HomeMy WebLinkAboutContract 62379-CD1CSC No. 62379-CD1
CONSENT TO LEASEHOLD DEED OF '11'1lulUE T
FORT WORTH SPINKS AIRPORT
LEASE AGREEMENTS
LEASE SITE 31N-B
This CONSENT TO L E A S E H O L D DEED OF TRUST ("Agreement") is made and
entered into by and between the CITY OF FORT WORTH ("Lessor"), a home rule
municipal corporation organized under the laws of the State of Texas; DANIEL
GRIFFITH ("Lessee"), and PINNACLE BANK ("Lender").
The following introductory provisions are true and correct and form the basis of this Consent:
A. Lessor and Lessee have entered into a Ground Lease Agreement identified as City
Secretary Contract No. 62379 (the "Lease") for the space known as lease site 31N-B ("Leased
Premises") at Fort Worth Spinks Airport ("Airport").
B. Lessee and the Lender desire Lessor to consent to the execution by Lessee of the Deed of
Trust on the Leased Premises in favor of the Lender.
NOW, THEREFORE, Lessor, Lessee and the Lender hereby agree as follows:
1. The statements set forth in the recitals above are true and correct and form the basis upon
which Lessor, Lessee and the Lender have entered into this Agreement. The Lease will
be a public document on file in Lessor's City Secretary's Office and is incorporated herein
by reference for all purposes.
2. Lessor hereby consents to the execution and delivery by Lessee to the Lender of the Deed
of Trust. Lessor does not adopt, ratify or approve of any of the particular provisions of the
Deed of Trust and does not grant any right, privilege or use to Lessee, Lender, or any
successor in interest pursuant to the Deed of Trust that is different from or more extensive
than any right, privilege or use granted to Lessee under the Lease. Notwithstanding
anything contrary in the Deed of Trust, Lessee and the Lender acknowledge, understand
and agree that Lessee and the Lender do not have any right to convey any interests
in the Leased Premises greater than those granted specifically by the Lease. Lessee and
the Lender further acknowledge, understand and agree that Lessor retains the mineral interest and the
right to develop such interest. In the event of any conflict between the Deed of Trust and
the Lease, the Lease shall control in all respects as to Lessor and as to Lessee's and the
Lender's obligations to Lessor established by the Lease and/or this Agreement In the
event of any conflict between the Deed of Trust and this Agreement, this Agreement
shall control. In the event of any conflict between this Agreement and the Lease, the
Lease shall control.
OFFICIAL RECORD
Lease Site 31N-B
Deed of Trust Upon Lien hold CITY SECRETARY
In favor of Pinnacle Batik FT. WORTH, TX
Paga 1 of 8
3. In the event that Lessor is required by the Lease to provide any kind of written notice
to Lessee with regard to the Leased Premises, including notice of breach or default by
Lessee, Lessor shall also provide a copy of such written notice to the Lender. Lessor
agrees that (i) the Lender may perform any of the obligations or requirements imposed
on Lessee by the Lease in order to avoid a breach or default under the Lease by Lessee
and (ii) Lessor will accept the Lender's performance the same as ifLessee had performed
such obligations or requirements.
4. Lessor agrees and covenants that it will not exercise any rights it may have under the
Lease to cancel or terminate the Lease or to force surrender of all or part of the Leased
Premises unless it first has provided the Lender with written notice of its intent to
exercise such any such right. The Lender shall have ten (10) calendar days from the
date it receives such notice to cure any monetary default under the Lease and thirty
(30) calendar days from the date it receives such notice to cure any other default under
the Lease to Lessor's reasonable satisfaction in order to avoid such cancellation,
termination or surrender; provided, however, that if the Lender, in good faith and after
diligent and continuous efforts to remedy any non -monetary default under the Lease,
cannot cure such default within thirty (30) calendar days, it shall notify Lessor in
writing and Lessor and the Lender shall negotiate in good faith a reasonable amount of
additional time to cure such default.
5. Lessee agrees that it will not request or consent to any future modifications, amendments
or assignments of the Lease without first receiving the Lender's written consent thereto
and providing a copy of such written consent to Lessor. Lessee understands and agrees
that any such consent granted by Lessor without Lender's advance written consent shall
be void and specifically releases, holds harmless and agrees to indemnify Lessor for
any damages that may arise as a result of any such consent.
6. As long as such does not conflict with Lessor's rights under the Lease, Lessor consents
to the exercise by the Lender of any and all rights and remedies permitted under the
Deed of Trust (including judicial and/or non judicial foreclosure on the Leased
Premises), and to the exercise of such additional legal and equitable rights and remedies
as may be available to Lender, if an Event of Default occurs under the Deed of Trust.
In the event that Lender undertakes to enforce its rights to any collateral granted by
the Deed of Trust on account of default by Lessee under the Deed of Trust, Lessor will
cooperate with the Lender in its efforts to assemble and/or remove any personal property
of Lessee on the Premises. The Lender hereby agrees to repair any damages at or to
the Airport, including the Leased Premises, caused by or incident to such removal.
7. As a condition precedent to the effectiveness of this Agreement, Lessee agrees and
covenants that it will endorse all insurance policies required by the Lease to name both
Lessor and the Lender as additional insureds and to cover all public risks related to the
leasing, use, occupancy, maintenance, existence or location of the Leased Premises.
Notwithstanding anything to the contrary in the Deed of Trust, the Lender hereby agrees
and covenants that any and all proceeds payable under the terms of such insurance policies
Lease Site 31N-B
Deed of Trust Upon Lien hold
in favor of Pinnacle Bank
Page 2 of 8
shall first be applied to cover the replacement of all facilities and improvements on the
Leased Premises and to satisfy fully the terms and conditions of the Lease. Payment of
such proceeds shall apply secondarily to secure any of Lessee's indebtedness to the
Lender.
8. Subject to Sections 4 and 6 of this Agreement, Lessor may take all action available
to it under the Lease, at law or in equity in order to protect its interests, including, but
not limited to, cancellation of Lessee's interest as provided by the Lease and in accordance
with this Agreement.
9. The Lender agrees that it promptly will notify Lessor in writing when the Lender has
released its rights under the Deed of Trust. This Agreement will automatically terminate
on the earlier of (i) the date as of which the Lender releases such rights or (ii) the date
upon which the Lease expire or are terminated.
10. If the Lender forecloses on the Leased Premises as a result of exercising its rights under
the Deed of Trust, the Lender may become the owner of all of Lessee's rights under the
Lease, without Lessor's further action or consent. However, if the Lender desires to sell
or otherwise transfer its leasehold interest in the Leased Premises to a third party (either at
or after foreclosure), the Lender must obtain the Lessor's written consent to and approval
of the purchaser. Such consent and approval will not be unreasonably withheld,
conditioned or delayed. Nothing in this Agreement is intended to prohibit the Lender from
assigning the liens and security interests created by the Deed of Trust to another financial
institution with Lessor's prior written consent, which such consent will not be
unreasonably withheld, conditioned, or delayed.
11. Notices to the Lender required pursuant to the provisions of this Agreement shall be
conclusively determined to have been delivered when (i) hand -delivered to the Lender, its
agents, employees, servants or representatives, or (ii) deposited in the United States
Mail, certified, return receipt requested, addressed as follows:
Pinnacle Bank
Downtown Fort Worth
PO Box 2668
250 West Lancaster Ave., Suite 170
Fort Worth, TX 76113
12. The parties hereto understand and agree that upon expiration or termination of the Lease,
all permanent structures, improvements and fixtures on the Leased Premises, and any
items permanently attached to any such structure, fixture or improvement, will become the
sole property of Lessor, free and clear of all liens, including the Deed of Trust.
Improvements of a non -permanent nature, all trade fixtures, machinery, furnishings and
other non -permanent items may specifically be removed from the Leased Premises in
accordance with the Lease. In the event that the Lease expire or are terminated, Lessee
and the Lender covenant and agree that nothing herein shall obligate Lessor to assume in
Lease Site 31N-B
Deed of Trust Upon Lien hold
In favor of Pinnacle Bank
Page 3 of 8
any way Lessee's indebtedness to the Lender.
13. Estoppel.
a. The document referred to above as comprising of the Lease is the only document
which constitute the Lease, and the Lease is in full force and effect and has not been
modified, changed, altered or amended in any respect.
b. The Lease is the only agreement between the City and Lessee relating to the Lease
at Fort Worth Spinks Airport and, together with the minimum standards and other
general regulations that may apply to the lessee under the Lease, contain the entire
agreement and understanding of the City and Lessee with respect thereto. Lessee
is the current holder of the leasehold interest in the premises under the Lease.
C. To the best knowledge of the City, no monetary or non -monetary default by the
City presently exists under the Lease and no state of facts exist which with the
passage of time or giving of notice, or both, would constitute a default by the City
under the Lease.
d. The City has not taken, and does not currently anticipate taking any action to, or
that would, terminate the Lease.
e. Pursuant to the Lease, the Initial Term of the Lease expires on 06/12/2051. Lessee
has no options to extend the term of the Lease.
14. The provisions of this Agreement shall be self -operative and effective without the
execution of any further instruments on the part of any party hereto.
15. Lessor understands and agrees that this Agreement is for the benefit of the Lender, that the
Lender relied upon this Consent to Leasehold Deed of Trust and Estoppel in making its
decision to make the Loan to Lessee and that the Lender would not make the Loan absent
Lessor's execution and delivery of this Agreement.
16. This Agreement may not be withdrawn, amended or modified except by a written
agreement executed by the parties hereto and approved by Lessor's City Council. Lessee
and the Lender covenant and agree that they will not amend the Deed of Trust, or assign
any rights and/or obligations thereunder, without the prior written consent of Lessor;
provided, however, Lender may assign the Deed of Trust and the obligations secured
thereunder to an affiliate of Lender without Lessor's consent but Lender must notify
Lessor of such assignment.
17. This Agreement shall be construed in accordance with the laws of the State of Texas.
Venue for any action arising under the provisions of this Agreement shall lie in state
courts located in Tarrant County, Texas or in the United States District Court for the
Northern District of Texas, Fort Worth Division.
Lease Site 31N-B
Deed of Trust Upon Lien hold
in favor of Pinnacle Bank
Page 4 of 8
18. This written instrument, including any documents attached hereto and/or incorporated
herein by reference, contains the entire understanding and agreement between Lessor,
Lessee and the Lender as to the matters contained herein. Any prior or contemporaneous
oral or written agreement concerning such matters is hereby declared null and void to the
extent in conflict with this Agreement.
19. The person signing this Agreement hereby warrants that he/she has the legal authority to
execute this Agreement on behalf of the respective party, and that such binding authority
has been granted by proper order, resolution, ordinance or other authorization of the entity.
The other party is fully entitled to rely on this warranty and representation in entering into
this Agreement.
20. In the event of conflict between the Deed of Trust and the Lease the Lease supersedes
the Deed of Trust and Related Documents.
[Signature Pages Follow]
Lease Site 31N-B
Deed of Trust Upon Lien hold
In favor of Pinnacle Bank
Page 5 of 8
IN WITNESS WHEREOF, the parties hereto have executed this Agreement in multiples
on this the 29th day of April , 2025.
CITY OF FORT WORTH:
VOL wk4--;t1.
By: Valerie Washington r 29, 2025 07:31 CDT)
Valerie Washington
Assistant City Manager
Date: 04/29/2025
BEFORE ME, the undersigned authority, a Notary Public in and for the State of Texas, on
this day personally appeared Valerie Washington, known to me to be the person whose name is
subscribed to the foregoing instrument, and acknowledged to me that the same was the act of the
City of Fort Worth and that she executed the same as the act of the City of Fort Worth for the
purposes and consideration therein expressed and in the capacity therein stated.
GIVEN UNDER MY HAND AND SEAL OF OFFICE, this 29th day of
April , 2025.
AnqeGa D. Chi-I,o
Angel. Chrisp (Apr 29, 2025 09: 4 CDT)
pRYP b ANGELA D. CHRISP
a Notary Public
*®�* STATE OF TEXAS
NotaryI.D.134812443
My Comm Exp; Mar. 18, 2028
APPROVED AS TO FORM
AND LEGALITY:
By: Candace Pagliara (Apr 29, 025 07:25 CDT)
Candace Pagliara
Assistant City Attorney
M&C: 25-0266
Date Approved: 03/25/2025
Form 1295: 2025-1269682
Lease Site 31N-B
Deed of Trust Upon Lien hold
in favor of Pinnacle Bank
Page 6 of 8
Notary Public in and for the State of Texas
ATTEST:
oovvVnR
a F F�Rr n�0
go
(���ar�-
a4Qn nEX 45ago
By:
Jannette S. Goodall
City Secretary
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
Contract Compliance Manager:
By signing, I acknowledgethat-LE
Real Prdperty Manager
Date:
STATE OF TEXAS §
COUNTY OF TARRANT §
the person responsible for the monitoring and administration of this
?lance and reporting requirements.
BEFORE ME, the undersigned authority, a Notary Public in and for the State of Texas, on
this day personally appeared DANIEL GRIFFITH known to me to be the person whose name is
subscribed to the foregoing instrument, and acknowledged to me that the same was the act of
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 oZ day of
.2025.
i
MIGENA TELA ifor
Notary Public, State of Texas
Comm. Expires 07-23-2025Nota ublic in and the State of Texas
Notary ID 133228871
nm��
Lease Site 31N-13
Deed of Trust Upon Lien hold
In favor of Pinnacle Bank
Page 7 of 8
LENDER:
PINNACLE BANK
By: /
Name: nj Ong
Title: avfiw P0,61 ant
Date: IY'(i �i'i U iF
STATE OF TEXAS
COUNTY OFIaYi"
ATTEST:
BEFORE ME, the undersigned authority, a Notary Public in and for the State of Texas, on this
day personally appeared known to me to be the person whose name is
subscribed to the foregoing instrument, and acknowledged to me that the same was the act of
PINNACLE BANK and that he/she executed the same as the act of PINNACLE BANK
for the purposes and consideration therein expressed and in the capacity therein stated.
GIVEN UNDER MY HAND AND SEAL OF OFFICE, this /mil day of
PTht , 2025.
j,PaYP� KRISTEN LOUGH
'P MY COMMISSION EXPIRES
* y' 12/02/2027
"FW4 NOTARY ID: 126131327
Lease Site 31N-B
Deed of Trust Upon Lien hold
in favor of Pinnacle Bank
Page 8 of 8
KmtA/ kuo�)
Notary Public in and for the State of Texas
M&C Review
Page 1 of 2
CITY COUNCIL AGENDA
Create New From This MI&C
DATE: 3/25/2025 REFERENCE **M&C 25-
NO.: 0266
Official site of the City of Fort Worth, Texas
FORT WORTII
55FWS DANIEL GRIFFITH
LOG NAME: CONSENT TO LSEHOLD
DOT, LSE STE 32,31 N-B
CODE: C TYPE: CONSENT PUBLIC NO
HEARING:
SUBJECT: (CD 8) Authorize Execution of a Consent to Leasehold Deed of Trust with Daniel Griffith
and Pinnacle Bank to Enable Daniel Griffith to Obtain a Line of Credit Using Lease Site 32
and Lease Site 31 N-B as Collateral to Expand Aeronautical -Related Business
Activity Located at Fort Worth Spinks Airport
RECOMMENDATION:
It is recommended that the City Council:
1. Authorize execution of a consent to leasehold deed of trust with Daniel Griffith and Pinnacle
Bank to enable Daniel Griffith to obtain a line of credit using Lease Site 32 as collateral to
expand aeronautical -related business activity located at Fort Worth Spinks Airport; and
2. Authorize execution of a consent to leasehold deed of trust with Daniel Griffith and Pinnacle
Bank to enable Daniel Griffith to obtain a line of credit using Lease Site 31N-B as collateral to
expand aeronautical -related business activity located at Fort Worth Spinks Airport.
DISCUSSION:
The purpose of this Mayor and Council Communication (M&C) is to recommend City Council authorize
execution of a consent to leasehold deed of trust with Daniel Griffith and Pinnacle Bank to enable
Daniel Griffith to obtain a line of credit using Lease Site 32 and Lease Site 31 N-B as collateral to
expand aeronautical -related business activity located at Fort Worth Spinks Airport.
On April 13, 2018, M&C C-28646, City Council approved City Secretary Contract (CSC) No. 50636, a
five (5) year Hangar and Ground Lease Agreement with The Myers Investment Group, LLC (Myers),
which includes 20,145 square feet of ground space and a 9,240 square foot hangar, known as Lease
Site 32 located at Fort Worth Spinks Airport. CSC 50636 had two (2) options to renew for additional
successive terms of five (5) years each. On or about September 4, 2019, Myers entered into an
assignment of the Lease with Daniel Griffith where Myers relinquished all rights, title and interest in the
Leased Premises and assigned all those rights to Daniel Griffith. Mr. Griffith subsequently requested,
and the City approved CSC No. 50636 A-1 to extend the lease term to a thirty (30) year lease with two
(2) options to renew at five (5) years each. The extended lease term was in return for significant
improvements to the hangar facility, which has since been completed. Annual revenue from the Lease
is currently $22,915.70.
On November 13, 2024, M&C 24-0992, City Council approved CSC No. 62379, a Ground Lease
Agreement with Daniel Griffith, which includes 42,211 square feet of ground space and a 15,000
square foot hangar, known as Lease Site 31 N-B located at Fort Worth Spinks Airport. CSC No.
62379 expires on June 12, 2051, with no option to renew. Annual revenue from the Lease is currently
$24,241.68,
Daniel Griffith has been working with their lender, Pinnacle Bank to secure a line of credit to expand
aeronautical -related business activity at Fort Worth Spinks Airport. Mr. Griffith is actively
constructing additional aircraft storage hangars and improving his existing facilities to provide much
needed services to the users of the Fort Worth Spinks Airport. Pinnacle Bank intends to use both
Lease Site 32 and 31 N-B as collateral for the loan.
http://apps.cfwnet.org/eouncil_packet/mc review.asp?ID=33129&councildate=3/25/2O25 3/25/2025
M&C Review
Page 2 of 2
The Consent to Leasehold Deed of Trust will grant Daniel Griffith's lender, Pinnacle Bank, the right,
subject to any superior lien, to operate as Lessee or secure another tenant in place of Daniel Griffith, if
previously approved by the City Council, in the event Daniel Griffith defaults on the loan or the lease
with the City of Fort Worth. The lease agreement prohibits Daniel Griffith from making any assignment
of the lease or causing a lien to be made on improvements constructed on the leased premises
without City Council approval. This type of transaction is routine for airport tenants and staff has no
objection to Daniel Griffith's request.
Fort Worth Spinks Airport is located in COUNCIL DISTRICT 8.
FISCAL INFORMATIONXERTIFICATION:
The Director of Finance certifies that approval of these recommendations will have no material effect
on City funds.
TO
Fund Department Account Project I Program I Activity Budget Reference # I Amount
ID _ ID_ Year Chartfield Z
FROM
Fund Department Account Project Program I Activity T Budget Reference # Amount
ID _ ID Year Chartfield 2)
Submitted for Citv Manaaer's Office bv:
Originating Department Head:
Additional Information Contact:
ATTACHMENTS
1295 31 NB Lease.pdf (CFW Internal)
1295 32 Lease 1.pdf (CFW Internal)
Location Map 32 and 31 N-B.pdf (CFW Internal)
Valerie Washington (6199)
Roger Venables (5402)
Ricardo Barcelo (5403)
http://apps.cfwnet.org/council_packet/mc review.asp?ID=33129&councildate=3/25/2O25 3/25/2025
CSC No. 62379
FORT WORTH SPINKS AIRPORT
GROUND LEASE AGREEMENT
LEASE SITE 31N-B
This GROUND LEASE AGREEMENT ("Lease") is made and entered into by and
between the CITY OF FORT WORTH ("Lessor"), ahome mle municipal corporation organized
under the laws of the State of Texas, acting by and througll Valerie Washington, its duly
authorized Assistant City Manager, and DANIEL GRIFFITH ("Lessee"), an individual.
RECITALS
The following introductory provisions are true and correct and form the basis ofthis Lease:
WHEREAS, on June 13, 2018, the Patties 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 31N 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) temlinate the
Previous Lease, and (ii) execute anew ground lease agreement for Lease Site 31 N-B.
NOW, THEREII ORE, in consideration of the mutual covenant, promises and obligations
contained herein, the patties agree as follows:
AGREEMENT
1. PROPERTY LEASED.
1.1 Lease Premises
Lessor hereby demises to Lessee 42,211 square feet of ground space ("Ground
Space"), including a 15,000 square fool hangar ("Hangar") at Fort Worth Spinks
Airport ("Airport") in Fort Worth, Tarrant County, Texas, identified as Lease Site
Lease Site 31N-B, ("Premises"), as shown in Exhibit "A", attached hereto and
made a part ofthis Lease for all purposes.
DANIEL GRIFFITH
Ground Lease Agn.-ement
LEASE SITE 3IN-B
Fort Worth Spinks Airporl
Page I of24
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
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 31N-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 term of the Lease ("Initial Tenn") shall commence at 12:00 a.m. oil the
date of execution of this Lease ("Effective Date") and expire at 11:59 P.M. on
June 12, 2051, unless terminated 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 fiom 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 Adiustments
The rental rates under this Lease arc 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 (lie Initial Term, to reflect
DANIEL GRrFrrT1I
Ground Lease Agreement
LEASE SITE 31N-B
Fort worth Spinks Airport
Page 2 of 24
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 fist 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 -Four Thousand Two Hundred Forty -One
Dollars and 69/100 ($24,241.69), at a rate of Thirty -One cents ($0.31) per
square foot, payable in equal monthly installments of Two Thousand
Twenty Dollars and 14/100 ($2,020.14).
3.2. Five -Year Adiustments
In addition to the Annual Rent Adjustments, on October 1, 2029, and every fifth
(5"') year thereafter for the remainder of the Initial Term (i.e. on October Ist of
2034, 2039, 2044 and 2049), rent shall automatically be adjusted to equal the then -
current rates prescribed 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 (lst) 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 (10th) day of the month for which payment is due. Without limiting Lessor's
termination lights 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 accme.
4. CONSTRUCTION AND IMPROVEMENTS.
4.1 Discretiollarv. lmprovelnents.
Lessee may, at its sole discretion, perform modifications, renovations,
improvements or other construction work on any tract of the Premises. Lessee may
DANIEL GIUFFMI
Ground Lease Agreement
LEASE SITE 31N-B
Fort Worth Sphila Airport
Page 3 of 24
not initiate any Discretionary 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"). 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 approval of such plans, specifications and estimates. Upon completion of ally
such Discretionary Improvements or the termination of this Lease, Lessor shall take
full title to any Discretionary Improvements on the Premises.
4.2 Process for Awroval 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.
4.3 Documents.
Lessee shall supply the Director with comprehensive sets of documentation relative
to any Discretionary Improvement, including, at a minimum, 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.
4.4 Bonds Reaulred of Lessee.
Prior to the conuuencement 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
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, tirnhs, 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 arnount
of each construction contract or project. If Lessee makes a cash deposit, Lessee
shall not be entitled to any interest earned thereon. Certificates of deposit shall be
DANW, L GRIVETH
Ground Low Agreement
LVA.SE srrE 31N.B
tort worth Sphilrs Arrport
Page 4 or24
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.
4.5 Bonds Required 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 perforated 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 faitlifill performance and completion of all construction work in accordance with
the final plans and specifications as approved by Lessor, and (ii) full 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 obligees. If Lessee selves as its own contractor, Section
4.5 shall apply.
4.6 Releases by Lessor Uuon Colnuletion 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 selves as its own
contractor, verification that Lessee has completed construction work, or (ii) where
Lessee uses a contractor, receipt of the contractor's invoice and verification that the
contractor has completed its work and released Lessee to the extent of Lessee's
payment for such work, including bills paid affidavits and 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 OIL 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
DANIEL CItlrlrrrll
Ground Lease Agreement
LEASE SITE 31 N-B
FortWortk Spinks Airport
Page 5 of24
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 non-discriminatory 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 from 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.
G. REPORTS, AUDITS AND RECORDICEEPING.
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 Ail -port
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 Sponsor's Assurances made by Lessor to the Federal Aviation
Administration.
7. UTILITIES.
Lessee, at Lessee's sole cost and expense, shall be responsible for the installation and use of
all utility services 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 meters.
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 Fire Codes ("Codes"), as they exist or may
hereafter be amended.
UANrRL GRIMTrr
Ground Lease Agreement
LEASE SITE 31N-9
rort-Worth SpIalcs Airport
Page 6 of 24
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 surfer 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 all 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 steam pipes, from water from any source
whatsoever, or front any heating fixtures, plumbing fixtures, electric wires, noise,
gas or odors, or from causes of any other matter.
8.2. Compliance with ADA.
Lessee, at its sole cost and expense, agrees to keep and maintain the Premises in full
compliance at all times with the Americans with Disabilities Act of 1990, as
amended ("ADA"), In addition, Lessee agrees that all improvements it makes at
the Airport shall comply with all ADA requirements.
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
DANIEL GRIFFITH
Ground Lease Agreement
LEASE SITE 31N-Ir
Fortworth Spinks Airport
Page 7 of 24
work diligently within thirty (30) calendar days following receipt of such
notice and to then complete such maintenance or repair work within a
reasonable time, considering the nature of the work to be done. If Lessee
fails to begin the recommended maintenance or repairs within such time or
fails to complete the maintenance or repairs within a reasonable time, Lessor
may, in its discretion, perform such maintenance or repairs oil 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 governtnentat 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 Foil 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 Remediation.
To the best of Lessor's knowledge, the Premises comply with all applicable federal,
state and local environmental regulations or standards. Lessee agrees that it has
inspected the Premises and is fully advised of its own rights without reliance upon
any representation made by Lessor concerning the environmental condition of the
Premises. LESSEE, AT ITS SOLE COST AND EXPENSE, AGRF,ES THAT IT
SHALL BE FULLY RESPONSIBLE FOR THE REMEDIATION OF ANY
VIOLATION OF ANY APPLICABLE FEDERAL, STATE OR LOCAL
ENVIRONMENTAL REGULATION OR STANDARD THAT IS CAUSED 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 mariner of
DANIE L Gl"TIT11
Ground Lease Agreement
LEASE SITE 31N-3
Fort wotilt Spiniki Airport
Page 8 of 24
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 perrnitting to be erected any building or
other structure which, in the opinion of Lessor, would limit the usefulness of the
Airport, constitute a hazard to aircraft or diminish the capability of existing or future
avigational or navigational aids used at the Airport.
10.2 Lessor reserves the light 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 future agreement
between Lessor and the United States Government, which relates to the operation or
maintenance of the Airport and is required as a condition for the expenditure of
federal funds for the development, maintenance or repair of Airport infrastructure.
In the event that any such existing or fixture 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
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 adiust 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.
DANTEL GRrrrrrtl
Ground Lease A6=ement
LEASE SITE 3►N-B
Fort wortr► SS►h)lcc Airport
Page 9 of 24
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 filly
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 fi•om 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 frill 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 term of this Lease it will operate and
maintain the Airport and its facilities as a public airport consistent with and pursuant
to the Sponsor's Assurances given by Lessor to the United States Government
through the Federal Airport Act; and Lessee agrees that this Lease and Lessee's
rights and privileges hereunder shall be subordinate to the Sponsor's Assurances.
10.6 . Lessee's rights hereunder shall be subject to all existing and future utility and
drainage easements and rights -of -way granted by Lessor for the installation,
maintenance, inspection, repair or removal of facilities owned or operated by
electric, gas, water, sewer, communication or other utility companies. Lessee's
rights shall additionally be subject to all rights granted by any ordinance or statute
which allows utility companies to use publicly -owned property for the provision of
utility services.
10.7 Lessor agrees Lessee shall have the right of ingress and egress to and fi-on) the
Premises by means of roadways for automobiles and taxiways for aircraft including
access during the construction phase of airport improvements, unless otherwise
DANiEL GltlrrrrH
Gmund Luse Agreement
LEASE SITE 31N-0
Fort WoMi 5pinks Airport
Page 10 of 24
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 tune 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 times a policy or policies of insurance as specified
herein, naming the City of Fort Worth, its Officers, Employee's 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 "B", the "City of Foil 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. Adiushnents to Reauired 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)
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 R.eaairements.
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,
DANIEL GRIMM
Ground Lose Agreement
LEASE SnT 31N-B
Fort wofih Spini(s Airport
Page I of24
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 omissions of its
officers, agents, servants, employees, contractors, subcontractors, patrons, licensees and
invitees. Lessee acknowledges that the doctrine of responcleat superior shall not apply as
between Lessor and Lessee, its officers, agents, employees, contractors and subcontractors.
Lessee further agrees that nothing herein shall be construed as the creation of a partnership
or joint enterprise between Lessor and Lessee.
13. INDEM[NIFICATION.
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
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, OFANY
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
Or, F ICERS A GE NTS, SERVANTS OR EMPLOYEES,
DANIEL GRIFFITH
Ground Lease Agreement
HASP SITE 3IN-B
Tort worth Sphths Airport
Page 12 of 24
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 Rent, Fees or Other Charees.
If Lessee fails to pay any rent, fees or other charges due under this Lease, Lesson
shall deliver to Lessee a written invoice and notice to pay the invoice within ten (10)
calendar days. If Lessee fails to pay the balance outstanding within such time,
Lessor shall have the right to terminate this Lease immediately.
14.2. Breach or Default by Lessee.
If Lessee commits any breach or default, other than Lessee's failure to pay rent,
Lessor shall deliver written notice to Lessee specifying the nature of such breach or
default. Lessee shall have thirty (30) calendar days following such written notice to
cure, adjust or correct the problem to the standard existing prior to the breach. if
Lessee fails to cure the breach or default within such time period, Lessor shall have
the right to terminate this Lease immediately.
DANIEL GRIFFITH
Ground Lease Agreement
LEASR ME 31N.8
Fort worth Spinks Airport
Page 13 o1724
14.3. Abandonment or Non -Use of the Premises.
Lessee's abandolument 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 Oblizations to Lessor uuon 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. Rights 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 termination or expiration,
Lessee shall remove from the Premises all trade fixtures, tools, machinery,
equipment, materials and supplies placed on the Premises by Lessee pursuant to this
Lease. After such time, Lessor shall have the right to take full possession of the
Premises, by force if necessary, and to remove any and all parties and property
remaining on any part of the Premises. Lessee agrees that it will assert no claim of
any kind against Lessor, its agents, servants, employees or representatives, which
may stem from Lessor's termination of this Lease or any act incident to Lessor's
assertion of its tight to terminate or Lessor's exercise of any rights granted
hereunder.
15. NOTICES.
Notices required pursuant to the provisions of this Lease shall be conclusively determined to
have been delivered when (i) hand -delivered to the other party, its agents, employees,
servants or representatives, or (ii) deposited in the United States Mail, postage prepaid,
addressed as follows:
To LESSOR:
City of Fort Worth
Aviation Department
201 American Concourse, Suite 330
Fort Worth, TX 76106
DANIEL GRIF +rrx
Ground Lase Agreement
LEASE SITE 31N-B
Fort Worth Shlnlcs Airport
Page 14 of 24
To LESSEE:
Daniel Griffith
217 Man O War
Burleson, Texas 76028
(817) 219-8471 /
danrayg@wliitehawkworldwide.com
16. ASSIGNMENT AND SUBLETTING.
16.1. lit General.
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 Aanroved Assienments 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
sarne 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
Ming. 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. I-Iowever,
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.
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 bleach of this Lease.
vANIFL GRIFFITH
Ground Lease Agreement
LEASE SITE 31N-A
Fort worth Sphihs Airport
Page Is dZi.
Lessee agrees to comply with all federal, state and local laws; all ordinances, rules and
regulations of Lessor; all Hiles and regulations established by the Director; acid 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 Comuliance with Minimum 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 from 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 from tune 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 from the
provision of any services on or in the construction of any improvements or alterations to the
Premises on grounds of race, color, national origin, religion, disability, sex, sexual
orientation, transgender, gender identity or gender expression.
Lessee agrees to fiunish its accommodations and to price its goods and services on a fair
and equal basis to all persons. In addition, Lessee covenants and agrees that it will at all
times comply with any requirements imposed by or pursuant to Title 49 of the Code of
Federal Regulations, Part 21, Non -Discrimination in Federally Assisted Programs, of the
Department of Transportation and with any amendments to these regulations which may
hereafter be enacted.
If any claim arises from an alleged violation of this non-discrimination covenant by Lessee,
its personal representatives, successors in interest or assigns, Lessee agrees to indemnify
Lessor and hold Lessor harmless.
21. LICENSES AND PERMITS.
DANiEL GRIFFITH
Ground Cease Agreement
[.EASE SITE 3 tN-B
Fortwoiih Spinks Airport
Page 16 of 24
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 term 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 ftlture 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 be a breach or default under any provision of this Lease and either
party should retain attorneys or incur other expenses for the collection of rent, fees or
charges, or the enforcement of performance or observances of any covenant, obligation or
agreement, Lessor and Lessee agree that each party shall be responsible for its own
attonieys' fees.
26. SEVERABILITY.
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
onlission 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;
DANIEL GRIFFIT11
Urountl Lease Agmcmettl
LEASE SITE, 31N-11
Fort worth Spinlcc Airport
Page 17 of 24
wars; riots; epideinics 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.
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 frorn 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" shalt have the meanings ascribed to those terns 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) does not
boycott Israel; and (Z) W11 not boycott Arael during the term of the Lease
[Signature Pages 17 ollow]
DANIEL GRIFFITH
Ground 1-case Agreement
LEASE SITE 31N-Ir
Fort Wodli Spinks Airport
Page 18 of24
IN �' 1 RE OF, (lie parties hereto have executed this Agreement in multiples
on this the �gINESS
cloy of r. ! , 202�1.
CX'['X OF FORT W010,11:
By; - -114 it 1S11 By: -w*
- -- - -
Valerie Washington ent4les
Assistant City Manager Aviation. stc is Director
Date: Nov 13, 2024
STATE OF TEXAS
COUNTY OF TARRANT
BEFORE ME, the undersigned authority, a Notary Public lit and for the State of Texas, on
this day personally appeared Valerie Washington, known to me to be the person whose name is
subscribed to the foregoing instrument, and acknowledged to the that die same was the act of the
City of Fort Worth and that lie executed the same as the act of the City of Fort Worth Fait• title
purposes and consideration therein expressed and in the capacity therein stated,
GIVEN +UNDER MY HAND AND SBAL OF OFFICh this IQ day
IWVQ,m v , 2"
� n
0yP&�11 ANGELA D. CHRISP 1
','t,= Notary Public, Stale of Texas
y '•• Comm. Expires 03•1e-2028 _ t
",OF Notary ID 134812443 Notary Public in and for the State of Texas
APPROVED AS TO FORM
AND LEGALITY;
Candy (e PaRaa, i (Nov ll, T411 I] GP CS1)
By:
Candace Pagliara
Atsistaut. City Attorney
M&C: 24 —0992
Approval Date:11.12.2024
Form 1295: NIA
DANIEL GltlMTll
Gtonad Lease ALKeenunt LPASE SU113IN-11
Fort %ills Splulu Ai pate Page 19 oI72.1
ATTEST:
-.' it,:
FORI'4
�%
.'� ,_
z(,
By.
,•
Jatuiette S. Goodall
City Secretary
HPP,
OFFICIAL RECORD
CITY SECRETARY
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.
9'"kua �/s-4—
Barbara Goodwin
Real Property Manager
ATTEST:
zi _ � By:
Date:
STATE OF TTWnkS µ+SSt *-%iWt §
COUNTY OF 'ice n��r-+sue•
BEFORE ME, the undersigned authority, a Notary Public in and for the State of Texas, on this day
personally appeared DANIEL GRIFFITH, hown to me to be the person whose name is
subscribed to the foregoing instrwnent, and acknowledged to me that the same was the act of
DANIEL GRIFFITH, and that lie executed the same as the act of DANIEL GRIFFITH for the
purposes and consideration thercui expressed and in the capacity therein stated.
GIVEN UNDER MY HAND AND SEAL OF OFFICE this �' day
Get .. Tc>13 e-42 , 2024.
DANIEL GRIFFITH
Gmond Lcose Agreement
LUASE SITE 31 N-11
Fort word► Spinks Ali -port
Page 20 of 24
Notary Public in aml for the State of TQvc E;
• • • • •
• •gSISS/A '.
66
• q-
1 •
a.. rHitiltltl�,•`•
EXHIBIT A
REAL PROPERTY DESCRIPTION AND MAI)
FOR
LEASE SITE 31N-B
LEGAL LAND DESCRIPTION
LEASE SITE
BEING a catr,,n of that c:,ta •i b act q( WA r, if r H . ar Lt't•: Su„ty, AtStr'a(t No. 930, City o° Faith V:ORh, Ta: rant
County, Trxas, dt%uib:-d as Block S. fat %lath Stints AiTp3't (her Rnaket i-frried to as Block 5), an addition to the
City of Fo:t VlOrth, Tar;anl Counbl, Teas, ac(o;d;rry to thr plat +e(oidttt in C.*i),A A, Side 353, Plat Rtcoids,
Tatiant County, Texas, and bring mar paibcubily dltnhed, by in -to and bounds, as folloh•s:
COMMENCING at a one•haF .r,ch non Iod fObid for ter Nwlie35t (oir-f of said BbO 5, same t- ng a Ylestwly
come; of Via' (titan bact of lard drso bed as Tact 1 in a SR(iat Vlauarty Deed to Paslav V nQ•, ,, IV.
(here)nafte ;e°ened to as Tact 1), as ie(O ded in Insliumrnt Numb-r D218247486, Official PuNic Records, Tarrant
County, Texas (O.P.R.T.C.T.);
THENCE South 00 degrees 12 minutes 32 s..conds Vlest with the common fine between said Block 5 and said Tiact 1,
a distance of 310.11 fret to a mag nail set in conC;ete pavement;
THENCE South 89 deg;tts 57 minutes 11 stCOnd5 %got, drpa;ling the 1Vesteriy Ine of said Tia(t 1, ciossing said
Block 5, a distance of 132.90 Net to a frce•ei;hths .nth icon rod -with plastic cap stamlii'RPLS 4838` s-t for the
PLACE OF BEGINNING;
THENCE Sa lh 00 cleg;tvs 01 minute 23 seconds Wet, continue (posvng sand Block 5, a dP,tance of 137.55 feet to a
fivr•eithths inch +ion i od with plastc cap :tamped 'RPLS 4838' found lot canri;
THENCE SoVih 39 Cegit : s 34 mirmtes 40 s-.<oras West, cortviur ciass,ng aid Vo(1 5, 3 d.stance o"Aa.$S fit to
a f..%-e,gt.ths inch non rod m, th plastC (ap stamped "RPLS 4438' set to; (Of rta;
THENCE North 00 drg;ets 03 0nuto 39 s.-corms V:rt, Continue uo55mg said Bto(k 5, a distanea o! 139.54 feet to
a mag nail set in (on(iate pavement fa con;-;, same Long th- (ente; of a taxi stiilb:
THENCE North 89 deg; 57 m'r•Ats 11 stcords fast -with sa'J taxi st -, a d'r a,(e, Of 304.77 f.-t to the PLACE
OF BEGINNING, and costa rnn; a caAulated area Of 0.969 avvs (42,211 scuare ftvt) of land.
ORTWOR
FORT 1VORTH SPIkKS AIRPORT
LEASE SITE
PORTION OF BLOCK 5
CITY OF FORT V,-ORTH, TARRA%T COUNTY, TEXAS
DANIEL GRIT i?n'11
Ground Lcasc Agrecmcnl
LL'ASI! SITF. 31 N-H
Fort Worth Sphdci Airport
Page 21 of 24
t-vBANNISTER
1ENGINEERING
TFA-r III
1FISTRUtIVIT IAJk*FP. 171213-24-41%. 11 D P.-.C,T. 0, PLACE OF
COMMUICUIG,
AMIN RT 0 UTRi L 114 flUMIT 111UT V
CANNI I A,
PASt.AY WS M rJUMEUT 14- 1. ALM03 MILE, V4,
%VfrLIKES INC.1W.11 II..
1167RUMEW Pj: 6,,-,0.344--6 1, 4101'04! , .
E: 2,334.148 7" P10 -A[ U0. 71
FLO
AIRt'i PORT W-LAY
CASIGET A. SUM 353 - )MMAES, 11C.
P.R.T.C.T. JTVk_7 1)
�0 116TRUI-wrr
PLACE OF IM-WER
T. C.7
NRIV 57' 11 L 3N.11
LEASE SITE S891 57' 1 VW
0.969 ACRE OR
132.90'
4 FEE
T,211 SQUARE FE SOV 01' 231V 137.55'
CUPREUT LEASE 5rTE
3141
z
PPEPARED APRIL 10. 2010
VAV 0
A
A 34' 40"1: 3D4,58'
c
20.00
FLO ICK s
20 Oil A tRT W, MTH %IWS AIRP% *T
CABINET A6 SUM 353. P,R.T.C.T.
.............
ell
A
Eu lclk s S87
RAT
AIRPAT
WOE '- S
P.R.T.(:-' '01 LEGEND
0 1
LEASE SUE 3244
PREPARED AFRIL 7,
1"C
P (:V F �v -
+ All III
OEtTV�ORT'14,11 .1 't. /
N`B ANN I ST E R
FORT WORTH WINKS AIRPORT E N G I N E E R I N G
LEASE SITE
PORTION OF BLOCK 5
CM OF FORT WORTH, TARRANT COUNTY, TEXAS 0, -1 %, 411
DAINIEL GlUt-WF11
Uround 1-case Agmenvol
LFASL SITE 31N-H
Fort'Wortit Spinks Airport
Page 22 of 24
FoR I WoR I I I
%% Ir
F,.c<i 8_%s► fA*(xcrs
A. rr(Y1 Mant-nw-A OWMee and
A 161yn :s cr I nstl"Nyt
A.cr.ih
A-A-,.n,s ci mst,,Twt
Cjc.wjtcr-Turt ie
Avx.: 3 cf Ins"qw.t kijmw..vs:e
Og? Y.cr M4n:hwAOrly.
hmlee or A,:rah
Ktm..Vin*nt Opwalor
A,rcr.ft `_Vies Or*(ww
ATC(A Storage Opeq Ax
EXHIBIT B
EXHIBIT B -MINIMUM INSURANCE REQUIREMENTS
Env,onv.,rud
At-C-11Ck. -? bk. ty iTo
IJA. Ij
L K, 1, L,ab 11
L Ty .;el".: t-s I
es
M.C.X X10
v cce X-0 s I WD cOj
S 1 cm Dco
S I V) : Oc
Sr ckc"CCO
I VIC 1519
V.:0. '.rc
31 C(O.TO
3 I Ice 110
s
1.000.0c0
S I CC, CCO
1.000 CCO
V.10c W) Pa3 s 4--Ov
S1,031) s
1'wo.cico
$100 CYO paiss'.;-v
A-0.*om i
S I CC 0. OX,
$1 .
I
MO CO
Cr.h-r CcnYwtJ AiOnxj'-_uV
V x C
VC0
10
.57.1
5 *.Ox Xic
X0
�,qvo:e Cv•c*jty
Less—,
1.000 C-CO
Nm-c cn,(Iwe,.* Ry'rq C .,jb
I.Cro OX'c,:.: jms:.E
ISOO.cdco
S I 00.0:1),pn 5
Non-Cwnwo3i SO+L*' ng
S 1.030,I)NI
S1I.000 CICO
I.X0 Ocej
Fvmxee OV. F.14 fr AjWs I
Nm-Ccn)nwc,.v
Pon'oee f SMO CCQ SNX OcGc"'uT*":e s
So. V4.vV3, Ti.vgm. 0ciim-sty s S.;,x Oc3c<cv'.e---+ 5
H.Irg.v
OtN.4 Av_vwr� El-Kvi-te-c jwA P sk
.Fbnishk•u,lMe.r+.Su•ftryt'dasorartA'..-
"t :'Y? :.t c-j..'!ecr tc,,,* ce-c' hfd L'. e0i ..*w tI� d 'ne
-.,ss jcc,.*
Vu st Ae Neg
If wcfdl sict.Ve cV*rat:f,s r,c,.s:f ng sutlwstj sp.v+ fct st:rx)e
ONY (eq..'ej fc. Oee f. JA snst'w.t.7A
C'ef*c-J$ ce timts d
If F'V11'ed I." �I;Y monin%snic wcx,ej.WOv
AvIjbonMininvjmSUndxds
DANIEL GRIFFITH
Ground Lcasc Agmvinvit
LEASE SITE 31N-R
Fort Worth Splulu Ali -port
Page 23 of 24
2!4D CCO
DEFINITIONS:
crag+f�f[le_F'. !-. .. .. .,..5';r to Ytcl lri hu•IIr?a'•d 5tt:::u'4 s.:3 n',r ete Y a dJ he ns to cn':ered
Lu d•ngs. 0AJC,•3r f.:;,res to r,a—rt r nst.t e-j f.tures, MAO,lwy and tquipmeni Ti,* tu'.I ng mattn3l used m
m3 n:an and ser."t tht insured s premises +s a'so insured Bus ness Personal Progeny owred by t^e ns•,red and
used In lne nsufed s D'Js.ness is Cc:e,ed for d rect loss or damage The Coverage In•:,u•ies tout Is not I maed tol
furnlure ar.•d (1.lurts• sto•:A nnprcvemtnts and Letterm Mts. leased property lot wl-,,.h y3u have a cof*34:Wl
ctl gaton to Irsu•e ar.j Se,eralotrr s-m•lar Sus rAss propeny :#n,s Nhen nx. spec'•:a y e,:Vuded from:cr?fag?
Tr,t pol..y is a'so des goad to prose; t I1'4 rtu,ed aga nsl'•xs o• daraae to he Petsc nal Progeny of Cflr.ers %h,'e
,n Ise ns•,re05 •:a,a. :us:r,+Jy arr3 cor:rel
PROPERTI INSURANCE
Bus ness Ina;me tsc.metn-es ca ed Bus ness r#nu; ;t•nt affords prele!t•on 3ga 151 the toss CO ea•r ngs of a
h,s•ness dung :ne t ve re 4u,ea to Wa , J c• re; a, cote,#J ;.,of t,Iy JJ n-3;eJ o, dest .yea It f •e o, some otl•er
nsu'ed cause of joss
E•l,3 E,;erse a res c-eraga f3, t-os9 a-^s4s ovee and )t :.aro•marc,a.. a: -,g e.r^^sts fail -1,4,
tC Ja'' 3ge b3 Co Vete9 c•c :9ny f,C Y, 3 :3:#'eJ :a ,-a Cl :,IS ..e e,penses co ulj r, _.JO rent u: :-3, "IC•: na
e•re-ses tetrr:ne.3dcer.sng)-a;3ca
; :c,ar3ge protects t^.e ,r•sved fo• rad y •ntury or property damage to the in •J par; is 'of •er-cn Iney are legacy
I We The r", :yCo. ets .s::,3ews occ.:n••,g On re pren' sea 0' away from 1'F t =n, :es '-o.tr3ge is worded for
'yC,?ar,a^d?s3 ?rgC'.:c ;JocisCe'4r 3,:tsm3d*-:ISC'dtylher? Cove,aat s atlofJed tor
`.h2 ^,I i-4d r,sd•ej and 4•rr:CyeeS 3'9- r3-eo nsdred tohe.ld, se:4fa .. 3^d con za:.cns oht, than
ti'e^.31-Sdirswt I-3j to C.,,w#v1"e'q ra.PC, rerlanCn:6'•St3^:2s E.-. r.l. the rV:y 111 ad7.:�Cn•0 the
I m'E tie ,{•,: •y Frc :"Jts '. :•'t•r,t^t3' r ar--er:s s3. 3C!•Ry fees {6,1`1. CGSs 7 c!t'4. #•p enses as sOr.a'#d Ndh
3 cta m or the defense of 3 "at ry suI
Cover a g* A • Boddy Injury and Property Damage Liatrilny
COMMERCIALGENERILRod,ytnrymeansNiys•:atn,L-J.s•anessc•cs43sa.-.-jdradealn PrcF4nyDa,oagen-e)mphirsic,A+yury
LIABILM to tangtle r-rora•ny ,r:'.i ra re res�—; i3ss of ,se of in3t prortnf
Covet age 8 - Per son311niury and Ad.e rising ts,tuy Ltabilitty
Pets :-,at trywynrtans fatst arcs[. mac os rrosr:A,3n, wrongful entry o• e,•a,:n the s'ar,ie, and v• r.ons o'
a Arson s r ght o' F r •a.y Advert s•ng'n;" wears Itt' s•+nie' d sp3•a3tfow, :/)13I•]^•s of a pteson's otlhl of
F rracy mtsarr,or ral•:•n a^d copy•g't n4r Nthne'^J
Coverage C. - Me ircai Payments
A'4rt c 3 Pay -•?,•tc n•eans r+a cal --:uses f>- t c c, Iy • ,sry ca.sec) t y if a:.- -tn:
Imwes tit hanger oremalor for legal ot•'•aalons to pay damages due to loss to an 3 raft that o,: ws N9,en the
HANGARICEEPERS
zt,c,afl.sintl14•.are.,:ustoijorcent,oloftr4Insu,ed forsafeAeep:na storage,ser..•:aorrepa' Co•:erage
LIABILM _
e.ter.Js to t3bi.ty113•ms an a•uafts !ess of use
'ns,fes ile poruton a-,rcwe 3sst:,ateci Nth the ;nsuwi's property and orefatons. Inc'vd ng Costs of Cleanup ar,d
rrmedul or cotrear:a act on •dve to a th ,d•p3ny atm3rd yr a 2ov#rnment order The Pon ton e,c'uston !n general
JENVIROMENrAL
I•at: ty nsu ante ef'ect ve'y t' n•,.-acts co.r,age fc, dam3gts for t•od ty injury, pforttly damage and cssarup costs
IMPIR\IE\rr I.IABILM
ar s•rta frorn rnc31 typts of ro ul.cn e:ena Per3u5e of to s, cus:omced grotto: on to, the po ,tin e.r05ure of
numerous insureds n ws category Is essenia
Co-.eraae ^y?x-ed sraC!•:3 'y :0 the C•G#'ll•3n of 3✓:t3ft and the nil s nv31,ed r 3, ahon At at on •nstrr3nce
pc,' -:.es are d-str:,Iy Vferenl from thLie fo• otner areas of pansrottston ant teni io nr3rporat4 3v31,on
AIRCRAFT AND
tear .: t:•?y as wt I as lt,r rO _,ry Phis 3n2r'aus4s sr#•:'L tc, avol-:-i ns W a'•:! P3ssengtr I A ry rrcit is
PASSENGER LIAEILITI
r'3s Ser-;ets na ra ' the 3::::-W a,,. •aft N',3 are r'o'e-j Gr i ed In Mali dr•r 4s ), s {c,e-age 4 ,r3ndatory
C1y':r,Orv-r•(•a'_•ra•y'ea'CIJ4'_i•.t•1�25 Cffe0 sc•IJ •7n) 111 sr4C'40 m`4 f•—ea:h
passtrgerseat
're 13t ty cove'3ge o' tra Bus -tss A.,t3 Go -:y r,owts rfctt:G3n aga nst !egg^' at :y ins ng out of tre
AL-ro\R)BILE LIACILM
pArtrsr, p marte^3r.7e o• use o' 3ry'n ,.,ad a,rimoo •# Tre nsu,,ng aareemenl ag tts to pay fc' b:ody.niury
7f iilXCli. PE FIIRED\
c t-ro:Try eama3t fc,w`,cs,te^s_t+.s`eg)/r45t Ys:e Lc.: a�sE Cl an 8_l„r:..'?aGL The rG''y 3's C.
St)t4s that nadj•t:n t0 :•{ c•3y•r cr' C' ]3 `"3�?s tie rs.:! a s0 agrees :c Je'e-I t-4 .ns, ed f:r it 4•aal
\i r�.O3\1ED�EHICCESI
defense :cs• Tre ces:•se : r a_a'.:-
An ag,eerrtent tetvseen tav f-mves n Nh::1, ore pasty 3grets to warre sutrog3t•3n (grits aga nst another n the
StrBRC)GATICIX WAIVERe,tn: of a toss The mtent,s !c.pre:tni cnt rany's insurer from pursung subrogaton 3garst tht other party.
Lft�
llviatron Mininuun Standards Cr, y.a F'm 7:crh !. ;• �,;n Dtpavlwt Ii?. Q'3:'?t•11
DANIEL GRIMM
Ground Lease Agrcenlent
LEASE SI•rE 31N-11
Fort %Voiih Spinits Airport
Page 24 or24
M&C Review
Page 1 of 2
CITY COUNCIL AGENDA
Create New From This M&C
DATE: 11/12/2024 REFERENCE **M&C 24- LOG NAME:
NO.: 0992
CODE: C TYPE: CONSENT PUBLIC
HEARING:
Official site of the City of Fort Worth, Texas
FORT NVORTII
55FWS TERM AND NEW
LEASE AGMNT, LEASE STE
31 N, DANIEL GRIFFITH
219
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 31N 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
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M&C Review
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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-B 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 i Account Project Program ! Activity Budget j Reference # Amount
ID i ID - Year (Chartfield 2)
FROM
Fund I Department Account Project i Program I Activity Budget I Reference # Amount 1
ID _ _ l ID I j Year 1 (Chartfield 2)
Submitted for Citv Manager's Office bv: Valerie Washington (6199)
Oriainatina Department Head:
Additional Information Contact:
ATTACHMENTS
Roger Venables (5402)
Ricardo Barcelo (5403)
FID TABLE.xlsx (CFW Internal)
LOCATION MAP 31 N-A and 31 N-B.pdf (CFW Internal)
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