HomeMy WebLinkAbout1965-9AT A REGULAR MEETING OF THE CITY COUNCIL OF THE CITY OF DENTON,
TEXAS, HELD IN THE MUNICIPAL BUILDING OF SAID CITY ON THE 9TH
DAY OF NOVEMBER, A.D. 1965.
R E S 0 L U T I 0 N
Be it known that on the 9th day of November, 1965, at
a regular meeting of the City Council of the City of
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Dentgn, Texas, Warren Whitson, Jr., Mayor of the City
of',DTnton, Texas, is hereby authorized by the City
Counpil to execute an Airport Lease, Operations Con-
4ack and Agency Agreement with Aerosmith Denton
gorp6ration which Agreements are attached to this
Resolution, as recommended by the Airport Board.
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PASSED AND APPROVED this 9th day of November, A.D. 1965.
Jl et C4~
Warren Whitson, Jr., Mayor
City of Denton, Texas
G
ATTEST:
A
Brooms Holt, City Secretary
City of Denton, Texas
APPROVED AS TO LEGAL FORM:
ckl R. Barton, City Attorney
City of Denton, Texas
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STATE OF TEXAS r
COUNTY OF DENTON
THIS AGREEMENT, made and entered into at Denton, Texas,I
this day of -Weer, A.D. 1965, by and between the
CITY OF DENTON, TEXAS, a municipal corporation, of the_County--- -
of Denton, State of Texas, hereinafter for convenience some-
times,styled "FIRST PARTY", and AEROSMITH DENTON CORPORATION,
a Texas corporation, hereinafter for convenience sometimes
styled "SECOND PARTY", with reference to the Denton Municipal
Airport, hereinafter for convenience sometimes styled "AIRPORT",
WITNESSETH:
The parties hereto for and in consideration of the rents,
commissions, covenants and agreements contained herein, mut-
ually agree as follows:
I.
PREMISES
First Party does hereby demise and let unto the Second
Party, and Second Party does hereby hire and take from the
First Party, certain premises and facilities, rights, licenses,
and privileges on and in connection with the property and im-
provements both existent and to be hereinafter constructed)
of First Party specified as said Airport, as more particularly
hereinafter set forth:
A. Use of Airport: The use, in common with other' u
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authorized so to do, of said airport and all appurten-
ances, facilities, improvements, equipment and services
which have been or may hereafter be provided thereat,
such use without limiting the generality hereof, to in--
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i clude the following rights, licenses, and privileges:
The operation of a transportation system by aircraft,
the repairing, maintaining, conditioning, servicing; parking.
or storage'of aircraft or other equipment;'the training of
personnel and the testing of aircraft and other equipment;
the sale, disposal or exchange of aircraft, engines, acces-
sories, and related equipment;-the-servicing by- Second -party
or others of aircraft and other equipment, including the
right.to install and maintain on said airport adequate stor-
age facilities, and appurtenances, including right-of-way
necessary therefor; thelanding, taking off, parking, loading
and unloading of aircraft and other equipment; the right to
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ioad and unload persons,-property and mail at said airport,
by such means as Second Party may desire, with the right to
designate the carriers who shall transport Second Party's
passengers and their baggage.to_and from the airport, and,
also,-Y the further right to designate the carriers who shall
transport Second Party's airborne freight, if any, to and
from the said airport; the right to install and operate ad-
vertising signs, the general type and design of such signs
to be reasonable and appropriate; the right, but not the
duty or obligation, to install, maintain and operate radio,
communications, meteorological and aerial navigations, and'
such other similar equipment and facilities in, on or about
the premises herein leased, as may be necessary or convenient
for-SecondParty''s operations; the conduct of any other_bus-
iness or operations reasonably necessary to the proper, nec-
essary and appropriate conduct and operation by Second'Party
of its business.
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B. Space in Administration Building: The sole use of
sufficient space in the new administration building now loc-
ated on said,airport, but in no event to exceed 50%-of the
whole area thereof, for such use as Second Party may desire
to make thereof, compatible with the nature and intent of
these presents; the use,-in common-with,-others,-of all public
space in the administration building;
C. Parking Space: The use by Second Party, its employ-
ees, customers, suppliers and other licensees, or invitees,
without charge, of an adequate designated vehicular parking
space located as near as possible to the administration
building.
D. Additional Ground Space: The'sole use of that cer-
tain ground space, together with all improvements now,locat-
ed thereon and which may hereafter be added thereto, lying
and--being situated on said airport, for such uses as Second
Party may desire to make thereof, compatible with the purposes
and intent hereof, the same being more particularly set forth
and described as follows:
Beginning at a point in the North Property Line of
a tract of land out of the Wm, Smith Survey, Abst-
ract No. 1188, Denton County, Texas, said tract be-
ing in the name of P. F. Breen and described in Vol-
ume 127, Page 183 of the Deed Records of Denton
point being the Northwest _cor-County, Texas. Said
ner of said tract-and also being in the South line
of F. M. Road 1515.
THENCE West with the South Line of F. M. Road 1515
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a distance of 350 feet to a point for a corner;
THENCE North a distance of 1000 feet to a point for a
corner;
THENCE West a distance of 830 feet to a point for
a corner;
THENCE South•a distance of-1600 feet to a point for
a corner,
THENCE East a distance of 1164 feet more or less to
a point for a corner, said point being the most West-
erly South West corner of the said Breen tract;
THENCE Northerly with the West Line of said Breen
tract a distance of 600 feet to the place of beginning.
SAVE AND EXCEPT that certain tract of land heretofore
leased by the City of Denton to P. F. Breen as des-
cribed in the lease agreement dated the 25th day of
March, A.D. 1958.
E. Right of Access, Ingress and Egress: The full and
unrestricted access and ingress to and.-egress-from the pre-
mises for all purposes contemplated by this agreement.
F. Second Party AgreAs:
1. To indemnify the City of Denton, First Party,
against such losses in connection with Second Party's
operations hereunder as can be funded from Second Party's
purchase of a standard liability insurance policy in an
amount not less than $50,000 for each person, 250,000
for each occurrence, and $100,000 for property,damage;
2. To comply with all current and future laws and
ordinances and all regulations of federal,,-state,-county
or city airport authorities and/or agencies, and pay
all taxes, and the cost of licenses and permits nec-
essary for its operations, hereunder;
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3. To keep adequate records of income and expense
and make such records reasonably available, upon request,
to the Director of Finance, City of Denton;
4. To conduct its business and management in a
courteous and efficient manner;
5. To provide service on a non-discriminatory, basis;
6. To provide tie-down service to overnight or other
transient aircraft or aircraft remaining at the airport
for 24 hours or less;
7. To maintain normal and customary airport services
during daylight hours, and man the Unicom apparatus when-
ever reasonably necessary.
8. To provide janitorial service to the Airport
Administration Building;
9. To be responsible for mowing-and disposition of
weeds, grass and other vegetation of all such airport----
property, cleaning and maintenance of all areas except
those designated as the responsibility of First Party;
10. To establish a flight school within one year of
the contract date; and immediately have at least one
suitable airplane for training and rental purposes;
11. To establish a new aircraft dealership or sub,
dealership or distributorship.on this airport;
12. To provide an a/c and a/c engine repair shop,
including employment of an A & E licensed aircraft mech- _
anic, within one year of the date of the execution"
hereof;
13. To make available either by tank truck, station-
ery pump or other suitable dispensing equipment, those
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grades and octanes of gasoline normally found at similar
airports;
14. To provide vending machines on premises for the
dispensing of refreshments, and to retain the revenue
from such devices.
G. First Party will accomplish the following items in
conjunction with making that portion of the Denton Municipal
Airport hereby leased available and operable to Second Party
for a period of five 5) years from the date hereof and during
any renewals and/or extensions thereof:
1. Provide and equip an administration building and
provide an office therein for Second Party in said admin-
istration building, and provide unicom equipment.
2. Provide sole use of the main large hangar now
located on premises, re-fabricate re-skin) its structure
to match new .T-hangars, and maintain this hangar for
normal wear and tear;
3. Maintain all concrete and asphalt runways, taxi-
ways and auto and airplane parking areas on the entire
airport, including the premises herein leased or made
available to Second Party by virtue hereof;
4. Pay for all utilities for the equipment described
in item 5 below and all utilities to the administration
building, and water for maintaining the area around the
administration building;
5. Maintain all runway, taxi; and"area lights and`
beacon;
6. Provide adequate insurance for the administration-.
building and all hangars, either now in existence or to
be hereafter constructed by First Party as provided here-
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in, and to replace or repair each in all cases of any
loss..compensated by insurance, within a reasonable time.
H. Construction of New Hanqar Facilities: First Party
agrees to immediately commence and thereafter speedily complete
the construction of one 15,-000 square foot hangar and ten T-
hangars to be-located on the-premises herein-leased by Second
Party on the grounds of the Denton Municipal Airport'at loca-
tions to be agreed upon by both Parties in writing; all work
in' connection therewith is incorporated within the specifica=
tons, plans, blueprints and other drawings and prints or
written explanatory matter thereof, as prepared and made avai-
lable without cost to Second Party by the City of Denton,
Texas, and identified by the.endorsement of the parties hereto,
which.said specifications, plans and blueprints are attached
hereto and marked Exhibit "A" and made a part hereof for pur
poses the same as if fully copied herein. First Party hereby
leases and demises to Second Party and Second Paf:ty hereby
hires and takes the said demised eleven hangars, when complet-
ed; TO HAVE AND TO HOLD the same for such term and commencing
at such time and for such consideration as is herein provided.
II.
TERM
EXISTING PREMISES
Subject to the earlier termination as hereinafter pro-
vided;-'the initial term of this agreement shall-be for-a period-
of, five 5) years, commencing on the day of fl
7l o ernb°r, 1965, subject, however, to two 2) consecutive five
5) year options hereby granted.by First Party to Second Party
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whereby Second Party may renew this agreement for two 2)-con-
secutive additional terms of five 5) years apiece, respect-
ively, under the same conditons as the initial term hereof.
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Second Party shall notify First Party in writing of Second.
Party's intent to exercise either or both of said options at
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least.ninety 90) days before the expiration of the term under
which Second Party is then occupying said premises.
NEW BUILDINGS TO BE CONSTRUCTED BY FIRST PARTY
Subject to the earlier termination as-hereinafter pro-
vided, the-initial lease term between the parties for the
eleven 11) new hangar buildings, to be constructed by First
Party shall be for a period of fifteen years commencing on the
earlier of two dates, to-wit, the date of completeion of said
new eleven hangars by First Party and the delivery of possession
thereof to Second Party or the date of actual occupancy thereof
by Second Party, two 2) consecutive 5-year options are hereby
granted to Second Party by First Party to renew this agreement
for two 2) consecutive additional terms of five years apiece,,
respectively, noticed and at a consideration as hereinafter
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set forth. Second Party shall notify First Party in writing
of,Second Party's intent to exercise either or both of said
options at least ninety 90) days prior to the expiration of
the term under which Second Party is then occupying said premi-
se's.
III.
RENTALS AND FEES
Second Party agrees to pay First.Party at the City Hall
ofiDenton, Texas, a basic cash rental of one Hundred Fifty
Dollars 150,00) per month during each month this lease is in
effect, plus the additional sums as follows:
A. Starting with the 1st day of the 25th month follow-
ing the. date of.execution hereof, Second Party shall
thereafter pay Two Cents 24) per gallon on all'gaso-'
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line sold by Second Party at or on the within leased
premises, to be paid on or before the 15th day of the
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month following said sale, provided, however, there shall
be excluded.from this computation all gasoline used by
Second Party, its affiliates and subsidiaries.
B. Ten per-' cent 10%) of the cash receipts derived
from aircraft storage in the main hangar this date al-
ready in existence, from and after the second year of
this lease period, such percentum to be increased to
fifteen per cent 15%) from and'after the fifth year of
this lease period i.e., during any subsequent option
period), said sums to be paid each month as accured by
the 15th day of the following month.
C. Second Party shall have the full right of purchasing
at said airport its_requirements_of_,gasoline,. fuel, .lub
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ricating oil, grease, and/or any other materials or
supplies from any person or company of its choice, and
no charges, fees, or tolls shall be charged by First
Party, directly or indirectly, against Second Party or
its suppliers for the privilege of using, storing, with-
drawing, handling, consuming or transporting the same
to, from or on said airport.
D. Commencing on the first day of the 13th month after
occupancy by Second Party of said new eleven 11) hangars,
Second Party will pay an amount in cash equal to.1/168 of
the total cost of construction of said-new eleven hangars,
together with such interest as First,Party shall be re-
quired to pay for the money utilized in the construction
of said hangars in no event-to-exceed the sum of 5%) per
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annum,-and, each month thereafter for the remaining 167
months of the primary term of 15 years, Second Party will
pay an equal amount.
In addition to the foregoing, Second Party will pay
commencing with the first month of occupancy by Second Party
of said new eleven hangars) an additional amount per month for
each of the 180 months term of the lease with respect thereto,
a sum equal to 1/12 of the annual cost to First Party of the
insurance carried on such said eleven hangars by First Party;
additionally, Second Party will pay as rental for said new
eleven hangars during the primary lease term of 15 years, on f
the 15th day of each calendar month following the accrual
thereof, an amount equal to 10% of all cash receipts collected
by virtue of new hangar storage.
In the event Second Party shall exercise either or both
of said-5-year options_herein_.granted_by-First _Partyto Second
Party, then and in that event, Second Party shall pay as total
rent thereforit~to First Party an amount per month equal to 1/12
of First Party's annual insurance cost on said eleven hangars
plus 30% of all cash receipts collected by Second Party by
virtue of hangar staorage, plus gasoline over-ride as set forth
in "A" of this Article III, supra.
IV.
MAINTENANCE OF ADMINISTRATION BUILDING
First Party agrees to keep adequately maintained the admin-
istration_building,at all times and tte_public,space.in the.
administration.building attractively furnished,and maintained,
and to provide and supply adequate light, electricity, heat and
water for all space in said administration building at no cost
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to Second Party.
V.
Second Party may at its own cost and expense, as the need
therefor€shall arise, erect on or install at a location to be
determined by both parties hereto, at-said airport, any
hangar or hangars, buildings, or structures, including stor-
age, tanks, or other equipment, above or under ground, that
both parties shall determine to be necessary for use in connee-
tion with its operations hereunder at terms not less favorable
to Second Party than those incorporated herein.
VI.
RULES AND REGULATIONS
Second Party covenants and agrees to observe and obey all
reasonable rules and regulations which may from time to time
during the term thereof be _promulgated and enacted by F,irst_
Party or other competent authority; provided.the same are
consistent with safety and do not conflict with the rules ~of-
any Federal agency having jurisdiction thereover, and are not
inconsistent with the procedures prescribed or approved from
time to time by the Federal Aviation Agency or Civil Aeronautics
Board for operations of Second Party's aircraft.at said airport.
First Party covenants and agrees to formulate, adopt and enforce
local rules and regulations at said Airport which will provide,
among other things, that scheduled transport planes, whenever
conditions of safety will permit, will be given the right of
way over other aircraft and which regulations `shall control the
general public and traffic so as not to interfere with the oper-
ations of the Second Party.
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j VII.
First Party shall have nodcontrol whatsoever over the
rates, fares, fees, or any charges,whatsoever that Second.Party
may prescribe for any of its services by air or land, to, from,
through, or at said airport.
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CANCELLATION BY FIRST PARTY
In the event that.Second Party shall file a voluntary peti-
tion in bankruptcy or proceedings in bankruptcy shall be insti-
tuted against it and Second Party thereafter is adjudicated bank-
rupt pursuant to such proceedings, or any court shall take juris-
diction of Second Party and its assets pursuant to proceedings
brought under the provisions of any Federal re-organization act,,
or Second Party shall be divested of its estate herein by other
operation of law, or Second Party shall fail to perform, keep-
and observe any of the terms, covenants, or conditions herein
contained,.or on its part to be performed, the First Party may
give the Second Party written notice to correct suchcondition
or cure such default and, if any condition or default shall con-
tinue for thirty 30) days after the receipt of such notice by
the Second Party, the First Party may, after the lapse of said
thirty 30) day period and prior to the correction or curing of
such condition or default, terminate this lease by a thirty 30)
days written notice.
IX.
dANCELLATION BY SECOND PARTY
Second Party may cancel this agreement, in whole or part,
and terminate all or any of its obligations hereunder at any
time, by thirty 30) days written notice, up on or after the
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happening of any one of the following events: issuance by any
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court of competent jurisdiction of a permanent injunction in
any way, preventing or restraining the use of said airport or
any part thereof for airport purposes; any action of the Civil
Aeronautics Board and/or Federal Aviation Agency refusing to
permit Second Party to operate into, from or through said 'air-
port such aircraft as Second Party may reasonably desire to
operate thereon';-the`breach'by First"Party o£"any of the
covenants or agreements contained and the failure of First
Party to remedy such breach for aperiod of thirty 30) days
after receipt of a written notice of the existence of such
breach; the inability of Second Party to use said premises and
facilities continuing for a longer period than ninety 90) days
due to any law or any order, rule or regulation of any appropr-
iate governmental authority having jurisdiction over the oper-
ations of Second Party or due to war, earthquake or other cas-
ualty; the assumption or recapture by the United States Govern.
ment or any authorized agency thereof of the maintenance and
operation of said airport and facilities or any substantial
part or parts thereof.
X.
COVENANT NOT TO GRANT MORE FAVORABLE TERMS
First Party covenants and agrees not to enter into any
lease, contract or agreement with any other perosn, firm or
corporation with respect to the Airport containing more favor-
able terms than this agreement or to grant to any other person,
firm or corporation rights, privileges or concessions with-res-
pect to said airport which are not accorded to the Second Party
hereunder unless the same rights, privileges and concessions
are concurrently and automatically made available to the-Second
Pasty.
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XI.
ASSIGNMENT OF LEASE
51 Second Party shall not at any .tire assign this lease or any
part thereof without the consent in writing of First Party,
provided that the foregoing shall not prevent the assignment
at any time of this lease to any corporation with which the
Semid-Party may merge or consolidate or-which may succeed to
the business or assets of the Second Party or a substantial part
thereof; such,consent shall not be unreasonably withheld.
XII.
QUIET ENJOYMENT
Second Party agrees that, on payment of the rent and per-'
formance of the covenants and agreements on the part of the
Second Party to be performed hereunder, Second Party shall
peaceably hold and enjoy the leased premises and all'the rights
and privileges of said airport,_its_appurtenances_and_facilit
ies, granted herein.
XIII.
NOTICES
Notices to the First Party provided for herein shall be
sufficient if sent by registered mail, postage prepaid, addressed
to the City Secretary of the City of Denton, Texas; and notices
toithe Second Party, if sent by registered mail, postage pre-
paid, addressed to Aerosmith Denton Corporation, Denton Munici-
pal Airport, Denton, Texas, or to such other respective addresses
as,either of the parties may designate in writing from time to
time and forward to the other.
XIV,
RE-DELIVERY AT EXPIRATION OF LEASE
Second Party will quit possession of all-premises respect-
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ively leased herein at the end of the term specified herein with
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respect thereto, or any renewal or extension thereof, and deli-
ver up.such premises to First,Party in as good condition as
existed when possession was taken, fair wear and tear, acts of
God and the elements, as well as any other casualty not occas-
ioned by the fault of Second Party, and casualty covered by-
First Party's insurance, alone excepted, Second Party may, at
its option, remove any buildings which it places on said demised
premises at.the expiration of the term hereof, provided that
First Party shall have first option to purchase any such build-
ing at a price set forth in a schedule to be agreed upon prior
to construction of each such building,
XV,
COMPLIANCE WITH GOVERNMENTAL REGULATIONS
First Party warrants and represents unto Second Party, and
the same is declared of-the-es"sence hereof; that said-Fist Party,
in the establishment, construction and operation of the said-
Denton Municipal Airport, has heretofore and at this time is
complying with all existing rules, regulations, and criteria
distributed by the Federal Aviation Agency, Civil Aeronautics
Board, or any other governmental authority relating to and in-
cluding, but not limited to, noise abatement, air rights and
easements over adjoining and contiguous areas, over-flight in
landin g or take-off, to the end that Second Party will not be
legally liable for any action of trespass or similar cause of
action by virtue of any aerial operations over adjoining prop-
erty in the course of normal take-off and landing procedures
from said Denton Municipal Airport,.First Party further warrants
and represents that at all times during the term hereof, or any
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renewal or extension of the same, that it will continue to com-
ply with the foregoing.
IN WITNESS WHEREOF, the Parties have executed this
agree=mentthedayandyearfirstabovewritten, in multiple copies
of like tenor and effect, each of which shall be deemed an
original copy.
CITY OF.DENTON, TEXAS
By:
Warren Whitson, Jr., Mayor
City of Denton, Texas
FIRST PARTY
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Brio s Holt, City Secretary2
n o. Denton, Texas
APPROVED AS TO.LEGAL FORM:
PQ(lackQ. Barton, City Attorney
ity of Denton, Texas
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AEROSMITH DENTON CORPORATION
By:
Robert E. Smith, President
SECOND PARTY
ATTEST:
Secretary
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THE STATE OF TEXAS X
AIRPORT CONTRACT AMENDMENT
COUNTY OF DENTON X
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KNOW ALL MEN BY THESE PRESENTS: that the City of Denton,
Texas, as FIRST PARTY, and Aerosmith Denton Corporation, a
Texas Corporation as SECOND PARTY for and in consideration of.
mutual promises, and the general promotion of the Denton Mun-
icipal Airport, hereby agree to amend that certain agreement
dated the 14th day of December, A. D. 1965, by and between
FIRST PARTY and SECOND PARTY, the parties hereto, for the
purpose of developing and operating the Denton Municipal Air-
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port, which amendment shall be as follows:
WITNESSETH:
The said agreement dated December 14, 1965, is hereby
amended by deleting subparagraphs A and B of clause numbered
III, captioned RENTALS AND FEES':, as set out on pages 8 and 9
of said agreement, and by adding new subparagraphs A.and B
to said'Clause ILl;which subparagraphs shall hereafter read
as follows:
A. Starting with the first lst) day of the thirty-
seventh 37th) month following the date of exec-
ution hereof, (to wit: December 1, 1968), Second
Party shall thereafter pay Two Cents 24) per
gallon on all gasoline sold by Second Party at or
on the within leased premises,-to be paid on or
before the 15th day of the month following said
sale, provided however, there shall be excluded
from this computation all gasoline used by Second
Party, its affiliates and subsidiaries;
B. Ten percent 103%) of the cash receipts derived
from aircraft storage in the main hangar already
in existence, from and after the thirty-seventh_
37th) month from the execution _date _of this
lease Cto wit.~(December 1, 1968, such percentum
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to be increased to fifteen percent 15%) from and
after the fifth year of this lease period i.e.,
during any subsequent option period), said sums
to be paid each month.as accrued by the 15th day
of the following month.
It is the intent of this contract amendment to incorporate
the remainder of said agreement dated the 14th day of December,
A. D. 1965, which remaining provisions shall remain in full
force and effect.
IN WITNESS WHEREOF, the parties have executed this con-
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ract amendment this lst day of December, A. D. 1967, in
multiple copies of like tenor and effect, each of whichhall.
b'e deemed an original copy.
CITY OF DENTON, TEXAS
FIRST PARTY
4e Martin, Mayor
ATTES `If7 I/
JBr-o~oks Holt, City Secretary
y of Denton, Texas
APPROVED AS TO LEGAL FORM:
a / e07 (9=! ~ 57-~
JaVQ. Barton, City Attorney
y of Denton, Texas
AEROSMITH DENTON CORPORATION
SECOND// ~PARTY
BY :
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Robert E. Smith, President
ATTEST:
M Secretary, Aerosmit Denton
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