HomeMy WebLinkAboutContract 28389C�iY S�Cf��i4�r`�i�i �u c�
CC3N�'��I�T IV�. e t\.3� 1�
FORT WORTH MEACH�M INTERNATIONAL AIRPURT
GROUI�TD LEASE AGREEMENT
{HANGAR 11� LEASE SITE)
This GROUND LEASE AGREEMENT ("Lease"} is made and entered into hy and
beiween the CITY OF FORT WQRTI� ("Lessor"}, a home rule municipal corporation organized
under the laws of �the State of Texas, acting by and through Marc Ott, its duly aui�horized Assistani
City Manager, and STERLING�FURT WURTH J' C, L.P. ("Le�see"), a Texas limited
partnership acting by and thraugh R.F. Bearden, President of Sterling RE�T, Tnc., a Texas
corporation a.nd Lessee's sale General Partner.
Recitals
T`he following statements are t�ue and correct and form the basis upon which Lessor and
Lessee have enter�d into this Lease.
A. Lessor and Staci's 7et Center, Inc. previously entered into City Secretary Contract
(�`CSC") Na. 12963, as amended by CSC No. 24180, a Iease of certain improved arid unimproved
praperty at Fort Worth Meacham Tnternational Airport ("Airport") known as ihe Hangar 11 S lease
site (collectively, the "Previous Lease"}. Lessor consented to the assignment of the Pr�vious
Lease {i} by Staci's Jet Center, Tnc. to Performance Airways, I�c. under CSC No. 15860; (ii) by
Performance Airways, Inc. to Fort Worth Jet Cent�r, Ina under CSe No, 2121�4; and {iii} by Fart
Worth Jet Center, Inc. to Lessee under CSC No. 27621. The Pre�ious L�ase commenced on
January 1, 1983 and, as amended in accardance with Lessar's then-e�cisting policies, was to expire
on Septerxaber 30, 2011, unless renewed by L�ssee in accordance with the Previous Leas� %r one
additional five (5)-year term.
B. Lessee now wishas to reorganize iis financing on all improvem�nts owned by
Lessee o� Lessee's Airport leasehold by �;ntering inta a new loan with another lending institution
azid executing new deed of frus� lien agreements witYi that ins�itution. In order to amortize this new
loan, Lessee has requested that the initial term of all of Lessee's leases at the Auport be extended io
expire iz� thirty (34) years, or 2032.
C. Lessor's published Minimum Starada�ds for Frxed Base Operators and Qther
Airpo�-t Tenants (the "1Vlinimum Standards"} prohibit the leas� of praperty owned by Lessor %r
initial terms g�reater than ihirty (30) years with iwo r�newal options for terms oi five {S) years each.
As a result, tk�e iu�itial term of the Previous Lease cannot be amended to expire in 2032 because
such action would result in an aggregate initial term in excess of thirty (30) years, T'herefare,
Lessor and Lessee have agreed to termuiate the Previous Lease and to enter into a new lease of th�
sam� property �ar a�t� i�utial term of approximately, but not mora than, tYurty (30) years.
��.� �� �' ���L� G��{'t��!��
Hangar I 1 S Ground Lease Agreement with ' � �,�,,, ,�,,
Sterling-�'ort Worth J C, L.P. I' � r�-.�
4t , _�u
A�reement
In conside�ra�.on of the mutual covenants, promises and obligations contained herein, Lessor
and Lessee agree as follows:
1. TERMIlVATYON OF PREVIOUS LEASE.
The Previous Lease is hereby terminated contemparaneously with the execution of this
Lease. Hawever, such termination shall not consntute (i) a release by one party of any liability
aceruing or obligation to indemnify under the Previous Lease or (ii) a wai�er of one party to
enforce any unperfQrmed duties or obligations of the other und�r th� Previous Leasa. Lessee's
obligations to Lessor under Section 22 0#' CSC No. 12963 shall specifically, but without limi�ation,
suzvive termination of the Previous Lease.
2. PR�PERTX LEASED.
Lessor hereby demises and leases to Lessee 5,16a square feet of real prop�rty at the Airport
known as the Han�ar 11-5 lease site (collecfively, the "Premises"), as fi�rther depicfed in Exhibit
"A", attached hereto and hereb� made a part a�this Lease %r all pwrpases.
3. TERM OF LEASE.
The "Term" of tivis Lease sha11 commez�ce on fihe date of its execution ("E�ective Date")
and expire at 11:59 P.M. an July 31, 2032, unless termin.ated eariier as provided herein. Z� Lessee
holds over after the expiration of the Term, this actaon will create a znonth-to-rnonth tenan.cy. In
this event, for and during the holdover period, Lessee agrees to pay all applicahle rentals, fees and
charges at the rates provided by �he Schedule af Ra.tes and Charges or similarly pu.blished schedule
in effee� at the time.
4. RENT.
�4.1. Rental Rates From Eifective Date Thron�h Sepfembex 30, 20ll.
4.1.1. InitiallVinnthi_y Ren�.
From the Effective Daie of this Lease untal September 30, 2011, Lessee's
rent for the Premises sha11 be based on z�tes prescribed by Lessor's published
Schedul� of Rates and Charges or successor schedule (the "Schedule of Rates and
Char�es"} for improved and unimproved land at the Airport. Rent during that
perioc� will be calculated in accardance wrth the nuanber af square �eet of
unimproved land thai comprised the Premises at �lie time the Prev:ious Lease was
Hangar 115 Ground Leaae Agreement wi#h 2
S#erling-Fort Worth 7 C, L.P.
execu�ed so that L�ssee's rent will be calculaied in the same manner as provided
under the Previous Lease. Therefore, fram the Effeciive Date of this Lease until
September 3p, 20p2, Lessee shall pay mont�ly rent £or the Premises based on (i) an
annual rate o� $0.23 per square foat for 4,500 square feet improved land plus (ii) an
annual rate of $Q.20 per square foot for 660 square feet of unimpraved land, or,
collectively, $97.25 pex month.
4.1.�. Annual Ad.i�stments.
On Qctab�r 1, 2002 and on Octaber 1 of each year thereafter through
Aug�st 23, 2011, Lessee's rental ratas shall be subject to increase by Lessor to
reflect the upward percentage ck�at�ge, if any, in the Consumer Price Index for the
Da11as/Fort Worth Metropalitan Area, as announced by the United States
Department of Labor or successor inde�c and/ar agency during ihe imrnediately
preceding twelve�month period ("CPI Change") (i}, for th� first increase, since the
Effective Date of tbis Lease and {iai) �or each subsequent increase, since the effective
date of the last increase; pravided, bowever, that Lessee's rental rates for th�
Premises shall not exceed tlie #hen-cuxren# rates prescribed by the Schedule o�'Rates
and Charges for improved and unimproved land at the A.irport. I� there is no CPI
Change ar the CPI Change is downwaxd, the :rental rate �or the Preinises sha11
rema.in ca�stant until the following October lst. � no event shall the xental r�.te �'or
the Premises ever be adjusted downward.
4.2. Rental Rates From October 1, 2011 Throu�h End of Terrm.
4.2.1. Han�ar Rates Ac�ded,
From Octaber 1, 2Q11 through the end of the Term, Lessee's annual rant for
�he Premises, which will be payable in equal monthly installments, sha.11 be based on
rates prescribed by the Schedule of R.a.tes and Chaxges for 1�angar space, improved
lan.d and uzumpraved land at the Airport. Therefore, from October 1, 2011 through
September 30, 2012 Lessee shall pay monfihly rent for the Premises based on (i} th�
square footage of a11 hangar space on the Premises at that time multiplied by th� ra��
in effect on October 1, 2011 that is prescribed by the Schedule of Rates and Charges
for hangar space at the Airport; plus {ii) fhe square footage of all oiher improved
land on the Prernises at that time multiplied by the rate in effect on October 1, 2011
ti�.a.t is prescribed by the Schedule af Rates and Charrges far impraved land at the
Airport; plus (iii) the square foatage of all unirnproved land on ihe Premises at that
ti�me multiplied by the ra#e in effect on October 1, 2011 that is prescribed by the
Schedule of Rates and Charges for unimproved land at the Airport. Lessee sball
cantinue to retain tifle to any hangar(s) and oiher irnpravements Iacated on the
�'re�naises until expiration or earlier termination of this Lease.
Hangar 11S Ground Lease Agreement with 3
Sterling-Fort Worth J C, L.P.
4.�.�. Annual Adiustments.
On October 1, 2012 and on Octabex l. of each year thereafter through the
end of th� Term, Lessee's rental rates shall be subject ta increase by Lessflr to
refleci the upward CPI Change (i), for the first increase, since October 1, 201 l. and
(ii) for eac� subsequant increa�e, since the effective date of the last zncrease
{"Annual Rent Adjustmenf"); provided, however, thaf Lessee's r.ental rates �or the
Prcmises shall not exceed ihe then-current rates prescribed hy the Schedule of Rates
and Charges for impraved and unimproved land at the Airpart. If' there is na CPI
Change or iUe CPZ Change is downwaxd, the rental rate for the Pre�x�ises shall
remain consfat�f until the following October 1st. In no event shaJl the rental rate iar
the Premises ev�er be adjusted downward.
4.3. Five-Year Adjushnents.
In addition to the Annual Rent Adjustrnents, on October 1, 2021, and every
five (5) years thereafter for the remainder of the Term (i.e. on October 1 of 2026 and
2031}, rent for the Premises shall autamaticall�r be acljusted to equal the then current
ra�es prescribed by the Schedule of Rates and Charges for hangar space, improved
land and unimproved land at the Airport.
4.4. Payment Daies and Late Fees.
Monthly rent payments are due on or before the first (1st) day of each month.
Payments must be received during nortnal working hours by the due date a� the Iocation for
Lessor's Revenue Office set farth in �ection 17. Rent �hall be considered past due ifLessor
l�as not received full payment after the tenth (l Oth) day of the month for which payment is
due. Wi�iouY limiting Lessor°s tex�nivation rights as provided by tl�is Lease, Lessor will
assess a late penalty charge of ten percent (10%) per month on the entire balance of any
overdue rent that Lessee may accru�.
�. UT1LI'TIES.
Lessee, at Lessee's sole cost and �xpense, shall be responsible for the installation and use of
all utilities service to a1I pox�ior�s of the Prernises and for all other relat�d utilities expenses,
including, bui not limited to, deposits and expenses required for the inst�llation of ineters. Lessee
further co�enants and agrees to pay a11 C05t5 and expenses for any extension, installation,
rr�aintenance or repair of any and all uiilities serving the Premises, including, but not limited to,
water, sanitary sewer, electric, gas and telephone utilities.
Hangar I 1 S Ground Lease Agree�ent with r}
5te�'ling-Fort Worth 1 C, I..P.
6. 11�AINTENANCE AND REPAIRS.
6.1. l�iaintenance and Repairs bY Lessee.
Lessee agrees to keep and maintain the Premises in a good, ciean and sanitary
condition at all times. Lessee covenants and agrees Yhat it will nat make or su�fer at7y waste
of the Premises. Lessee will, at Lessee's sole cost and expense, make aXl repai�rs necessary
to prevent the deterioration in conclition or value of �e Premises, including, buf not limited
to, the maintenance of and repai�s to all s�ruetu�es, u�cXuding, but nat lizxzited to, doors,
windows and roofs, and all fixtures, equipment, modifications and pavement on the
Premises. Lessee agrees that, except as otherwise e�ressly provided herein, alI
improvements, trade fixtures, iL1Tri15YlITi�S, equipment and other personal property of every
kind or description which may at any t'vme be on the Premises shall be at Lessee's sole risk
or at the sole risk of those claaming under Lessee. Lessar shall not be liable for any damage
to such properiy or loss su£%red by Lessee's business or business operations, which may be
caused by th� bursting, overflowing or leaking of sewer or steam pipes, from water from
any source whatsoever, or from any heating fixtures, plumbing fixiures, elec�ric wires,
noise, gas or odors, �x from causes of any other matter.
6.�. Inspection.
6.2.1. Lessor s1�a11 have fihe right and privilege, tiirough its officers, agents,
servant� oz employees, ta inspect the Premises. Except in the event of an
emergency, Lessor sha11 conduct during Lessee's ordinary business hours and sha11
use its best efforts to provide Lessee at least two (2) hours notice prior to inspection.
6.�.�. If' Lessor determines during an inspec#ion of the Premises that Lessee is
resgonsible under this Lease for any maintenance or repairs, Lessor shail natify
Lesse� in writing. Lessee agree� ta begin such maintenance or xepaix wark
diligently within thu�ty (30) caiendar days failowing receipt of such notice and to
then complete such maintenance or repair work within a reasonable time,
considering the nature af the work to be done. If Lessee fails to begin the
recomrnended maintenance or repairs witbin such time or fails to complete the
mazntenance or repairs witivn a reasonabie time, Lessor may, in its discretion,
perform such a�aintenance or �epairs on behalf of Lessee. rn this event, Lessee will
reimburse Lessor for �he cost of the maintenance or repairs, and such reimbursement
will be due on the date of Lessee's next monthly rent payment following compietion
of the maintenance ox repairs.
6.�.3. During any inspection, Lessor may perfo�rn any obligations that Lessor is
authorized ar xequired to perform under the terms of ihis Lease or pursuant to its
governmental duties under federal state or local laws, rules or regulations.
Hangar 113 Ground Lease Agreement with 5
Sterling-Fort Worth 7 C, L.P.
6.3. Enviuronmentai Remediation.
Lessee agrees that it has inspected the Premis�s and is iully advi�ed of its own rights
without reliance upon any representation made by Lessor concerning the environrnental
condition of the pr�mises. LESSEE, AT ITS SOLE COST AND EXPENSE, AGREES
THAT IT SHALL BE FULLY RESPONSIBLE FOR THE REMEDIATION OF ANY
YIQLATION OF ANY APPLICABLE FEDER.�L, STATE OR LOCAL
ENVIRONMENTAL REGULATIONS OR STAND�lRDS THAT IS CAUSED BY
LESSEE, IT,S OFFICERS, AGEIVTS, SERYANTS', EMPLOYEES, CONTRACTQRS,
,SUBC�NTRACTOIlS' OR 11VVITEES. Lessor sha11 be responsible for the remediation o�
any vialat�on of any applicable federal, state or local environmantal regulations that is
caused by Lessor, its officers, agents, servants or employees. For any violat�on of any
applicable federal, state or local environmental regulations that is caus�d by a contractor of
Lessor (other than Lessee), a subcontractor, prior tenant or oiher third party, Lessor �hall be
responsible for the remediation of the same or shall take all necessaty steps to ensure that
tY�e person or entity causing such violation �emediates the satne.
6.4. Lessee's Acceptance oi Preinises.
Lessee accepts the Premises in its present candition as satisfactory �or a.11 purpases
set forth in this Lease.
6.5. Deposi�
Lessee has remitted to Lessar in cash a nar� intez�est bearing deposit ("Deposit") in
the amount of $9,750.14. Lessor may use the Depasrt �o pay for any un.perfarnraed
obligations of Lessee undcr fihis Lease, including, but not limited to, non payment af rent,
maantenance, repairs or other damages. Because tbe Deposit al�o secures utipez%rmed
obligations of Lessee under its athcr leases of prope�rt�r at ihe Airport, the amount oi the
Deposit under this Lease is subject to increase at any tim�. Therefore, Lessee sha11 increase
the amount af the Deposit if xequested by Lessor (i) within thirty (30) cal�ndar days
following receipt of written notice and {ri) pravided that the amount pf the Depasit daes not
exceed one {1} months' r�nt hereunder. Unless Lessoz terminates this Lease as provided
herein, Lessor will refund to Lessee any unused portion a�' the Deposit within thirty {30)
ca.lendar days followxng the date that Lessee law�ully vacates the Premises. Lessee agrees
that if Lessor terminates tivs Lease for any breach or deiault, Lessor shall be enfitled to
retain the entire balance of the D�posit as Iiquidated damag�s, and not as a penalty, for
administrative costs associated with �he ter�nination proc�ss, Lessor and Lessee hezeby
agree that this amount is a reasonable approximation of the actual darnagas that Lessor will
zzi.cur as a result of the terrnination process, Assessment of such liquidat�c� damages shall
not serve as a waiver by Lessor to collect any other darnages to which it may be entitled.
Hangar 11 S Ground Lease Agree�nent with 6
Sterling-Fort Worth J C, L.P.
'�. DAMAGE OR DESTRUCTIOl� TO PREMISES.
In the event of fire ar other casualty which damages ar destroys all ox any part of the
Pre�ises, the following provisions sh�ll apply:
7.1. Covera�e bv Lessee's Insnrance.
Lessee's property insurance, as required by Section 12,1 of this Lease, shall be
primary ta any insurance on the Premises carried by L�ssor and shall be used exclusively t�
repair or rebuild the damaged or c�estroyed portions of tk�e Premi.ses. Lessee shall be
responsible for oversight of all repairs or reconstrucfzon on and to t.�.e Premises and shall
repair or rebuild the darnaged or destroyed partions of the Premises ta the size and
standards that rne�t or exceed the size and standards of such portions a�'tbe Premises pr�or
to the damage or desi�uction. All repair and reconsiruction activities carried out by or vn
behalf of Lessee shall be conducted in accordance with Section� $.1 through 8.6 of this
Lease.
'�.�. Premises Uniu�sured or Underinsured by Lessee.
If Lessee fails to carzy ad.equate propErty insurance in accordance with �ection i2.1
of this L�ase, Lessar, at Lesso:r's ,sole option, rnay (i) terminate this Lease upon thirty (30)
days' advance written notice to Les�ee or (ii) xepaar or rebuild the Premises substantially to
i�s former conditian at Lessor's own cost and e�ense. If Lessor notifies Lessee ir� writing
within ihirty (30) days fa�lowing fhe date of damage or destruction that Lessor intends to
undertake the necessary repai.rs or reconstruction, and the damage or dest�ction does not
r�nder the affecied portio:ti of the Premises untenable, this Lease shall continue in effect
without any rent abaterz�ent whatsoever so long as Lessor diligen�ly commences the repairs
or reconstruction within one hundred eighty {1$Q) days from the date of the damage or
d�:struction. If the damage vx destruction d�es render the affected portion of the Premises
t�mporarily unienable, or Lessor does not commence the repa.irs or reconstructiar� within
one hundred eighty (180) days from the date of the damage or des�liuction, then for t11e
period o� ti,me between such date arid the date a certificate of occu�ancy is issued for the
porkion o£ the Premises that was rendered untenable, rent shall be proportionally reduced hy
the amount af square faotage rendered untenable. Upon the issuance of a certificat� of
nccupa�cy and thereafter, rent shall comply with the Schedule of Rates and Charges in
effect at the tirne as they ap�ly to the Premises as impro�ed by Lessor. In other words, if
Lessee was payin.g an unimproved ground rate and, pursuant to this Section 6.2, Lessor
repaired a:r rebuilt an aircraft hangar originally constructed by Lessee, then the subsequent
rental rate would not be that for unirnproved land, but rather that which applied to similar
hangar space at the Aarport at �he time.
Hangar I 15 Ground Lease Agreement with ']
Sierling-Port Worth 7 C, L.P.
8. CONSTRUCTI01iT AND INIPRUVEMENTS.
8.1. In General.
Lessee rriay, at its sole discretian, perfa�m modifications, renovations or
impro�ements on or to the Premises {collectively, "Improveme�ts") so Iong as it first
submits all plans, specifications and estimates for the costs af the proposed work in writing
and also requests and receives in writing approval from the A�viation Departineni Dir�ctor
or authorized representative (the ��Director"). Lessee cavenants and agrees that it shall
fully comply with all provisians af this Section 8 in the per�ormance of any such
Improvements, Lessor shall take full title to any Impravements on the Premises upon the
expiratian or earlier termina�ion of this Lease.
5.�. Process for Approval o£ P�ans.
Lessee's plans far any Improvements sha11 con#'o�rn ta the Airpart's architectural
standards and must also receive writ�en approval from Lessax's Depaz�ments of
De�elopment, Engineering and Transporta�ion/Pubiic Works. AIl plan�, specifications and
wor� shall conform fio all federal, state and locallaws, ardinances, rules and zeguiatians in
farce at the time t�.at the plans are presented for re�iew.
8.3, Documents.
Lessee shall supply the Directox with camprehensive sets of documentation relati�ve
to any Improvement, including, at a minimurn, as-bu�.� dxawings a� each praj ect. As-built
drawings shall be new dxawings or redline changes to drawings previously pxovided to the
Director. Lessee shall supply the textual documentation in computer farn�at as requasted by
Lessor. '
$.4. Bands Required nf Lessee.
Prior to tb.e commencement of any Improvement, Lessee sha11 deliver to Lessor a
bond, executed by a corporate surety in accordance with Texas Governnnent Cade, Ck�apter
2253, as amended, in the fiill amaunt of each construction contract or project. The bonds
shall guarantee (i) satisfactory complianca by Lessee with all requirements, te�.s a�d
conclitians of tlus Lease, including, but not limited to, the satisfac�ory comple�.on of the
Impravements, and (u) fi�l payments to all persons, fi�ms, corporatians or ather entities
with whom Lessee has a direct relafiionship for the performaxice of such Inr�provex�r�ents.
In lieu o� the required bond, Lessee may pravide Lessar witJa a cash deposit ar an
assignment of a c�;rtificate of deposit in an amouni equal to 125% of the full arnount of each
construction contract or project. If Lessee makes a cash deposit, Lessee shall nat be entitled
to any interest earned th�reon. Certificates of deposit shall be from a financial institution in
the Dallas-Fort Worth Mebropolitan Area which is insured by the Federal Depos�t I�surance
Hangar I 1 S Ground Lease Agreement with $
3terling-�"ort Worth ] C, L.P.
Corpora�ivn and acceptable ta Lessor. The interest earned on the certificate of deposit shall
be the property of Lessee and Lessor sha11 have no rights in such interest. If Lessee fails to
complete the respective Tmprovements, or if claims are filed by third parties on graunds
relating to such Irnprovements, Lessar shall be entitled to draw down the full amount of
Lessee's cash deposit or certificate of deposit.
5.5. Bnnds Required of Lessee's Contractors.
Prior to ihe comrn�nc�ment of any Improvem�nt, L�ssee's respective contractor
shall execute and deliver to L�ssee surety performance and payment bonds in accordance
with the Texas Government Code, Chapter 2253, as amended, to cover th� casts of all wark
performed under such cantractor's contraat �or s�ch- Improvemenis. Lessee shall provide
Lessor with copi�s of such bonds prior to the commencement of such Improvements. Th�
bonds shall guarantee {i} the faithful perfa�tnance and completion of all construction worlc
in accordance with the final plans and speci�ications as appraved by Lessor and (ii) full
payment for all wages for labor and services and af all. bi�ls for material�, supplies and
equipment used in the performance af ihe constnzction confiract. Such bonds shall name ta
both Lessor and Lessee as dual obligees. IfLessee serves as it� awn contractor, Section 8,4
shall apply.
8.6. Releases by Lessor Upon Completion of Consiruet�an Work.
Lessor will allow Lessee a dollar-for-dallar reimbwrsement fram its cash depasit
account or reduction of its claim upan Lessor's certificate a:f depasit upon {i}, where Lessee
serves as its own conl��,ctor, verification that Lessee has completed co�s�ructzan worl� or
(ii), where Lessee uses a contractax, receipt of the contractor's invaice and verifi�atian tliat
the contractor has campleted its woxk and released Lessee to tl�e extent of Lessee's payment
for such work, including bills paid, affidavits and waivers of liens.
9. USE OF P1tEMISES.
Lessee. hereby agrees to use the Premises solely for aviation-related purposes appraved in
w�tiung by Lessor. Lessee may nat provide fixed base operatar services at tiie AiYp�rt without a
valid Fixed Base Operator Permit issued by Lessor.
la. SIGNS.
Lessee, at its sole expense and with the prior written approval of the Director, may install
and maintain sig�s on tkae Premises related to Lessee's businass operations. Any such signs sha11 be
in keeping with the size, calar, loca�ion aa�.d manner of display of ofher signs at the .Aizport. Lessee
sha11 maintain all signs in a safe, neat, sig�atly and phqsically good condition.
Hangar 11 S Ground Lease Agreement with
Sterling-Fort Worth J C, L.P.
11. RYGHT� AND RESERVATIO1�i5 �F LESSOR
Lessor hereby retains �ie �ollowing rights and reservations:
ll.l. Lessee's rights hereunder shall b� subject to aIl existing and future uti�ity easements
and rights-of way granted by Lessor for the installaiion, maantenance, inspection,
repai�r or remov al of faciIities owned or operated by electric, gas, vwater, sewer,
communication flr other utility companies. Lessee's rights additionally shall be
sttbject to all rights granted by all ordinances or stat�ttes which allow such utility
campanies to use publicly owned property for tlie provision of utility services.
11.�. All fixtures and items perrnanently attached to any structure on the Premises belong
to Lessor, and any additions or alterations made thereon shall immediately 6ecome
the property of Lessor.
11.3. Lessor reserves the righ� to talce any action it consid�rs necessary io protect the
aerial approaches of the Aiipart against obstruc�ian, incluc�ing, but not Iimited to,
the right to prevent Lessee from erecting or permit�ing to be erected any building or
other structure which, in the opinion of Lessor, would limit the usefulness of the
Airport, canstitu�e a hazard to aircraft or diminish the capability of exisiing or future
avigafzanal or navigational aids used at the Airport.
11.4. Lessor reserves the right to close temporarily tlie Airport or a.ny of its facilitias for
rnaintenance, improvements, safety or security of either the Airport ar the public, or
far any other cause deemed necessary by Le�sor. Tn this event, Lessor shall in no
way be liable for any damages asserted by Lessee, including, but not Iimited to,
damages from an alleged disruptian of Lessee's busin�ss operaiions.
l I,�. This Lease shall �e subordinate to the provisions of any existing or future agreement
between L�ssor and the Ur�ited States Govemment wl�ch relaies to the operation or
main�enance of the Airpart and is required as a conditian for the expenditure of
federal funds �or the dev��opment, maintenance or zepair of Airport infrastructure.
11.6. Dnring any war or national emergency, Lessor shall have the right to lease any part
of the Airport, including its landing area, to the United States Government. In ihis
event, any provisions of this instruinent wluch are inconsistent wiih tha provisions
of the lease to the Government shall be suspended. LeSsor sha.11 noi be 1�able for any
loss or damages alleged by Less�e as a result of ihis action. However, nothing in
this Lease shall preveni Lessee from pursuing any rights it may have for
reunhursement from the United States Governrn�nt.
11.7. Lessor covenants and agrees that during the term of this Lease it will operate and
main#ain the Airport and its facilities as a public auport cansistent with and pursuant
to tha Sponsor's Assurances given by Lessor to the United States Government
through the Federal Airport Act, a public document which is on file in Lessor's City
Hangar 11 S Ground Lease Agreement with 10
Ster[ing-Fort Worth 7 C, L.P.
Secretazy's Office and which is incorporated her�in by ref�rence for all purposes.
Lessee agrees #hat this Lease and Lessee's rights and privileges hereunder shall be
subordinate to the Sponsor's Assurances.
1.2. 7N'SURAI�CE.
1�.1. Types �o�' Covera�e and Limits.
Lessee s�.all procure and mainfain at all times, in �'ull forc� and effect, a policy or
policies of insurance as specified in this Section 12, naming the City of Fort Worth as an
additional insured and cavering all risks related to the leasing, use, occupancy, maintenance,
existence ar locatian oi the Premises. Lessee shall abtain the following insurance coverage
at the limits specif�ed herezn:
� Propert_y:
Fire and Extended Coverage on all improvements on the Premises at full replacement
cost limit;
o Commercial General Liabilitv:
$3,400,000 per occurrence,
includzng products and completed operations;
� Automo6ile Liabilit.y:
$1,000,000 per accid�nt,
including, but not limited to, coverage on any automobile us�d in Lessee's operativns on
the Prenuses;
• Han�arkeepers Le�al Liabilit�y:
$1,000,000 p�r occurrence;
� Environmental ImpaiGt��.en�t Liabili�y:
$1,00O,OOQ p�r occurrence.
Tn addiiion, Less�e sha11 be arespon.sible for all insurance to consixuction, imprQvements,
madifications or renovations to tl�e Prerr�ises and for personal property of its own ar in iis
care, cus�ody ar control.
Hangar I l S Ground Lease Agraement with I 1
Steriing-Fort Worth.1 C, L,P.
1�.�. Adjustments to Rec�uired Coverage and Limits.
Insurance requiremen�s, including additional types of coverage and increased limits
on existing coverages, are subject to change at Lessor's option and as necessary to cover
Lessee's operations at the Airport. Lessee will accordingly comply with such new
requirements wi�in thirty (30) days following notice to Lessee.
12.3. Certificates.
As a condition precedent to the effectiveness of this Leas�, Less�e shaIl furnish
Lessar with appropriate certificates of insurance signed by the respective insurance
companies as proaf that it has obtained the types and amounts of i_nsurance eoverage
required herein. Lessee hereby covenants and agrees that not Iess than thirty (34) days prior
to the expiration af any insurance policy required hereunder, it shall provide Lessor wiih a
ner�v or renewal certificate of insurance. In addition, Lessee shall, at Lessor's request,
provide Lessor wi#h evidence that it has mai�tained such coverag� in fiill force and effect.
12.4. Additional Requirements.
Lessee. sha11 rnaintain its insurance with undex writers authorized ta da busrness in
the State �f Texas and which are saiisfactory io Lessor. The policy or policies of insurance
shall be endorsed to cover al1 of Le�see's operations at the Airport and io pravide that nn
material changes in co�erage, inciuding, 17Ut T10� 1iri11��{� t0, cance�latian, terrnination, non-
renewal or amendrnent, shall be made withouC �k�irty {3Q} days' priar vwritten notice fio
Lessor.
13. YNDEPEI�TDENT CONTRACTOR.
It is expressly understood and agreed tl�at Lessee sl�all opexate as an independent contractor
as to all rights and privileges granted herein, and not a,s an age�.t, rep�esentahve ar employee of
Lessor. Lessee shall have ihe exclusive right to control the details of its operations and activities on
the Premis�s and shall be solely' responsible for the acts and omissions of its officers, agents,
servants, employees, contractors, subcontractors, patrons, licensees and invitees. Lessee
acknowledges that the doctrine of respondeat superior sha11 not apply as between Lessor and
Lessee, its afficers, agents, employees, contractors and subcontractors. Lessee further agrees that
nothin� hereitz shall be canstrued as �he creation of a partnership or joint enterprise between Lessor
and Lessee.
14. LIABILITY AND �NDEMNIFICATiON.
LESSE� SHALL BE LIABLE AND RESPONSIBLE FOR ANY CLAIMS, DEMANDS,
LAWSUITS OR OTHER ACTIONS FOR DAMAGES OF ANY �'Cl'ND, INCLUDING, BUT
Hangar 11 S Ground Lease Agreement with 12
Sterling-Fort Worth d C, L.P.
NOT LIMITED T4, PRUPERTY L055, PROPERTY DAMEIGE A1VD/OR PERSONAL
1'NJURY OF ANY RI1VD, INCLUDING DEATH, TO A1VY AND ALL PERSOlYS, OF rt1VY
KIND QR CHARACTER, WHETH�R REAL OR ASSERTED, TO �THE EXTENT CAUSED
BY THE NEGLIGENT OR WrLLFUL ACT(S) OR OMISSION(S) OF LESSEE, ITS
OFFICERS, AGENTS, SERYANTS, EMPLOYEES AND/pl� SUBLESSEES. INADDITION,
LESSEE, AT �ESS'EE'S OW1V EXPENSE, SHALL INDEMNIFY, DEFEND AND HOLD
HARMLESS LESS4R, ITS OFFICERS, AGENTS, SERVAIVTS AND/OR EMPLOYEES,
FROM AND AGAINST ANY CLAIM, LAWSUIT OR OT`HER ACTION FOR DAMAGES OF
ANY KIND, INCLUDING, BUT NOT LIM1'TED TO, PROPERTY DAMAGE OR LOSS
(INCL UDING ALL�GED DAMAGE OR LOSS TD LESSEE'S B USINESS AND ANY
R�SULTING L05?' �ROFl7'S) AND/OR PERSONAL INJURY, INCLUDING DEATH, TO
ANY AND ALL PERS`ONS, OF �1VY gI1VD OR CHARACTER, WHETHER REAL OR
ASSERTED, TO THE EXTE�VT GAU'SED BY THE NEGLIGENT OR WILLFUL ACT(S) OR
OMISSION(S� OF LES�EE, 1'TS OFFICERS, AGE�VT.S`, SERYANTS, E11�PLOYEES
AND/OR SUB�ESSEES
LESSOR DOES NOT GUARANTEE POLICE PROTECTION TO LESSEE OR ITS
PROPERTY. LESSOR IS OBLIGATED ONLY TO PROVIDE SECURITYADEQUATE TD
MAINTAIN LESSQR'S CERTIFICATION UNDER FAA REGULATIUNS. LESSEE
SHALL COMPLY WITH ALL APPLICABLE REGULATIONS OF THE FAA PERTAINING
TO AIRPORT SECURITY QN THE Pi�EMISES WHICH IS RELAT'ED TD LESSEE'S
�PERATIONS THEREON AND SHALL CUUPERATE WITH LESSOR IN THE
IMPLEMENTA7'lON f11VD ENFORCEMEIVT OF LESSOR'S SECURITY PLAN AT THE
AIRPORT. LESSEE SI•�ALL PAY ALL FINES IMPOSED BY THE FAA ON LESSOR OR
LESSEE RESULTING FROM LESSEE'S �'AILUI�E TQ CQMP�Y WITH SUCH FAA
REGULATIONS APPLICABLE TO THE PREMISES OR TD PREYENT UNAUTHORIZED
P,ERSONS OR PARTIES FRQM THEIR OBTAINING ACCESS TD THE AIR �PERATIDNS
AREA OF THE �1IRPORT FROM 7'HE PREMISES. �
15. V4'AIV�R OF CHARITABLE OR EXEMPTIO�iT.
If Lessee, as a charitable association, cozporation, partners�ip, indivxdual ent�rprise or
entity, clai.ms unmunity to or an exemption from liabiliiy for any kind o� property darnage or
personal da�nage, injury or death, L�ssee hereby expressly waives its rights to plead defensively
any such unmunity or exemption as against Lessor.
16. DEFAULT AND REIVIEDIES.
16e1. FailUre b_y Lessee to Pa_y Rent, Fees or Other Char�es.
If Lessee faiis to pay any rent, fe�s or other eharges due und�r this Lease, Lessor
sha11 deliver to Lessee a written invoice and not�ce io pay the invoice within ten (10)
Hangar 115 Ground Lease Agreement with 13
Sterling-Fort Warth J C, L.P.
calendar days. If L�ssee fails to pay the balance outstanding witl�uin such time, Lessor sk�all
have the right to terminate this Lease immediately.
16.�. FaiIure to CompIy with Other Terms or Candihon�.
If Lessee breaches or de#'aults under any provision of this Lease, o#her than those
breaches ar defaults that are addrassed by Sections 16.1, Lessor shall deliver written notice
to Lessee specifying the nature of such breach or default. Lessee shall have thirty (30)
calendar days follawing such written notice to cure, adjust or correct the problem to the
standard e�sting priaz' ta the breach. If Lessee fails to cure the breach or default wi.thin
such tirne period, Lessor shall have �he right to terminate this L�ase immediately; provided,
howe�er, that in the event such breach or default cannot reasonably be cured within thiriy
(30) calendar da.ys �ollowing such written notice, Lessee shall not be in default if Lessee
commences ta cure, adjus� or correct the problem wi�in such thu�ty (3Q) day period and
thereai�er diligenfily and in good faith pursues such cure, adjustment or correction to
canclusion.
16.3. Rf��ts nf Lessor UUon Termination or Expira�ion.
t7pon termination or expiration af this Lease, all rights, powers and privileges
granted to Lessee hereunder shall cease and Lesse� sha11 vacate the Prernises. Within
iwenty (20) days follav�ing the effectiv� date of ter�nination or expiration, Lessee shall
remove fram the Premises alI irad� f xtures, tvols, machinery, equipment, materials and
supplies placed on the Premises by Lessee pursuant to this Lease. After such time, Lessor
shall have the righ� to take full possession af the Premi�es, by force if necessary, and to
remove any and all parties and property remaaning on any part af tbe Premises. Lessee
agrees that it wilI assert no elaim oi any kind against Lessor, its agents, servants, emplayees
or representatives, which may st�m from Lessor's iermination of tbis Lease or any act
incident to Lessor's assertion of its right to ierminaie or Lessor's exercis� of any rights
granted hereunder.
li. NOTICE$.
Notices required pursuant to the prov�isions of this Lease skzall be eonclusively detern�ined
to have been delivered when (i} ha.ud-delivered to the other party, its agents, emplayees, servants or
representatives, or (ii) deposited in the United �tates Mail, postage prepaid, addressed as follows:
Hangar 11 S Ground Leasa Agreement with 14
Sterling-Fort Worth J C, L.P.
To LESSOR:
For Rent:
City of Fort �orth
Revenue Office
1000 Throckmorton
Fort Worth T� 76142
To LESSEE:
Sterling-Fort Worth J C, L.P.
Hangar 11N
4201 N. Main �t.
Fort Worth, TX 761Q6-2752
1 S.
19.
ASSIGll1MEi�TT A1�D SUBLETTII�TG.
181. In General.
Far All Other l�atters:
City of Fart Worth
Aviaf�on Departme�t
4201 N. Mairt St. Ste. 200
Fort Worth TX 76106
Lessee shall not assign, sell, convey, sublease ar transfer any of its rigIats, privileges,
duties or ir�terests granfied by this Lease without the advance written coz�sent o� Lessar,
which consent shall not be unreasonably withheld or delayed.
18.2. Condi�ions of Approved Assi�nments and Subleases.
If Lessor consents to any assignment or sublease, all ferms, covenants az�d
agreements set forth in this Lease shall ap�ly to the assigr�ee or snblessee, and such assignee
or sublessee shall be bound by the terms and conclitions af this Lease the same as if it had
originally executed this Lease. The failure or refusal of Lessor to approve a requested
assignment or sublease shall not relieve Lessee of its obligations hereunder, including
payment of rentals, fees and charges.
LIE1V'S.
191. Liens by Lessee.
Lessee acicnawledges that it has na authority to engage in any act ar to make any
contract which may create ar be t11e foundation for any lien upon the property or interest in
the property of Lessor. rf any such purported lien is created or filed, Lessee, at its so�e cost
and expense, shall liquidate and discharge the same within thirty (30} days of such creation
or filing. Lessee's failure to discharge any such �urported lien shall constitute a breach of
this Lease and Lessar may terminate this Lease upon thirty (30) days' written not�ce.
Hangar 11 S Ground Lease Agreement wirh 15
SCerEing-Fort Worth .� C, L,P. �
Hawever, Lessee's financial obligation to Lessor to liquidate and clischarge such lien shall
continue in effect following termination of this Lease arid until such a time as the lien is
d'zscha�ged.
LESSEE HEREBY REPRESEIVTS A1VD WARR�VTS THAT LESS.EE HA�'
DISCHARGED OR CAUSED TO BE' D�"SCIIARGED ALL DEED OF TRUST AND
OTHER LIENS CONSENTED TO BYLESSOR UIVDER CSC NOS �1588 AND 2486.2.
19.2. Landlord's Lien.
I,2V ADDIT70N TO ANY APPLICABLE STATUTORY I,�4NDLORD'S LIEN,
LESSEE GRANTS TO LESSDR, IN ORD�'R TO SECURE PERFDRMANCE BY
LESSEE OF ITS OBLIGATIDNS UNDER THIS LEASE, A SECURITY INTERES�'
IN ALL GODDS, INVENTORY, EQUIPMEN7", FIXTURES, FURNITURE,
IMPROVEMENTS, CHATTEL PAPER, ACCOUNTS A1VD GENERAL
IIVTANGIBLES, A1V'D OTHER PERSONAL PI20PERT'Y OF LESSEE' NOW OR
HEREAFTER SITUATED ON OR IN THE PREMISES OR OTHERWISE
RELATI'1VG TO L�'SSEE'S USE OF THE PREMISES, AND AL� PROCEEDS
THEREFROM (THE "COLLATEI�AL "). IF LESSOR TERMINATES TI�S iEASE
l�'OR A FAIL�'J'RE BY LESSEE TO PAY LESSOR RENT OR FOR ANY O�HER
BREACH OR DEFAULT BY LESS012, LESSDR MAY, IN ADDI'TIDN TO A�L
OTHER REMEDIES, N�1'TH'OUT NOTICE OR DEMAND EXCEPT AS PROVIDED
BELOW, EXERCISE THE RIGHTS AFFORDED A SECURED PARTY UNDER THE
TEXAS UNIFORM COMMERCIAL CODE {"UCC'). IN CONNECT"1'ON WITH ANY
PUBLIC OR PRTVATE SALE UNDER THE UCC, LESSOR SI�1.LL GIVE LESSEE
F1'VE (�) CALEIVDAR DAYS' PRIQR WIiITTEN NOT'ICE 4F TH� TIME A1VD
PLACE OF ANYPUBLIC SALE OF T�IE COLLATERAL OR OF THE TI1Vl� AF�ER
WHICH ANY PRIYATE SALE Ol� 4T'HER lNTE1VDED DISPQSITIQN THEREOF
IS TD BE MADE, WHICHIS AGREED TO BE �st REAS4NABLE NOTICE O�' SUCH
SALE OR DISPOSITION.
�0. TAXES A1�TD ASSESSMENTS.
Lessee agrees to pay any and a11 federal, state or local taxes or assessments which
�nay Iavvfully be levied against Lessee due io Lessee's use or occupancy of th� Premises ar
any Impravements or properiy placed on t1�e Premises by Lessee as a result of its
occupancy. Lesses also agre�;s to pay any and all federal, state or local taa�es ar assessments
which may lawfully be levied against L�ssor due to Lessee's use or occupancy of the
Prernises or property placed on the Premises by Lessee as a resuli of its occupancy or on
account of any ImprQvements ar property placed on the Premis�s by Lessee as a result of its
occupancy.
Hangar 11 S Ground Lease Agreement �+ith 1G
Sterling-Fort Worth J C, L.P.
, � �� .
�1. COMPLIAI�CE WITH LAWS, ORDINANCES, RULES AND REGi7LATTO�TS.
Lessee cavenants and agrees that it shall not engage in any unlawful use o� the Prern.ises.
Lessee fiu�her agrees tha.t it shall not permit its officers, agents, servants, employees, cont�actozs,
subcontractors, pat,rons, lice�sees or invitees to engage in any unlawful use of the Premi.ses and
Lessee unmediately shall remove from the Premises any person engag�ng in 5llCh U11��W�111
activities. Unlawful use of the P:renuses by Lessee itself shall constitute an immediate breach af
this Lease. Lessee agrees to comply with all federal, sta�e and local laws; a.11 ordinances, rr�les and
regulatians of Lessor; all rules and regulations es�ablished by the Director; and all rules and
regulation.s adopted by the City Council pertaining to the conduct required at airparts owned and
operated by Lessor, as such laws, ordinances, rules and regulations exist or may hereafter be
amended or adapted, If Lessor notifies Lessee or any of its officers, agents, employees, contractors,
subcontractors, licensees or in�itees af any violarian of such laws, ordinance�, rules or regulations,
Lessee shall imrnediately desist from and correct ihe violation.
22. NON�DI�CR�ATIOI�I COVENAI�T'I'.
Lessee, for itself, its persanal r�presentatives, successors in interest and assi�ns, as part oF
the consideration herein, agrees as a covenant running with ihe land that no persan sha11 be
excluded from participation in or denied th� benefits of Lessee's use af the Premises an the basxs of
race, color, national origin, r�ligian, handicap, sex, sexual ori�ntation or familial status, Lessee
further agrees for iiself, its personal representatives, successors in interest and assigns that no
person shall be excluded from the provision of any services on or in the conshuction of any
improvements or alteratians to the Prernises on grounds of race, colar, national origin, religion,
handicap, sex, s�xual arientation or familial status. Lessee agrees ta fizrnish iis accornmodations
and to price its goods and services on a Fair and equal basis to a1I per�ons. In adclition, Lessee
covenants and agrees that xt will at all ixmes comply with any requirernents imposed by or pursnant
io Titl� �L9 af the Code o£ Fede�al Regulations, Part 21, Non�Discrimination in Federally Assisted
Programs af the Deparlment o£ Transpo�ta�ion and wifih any amendments to �s regulation which
may hereafter bs enacted. If any claim arises from an alleged violation of th:is nan-diserimxnation
covenant by Lessse, its persanal represen�atives, successo:rs in interest or assigns, Lessee agrees to
indemnify Lessar and bold Lesso�r hannless.
23. L�CENSES AND PERI�'IITS.
Lessee shall, at its sole expense, obtain and keep in effect all licenses and pemuts necessary
far the operation of its operatians at the Airport.
�4. GQVERI�IVIENTAL POWERS.
It is understood and agreed that by execution of t�iis Lease, Lessar does not waive or
surrea�der any of its goverr�mental powers.
Hangar 11 S Ground Lease Agreement with 17
Sterling-Fort Worth ! C, L.P.
�� � � .
��. NO WAIVER
The failure of either party to insist upon the performance of any term or provision of this
Lease or to exercise any right granted herein sha11 not constitut� a waiver of that pariy's right to
insist upon appropriate performance ar to assert any such right on any future occasion.
26. VE1�UE AND JURTSDICTION.
If an�r action, whe�her :real or assezted., at law ox in equity, arises an the basis of any
provision af this Lease ar of Lessee's operatians on the Premises and/or the Airport, venue for such
actian� shail lie in state courts located in Tar�~ant County, Texas or the Uniied States District Court
fax the Northern District of Texas, Fort Worth Division. This Lease shall be constn�ed in
accordance with the laws of the State of Texas.
27. SEVERABILITY.
If any provision of this Lease shall be held to be invalid, illegal or �nen%rceable, the
validity, legalify and enforceability of the remaining provisions sha11 not in any way be af#'ected or
irnpaired.
28. FQRCE 11�AJEURE.
Lessor and Lessee shall exercise every reasona�le effart to meet their respective abligations
as set forth in this Lease, but shall not be held liable for any delay in or �mission of performance
due ia force majeure or other causes beyond their reasonable control, including, but not limited to,
compliar�ce with any government law, ordinance or regulation, acts of God, acts of omission, ftres,
strikes, lockouts, national disasters, wars, riots, material or labor restrictions, transportation
problems andlar any other cause beyond tl�e rea5onable con#rol of Lessor ar Lessee.
�9. HEADII�TGS NOT CONTROLLII�TG.
Headings and iitles used in this Leas� ar� for reference purposes only and shall not be
deemed a part of this Lease.
,�]�-��Y�i��lalTs� ����►��� Ml
This written instrument, including an�r docurnents atiached heret� ar incorporated herein by
reference, contains the entire understanding and agreement b�tw�en Lessar arid Lessee, its assigzas
Hangar 113 Ground Lease Agreement with 1$
Skerling-Fort Worth .T C, L.P,
and successors in interest, as to the matter5 con�ained here:�n. Any prior or contemporaneous oral ar
written agreement is hereby declared nulJ. anc3. void to the e�ent in conflict wiith axiy provisions of
t�is L�ase. The te�rns and canditions of t�rs Lease shall not be amended unless agreed to in writing
by bot� parties and approved by the City Cauncil of Lessor.
� Il� WIT SS WHEREOF, the parti�s he:reta have ex�cuted this Lease in rnultiples, this
rti
�� day of ;�,�u , 2003. -
�
CITY QF FORT VVORTH:
STERLING�F�RT WORTH J C, L.P.:
By: Sterling IT, Inc.,
its sole er�Partner:� �
�
J �By: . , C '� �
R.F. Bearden
President
ATTEST:
�
�y: � '
�Gloria Pearson
City Secretary
APPROVED AS TO FORIVI AND LEGALITY;
�
By: r�. . L .�_ � �
Peter Vaky , ���
Assistant Ci.ty Attorney
M & C: C-1907Q 04-3Q-02
Hangar l 1 S Ground Lease Agree�nent vvith
Sterliag-Fort Worth J C, L.P.
, �—. -
19
ATTEST:
B � C—.`� ,
Y ieo�` t
c
� __.. - �
, , �
STATE OF TEXAS §
CC7UNT�' OF �--� �s r e i 5 §
BEF�RE ME, the undersxgned authority, a No�ary Public in and for the State of'I`exas, on
this day p�rsonally appeaxed RF. �earden, President of Sterling REIT, Inc., the so�c General
Pa�lner of SterIing�Fort Worth J C, L.P., known #o me ta b� the person_whose name is subscribed
to t%e foregoing instrament, and acl�nowledged ta me that the same was the act of the Sterling�Fart
W�rth J C, L.P. and that he executed the same as the act flf the Sterlin�-Fort Worth J C, L.P. for
the purposes and consideration th�rein expressed and in the capacity there�. stated.
GIV�N UIVDER MY I�AND AND SEAL OF QFFICE this "3p.(� day of ��o.,�„ o,,,�
2003.
�y C� . �..�
Nvtary �li� in and far #he
STATE OF TEXAS
COUl`ITY OF TARRANT
G.:' _••' � "'��.� "=
�Q• � �p`�:
- �' ��`'j�
V• �O ij ����:�
U� .� �� .,.•'�U
.� �y �' ,,,.
��1�1�11l1\1�
BEFORE ME, the und�rsigned aufhority, a Notary Public in az�d for the State Qf Texas, on
�his da.y p�;rsonally appeaxed I'Viarc 4tt,l�nown to me to be the person whose na�me is sub�cribed to
the foregoing insirument, and acknowledged to me that the same was the acf of the Ciiy of Fort
Wor�h and that he executed the same as the act of the City of Fort Worth for the purposes and
considerafion therein e�ressed and in the capacity therein stated.
GNEN UNDER MY HAND AND SEAL OF OFFICE this � c�ay of ,
2003.
� ..._ ,_�
,_.,��. � .. ...—�. �� �.�— • . ^��
.q�0Yn6� n+��l�'��� ..
� a�°� :• `✓� N018fy AtIhIfC, Stet� � T�x98
a. :
' Camml&sbn Fasplres
'� �'�`foFiE�' � J�lly 2�, �003 ;
�+fuio. J
- ' �.-� :� - �
�•
��
� - �. .
! otary Publ�c m and fo:r the State of Texas
I�angar L 1 S Ground Lease Agreement wiih
Sterling-Fort Wnrdi ] C, L.P.
: � � . .
I , ' ' ' • ,� � .
', � �` ;.
' � . EXHYBIT A�
��vxs�n �zEr.n r�or�s
FQ�t
STACr'S JET, TNC.
LEAS� AT
SOUTH T--HANGAR AREA
MEACHAM FIELD
FDR�' W�R'tH MUNxC�PAL AIRpORT
. A tract of land out of the .7smes Flallace Survey� also being ouC of a�ract
cOn�ueyed ta the Ci�y of ForC Worth �by deed recorded in Valume 1,1].2, �'age 574,
beed Records, Tazrarit CounCy,� Texas� and a.�so he�ng a portion o� Foz� �Ioxth
Municipal Airport, rieacham Trield, mare particularJ.y descr�.bed using the Texas
Caordina�e Syatem� Nqr�h Central Zone� coordi.nates and bearings as fa].Iowe:
COMMEI�C� at g point in the north line oF 3$th Street and Che wesC line of
Narth M�in Street, said �oine being ar� easterly �aaukl�ea�C c�riier af Meaeham
�'ield, TH�t�CE: �lorth 941.35 feet and �est �.�09�,14 feet to the piace of
beginning, the coordinatea of said beginriing point are: X� 2,044,590.97�
Y � 4�7, 88�.3].; .
�� TH�NC�t North 88 degreee 28 minutea 21 se�onds west bd.0 fe�t to g point
-for �'he southweat corner o£ herein deacribed Leaae;
THENCE: North 3 degreea U1 mi�nutee 4b eeconds east 60.0 �'eet Co a poirst for
th� �oxthwest corner of ea�d Lease;
• , .
THENCEt South $$ degree� 28 m�.nutee 21 eeconds easC 6Q:0 feet �o a point
for the norChe�st corner of said Leaae;
TFiEHC�: 'South 3 degrees 0�. tainute� 46 aeeonds wesC bO.C} feet to Che place
a.f begfnning and conCaining 3,6p0.0 square feek of lsnd mox� or leas. .
b '
.
PUB�.IC WORKS DEPARTMEN'�'
.IOHN L, J01�E5, P.E., CHIEF ENGIN�ER
EPD : t� 2—b--8�. �
� s ,
° �.; • '
- � E��IISIT A
� � FIL�Lfl N�TES
� FOR
, � �EAS� SI7� i7p5
S7ACI'S J�T, lNC.
PARC�L 8
M�RCHAM FIE�D
�4RT WORTH MtJHTCTPAL AIRPORT
A tract of 7ar�d out of the James �laliace Suruey, a]so �eing out o� a�ract
conueyed ta the Ci fy of Fort �forth, by deed recorded in VoT unte .� 112, Fage
�74, Uee� Records, 7arrant County, '�exas � ar�d a]so being a partion of For�
Worth Niun�cipal Airpart, N�eac��m F�eld, more particu]ar�y described �sing
�he Texas Co�rdinate SyStem, Nor�f� Cen'tral Zan�, coordinates and bearings
as follows:
COMiNi�NGE at a point in the north line af 38th Street and the west l�n� of
Nortl� Ma�rr Street, said po��t b�ing an easterly southeast corner of Meact�ar�
Field, 7H£I�CE: Nori� 1,401.27 feet and wes� 1,094.97 feet to the pa�n� af
beginr�ing said poir�t beir�g the sautheast corner. of �erein described l.ease
Si�� 11--S,.Parcel S, ti�e coardinates of said beginning poi�i are X= 2,0�4,
594.14, Y = �17,949.22, .
�H��tC�: .North S8 degrees 28 minutes 2'f seconds west along the north �ine
of existing �.ease 5�te 71-5, 6D.0 feet�to its narthw�s� corner and �he
sauthwest corner of here7n described Parcel B;
7HEiVCE: Narth 3 degrees O1 minutes 4& seconds east �].0 fee� to the north--
west carner of herain�described Parcel B; .
T�#ENCE: Sa�th 88 de�grees 28 minutes 21 seconds east b0.0 feet to the north-
eas� GOt"t1e1^ Df �lere7tl descri��d �arce� 8;
THEhlC�: 5outh 3 degr�ees �al minuies 46 s�conds west 1�.0 feet to ihe p3ace
af beg�nning and can�ai�ing bb0.� sauare fee� of lar�d more or less. .
T�ANSPORTATIO� AND PUSLIC WORKS QE�ARTMEI�7
GARY L. SA�tT�RRE, P.E., DIRE�70R
G. DALLAS WIi.l.IAMS, P.E., ASS"T. QTR�CTORJE�iG.
EPp. im i 1--10-82
E�HIB�T .A�
' FIELp. �lOTES �
. . FOR . -
� L�AS� �i�TE lI-5 . .
- ��Acr � § ��r; �Ne. .
� = �ARC�L• � C
. w./� � -4 _ 7
� � t�EAcHRM �i��.� � '
FORT WQ�TN MUNICI�A�. AIRPORT •
A parc�l a� land out af the James l�allac� Survey, aiso h�ing out o�F a�rac�
canveyed ta the City o� Fort i�orth, by deed� recorded in Volume �112, Page
574, Deed Records, 7arrant County, Texas, and also being a portion a� �'ort
Warth M�nieipal Rirport, Meaeham Fie�d, more particularly described us�ng
tF�e Texas Coordinate Sys�em, Nor�h Central Zone; coardina�es and bearings
as fo'11ows:
COMMENC� a� a po�nt in the north 7ir�e of 38t� Street and the west 1in� of
North Mfain Street, said point being an easterly south�ast corner of Meacham
Fi �] d, TN�NCE: t�orth 95�1.94 fee� and rrest Z, i 57. 65 feet ta the pai �tt of
beginn�ng, sai� paint beting in tfre wester�y line of existing Lease S��e ��-S,
north 3 d��rees O1 minuies 4b seconds �ast 9.0 feet from �he sa�t��rest cor-
ner �o� Lease Site 7]-S,. said �aint 6eing the sout�east corn+er a-F her-ein de�
scrihe� Aarcel C, the coordit�ates of said beg�nning pain� are X= 2,p44,
531.47, Y = 417,$99.90;
7H�NCE: �lor�h $5 degrees 58 minu�es 14 seconds west 20.Q �eet for the soutt��
west corn�r ot herein a�escribed Par�el G; �
�'H�NG�: �for�n 4 degrees D5 minutes 57 seconds west 40.3i fee� to ti�e narth�
w�s� corner of her�in described Parcel C;
�
Tft�NC�: Sout� 86 degrees 58�min�tes 74 seconds east 25.Q feet ta a point in
�he westerly Iine af existing Lease Site 11�S; '
TNEiVCE: Sauth 3 degrees 0� minuies 4b seconds west along the west�rly li�e
of sa�d Lease Site i1-S, 4fl,0 fee� to the p]ace 4f beginnir�g and containing
900.0 sq�,are feet of land mare or less. .
iRANSR4�t7AiI0hI AND PllBLIC WORKS nEPAR7M�NT
GARY l.. SANTERRE, P.E., pIRECTOR
G, DALLAS WTLl.IAMS, P.E., ASS'7. DIREG70R/ENG,
��Pp:im 21-10-82
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i'LAT OF
LEASE S iTE ( � - S, �iAC�'S J �Y, ! �C.
PAR�EL °'B�' Ai�D P,4RCEL. °�C ;
11�EACHA�I F1Ei.�.
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SURYEYEp NOV.9�[98
e �6 a....w �
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��TY � �o�r �o�rx ,
$ w�rx � or�,u�r�xr , :
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S4r�l 6„� H�D RK q h• I I�R
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�`ity of �'o�i T��'orth, �'eacas
1����� �r�ci ���r���� �a�r�a.�r�i���ion
QATE REFERENC� NUMBER LOG NAME PAGE
4(301�2 *'���'� 90�0 55TERMS I 1 of 1
suai�cr TERMI�JATI�N OF CITY ECRETARY CONTRACT NOS. 24'I83, 24� S�, 24184,
249 81, 24716, AND 24131 AND P�Ll. ASS�CIATED AMENDMENTS, AND APPR�VAL
OF LEASE AGREEMEN7S WITH STERLfIJG-FORT WORTH JC, L.P. FOR LEASE
SITES 11 N, � 2, 14N, 17N, 19N, 20N, AND 22N, AND T-HANGAR 1� S AT F�RT
W�JRTH MEACHAM INTERNATIONAL AIRPORT
� RECOMMENDATION:
It is r�comm�nded tl�at the Cify Cauncil:
� 9. Authorize the City Manager to Terminate City Secretary Cantract Nos. 24183, 2418�x 24184, ,
2418�, 247'i6, ar�d 24131 and all assaciated amendments wit� Sterling-For� Worth JC, I�.P. at Fort
, Worth Meacham Internationai Airport; and
2. Approve Lease Agreem�nts witf� Sterling-Fort Worth JC, L.P. for L�ase Sites 1'1N, 92 and �4N,
17N, 19N, 2QN and 22N, and T-Har�gar � 1 S at For� Wor�F� Meacham International Airport.
DiSCUSSION:
Sterling-Fart Wor�h JC, L.P. is in th� pracess of refinartcing their holdings at Fort Worth �Meacham
International Airport. The financing institution requires 30 year t�rms on each of the properties.
Sterling-Fort Wor�h JC, L.P. asks that each of their leases be cancefled and r�-wr�tten w�ith expiration
dates ofi 2032. Currently, the majority of the leases expire in 2Q19, with one lease F�aving an expiration
date of 2a29. A!i ath�r terms and conditians of the leases will remain in effect, The ground rates
sfipulated in the originaf leases will remain in effect until the original expiration dates and then will
increase ta hangar rates where ap�ropriate.
At the appropriate time, requests for the Ci��'s consent to Deed of Trust liens on all Ieaseholds will be
� brought forward for City Cc�uncil approvaf.
F�SCAL IN�ORMA,TION/CERTIFICATION:
The Finan�e Director certifes that the Revenue Division of the �'inance Depa�tment will be respansible
for the collection and +deposit af t�nds due to the City under this agreement.
�7.
Submii#ed for City Manage�'s
�ffi¢e by:
Bridgette GarretdActing
Originating Department Head:
Lisa A. Py�es
Additionnl Infarrriat'son Cantact:
6140
FUND � aceau�v�r +
(to}
CENTER
I AMOUNT CITY SECRETARY
5403
Luis �iguezabal S¢O1
�(fi�om)
�E4D 491052
� P�40 491352
�
i i
0552001
0552001
�
� APPRQV�D Q4l30l02