pay monthly rent for the Premises based on
(i) an annual rate o� $0.23 per square foot for S50 square feet improved land plus {ii}
an annual rate o� $0.20 pe�r square foot for 102,109.24 square feet of unimprovEd
Iand, or, collectively, $1,718.11 per manth.
4.1.�. AnnuaI Ad.iustments.
O� Octaber l, 2Q02 and on Oc�aber 1 af each year thereafter through
January 31, 2008, Lessee's rental rates shall b�: subject to �ncrease by Lessar to
refleci the upward percentage change, if any, in th� Constuner Price Index %r the
Da11aslFort Worth Metropolitan Area, as announced by the United States
De�artment of Labor or successor index and/or agency during the immediately
pxeceding twelve-month period ("CPI Change"} (i), £or the fi�rst increase, since the
Effective Date af t�iis LeasO and (ii) �ox eacl� subsequsnt increase, since the effective
date of the last increase; provided, however, t�i.at Lessee's ;rental rates for the
Premises shall not exceed the then cunrent rates prescribed by the Schedule of Rates
and Charges far improv�d and unimproved land at the A.irport. If there is no CPr
Change or �he CPI Change is doumwat�d, the rez�tal rate for the Premises shall
remain constant until th� following October lst. In no e�ent shall the rental rate for
the Premises ever b� adjusted downward.
4.2. Rental Rates From February 1, �008 Thrau�h End of Term,
4.2.1. Han�ar Rate Added.
From February 1, 2008 through the end af the Term, I�essee's annual rent
for the Prexnises, which will be payable in equal monthly installments, shail be
based on rates prescribed by the Schedule o£ Rates and Cha.rges for hangar space,
unproved land and unimproved land at th,e ,Airport. Therefare, from February 1,
2008 thraugh �eptember 30, 2008 Lessee shall pay monthly rent for the Premi�es
based on (i) the square footag� o� all hangar space on the Premises at that tizne
multiplied by the rate in effect on Febntary 1, 2p48 that is prescribed by the
Schedule of Rates and Ch�rges for hangar space at the Aiiport; plt�s {ii) fhe square
footage of all other improved land on the Premises at that tune multiplied by �e rate
in effect on February 1, 2U0$ that is prescribed by the Schedule of Rates ax�d
Charges for improved land at the A:irport; plus (iii} the square footage af all
unimproved land on �he Premises at that time multiplied by the rate in effect on
February 1, 2008 that is prescribed b� ihe Schedule of Rates and Charges for
unimproved land at the Airport. Lessee shall confiinue ta retain �ztle to any hangar(s)
and other improvements lacated on the Premuises until expiratian or earlier
termixiation of this LEas�.
Hangar 17N Ground Lease with 3
Sterling-�'ort Worth 7 C, L.P.
4.2.2. Annnal Ad_lustments,
On Octob�r 1, 2UQ$ and on October 1 af each year thereafter through the
end of the Term, Lessee's rental rates shall be subject to uicrease by Lessor to
reflect the upward CPI Change (i), for the first increase, since Feln�ary 1, 2008 and
(ii) for each subsequent increase, since thc effective date of the last increa�e
("Annual Rent Adjustment"); provided, however, that Lessee's rental rates for the
Pxemises shall not exceed the then current rates prescribed by the Schedule of Rates
and Charges for hangar space, improved land and unimproved land at the Aitport.
If there is no CPI Change or the CPT Change is downward, the renta� rate for the
Premises shall remain constant unt�l the follawing October lst. In no �vent shall the
rental rate %�r the Premises ever be adjusted downward,
4.3. F�ive-Year Adiustments,
In addition to the Annual Rent Adjusiments, on October 1, 201$, and every
five (5) years thereafter for the remainder of the Term (i.e. on 4ctober 1 of 2023 and
2028}, rent far the Premises shall automatically be adjusted to equal the �.hen-current
rates pxescribed by the Schedule of Rates and Charges for hangar space, ixnproved
land and unimproved land at the Airpart,
4.4. P�yment Dates and La�e Fees.
Monthly. rent payme�ts are due on ar before the first (lst) day of each month.
Payments must be received durin� nflrmal working hours hy the due date at the location for
Lessor's Revenue Off ce set farth in Section 17. Ren# shall be can�idered past due i#' Lessor
has not received full payment after the tenth (l Oth) day oF the montli for which payment is
due. Without lin�.iting Lessor's terrriination rights as provided by this Lease, Lessax wi11
assess a late pen�alty charge of ten percent (1Q%) per month on th�: entire Ualance of any
overdue rent that Lessee may accrue.
5. UTIIlITIES.
Lessee, at Lessee's sole cost and exp�nse, sha11 t�e responsible for th� installation and use of
all uiilities service to all portions of the Prernises and for all other re�ated utilities e�enses,
inc�uding, h�t not limited to, deposits and expetxses required for the installation of ineters. Lessee
further covenants and agrees to pay all costs and expenses for any extension, installation,
maintenance or repair of any and all t��ilities serving �he Premises, including, but not limiied to,
water, sanitary sewer, electric, gas and telephone utilities.
Hangar 17N Ground �,ease with 4
Sterling-Fart Worth 7 C, L.P.
G, MAINTENANCE AND REPAIRS.
&.1. Maintenance and Repaixs b:� Lessee.
L�ssee agrees to keep and maintain the Premises in a gaod, clean and sanitary
conditian at alI t�mes. L�;ssee covenan�s and agrees that it will not make ox suffer any waste
af the Premis�s. Lessee will, at Lessee's sole cost and expense, mak� a�. repairs necessary
to pxevent the deterioration in condition ox value of th� Premises, including, bui n�t Iimited
to, the maintenance of and repairs to a�1 stz�ctures, incluciing, but not lunited to, doors,
wzn.dows an$ roofs, and all fixtuz'es, equ.ipment, maclifications and pavement on the
Premises. Lessee agrees that, �xcept a,s otherwise expressly pravided herein, all
improvemen�s, ixad� fixtures, furnishings, equipment and other persanal property of every
kind or d�scripiion wluch may at any ti�me be nn the Premises shall be at Lessee's sole risk
or at the sale risk oi�.ose clavming under L�ssse. Lessar shall nat be Iiable far any damage
to snch praperty or �oss suffer�d by Lessee's business or busin+�ss operaiians, which may be
caused by the bursting, overflowiang or leaking of sewer or steam pipes, fro�n water frorri
any source whatsoever, or from any heating fixtures, plumbang fixtures, e�eciric wires,
noise, gas or odors, or from causes o�' any oiher matter.
6.�. Inspection.
6.�,1, Lessor shall ha.ve the xight and privile�e, through i�s officers, agents,
servaan� or emg�oyee�, fia .inspeci the Premises. Except in the e�vent of an
err�erg�ncy, Lessar shall conduc� during Lessee's ardinaty �usiness hotitxs and shall
use its best a£forts to provide Lesses at least two (�.} haurs riotice prior ta inspection.
5,2.2. lrf Lessox determanes during an inspec�ion of the Premises that Lessee is
responsible undaz' this Lease £or any rnaintenauce or x�pairs, Lessor shall notify
Lessee in writing. Lessee agrees to begin such maintenance or repair work
da�igently within thirty (30) calendar days follawing receipt . af such notice and ta
then campxete such mait�tenance or repair work with�n a reasanab�e time,
considering the nature vf the work #o be c�one. Ii Lessee fails to begitn the
recommended maintenance or repairs within such time or fails to compiete the
maintenance ar re�aairs within. a reasanable time, Lessor may, in its ct�iscretion,
perform st�ch maintenance ar repairs on behalf of Lessee. In t�is event, Lessee will
reimburse �.,essor for the cost of the maintenance or r�pairs, and such r�imbuarsement
will be due an the date of Lessee's next manthly rent payment fo�lowing completion
of the maintenance or repairs.
G.�.3. Uuring any inspection, Lessor may p�rfama any obligation.s that Lessor is
authorized or required ta perfor�n under the t�rms of this �easc or pursuant to its
governmental du�ies under federa� sfiate ar loca� laws, rules ar r�gulations.
I-�angar 17t�i Ground I,ease with S
S#erling-Fort Worth 7 C, L,P.
6.3. E�viron�ent�l Remediation.
Lessee agrees that it has inspected the Premi.ses and is fii11y advised oi'its own rights
without reliance upon any represezatahon made by Lessor conceming the environrnental
condi�ion of the premises. LESS�.�, AT I?'S SDLE C05T AN�'? E�:PENS�, AGR��S
THAT' IT SHAI� BE FULLY RESPONSIBLE FDR THE RE'M�'DIATIDN DF ANY
VIDLATI�N O� ANY A.PP�ICABLE �EDERAL, S7'ATE 4R LOCAL
ENit1RONMENTAL REG£I�.ATIONS OR STANDARDS THAT IS CA�ISED BY
LESSE�, �TS OFF2'CERS, AGENTS", SERijANTS, EMPLOYE�S, CONT'I�AC�`ORS,
SUBCON�'RAeTURS OR INVITE�S. Lessor shall be responsible for the reanediation of
any violatian Qf any applicable federal, state ax local enviranxnental regulations that is
caused by Lessor, its afficers, agents, servants or emplayees. For any violation of any
applicable £ederal, state or 1oc�1 enviranmental regulations that is caused by a contractor of
Lessar (atlaer than Lessee), a subconiractor, priox tenant or other third party, Lessor shall be
responsihle for the remediatioa of th� same or sha11 take all necessary steps to ensure that
the person or entity ca�using such violation rernediates th� same,
G.4. Le�see's Acceptance of Premitses.
Lessee accepts the Premises in its present condition as satisfactory for all purposes
s�t fiorth in this Lease.
6.�. Depasit.
Lessee has remitted to Lessor i� cash a nan-intc;rest bearing depasit ("Deposxt"} in
the amaunt of $9,75Q.14. Lessor ma.y use the Deposit ta pay for any unpeY'�o�nmed
obliga�.ans of Lessee under this Lease, including, but not lirnited t�, non-payment of xent,
mai.ntenance, repairs or ath�r damages. Because tlie Deposit also secures unperFarmed
obligaiions of Lesse� und�r ifs other leases a£ properiy at the Airport, the amaunt oi �.e
T7eposit under this Lease is subject ta increase at any time. Therefore, Lessee shall increase
the amaunt of the Deposit if requested by Lessor (ij within thit�ty (3Q) calendar days
fallowing receipt of written natice an� (ii) provided that th� arnount of the Deposit daes noi
exceed one (1) months' xent hereander. Un�.ess Lessar terminates ihis Lease as provided
herein, Lessor vvill refund ta Lesse� any un.used portion af the peposit witl�in thirty (30)
calez�dar days foilowing the date tl�at Lessee �awfully vacates xhe Premises. Lessee a.grees
that if Lessor ternlinates ihis Lease for any breach or default, Lessor sha11 be entitled to
retain the entire balance a� the Deposit as liquidated damages, and not as a penalty, for
adniizaistrative costs associated witla the tez7mimation process. L�ssor and Lessee hereby
agree that this amot�t is a reasonable approxima�ion of the actua� damages that Lessor will
incur as a result of the temlination pracess. Assessment of such liquidated damages shall
nat serve as a waiver by Lessor tQ collect any other damages to which it may be entitled.
Hangar 17N Ground Lease with 6
Sterling-Fort Worth 7 C, L.P,
9. DAIVIAGE OR DESTRZTCTION TO PRENIISES.
in the event of fire or other casualty which damages or destroys aIl or any pari of the
P�emises, the �nllowing pro�risions shall apply:
i,L Co�erage bv Lessee's Insurance.
Lessee's property insurance, as required by Section 12.1 of this Lease, shall be
priinary to any insurance an the Premises carried by Lessor and shall be used exclusiv�ly to
repair ar rebtuild the darnaged or destroyed portions of the Premuises. Lessee shall be
responsible for oversi�ht of a11 repairs or reconsfruction on and to tk�e Premises and shall
repair or rebuald fhe damaged or destroyed portions of the Premises to the size and
standards that meet or exceed the size and standarcls of such partions of the Premises prior
io the damage or destruction. All repair and reconshuction activities carried out by or on
behalf of Lessee shall b� conducted in accordanee with �ec�ians 8.1 through 8.6 of this
Lease.
i.�. Premises Uninsured or Under�i�nsured bv Lessee.
If Lessee fai�s to carry ac�equate property insurance in accordane� wifih Section 12.1
of �his Lease, Lessor, at Lessor's sole option, may (i) terminate this Lease u�an t��.irty (30)
days' advance written notzce to Lessee or {iai) repair or rebuild the Premise� subsfantially to
i�,s farmer condition at Lessar's own cflst and expense. T� Lessor notifies L�ssee in wri�ing
within thi:ri:y (30) da.ys �ollowing th� date of daznage or aestruc�ion that Lessor intends to
und�rtake the riecessary repaars or reconstruct�an, and the damage or destruction does not
render �he affected portian of t�e Premises untenable, this Lease shall continue in eff�ct
without any rent abatement whatsoever so long as Lessor diligently commenccs the repairs
or reconstruction witivn one htandred eighty (180) days from ihe date of the damage or
destruc�aon. If the daFnage or destruction does render the affected po�rtion of �he Premises
temporarily untena�le, or Lessar does not cammence the repairs or �recansiruction wi�hin
one hundred e:ighty (180) days from the date oi the damag� or destntction, then for the
period of time between such date and th� date a certificate of occupancy is issued for �.e
portion of ihe Premises that was rendered untenabie, rent sha11 be proportionally reduced by
�e amaunt of square footage rendered untenable. Upon t�ie issuance of a c�rtificate of
occupancy and ther�af�ex, rent shall cornply with the Schedule of Rates and Chaarges in
eff�ct at the time as they apply ta tha Preznises as improved by Lessor. In othex wnrds, if
Lessee was payix� an unimproved ground rate and, pursuant to this 5ection 6.2, Lessor
repaired ar rebuilt an aircra,ft hangar originally constructed by Lessee, then the subsequent
rental rate would not be tha� far unim�ra�ved Iaud, but �athex fnat which applied to sunilar
hangar space at the Airport at the tim�.
I3angar 1'7i�1 Ground Lease with
Sterling-Fort Worth J C, L.P.
8. C�ONSTRUCTION �il�iD IlVIPROVEMENTS,
8.i. In GeneraL
Lessee may, at its sole discretion, perfonn modifications, renovations or
improvements on or to the Premises (collectively, ��Improvements") so Iong as it first
subnuis all p�ans, specifications and estimat� far the cast� of the propased work in wrifing
and also requests and receiwes an writing approval frt�m the Aviat�an Department Di�'ector
or authorized repres�ntarive (the "Director"). Lessee covenanis and agrees that it shall
fiilly comply with all provisions of this Secfiian 8 in the performance of any such
Improvements. Lessar shall take fiill tit�e ta any Improvements on the Preinises upon the
expiaratian or earlier ferminaiion of this Lease.
8.2. Process #'or Approva! of Plans.
Lessee's plans for any Improvemea�ts shall coniarm to the Airport's a�'chitectural
standards and must also receive written approval from Lessor's Departments of
Development, Engineeri.ng and Transpor�ation/Public Works. A11 plans, specificat�ons and
work shall canform to a11 federal, sta.te and local iaws, ardinances, rules a�d regulations �ixi
force at the t'z�me that �he plans are presen#ed far review,
�.3. Documents.
Lessee shall sup�ly the Directox with comprehensive sets of documentation relative
to any Improvem�a.t, including, at a mi�irnum, as-built drawings of each project. As-built
dxawings shall be new drawings or redline cha�ges to drawings previously provided to the
Diract'or. Less�e shall supply the textual documentation in computer foxmat as requested by
Lessor.
$,4. Bonc�s Reqni�ed�of Lessee.
Prior to the commencement of any Improvement, Lesse� shall deliver to Lessor a
box�d, executed by a corporate surety in accaxc�ance with Texas Government Code, Chapter
2253, as amended, in the full amount o£ each construction contract ar praject. The bvnd�
sha11 guarante� {i) satisfactory compliance by Lessee with all requirernents, terms and .
conditions of this Lease, in.cluding, but nnt limited to, thc satisfactory completion of the
Irnprovements, and (iij full payments to all persons, firms, ca�arations ar other entifiies
with whom Lassee has a direct relationship for the performance of such Improvements.
In lieu of the required. band, Lessee may pro�ide Lessor with a cash deposii or an
assignrnent of a c�rtificate of deposzt in an a�nount equal to 125% of the full amount of each
consteuction c�ontract or project, IfLessee makes a cash deposit, Lessee shal� nat b+� entitled
to any interest earned thereon, Certificates of depasit shall be from a financial institutian in
the Da31as-Fort Warth Me#xapalitan Area which is insured by the Federal Deposit Insurance
Hangar 17N Ground Lease with 8
Sterling-Fort Worth.i C, L.P.
Carporatian and acceptabie to Lessor. Th� interest earned on the certificate o� deposit shall
be the property of Lessee and Lessor sha11 have no rights in such interest. If Lessee fails to
comp�ete ihe respective Improvements, or if claims are filed by third parties on grounds
relating to such Improvements, Lessor �ha11 be ent�tled to drav�r down the fiill amount of
Lessee's cash deposit or certificate of deposit.
5.�. Bonds Repuired of Lessee's Contractors.
Prior ta the commencement of any Improvement, Lessee's respective co�tractor
shall execute and deliver to Lessee sureiy performance and payment bonds in accordance
with the Texas Government Code, Chapter 2253, as amended, to cov�ex the costs of all work
perfarmed undex such contractor's contract for such Tmprovements. Lessee shall provide
Lessor vuith copies of such bc�nds pr�ior to the commencement of such Improvements. The
bonds shall guarantee (i) the faathful perforinance a�d completion of all cansiruction work
in accordanee with the final plans and specifications as approved by Lessor and (ii} full
payment for all wages for labar and services and of all bills for materials, suppIies and
equipment used in the performance of the conshuction con�ract. Such bonds shall name to
both Lessor and Less�e as dual obligees. If Lessee serves as its own contractor, Secfion 8.4
shall apply.
8.6. Releases b.y Lessor Upon Completion of Const�r�tctian Work.
Les�ar wi11 allow Lessee a dollar-far-dollar z'eiumbursement from its cash depasit
account or reductian of its claim upon Lessar's certificate of deposit upon {i), where Lessee
serves as its own con�ractoz, verifica�ion that L�ssee has completed construction work or
(ii), where Lessee uses a con�actor, receipt of thc contractor's invoice and verification that
the can�ractax has completed its work and released L�ssee to the extent of Lessee's payment
for such work, including bi11s paid, a£f davits and waivers o� liens.
9. USE OF PRE�VIISES.
Lessee herreby agrees to use the Prernises saleiy for aviation-related purpases approved in
writing by Lessar. Lessee may not provide fixed base operator services at the Auport without a
valid Fixed Base Operator Permit issued by Lessor.
10. SYGl�S.
Lessee, at its so�e expense and with the prior writEen appraval of the Dircctor, may install
and maintain signs on the Prem�ises related to Lessee°s businsss operations. Any such si�n.s shall be
iz� keeping with the size, calar, location and manner a� display af other signs at the Arrport. Lessee
shall �n.aintain all signs in a sa.£e, neat, sightly and physica�.y gaod condition.
Hangar 17N Ground Lease wiih 9
Sterling-Fort Worth J' C, L.P.
I I. RIGHTS AND RESERVA.TIOI�IS OF LESSOR.
Lessor hereby retains the fallowing rights and reservations:
f 1.1. Lessee's rights hereunder sha�l l�e subject to aIl e�sl�ng and futur� utility easements
and ri.ght's-of-way granted by Lessor for the installafion, maintenan�e, inspection,
repair or removal of facilities owned or vp�rated by electri�, gas, water, sewer,
commu�icatian or other utiliiy companies. Lessee's rights additiana�ly shall be
subj�ct io all r�ghts granted by all ordinarices ox statutes wl:�ch allow such utility
compana.es to use publicly anvned properiy for the provision of utility serv'ices.
1�.2. All fixtut'es and items permanen#ly attached to any sfxucture on the Premises belong
to Lessor, and any additions or alterations made thereon shall immeda�ately become
the property of Lessor. �
11.3. Lessar reserves the right to #ake any acfion it considers necessaxy to protect the
aer�al approaches of the Airport agaatist obstx�.iction, includ�ng, but not iirnited ta,
the right to prevent Lessee from e�recting or permitting to be erected any building or
other structure which, in the api�uon of Lessor, wauZd lim:�t the usefulness o� the
Airport, constitute a hazard to aircraft or diminish the capability of existin� ar future
avigational or na�iga�ional aids used at the Airport.
1L4. Lessor reserves the right to close fi�porarily the Airport or an�' af its facilit�es for
maintenance, improvements, safety vx security af ei�her the Ait�oxt or the public, or
far any other cause d�emed necessary by Lessor. rn 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 businass operations.
1L�. 'This Lease shall be suboxdinate to ihe provisions of any existing or futwre agreement
between Lessor a.nd the United States Governinent wluch relates io the aperation or
maintenance of the Ai.rport and is r�qu.ired as a condition for the expenditure of
£ederal funds %r the development, maintenance or repair af Airport infrast�ructure.
11.6. During any wa� or nafional emcrgency, Lessor shall ha�e thc; right ta lease any part
of the Airpo:t�, including its landing a�rea, ta the United States Ga�ernrnent. In this
event, any provisions of this instnument which ara inconsistent with the provisions
of the lease to i'he Government shall be suspen.ded. Less�r shall not be liable far any
loss or damages alleged by Les�ee as a resul� of this action. However, nothing in
this Leas� shall prevent Lessee from pursuing any rights it may have for
reirnbursernent from the United States Governmen#.
11,7. Lessor covenants and agrees tk�.at during the term a�' this Lease it will operate and
maintain the Airpori and its �acilities as a public airpo�t cons�stent with and purs�ant
to the Spvnsor's Assurances gi�en by Lessor to the United S#ates Go�vernment
thraugh the Federal Aixpart Act, a public document which is on fi1e in L�ssor's City
Hangat 17N Ground Lease with 10
Sterling-Fort Worth 7 C, L.P.
Sec:retary's Offce and which is incarporated herein by reference for all purpases.
Lessee agrees that this Lease and Lessee's rights and privileges hereunder shall be
subardinate to the Sponsor's A�surances,
12. INSURANCE.
12.T. T_ypes af Coverage and Limits.
Lessee shall procure an.d maintain at all times, in full force and effect, a�olicy or
palicies of insurance as specified in this Section 12, naming the City of Fort Worth as an
additianal insured and covering a11 risks related�to the Ieasing, use, occupancy, main�enance,
existence or lacation of the Premises.� Lessee sha11 obiaan the following insurance caverage
at th� lirnits specified herein:
� Propert.y:
Fire and Extended Coverage on a11 imprQv�rnents on the Premises at full replacement
cas� Iimit;
� Commercial Generai Liability:
$3,000,000 pe�r occurrence,
including praducfs and coxnpleted operations;
o Autamobile Liabilitv:
$1,000,000 per accident,
including, �ut not limited ta, coverage on any automobile used in Lessee's aperatxons on
the Premises;
� Han�arkeepers Legal Liability:
$1,000,000 per occurrence;
� Environmental Tmpairment Liabili�y:
$1,00O,OOQ per occurrence.
In addition, Lessee shall be responsible %r a11 inswrance to construefion, improvements,
modifications or renovations to the Premises and �or personal properiy of its own ar in its
care, custody or control.
Hangar 17N Ground Lease witE� 11
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1�.Z. Adjustments to Required Coverage and Limits.
rns�u�ance requ:irements, including addition.a.l fy�aes of coverage arid increased limits
on existing coverages, are subject to cha�ta..ge at Lessor's option and as necessary to cover
Lesse�'s ape;rations at the Airport. Lessee will accordingly c�mply with such new
requirements witlun thu-�y (30) days following no�ice to Lessee.
12.3. Cer�'�#"icates.
As a condition precedent to t�.e effechveness of this Lease, LB558B 5�1� �LI.t'�115�1
Lessor with appropriate certificates of ins�rance sign�d by the respective insurance
companies as proof that it has ohtained the types and amounts of insurance coverage
required herein. Lessee l�ereby cov'enants and agrees tha� not less than thirty (3Q) days prior
to the expiratian of any insuxance policy required hereunder, it sha11 p�ovide Lesso:r with a
new or renewal certificate of insu.ramce. In addition, Lessee sha11, at Lessor's request,
provide Lessor with evidence fihat it has maintained such coverage in full force and e�£ect.
12.4. Additiona� Repuirements.
Lessee shall maintain it� insurance with und�rwriiers autlaorized ta do business in
the State of Texas and which are satisfactory ta L�ssor. The palicy ar policies of iunsurance
shall he endorsed ta ca�'er all of Lessee's operations at the Airpart and to pxovide that no
material changes in caverage, including, but not limited to, cancellation, ternvnation, nan-
renewal or arnendment, shall be made without thirty {30) days' prior written nonce to
Lessor. �
13. IlVDEPENDENT C01�1TRACTOR
It is expressly understood and agreed that Lessee shall operate as an independent contractar
as ta all rights and privileges granted herein, and not as an agent, representative or ernployee af
Lessor. Lessee shall have the exclusive nght to cantrol the defails of its operations and activities on
the Premises and sha11 be solely res�aonsible for the acts arid omissions of its officers, agents,
servants, ernployees, cont�actors, subcontractors, patrons, lic�n�ees and invitees. Lessee
acknawledges �hat the dactrine of respondeat supe�io� shall not apply as between Lessor and
Lessee, its officers, agen.ts, employees, contractors and subcontractors. Lessee �urther agreas that
nothir�g hercin shall be construed as the creation of a partnership or jvint enferpri.se between Les�or
atid Lessee.
14. LIABILITY .A,I�TD INDEIVI�IIFICATION.
LESSEE S�IALL BE LI'ABLE A1VD RESPONSIBLE FOR ANY CLA�MS, DEMANDS,
LAWSUITS OR OTHER AC�'IONS FOR D.AMAGES OF ANY XI1VD, INCLUDIlYG, BUT
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NOT LIMI�ED TO, PROPERTY LOSS, PROPERTY DAMAGE AND/�R PERSONAL
INJURY OF ANY ICIIVD, INCLUDING DEATH, .TO ANY A1VD AL� PERSONS, OF A�VY
.KIND OR CHARACTER, WHE'THER RE�lL OR ASSERTED, TO THE EXTEIVT CAUSED
BY THE 1VEGLIGENT OR WILLFUL ACT(S) OR OMISSI4N(S) OF LESSEE, ITS
OFFICERS, A�,ENTS, SERVANTS, EMPLOYEES AND/OR SIT�iESSEES INADDITION,
LESSEE, AT LESSEE'S OWN EXPENSE, SHALL IIVDEMNIFY, DEFEND AND HOLD
HARMLESS LESSOR, ITS OFFICEI�S, AGENTS, SERYANI'S AND/OR EMPLOY'EES,
FROMAND AGAINST ANY CLAIM, LAWSUIT QR DTHER ACTION FOR DAMACES OF
ANY KIND, INCLUDING, BUT NOT LIMITED T4, PRDPERTY DAMAGE OR LOSS
(INCLUDIIVG ALLEGED DAMAGE OR LOSS TD LESSEE'S BUSINESS AND f!_1VY
RESULT.ING LOST PROFITS} AND/QR PERSQNAL INJURY, INCLUDING DEATH, TO
A1VY AND ALL PERSQNS, OF ANY KIND OR CHARACTER, WHET"HER REAL OR
ASSERTED, TO THE EXTENT CAUSED BY THE NEGLIGENT OR i�ILLFUi ACT(S) OR
OMISSIOIV{S) OF LES,SEE, ITS' OFFICERS, AGEN�S', SERVANTS, EMPLQYEES
AND/OR SUBLESSEES
LESSOR DDES NOT GUARANT�E POLICE PROTECTION TO LESSEE OR ITS
PROPERTY. LESSOR IS OBLIGATED ONLY TO PRDVIDE SECURITYADEQUATE TO
MAINTAI'N LESSQR'S CERTIFfCATl�N UNDER F�lA REGULATl'DNS. LESSEE
SI-IALL COMPL�' WITHALL APPLICABLE REGULATI4NS OF THE FAA PERTAINING
TO tll''RPORT SECURITY ON THE PRE�C'1S�'S' WHICl� IS RELATED TD LESSEE'S
OPERATIONS THEREON AND SHALL CDOPERATE WITH LESSOR IN THE
IMPLEI�I�NTATION AND ENFORCEMENT OF LESSOR'S SECURITY PLAN AT THE
A1'RFORT. LES�SEE SHALL FAY ALL FlNES' IMPOSED BY THE FAA 01V LESSO.I� OR
iESSEE RESULTING FRDM LESSEE'S FAILURE TO C!?MPiY WIT1S� .SUCH FAA
REGULATIONS APPLICABLE TO THE PREMISES OR TO PREVENT UNAUTHORIZED
PERSONS OR PARTIES FR�M .THEIR U.B�AIMIVG ACCESS TO THE AIR OPERATIQNS
AREA Ol� THE AIRPORT FRQM TH.E PREMISES
15. WAIVER OF CHARITABLE IMli�U1�TY UR EXEMPTION.
If Lessee, as a charitable associaiion, corparation, partnership, individual enterprise or
entity, claims i�nmunity to or an exemptian fram liability for any kind of property dama�e or
personal damage, injury or death, Lessee hereby expressly waive5 its rights ta plead d�fensively
any s�zch immunity or exernptian as against Lessor.
16. DEFAULT AliTD REMEDIES.
I6.1. Failure by Lessee to Pa:y Rent, Fees or Other Charges.
If Lessee fails to pay any rent, fees or other charges due under this Lease, Lessor
shall deliver �o Lessee a written invoice and notice to pay the invoice with:� ten (I4)
Hangar l7N Ground Lease with 13
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calendar days, If Lessee fails to pay the balance outstanding within such time, Lessor shall
have the right to terminate this Lease immediately.
lfi.2. Failnre to Compl_y with Other Terms or Cond'zt�ons.
If Lessee breaches or defaults under any pxovision of this Lease, ot�iex than thvse
breachas or defaults ihat are addr�ssed by Sect�ans lb.l, Lessor shall deliver written notice
to Lessee specifying the nature af such breach or default. Lessee shall have thirty (30)
calendaat' day� foilowing such written notzce to cure, adjttst or ca�'ect the problem to the
standard existing prior to the breach. i� Lessee fails to cure the breach or default within
such tzme period, Lessor shali have ihe right to terrninate this Lease ixruned�ately; provided,
howewer, that in tb.e event such breach or default cannot reasonably be cured within thirty
(30) calendar days follov�+ing suoh wriiten notice, Lessee shall not be in default if Lessee
commenc�s ta cure, adjust ar correct the problem within such thii-ty (30) day period and
#hereafter diligen�ly and in good faith pursues such cure, adjusiment or correc�ion to
canciusion.
16.3. Rights of Lessor Upon TexmrnaLion or Ezpir�tion.
Upon ter�mination or �xpirat�an of this Lease, aU �ghts, powers and priviieges
grar�.ted to Les�ee hereund.er shall cease aud �essee shall. vacate the Prernis�s. Within
twenty (24}. days following the effective cia.ie af terminarian or expiratian, Lessee shall
remove from the Premises a11 trade fixtures, tools, machinery, eyuipment, xnaterials and
supplies placEd on the Premises by Lessee pursuax�t to this Lease. After such t�x�e, Lessar
shall have the rig3�t to take £ull pas�ession o� the Fxemises, by force if necessary, and to
remove any and all parties aiad property remaining on any part of the Pre�nises. Lessee
a,grees that i.t will assert no claim of any kind against Lessor, it� agents, s�rvauts, employees
or repr�sentatives, which may stem fram Lessor's t�rminati�n of �his Lease or any act
incident to Lessor's a�sertion o£ its right fv terminate ar Lessor's exercise of any rights
granted hereunder.
1'�. PdOTICES.
Notices required pursuant io the provisions of this Lease shall be conclusively detcrtr�in.ed
to have be�n deli�ered when (i) hand-deli�rered to the other party, its agents, employees, servants ar
representatives, ox (ii} deposited in the Uz�ited States Mail, pos�age pxepaid, addressed as iallows:
�iangar 1'IN Ground Lease with 14
Sterling-Fort Worth J C, L.P.
To LESSOR:
For Rent:
City of For� Warth
Revexiue Offiica
1000 Throckmortan
Fort Wortl� TX 76102
To LESSEE:
Stezling-Fort Worth J C, L.P.
Hangar 11N
4201. N. Main St.
Fart Worth, TX 76106-2752
1.8.
19.
ASSIGNMENT Al�]D SUBLETTIl�iG.
IS.1. In General.
For All Qther l�atters:
City of Fort Worth
Aviation Department
�4241 N. Main St. Ste. 200
Fort Worth TX 76106
Lessee �hall not assign, sell, convey, sublease or transfer any of its rights, privil�ges,
duti�s or in�erests granted by this Lease without the advance written consent of Lesso:r,
which cansent shall not be unreasonably withheld or delayed.
18.�. Conditions of Auproved Assignments and 5ubleases.
�f Lessor consents to any assigcunent or subkease, all terms, covenants and
agreernents set forth in this Lease stxall apply to the assignee ox subles�ee, and such assignee
o� sublessee sha11 be bound by ihe tenms and conditions of this Lease the same as if it had
originally execu#ed this Lease. The failure or refusal of I;essor to approve a requ�sted
assignrneni or sublease shall not relieve Lessee of its obligations here�.nder, including
payment ofrenials, fees and charges. �
LIENS.
19.1. Liens b� Lessee.
Lessee acla�owledges that it has no authority to engage in any act or to make any
canfiracfi which may create or be t1�.e foundatian far any lien upon the property or interest in
the property of Lessor, Ii any such purported lien zs crea�ed ar filed, Lessee, at its so�e cost
a�d expense, shall liquidate and discharge the same within thirly {30) days of such c:reation
or filing. Lessce's fai,lure to discharge any such pwrported lien shall constituie a breach of
this Lease and Lessor may ternunat� this Lease upon thu�ty {34} days' written notice.
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Hawever, Lessee's financial obligation to Lessor to liqrzidate and discharge such Iien shall
con�inue in effect following termination of this Lease a�d un�il such a tirne as th� lien is
discharged.
LESSEE HE.REBY REPRESENTS AND WARRAIVTS THAT LESS�E HAS
DISCHARGED OR CAUSED TQ BE DISCHARGED ALL DEED OF TRUST' AND
OTHER LIENS CUNSENTED TO �YLESSO� UNDER C,SC N�S. 21589 AND 24859.
19.�. Landlard's Lien.
IN ADDITION TO ANY APPLICABLE STATUTORY LAiVDLORD'S LIEN,
LESSEE GRAN7'S TO LESSOR, �1V ORDER TO SECURE PERFORMANCE BY
LESSEE OF ITS OBLIGATIONS UIVDER THIS LEASE, A SECURITY INTEREST
IN ALL GOODS, INVENTORY, E�UIPMEIVT, �IXTURES, FURIVIT'URE,
IMPROVEMENTS, CHATTEL PAPER, ACCOUNTS A1VD GENERAL
INTANGIBLES, AND OTHER PERSONAL PROPERT�' OF LESSEE NOW OR
HEREAFTER SITUATED ON OR I1V THE PREMISES OR OTHET�WISE
RELATIIVG TO LESSEE'S U'SE OF THE PREMISES, A1VD ALL PROCEEDS
THEREFROM (THE "COLLATERAL'). �F LESS�R TERMINATES T'HI5 LEASE
FOR A FAILURE BY LESSEE TO PAY LESS�R RENT OR F4R .ANY OTHER
BREACH OR DEFAULT BY LESSOR, LESSOR MAY, IN ADDITIDN TO ALL
OTHER REMLDFES, WITHOUT NOTICE OR DEMAND EXCEPT AS FROVIDED
BELOW, EXERCISE THE RIGHTS AFF4RDED A SECURED PARTY UNDER THE
TEXAS UN1'FORM COMMERCl'AL CODE ("�CC' j. IN COIVNECTION WITHAIVY
PUBLI'C OR PRIVATE SALE UNDER THE UCC, LESSOR SHALL GIVE LESSEE
FIVE (5) CALENDAR DAYS' PRIQR WRITT'EN 1V�TICE QF THE TIME AND
PLACE OFANYPUBLIC SALE QF THE COLLAT'ERAL OR QF THE TIME AFTER
WHICH �iNY PRIVATE SA�E QR pTHER INTENDED DISPQSITIQ�V THEREOF
IS TD BE MADE, WHICIY IS AGREED TO BE A REAS0IVABLE NOTICE QF SUCH
SALE OR DI'SPOSITl011r
20. TAXES A1�iD ASSESSIVIEI�ITS.
� Lessee agrees ta pay any and all federal, state or local taxes or assessments vvhich
may lawfully be levied against Lessee due to Lessee's use ar occupaucy of the Premises or
any Improvements or property placed on th� Premises by Lessee as a result of iis
occupancy. L�sse� also agrees ta pay any and all federal, stat� or local taxes or assessment�
which may lawfully b� levied against Lessor due ta Lessee'� usc: ar occupancy of ih�
Premises ar�property placed on the Premises by Lessee as a r�sult af its occupancy or on
account of any Tmprovements or property placed on th� Pr�mises by L�ss�e as a res�a.lt of its
occupancy.
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21. COMPLT�+ICE WITH LAWS. 4RDINA�+iCES, RULES A1�TD REGULATIONS.
Lessee covenants and agrees that it shall not engage in any unlawful use of the Premises.
Lessee fitrthex agrees that it shall not permit its officers, agents, servants, employees, con�ractors,
subcontractors, patrons, licensees Qr invitees ta engage in any unlav�ful use of the Premises and
Less�e immediately sl�a1.1 remove from the Premises any persan engaging in such unla.wful
activities. Unlawful use of the Pr�mises by Lessee i��elf shall constitute an immediat� breach of
this Lease. Lessee agrees to comply with all federal, �tate and Iocal laws; all ordiname�s, rules and
regul.atians of Lessor; all rules and regulatians astablished by the Directar; and aIl rules and
regulations adopted 1�y the City Council pertaining to the conduct required at aizports owned and
aperated by Lessor, as such laws, ordinances, r�l.es and regu�ations e�st or may hereafter be
amended ax ac�opted. Tf Lessor notifies Lessee or any �f its officers, agents, employees, contractazs,
subcontractars, licensaes tir invitees of any violation af such laws, ordinances, rules or regulations,
Lessee shall i.mmedia�:ly desist fro�n and correct t�e violation.
22. NONWDI5CRINIII�IATIOI�i COVEI�TAN�'.
Lessee, far itself, its persvnal re�resentat�ves, successors in interest and assigns, as part of
�he cpnsideration her�in, agrees as a covenant runriing with tl�e land that no person shall be
exeluded from participation in ar dex�ed the benafits of Lessee's use of the �emises on the basis of
race,� colox, national origin, religion, handicag, sex, sexuai orientation or �amilial status. L�ssee
furthe�r agrees for itsei% its personal represeniatives, successors in. interest and assigns ihat no
person sk�a11 be excluded from #he provi�ion of any services on ox in the cQx�,siraction o� any
improvements or alieratians to the Premises on groun.ds of race, color, national origin, religion,
handicap, sex, sexual orientation or familial status. Lessee agrees ta fiunish its accorntnodai�ons
axid to price its goods and services on a fair and equal basis to all p�xsons. In addi�ion, Lessee
cavenanis and agrees that it will at all times camply with any requiremer�ts imposed by or pursuant
to Ti��e 49 of the Code o� Federal Regu.latians, Part 21, Non-Discrimination in Federally Assisted
Progirams of the Depariment of Transportation and with� any amenctm.ents to this regu�ation which
may hereafter be enacted. If any claim arises from an alleged violatzon of this non-discrimin.ation
covenant by Lessec, its pexsonal repres�ntatives, successors in interest or assigns, Lessee a�ees to
itidemnify Lessar and hold Lessor harmless.
23. LICENSES A1�TD PERI�IITS.
Lesses shall, at its sale expens�, obtaan and keep in effect all Xicenses and permits necessazy
for �.e operation of its operations at the Auport.
24. GQVERNI�IE�iTAL POWERS.
It is understood and agreed that by execution o� this Lease, Lessor doas not waive or
surrender any a� its gover�mental powers.
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2�. 1�I0 WAYVER
The failure of either pariy to insist upon the performance of any term or provision o� this
Lease or to exercise any right granted herein shall not constitute a waiver of that party's right to
insist upon appropriate per�ormance or to ass�rt any such right on any future accasion.
26. VEhFUE AleTD JURISDICT�ON.
If any action, whe#her real or asserted, at law or in equity, arises on th.e basis of any
provision of this Lease or of Lcssc�'s operations on the Premises andlor the Ai�port, venue for such
action shall lie in state courts Iocat�d in Tarrant County, Texas or the United States Disfrict Court
far the Northern District of Texas, Fort Worth Division. This Lease shafl be constnxed in�
accordance with the laws aithe State af Texas.
27. SEVERASILITY,
If any provision af this Lease shall be held to be invalid, illegal or ttnenforceable, the
validity, legality and en%rceability of th� rernaining provisions sha11 not in any way be affected ax
impaired.
28. FORCE MAJEURE.
Lessor and Lessee shall e�ercise evexy reasonable effart t+� meet their respective obligations
as set fnrtY� an tlus Lease, but shall not be held liable for any delay in or omissian of performance
due to foroe majeure or other causes beyond their .xeasonable con�rol, including, but not limited to,
compliance with any govern�nent 1aw, ordinance or regulation, acts of God, acts of omission, fires,
strikes, lockouts, national disasters, wars, riots, material or labor restrictiar�s, �ranspartation
prablems andlor any other cause bey�nd the reasonable contral of'Lessor or Lessee.
29. HEADINGS 1�TOT CONTROLLING.
Headings and �i�les used in this Lease ar� for reference ptuposes only atid shall not be
deemed a part o£this Lease.
Hangar 17N Ground Lease r�vith 18
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3U. ENTIRETY OF AGREEMENT.
This written inst�'ument, including any documents attached hereto or incorporated hexein by
reference, contains the ea�t�rre understanding and a�reern�nt be�vveen Lessox and Lessee, its assi�ns
and successors in interest, as to ihe matters contained her�in. Any prior or conte�rxaporaneous oral or
wzztten agreement is he�reby c�eclared nu11 and void to the extent in conflict with any provisions of
this Lease. The ternas and condifions of this Lease shall not be amended unl�ss agreed to in writing
by both par�ies and approved by the City Council af Lessar.
�IN V�'TT SS WHEREOF, the parties hereto have executed this Lease in multiples, this
� day of y�,� , 2003.
_ �
CITY OF FORT WORTH:
By• • � � \�
Marc Ott
Assistant iiy Manager
ATTE�T: '
, r
� �
By: - -
Gloria P�arson �
Ci�y S�crctary
STERLII�G-�FORT WURTH J C, L.P,:
By: Sterling R.��T, Inc.,
its sole Ge � P er: /'
� ��
By: � � .J �.�".t�✓ -��/
R.F. Beard�n
President
ATTE5T;
" � _ �y: «� .�
AFPROVED AS TO FORM A1�iD LEGALYTY:
By: �' _ � � ;- . �' �7 _
Peter Vaky
Assistant City Aitomey
M & C: � C-19070 04-30-02
�,.,;
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�.� . � �
a
r
STATE aF TEXAS
COUh1TY �F (��� t ; �, _ §
BEFORE ME, the undersigned aufharity, a Notary Public in and �'or the State of Te�as, on
this day persanally appeared RF. Bearden, President o� Sterling REIT, Inc., the �ole Genexal
�'artnex af Sterling�Fort V'Vorth J C, L.P., known to me to be the pexsan whose name is subscribed
to the foregoing irisfxument, and acl�nowledged to me that the sarne �was the act of the Sterling�Fort
'Wartb J C, L.P. and that h� executed the same as the act of the Ste�rling Fort Worth J C, L.P. for
the purpvses and consideratian therein expressed and in the capacit�r �herein stated.
G1VEN UNDER MY HAND AND SEAL OF OFFTCE thi5 3c�1G day of �]��.� �%
2003.
�j�.L � . �
Notary Pi�bli� in and fflr the S
STATE OF TEXAS §
COUNTY OF TARRANT §
3�
� �' � i
a : �a
� : er�
�
,'� � .
BEFORE ME, the undersigned authority, a Notary Public in and iar the State af T�xas, an
khis day perrsonally appeared Marc Ott, known ta me to be ihe persan whose natne is subscribed ta
the foregaing inst�mcnt, and aclrnowledged to me that the same was the act of the City of Fort
V6'orth and that he executed the same as the act af ihe City of F�� Worth for the purposes and
consideration therein expressed and in the capacity #herein state�.
GNEN UNDER MY HA1�TD Al'�D SEAL OF OFFICE this �� day of ��w��
2003. �
n�ui - . _ ���, �
- ,e+•M,RYP�.y HL�f� sP9W�
���' � : " Nntary �uEsii� St�ta af �'exas ;
� 3� �,y � � �Afisii1193�pt1 �I(�ICes
; �,°; �� �� .��1� 4�t, 3��3
� . , .� �.. �. �_. �. : o
� ��
� otary P�b1ic in and far the State af Texas
Hangar 1'TN Ground Lease with
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.. ,
E�HZ� ZT A
FIEL.� t�4T�5 ` � • •
For
LeaSe Si'�e 1.7 N
�arce� A ,
Fart Wnrth �dun�ctpal Atrport
Meacham Fieid
A parce� of �and o�� a� the James 1�aliace Survey arid 6e�r�g a�or�ion af a�ract conveye�
�o the Ci ty of �'ar� tidorth by d�ed recorded .t n Vo� um� 1 D74, ��ge 498 ��eed R�cords ,
iarrant�Coun�y, �'exas and ai�a beinc� a par�ion o� �he F4rt War�h M�tnicip�� Air�ar�,
t4eacham �#eTd, more �aar�icularly described us�ng �Y�� iexas Coord�na�e Sys�em, Nor�h
C�n�ral Zone, coardir�a�e5 and bearings as foliaws;
CqMMEl�f,E a� a poin� �tr� the narth � in� af 3$tt� Stree� and �}�� west 1 ine of Not�tt� I�ain
S�reet, �atd poin� being �n eas�eriy southeast curner of 1�eaci�am Field, THE#�CE: F�or�h
3,5f�3.73 �e�� and Wes� 1,3�0.9b �'eet ta �he pofr�� o� beginnin�, �t�e coordinates o'F said
beginnir�c� po3nt are X� 2,04� �388.18, Y� 420,531.31;
TF�£t�C�: �iortli 4� dsqr�es no minu��s 02 seconds t�fes� passing �he �as�erly sou�heas� of
�f�e Bu�ter l.ease Si�e at �i1.93 feet and contiriu�rig, �in a�l, 3II0.47 �'��� to a pofn�;
THEHC�: I�or�h �� cie�rees i0 minu�es 32 secor�ds �ast 205.�6 �e�t �a �he wester�y nQrth
west corner n� Leas� S{�e 19mN;
TFE�NC�: So�th �D dnqrce� 49 m�nu�es 28 �econds Eas� alan� ��e �res�er'ly l�nes af
Lease 5#t�s l�i-�N and i8��f, 37!�.45 feet �o ��oir�t, s�id point be�ng riartl3erly a
�erpendic�lar d�stance of 5f�,0 fe�t fram �he nart��er�ly line o�F Ward Int�rna�tinrial
Leas� Si�e;
TH�l�C�; Soutl� 4�8 c��grees 53 rni��t�s Z9 �ecands �{e�t ala�� a line SQ�.� feet narth�rYy
o� and�parall�l to sai� I��Iard Int�rna�i�n�l Lease 5i�e, 203.89 �Feet to the �lace of
beqinninc� and can�aining 77,692.84 square '��et o� land mo�� or iess.
PUBLFC WORKS g��l�RiMENi'
I��IT#i It. SFtiTH, P,�., DIRECT4R
�Otiht �.. �0�lES, P.�., GFiIEF �NGI��E�R
�P�: ct G-12-79
• ', ., •
- • ��HZBZT A
� � �: � ; � . r � . .
4 �
FI�LD E�OT�S ' ' "
for
�.eas� Si �e 17-N
Parcel 4 ,
For� �[or-�h M�ni ci pa 1 A� rport
Mieacham .Field
A parcel of land out of the �]ames Wallace Survey and being por�ion o�F a trac� canveyed
�o the C��y a�F �or� t�orth by deed r��ardetl ��.Valume 1074, Page �98, need Records,
Tarrant Coun�y, Texas and a7so being a�.por�ion of the Fort Worth Municipal Airpor-�,
Meacnam Field, more particular'iy.,descri6ed I�s7ng the Texas Coordina�e Syst�m, Korth
Centra� Zone, coord7na�es and bear�ngs�as fo�1ows:
COMMEhICE at a poi n� �n �he r�orth Z i ne of 38th S�reet and �he wes� 7 i ne of �[or�i� Mai n
S�tree�, said pozn� be7ttg an easterly sou�heas� carner of Meacham Fie1d, TN��lC�: �lorth
3,583.73 �Feet and Wes� 1,30'0.'96 �Fee� to �f�e pain� af beginr�ing, �he coordjn��es o�
sa�d beg�nn7ng po�rtt are X� 2;044,388.�i8, Y � 420,53i�.3�', sa�d point being in �he
�orther7y 13ne of a proposed access road;
7HEHC�: SaUth 65 degrees 47 m�nu�es'16 seconds�Wes� wi�h the nor�her�y �ine a� said
propased Access Road �25,25 feet �o a poin�; �
TH��lCE: Nor�h �� degrees 04.minU��s Q9 seconds l�est 75.5i fieet to a point in the
southerly line of '�ne Bu�7er Lease Si�e;
7H�NCE. North� 48 degrees .55 mi n��es 51 saconds Eas� wi �f� the sau�herly i i r�e o�' sai d
Bu��e1^ Lease Site 12a.0 �Feet to its easterly sou�heast corn�r; �
iH�HCE: So��ri' �� degrees no minu'�es 02 seconds Eas� 11�.93 �ee�.�o �he place'of
beginnir�g and cantalning i�,252.4 square f�et o�f iand more or iess.
PUSLIC W4RKS DEPAR7MEI�T
KEITH A. SMIiH, p.E., piR�CTOR
�OHN L. JOK�S, P.E., CHIEF �i�GII��ER
EPD: ct �6--12-i9
r �
� � E�H�BZT A
.���.•- � • �' � •-.•
FIEL�} NOTES
Fa�
STACI'S ��'f
L�ASE ST7� 17�N
Parcel � �
R parcel o�F 1 and a�� o� tne Jam�s Wa� 1 ace Survey., and . bei ng a port�ion of a
tract conveyed to the City o�F Fort Wor�h by deed recorded in Volume 1074,
Page 498, fleed Records, 7arrant Caun�y, Texas, and also b�ing a partion o�
the Fort Wor�h iNuniclpa� Rirport, iNeacham Fie�d, more particular�y descri�ed
using t�e,.Texas Coordznate Sys�em, I�or'�n Cent�al Zone, coordinates and bear�
ings as'follows: � �
COMMENCE a� a poznt in t}�e nor�h line of 38�� Str�e� and -ihe wes� Zine of
Nor�h Mair� S-�reet, sa�d point being an east�rly souti�east corner of M�acham
Field, T�tENCE: North 3,870.88 feet and wes� 1,550.58 �eet to the p�int of
beginn�ng, sa�d poin� of beg7nning bein�g �he most westarly cartter af 5�aci.'s
Je� Lease Site 17-f�, Parcel A, �ne caordina�es of said beginning point are:
X= 2,04�,738.60, Y=�20,8�8.42., said poin� a7so being in �he no�rtheas�erly
17ne nf Bu���er Lease S�te;
THENCE: Nar�h �43 degrees no minUte� 02 seconds west aiong the northeasterly
line of said Butier Lease Szt�, 66.a feet �o a�" lron �in for the most
w�ster�y corner a� the herein descr.i�ed Parcel C;
7HENC�: Nor�h 49 degrees 10 minutes 32 secands ea5t 15Q.a feet to a rai�road
spi ke for �l�� most nortner.ly ca�:ne.r a� Parce7 . G;
7F[ENCE: Sou�h 41 degrees na minu�es 02 seconds east 65.0 feet �o a raadroad
sp�fc� �n the northwest�rly line of said Lease Si�e I7-�I, P�rce1 A;
THENCE: South 49 degrees 1� minu�es 32 secands wes� aiong the northwester1y
l7ne of said Lease S�te �7--�f, �arcel A, 15Q�.0 fee� to �he piace of beg�nning
and car�taining 9,900.0 square feet of land more ar 7ess. �
PUBLiC WQRKS D�PAR7MEN1'
KEITFI A':: 5MITH, p.E., Q�RECTOR
JOHN�L. JO{��S, P.E., CNIEF �NC�I�E�R
�PD:tm 10-9-80
, -
E�H�BIT A
FIELD NOTES
FOlt
L�ASL� SiT�
].7-�i PARCEi. B-1,
_ MEACHAM F��Lb
A parcel of �.and ouC of rhe .iames Wallace Survey, Tarrant Coun�y, Texas,
and being a portion of tracts conveyed to the City of �'ox't jdorth by deeds
�ecorded �n Volume J,07�+, Page �+98 and Voluma ].}.12, Page 574, Y3eed Recards,
Tarrant County, '�exas, and also being a port�ion o£ Fort 4iorCh Munic�pal
Airport, Meacham Fie1d, mare particu�arZy descri�ed us�.ng the Texas Cooxd-
inate Sys�em, �iortih Cen�ral Zone, coordinates a�,d beaxings as falJ.aws:
COMMEHCE at a point in the north line of 38th StreeC and the wes� line of
North 2�ain Stree�, said point being on easterly sou�heast corner of Meacham
Field, TH��ICE: Horth 3,590.0 feet and wes� �.,465.08 feet to tih� point of
b�-ginning, said point at beginning being the west corner of existing Lease
17-P7, Pazcel B, the coerdinazes of sa�.d beginning po�.n� are X= 2,0�+4,224.29,
Y � t�20,536.96;
T'H�NCE: Soutih 41 degrees 04 tninutes 09 seconds East along northeasterl.y I.�.ne
of Parcel B, 75.6� feet tio a point on a curve, the center of which bears
North 24 degrees 12 minu�es 44 seconds �ast a radius distance of 100.0 feet;
�iENCE: sa�tnwesr��iy along sa�d curue.to the righC an arc distance of 63.25
fee� to a pa�n� a� reverse curve, the cen�er of which bears South 12 degrees
0}� minutes 40 seconds West a radius disCance of'].OQ.O feet;
THENCE: Southwesterly along sai.d cux-ve to th�e l�ft an arc distance o£ 92.57
fe�:t to a po�nt;
THE�CE: North 48 degrees 55 minu�es 51 seconds East �.30.93 feet to the po�.nt
oi beg�.nn�.ng and co�ta�.ning 4,].14 square feet of land more or �ess.
TR.ANSPORTATION AN]] PUBT,�C W�RKS DEPARTMEN'�
GAitY L . SAI3T�RRE, P . � . , �IRECT4R
G. IIALLAS W�I,i,TAMS, P. E. , ASS' T DIKEC'�OR/EN�.
EPD : tm 2--9-83
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REVIS�D
P�.A7 OF
'ARCEL 16-N AND 17'�N-PARCEL Bal
MEACHAM F1ELD
SURVEYEd FtB.9,4983
--- :� . __.__ ��-,__ .__._..___...�..._�_._,__-.
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C'ity o�'�ort T�Tjoring �'exas
M���
r a�d ����ci� ��r�nnu��c�t���
DATE REF�R�NCE NUMB�R LdG NAME PAG�
4l3�/02 **C��9d70 55TERM5 ti of 1
suaJ�cr TERMINATlQN aF CITY ECRETARY C�I�TRACT NOS. 24� 83, 24180, 24184,
24181, 24716, AND 24131 AND ALL ASSOCIATED AMENDMENTS, AND APPROVAL
O� LEASE AGREEMENTS WITH STEftLII�G-�ORT WORTH JC, L.P. FOR LEASE
SITES 11 N, 12, 14N, 17N, 19N, 20N, ANO 22N, AND T-HANGAR 11 S AT F�RT
WQRTH MEACHAM INTERNATIONAL AIRPORT
REC�MMENDATION:
It is recommencfed that the City Council:
Auti�orize the City Manager to Terminate City 5ecretary Contract Nos. 24183, 24�SQ, 24184,
24181, 2471fi, an� 24131 and al! associated amendments with 5terling-Fort Worth JG, L.P. at �o�t
Worth Meacham International Airport; and
2. Apprnve Lease Agreements with Sterling-Fort Worth JC, L.P. for Lease Sites 11 N, 1� ar�d 14N,
17N, 7 9N, 20N an� 22N, and T-Hangar 11 S at Fort Worth Meacham International Airport.
DISCUS510N:
Sterling�Fort Worth JC, L.P. is in #he proc�ss of refinancing ti��ir holdings at Fort Wo�kh Meacham
Int�rnational Airport. The finar�cing institution requires 30 year terms on each of the properties.
Sterling-Fort Worth JC, L.P. asks that each of their leases be cancelled and re-written with expiration
dates of 2032. Currently, the majority of the leases expire in 2D1 �, with ane lease having an expiration
date of 2029. Alf other terms and eonditians of the leases will remain in effect. The ground rates
stipufated in th� arigina! leases will remain in effect unti! the origina! expiration datas and then will
increase to hangar rates where a�prapriate.
Af the appropriate time, requests fior the Cify's eonsent to Deed flf Trus� liens vn afl lease�olds will be
brought forward for City Council approWal.
FISCAL 1NF'ORMATIONICERTIFICATI(�N:
The Fir�a�ce Director cer�ifies thai the Revenue Division af fF�e Financ� Department wi�l be responsible
for the collection and deposit of fun�s due to #he City under this agreement.
BG:k
Su6mitied For City Manager's
Oft'ice Uy:
Bridgette Garrett/AcCing
Originating Dep�rtment Head:
Lisa A. Pyles
Additiaval Inforroation Cantacf:
Luis ElguezaUal
FU1VD I ACCOUiYT � CE1�ITER � AMOUNT
� (to)
�
G14U I I
�
5403 � (from)
� PE40 49'1052 Q552001
I PE40 491352 0552001
�
SA�1 I
CITY SECRETARY
� APPROVED 04/30/OZ