HomeMy WebLinkAboutContract 28388�1`�'Y ������€�i��
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FORT WORTH MEACHAM TNTERNATYONAL AIRPORT
TANS FARM LEASE AND PUSLIC FUELIIVG AGREEMEI�TT
(FUEL FARM SITE N0.1)
This TANK FAR1�Z LEASE Al�TD PUBLIC FUELII�TG AGREEME�TT ("Lease") is
made and ez�tered into by and between the CITY QF FORT WORTH {"Lessor"), a hoxne rule
municipa.l corpora.tion orgaxu�ed under the Iaws of the State of Texas, ac#ing by and through Marc
Ot�, its duly authorized Assistant City Managcr, and STERLIIiI'G�FORT WOR1'�I .T C, L.P.
("Lessee"), a Texas linu�ed partx�ership acting by and thraugh R.F. Bearden, President of Sterling
REIT,� Inc., a Texas corporatian and Lesse�'s sole General Partner.
Recitals
The �'ollowing statemen�s at�e tYue and correct and form the basis upon which Lessor and
Lessee have entered into this Lea.�e:
A. Lessor and Fort Warth Jet Center, Tnc. previously entered into City Secretary
Con�ract ("CSC") No. 21582, as subsequently amend�d by CSC Na. 24182, a lease af a fitel farm
at Fort Worth Meacham International Aixport ("Airport"} known as Fuel Farm Site No. 1 and all
improvements thereon (�he "Previous Lease"j. Under C�C No. 27507, Lessar consented to the
assignment of the Previaus Lease by Fort Worth Jet Center, Inc. to Lesse�:. The Previous Lease
commenced on 7anuaty 1, 1.996 and was ta c�ire on Septe��er 11, 2011 or earlier, as provided in
the Prev.ious Lease, tir�Iess renewed for one additional five (5) year term by Less�e.
B. Under CSC No. 24858, the City consented to Lessee's execution with Texas Bank —
Brownwood of a deed of trust lien nn improvem�nts owned by Lessee and located on Fue1 Farm
Site No. 1. Lessee naw wishes ta reorganiz� its financing on a11 improvem�nts owned by Lessee on
Lessee's Auport lea�hehold by entering into a new loan with anather lending uZstitution anc�
executing new deed of trust Iien agreements with that institution. In arder to ainortize this new
Ioaa�, Lessee has requested that the texm of all af Lessee's leases be extended to expire in thirty (30)
yeaxs, or 2032.
C. Lessor's published Minimurn Standarr,ls for Frxed Base Operatars and Other
Airport Tenants prohibit the Iease of praperty owned by Lessor for initial temas greater than thirty
(30) years. As a result, the term of th.e Previous Leas� canna� be amended to expire in 2032
because such ac�ion wau�d r�sult in an aggregate term in excess of thiriy (30) years. There�ore,
Lessor and Lessee ha�e agre�d to terminate the Previous L�ase and fo enter into a new lease ofthe
same pxaperty for a#erm of appro�mately, but no# mare than, th:�rty (30) years. �
�
Tanic Farm Lease and Public Fueling Agreexz�ent with -,, I�
Sterling-Fort Worth J C, L.P. �� . , �
A�reement
In consideration of the mutual covenant,s, promises and obligations contained herein, L�ssar
and Lessee agree as follows:
1. TERMYNATIO�i UF PRE�'IOUS LEASE.
The Prcvious Lease is hereby terminated contampoxaneously with the execution of �his
Lease. However, such termination shall not constitute (i) a release by one pariy of any liability
accx�uing or obligation to indemnify under the Previous Lease or (u) a wai�er of one party to
enforc� any unper�'ornled duties or obligations o£the other under fhe Previous Lease. Section 16 of
th� �'rev�ous Lea,se shall specifically, but without limitation, survive termina�ion of the Previous
Lease.
2. PROPERTY LEA$ED.
Lessor her�by demises and leases to Lessee 3,640 square feet of improved property at the
Ai.rport, including the fixel farm identified as Fue1 Fann Sit� No. 1, as depicted an E�rhibit "A",
attached hereto and bereby made a�att of this Lease for all purpos�s (the "Premises").
3. TERM OF LEASE.
The "Term" of this Lease sha1� commence upon execution by both parties ("Effective
Date") and expire at 11:54 P.M. an July 31, 2032, unles� terminated earlier as provided herein. If
Lessea holds over after �he expixat�on of the T�:rm, this actian w�ill create a month-to�month
teriancy. In �hi.s �;vent, far and during the holdov�r period, Lessee agrees ta pay all, applicable
rentals, fees and charges at the rates provided by tl�e Schedule o#' Rates and Charges or similarly
published schedul� in effect at the time.
�. RENT, FEES A1�iD OTHER CHARGE5.
4.1. Initial Monthly Rent for Premfses.
Frpm the Effective Date until September 30, 20D2 Lessee shall pay Lessor as rent
for the Premises the sum of $325.08 per month. Prior to or on �he Effective Date of this
Lease, Lessee shall pay oae (1) month's rent in advance. Monthly rent payment� are due on
or be�nre the first (1st} da.y of each month. Payments must be received during norrna.I
working hours by such da�e at the location for Lessor's Revenue Office set forth in Section
20. Rent shall be considered past due if Lessar has no# received full payment aft�r the tenth
(lOth) day of the month for which payment is due. Without lirniting Lessor's t�rmination
Tank Farm I.ease and Puhlic Fueling Agreement with 2
5terlsng-Fort Workh 7 C, L.P.
ri.ghts as provided by this Lease, Lessar will assess a late penalty charge of ten percent
(10°/a) per month on the entue balance of any averdue rent that Lessee may accrue.
4.2. Annual Adiusiments.
Rent for the Premises as provided by Section �4.1 may b� increased by Lessor on
Octob�r 1, 2Q42, and on October 1 af any su�sequent year during Term, to refleefi the
upward percentage change, if any, in th� Cansumer Price Index for the Da�.as/Fvrt Worth
Metropolitan Area, as announced by the United States Department of Labox or successar
index and/ar agency {"CPI Change"} {i), far the first increase, since the Effective Dat� of
#his Lease and (ii} for each subsequent increase, since t�e eff�ctive date of the last increase
("Annual Rent Adjustment"), provided, however, ihat Lessee's rental rate shall not
exceed ihe then-eurrent rates prescribed by the Schedule of Rates axid Charges far the type
or �es of p�operiy at the Aixport similar to fihe type or types of praperty that comprise tlae
Premises. If there is no CPI Change �r the CPI Change is downward, the rcntal rate far the
Premises shall remazn constant un�il the following Octaber lsi, In no event shall the renfial
rat� for the Premises ever be adjusted downward.
4.3. F�ve�Year Ad_iustments.
In addit�an to the Annual Rent Adjustments, on Octobe�r l., 2012, and every five (5)
years thereafter for the remainder of the Term {i.�. on October l. of 2017, 2022 and 2027},
rent shall automatically be adjusted ta �qual the then-cwrrent rates prescribed by the
,Schedule of Ra�es and Charges for fi�el iartns at the Airport.
4.4. Fu�l Flowa�e Fees.
As considera�ion �for the privilege all.owed Lessee by Lessor to dispense aircraft
fuels at the Airport, Lessee sha11 pay Lessor fuel flowage fees based on the numher of
gallons of fuel delivered to the Premises annually and calculated in accordance with the
Schedule of Rates and Charges in effect at the time. By� way of example, as of f.he Effective
Date of this Lease, fuel flowage fe�s %r the period between the Effective Date of thi5 Lease
and September 30, 2002 shall be calculated as fallows:
0-1,000,000 gallons (annually) _ $�1141gallon
1,000,001-1,SOO,OOD gaZlons (annually} _ $0.493/gallon
1,500,001-2,d00,000 gallons (annually} _ $Q.062/gailon
over 2,d00,000 gallons (annually) _ $4.052/galloa
Tn other words, between the Effective Date and September 30, 2002, for th� first one
million (I,OQ�,000) gallons of fuel delivered to the Premises, Lessee shall pay Lessar a fuel
flowage �ee of $0.114 per gallan. Thereafter, Lessee shall pay L�ssor $OA93 per gallon
until the tirne 1,500,000 gallons of fue� ha�e bee� delivered to the Premises; the�ea#�er,
Lessee shall pay Lassor $OA62 per gailon until the time Z,OOO,Q00 gallons of fitel haue been
delivered to the Premises; thereafter, Lessee shall pay Lessor $4.052 �'or each ga�Xon of fuel
Tank Farm I,ease and Public Fueling Agreement with 3
Sterling-Fort Worth ] C, L.P.
deliverad to the Premises. Thereafter, fuel flowage fees shall be measured and calculated as
of Octoher 1 af each year, beginning October 1, 2003, during the Term in accardance with
t%e Schedule of Rates and Charges in effect at the time.
�ayments of the fuel flowage fees are due and payable on the tenth (lOth} day of
each month succeeding that in wluch aircraft fuels were delivered to the Pre�ises.
Payments must be received during normal working hours by such date at the loca�ion for
Lessor's Aviation Departrnent set forth in Section 20. This �ee shall be considered pasi due
if Les�or has not received full payment after the fifteenth (15th} day of that month. Lessor
will assess a late penalty charge oiten percent {10%) per rnon#h on tap of the entue month's
fee for each month :in which a fee is past dne.
4.�. Annual l�ature and Ad_�ustnaents of �el Flowage Fees.
The fuel flowage fee rate scale is based on the number of gallons of fuel delivered to
tb.e Premises annually. Therefore, on Octob�r 1, 2002, Lcss�e will resumc a fuel flowage
fee payment of $0.114 �er gallon, and the above calculations will begin anew tl�rough the
following September 30th; provided, however, that the City Cou�cil may, in its discretion,
adjust fuel-flowage fees and rate scales for all provid�rs af Fixed Base �p�;ratar ("FBO")
services at tlie Airport, as may be set forth in the Schedule of Rates and Charges, in whic�i
case fhe adjusted rates shall be applied. �
4.6. Other Fees and Charges.
Lessee agrees to pay all other fees and cha�ges stipulated in the Lessar's published
Minimum Standards for Fi�xed Base QpeYators and Other Airport Tenants ("N�inimum
Standards") as they exist ar may herea#�er be amended and as t�a.ey apply to the specific
operations of Lesse�. Th� Minimwn Standa,rds is a publ'zc document adapted by the City
Cauncil on runa 15, 1992, on file and ava.�able for pub�ic inspection in the City Secretary's
Office, and incarporated herein by re�erence for all purposes.
�. REPORTS AN'D AUDYTS.
Lessee shall keep true and accurate boaks xeflecting all fuel deliveries to the Premises.
Lessee sha11 furnish monthly fiiel delivery rreports and fuel sales reports to the Aviation Depariment
D�rector ar author�zed represen#a.tive (the "Direcfor"). Witlun thiriy (30) days following the end of
Lessar's fiscal year, Lessee shall submit to Lessor a detailed statement of tlie total nuFn�ar of
gallans of fueX delivered �o #he Premises. This statement shall be prepared at Lessee' � sale cost and
expense by an zndependent Certified Public Accauntant satisfactory to Lessor. Any adjustment to
the fuel flowage fee payments made during fihe preceding fiscal year shall be made at this ti.me. At
any ti.me during the Term of this Lease, Lessor shall have tiie right to authorize an audit of Lessee's
records as they pertain to its fueling operations at ihe Airport. These audits shall be pre�ared at
Lessor's expense by an independent Certified Public Accvuntai�t selec�ed by Lessor.
Tanlc Farm Lease arid Puhlic Fueling Agreement with 4
Sterling-Fott Wdrth d G, L.P.
d. NIINIMUM STAI�TDARDS.
Unlcss otherwise specifically provided herein, all terms, condihons and covenants of
Lessee's FBO Permit, City Secretary Confract No. , as may subsequently be amended,
shall apply in full �orce and effect to this Lease for the duration of th� Terrri. Lessee covenants and
agrees tk�at a,s an FBO it will, at all times, comply wiih the Minimum Standards, Lessee fixrther
agrees tYzat as a condition precedent io the effectiveness of tlus Lease, it will for the duration of'the
Tenn comply with the requirements for dispensexs of public arxcraft fuels set �orth in Article II of
the Minimum �tandards. Tf Lessee wishes to be exempt from any specific reqwixements af the
Minimum Staridards, Lesse� must firs� s�bmat a written request to and receive vtimtten approval
from the Directar and receive the cansent of the City Councii. Any such exemp�ions granted to
Lessee ar� or shall be spec�ifically set forth in E�ibit "B", attached hereto and hereby made a part
of this Lease for all pwrposes. LesSee's failure to otherwise abida by the Mizumum Standards shall
result in the immecliate termination by Lessor of this Lease.
'�. DEPQSIT.
Lessee has remif #o Lessor in cash a non-interest bearing deposit in the
amount o£ $9,75Q.14 ("Deposit"). Lessor may use the Deposit to pay for any unperformed
obligati.ons of Lessee under this Lease including, but not Iimited ta, non-payment of rent,
non-payment of fuel flowage fees, maintenance, repairs or oth�r damages. Because the
Deposit a1�o secUres unperformed obli�ations of Lessee under its other leases of property at
the Airport, the amount of the Deposit und�:r this L�ase is subject to incr�ase at any time.
Thexefora, Lessee shall increase the amount of the D�:posit if requested by Lessor {i) within
�hirty. (30) calendar days follov�ing receip# of writtr;n notice and (ii) provid�d that the
amount of the Deposit does not exceed the last calendar year's av�rage af two {2) inonths'
fuel flawage fees. Unless Lessor teiminates this L�asc as provided herein, Lessor will
xefund to Lessee any unused portion af the Deposit within thirty {30} calendar days
�ollowing the date thaf Lessee Iawfully vacates the Pr�mis�s. L�ssee agrees that if Lessor
terminates this Lease for any breach or de�ault, Lessar shall be entitl�d to retain ihe entire
balance of the Deposit as liquidated damages, and not as a p�nalty, for administrative costs
associated with the tarmination pro�ess. Lessor and Lessee hereby agree that this amount is
a xeasonable approxirna#ion of the actual damages that Lessor will incur as a result of the
term,ination pracess. Assessment of such liquidated damages shall not serve as a waiver by
Lessor to collect any other damages to which it may be eniitled.
S. UTILYTIES.
Lessee, at Lessee's sole cost and expense, shall be ;respansible for the installation and use of .
all utili�ies service to all portions of the Premises and for all other reXated utilxties expea�es,.
inc�uding, but not limited to, d�posi�s and e�cpenses requirec� fo:r the inst�Ia�.on of ineters. Lessee
further covenants and agrees to pay a�l costs and expenses fax any extension, in�tallatian,
Tank Faim Lease and Public Fueling Agreement with 5
Sterling-Fort Warth J C, L.P,
maintcnanc� or repair of any and alI utilities serwing the Premises, inclu�ing, but not �irnited ta,
watEr, sanitary sewer, eZectric, gas aud teleghone utilities.
9. MAINZ'ENANCE A1YD REPAIRS.
9.1. GenerallVlainten$nce and Repairs by Lessee.
Lessee agrees to kaep and maintain ihe Pr�mises in a gaod, clean and san�itary
cvndi�ion at all times. Lessee covenants and agrees �hat it will not make or suffex any waste
o� fhe Premi.�es. Lessee, at Lessee's sale cast and expense, wi1l matce all repaixs necessary
ta prevent the deterioration in condition or value oithe Premises, including, but nat Iimited
to, t�ie maintenance of at�d r�pairs to all aircraft fuel storage tanks and afher structures,
facilities, equipment, appurienances and pavement on the Premises. Lessee, at Lessee's
sole cost and expens�, shall promptiy ma1�e any changes, modifica�ions or improvements to
the Premises as they become necessary, subject to prior written approval from Lessor and in
accordance wi�h all applicabl.e federai, s�ate and local laws or regulatians. Lessee shall be
responsible for alI darnages caused by Lessee, its agenfs, servants, employees, cantractors,
subcontractors, licensees ar invitees, and Lessee agrees ta fitlly repaa�r a.11 such daniages at
Lessee's sole cost and exp�nse.
Lessee agre�s that, except as othexwaise expressly provided herein, all improvements,
trade fixtures, furnishings, equipment and other personal properry of every kind or
description which may at any time be on the Premises sha11 be at Lessee's sole risk ar at the
sole risk of those clazming under Lessee. Lessor sha11 not be liable for any damage tn such
prop�riy or toss suffered by Lessee's bzasiness or business aperations, which may b� cau�ad
by thc bursting, averflowing or lealdng of sewer or steam pipes, from water from any
source whatsoevcr, or from an�+ heating �teares, p�umbing fixtures, electric wires, nais�,
gas or odors, or froin causes of any ather matter.
9.�. Ynspection.
L�ssor shall have the right and privilege, through its officers, agents, servants andlor
ernploye�:s, to inspect the Premises at any time during normal b�siness hours. Lessor shall
have �lie right to perform any and all duties ar obligativns that Lessor is authori.zed ar
req�xired to do under the tenms of this Lease or to perfor�n its govermnental duties �nder
federal, state or local �rulas, regulations and laws. Lessee will permit the Fire Marshal of il�e
City of Fort Worth ar authorized designees ta inspect the Premises at any time during
normal business hours, and Lessee will comply with all recommendations made ta Lessee
by the Fire Marshal or authorized designee to bring the Premise5 inta campliance with Fire
Code and Building Coc�e pravisions, as such provisions exist ar may hereafter be added or
amended. Lessee shall rnaintain in a proper aondition accessible firre extinguishers of a
number and type approved by fire undexwriters f4r the parkicular hazard izivolved. Lessor
shall provide Lessee with advance notice of i�nspect�on when reasonable under the
circumstances. Notwithstanding anything ta the contrary in this Section 8.3, Lessor sha11
Tank Farm Laase and Puhlic Fneling Agreement with
Sterling-Fort Worth J G, L.F.
have the right ta inspect the Premises at any time and for any purpose in the event of an
emergency.
9.3. Performance.
If Lassee is responsible under this Leas� for any mainienance or repairs, Lessor shall
natify Lessee in writing. Les�ee agr�es to �ndertake such maintenance or repair work
dili�ently within thirty (30) calendar days following receipt o� such natice, If Lessee fails
ta undertake the recommended maintenance or repairs wifhin this tyme, Lessor may, in its
disczetion, undertake such maintenance or repairs an behalf of Lessee. In this event, Lessee
wi.11 reimburse Lessor for the cost of �he maintenance or repairs, and such reimbursemen�
will be due an the date of Lessee's next monthly rent paymen� following completian of the
iTl�.l.�lfi�l'�.t1Ce or rep�lr8.
9.4. �nvrronmental Remediati�n.
Lessee agrees that it has� inspected the Premises and is fully advised of its own rights
without reliance upon any repr�sentation made by Lessor concerning the environmental
condition of the premises. LESSEE, AT ITS SOLE COST AND EXPENSE, AG.REES
THAT I1' S1�IA�L �E FULLY RESPDNSIBLE FOR THE REMEDIATION OF ANY
YIOLATION OF ANY APPLICABLE �EDERAL, STATE OR LOCAL
ENVIRONMENTAL REGULATIONS OR STANDARDS THAT IS CAUSED BY
LESSEE, ITS OFFIC�RS, AGL�NTS, SERYANTS, EM'P�DYEES, C4IYTRACTORS,
SUBCON7'RACTDRS OR INV'iTEES. Lessoz shall be responsible %r the remediat�on of
any violation of any applicable federal, state ox local en.vi.ronmental. regulations that is
caused by Lessor, its officers, agents, servants or employees. For any violatian of any
applicabl� f�deral, state ox local environmental regulations t�.at is caused by a cont�actar af
Lessor (other than Lessee), a subcontractox, priar tenan.t or o�e7r tlu:rd pariy, Lessor shall be
responsibl� for the remediat�on of the same or sl�all take all necessary steps to e�sure that
the person ar entity causing such violatian remediates the same.
9.5. Lessee's Acceptance of Premises.
Lessee accepts the Premises in. its present candition as satisfactory for a11 purposes
set forth in ihis Lease:
lU. DAMAGE OR DESTRUCTION TQ PRENIISES.
In the event of fire or other casualiy which damages or destroys all o:r any part of tka.e
Premises, the foll�wing pro�iszons shall appl�:
Tan!€ Farm Lease and Public Fueling Agreement with ']
Sterling-Fart Worth J C, L.P.
ld.l. Covera�e by Lessee's Insnrance.
Lessee's prrop�rty i.nsurance, as required by Section 15.1 of this Lease, sha11 be
primary #o any insurance on the Premises carried by Lessor and shall be used exclusive�y to
repaar or rebuild the damaged or destroyed portions of the Prerrtises. Lessee shall he
responsible far oversight of all repai7rs or r�construc�ion on and to �he Premises and shall
repa�r or rebuild the da�naged or des�royed portions of the Premises to the size an.d
standards that meet or exceed the size and staza.dards of such portiQns of the Premises prior
to the damage or destnzction. All repair and reconstruction activities catried out by flr an
behalf of Lessee shall be conducted in acc�rdance with Sections 11.2 through 11.6 af this
Lease. '
10.2. Prem�ises Uninsured or il�derinsared by Lessee.
If Lessee iails to carry adequat� property insuxanc� in accardance with Section 15.1
of this Lease, Lessar, at Lessor's soie ap�ion, may (i) terminate this Lease upon thirty (30)
days' advan.ce written notice to Lessee o�r (ii) repair or rebuild the Premises substant�ally ta
its farmer condition at Lessor's own cost and expense. .�f Lessar nofifies Lessee in writing
within thirty {30) days %llowing the date of damage or destruction that Lessor intends to
undertake the necessary repairs or recanstruction, and the damage or destruction does not
render the affected portion of the Paremises untenable, this Lease shall can�inue in effect
without any rent abatement whatsoever sa long as Lessor diligently commences the repairs
or reconstructian �w�ithin one hundred eighty (�80) days froin the date o£ the damage or
d�struction. If the damage or desinxction does render the affec�ed portion of the Premises
temporarily untenable, or Lessar daes not eomrn�nce the repairs ar reconshuction within
ane hundred eighty {180} days from �he d�.te vf the damage or desiruction, then for the
period of time between such date and the date a certificate of occupancy is issued far the
po�rtion of the Premises that was rendered untenable, rent shall be proportionally reduaed by
the amount of square footage rendered untenable. Upon the issuance of a certificate of
occupancy and thereafter, rent sha11 comply �rith the Schedule of Rates and Charges in
ef£ect at the time as tk�ey apply to the Premises as improved by Lessor.
11. C�N5TRUCT�ON AND IMPROVE�iEi'�iTS.
1 A 1. In General.
Lessee may, at its sole discxetion, perfarm madificatians, reno�vations or
improvements on or to the Prernises (collectively, "Impravements") so long as it first
submits a11 pians, speci�cations and estirnates for the costs o£ the proposed work in wriiing
and also requests and receives in writing approval from the Director. Lessee covenants and
agrees that it shall fu11y comply with all provisions of this Section 11 in �he un.dertaking of
any such Improvements. Lessor shall take full title to any Impravements on the Premises
upon the expira�ion or earlier termination af this Lease.
Tank Farm Lease and Public Fueling Agreement with $
SEerling-Fort Worth 7 C, T..P.
11.2. Process for Approval of Ptans.
Lessee's plans for Improvements shall confc�rm to th8 Auport's architectural
standards and rnust also receive written appraval from Lessor's Departments of
Developxnent, Engineering and TransportationlPublic Works. All plans, specifications and
wark shall conform to all federal, state and local laws, ordinances, rules and regulations in
farcs at the �ime that the plans are presented foz review.
Z1..3. Documents.
Lessee shall supply the Director with eompr�h�nsive sets of dacumentation relative
to any T�nprov�men.t, including, at a rni,,;mum, as-built drawings of each project. As-built
dra�vings shall be n�w drawings or redline change� to c�rawings previously provided #o the
Director. L�ssee sha11 supply the t�xtual documentatian in comp�ter format as requested by
Lessor.
11.4. Bonds Required of Lessee.
Priar to the cornmenc�ment of any Improvements, Less�� shall deliver to Lessor a
bond, executed by a corporate surety in accorda�ce with Texas Governmeni Code, Chapter
2253, as arnended, in itie full ainount of eaeh canstruction contract or project. The bond�
sl�all guarantee (i} satisfactory compliance by Lessee with all requirements, terrr� and
condi�ions of thi.s Lease, includi.ng, but not 1im�ited to, the satisiactory completion of the
respective Improvements, an�d (i.z) full payments to all persons, �irms, corpora�ians or o�h�r
entities with whom Lessee has a dzrect relatioz�sh�ip fox the perfarmance of such
Improvemenfis.
In lieu of the required bond, Lessee may pravide Lessor with a cash deposit or an
assignment o£a certaficate of deposit in an amaunt equal to ].�,5% o�fihe fiill amount of each
consiruc�ion contract ar project. If Lessee makes a cash deposit, Lesses shall not be entitled
�o any interes� earned thereon. Certificates of deposit shall be from a financial institution in
the Dallas Fort �4Torth Met�apalitan Area wluch is insured by the Federal Deposit Insurance
Corporation and acceptable ta.Lesso:r. The in�eres� earned on the certificate of deposit shall
be the properiy o� Lessee and Lessox shall have no r�ghts in such i.�t�rest. If Lessee faiis ta
complete the Iinprov�ments, a� i� cla�ms are �iled by third parties on grounds relating to
such Improvements, L�55dT 5�1� be el]tl���(� i0 C�aW CIOWIl �1� �llll aTripLlllt O� L�35�f:'S C7SY1
depasit ar certificate of deposit.
ll..�. Bonds Required af Lessee's Contractors.
Prior to fhe commencement of any Iinprovements, Lessee's respective con�ractor
shall execute and deliver to Lessee surety performance and payment bonds in accordance
with #he Texas Governmen� Cade, Chapiez 2253, as amended, to cover the costs of a11 work
per%rmed under such con�ra.ctar's cvntract %r such Improvements. Lessee shall pro�ide
Tank �arEn Lease and Public Fueiing Agreement with
5terling-Fart Worth 7 C, L.P,
Lessor with cbpies of such bonds prior to the commencement of such �xnparovements. The
bonds shall guarantee (i} the faithfui performazice and completion af all construction work
in accordance with the finai plans and specifications as approved by Lessor and (ii) fi�l
payrnent for all wages for labax and services anc� of a11 bills for materials, supplies and
equipment used in the p�rfannauce of �he eonstruetion contrac�. Such bonds shall name to
both Lessar a�d Lessee as dual obligees. �.f Lessee serves as its own contractor, Section 11.4
shall apply.
11.6. Releases bY Lessor Upon Compl�tion ai Construction Work.
Lessor wi11 allow Lessee a dollar-far dollar r�innhursement from its cash depasit
account or reduction of its claim upon Lessor's certificate of deposit upon (z), where L�ssee
serves as its own contractor, verification that Lessee has completed constriiction work ar
(ii), where Lessee uses a contractor, rec�ipt of the con�xactor's invoice and verification that
the contracior has complated its work and released Lessee to the ex�ent of Lessee's payment
for such work, including bills paid, affidavits and.waivers of liens,
1�. USE OF PREIVIISES,
Lesse� agrees thai it will usc; th� Premises for the sole ptarpose of aircraft fuel storage and
that it will not stare such fiiel or receive deliveri�s of such fuel at any location at the Airpoat other
than the Premises and any other sites at ihe Airport that Lessee may lease exclusively. �.,essee may
also sell and dispense such items an (i) ihe public use transier�t apron and (ii) at hangaxs and on
other apxoz�s at fhe Airpori, subject to permission irom the respective parties in control af those
propertzes. Lessee shall �ot in any manner sell ar cli�pense fiiel on the Premises.
13. SIGNS.
Lessee shall not erect or maintain on the Premises any signs or billboards except those fihat,
withaut advertising Lessee's opErations at thc; Aitport, identify the fixel stored on the Pz�ernises. All
signs pemaitted by this Lease shall he subj�ct to prior written approval by the D�irectar as ko
placen�ent, appearance, constructior� and confo�ity with xpplieable laws, ordinanees, ntles and
regulations.
14. RIGHTS A1�TD RESERVATIOI�'S OF LESSOR.
Lessor hereby retains the following rights and reservations:
14.1. Lessee's rights hereunder shall b� subject to a11 existing and fiiture utility easements
and right�-of-way granted by Lessor iar the insfalla�ian, maintenanae, inspection,
zepair or removal of faciliiies owned or operated by electric, gas, water, sewer,
communication or other utility companies. Lessee's rights additionally shall be
Tank Farm Lease and Public Fueling Agreement with I4
Sterling-Fort Worth 7 C, L.P.
subject to all rights granied by all ardinances or statut�s which allaw such u�ility
companies to use publicly owned praperty fvr the provision of utility services.
14.�. A11 fiYtures and items permanently attached to any structure on the Premises belong
to Lessor, and a�y add.itions or alterations made thereon shall immediately become
the propeity ofLessor.
14.3. Lessar reserves the right to take any actio� it considers necessary to protect the
aerial approaches of the Auport against obstruchon, including, but nat. l:imited io,
the ri�ht ta prevent Lesse� fram erecting or pemutting to l�e erected any building ar
other struature which, in the opinion of Lessor, would limit the usefulness of the
Airport, constitute a hazard to aireraft or diminish th� capabiliiy of existing or future
avigational or navigatianal azds used at the Auport.
14.4. Lessar reserves the right to close �emporarily the Airport or any of its facilities for
maintenance, improvements, sa.fefy or security o£ either the Airpor� or the public, or
for any atlier cause deemed necessary by Lessor. In this event, Lessor shall in no
way be liable for any damages asserted by Lessee, :including, but not lirnited to,
damages fram an alleged disruption of Lessee's business operations.
14.�. This Lease shall be subardinate to the pravisions of any existing or future agreem�nt
between Lessar and the United States Government which relaics to the operation or
maintenance of the Airport and is requiured as a condition for the e�penditure af
fede�ral £unds for the development, maintenance or repair of Airport infrasttruucture.
14.6. During any waz or naiional emergency, Lessor shall have the right to lease any part
of the Airport, includir�g i� landing area, to the United States Government. In this
event, any pravisions of this instrument which� are inconsistent with the provisions
af the Iease to the Government shall be suspended. Lessor sha11 not be liable far az�y
�oss or damages alleged by Lessee as a result of tl�is action. However, nathing in
�kais Lease shall prevent Lessee from pursuing any rights it may have for
reimbursemen# fram the United States Ga�vernment.
14.7. Less�r covenants and agrees that during the term of this Lease it will op�rate and
maintain the Aixport and its facilities as a�ublic airport consistent with and puxsuant
to the Sponsor's Assurances given by Lessor to the United States Government
through the Federal Airport Act, a public document which is on file ua Lessor's City
Secretary's Office and which is incorporated herein by refe:rence for all purposes.
Lessee agrees that this Lease and Lessee's rights and privilegas hereunder shaIl be
subardinate to the Sponsor's Assurances.
Tank Farm Lease and Pub3ic Fuelir�g Agreement with 11
Sterling-Fort Worth J C, L.P.
1S. INSURAI�TCE.
1�.1. T,ypes of Coverage and Limits.
Lessee shall pracure and maintain at all times, in fi�11 �orrce and efifect, a policy ar
policies of insurance as specified in this Section 15, naming the Ciiy of Fort Worth as an
additional insured and covering all risks related to fi1�e leasing, use, occupancy, maintenance,
existence or locanon of the Pr�mises. Less�ee shall obtain the fallowing insurance caverage
at ihe lirnits specifiied herein:
• Propert.y:
Fire and Extended Coverage on all improvements on the Premuises at fiill replacement
cost limit;
� Commercial General Liability:
$3,000,000 per �occurrenee, .
including products and complefed opera�.ons;
• Automobile Lial�ility:
$1,000,000 per acciden�,
including, buf nof limited ta, coverage on any automob�.e used in Lessee's operations on
the Prexnises;
� Environmental Impairment Lia�ility:
$1,000,040 per occurrence.
Tn addition, Lessee shall be responsible� for all insurance to consfxuction, imprnvernEnts,
modification� or renovations to the Premises and fvr persvnal property of its awn or in its
care, custody or control.
I�.�. Ad,justments to Rec�uired Coverage and Limits.
Insurance requirements, inclucling additional types of coverage and increased limifis
or� existing covera�es, are subject to change at Lessor's Qption and as necessary �o cover
L�55E��5 aperatians at th� Airport. Lessee will accorc�ingiy comply with such new
rrequirrements withi.n thirty (30} days fallowing notice to Lessee. �
Tank Farm Lease az�d Pulslic Fueling Agreement with 12
Sterling-Fort Warth J C, L.P.
1�.3. Certi�icates.
A.� a conditian precedent to the effectiv�n�ss of this Lease, L�ssee shall fizrnish
Lessor with appropriate certificates af insurance signed by ihe respeetive insuranc�
companies as proof tha� it has obtained Yhe types and amounts o� insurance coverage
required h�rein. Lessee h�reby covenants and agrees that not xess than thr.rty {3Q) days prior
to the expiration of any insurance policy required hereunder, zt shall pravide Lessor witY� a
new or renewal certificate of insurance. In addit�ion, Lessee sball, at Lessar's request,
provide Lessor with �vidence that it �.as maintained such coverage in fix1l force and ef�ect.
1�.4. Additional Requirements.
Lessee shall maintain its insuranc� with undcrwriters authorized to do business in
the State of Texas and which are satisfactory to Lessor. The policy or policies of insurance
shall be endorsed to cover all of Lessee's operations at the Aitport and to provida that no
material changes in coverage, i$cluding, but not limited to, cancellation, termination, nan-
renewal or amendment, shall be r�ade without t�irty (30} da.ys' prior written n.otice to
Les�ox.
16. INDEPENDEliTT COIiTTRACTOR
�t is eacpressly understood and agreed that Lessee shall flperate as an independ�nt con�ractar
as to al� rigkats and privileges granted herein, and not as an agent, representative or employee of
Lessor. Lessee shall have the exclusive right to canlxol the detai3s of its operations and aciivities on
the Pxemises and shall be solely responsible for the acts and omissions oi its oificers, agents,
servants, employaes, cantractors, subconiractors, 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 th� creatian of a partnership or joint enterprise betvv'een Lessor
and Lessee.
17. LIABILITY A1�TD Il�TDEMIVIFTCATT01�.
LESSEE S'HALL BE' L�4BLE AND RES'PONSIBLE FOR A1VY C�AIMS, DEMANDS,
LA WSU.ITS OR OTHER ACTI'ON'S FOl� DAMAGES OF ANY KIND, INCL UDING, B UT
NOT L.IMITED TO, PROPERTY LOSS, PROPERTY DAMAGE AND/QR PERSUIVAL
INJURY OF ANY �IND, IIVCLUDIIVG �EATH, TD ANY A1VD ALL PERSONS, aF ANY
KIND OR CHARACTER, WHE�HER REAL OR ASSERTED, TO THE EX�'ENT CA USED
BY THE NEGLI"GENT QR WILLFUL ACT(S) OR OMISS.ION(S) UF LESSEE, .ITS
OFFICERS, AGENTS, SERYANTS, EMPLOYEES AND/OR SUBLESSEES �1YADDIT'ION,
LESSEE, AT LESSEE'S OW1V EXFENSE, SHALL INDEMIVIFY, DEFEND A1VD HOLD
HARMLESS LESSOR, ITS' OFFICEItS, AG�NTS, SERYAIVTS A1V�/OR EMPLOYEE�',
Tank Fanm �.ease and Public Fueling Agreement with 13
Sterling-Fort Wo�th J C, L.P.
FROMAND AGAINST ANY CLAIM, LAWSUIT OR OTHER ACTION FOR DAMt1GES D�'
ANY .KIND, INCLUDING, BUT NOT LIMITED TD, PROPERTY DAMAGE O� LOS.S
{INCLUDING ALLEGED DAhlAGE Qlt LOSS TO LESSEE'S BUSIII�ESS AND ANY
RESULTING LOST PROFI'T'S) AND/4R P.�RSDNAL INJUIlY, INCLUDING DEATH, TO
ANY AND ALL PERSONS, OF ANY I�IND OR CHARACTER, WHETHER REAL OR
ASSERTED, TO THE EXTENT CAUSED BF THE NEG�IGENT OR WILLFUL ACT(Sj OR
OMISSION(5) �F LESSEE, ITS OFFICERS', AGEIVI'S, SERVANTS, EMPLOYEES
AND/OR SUBLESSEES.
LESSOR DOES NOT GUARAIVTEE POLICE PROTEGTION TO LESSEE OR ITS
PROPERTY. LESSOR IS OSLIGATED QNLY TO PROVIDE SECURTlYA.DEQUATE T'O
MAINTAIIY LESSOR'S CERTIFICATION UNDER �'AA REGULATIQNS: LESSEE
SHALL COMPLY WITH A�L APPLICABLE I�EGULATr4NS OF THE FAA PERTAINING
TO AIRPORT SECURITY ON THE PREMISES WHICH IS RELATED TD LESSEE'S
OPERATIONS` THEREON AND SHALL CDOPERATE WITH LESSOR IN THE
IMPLEMEIVTATION AND ENFORCEME.NT OF LESSOR'S SECURIT'Y PLAN �1T THE
AII�PORT. LESSEE SHALL PAY ALL FLIVES IMPUSED BY THE FAA ON LESSOR OR
LESSEE RESU�TIIVG FROM .�ESSE.�'S FAILURE TD COMPLY WITH SUCH FAA
REGULATIONS' APPLICABLE TO THE PREM.ISES OR TQ PREYEIVT UNAUTHORIZED
PERSONS OR PARTI�S FI��M THEIR OBTAINING ACCESS TD THE AIR OPEI�ATIONS
ARFA 4F THE AII�PORT FROM THE PREMISES.
18. WAIVER OF CHARITABLE I112MiJ1vITY OR EXEN.�P'T�UN.
If Lessse, as a ebaritable �association, corporation, partnership, individual enterprise or
entity, clairns immunity to or an exemp�ian from uability £ox any kind af properiy damage or
personal damage, injury or death, Lessee hereby expressly waives its z�ghts to plead defensively
any such immunity or exemptxon as against Lessor.
19. DEFAULT A�TD REIVIEDIES.
19,1. Failure by Lessee to Pay Ren� Fees ox Othear Cha�r�es.
If Lessee fails to pay any rent, fees or other charges due under this Lease, Lessor
shall deliver to Lessee a wz�i.tten invoice and notice to pay ihe invoice within ten {10}
calendar days. If Lessee fails to pay the balance outstanding within such time, Lessor shall
have the right to terminate tkaais Lease irnmediately.
1g.�. Failure to Have or 1Vlaintam FBO Certifca#ion.
If Lessee's FB4 Permit is lawfully revaked or not renewed, Lessor shall have the
right to terminate this Lease immediately upon pravisian of written notice to Lessee.
Tank Fann Lease and Public Fueling Agreement with 14
Sterling-Fort Worth J C, L.P.
� 9.3. Fail�re to Campjy wi�h Other Terms or Canditions.
20.
If Lessee breaches ar defaults under any provision of this Lease, other tha� thase
breaches or defaults that are addressed by Sectians 19.1 and 19.2, Lessor shall deliver
written notice to Lessee specifying the nature of such breach or default. Lessee shall have
thirty (30} calendar days following such writt�n natice to cure, ad�ust or correct the problem
to the standard existin� prior to the breach. If Lesse� fails to cure the breach or default
within such tirne period, Lessor shall have the right to terminate this L�ase im�nediately;
pravided, howevc�r, filiat in the event such breach or default cannat reasonably be cured
witl�in. thirty (30} calendar da�'s follawing such written notice, Lessee shall not bc in default
if Lessee commences ta cuxe, adjust or correct the problern within such thirty (30) day
p�;riod and ihereafter diligently and in good faith pursues such cure, adjustm�nt or
carrection to canclusion,
1.9.4. Rights of Lessor Upan Term'rnatian nr Expiuratfon.
Upon teimination or expiration of this Lease, a11 rights, powers and privileges
granted to Lessee hereunder shail cease and Lessee shall �acate the Premises. With�in twenty
(20) days following the effective date of termination or expiration, Lessee shall remove
from the Premises all trade fixtures, tools, machinery, equipFnent, materials and supplies
placed on the Premises hy Lessee p�arsuant #o this Lease. Af�er such time, Lessor shall have
the right to take full possessian of t�ie Premises, by force if necessary, and to remo�e any
and all parti.es and property remaining on any part of the Premises. Lessee agrees that it
will assert no claim of any lflnd against Lessor, its agents, servants, employees ar
representatives, wlvch may stem from Lessor's termina#ion�of this Lease ar any act inciden.fi
t0 L�550��5 assertion of its right to terminate vr Lessor's exercise of any right5 granted
hereuuder.
NOTICES.
Notices required pur5uant to the provis�ons of this Lease shall be conclusively determined
to ha�e been deli�ered when (i) hand-delivered to the other party, its agenfis, employees, servants or
representatives, or (ii} deposited in the United States Mail, postage prepaid, addressed as follows:
� IG71� �XY�7�
For Rent:
City of Fort Worth
Revenue Office
1000 Throckmorton
Fort Worth TX 76102
For All Other 1Vlatters:
City of Fort Worth
A�iatian Depariment
4201 N. Main St. Ste. 200
Fort �1'arth TX 76106
'I'anlc �anm I.ease and Public Fueling Agreement with IS
STerling Fnrt Worth J C, L.P.
Ta LESSEE:
Sterling-Far� Worth J C, L.P.
Hangar 11N
4201 N. Main St.
Fort Worth, TX 761Q6-2752
�1. ASSIGNMENT A1�D SUBLETTING.
�LI. In General.
Lessee sha11 not assign,� sell, canvey, sublease or transfer any of its rights, privzleges,
du�ies or interes�s granted by this Lease without the advance written consent of Lessor,
which consent shall not be �nreasonably wiihheld or delayed.
21.2. Conditions of Approved Assf�uments and Subleases.
Tf Lessor cansents to any assignment or sublease, all terms, covenants and
agreements set forth in this Lease shall apply to �e assignee or subl�ssee, and such assignee
or sublessee shall be bozand by the term� and eonditio:ns o� this Lease the same as if it had
originally executed �his Lease. The failure or xefusal af Lessor to approve a requested
assignment or sublease shall not relieve Lessee of its obligatians hereunder, including
payment of rentals, fees and charges.
��. LTENS.
��.1. Liens b_y Lessee.
Lessee acknawledges that it has no authoriiy to engage in any aci or to make any
contract which may create or be the foundation �or any lien upan the property ar interest in
the praperty of Lessor. if any such purparted lien xs areated or filed, Lessee, at its sole cost
and �xp�;nse, shall liquidate and discharge the same within thirty (30} cfays of such creation
ar filing. Lessee's failure to discharge any such purported lien shall constitute a breach of
this Lease and Lessar may temainate this Lease upon thirty (3Q) c�ays' wriiten natice.
However, Lessee's finar�cial obligation to Lessor to liquidate arid discharge such Iien shall
cantin�te in effect followuzg termination of this Lease and un�il such a tirne as the lien is
discharged.
22,2. Landlard's Lien.
IN ADDITIDN T4 ANY APFLICA.BLE S'TATUTORY LAND�QRD'S LIEN,
LESSEE GRAN?'S TO LESSOR, IN ORDER TO SECURE PERFORMAIVCE BY
I ESSEE OF ITS OBLIGATIONS UNDEl� THIS LEASE, A SECURITY .IIVTEREST
Tank Farm �,ease and Public Fueiing Agreement with 15
5teriing-Fart Warth J C, L.P.
I1V ALL GOODS, INVL�NTORY, E�UIPMENT, FIXTURES, FU7�NITURE,
IMPROYEMENTS, CHATTEL PAPER, ACCDUNTS AND GENERAL
INTANGIBLES, AND QT'I�LR PERSQIVAL PROPERTY OF I ESSEE NOW OR
HEREAFTER SITUATED ON OR IN THE PREMISES OR OTHERWISE
RELATIIVG TO LESSEE'S ZTSE QF THE PREMISES, AND ALL PRDC�EDS
THEREFROM (THE "COLLATERAL "). IF LESSOR TERMINATES THIS LEASE
FOR A FAILURE BY LESSEE TO PAY LESSOR RENT OR FOR .ANY OTHER
BREACH OR DEFAULT BY LESSOR, LESSOR MAY, I1V ADDITION TO ALL
QTHER REMEDIES, WITHOUT NOTICE OR DEMAND EXCEPT AS PROVIDED
BELOW, EXERCISE �HE RIGHTS AFFORDED A SECURED PARTY UNDER THE
TEXAS UNIFORM COMMERC�A.L CODE ("UCC' j. IN CONIVECTION YI'.ITHA�YY
PUBLIC DR PRIVATE SALE UNDER THE UCC, LESSOR SHALL GIVE LESSEE
FIVE (5) CALEIVDAR DAYS' PRIOR WRITTEN N4TICE OF THE TIME AND
PLACE OF ANYPUBLIC SALE OF TIlE COLLATERAL QR OF THE TIME AFTER
WHICH ANY PRrVATE SALE OR UTHER INTEIVDED DISPQSIT'ION THEREOF
IS TO BE MADE, WHICH IS AGREED TO BE A REAS0IVABLE NOTICE OF SUCH
SALE OR DISPOSITIQN.
23. T.AXES AND ASSESS1i�IE1�TT5.
Lessee agrees to pay any and all f�deral, sta�e or Iocal taxes ar assessments which may
lawfully be levied aga.i�rst Lessee due to Lesse�'s use ar accup�ncy of the Prernises or any
improvements or property placed on the Premis�s by Lessee as a result of its accupancy. Lessee
also agrees to pay any and a�l fed�ral, state or local taxes or assessments which may lawfully be
levied against Lessor due to Lessee's use ar occupancy of the Premises ar property placed on the
Premises hy L�ssee as a result af its occupancy, including, but noi limited to, as�y improvements
constructed by or on b�half of Lessee.
24. COMPLIAl�TCE WITH LAWS, ORDIi�TA1�TCES, RULES AND REGULATIONS.
Lessee covenanfis and agrees that i� shall not engage in any unlawful us� of the Premises.
Lessee f�rther agrees that it shall not permit its officers, agents, servants, employee�, contractors,
subcontractars, patrons, licensees or invitees ta engage in any unlawful us� of the Premises and
Lessee immediately shall remove from the Premises any person engaging in such unlawful
activiiies. Unlawfixl use of the Premises by Lessee itself sha11 consfitute an i�nrnediate breach of
this Lease. Lessee agrees to cornply with all %deral, state and local laws; all o:rdinan.ces, rules anc�
regulations of Lessor; all rtxles . and regulaiions established by the Directax; and all rules and
regulativns adop�ed by the City Cuuncil pertaining to the conduct required at ai:rparts owned and
operated by Lessor, as such 1aws, ordinances, rules and regulations exist ox may hereafter be
am�nded.ar advpted. If Les�or no�ifies Lessee or any of its officers, agents, empl�yees, contractors,
subconiractors, licensees or invitees of any vialation of such laws, ordinances, z-u�es or rcgu�atians,
Lessee sl�all immediately d�sisi from and correct the violation.
Tank Farrn Lease and Public Fueling Agree�ent with I7
5ierling-Fort Worth J C, �..�',
��. I�iON-DISCRIIVIINATIQN COVEl�IANTo
Lessee, #'or itseLf, ifs persanal repxesentatives, SUCCessaTS 171 1riteTES� �Tld �91gI1S, aS j7�'t Of
the consideration herein, agree5 as a covenant ruuu7ing wiih the land that no persvn sk�all be
excluded from participatian ir� or denied the bene�its of Lessee's use of the Premises on �Iie basis of
race, color, nat�anal arigin, religion, handicap, sex, sexual orientation or familial �#atus. Lessee
further agrees for itself, its personal representa�ives, successors in interest and assigns thafi no
pErson sha11 be excluded frorn the pro�ision of auy services on or in the construction of any
improvements or altera�ions to the Premises on grounds of rrace, color, r�ational origin, religion,
ha�dicap, sex, sexual orientation or familial status. Lessee agrees to fiunish its accommodatians
and to price its �oods and services on a fair and equal basis to all persons. Tn addition, Lessee
covenants and agree� that it wi11 at a.11 times comply with any requirements imposed by or pursuant
to Title 49 of the Code of Fedexal Regulations, Part 21, Non-Discrimination in Federally Assisted
Programs of the Department of Transportation and with any amendments �o this regulation which
may hereafter be enacted. If any c�aim arises from an alleged violation af this non-discrimination
covenant by Lessee, its personal representati�es, successors in interest or a�signs, Lessee agrees #o
indemnify Lessor and hold Lessor harmless.
�G. LICEI�TSES AND PERNiITS.
Lessee shall, ai its sale expense, obtain and keep in e�'ect all licenses an.d permits necessary
for the operation of its operatians at the Airport. -
27. GOVERNIV�ENTAL POWERS.
It is understood and agreed that by execution of this Lease, Lessor does not waive or
surrender any of its governmental powers.
�8. NO WAIVER
Tha failure of either party to insi�t upon the per%rmance of any term ar provisian of this
Lease or to exercise any right granted herein sb�all not constitute a waiver of that party's right to
insist upon appropriate performance or to assert any such right an any future occasion.
29. VEIYUE Al�D JURYSDICTION.
If any action, whether real ar asser�ed, at law or in equi�.y, arises on the basis of any
provision of this Lease or af Lessee's operations on �he Premisas andlor ih�; Aitpart, venue for such
action shall lie in staie courts located in Tarrarrt County, Texas or the United States District Court
T`anic Farm Lease and Fublio Fueling Agreement with 18
Sterling-Fort Worth 7 C, L.P. ,
for the Northern District of Texas, Fart Wor�. Division. This Lease sha11 be consi�rued in
accardance with the laws af the State of Texas.
30. SEVERABILITY.
If a.ny provisiox� of this Lease shall be held to� be invaiid, illegal or unenfarceabie, the
validity, Iegality and enforceability of the remaining pravisions shall not in any way be affected or
impaired.
31. FORCE 1VIAJEURE.
Lessor and Lessee shall exezcise every r�asona,ble effvrt to meet their respective obligations
as se� forth in this Lease, but sha11 not be held liable for any delay in or omission af performanc�
due to force majeure or o�her eauses beyond their reasanable control, including, but not lir�aited to,
cornpliance with any government law, ord�nance or ragulation, acts of God, acts of omission, fires,
sixikes, lockauts, national disasters, wars, riots, material or labar restrictions, transportation
problems andlor any other caus� beyond the reasonable control o£ Lessor or Lessee.
33�. HEADINGS 1�TOT CONTROLLIl�IG.
H�adings and titles used in this Lease are for reference purposes only and sha.11 nofi be
deemed a part of this Lease. �
33. E1�iTIRETY OF AGREEIi�IEllTT.
This written inshument, including any documents attach�d hereto or in.corporated herein by
re�erence, contains the entire understanding and agreem.ent between Lessar and Lessee, its assigns
and successors in interest, as to the matiers cantained herein. .Any prior ar contemporaneous o�al ar
written ag�reement is hereby declared null and void to the extent in conflict with any provisions of
this Lease. The tenms and canditions of tlus Lease shall noi be amen�ed unless agreed to in writing
by both parties and approved by the City Council of Lessor.
��� IN WIT SS WHEREOF, the parties hereto have executed this Lea�e in multiples, tlus
day of � , 2003.
�.
�SYGNATURES IMMEDIATELY FOLLOW ON NEXT PAGE]
Tan3c Farm Lease and PubIic Fueling Agreement with f 9
5terling-Fort Worth d C, L.P.
�
�
C� �M'�[��-�3C��'��'l�].71-I� :�
�
By' - � �,
Ma�rc Ott �
Assistant City Manager
Date:
ATTEST.
By:
�loria Pearson �
City Secretary
STERLING�FORT WORTH J C, L.P.:
By: Steriing RETT, Inc.,
its sole er� P�er:
�
.. � ,� �' �
By: ��_ � r�. � ��•�
R.F. B�arden
President
Date:
ATTEST:
. By: �,►�,.., C.� , a�._�
c �
APPROVED AS TO FORIVI A1�D LEGALITY:
� � �- — .
By: . ...�.. � �
Pe�er Vaky �� .
Assistant City Attomey
M&C: :� ::� ."'_ `� �' ''� �—
Tank Farm Lease and Public Fueli�g Agreement wit�► 20
Sterling Fart Worth J C, L.P.
�TATE OF TEXAS �
COUNTY OF (-�c c ; �
BEFORE ME, the undersigned authority, a Natary Publ:ic in and for the State of Texas, on
this day personally appeared RF. Bearden, President af Sterling REIT, Inc., the sole General
Partner of Sterling�Fort Worth J C, L.P., known to me ta be the person whos� name is subscribed
to the foregoing instxument, and acknawledged to �ne thaf the same was the act of the Sterling�Fort
Worth J C, L.P. and that he executed the sarne as th� act vf the Sterling-Fort Worth J C, L.P. for
tk�e purposes and consic�eration therein expressed and in the capacity therein stated.
2002.
GIVEN UNDER MY HAND AND SEAL OF OFFICE this � day af
STATE OF TEXAS
COUNTY OF TARRANT
�
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BEFORE ME, the undersigned authority, a Notary Public in and far the State of Texas, on
this day personally appea�ed Niarc Ott, known ta me to be the persan whose name is subscribed to
the foregoing insl�rumen�, and acknowledged to me that the sarne was the act of the City oi' Fort
Worth and that he executed the same as the act of the City of Fart Wartl� for the pwrposes at�d
consideration therein expressed and in the capacity therein stated.
GIVEN UNDER MY HAND AND SEAL OF OFFICE this � day of � ,
240�.
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I ��o,.�grr��s �ri���� ����
_�. :� Natary Publfc. SkaEe of 7exes
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Notary Pu '� in and for th� State of Te�as
Tank Fa�m Lease and Pnblic Fueling Agreement with
3ter�ing-Fort Warth J C, L.P.
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EXHlBl7 �►
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. � '-� Fi�r,i� rroT�s
FOR
�UEi. FARAS �
L�ASE SXT� NQ. 1-- REV�SEA
F`OR'i GI�RTH rNt�ICI�AL ALftY4RT
MEACIiAM �'rELD
A parcel of land out of the S.A. and M.C. Ra�.].road Company Survey, a
b�i�g a porti.an o� a tract conveyed to Che CiCy af Fort Worth Municipal
Airport, Mearha�n Field� as �onveyed to the C�.ty af �ort Wor�h by deed
recorded in Vol�sma 19].0, Page 561., Deed Records, Tarrant CouttCy, xexas�
more parCiculaxly described using Che Texas Coordinate SysCem, North
Central Zone, coo�dinates and bear�.ngs as falZows:
COMMENCL at the norChwesC co�ner ok said Cract conveyed Co Che City oE
Fort �torth described in Vo].ume 1910, Page 5b1, thence: South 71.75 feek
snd east 56.74 Eeet to the poinC of bag�nning, Che coord�nates a� said
6eginning point are X= 2,043�183.2$, Y= G23,G26.82, said point bei.ng
the no�thwesC carner o� Lease Site No. �;
THENCE: i�arth Si degrees 50 minuCes 04 seConds east 60.0 feet to a
].J2" ixon pin fos the nartheast corner of sai.d Lease SiCe No. �;
THENC�: South $ degrees 04 minutes Sb seconds East bO.0 FeeC to a
Zi2" iron pi.n ior tk�e soutfieast corner o� Lease Site No. i.;
THENC�: South 1�I degrees SO minutes 44 seconds west 6U.0 feet ta a
1/2" i.ron p�.n for the souchwesc cosner nf Lease Site hio. 1;
Ti-tENCE: NorCh 8 degrees 09 minutes 5b seconds west 60.0 �eeC Co the place
of beginning and conCaining 3�600.0 square feet of lan� more or Iess.
PUBLIC WORKS D�PAR'iMENT
KExTH A. SMITH, P.E., DIEtECTOR
JOHN L. JOhIES , P. E., C}�XEF ENG INEER
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�U E!� �ARi�i S1T`ES N0. l9 2� I-A, .
������� ����D SURV�YEO DEC.4, 1974
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FOR7 WOR7ii �u1EACI1ANi IMTERNATIOFlAl. AiRP01iT
NOIlTI! FI�EL FAi2M LEASE AilEA - S�T� N0. S
FO�2T V1fQRTl� JEi CEHTER, !NG
NOi 70 5CA�E
�CCESS ROAD
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LEAS� AREA
SfT� NQ. 2A
ACCESS RC),�D
� D[MENS��NS: &0'xS0' � 3,600 sqFt �
TANK SiZ�
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2
3
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5
6
20,000 GAL.
12,000 GA�.
�z,voo cp�.
'�2,040 CAL.
5,000 GAL,
2,000 GAL.
EXIiIBIT "B"
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AUi'O GAT��`'i
SC�'E N0, 3
S�TE ND. 3A
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N. IV�A]N Si �
GOIYTEI+ITS
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Jer,�
AVGAS
UNLERQ�D
DiESE�
C'ity o, f Fo�t �Y'orthp T'exas
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DATE REFER�IVCE NUMBER LOG NAME
4��0�02 �*c�� 9070
55TERMS
PAGE
1 of 1
s�rB��.cT TERMINAT{ON OF CITY SECRETARY CONTRACT N05. 24183, 24180, 24184,
2q�181, 2�47�6, AND 24931 AND ALL A5SOCIATED AMENDMENTS, AND APPROVAL
OF LEASE AGREEM�NTS WITH STERLING-FORT WDRTH JC, L�P. F4R LEASE
SITES 11N, 12, 14N, 17N, 19N, 20N, AND 22N, AND T-HANGAR 115 AT FORT
WORTH MEACHAM INTERNATI�NAL AIRPORT
REC�MMENDATI�N:
It is recammende� that the City Cour�cil:
1. Authorize the City Manager to Terminate City Secretary Contract Nos. 24183, 24180, 24184,
24181, 24716, an� 2q�131 an� all associated amendments with St�rling-Fa�t Warth JC, L.P. at Fort
Worth Meacham [nternational Airport; and
2. Approve Lease Agreemenfs with Sterling��ort Worth JC, L.P. for Lease Sites 11N, 'i2 and 14N,
17N, 19N, 20N and 22N, and T-Hangar 11S at Fort Worth Meacham Internationa{ Airport,
DISCUSSI�N:
Sterling-Fort Worth JC, L.P. is in the p�-ocess af refinancing their holdings at Fort Worth Meacham
lnfiernaiional Airport. The financ�ng institution requires 30 year fierms on each of the properties.
Sterling-Fort 1North JC, L.P. asks that each of their leases be cat�celled and r�-written with expiration
dates of 2032. Currently, the majority ofi the leases expire in 2011, with one lease having an expiration
date of 2029. AII ather terms and conditions of the leases will remain in effect. The ground rates
siipulated in the original leases will r�main in sffect unfil fhe originaf expiration dates and then will
increase to hangar rates where appropriate.
At the appropriafe time, requests for the C�ty's consent to Deed of Trust liens on all Eeaseholds will be
brought forward for City Council approvaf.
FfSCAL INFORMATIONICERTIFICATION:
The Finance Director certifies that the Revenua Divisio� af the �inance Department will be responsible
for the collection and deposit of funds due to the City under this agreement.
BG:k
Submitted for City Ma�tager's
OitiCe by:
Brid�ette GarrertlActing
Origsnating Dep�rtment Head:
Lisa A. Pyles
Additional Informatian Cantaet:
G140
5403
FUND I ACCOUNT
(ka)
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� (from)
P�40 491052
PE40 491352
CENTER , AMDUNT
0552001
Q5520�1
CITY SECRETARY
APPlZOVEb 04/30/02
Luis Elguezahal 5401