HomeMy WebLinkAbout1999-372P\SHARED\D6PNALWu, McummLL\O,Noui[m1 MRIG&c
ORDINANCE NO _�
AN ORDINANCE AUTHORIZING THE CITY MANAGER TO EXECUTE THE SECOND
AMENDMENT TO THE AIRPORT LEASE AGREEMENT BETWEEN THE CITY OF
DENTON AND NEBRIG & ASSOCIATES, INCORPORATED RELATING TO LEASING
PREMISES AT THE DENTON MUNICIPAL AIRPORT FOR CONSTRUCTION OF
HANGARS, A FUEL FARM AND RELATED AVIATION FACILITIES THEREON, AND
PROVIDING AN EFFECTIVE DATE
THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS
SECTION 1 That the City Manager is authorized to execute the Second Amendment to the
Airport Lease Agreement between the City of Denton, Texas and Nebng & Associates, Inc relating
to leasing premises of the Denton Municipal Airport for the construction of hangars, a fuel farm
and related aviation facilities thereon, under the terns and conditions contained within this Second
Amendment, which is attached hereto and made a part hereof
SECTION 2 That this ordinance shall become effective immediately upon its passage and
approval , , )
PASSED AND APPROVED this the 5� day of1999
JA ILLER, MAYOR
ATTEST
JENNIFER WALTERS, CITY SECRETARY
By
APPROVED AS TO LEGAL FORM
HERBERT L PROUTY, CITY ATTORNEY
A U999 M fW01NoMlEac
SECOND AMENDMENT TO
NEBRIG & ASSOCIATES LEASE AGREEMENT DATED SEPTEMBER 23,1996
STATE OF TEXAS
KNOW ALL MEN BY THESE PRESENTS
COUNTY OF DENTON
WHEREAS, Nebng & Associates (Lessee) and the City of Denton, Texas, (Lessor) desire
to effectuate the Second Amendment to their Commercial Airport Lease executed on September 23,
1996 and first amended on February 18, 1997, and
WHEREAS, Lessee and Lessor desire to amend the Airport Lease to provide for the
extension of an existing taxiway, constriction of 36 T-hangars and 4 box hangars and the
installation of a fuel farm to serve Lessee's tenants,
NOW, THEREFORE, in consideration of the mutual promises and agreements contained in
this Amendment, including the recitals set forth above, the parties agree as follows
1 Section A relating to "Land" and Section C relating to "Public Improvements Provided by
Lessee" of Article II of the lease (as amended per Ordinance No 97-050 hereinafter referred to as
"Nebng Lease") are hereby amended to read as follows
II LEASED PREMISES
Lessor, for and in consideration of the covenants and agreements herein contained to be kept
by Lessee, does hereby demise and lease unto Lessee, and Lessee does hereby lease and take from
Lessor, the following described land situated in Denton County, Texas, as described as follows
A Li
Parcel 2 A tract of land approximately 235 feet by approximately 671 feet
for a total of 157,685 square feet and a tract of land 120 feet by 120 feet,
being approximately 14,400 square feet, having a combined area of
approximately 172,085 square feet or 3 95 acres described in Attachment
"A" as Parcel 2
Right of First Refusal to Lease Parcels 3A and 313 Provided that, and for so
long as Lessee stays in lawful possession of the land denoted above as
Parcel 1 and Parcel 2, Lessee shall have a right of first refusal on any lease
negotiated on the tracts of land identified and drawn on Attachment "A" as
Parcel 3A, measuring approximately 57,499 square feet, plus an area
approximately 180,912 square feet identified as Parcel 313, having a
combined area of approximately 238,410 square feet or 5 47 acres
Pagel of 8
AAMa IMWebng fig M Wftnt dw
The Lessor shall notify Lessee, in writing, of any bonafide offer on lease
options with third parties on the identified Parcel 3 Lessee shall have
thirty (30) days to exercise its right of first refusal on Parcel 3 Any future
lease negotiated on Parcel 3 shall be subject to whatever lease terms may
be negotiated between Lessor and Lessee, and Lessee shall have no vested
right to lease said parcel under any particular terms of agreement, or
specified rental, whether contained within this agreement or any other
Lessee's exercise of said right of first refusal is expressly conditioned
upon Lessee's continuous and simultaneous rental of Parcel I and Parcel 2
above In no event shall this right of first refusal extend more than two (2)
years past the execution of this Agreement
C Public hWnvements Provided By Lessee
1 The construction of a public taxiway 30 feet wide by approximately 720 feet
in length, continuing the current taxiway from Parcel 1 to Parcel 2 as drawn
and defined in Attachment "C "
See Article VIII Section C 2 b
The consideration for the construction of the identified public improvements
is the adjustment of the $015 rental rate as defined in Article IV Section A
2 hereof
2 Section A relating to "Rent" and subsections 1 and 2 of Section E relating to "CPI" of
Article IV of the Nebng Lease are hereby amended to read as follows
IV PAYMENTS, RENTALS AND FEES
A Rent
1 Parcel 1 Lessee shall pay to the Lessor for the use and occupancy of the
Premises the sum of five cents ($0 05) per square foot per year for the first
three (3) years of the initial Lease (to compensate Lessee for taxiway to be
constructed), for a total of Three Thousand Two Hundred Sixty Seven
Dollars ($3,267) per year, to be paid in twelve (12) equal monthly install-
ments in the sum of Two Hundred Seventy-two Dollars and Twenty-five
Cents ($272 25) per month in advance, with the first installment being due
on or before the first day of the month following the execution of the initial
Lease For years four (4) through thirty (30) of this Lease, the rental will be
fifteen cents ($015) per square foot per year The rental for years two (2)
through thirty (30) of initial Lease and for the two ten (10) year renewal
periods will be adjusted annually based on the consumer price index criteria
in Section IV E
Page 2 of 8
A 11999 Amin wWcbng Sod Am Cn4d%
E CPI
Parcel 2
a ll/l/99 — 10/31/04 $0 05 per square foot minimum yearly rental, no
CPI adjustments per Section IV E
b 11/l/04 — 10/31/09 $0 10 per square foot mimmum yearly rental, no
CPI adjustments per Section IV E
c 11/1/09 — 10/31/13 $0 10 per square foot minimum yearly rental,
adjusted annually per Section IV E
d 11/1/13 — 09/23/26 The current lease rate will be adjusted by a sum of
$0 05 per square foot mmnnum yearly rental Beginning 11/1/13 and for
the two ten (10) year renewal penods the then rental will be adjusted
annually per Section IV E
The yearly rental for land and improvements herein leased shall be
readjusted at the end of each year period during the term of tins Lease on the
basis of the proportion that the then current United States Consumer Price
Index for all urban consumers (CPI-U) for the Dallas -Fort Worth
geographical region, as compiled by the U S Department of Labor, Bureau
of Labor Statistics bears to the October. 1996, index for Parcel 1 and to the
November. 1999, index for Parcel 2 Each rental adjustment, if any, shall
occur on the 13th day of December, beginning 1997, and every year
thereafter on such date for Parcel 1 Each rental adjustment, if any, shall
occur on the 1" day of Octo er, beginning in 2009, and every year thereafter
on such date for Parcel 2
The adjustments in the yearly rent shall be determined by multiplying the
mimmum yearly rent as set forth in Section IV A by a fraction, the
numerator of which is the index number for the last month prior to the
adjustment, and the denominator of which is the index number for October,
1996 for Parcel 1 and November. 1999 for Parcel 2 If the product of tlus
multiplication is greater than the nummi m yearly rent as set forth in Section
IV A, Lessee shall pay this greater amount as the yearly rent until the time
of the next rental adjustment as called for in this section If the product of
this multiplication is less than the muumum yearly rent of as set forth in
Section IV A, there shall be no adjustment in the annual rent at that time,
and Lessee shall pay the nummum yearly rent as set forth in Section IV A,
until the time of the next rental adjustment as called for in tlus section In no
event shall any rental adjustment called for in this section result in an annual
rent less than the mimmum yearly rent of as set forth in Section IV A The
adjustment shall be limited so that the annual rental payment determined for
Page 3 of 8
A\I999 Amen .WIWI bd Ammdmao4tlw
any given year shall not exceed the annual rental payment calculated for the
previous year by more than ten percent (10%)
3 Subsection A3(a) relating to "Use of Leased Premises" of Article V of the Nebng Lease is
amended to read as follows
V RIGHTS AND OBLIGATIONS OF LESSEE
sale of fuel, including Jet A and Av Fuel
(a) Sale of fuel to be provided via the above ground fuel system to be
constructed by Lessee in the southeast section of Parcel 2 and shall
be for the express use of Lessee and Lessee's tenants Fuel
purchased by Lessee from a non -Fixed Base Operator shall be
assessed a fuel fee of five percent (5%) per wholesale gallon
4 Section A relating to "Required Improvements" and Subsection C 2 relating to "Ownership
of Improvements" of Article VIII of the Nebng Lease is amended to read as follows
VIII LEASEHOLD IMPROVEMENTS
A Required Improvements As part of the consideration for the privilege herein
granted, Lessee is required to and hereby agrees to construct or otherwise make
improvements to the premises, as specified herein, but not limited to, the following
The construction of an office and hangar facility for storage and maintenance of
aircraft on Parcel 1
Lessee shall provide Lessor with preliminary plans for the development of the entire
premises together with a proposed timetable or schedule for said development
Plans for Parcel 2 Lessee agrees that it shall, within one hundred eighty
(180) calendar days from the date of this Lease, submit to Lessor for
approval detailed plans and specifications for the construction of tlmrty-six
(36) T-hangars, four (4) box hangars, a 24,000-gallon above ground fuel
system, and a public taxiway 30 feet by 720 feet drawn and identified in
Attachment "C" as proposed leasehold improvements Said fuel system will
provide twenty-four (24) hour service to tenants via automated credit card
pumps Lessor agrees that it shall either approve the plans and specifications
as submitted, or transmit proposed revisions to Lessee within forty-five (45)
calendar days of receipt of the plans and specifications from Lessee In the
event that Lessor requires revisions of the original plans and specifications,
Page 4 of 8
A \1999 MIwWmmlWebf 92W MWftcntdW
Lessee shall have forty-five (45) calendar days from the date of receipt of the
proposed revisions to resubmit the plans and specifications for Lessor's
approval Lessee shall commence construction within forty-five (45)
calendar days of Lessee's receipt of Lessor's final approval of the plans and
specifications, hereinafter referred to as "Approval Date" and the
improvements shall be scheduled for completion not later than two hundred
seventy (270) days after commencement of construction
Additional Requirements Before commencing the construction of any
improvements upon the Premises, Lessee shall submit
(a) Documentation, specifications, or design work, to be approved by the
Lessor, which shall establish that the improvements to be built or
constructed upon the Premises are in conformance with the overall
size, shape, color, quality and design, in appearance and structure, of
the program established by the Lessor's Master Plan for the Airport
The Master Plan shall be approved by the Lessor and copies shall be
on file at the Office of the Airport Manager and the City Secretary
(b) All information required by the City of Denton Subdivision and Land
Development Regulations an outline of such requirements is on file
in the Planning Department of Lessor
(c) The estimated cost of such construction
No construction may commence until Lessor has approved the plans
and specifications and the location of the improvements, the
estimated costs of such construction, and the agreed estimated life of
the building or structure Approval by the Lessor shall not be
unreasonably withheld Should the Lessor fail to deny Lessee's plans
and specifications within sixty (60) days of submission thereof to the
Lessor, such plans and specifications shall be deemed approved
C Ownership of Improvements
2 Assumption
(a) All buildings and improvements of whatever nature, except the fuel
system, remaining upon the Premises at the end of the primary term,
or any extension thereof, of tlus Lease shall automatically become
the property of Lessor absolutely in fee without any cost to Lessor
(b) The fuel system remaining upon the Premises at the end of the
primary term of this Lease shall automatically become the property
of Lessor absolutely in fee without any cost to Lessor Said fuel
Page 5 of 8
A\1999 Amen WM[belg Roo MWMlOMl
system shall be in good working condition with normal wear and
tear excepted Lessee and tenants shall maintain the right to access
said fuel farm at the 5% fee established per Section V A 3 (a)
5 Section A relating to "Indemnity" of Article XIII of the Nebng Lease is amended to read
as follows-
XIII INDEMNITY
A General Operations
Lessee agrees to indemnify and hold harmless Lessor and its agents,
employees, and representatives from and against all liability for any and all
claims, suits, demands, and/or actions ansmg from or based upon intentional
or negligent acts or omissions on the part of Lessee, its agents,
representatives, employees, members, patrons, visitors, contractors and
subcontractors, if any, and/or sublessees, which may anse out of or result
from Lessee's occupancy or use of the premises and/or activities conducted
in connection with or incidental to this Lease
As the administrator of an aviation fuel dispensing operation, Lessee shall
indemnify and hold harmless the Lessor, Lessor's successors, assigns,
servants, agents, employees, of and from any and all claims, demands,
actions, causes of action or suits in equity of any and every kind or character,
ansmg out of or in any way related to fuel releases that occur on the
premises, airport property, City of Denton Property, and/or the property
Ascent thereto If such a release occurs, Lessee shall be responsible for
mitigation and remediation efforts as required by the Texas Natural Resource
Conservation Commission, the U S Environmental Protection Agency,
and/or any and all other governmental agencies
This Amendment is intended to amend the provisions of the Nebng Lease (as amended per
Ordinance No 97-050) only to the extent expressly set forth above All of the terms, covenants,
provisions, and conditions set forth in the Nebrig Lease are ratified and confirmed except as
expressly modified by this Amendment This Agreement shall be binding upon and shall inure to
the benefit of the respective successors and assigns of Lessor and Lessee
IN TNESS WHEREOF, the parties have executed tlus Amendment as of the ,6* day
of A 1999
CITY OF DENTON, LESSOR
BYJ
*WHAEIJW IE6ryl MANAGER
Page 6 of 8
A\I999 AmenM,emW96fig� ftOG =LE
ATTEST
JENNIFER WALTERS, CITY SECRETARY
B W
APPROVED AS TO LEGAL FORM
HERBERT L PROUTY, CITY ATTORNEY
NEBRIG & ASSOCIATES,
10
TITLE
STATE OF TEXAS
COUNTY OF DENTON §
On this O 9 day of 4crryO�E'/Z/ , 1999, before me, the undersigned
Notary Public, personally appeared Michael W Jez, personally known to me to be the person
and officer who executed the within instrument as City Manager of the City of Denton, Texas on
behalf of the Municipal Corporation therein named and acknowledged to me that the corporation
executed it
WITNESS my hand and official seal
ANNFORSY"'
. �. Notary public, state of Texae
a My Commla O'UPI'm
MAY 9, 2002
Page 7 of 8
A\) 999 AmgWnmtUirbnB Z M.ft tG
Commission Expiration Date
STATE OF TEXAS
COUNTY OF DENTON
BEFORE M , the derd authority, inand for said County, Texas, on this day
personally appearedL known to me to be the person and officer
whose name is subscribed to the foregoing i trument and acknowledged to me that the same
was the act of the said Nebng & Associates, Inc , a corporation of the State of Texas, and that he
executed the same as the act of said corporation for the purposes and consideration therein
expressed, and in the capacity therein stated
HAND AND SEAL OF OFFICE, this the � day of
GIVEN UNDER NIT
1999
JEANETTE SCOTT
NOTARY PUBLIC
STATE OF TEXAS
My COMM188lon Expires na a1 2001
Qlj-&mxtae'ld�
No Pubic, State of Texas
3 31-L0C1
Commission Expiration Date
Page 8 of 8
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ATTACHMENT A -I
3 95 ACRES
PARCEL2
All that certain lot tract or parcel of land situated In the WILLIAM NEIL Survey, Abstract Number
070 In the City of Denton Denton County Texas and being part of Lot 1 Block 1 of Southeast
Airport Addition an addition to the City of Denton Denton County Texas according to the plat
thereof recorded In Cabinet G Page 295 of the Plat Records of Denton County Texas the
subject tract being more particularly described as follows
COMMENCING at the Northwest Corner of said Addition at a found concrete monument
THENCE South 08 Degrees 36 Minutes 21 Seconds West with the West line of said Addition a
distance of 915 70 feel to a point for corner
THENCE South 88 Degrees 36 Minutes 10 Seconds East leaving the West line of said Addition a
distance of 452 78 feel to the POINT OF BEGINNING for the Northwest corner of the tract being
described herein at a % Inch Iron rod found In the South line of a Access Drainage and Utlllly
Easement
THENCE South 88 Degrees 36 Minutes 10 Seconds East with the South line of said Easement a
distance of 670 86 feel to a %. Inch capped Iron rod set for corner same being In the West line of
a 60 foot Access, Drainage and Utility Easement
THENCE South 01 Degrees 23 Minutes 50 Seconds West with the West line of said Easement a
distance of 355 00 feel to a''/c Inch capped Iron rod set
THENCE North 88 Degrees 36 Minutes 10 Seconds West leaving the West line of said Easement
a distance of 120 00 feel to a % Inch capped Iron rod set
THENCE North 01 Degrees 23 Minutes 50 Seconds East a distance of 120 00 feel to a %. Inch
capped Iron rod set
THENCE North 88 Degrees 36 Minutes 10 Seconds West a distance of 550 86 feel to a %. Inch
capped Iron rod set for the Southwest corner of the herein described tract from which a'/. Inch
Iron rod found bears South 01 Degrees 23 Minutes 58 Seconds West a distance of 34 87 feet
THENCE North 01 Degrees 23 Minutes 50 Seconds East a distance of 235 10 feet to the PLACE
OF BEGINNING and enclosing 3 95 acres of land more or less
J E THOMPSON R P L 14857 Dale
ATTACHMENT A —II
132ACRES
PARCEL3A
All that certain lot tract or parcel of land sl(ualed in the WILLIAM NEIL Survey, Abstract Number
9701n the City of Denton Denton County Texas and being part of Lot 1 Block 1 of Southeast
Airport Addition an addition to the City or Denton Denton County Texas according to the plat
thereof recorded In Cabinet G Page 295 of the Plat Records of Donlon County Texas the
subject tract being more particularly described as follows
COMMENCING at the Northwest Corner or said Addition at a found concrete monument,
THENCE South 08 Degrees 36 Minutes 21 Seconds West with the West Ilse or said Addition a
distance of 915 70 feet to a point for corner
THENCE South 88 Degrees 36 Minutes 10 Seconds East leaving the Wes(line of said Addition a
distance of 226 80 feel to a point for corner in the South line of a Access Drainage and Utility
Easement
THENCE South 08 Degrees 36 Minutes 21 Seconds West leaving the South fine of said
Easement a distance of 337 78 feet to the POINT OF BEGINNING for the Northwest corner of the
herein described tract
THENCE South 88 Degrees 36 Mlnuies 10 Seconds East a distance of 254 44 feet to a point for t t
corner
THENCE South 01 Degrees 23 Minutes 50 Seconds West a distance of 214 05 feel to a point for
corner In the North line of a 50 fool Taxiway Drainage, and Utility Easement
THENCE North 88 Degrees 36 Minutes 10 Seconds West with the North line of said Easement a
distance of 281 86 reel to a point for corner In the Eas(Ilne of a Variable width Taxiway
Drainage, and Utility Easement
THENCE North 08 Degrees 36 Minutes 21 Seconds East a distance of 215 76 fee( to the PLACE
OF BEGINNING and enclosing 132 acres of land more or less
4 16 ACRES
PARGEL38
All that certain lot tract or parcel of land situated in the WILLIAM NEIL Survey, Abstract Number
970 In the City of Denton Denton County Texas and being part of Lot i Block i of Southeast
Airport Addition an addition to the City of Denton Denton County, Texas according to the plat
thereof recorded In Cabinet G Page 295 of the Plat Records of Donlon County Texas the
subject tract being more particularly described as follows
COMMENCING at the Northwest Corner of said Addition at a found concrete monument
THENCE South 08 Degrees 36 Minutes 21 Seconds West with the West line of said Addition a
distance of 915 70 feel to a point for corner
THENCE South 88 Degrees 36 Minutes 10 Seconds East leaving the West line of said Addition a
distance of 226 80 feet to a point for corner In the South line of a Access Drainage and Utility
Easement
THENCE South 08 Degrees 36 Minutes 21 Seconds West leaving the South line of said
Easement a distance of 337 78 feel to a point for corner
THENCE South 86 Degrees 36 Minutes 10 Seconds East a distance of 254 78 feel to the POINT
OF BEGINNING same being the Northwest corner of the herein described tract
THENCE South 88 Degrees 36 Minutes 10 Seconds East a distance of 564 44feel to a point for
corner
THENCE South 01 Degrees 23 Minutes 50 Seconds West a distance or 19 69 feel to a % Inch
capped Iron rod set
THENCE North 88 Degrees 36 Minutes 10 Seconds West n distance of 120 00 feet to a V. Inch
capped Iron rod set in the Weal line of a 60 foot Access Drainage and Utility Easement
THENCE North 01 Degrees 23 Minutes 50 Seconds East with the West line of sold Easement a
distance of 246 65 to the North line of a 50 fool Taxiway Drainage and Witty Easement,
THENCE North 88 Degrees 36 Minutes 10 Seconds West with the North line of said 50 foot
Easement a distance of 664 44 to a point for corner
THENCE North 01 Degrees 23 Minutes 50 Seconds East leaving the North line of said 50 fool
Easement a distance of 268 55 feel (o the PLACE Or BEGINNING and enclosing 4 16 acres of
land more or less
09-1 �, -9 9
J E THOMPSON R P L 5 f�4857 Dale
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