HomeMy WebLinkAboutContract 50902-R1CSC No. 50902-R1
FORT WORTH SPINKS AIRPORT
GROUND LEASE AGREEMENT
LEASE SITE 31N-A
This GROUND LEASE AGREEMENT ("Lease") is made and entered into by and
between the CITY OF FORT WORTH ("Lessor"), a home tole municipal corporation organized
under the laws of the State of Texas, acting by and through Valerie Washington, its duly
authorized Assistant City Manager, and DANIEL GRI = +ITH ("Lessee"), an individual.
RECITALS
The following introductory provisions are true and correct and form the basis of this Lease:
WHEREAS, on June 13, 2018, the Parties entered into a Ground Lease Agreement
including mandatory improvements, designated as City Secretary Contract ("CSC") No. 50902, as
amended by Amendment No. 1 dated August 2, 2019, designated as CSC No. 50902 A-1
(collectively, the "Previous Lease") consisting of approximately 78,229 square feet of improved
ground, and a 12,000 square foot hangar known as Lease Site 3IN and any improvements and
facilities thereon ("Leased Premises") at Fort Worth Spinks Airport ("Airport");
WHEREAS, the Lessee has requested and the Lessor has agreed, to (i) terminate the
Previous Lease, and (ii) execute a new ground lease agreement for Lease Site 31N-A.
NOW, THEREFORE, in consideration of the mutual covenant, promises and obligations
contained herein, the parties agree as follows:
AGREEMENT
1. PROPERTY LEASED.
1.1 Lease Premises
Lessor hereby demises to Lessee 65,907 square feet of ground space ("Ground
Space"), including a 12,000 square foot hangar ("Hangar") at Foil Worth Spinks
Airport ("Airport") in Fort Worth, Tarrant County, Texas, identified as Lease Site
Lease Site 31N-A, ("Premises"), as shown in Exhibit "A", attached hereto and
made a part of this Lease for all purposes.
DANIEL GRIFFITH OFFICIAL RECORD
Ground Lease Agreemeni CITY SECRETARY
LEASE SITE 3IN A
FT. WORTH, TX
Fort Worth 5praks ,Airport
Nige I of27
1.2 Termination of Previous Lease
The Parties hereby agree that (i) execution of this Lease simultaneously terminates
the Previous Lease, (ii) each party releases the other from further duties and
obligations owed one to the other thereunder (specifically including Section 13.4 of
the Previous Lease), save and except any and all environmental obligations under
aforementioned Lease, and (iii) each party acknowledges that the other has fully
performed all of its respective duties under the Previous Lease. In addition, Lessee
acknowledges that title to all improvements now or hereafter constructed on Lease
Site 3IN-A is held or will be held exclusively by Lessor, subject to the possessory
rights of Lessee as set forth herein.
2. TERM OF LEASE.
2.1. Initial Term.
The initial terns of the Lease ("Initial Term"} shall commence at 12:00 a.m. on the
date of execution of this Lease ("Effective Date") and expire at I 1:59 P.M. on
June 12, 2048, unless tertninated earlier as provided herein.
2.2. Holdover.
If Lessee holds over after the expiration of the Initial Term or any Renewal Term,
this action will create a month -to -month tenancy. In this event, for and during the
holdover period, Lessee agrees to pay all applicable rentals, fees and charges at the
rates provided by Lessor's Schedule of Rates and Charges or similarly published
schedule in effect at the time of the Holdover. The hangar rate will be adjusted to
equal the then Fair Market Value, as determined by Lessor's market analysis. In no
case shall the hangar rate be less than the value assessed upon completion of a
property appraisal completed by a third -party vendor that has been approved and
secured by Lessor. A ten percent (10%) increase will be added to the Fair Market
Value rate until a new lease agreement is approved and executed. The holdover
period will not exceed six (6) months from the time the current lease agreement
expires. Upon the expiration of the holdover period, the City may exercise all legal
rights and remedies available, including but not limited to eviction.
3. RENT.
3.1. Rates and Adjustments
The rental rates under this Lease are based on Lessor's current published Schedule
of Rates and Charges. Rental rates are subject to increase beginning October 1,
2025, and on October I" of any subsequent year during the Initial Terin, to reflect
DANIEL GRIFFITII
Ground Lease Agreement
LEASE SITE 31N-A
Font `Votlh Spinks Airport
Page 2 of 27
any upward change in the Consumer Price Index for the Dallas/Fort Worth
Metropolitan Area, as announced by the United States Department of Labor or
successor agency (i) for the first increase, since the Effective Date of this Lease and
(ii) for each subsequent increase, since the effective date of the last increase;
provided, however, that Lessee's rental rates shall not exceed the then -current rates
prescribed by Lessor's published Schedule of Rates and Charges for the type or
types of property similar to the type or types of property that comprise the Premises.
3.1.1 Ground Rate
Lessee shall commence the payment of rent for the Ground Space on the
Effective Date. Lessee hereby promises and agrees to pay Lessor, as annual
rent for the Ground Space, Twenty Thousand Four Hundred Thirty -One
Dollars and 17/100 ($20,431.17), at a rate of Thirty -One cents ($0.31) per
square foot, payable in equal monthly installments of One Thousand Seven
Hundred Two Dollars and 38/100 ($1,702.60).
3.2. Five -Year Ad'lustnients
In addition to the Annual Rent Adjustments, on October 1, 2029, and every fifth
(Y) year thereafter for the remainder of the Initial Term (i.e. on October 1st of
2034, 2039, 2044 and 2049), rent shall automatically be adjusted to equal the then -
current rates prescribcd by the Schedule of Rates and Charges for the type or types
of property at the Airport similar to the type or types of property that comprise the
Premises.
3.4 Pavment Dates and Late Fees.
Monthly rent payments are due on or before the first (1st) day of each month.
Payments must be received during normal business hours by the due date at the
location for Lessor's Aviation Department set forth in Section 15. Rent shall be
considered past due if Lessor has not received full payment by close of business the
tenth (IOth) day of the month for which payment is due. Without limiting Lessor's
termination rights as provided by this Lease, Lessor will assess a late penalty charge
of ten percent (10%) per month on the entire balance of any overdue rent that Lessee
may accrue.
4. CONSTRUCTION AND IMPROVEMENTS.
4.1 Mandatory Improvements
As additional security for this Lease, Lessee covenants and agrees that it shall
construct the improvements on the Premises owned by the City of Fort Worth.
DANIEL GRIFFITH
Ground Lease Agreement
LEASE SITE 3I N-A
FortR'orlb Spkaks Airport
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Lessee may not initiate any improvement on or to the Premises unless it first
submits all plans, specifications and estimates for the costs of same to Lessor in
writing, and also requests and receives in writing approval from Lessor's Director of
Airport Systems or authorized representative ("Director"). The improvements
shall be referred to as "Mandatory Improvements", as referenced in Exhibit "B".
4.2 Discretionary Improvements.
Lessee may, at its sole discretion, perform modifications, renovations,
improvements or other construction work on any tract of the Premises. Lessee may
not initiate any Discretionary Improvernent on or to the Premises unless it first
submits all plans, specifications and estimates for the costs of same to Lessor in
writing, and also requests and receives in writing approval from Lessor's Director of
Airport Systems or authorized representative ("Director"). Lessee covenants and
agrees that it shall fully comply with all provisions of this Section 4 in the
construction of any such Discretionary Improvements. Lessor shall promptly review
and consider approval of such plans, specifications and estimates. Upon completion
of any such Discretionary Improvements or the termination of this Lease, Lessor
shall take fiill title to any Discretionary Improvements on the Premises.
4.3 Process for Annrovat of Plans.
Lessee's plans for construction of the Discretionary Improvements shall conform to
Spinks' architectural standards and must also be approved in writing by Lessor's
Planning and Development Department, All plans, specifications and work shall
conform to all federal, state and local laws, ordinances, rules and regulations in
force at the time that the plans are presented for review. Lessor covenants and
agrees that Lessor shall handle any and all such plans for construction and
improvement in a manner consistent with the provisions of Section 4.2 above.
4.4 Documents.
Lessee shall supply the Director with comprehensive sets of documentation relative
to any Discretionary Improvement, including, at a minimurn, a copy of the
Certificate of Occupancy, a complete set of Record Drawings and/or As -Built
Drawings in Adobe PDF and AutoCAD formats, and a Summary of the total
cost/value of the Discretionary Improvements.
4.5 Bonds Required of Lessee.
Prior to the commencement of any Improvement, Lessee shall deliver to Lessor a
bond, executed by a corporate surety in accordance with Texas Government Code,
Chapter 2253, as amended, in the full amount of each construction contract or
BANIFL GRIMTrr
Groaned Lease Agree+nent
LEASE SITE 31 \-A
Fort Worth Spinru Arrm>art
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project. The bonds shall guarantee (i) satisfactory compliance by Lessee with all
applicable requirements, terms and conditions of this Lease, including, but not
limited to, the satisfactory completion of the respective Improvements, and (ii) full
payments to all persons, firms, corporations or other entities with whom Lessee has
a direct relationship for the construction of such improvements.
In lieu of the required bond, Lessee may provide Lessor with a cash deposit or an
assignment of a certificate of deposit in an amount equal to 125% of the full amount
of each construction contract or project. If Lessee makes a cash deposit, Lessee
shall not be entitled to any interest carried thereon. Certificates of deposit shall be
from a financial institution in the Dallas -Fort Worth Metropolitan Area which is
insured by the Federal Deposit Insurance Corporation and acceptable to Lessor. The
interest earned on the certificate of deposit shall be the property of Lessee and
Lessor shall have no rights in such interest. If Lessee fails to complete the
respective Improvements, or if claims are filed by third parties on grounds relating
to such Improvements, Lessor shall be entitled to draw down the full amount of
Lessee's cash deposit or certificate of deposit and apply the proceeds to complete
the Improvements or satisfy the claims, provided that any balance shall be remitted
to Lessee.
4.6 Bonds Reciuired of Lessee's Contractors.
Prior to the commencement of any Discretionary Improvement, each of Lessee's
contractors shall execute and deliver to Lessee surety performance and payment
bonds in accordance with the Texas Government Code, Chapter 2253, as amended,
to cover the costs of all work performed under such contractor's contract with
Lessee. Lessee shall provide Lessor with copies of such bonds prior to the
commencement of such Discretionary improvement. The bonds shall guarantee (i)
the faithfirl performance and completion of all construction work in accordance with
the final plans and specifications as approved by Lessor, and (ii) firll payment for all
wages for labor and services and of all bills for materials, supplies and equipment
used in the performance of the construction contract. Such bonds shall name both
Lessor and Lessee as dual obligecs. If Lessee serves as its own contractor, Section
4.5 shall apply.
4.7 Releases by Lessor Unon Comriletion of Construction Work.
Lessor will allow Lessee a dollar -for -dollar reimbursement from its cash deposit
account or reduction of its claim upon Lessor's certificate of deposit to the extent of
construction costs paid through that date upon (i) where Lessee serves as its own
contractor, verification that Lessee has completed construction work, or (ii) where
Lessee uses a contractor, receipt of the contractor's invoice and verification that the
contractor has completed its work and released Lessee to the extent of Lessee's
DANIEL GRIFFITH
Ground Lease Agreement
LTASC SITE M N-A
Fort Worth Sgin]cs Airport
Page 5 Or'27
payment for such work, including bills paid affidavits and final waivers of liens.
Any unused amounts in the cash deposit account will be refunded to Lessee upon
final completion of the construction work.
5. USE OF PREMISES.
Lessee hereby agrees to use the Premises solely for aviation -related purposes only and
strictly in accordance with the terms and conditions of this Lease. Lessee shall have the
right to sublease portions of the Premises to various third parties ("Sublessees") for
aviation -related purposes only under terms and conditions acceptable to and determined by
Lessee, provided that all such arrangements shall be in writing and approved in advance by
Lessor. All written agreements executed by Lessee to Sublessees for any portion of the
Premises shall contain terms and conditions that (i) do not conflict with Lessee's duties and
obligations under this Lease; (ii) incorporate the terms and provisions of this Lease; (iii)
restrict the use of the Premises to aircraft storage or other aviation or aviation -related
purposes acceptable to Lessor; and (iv) treat users of the same or substantially similar
facilities in a fair and nondiscriminatory manner. Lessee shall use a standard lease form
for all Sublessees and shall submit a copy of such standard lease form to the Director prior
to Lessee's execution of its first lease and frorn time to time thereafter following any
material changes to such lease form. Lessee may make non -material modifications to its
standard lease to the extent that such are not contrary to Lessor's Sponsor's Assurances
without the prior written consent of Lessor.
6. REPORTS, AUDITS AND RECORDKEEPING.
Within thirty (30) days following the end of each calendar year, Lessee shall provide Lessor
with a written annual report, in a form acceptable to the Director that reflects Lessee's rental
rates for the immediately preceding calendar year. Lessor may request, and Lessee shall
promptly provide, similar reports on a more frequent basis that reflect Lessee's rental rates
on the Premises for the period requested by Lessor. These reports shall be delivered to
Lessor's Department of Aviation at the address provided in Section 15. In addition, Lessee
shall keep and maintain books and records pertaining to Lessee's operations at the .Airport
and other obligations hereunder in a manner satisfactory to Lessor's Internal Auditor and at
a location within the City of Fort Worth, Upon Lessor's request and following reasonable
advance notice, Lessee will make such books and records available for review by Lessor
during Lessee's normal business hours. Lessor, at Lessor's sole cost and expense, shall have
the right to audit such books and records in order to ensure compliance with the terms of
this Lease and the Sponsoes Assurances made by Lessor to the federal Aviation
Administration.
DANIEL GRIFFITH
Ground Cease Agreemew
LPASP SITP 31N-A
Fort Worth Sploks Airport
Page 6 of 27
7. UTELITIES.
Lessee, at Lessee's sole cost and expense, shall be responsible for the installation and use of
all utility set -vices to all portions of the Premises and for all other related utility expenses,
including, but not limited to, deposits and expenses required for the installation of teeters.
Lessee further covenants and agrees to pay all costs and expenses for any extension,
maintenance or repair of any and all utilities serving the Premises. In addition, Lessee
agrees that all utilities, air conditioning and heating equipment and other electrically -
operated equipment which may be used on the Premises shall fully comply with Lessor's
Mechanical, Electrical, Plumbing, Building and Dire Codes ("Codes"), as they exist or may
hereafter be amended.
8. MAINTENANCE AND REPAIRS.
8.1. Maintenance and Repairs by Lessee.
Lessee agrees to keep and maintain the Premises in a good, clean and sanitary
condition at all times, reasonable wear and tear excepted. Lessee covenants and
agrees that it will not make or suffer any waste of the Premises. Lessee, at Lessee's
sole cost and expense, will make all repairs or replacements necessary to prevent the
deterioration in condition or value of the Premises, including, but not limited to, the
maintenance of and repairs to all hangars and other structures, doors, windows and
roofs, and all fixtures, equipment, hangar modifications and surrounding pavement,
grass and weed management on the Premises and adjacent easement. Lessee shall
be responsible for all damages caused by Lessee, its agents, servants, employees,
contractors, subcontractors, licensees or invitees, and Lessee agrees to fully repair or
otherwise cure al such damages at Lessee's sole cost and expense.
Lessee agrees that all improvements, trade fixtures, furnishings, equipment and
other personal property of every kind or description which may at any time be on the
Premises shall be at Lessee's sole risk or at the sole risk of those claiming under
Lessee. Lessor shall not be liable for any damage to such property or loss suffered
by Lessee's business or business operations which may be caused by the bursting,
overflowing or leaking of sewer or stearn pipes, from water from any source
whatsoever, or from any heating fixtures, plumbing fixtures, electric wires, noise,
gas or odors, or frorn causes of any other matter.
8.2. Complianee with ADA.
Lessee, at its sole cost and expense, agrees to keep and maintain the Prerniscs in full
compliance at all times with the Americans with Disabilities Act of 1990, as
amended ("ADA"). fn addition, Lessee agrees that all improvements it makes at
the Airport shall comply with all ADA requirements.
DANIEL GIUFFITII
Ground ruse Agreement
LEASE SITE 31N-A
Fort Worth Spinks Airport
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8.3. Inspections.
8.3.1. Lessor shall have the right and privilege, through its officers, agents,
servants or employees, to inspect the Premises. Except in the event of an
emergency, Lessor shall conduct such inspections during Lessee's ordinary
business hours and shall use its best efforts to provide Lessee at least two (2)
hours' notice prior to any inspection.
8.3.2. If Lessor determines during an inspection of the Premises that Lessee is
responsible under this Lease for any maintenance or repairs, Lessor shall
notify Lessee in writing. Lessee agrees to begin such maintenance or repair
work diligently within thirty (30) calendar days following receipt of such
notice and to then complete such maintenance or repair work within a
reasonable time, considering the nature of the work to be done. If Lessee
fails to begin the recornrnended maintenance or repairs within such time or
fails to complete the maintenance or repairs within a reasonable time, Lessor
may, in its discretion, perform such maintenance or repairs on behalf of
Lessee. In this event, Lessee will reimburse Lessor for the cost of the
maintenance or repairs, and such reimbursement will be due on the date of
Lessee's next monthly rent payment following completion of the
maintenance or repairs.
8.3.3. During any inspection, Lessor may perform any obligations that Lessor is
authorized or required to perform under the terms of this Lease or pursuant
to its governmental duties under federal, state or local laws, rules or
regulations.
8.3.4. Lessee will permit the City's Fire Marshal or his or her authorized agents to
inspect the Premises and Lessee will comply with all requirements of the
Fire Marshal or his or her authorized agents that are necessary to bring the
Premises into compliance with the City of Fort Worth Fire Code and
Building Code provisions regarding fire safety, as such provisions exist or
may hereafter be amended. Lessee shall maintain in proper condition
accessible fire extinguishers of a number and type approved by the Fire
Marshal or his or her authorized agents for the particular hazard involved.
8.4. Environmental Reinediation.
To the best of Lessor's knowledge, the Premises comply with all applicable federal,
state and local environmental regulations or standards. Lessee agrees that it has
inspected the Premises and is fully advised of its own rights without reliance upon
any representation made by Lessor concerning the environmental condition of the
Premises. LESSEE, AT ITS SOLE COST AND EXPENSE, AGREES THAT IT
DANIEL GRIT: CITH
Ground Cease Agreement
LEASE SITE 31N-A
Fort Worth Spinks Airport
Page 8 of'27
SHALL BE FULLY RESPONSIBLE FOR THE REMEDIATION OF ANY
VIOLATION OF ANY APPLICABLE FEDERAL, STATE OR LOCAL
ENVIRONMENTAL REGULATION OR STANDARD THAT IS CA USED BY
LESSEE, ITS OFFICERS, AGENTS, SERVANTS, EMPLOYEES,
CONTRACTORS, SUBCONTRACTORS OR INVITEES
9. SIGNS.
Lessee may, at its sole expense and with the prior written approval of the Director, install
and maintain signs on the exterior of the Premises related to Lessee's business operations.
Such signs, however, must be in keeping with the size, color, location and manner of
display of other signs at the Airport. Lessee shall maintain all such signs in a safe, neat,
sightly and physically good condition.
10. RIGHTS AND RESERVATIONS OF LESSOR.
Lessor hereby retains the following rights and reservations:
10.1. Lessor reserves the right to take any action it considers necessary to protect the
aerial approaches of the Airport against obstruction, including, but not limited to,
the right to prevent Lessee from erecting or permitting to be erected ally building or
other structure which, in the opinion of Lessor, would limit the usefulness of the
Airport, constitute a hazard to aircraft or diminish the capability of existing or future
avigational or navigational aids used at the Airport.
10.2 Lessor reserves the right to develop and improve the Airport as it sees fit, regardless
of the desires or view of Lessee, and without interference or hindrance by or on
behalf of Lessee. Accordingly, nothing contained in this Lease shall be construed to
obligate Lessor to relocate Lessee as a result of any such Airport developments or
improvements.
10.3 This Lease shall be subordinate to the provisions of any existing or fixture agreement
between Lessor and the United States Government, which relates to the operation or
maintenance of the Airport and is required as a condition for the expenditure of
federal funds for the development, maintenance or repair of Airport infrastructure.
In the event that any such existing or future agreement directly causes a material
restriction, impairment or interference with Lessee's primary operations on the
Premises ("Limitation") for a period of less than seven (7) calendar days, this
Lease shall continue in full force and effect. If the Limitation lasts more than seven
(7) calendar days, Lessee and Lessor shall negotiate in good faith to resolve or
mitigate the effect of the Limitation. If Lessee and Lessor are in good faith unable
to resolve or mitigate the effect of the Limitation, and the Limitation lasts between
seven (7) and one hundred eighty (180) days, then for such period (i) Lessee may
DANrCL GlU i ITI-r
Ground Lease Agreement
LEASE SITE 3rN-A
Fort Worth Spinks Airport
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suspend the payment of any rent due hereunder, but only if Lessee first provides
adequate proof to Lessor that the Limitation has directly caused Lessee a material
loss in revenue; (ii) subject to ordinary wear and tear, Lessor shall maintain and
preserve the Premises and its improvements in the same condition as they existed on
the date such Limitation commenced; and (iii) the term of this Lease shall be
extended, at Lessee's option, for a period equal to the duration of such Limitation. If
the Limitation lasts more than one hundred eighty (180) days, then (1) Lessor and
Lessee may, but shall not be required to, (a) further adjust the payment of rent and
other fees or charges, (b) renegotiate maintenance responsibilities and (c) extend (lie
term of this Lease, or (ii) Lessee may terminate this Lease upon thirty (30) days'
written notice to Lessor.
10.4 During any war or national emergency, Lessor shall have the right to lease any part
of the Airport, including its landing area, to the United States Government. In. this
event, any provisions of this instrument which are inconsistent with the provisions
of the lease to the Government shall be suspended. Lessor shall not be liable for any
loss or damages alleged by Lessee as a result of this action. However, nothing in
this Lease shall prevent Lessee from pursuing any rights it may have for
reimbursement from the United States Government. If any lease between Lessor
and the United States Government executed pursuant to this Section 10.4 directly
causes a Limitation for a period of less than seven (7) calendar days, this Lease shall
continue in full force and effect. If the Limitation lasts more than seven (7) calendar
days, Lessee and Lessor shall negotiate in good faith to resolve or mitigate the effect
of the Limitation. If Lessee and Lessor are in good faith unable to resolve or
mitigate the effect of the Limitation, and the Limitation lasts between seven (7) and
one hundred eighty (180) days, then for such period (i) Lessee may suspend the
payment of any rent due hereunder, but only if Lessee first provides adequate proof
to Lessor that the Limitation has directly caused Lessee a material loss in revenue;
(ii) subject to ordinary wear and tear, Lessor shall maintain and preserve the
Premises and its improvements in the same condition as they existed on the date
such Limitation commenced; and (iii) the term of this Lease shall be extended, at
Lessee's option, for a period equal to the duration of such Limitation. if the
Limitation lasts more than one hundred eighty (180) days, then (i) Lessor and Lessee
may, but shall not be required to, (a) further adjust the payment of rent and other
fees or charges, (b) renegotiate maintenance responsibilities and (c) extend the term
of this Lease, or (ii) Lessee may terminate this Lease upon thirty (30) days' written
notice to Lessor.
10.5 Lessor covenants and agrees that during the tern of this Lease it will operate and
maintain the Airport and its facilities as a public airport consistent with and pursuant
to the Sponsors Assurances given by Lessor to the United States Government
through the Federal Airport Act; and Lessee agrees that this Lease and Lessee's
rights and privileges hereunder shall be subordinate to the Sponsor's Assurances.
DANIEL GRIFFITH
Ground Lease Agreeinenl
LEASE SITE 31 N-A
Fort Worth Spinks Airport
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t0.6 Lessee's rights hereunder shall be subject to all existing and future utility and
drainage easements and rights -of -way granted by Lessor for the installation,
maintenance, inspection, repair or removal of facilities owned or operated by
electric, gas, water, sewer, communication or other utility companies. Lessee's
rights shall additionally be subject to all rights granted by any ordinance or statute
which allows utility companies to use publicly -owned property for the provision of
utility set -vices.
10.7 Lessor agrees Lessee shall have the right of ingress and egress to and from the
Premises by means of roadways for automobiles and taxiways for aircraft including
access during the construction phase of airport improvements, unless otherwise
agreed to in writing by both parties. Such rights shall be consistent with the rules
and regulations with respect to the occupancy and use of airport premises as adopted
from time to time by the City of Fort Worth and by the Federal Aviation
Administration or any other state, federal or local authority.
11. INSURANCE.
Lessee shall procure and maintain at all tithes, in full force and effect, a policy or policies of
insurance as specified herein, naming the City of Font Worth, its Officers, Employees and
Volunteers as an additional insured and covering all public risks related to the leasing, use,
occupancy, maintenance, existence or location of the Premises. Lessee shall obtain the
required insurance in accordance with Exhibit "C", the "City of Fort Worth Aviation
Insurance Requirements" attached hereto and made part of this Lease for all purposes.
In addition, Lessee shall be responsible for all insurance to construction, improvements,
modifications or renovations to the Premises and for personal property of its own or in its
care, custody or control.
11.1. Adiustmeuts to Required Coverage and Limits.
Insurance requirements, including additional types of coverage and increased limits
on existing coverages, are subject to change at Lessor's option and as necessary to
cover Lessee's and any Sublessees' operations at the Airport. Lessee will
accordingly comply with such new requirements within thirty (30) days following
notice to Lessee.
11.2. Certificates.
As a condition precedent to the effectiveness of this Lease, Lessee shall furnish
Lessor with appropriate certificates of insurance signed by the respective insurance
companies as proof that it has obtained the types and amounts of insurance coverage
required herein. Lessee hereby covenants and agrees that not less than thirty (30)
DANIEL GRIFFITH
Ground Lease Agreement
LEASE SUE 31N-A
Fort worth SpEnks Airport
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days prior to the expiration of any insurance policy required hereunder, it shall
provide Lessor with a new or renewal certificate of insurance. In addition, Lessee
shall, at Lessor's request, provide Lessor with evidence that it has maintained such
coverage in full force and effect.
11.3. Additional Renuirements.
Lessee shall maintain its insurance with underwriters authorized to do business in
the State of Texas and which are satisfactory to Lessor. The policy or policies of
insurance shall be endorsed to cover all of Lessee's operations at the Airport, to
grant additional insured status to the City, its Officers, Employees and Volunteers,
and to provide that no material changes in coverage, including, but not limited to,
cancellation, termination, non -renewal or amendment, shall be made without thirty
(30) days' prior written notice to Lessor. Lessor shall be responsible for notifying
the City of any change to its insurance coverage that amends or alters that coverage
required by this lease.
12. INDEPENDENT CONTRACTOR.
It is expressly understood and agreed that Lessee shall operate as an independent contractor
as to all rights and privileges granted herein, and not as an agent, representative or employee
of Lessor. Lessee shall have the exclusive right to control the details of its operations and.
activities on the Premises and shall be solely responsible for the acts and ornissions of its
officers, agents, servants, employees, contractors, subcontractors, patrons, licensees and
invitces. Lessee acknowledges that the doctrine of iespondeat supel-iol- shall not apply as
between Lessor and Lessee, its officers, agents, employees, contractors and subcontractors.
Lessee further agrees that nothing herein shall be construed as the creation of a partnership
or joint enterprise between Lessor and Lessee.
13. INDEMNIFICATION.
LESSEE HEREBY ASSUMES ALL LIABILITY AND RESPONSIBILITY FOR
PROPERTY LOSS, PROPERTY DAMAGE AND/OR PERSONAL INJURY OF ANY
KIND, INCLUDING DEATH, TO ANY AND ALL PERSONS, OF ANY KIND OR
CHARACTER, WHETHER REAL OR ASSERTED, ARISING OUT OF OR IN
CONNECTION WITH ITS USE OF THE AIRPORT UNDER THIS LEASE OR WITH
THE LEASING, MAINTENANCE, USE, OCCUPANCY, EXISTENCE OR
LOCATION OF THE PREMISES, EXCEPT TO THE EXTENT CAUSED BY THE
GROSS NEGLIGENCE OR INTENTIONAL MISCONDUCT OF LESSOR, ITS
OFFICERS, AGENTS, SERVANTS OR EMPLOYEES.
DURING THE TERM OF THIS LEASE, LESSEE COVENANTS AND AGREES TO,
AND DOES TO THE EXTENT ALLOWED BY LAW, WITHOUT WAIVING ANY
DEFENSES PROVIDED BYLAW, HEREBYINDEMNIFY, HOLD HARMLESS AND
DANIEL GRIFFITH
Ground Lease Agreement
LEASE SITE 31 \-A
Fort Wodh Spinlcs Airport
Page 12 of 27
DEFEND LESSOR, ITS OFFICERS, AGENTS, SERVANTS AND EMPLOYEES,
FROM AND AGAINST ANY AND ALL CLAIMS OR LAWSUITS FOR EITHER
PROPERTY DAMAGE OR LOSS, INCLUDING ALLEGED DAMAGE OR LOSS TO
LESSEE'S BUSINESS AND ANY RESULTING LOST PROFITS, AND/OR
PERSONAL INJURY, INCLUDING DEATH, TO ANYAND ALL PERSONS, OF ANY
KIND OR CHARACTER, WHETHER REAL OR ASSERTED, ARISING OUT OF OR
IN CONNECTION WITH LESSEE'S USE OF THE AIRPORT UNDER THIS LEASE
OR WITH THE USE, LEASING, MAINTENANCE, OCCUPANCY, EXISTENCE OR
LOCATION OF THE PREMISES, EXCEPT TO THE EXTENT CAUSED BY THE
GROSS NEGLIGENCE OR INTENTIONAL MISCONDUCT OF LESSOR, ITS
OFFICERS AGENTS, SERVANTS OR EMPLOYEES.
LESSEE ASSUMES ALL RESPONSIBILITY AND AGREES TO PAY LESSOR FOR
ANY AND ALL INJURIES OR DAMAGES TO LESSOR'S PROPERTY WHICH
ARISE OUT OF OR IN CONNECTION WITHANYAND ALL ACTS OR OMISSIONS
OF LESSEE, ITS OFFICERS, AGENTS, EMPLOYEES, CONTRACTORS,
SUBCONTRACTORS, LICENSEES OR INVITEES, EXCEPT TO THE EXTENT
CAUSED BY THE GROSS NEGLIGENCE OR INTENTIONAL MISCONDUCT OF
LESSOR, ITS OFFICERS, AGENTS, SERVANTS OR EMPLOYEES
LESSOR DOES NOT GUARANTEE POLICE PROTECTION TO LESSEE, ANY
SUBLESSEES OR THEIR PROPERTY. LESSOR IS OBLIGATED ONLY TO
PROVIDE SECURITY ADEQUATE TO MAINTAIN LESSOR'S CERTIFICATION
UNDER FAA REGULATIONS LESSEE SHALL COMPLY WITH ALL
APPLICABLE REGULATIONS OF THE FAA RELATING TO AIRPORT SECURITY.
LESSEE SHALL PAY ALL FINES IMPOSED BY THE FAA ON LESSOR OR
LESSEE RESULTING FROM LESSEE'S OR ANY SUBLESSEES' FAILURE TO
COMPLY WITH SUCH FAA REGULATIONS OR TO PREVENT UNAUTHORIZED
PERSONS OR PARTIES FROM OBTAINING ACCESS TO THE AIR OPERATIONS
AREA OF THE AIRPORT FROM THE PREMISES.
14. TERMINATION.
In addition to termination rights contained elsewhere in this Lease, Lessor shall have the
right to terminate this Lease as follows:
14.1. Failure by Lessee to Pav RenC Fees or Other Chai•i3es.
If Lessee fails to pay any rent, fees or other charges due udder this Lease, Lessor
shall deliver to Lessee a written invoice and notice to pay the invoice within ten (10)
calendar days. If Lessee fails to pay the balance outstanding within such time,
Lessor shall have the right to terminate this Lease immediately.
DANIEL GRIFFITH
Ground Lme Agreemcnt
LEASE sn'E 31N-A
Fort Worth Spinks Airport
Page 13 of 27
14.2. Breach or Default by Lessee.
If Lessee commits any breach or default, other than Lessee's failure to pay rent,
Lessor shall deliver written notice to Lessee specifying the nature of such breach or
default. Lessee shall have thirty (30) calendar days following such written notice to
cure, adjust or correct the problem to the standard existing prior to the breach. If
Lessee fails to cure the breach or default within such time period, Lessor shalt have
the right to terminate this Lease immediately.
14.3. Abandonment or Non -Use of the Premises.
Lessee's abandonment or non use of the Premises for any reason for more than thirty
(30) consecutive calendar days shall constitute grounds for immediate termination
of this Lease by Lessor.
14.4. Lessee's Financial 4blikations to Lessor upon Termination, Breach or Default.
If Lessor terminates this Lease for any non-payment of rent, fees or other charges or
for any other breach or default as provided in Sections 14,1, 14.2 or 14.3 of this
Lease, Lessee shall be liable for and shall pay to Lessor all rent due Lessor for the
remainder of the term then in effect as well as all arrearages of rentals, fees and
charges payable hereunder. In no event shall a reentry onto or reletting of the
Premises by Lessor be construed as an election by Lessor to forfeit any of its rights
under this Lease.
14.5. fights of Lessor Upon Termination or Expiration.
Upon termination or expiration of this Lease, all rights, powers and privileges
granted to Lessee hereunder shall cease and Lessee shall vacate the Premises.
Within twenty (20) days following the effective date of ten-nination or expiration,
Lessee shall remove from the Premises all trade fixtures, tools, machinery,
equipment, materials and supplies placed on the Premises by Lessee pursuant to this
Lease. After such time, Lessor shall have the right to take full possession of the
Premises, by force if necessary, and to remove any and all parties and property
remaining on any part of the Premises. Lessee agrees that it will assert no claim of
any kind against Lessor, its agents, servants, employees or representatives, which
may stem from Lessor's termination of this Lease or any act incident to Lessor's
assertion of its right to terminate or Lessor's exercise of any rights granted
hereunder.
DANIEL GRIFFITH
Ground Lease Agreement
LEASE SITE 31 N-A
Foi-Morth Spinks Airport
Page 14 of27
15. NOTICES.
Notices required pursuant to the provisions of this Lease shall be conclusively determined to
have been delivered when (i) hand -delivered to the other party, its agents, employees,
servants or representatives, or (ii) deposited in the United States Mail, postage prepaid,
addressed as follows:
To LESSOR:
City of Fort Worth
Aviation Department
201 American Concourse, Suite 330
Fort Worth, TX 76106
16. ASSIGNMENT AND SUBLETTING.
16.1. In General.
To LESSEE:
Daniel Griffith
217 Man O War
Burleson, Texas 76028
(817) 219-8471 /
dannyg@whitehawk-%vorldwide.com
Lessee shall have the right to sublease portions of the Premises as provided by and
in accordance with Section 5 of this Lease. Otherwise, Lessee shall not assign, sell,
convey, sublease or transfer the entirety of its rights, privileges, duties or interests
granted by this Lease without the advance written consent of Lessor.
16.2. Conditions of Approved Assiumnents and Subleases.
If Lessor consents to any assignment or sublease, all terms, covenants and
agreements set forth in this Lease shall apply to the assignee or sublessee, and such
assignee or sublessee shall be bound by the terms and conditions of this Lease the
same as if it had originally executed this Lease. The failure or refusal. of Lessor to
approve a requested assignment or sublease shall not relieve Lessee of its
obligations hereunder, including payment of rentals, fees and charges.
17. LIENS BY LESSEE.
Lessee acknowledges that it has no authority to engage in any act or to make any contract
which may create or be the foundation for any lien upon the property or interest in the
property of Lessor. If any such purported lien is created or filed, Lessee, at its sole cost and
expense, shall liquidate and discharge the same within thirty (30) days of such creation or
filing. Lessee's failure to discharge any such purported lien shall constitute a breach of this
Lease and Lessor may terminate this Lease upon thirty (30) days' written notice. However,
Lessee's financial obligation to Lessor to liquidate and discharge such lien shall continue in
effect following termination of this Lease and until such a time as the lien is discharged.
DANIEL GRIFFITH
Ground Lease Agreement
LEASE SITE 31N-A
Fort Worth Spinks Airport
Page 15 or27
18. TAXES AND ASSESSMENTS.
Lessee agrees to pay any and all federal, state or local taxes or assessments which may
lawfully be levied against Lessee due to Lessee's use or occupancy of the Premises or any
improvements or property placed on the Premises by Lessee as a result of its occupancy.
19. COMPLIANCE WITH LAWS, ORDINANCES, RULES AND REGULATIONS.
Lessee covenants and agrees that it shall not engage in any unlawful use of the Premises.
Lessee further agrees that it shall not permit its officers, agents, servants, employees,
contractors, subcontractors, patrons, licensees or invitees to engage in any unlawful use of
the Premises and Lessee immediately shall remove from the Premises any person engaging
in such unlawful activities. Unlawful use of the Premises by Lessee itself shall constitute an
immediate breach of this Lease.
Lessee agrees to comply with all federal, state and local laws; all ordinances, rules and
regulations of Lessor; all rules and regulations established by the Director; and all rules and
regulations adopted by the City Council pertaining to the conduct required at airports owned
and operated by the City, as such laws, ordinances, rules and regulations exist or may
hereafter be amended or adopted. If Lessor notifies Lessee or any of its officers, agents,
employees, contractors, subcontractors, licensees or invitees of any violation of such laws,
ordinances, rules or regulations, Lessee and its officers, agents, employees, contractors,
subcontractors, licensees or invitees shall immediately desist from and correct the violation.
19.1 Compliance with Minlmum Standards and Schedule of Rates and Charges:,
Lessee hereby agrees to comply at all times with the City's Minimum Standards, as
may be adopted by the City Council front time to time. Lessee shall be. bound by
any charges adopted in the City's Schedule of Rates and Charges, as may be adopted
by the City Council fiorn time to time.
20. NON-DISCRIMINATION COVENANT.
Lessee, for itself, its personal representatives, successors in interest and assigns, as part of
the consideration herein, agrees as a covenant running with the land that no person shall be
excluded from participation in or denied the benefits of Lessee's use of the Premises on the
basis of race, color, national origin, religion, disability, sex, sexual orientation, transgender,
gender identity or gender expression. Lessee further agrees for itself, its personal
representatives, successors in interest and assigns that no person shall be excluded frorn the
provision of any services on or in the construction of any improvements or alterations to the
Premises on grounds of race, color, national origin, religion, disability, sex, sexual
orientation, transgender, gender identity or gender expression.
DANIEL GRIFFITH
Ground Wse Ageinent
LEASE Sn'E MN -A
FurtWorth Spinks Arrpurt
Page 16 of27
Lessee agrees to furnish its acco►nnlodations and to price its goods and services on a fair
and equal basis to all persons. In addition, Lessee covenants and agrees that it will at all
times comply with any requirements imposed by or pursuant to Title 49 of the Code of
Federal Regulations, Part 21, Non -Discrimination in Federally Assisted Programs, of the
Department of Transportation and with any amendments to these regulations which may
hereafter be enacted.
If any clai►n arises from an alleged violation of this non-discrimination covenant by Lessee,
its personal representatives, successors in interest or assigns, Lessee agrees to indemnify
Lessor and hold Lessor harmless.
21. LICENSES AND PERMITS.
Lessee shall, at its sole expense, obtain and keep in effect all licenses and permits necessary
for the operation of its operations at the Airport.
22. GOVERNMENTAL POWERS.
It is understood and agreed that by execution of this Lease, Lessor does not waive or
surrender any of its governmental powers.
23. NO WAIVER.
The failure of Lessor to insist upon the performance of any ternn or provision of this Lease
or to exercise any right granted herein shall not constitute a waiver of Lessor's right to insist
upon appropriate performance or to assert any such right on any future occasion,
24. VENUE AND JURISDICTION.
If any action, whether real or asserted, at law or in equity, arises on the basis of any
provision of this Lease or of Lessee's operations on the Premises, venue for such action
shall lie in state courts located in Tarrant County, Texas or the United States District Court
for the Northern District of Texas, Fort Worth Division. This Lease shall be construed in
accordance with the laws of the State of Texas.
25. ATTORNEYS' FEES.
In the event there should he a breach or default under any provision of this Lease and either
party should retain attorneys or incur other expenses for the collection of rent, fees or
charges, or the enforcement of performance or observances of any covenant, obligation or
agreement, Lessor and Lessee agree that each party shall be responsible for its own
attorneys' fees.
DANIEL GRIFFITH
Ground {ease Agre m ait
LEASE 5rr'E 31N-A
Fort Wodh Spinks Airporl
Page 17of27
26. SEVERARILITY.
If any provision of this Lease shall be held to be invalid, illegal or unenforceable, the
validity, legality and enforceability of the remaining provisions shall not in any way be
affected or impaired.
27. FORCE MAJEURE.
Lessor and Lessee will exercise their best efforts to meet their respective duties and
obligations as set forth in this Agreement, but will not be held liable for any delay or
omission in performance due to force majeure or other causes beyond their reasonable
control, including, but not limited to, compliance with any government law, ordinance, or
regulation; acts of God; acts of the public enemy; fires; strikes; lockouts; natural disasters;
wars; riots; epidemics or pandemics; government action or inaction; orders of government;
material or labor restrictions by any governmental authority; transportation problems;
restraints or prohibitions by any court, board, department, commission, or agency of the
United States or of any States; civil disturbances; other national or regional emergencies; or
any other similar cause not enumerated herein but which is beyond the reasonable control of
the Party whose performance is affected (collectively, "Force Majeure Event"). The
performance of any such obligation is suspended during the period of, and only to the extent
of, such prevention or hindrance, provided the affected Party provides notice of the Force
Majeure Event, and an explanation as to how it prevents or hinders the Party's performance,
as soon as reasonably possible after the occurrence of the Force Majeure Event, with the
reasonableness of such notice to be determined by the Lessor in its sole discretion. The
notice required by this section must be addressed and delivered in accordance with this
Lease.
28. HEADINGS NOT CONTROLLING.
Headings and titles used in this Lease are for reference purposes only and shall not be
deemed a part of this Lease.
29. ENTIRETY OF AGREEMENT.
This written instrument, including any documents attached hereto or incorporated herein by
reference, contains the entire understanding and agreement between Lessor and Lessee, its
assigns and successors in interest, as to the matters contained herein. Any prior or
contemporaneous oral or written agreement is hereby declared null and void to the extent in
conflict with any provisions of this Lease. The terms and conditions of this Lease shall not
be amended unless agreed to in writing by both parties and approved by the City Council of
Lessor.
DANIEL GRIFFITH
Ground Luse Agreement
LEASE SITE 31N-A
Fort worth SplaiMs Airport
Page I8 of 27
30. CHAPTER 2270 OF THE TEXAS GOVERNMENT CODE.
Lessee acknowledges that in accordance with Chapter 2270 of the Texas Government Code,
the City is prohibited from entering into a contract with a company for goods or services
unless the contract contains a written verification froln the company that it: (1) does not
boycott Israel; and (2) will not boycott Israel during the term of the contract. The terms
"boycott Israel" and "company" shall have the meanings ascribed to those ten-ris in Section
808.001 of the Texas Government Code. By signing this Lease, Lessee certifies that
Lessee's signature provides written verification to the City that Lessee: (1) (Toes not
boycott Israel; and (2) will not boycott Israel during the ternh of the Lease.
[Signature Pages Follow]
DANIEL GRIFFITH
Ground cease Agreement
LEASE SITE 31N-A
Fort Worth Spinks Airport
Page 19of27
IN WIXNESS WkIEREOF, the parties hereto have executed this Agreement in multiples
oil this the L day of 1/� 1(Y�bCir , 2024.
CITY OF FORT WORTH:
By -Valerie Washington (Nov 18, 2024 07:49 CST) By.
Valerie Washington og r• . Ana
Assistant City Manager Aviation Systcne ireclor
Date: Nov 18, 2024
STATE OF TEXAS
COUNTY OF TARRANT
BEFORE ME, the undersigned authority, a Notary Public in and for the Stale of Texas, on
this day personally appeared Valerie Washington, ktrowlr to Ine to be the person whose name is
subscribed to the foregoing instiurnent, and acknowledged to me that the same was the act of the
City of Fort Worth and that he executed the sane as the act of the City of Fort Wortlr for the
purposes and consideration therein expressed and in the capacity therein
stated.
GIVEN UNDER MY HAND AND SEAL OF OFFICE this 1 U�h day
W Q,1Y ilaf , 202 .
�=Notary Public, State of Texas
Comm. Expires 03-18 2028 C —
+� Notary P lic in and for the State ofexas
Notary ID 134812443
of FORT !yad
APPROVED AS TO FORM ATTEST: ohW
AND LEGALITY:
Cahcface *p raga -x*z /, J aa4n nE4psagb
By: Candace Pagliara (Nov 13, 2413:08 CST) — By: U
Candace Pagliara
Assistant City Attorney
M&C:24 0992
Approval Date: IIA2,2024
Form 1295: N/A
Jannette S. Goodall
City Secretary �
Rpg
OFFICIAL RECORD
DANIEL GRIFFITH Ground Lease Agreement LEASE SITE 31 N-A CITY SECRETARY
Farts orth Spinlu Airport Page 20 or27 FT. WORTH, TX
Contract Compliance Manager:
By signing, I acknowledge that I am the person responsible for the monitoring and administration
of this contract, including ensuring all performance and reporting requirements.
r3a.+.6a�.m�ee
Barbara Goodwin
Real Property Manager
LE ATTEST;
D ,L FFITH
By:— - �� By:
DANIEL GRIFFITH
Date:
STATE OF Th6X*S tom, Y. r -%4 eV 1 §
COUNTY OF TARRAI tT ai�Wr so,4 §
BEFORE ME, the undersigned authority, a Notary Public in and for the State of Texas, on this day
personally Appeared DANIEL GRII+FITH, known to me to be the person whose name is
subscribed to the foregoing instniment, and acknowledged to nee that the same was the act of
DANIEL GRIFFITH, and that he executed the same as the act of DANIEL GRIFFITH for the
purposes and consideration therein expressed and in the capacity therein stated.
GIVEN UNDER MY HAND AND SEAL OF OFFICE this w day
Or 1UA rti 72024.
DANIEL GRIFFITH
Ground Lease Agreement
LEASE SITE 31N-A
Fort wroth Spinks Airport
Page 21 of 27
Notary Public in and for the State of Texas AAA SS 1 i S jppt
tt!!ii �— �; •
+� LpQ`,,
�� ♦`4b N4��1•
yy,��.myto
EXHIBIT A
REAL PROPERTY DESCRIPTION AND MAP
FOR
LEASE SITE 31N-A
LEGAL LAND DESCRIPTION
LEASE SITE
BEING a portion of that certan bact of lard in the Hiram Little Survey, Abstract No. 930, City of Forth Worth, Tarrant
County, Texas, descnbed as Block 5, Fat worth Spinks Airport (hereinafter referred to as Block 5), an addition to the
City of Fort worm, Tar rant County, Texas, according to the plat record,:d In Cabinet A, Slide 353, Prat Records,
Tarrant County, Texas, and being mire particularty described, by metes and bounds, as follows:
COMMENCING at a one-half inch iron rod found for the Northeast corner of said Block 5, same being a Westerly
Corner of that certain tract of land described as Tract I in a Special Warranty Deed to Pastay Ventures, LNC.
(hereinafter 4efeiivd to as Tract 1), as tKoi ded in Instr-ument Kumbei D218247486, Official Public Records, Tarrant
County, Texas (O.P.R.T.C.T.);
THENCE South 00 degrees 12 minutes 32 seconds West with the common line between said Block 5 and said Tract 1,
a distance of 454.79 fret to a five -eighths inch iron rod with plastic cap stamped 'RPLS 4838' set;
THENCE South 89 Mires 34 minutes 40 seconds West, departing the Westerly line of said Tract I, crossing said
Block 5, a distance of 234.48 feet to a five -eighths inch Iron rod with plastic cap stamped 'RPLS 4638' found for the
PLACE OF BEGINNING;
THENCE continue crossing, said Block 5 for the following 6 courses:
1. South 00 degrees 24 minutes 19 seconds East, a distance of 170.09 feet to a five -eighths Inch iron rod with
plastic cap stamped 'RPLS 4838' found for comer;
2. North 89 degrees 25 minutes 14 seconds East, a distarKe of 24.33 fret to a five-tthths inch iron rod with
plastic cap stamped 'RPLS 48W found for corner;
3. South 00 degrees 11 minutes 47 seconds West, a distance of 137.99 feet to a five -eighths inch iron rod with
plastic cap stamped 'RPLS 4838' found for coonei;
4. South 89 degrees 39 rrinutea 09 seconds west, a distance of 227.31 feet to an "X" cut set in concriete
pa%YnS t for corner;
5. Noth 00 degrees 03 minutes 39 seconds V.VA, a distance of 307.71 feet to a five -eighths inch Iron rod with
plastic cap stamped 'RPLS 4838' set for corner;
6. North 89 degiers 34 minutes 40 seconds East, a distance of 202.59 feet to the PLACE OF BEGINNING,
and containing a calculated area of 1.513 acres (65,907 square feet) of land.
ORT WORT
FORT WORTH SPINKS AIRPORT 'vB A N N IS T E R
LEASE SITE C
ENGlNEERlNG
r•.K s I At?yv rr 1 n r ire m4s m
PORTION OF BLOCK 5 TorrsptGMMT sho rorvmv
CITY OF FORT WORTH, TARRANT COUNTY, TEXAS . "I ti •rs :4cta I ezw• yes: 4 1 eap r K r I n„r rr. sA u.d.e x Roe
DAN IEL GRIFFITII
Ground Lease Agreement
LEASE SITE 3IN-A
Fart Worth Spinlrs Airpurl
Page 22 of 27
taclMa 5.S• � PASLAY VENTURES. m.
tRLn.na
• (TRACT n)
INSTRL T NLEN@ER D210247486, c h.PR.T.C.T.
PLACE ()F
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FORT WORIH SPItIKS AIRPORT
�
S
CABMET A. %IE%F 353• PA.T.C.T.
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VEMMES INC. N. 639fY,344,76
i n
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ItNSTRI/T 1ENT
,
TULI S NORTH CENTRAL ACHE
NUT•13ER
£12,334,148.78
t
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D218-147593
N; 694399997
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1I,P.R.T,C.T,
GENEPAL NOTES
tATMDF: N12 34 27'
i_ A m lidnMes atil diwwn Imm i ate Teas C&_; j.1i:e
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CABINET A. SLIDE 353
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tAMfC id;1 StaYlrpnl'RFLS 4358'. AA Mud m[(r,rT�yits 5lriroc P.R.T.C.T.
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lY COf/-7LT! O
N89° 34' 40'E CURRENT LEASE SITE IwNo>.rwsen:Rrx aw I `
202.59' STAMPta •cm DI It*'
3;-N w R ++s111 Lti ARID ARctla, zoPREPo79.00' s3L4L,'r�11
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t � BI,ILDtw 11Y,L LN I11II I a ., - 23 •-li1' ,OI -_ �. Q
r{j;,va►7 2 75' L. S,tilti'R,A I AY.tR I �, SlO fi- 0
PLACE ()F BEGINNING
w��J - �; I � ,613+i•11 � uo-19ll ri�:Lw-t a p�`�(.
ox/ I ❑ [ S,f.1J1N}Ti SY58Y(S!11! .yM1f',�Q�Y' (A -
tit a 1�1rmltlE.kiZ-m21• Twt "TI,eAWW.PAL
� � 1 _, Sg SUL; r1Ax • :a „ c'm uxA_00,m �.
r Ft S00° 24' 19"E 170.09' `
C- -t 7 2 .00ar /r [tll K 5
1A,? a+hyo I':, jjj Zf -p F 1R F L5R #tTH SDIhIICS AIMAT /I f ` I r
*G n Tm:Px; CASUNET A, SLIDE 353, P.R.T,C.T, 4 I , `V, .
^ LUNETL ! N89° 25' 14'E 24.33' r ` LR_
` �..__.....,
FAVLYLVf
IN Luw-nrE
BVICK 5 I `+� 5.87 v
rc AT I S00° 11' 47"W 137.99'
MR ATH LEASE acs
SI�TE
ABr z 1.513 ACI�',ES 11R LS STW
CABINET A r 65,9117 Sc2UARE FEET
SLIDE 353 * 4
P.R.T.C.T. k in `t> i TF I �' 7.a6 - - - LEGEND
SO ktut th S89°39'09"W 227.32' "3y� r h tx+a.I xsk �rrT, xln,�e.l�.w l.vl se7
rw.tLtt LEASE SITE 32-N � �IA>asNcrvLDvrnEFw.x
PREPARED APRIL 7, r a._TLI L*F;Q& FIMK Rl(.L#:M, hARFAYI nAM", ILFA,
1 199E
P LI.LT. H.AT RLiYADS. TARRANI CU.ffrr, TLVAS
a P-MR PDLL ,;NIL!'. 1SAn aw, Ina
ORTWORT T.A. L►.1 Lh/❑ \A11F n/ .SM 41l I-L. adwL_ SWUM MAD VLLm liLA
FORT WORTH SPINKS AIRPORT 1`� 13 A N N IS T E R
LEASE SITE ENGINEERING
1:N. Mxt.1MrdI0m•.fkl3,*1.wb I I sit!Sl SOH 1 al mi msM
PORTION OF BLOCK 5 J n3KSRIG:STWITkMNO 01e1e2)
CITY OF FORT WORTH, TARRANT COUNTY, TEXAS Rrvteat �n:+at � _� PIVOIA I P.02dl I Crs eT IA I ;.:gel, M01
r
DANIEL GRIFFITH
Ground Lease Agreement
LEASE SITE 31N-A
ForMarth Spinks Airport
Page 23 of 27
EXHIBIT "B"
MANDATORY IMPROVEMENTS
LEASE SITE 31N-A
All Mandatory Improvements for Lease Site 31N-A, as detailed below, must be completed in
accordance with Section 4 of the Lease and must be completed within twelve (12) months of the
execution of the [lease and approved by the Aviation Department in its reasonable discretion.
Mandatory Improvements to be completed are as follows:
a The Mandatory Improvements for Lease Site 31N-A must be completed in accordance with
Section 4.1 of the Lease.
• Commencement of Construction for the Mandatory Improvements by Lessee shall begin on or
before the first (151) day of the Ninth (9") month after the month in which the Commencement
Date of the Lease occurs and construction to be completed no later than three (3) months from
the conunencement of construction.
Irnprovernents will include no less than:
1. Concrete pad extension of no less than 15' to the east (as depicted in Exhibit B-1);
2. Two access ramps will be built to allow access to and from the pads with a helicopter
transport lilt.; and
3. Non -leased wing zone areas to be cross -marked by Lessee to identify use areas.
DANIEL GRIFFITH
Ground Lease Agreemm
LEASE SITE 31\-A
Fort Worth Spinks Airport
Page 24 of 27
EXHIBIT B-1
==- -------- -- The concrete pad will extend
15' to the East.
----------- Nev., Ramps for access
------------------ Helipads
Blacked out is wing zone non_ use area
DANIEL GRIFFITH
Ground Lease Agreement
LPASE SITE 31N-A
Fort WoOb Spinlcs Airport
Page 25 of 27
1�
u t.t ttr to
C`ry
Fr red Base Oparxors )FBO's y
Aircraft Mxnlenarrx Operator and
Avnrncs or Instrumen Mastter v e
Oowmw-Piston
A,rcra t kLwcerwre Operator m d
Ammcs or , mtrumwit kta de-, n _
Operator-Tur"e
Awrncs or Instrun-Am Atantenance
Operator tBenchworAOnly)
Ar rA Rent-4 or F ght Tra&nmg
C,P__
Awcr.l t Charter or Ah•or aR
WVI.V�ernent Opera+ar
Aircraft ides ope.3lor
Aircr.41 5tarage Operaor
EXHIBIT C
EXHIBIT B •MINIMUM INSURANCE REQUIREMENTS
Property Corfmmul Han9�� EnvronnwAA Airvah wd Passeryet Autmto Hired
t.iatr°rty (To
G.C.-ratlmpamn'KI to xle H red 8 florran.Kd
Insu ante Liabt-Ty t' Lia Utv L ITy Vehic-ees)
Yes 55,000.000 S5,D00,000 $1.000.000 $ t,ODO.DCO
$1,000,Om St WOMO S 1.000000
S5.0010.t100 S t .DCit,0 io
31,00D,000
St.DO{10G0 =
S 1.004,flil0
t
S1.000.000
$1 000.COD S I X00,000
15pC0.00o' 35.00O.ow
S 1 W0,000
S
1,OD0,000
5 t.U30: DOLor_urrer.�e
5
1.:17C CICO
S1DC.CoO passe ge!
55,0OO,ODC OU-urrerru
S
1,C00 Cco
S500.cc@ passenger
S1.00D.OD0,`op &-ce
S
t.0D0.000
s100.CCdrpassergw
S
31 O0(i DOp:oatun�z
1.000, DCO
2'.O.ODD
AmawGeroce S4kPrcpnetce
t Si.000,ODO'
$
5100,000'passrngPr
Other CwcLI A.=ronaurta
5!.0C10.00E
StOo,CCiO'ox artrre
S
1,DOD,000
Ar_Gatries
Tempormy Sf ec at¢ed A,^Acn
$ •. OW 004
S'CO,C04'oa�,merry e
3
1,0.000
00
sefw_e Operator
Non-CammvwoV Hwg3r Lessee
530D.ODOo-�re+ 'or:e
S
1.ODO.00D
Non�amwoM FlyrrV Club
$1,000-D00'ocauterk-z
3
1.1lDO.DOD
51 CA,OODjpasser
1 on -Ca rrwroal "SO-Fuelatg
5 S 1.000.ODD
S1.t M.000 SSW.000,oowrrer.ae
S
1.O.ODO
DO
Permtee lJe,.. Fuel wd'ar Amin
Non-Com _what C40-FuNmg
Perrritee t 55000Orr C0 MMocn.±rr_e $
IAhemavjveFueSsee mcaasl
B3o, I-Largar. T-t tingar. C xmvrv..y s $m Omoccurrence S
Hangar
01-W 'Imurance scyu�ferr-wis S:tject to &w.emtuutrxl by A x' an bepartrre-t and Risk Kyogerltent
a Addoor insurance Requrren*ns
-L i"e's pbbo are to be py r ary to sr y cjw raid and col*Mb-e r-warve ar. ac3W so the Crty
Az p%-ws malt +v3 rde a W3,,6vf cf i on , hnVArn favor of ** Cdyr 1Tempxjaf ;d O nNm afro A. -parr Lessee i
-The C-tf of Fort 'Atrth �a4 to ra+ned as Addtionaf trs ured ITwrforary W 0 must also <v i ode Arrpon lessee i
•Pa`zes sha& ir.tr.`e no a •dus�or+s by a ldt tvtrY. *t*n MeOW rvj* Of3ttw" me regrred tr -s of wvera57e- nit d�y*asg � -mRs cal sad ca.Wage
' Ca.rrage per arrraR sh,-kjd be cg u valtrt to d^2 3vc,3yu ar-_ raft v3 ue x o-.r trerrd _ 3co.KraQ± per Dena-�er+x shafd tx cou.alest n:re a raged to
man+laum value d Nt.al 3^:rail 3t tr Et n"?. t�ul rct'.ess ttur= d-4 amocmt rated 3iGi7.e
Must roo r f:egvOert Instnrvon Co. -rage' If arcrah storage eper3tor is pmw6ng suUeMLrQ spxe for aercraft st rx�
' Only requred for those F`'o' dLrN fi ghf rnstruct.xl
terms
r Defends w of the lease agreenwi
It %vh+cte ctari.ed 1wdsd� - State mnirnums wou d acoly
Aviation Minintunt Standards. Coy of FM Worth Amawn D-Va lm nt=10a'2014j
DAN EL GRIFFITH
Ground lease Agreement
LEASE SITE 31N-A
For•tNorth Spanks Airport:
Page 26 oF27
2b0.tDO-
2MODO
DEFINITIONS:
Coverage for the Bua3rrg tnc?udes itif, •s not tanled tot the bLPIJrng and strtr_tures, completed additions to covered
b0dings, outdoor B.tures. permanenty installed fidures, machinery and equipment- The bu-lding material used to
maintain and service the insureds premises is also insured. Business Personal Property owned by the insured and
Used in the insured's business is covered for direct toss or damage The coverage incUes Ibut is not l+mrted to)
furniture and Fixtures, stock. improvements and betterments. $eased property for which you have a contractual
obtigatan to insure and severalother similar business property Etems when not specAcaily excluded from coverage
The policy is also designed 10 protect the insured against loss or damage to the Personal Property of Others While
in the insureds care, custody and control.
PROPERTl INSL'it.\AC E
Business Inoome (sornotmes caned Business Interruption} affords protection agartst the loss of earn ngs of a
business during the time required to rebuild or repay covered property damaged or destroyed by fre or some other
Insured cause of loss.
Extra Expense allows coverage for those addtonal a:pemes over and above normal operatrg expenses paid due
to damage to covered property hem a covered cause of'oss. These expenses could nc'ude rent. ut aties. moving
expenses, telephone, adb*msng and labor
This coverage protects the insured for badly injury or property damage to the third parles. for which they are legaly
liable. The po'.cy covers accidents occurring on the premises or away from the premises Coverage is provided for
injury or damages arrsing cal, ofgciods or prod--ts made of sold by the ran-ed insured. Coverage is aPorded for
the ran• ed insured and employees of the named insured, however, several rdnvduats and o•ganizattons oher than
the nsrred nrsu ed m ay br covered depending uxwn certain nix<+xnstances sphefned n the pol+oy In addition to the
limits, the pokey pmAdes supplementa'i payments for a xx-ney fees, corn. costs ar.•d other expenses assocrxed with
a claim or the defense of a kabtmy sua
Coverage A - Bodity Injury and Property Damage Liability
C:OSIMIERCIAL GENTRAL
Bodgy lnjury means physical nnlury, s;:kness of disease, inciuding death Property Damage rreans physical injury
LIABILM
to tangible property, including the resulting loss of use of that property
Coverage B - Personal Injury and Advertising Injury liability
Personal Injury means false arrest, malc�ous prosecution. wrongful entry or evicwn_ Niel. slarrJer and viohatons of
a person's right of privacy Advertstng Injury means libel slander, dsparagement, violations of a person's right of
privacy. misappropriat on and copyright nfnrigement
Coverage C - Medawl Payments
Medical Payments means medical expenses for toddy iryury caused by an acc dent
insures the hanger operator for legal obligations to pay damages due to loss to an aircraft that occurs when the
II AAGARKEEPERS
aircraft is in the care, custody or control of the Insured for safekeeping. storage, service or repair, Coverage
LIABILM
extends to I-abnlity claims invoking an arcraft's loss of use.
Insures the polluton exposure associated w.th the insured's property and operations, Including costs of cleanup and
remedial or corrective actors due to a thrd-party demand or a government order. The Poiluton ewclusion in general
ENVIROME\'TAL
liability insurance effectively eh.m hates coverage for damages for bodily injury. property damage and cleanup costs
I\iPIP..\1E\TT LIAEILM
arising from most types of po silt on evens Because of to s. cus:ornized protectors for the po 'ution exposure of
numerous insureds in this category is essential.
Coverage geared spec•Aciy to the operation of aircraft and the nsks invoked in awtion Aviator insurance
pokitli are dntirr-pydrfferent font those for outer areas of transportaton aM tend to incorporate avation
aIRCRA,ff X 'D
terme4sargV. as well as terminology. Imits a" clauses spew`•: to aviation insurance- Passenger lability proleans
PASSENGER LI aBILM
passengers riding n t ne accident a;Tcaft who are iryu•e-i or kded In many courtres the. coverage rs mandatory
orgy nor can-rrerc al or large arcraft Coverage is often sold on a "per -sear basis. w1h a spec`a-d lima for each
passenger seat
The lability coverage of the Business Auto Poicy provides protection against legal t-abi57y arising out of she
AI.70MOBILE LIABILITI
ownersh-p. rriante,vnce of use of any insured automobse. The insuring agreement agrees to pay for bodily injury
tTO I\CLLME IDRED C
Or property damage for w`tich r-e nstxed is legacy respons tXe because of an x tomob6e accident The policy also
vi-O' ~ Ei7 VEM LEST
states that. in add eon to rn payment of damages, the ansurer aaa agrees to de'end the rrKured for all leal g
defense cost Tire defense is in add4no-t ra t':e pOkey'�mes
An agreement between two parties in whbzh one party agrees to warve subrogation rights against another in the
WAIVER OF event of a loss The intent is to prevent one party's insurer from pursuing subrogation against the other party.
SUBROGATION
Aviation Minimum Standards. City of Fort Wwh Aviation Departmnt ICA •0320t.1l
DAPIIEL (;RtFYITII
Ground Lease Agreement
LEASE SITE 3IN-A
ForrWarth Spinks Alrport
Page 27 of 27
M&C Review
Page 1 of 2
CITY COUNCIL AGENDA
Create New From This M&C
DATE: 11/12/2024 REFERENCE **M&C 24-
NO.: 0992
LOG NAME:
CODE: C TYPE: CONSENT PUBLIC
HEARING:
Official site of the City of Fort Worth, Texas
F0RTV 0RTH
55FWS TERM AND NEW
LEASE AGMNT, LEASE STE
31 N, DANIEL GRIFFITH
NO
SUBJECT: (CD 8) Authorize Termination of City Secretary Contract No. 50902 as Amended and
Authorize Execution of a New Hangar and Ground Lease Agreement for Approximately
65,907 Square Feet of Ground Space Known as Lease Site 31 N-A and Authorize
Execution of a New Ground Lease Agreement for Approximately 42,211 Square Feet of
Ground Space Known as Lease Site 31 N-B with Daniel Griffith at Fort Worth Spinks
Airport
RECOMMENDATION:
It is recommended that the City Council:
1. Authorize termination of City Secretary Contract No. 50902 as amended;
2. Authorize execution of a new hangar and ground lease agreement for approximately 65,907
square feet of ground space, which includes a 12,000 square foot hangar known as Lease
Site 31N-A; and
3. Authorize execution of a new ground lease agreement for approximately 42,211 square feet
of ground space known as Lease Site 31N-B with Daniel Griffith at Fort Worth Spinks Airport.
DISCUSSION:
The purpose of this Mayor and Council Communication (M&C) is to authorize termination of City
Secretary Contract No. (CSC) 50902, as amended and authorize execution of a new hangar and
ground lease agreement for approximately 65,907 square feet of ground space, which includes a
12,000 square foot hangar known as Lease Site 31 N-A, and authorize execution of a new ground
lease agreement for approximately 42,211 square feet of ground space known as Lease Site 31 N-B
with Daniel Griffith at Fort Worth Spinks Airport.
On or about June 22, 2018, through M&C C-28726, City Council authorized execution of CSC 50902,
a Hangar and Ground Lease Agreement consisting of 48,817 square feet of ground space and a
12,000 square foot hangar, known as Lease Site 31 N with Daniel Griffith (Lessee) at Fort Worth
Spinks Airport. The initial term of the lease commenced on June 13, 2018 and expires on June 12,
2048 with no options to renew.
On or about August 2, 2019, through M&C C-29145, City Council authorized execution of CSC 50902
A-1, Lease Amendment No. 1 to expand the ground space of Lease Site 31 N from 48,817 square feet
to 78,229 square feet to facilitate new hangar construction. In 2021, the Lessee completed
construction of a 15,000 square foot building, containing six (6) 50X50 box hangar units.
In recognition of the Lessee's investment in the construction of the box hangars and to expand the
footprint of the lease to include additional ramp space, the City and Lessee now wish to terminate
CSC 50902 and enter into two separate agreements, as described below:
31N-A - A hangar and ground lease agreement for approximately 65,907 square feet of ground
space, which includes an existing 12,000 square foot hangar. The lease will expire on June 12,
2048 with no options to renew. In consideration for a significant investment by the Lessee to
rehabilitate the hangar, the lease terms established in 2018, along with agreed upon rate
escalators will remain consistent for the new lease agreement. Additional mandatory
http://apps.cfwnet.org/council packet/mc review. asp?ID=3 2 69 8 &councildate= I 1/ 12/2024 11/11/2024
M&C Review
Page 2 of 2
improvements will include construction of a 15-foot concrete pad extension with two access ramps
to be used as a helipad. Total revenue received for 31N-A will be approximately $20,431.17
annually, payable in monthly installments of $1,702.60.
31N-B - A ground lease agreement for approximately 42,211 square feet of ground space, to
include already constructed mandatory improvements. The lease will expire on June 12, 2051 with
no options to renew. Total revenue received for 31N-13 will be approximately $13,085.41, payable
in monthly installments of $1,090.45.
Rates are in accordance with the Aviation Department's current Schedule of Rates and Charges and
the Aviation Department's Leasing Policy. All terms and conditions of the lease agreement will be in
accordance with City of Fort Worth and Aviation Department policies. Rental rates shall be subject to
an increase on October 1st of any given year, based on the upward percentage change in the
Consumer Price Index for the Dallas -Fort Worth Metropolitan area. At no time will the adjusted rate
exceed the rate that is current in the Schedule of Rates and Charges. Five-year rate adjustments will
be applied to the ground rate starting on October 1, 2028, and every fifth year thereafter.
ADVISORY BOARD APPROVAL: On July 18, 2024, the Aviation Advisory Board voted to
recommend that the City Council approve the termination of CSC 50902, as amended, and the new
ground lease agreements.
Fort Worth Spinks Airport is located in COUNCIL DISTRICT 8.
FISCAL INFORMATION/CERTIFICATION:
The Director of Finance certifies that upon approval of the above recommendations and execution of
the lease agreements, funds will be deposited into the Municipal Airport Fund. The Aviation
Department (and Financial Management Services) is responsible for the collection and deposit of
funds due to the City.
TO
Fund Department Account I Project I Program Activity
ID ID
FROM
Fund Department Account Project
ID ID
Submitted for Citv Manaaer's Office bv:
Oriainatina Department Head:
Additional Information Contact:
ATTACHMENTS
Program Activity
Budget Reference # I Amount
Year (Chartfield 2)
Budget Reference # Amount
Year (Chartfield 2)
Valerie Washington (6199)
Roger Venables (5402)
Ricardo Barcelo (5403)
FID TABLE.xlsx (CFW Internal)
LOCATION MAP 31 N-A and 31 N-B.pdf (CFW Internal)
http://apps.cfwnet.org/council packet/mc review. asp?ID=32698&councildate=11/12/2024 11/11/2024