The URL can be used to link to this page

Home My WebLink AboutContract 23685-R1CSC No. 23685-Rl FIRST RENEWAL FOR CITY SECRETARY CONTRACT NO. 23685 PEROT FIELD FORT WORTH ALLIA NCE AIRPORT GROUND LEASE AGREEMENT FBO GROUND LEASE This FIRST RENEW AL TO CITY SECRETARY CONTRACT NO. 23685 ("RENEW AL") is made and entered into by and bet ween the CITY OF FORT WORTH ("Lessor"), a home rule municipal corporation organized under the laws of the State of Texas and FBO PARTNERS, LTD. ("Lessee"), a Texas limited partnership. RECITALS The following statements are true and correct and fonn the basis of this Agreement. WHEREAS, on or about October 14, 1997, Lessor and Lessee entered into Ci ty Secretary Contract (CSC) No. 23685 (the ''FBO Ground Lease"), a lease of real property at Fort Worth Alliance Airport generally known as FBO Ground Lease, as more specifically defined and d epicted in the Lease; WHEREAS, on or about January 23, 2003, through Mayor and Council Communications (M&C) C-18972, Lessor and Lessee entered into CSC No. 28549, Lease Amendment No. 1 to CSC No. 23685 to provide renewal options upon expiration of the Lease for an additional tenn often (10) years ( .. Renewal Term"); WHEREAS, on or about September 19, 2006, Lessor and Lessee entered into CSC No. 34012, Lease Amendment No. 2 to CSC No. 23685 to provide that title to the Improvements (as defined in the Ground Lease) are vested in Lessor from the date of completion of construction or installation of the Improvements; WHEREAS, through City of Fort Worth Resolution No. 5582-06-2022, dated June 14, 2022, City Council changed the official name of Fort Worth Alliance Airport to Perot Field Fort Worth Alliance Airport; and WHEREAS, the Lessor .and Lessee wish to exercise the first renewal tenn provided under the Lease, commencing on September 27, 2025, and ending at 11 :59 PM on September 26� 2035. NOW, THEREFORE, for good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, Lessor and Lessee hereby agree as follows: Perot Field Fort Worth Alliance Airport FBO PARTNERS, LTD. Renewal Option No. I to CSC No. 20061, as amended through CSC No. 23685 Pagel of6 1. The Lease is hereby renewed and extended for the first permitted renewal term of ten (10) years, commencing on September 27, 2025, and expiring at 11:59 PM on September 26, 2035. 2. All other terms and conditions of the Lease shall remain in full force and effect. The statements set forth in the recitals above are true and correct and form the basis upon which Lessor and Lessee have entered into this Agreement. The Lease is a public document on file in Lessor's City Secretary's Office and is incorporated herein by reference for all purposes. All other provisions and conditions of the Lease that are not expressly amended herein or directly in conflict with the provisions and conditions of this Amendment shall remain in full force and effect. [Signature Pages Follow] Perot Field Fort Worth Alliance Airport FBO PARTNERS, LTD. Renewal Option No. 1 to CSC No. 20061, as amended through CSC No. 23685 Page 2 of 6 IN WITNESS WHEREOF, the parties hereto have executed this Agreement in multiples on this the � day of September 2025. CITY OF FORT WORTH: v'af�,)J� By: Vajerie Washington (Sep 26, 2025 15:53:48 CDT)Valerie Washington Assistant City Manager Date: 09/26/2025 STATE OF TEXAS COUNTY OF T ARRANT § § Roger M. Venables Aviation Systems Director B EFORE 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 he 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 _2_6t_h ____ day September 2025. ,,Rv Pu& ANGELA D. CHRISP j�<'0 Notary Public • • STATE OF TEXAS � i' Notary I.D. 134812443 �o,@ My Comm. Exp. Mar. 18, 2028 APPROVED AS TO FORM AND LEGALITY: By: c�:!1�f.�,.f,�f.t,�a Candace Pagliara Assistant City Attorney M&C: C-18972Approval Date: 02/19/2002 Perot Field Fort Worth Alliance Airport FBO PARTNERS, LTD. eiCv b. chr. A�hrisp (Sep 26, 2025 15:54:ss ltf: Notary Public in and for the State of Texas ATTEST: By: _r __ A_� ____ _ Jannette S. Goodall ccCity Secretary � Renewal Option No. I to CSC No. 20061, as amended through CSC No. 23685 Page 3 of6 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. a��a�� Barbara Goodwin Real Property Manager I,ESSEE: FBO PARTNERS, LTD. a Texas limited partnership By: Alliance Air Services, Inc. a Texas corporation, its general artner � �t,�' By' « u�. ��r Name: Title: - � - �' �, � t STATE OF TEXAS COUNTY OF TARRANT , This nstrument was acknowledged before me on �e(�'21v�lrac f aS, 2025, by �%��kM �• �� .V ,Q . of Alliance Air Services, Inc., a Texas � corporation, in its capacity as general partner of FBO Partners, Ltd., a Texas limited partnership, on behalf of said limited partnership. .,..�..� a+`'Yp'��,� LORI A. TICKNOR �.... ��y ��Notery Public, State of Texaa = '..�,.�+�� Comm. Expires 11-06•2027 �'�� '��`� Notary ID 10407368 Perot Field Fort Worth Alliance Airport F'BO PARTNERS, LTD. Renewal Option No. 1 to CSC No. 20061 Page 4 of 6 l�1 �� Notary Public, State of Texas as amended through CSC No. 23685 DATE Ci�y o,j,�'ort a'orth, Texas ��ar �nd ,�,aanc�� ,ommun�cat�ia� REFERENCE NUMBER LOG IdAME PAGE ti��l02 C-18972 55EXTENSIOtd 1 ofi2 �ue.�E'�r AMENDMENT OF CITY SECRETARY CONTRACT td0. 20060, AGREEMENT WITH ALLIANC� AER MANAGEMEPIT, LTD. FOR THE MANAGEMENT, QPERATfON, AND MAINTEIdANCE �F THE FORT WORTH ALLIANCE AIRPORT AND EXTENSION OF `rcRMS OF R�LATED FORT W�RiH ALLIANCE AIRPORT LEASES RECOMMENDATlON; It �s reoommended that the City Council: 'C. Authorize the City Manager to amend Ciry Secretary Contract RJo. 2006b, a Management Agreement with Alliance Air Management, Ltd. for the management, operation, and maintenance of the Fort Worth Allian�ce Airport extending the term and revising the campensation; and 2. Auifiorize an amendment to CFiy Sec�etary Contract Plo. 20061, a Lease Agreement with Alliance Air Services, Inc. extending the term; and 3. Authorize an �mendment to City Secretary Contract tdo. 23512, a Ground Lease far Parcels 2 and 5 at Fort Worth Allianoe Airport extending the term; and 4. Authorize an amendment to Ciiy Secretary Contract Ido. 23fi85, a Ground Lease for Parcel 3 at Fort Worth Allianoe Airpart exfending the terrn. DISCUSSIDN: Un Deoember 15, 1993 (City Secretary Contract No. 24060), a twenty-year Management Agreement was executecf with A3liance Air Management, �td. (Contractor) for the management, operation, and maintenance of the Fort Worth Alliance Airport. On the same date (City Seccetary Contract No. 2D061), a Lease Agreement with Alliance Air Services, lnc. was executed for certain parcels of property on the ea5tside af Fort Worth Alliance Airport, Under ihe Management Agreement, the Contractar is obligated to operate Fo�t Worth Alliance Airport as a public airport while maintalning and repalring all buildings, structures, runways, taxiways, roads, and any additions or installations and other property of ihe City located on Fort Worth Alliance Atrport at the Contractor's sole expense. The Contractor is also responsible for the adminfstration oi construction, submittal of federal and state grant requests, �aroviding aircraft fueling services, all airpart marketing, and mafcing daiiy deposlts of al1 airport revenues in an account established by the City. Du�ing the first 5 years (1993 to 1998) of the.Agreernent, the City received 096 of the first �50Q,Q00, 15% of any am4uni from $500,000 to $1.5 million, and 2a,7% of any amount over $1.5 million. Beginning in 1998, the City began receiving 159� of any revenue up to $1.5 million and 20.7% over $1.5 million. To dat,�, the City has received $768,542 under tlie Agreement. Perot Field Fort Worth Alliance Airport FBO PARTNERS, LTD. Renewal Option No. 1 to CSC No. 20061, as amended through CSC No. 23685 Page 5 of 6 City of �'ort Wort�i, T'exas ��vr ��d ��r�n�it �artnn�un��c�t�c�n R�F�F2ENCE hiL1MBER tACy NAtvEE P�4GE 2119If}2 C-'18972 55�Xi�NSI4N 2 af 2 AN1E�1QNIENT OF CITY S�CRETARY CONTRACT IVfl. 2406a, AGREEME�T 1NI7N AL�IAN�C� AIR N4,4NAGEM9ENT, LTD, FC}R T}iE MAIdAGEMEf�fT, OPERATIC}N, AIVD Mnl�fT�NAi�i�CE QF THI� FOf�T WGRiF� f�LLtANGE AIRPORT AND EXTENSiON OF T�RMS OF RELATED FQRT 1N4RTH A�LIAfVCE AfRPORT LEASES The Lease Agr�ement stipulates that the� Les�ee {Aliiance Ai� Serv�ces, (nc.) has the r'�ght to divide the premises into separateky ,platted portiotts in oreJer to consiruct improverr2e�#s_ As thvse improvements are constructecE, the lease agteement states that a separate lease agreemen# will be executed far each portion vuith a t�rm coinciding with the issuanre o# the �rtiFicate of accupancy for the improvement. To that end, a s�eparate lease agreem�nt has beera executed for Parcefs 2 artd 5, and one for Parcel 3. Alow in an efftyrt to �stablish longer terrn st�t�ility and to increase the City�'s share, ihe Corttract�r r+equ�ats a 10-y2ar e�ctension tr�rith flne 1i7-year flption to reneuv the ManagemeM Agreement as well as the Lease Agreemeni and the separate Ground Leases for F'arcels 2, 5, and 3. fn exchange for the ext�nsion, the City's share af the gross revenue will remain the same until Deoember 3'1, 20�78� but beginning January 1, 2009 ta Decernber 37, 2013, the City will receive 2C}°/a of all reuenues. Then, beginning January 1, 2(}'!4 to aecember 31, 2023, the share will increase to 2596 cyf afl revenues. Under t'he proposed share agree�nent, the City will receive an additional $3Q9,2$8 aver the amo�uni in �fie current M�nagernen# Ag�eement. If the Managsment Agreemenf ended by its term on Derember 31, 2C113, assuming annual revenues increase by 5°/'0, and annual expenses increase by 39�6, the City will reap an estimated $�,326,3Q3 over the Eife of the Manageme�t Agr,eement. If the proposed Managems�t r�greement ext�nsian i� approv�ed, th� City vuill reap an estirnated $13.764,fi99 firom the beginning of the Q€igina! agreement, an increas� of $8,43�,3�36. Due to the proposed incEease in revenue to the Ci#y and the benefit of provir�g longer term stability and cflntinuity far th� management of t�� Fort W�rth Alliance Airport, City staff �ecammends that the p�apased extension be approrred, FISCA� INFO�t�A�"TIDNiC�RTIFICATIUN: ihe Finance Director oertifies that the Finance Department, Re�enue Dffioe will be responsible far ihe collection a�d c��pchsit of funds due to the City �r�der all documents neferenc�d herein. Pul�G:n Submitted far Cefy lbiaeia�er's 01PIoe by: l�4eke Groomcr Origiaatf �g Dcpartmenr Hend` � Lisa A. Pyles Additianal Cnformation C'antact: i.isa A. Pylcs 6144 54a3 5403 �I.��n � ACCOUNT I CLN7'BR I A?vtdUl'YT 4g1622 I 0552003 CITY 5ECR�:7'ATtY APPitOVED 02f19Jfl2 Perot Field Fort Wonh Alliance Airport Ff30 PARTNERS, LTD. Renewal Option No. 1 to CSC No. 20061, as amended through CSC No. Z3685 Page 6 of 6