HomeMy WebLinkAboutContract 4974 waa�.. ........._ A..
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COlvTRAC fV0 R.Y,
SUBLEASE �
STATE OF TEXAS
COUNTY OF TARRANT:
THIS CONTRACT AND LEASE AGREEMENT, made at Fort Worth, Tarrant
County, Texas, this 28th day of April, 1967 by and between Butch, Inc.,
a corporation incorporated under the laws of the State of Texas, with its
principal office at Fort Worth, Tarrant County, Texas (hereinafter referred
to as "Sublessor"), and Fort Worth Aeronautics, Inc., a Porporation incor-
porated under the laws of the State of Texas, with its principal office at
Fort Worth, Tarrant County, Texas (hereinafter referred to as "Sublessee").
WITNESSETH
WHEREAS, Sublessor is lessee of a Fixed Base Operator Lease (here- f
inafter referred to as "Base Lease") dated April 15, 1964, with the City of
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Fort Worth as Lessor, and,
WHEREAS, Sublessor and Sublessee each desired to enter into this
Sublease, by the terms of which Sublessee assumes and undertakes to perform {
certain obligations of the lessee in said Base Lease, as hereinafter set
forth,
NOW, THEREFORE, KNOW ALL MEN BY THESE PRESENTS:
ARTICLE I
For and in consideration of the terms, conditions and covenants
of this Sublease to be performed by Sublessee, all of which Sublessee accepts,
Sublessor hereby leases to Sublessee and Sublessee hereby hires from Sublessor
certain property, together with any improvements thereon (hereinafter called
"demised premises") and certain attendant privileges, uses and rights, as
hereinafter specifically set out.
A. DESCRIPTION OF PREMISES DEMISED: A 64,000 sq. ft. lease at Fort
Worth Municipal Airport, Meacham Field, Tarrant County, Texas and
being more particularly described by metes and bounds as followa:
Beginning at a R. R. Spike 4,095 feet North and 585.8 feet Hest
of the Southeast corner of the J. Wallace Survey, Tarrant County,
Texas said spike being further described as being situated at
range 115 plus 91.85, station 94 plus 70.35 master grid system
of said field:
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Thence North 41 degrees -24' West 320.0 .feet parallel with the
center line of the N1W-S1E Runway of said field to a R. R. Spike
for corner:
Thence North 48 degrees -36' East 200.0 feet to an iron pin for
the cost Northeasterly corner of lease:
Thence South 41 degrees -24' Fast 320.0-feet to an iron pin for
the most Southeasterly corner of lease:
Thence South 48 degrees -36' West 200.0 feet to the place of
beginnning and containing 64,000 sq. ft. of land.
B. ADDITIONAL PREMISES. In addition to the premises demised in
Paragraph A above, Sublessor has the right, under the terms
of Article I, Paragraph 3, the Base Lease, for a period of
five (5) years from April 15, 1964, to lease an additional
area in the East Hangar Area, as set out on Exhibit A of the
Base Lease.
Sublessor hereby grants Sublessee the right to sublease this
area, under the same terms and conditions, during the above
mentioned five (5) years period, in the event Sublessor ez+-
ercises the option to lease this area. Sublessor further
agrees that upon written request from the Sublessee to sub-
lease this area, that Sublessor will cause the option to be
exercised and grant the right of sublease under the same terms
and conditions, as provided in the Base Lease. If, however,
the same terms and conditions of lease may be obtained by the
Sublessee from the City of Fort Worth without benefit of the
option right granted Sublessor in the Base Lease and Sublessee
in this Sublease, the parties may, upon mutual agreement, re-
linquish the option rights provided in the lease agreements,
omcurrent with the execution of lease on this area between the
Sublessee and the City of Fort Worth.
Sublessor grants to Sublessee, insofar as it can legally
do so, all of the privileges, uses and rights which are granted to lessee
by lessor in said Base Lease and Sublessee takes and accepts said privileges,
uses and rights, subject to the conditions set forth therein.
ARTICLE II
Sublessor has constructed on said premises, hangar facilities and
improvement in accordance with the terms of the Base Lease and in compliance
with the requirements set forth in said Base Lease.
Sublessee shall maintain said facilities and the demised premises
in compliance with said Base Lease, shall conduct Commercial Aviation Activ-
ities and a Fixed Base Operation thereon, shall assume and pay for all costs
or their charges for utility services furnished to Sublessee during the terms
hereof, shall provide for the adequate handling and disposal of trash and r0-
fuse resulting from the operation of its business, shall provide and maintain
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in proper condition readily nceessible fire extinguishers, shall comply with
the requirement of the Base Lease in reference to signs, and shall operate
and perform the services required of lessee by the Bnee lease, all in com-
pliance with the terms of said Base Lease, Sublessee shall provide for all
insurnace required by the terms of the Base Lease, furnishing Sublessor
evidence of same, and shall provide performance bonds to indemnify Sublessor
to the same exteDt' that the lessee indemnifies lessor intthe Base Lease.
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ARTICLE III
The term of this lease shall be for a period of 120 months
commencing on April 1, 1967. Sublessee shall begin making monthly payments
to Sublessor, in advance, on the first day of each month in the sum of
$1,125.00 per month. At the end of this 120 month period, Sublessee shall
have the option to renew this Sublease for an additional 120 months at a
monthly rate to be negotiated, but in no event will said rental rate gr in-
creased or decreased more than the amount of increase or de-crease by the
City of Fort Worth of the ground rental lease to the Lessee.
In the event the Sublessee desire& to vacate the premi3e, a one
year notice in writing will be necessary for the first three years of the
Lease and a six month's notice in writing will be necessary thereafter.
ARTICLE IV
Sublessor shall stand indemnified by sublessee as herein provided.
Sublessee is and shall be deemed to be an independent contractor and operator
responsible to all parties for its respective acts or omissions, and Sub-
lessor shall in no way be responsible therefor. Sublessee covenants and agrees
to indemnify, hold harmless and defend Lessor, its agents, servants or em-
ployees from and against any and all claims for damages or injury to persons
or property arising out of or incident to the leasing of or the use and oc-
cupying of the premises by Sublessee, its employees, patrons, contractors or
i
subcontractors; and &dblessee, , patrons, eontrstta-s,_Qr subcon-
tzar ra; and Sublessee does hereby assume all liability and responsibility
for injuries, claims or suits for damages to persons or property of whatso-
ever kind or character, whether real or asserted, occuring during the term
of this Lease in connection with the use or occupancy of the premises by
Sublessee its employees, patrons, contractors or subcontractors. Sublessee
shall also indemnify Sublessor for damages to persons or property of whatso-
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ever kind or character, whether real or asserted, occuring during the term
of this lease in connection with the use or occupancy of the premises by
Sublessee its employees, patrons, contractors or subcontractors. Subleases
shall also indemnify Sublessor against any and all mechanics and materiel
mens liens or any other types of liens imposed upon the premises demised
hereunder arising as a result of Sublessee's conduct or inactivity.
Sublessee shall promptly, after the execution of this lease, pro-
vide public liability insurance for personal injuries/death growing out of
any one accident or other cause in a minimum sum of Two Hundred Thousand
Dollars ($200,000.00), for one person and One Million Dollars ($1,000,000.00
for two or more persons; shall provide property danage liability insurance
in a minimum sum of Five Hundred Thousand Dollars ($500,000.00) for property
damage growing out of one accident or other cause; and shall provide hangar
keeper's liability insurance in a minimum sum of Five Hundred Thousand Dollars
($500,000.00), except that so long as Sublessee does not permit jet aircraft
on the leased premises, hangar keepers liability insurance shall be in the
minimum sum of Two Hundred Fifty Thousand Dollars ($250,000.00).
Sublessee shall maintain said insurance with insurance under-
writers authorized to do business in the State of Texas and approved by Sub-
lessor. All policies shall name Sublessor, its officers, servants, agents
and employees as additional insureds. Sublessee shall furnish Sublessor with
a certificate from the insurance carrier showing such insurance to be in full
force and effect during the entire term of this Lease or shall deposit with
Sublessor copies of said policies.
Said policies or certificates shall contain a provision that written
notice of cancellation or of any material change in said policy by the insurer
shall be delivered to Lessor thirty (30) days in advance of the effective date
thereof.
Prior to the commencement of this Lease, Sublessee shall deliver to
Sublessor a surety bond in a sum at least equal to two month's rental. Said
bond shall be conditioned upon the faithful performance of all terms, condi-
tions and covenants of the Sublease, shall be renewable annually, and shall
be kept in full force and effect for the complete term of this lease.
At Sublessee's option, an amount equal to the first and last month's
rental may be deposited with Sublessor in lieu of said performance bond.
In addition, at any time that Sublesaee undertakes construction of
any improvement, Sublessee shall, at its awn cost and expense, cause to make,
executed and delivered to Sublessor, two separate bonds, as follows:
(1) Prior to the date of commencement of construction, a contract
surety bond is a sum equal to the full amount of the construction
contract awarded.
Said bond shall be drawn in a form and from such company as approved
by Sublessor; shall guarantee the faithful performance of necessary
construction and completion of improvements in accordance with ap-
proved final plans and detailed specifications; and shall guarantee
Sublessor against any losses and liability damages, expenses, claims,
and ,Judgements caused by or resulting from any failure of Sublessee
to perform completely the work described as herein provided.
(2) Prior to the date of commencement of construction, a•payment
bond with Sublessee's contractor or contractors as principal, in a
sum equal to the full amount of construction contract awarded. Said
bond shall guarantee payment of all wages, for labor, and services
engaged and of all bills for materials, supplies, and equipment used
in the performance of said construction contract.
ARTICLE V
TERMINATION OF LEASE, CANCELLATION ASSIGWMENT AND TRANSFER
A. TERMINATION. This Sublease shall terminate at the end of the full term
hereof and Sublessee shall have no further right or interest in any of the
ground improvements hereby demised, except as provided in Article III.
B. CANCELLATION BY SUBLESSEE. This Sublease shall be subject to cancellation
by Sublessee after the happening of one or more of the following events:
(1) The permanent abandonment of the Airport.
(2) Destruction by fire, or other catastrophe, of the improvement
provided by this Sublease, or partial damage to such improvement of
such a nature as to cause said improvements to be unfit or inadequate
for the continued operations of the Sublessee.
(3) The lawful assumption by the United States Government, or any
authorized agency thereof, of the operation control or of the Airport,
or any substantial part or parts thereof, in such a manner as sub-
stantially to restrict Sublessee for a period of at least ninety
(90) days from operating thereon.
(4) Issuance by any Court of competent jurisdiction of any inunc-
tion in any way preventing or restraining the use of the Airport,
and the remaining inforce of such injunction of a period of at least
ninety (90) days.
(5) The default by Sublessor in the performance of any convenant or
agreement herein required to be performed by Sublessor and the failure
'of Sublessor to remedy such default for a period of sixty (60) days
after receipt from Sublessee of written notice to remedy the same.
Sublessee may,i.exercise right of termination by written notice to
Sublessor at any time after the elapse of the applicable period of time and
this Sublease shall terminate as of that date.
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In the event of cancellation by Sublessee under this Paragraph B, rentals due:
hereunder shall be payable only to the date of said termination.
C. CANCELLATION BY SUBLESSOR. This Lease shall bel subject to cancellation
by Sublessor in the event Sublessee shall:
(1) Be in arrears in the payment of the whole or any part of the
amounts agreed upon hereunder for a period of fifteen (15) days
after the time such payments become due.
(2) Make a voluntary assignment for the benefit of creditors.
(3) File a voluntary petition in Bankruptcy.
(L) Abandon the demised premises.
(5) Discontinue commercial aviation operations as outlined in
Article III, Paragraph I.
(6) Default in the performance of any of the covenants, and
conditions required herein (except rental payments) to be kept
and performed by Sublessee, and such default continues for a
period of thirty (30) days after receipt of written notice from
Sublessor of said default.
In any of the aforesaid events, Sublessor may take immediate
possession of the demised premises and remove Sublessee's effects, forcibly,
if necessary, without being deemed guilty of trespassing. Upon said entry,
this Sublease shall terminate. Any rental due hereunder shall be payable to
said date of termination.
Failure of Sublessor to declare this Sublease terminated upon the
default of Sublessee for any of the reasons set out shall not operate to bar
or destroy the right of Sublessor to cancel this sublease by reason of any
subsequent violation of the terms hereof.
D. ASSIGMENT AND TRANSFER. This Sublease shall not be assigned in whole or
in part by Sublessee without the prior written consent for Sublessor and the
Lessor in the Base Lease.
E. SUBLEASING. Sublessee shall have the right to sublease all or part of
the premises demised hereunder for the oonduct of commercial aviation activi-
ties, as defined in Article I, Paragraph E subject to the written approval of
Sublessor and Lessor under the Base Lease. Any sub-lessee shall be responsi-
ble for the observance by its tenants and sublessees of the terms and conversant
of this Sublease and the related Bate Lease.
F. CPTfCn' TO "ORCHASE: Sublessor hereby agrees, tha , in the event a sale
of premises is anticipated that Sublessee will be allowed first option to
purcha at a fair market urine consistent.with .a:ybo nefide purchase .
offer frr,m ^ t. �rd part;.
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ARTICLE VI
The provisions of Article VIII and Article IX of the Base Lease are
specifically adopted and made a part of this Sublease, except the provision
of Article IX, Sub-paragraph G in reference to notices, and Sublessee hereby
agrees to be bound by, to comply with and to assume the obligations of each
of such provisions.
IN WIMESS WHEREOF, the parties hereto have executed this agreement
on the 28th day of April, 1967.
ATTEST: SUBIESSOR:
BUTCH, INC.
By: -
SECRETARY PRESIDENT
ATTEST:
SUBLES'E-E:
`SR'ETARY PRESIDENT
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CONSENT OF ,THE CITY OF FORT WORTH, TEXAS, TO SUBLEASE
The attached and foregoing sublease of Butch, Inc. ,
a Texas Corporation, to Fort Worth Aeronautics, Inc. , a
Texas corporation, is consented to by the City of Fort
Worth, Texas; provided, however, that this consent shall
not be deemed to Felease Butch, Inc. from its duties and
liabilities under the Base Lease.
Dated:
ATTEST: CITY OF FORT WORTH
BYs
C'ty kcretary
APPROVED AS TO FORM AND LEGALITY:
—5`�,
City Attorney