HomeMy WebLinkAbout2006-357ORDINANCE NO. 2006-7
AN ORDINANCE OF THE DENTON CITY COUNCIL APPROVING AND
AUTHORIZING THE MAYOR TO EXECUTE A FIRST AMENDED MASTER LEASE
AGREEMENT PROVIDING FOR THE LEASE OF TWO ADDITIONAL TRACTS OF
REAL PROPERTY LOCATED AT THE CITY OF DENTON LANDFILL, BY AND
BETWEEN THE CITY OF DENTON, TEXAS, AS LESSOR AND THE DENTON COUNTY
TRANSPORTATION AUTHORITY, AS LESSEE; AUTHORIZING THE EXPENDITURE
OF FUNDS THEREFOR; AND PROVIDING AN EFFECTIVE DATE.
WHEREAS, the City of Denton, Texas (the "City") and the Denton County
Transportation Authority ("DCTA") having previously entered into a Master Lease Agreement
(the "Lease") on September 30, 2005; approved by the City Council, wherein the City of
Denton, as Lessor, leased certain real property located within the City of Denton Landfill,
being three tracts of land in the G. Walker Survey, Abstract Number 1330, in the City of
Denton, Denton County, Texas, totaling approximately 1.148 acres, together with access rights
and certain leased facilities pertaining thereto, to DCTA, as Lessee, providing an opportunity
for DCTA to conduct its operations from a location within the City of Denton, Texas; and
WHEREAS, DCTA has requested that the City amend the Lease to include two
additional tracts of real property for purposes of additional parking and for the construction of a
maintenance building. The parties have negotiated a First Amended Master Lease Amendment
(the "Amended Lease") concerning the City of Denton leasing to DCTA two additional tracts
of land located within the City of Denton Landfill, located in the G. Walker Survey, Abstract
Number 1330, in the City of Denton, Denton County, Texas, which additional tracts consist of
approximately 1.711 acres, together with access rights and certain leased facilities pertaining
thereto; and
WHEREAS, the City and DCTA have negotiated a First Amended Master Lease
Agreement, and now seek the approval of same by their respective governing bodies; and
WHEREAS, the City Council deems it to be advantageous and in the public interest to
enter into that certain First Amended Master Lease Agreement with DCTA, as lessee, NOW,
THEREFORE,
THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS
SECTION 1 The City Council hereby approves and authorizes the Mayor, or in his
absence, the Mayor Pro Tem, to execute the First Amended Master Lease Agreement by and
between the City of Denton, Texas, as Lessor and Denton County Transportation Authority, as
Lessee, in substantially the form of the First Amended Master Lease Agreement attached hereto
as "Exhibit "A" and incorporated herewith by reference.
SECTION 2. The expenditure of funds, as provided in the First Amended Master
Lease Agreement is hereby authorized.
1
SECTION 3. A true and correct certified copy of this executed ordinance will be sent
to the appropriate officials at the Federal Transit Administration by Mark Nelson, Director of
Airport & Transit Operations of the City, immediately upon its passage and approval.
SECTION 4. This ordinance shall become effective immediately upon its passage and
approval.
PASSED AND APPROVED this the 01"A day of �, J op.m,her— 2006.
r
PE R. MCNEILL, MAYOR
ATTEST:
JENNIFER WALTERS, CITY SECRETARY
APPROVED AS TO LEGAL FORM:
EDWIN M. SNYDER, CITY ATTORNEY
IaQ�R
Cl 0
By:
S:AOur DocumentsVOrdinancesV06\1`irst Amended Master Lease Agreement -COD and DCTA 2006.doc
THE STATE OF TEXAS §
COUNTY OF DENTON §
FIRST AMENDMENT
TO
MASTER LEASE AGREEMENT
THIS FIRST AMENDMENT TO THE MASTER LEASE AGREEMENT (this "Agreement") is
made and entered on the last date of execution, but effective as of December 12, 2006, by and between
THE CITY OF DENTON, TEXAS ("Lessor"), being a Texas municipal corporation and a home -rule
city, and the DENTON COUNTY TRANSPORTATION AUTHORITY ("Lessee"), being a political
subdivision and a coordinated county transportation authority created pursuant to Chapter 460, Texas
Transportation Code.
WHEREAS, Lessor and Lessee are the parties to that certain Master Lease Agreement dated
September 30, 2005 ("Master Lease") pertaining to certain leased premises, known as Tracts I, II,
and III, consisting of 1.148 acres of land, more or less, such real property being more particularly
described by metes and bounds in the Master Lease (the "Leased Premises"). The Leased Premises are
located in the City of Denton Landfill, City of Denton, Denton County, Texas.
WHEREAS, Lessor and Lessee desire to amend the Master Lease to add two (2) additional
tracts of real property which will consist of a second bus and employee parking area and a temporary
maintenance facility for Lessee, consisting of 1.71 acres of land, more or less, being Tracts IV and V,
including an additional 35' by 255' tract of land abutting Tract V, such real property being more
particularly described by metes and bounds in this Agreement; said premises are located in the City of
Denton Landfill, City of Denton, Denton County, Texas; together with such other amendments to the
Master Lease as are set forth more particularly below.
NOW, THEREFORE, for and in consideration of the matters set forth herein, and the mutual
promises of the Lessor and Lessee, and for other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the Lessor and the Lessee do hereby agree as follows:
1. Effective as of December 12, 2006, the Master Lease is hereby amended as follows:
(a) Article 1, Lease Premises, is amended to add the two (2) following tracts of land:
(i) that certain 0.462 acre tract of land which is legally described in Exhibit "E"
attached hereto and incorporated herein by reference for all purposes, and the
improvements thereon (being "Tract IV"), and also referred to herein as
"Maintenance Area No. 2"; upon which Lessee will construct a metal
maintenance facility; all at Lessee's cost and expense; and
(ii) that certain 1.044 acre tract of land which is legally described on Exhibit "F"
attached hereto and incorporated herein by reference for all purposes
("Tract V"); together with and also including a certain 35-foot by 255-foot strip
of land being immediately contiguous and adjacent to the south of Tract V,
Page 1 98AGRE10782
consisting of 8,925 square feet or 0.205 acres of land, more particularly depicted
in Exhibit "G" attached hereto and incorporated herein for all purposes, said
Tract V totaling approximately 1.249 acres of land and the improvements
thereon (also referred to herein as "DCTA Parking Area No. 2").
(b) Article 3, Rent, Sections 3.1, 3.2 and 3.5 are amended to read as follows:
"Section 3.1 Rental in Initial Term. On or before the first day of each month during the
Initial Term, effective as of December 12, 2006, Lessee shall pay to Lessor rent in the
sum of Ten Thousand Six Hundred Seven and No/100 Dollars ($10,607.00) per month."
"Section 3.2, Rental in Extension Terms. If Lessee exercises its right to extend the
Initial Term of this Lease in accordance with Section 2.2 herein, beginning on or before
the first day of the applicable Extension Period, which shall be December 12, 2008 and
December 12, 2009 respectively, Lessee shall pay to Lessor the sum of Six Thousand
Four Hundred and Eighty -Nine Dollars ($6,489.00) per month."
"Section 3.4 Holding Over. The Term of this Lease (including the Initial Term and
each Extension Term if exercised as provided herein) shall expire no later than
September 30, 2010. However, if Lessee does not vacate the Premises upon the
expiration of the Term, the Lessee's occupancy of the Premises shall be a month -to -
month tenancy, subject to all terms of the Lease applicable to a month -to -month tenancy,
except the monthly rental during such tenancy shall be Ten Thousand Nine Hundred
Fifty Dollars ($10,950.00) per month, on a month to month lease, plus any additional
sums agreed to in writing by the Parties hereto between the effective date of this
Agreement and the expiration of the Lease Term, and shall be due and payable
beginning on December 12, 2010 and shall be due and payable thereafter on the first day
of each month until such tenancy terminates; however; if such tenancy ends on a day
other than the last calendar day of the month, the rental for any fractional calendar
month of the tenancy shall be prorated by days."
(c) Article 5, Use and Enjoyment Section 5.1 Permitted Use, Subsection (c) is amended to
read as follows:
"Lessor further covenants and warrants that there are no restrictive covenants, zoning
ordinances or other laws, regulations or ordinances (federal, state, or local) which will at
any time prevent Lessee, or its officers, employees, customers, invitees, contractors,
guests, or agents, from conducting full and complete DCTA Bus Operations on the
Premises, including, without limitation, parking, operating, maintaining, repairing,
servicing and administering DCTA Buses and/or other DCTA owned, leased or rented
vehicles. If at any time during the term of this Lease, the Use of the Premises for the
described purposes, including the Use of the Bus Parking Area for vehicular driving or
parking, should ever be prohibited or prevented by any restriction, ordinance, law,
regulation, decision, or otherwise, Lessee shall have the right at any time thereafter to
terminate this Lease by giving thirty (30) days written notice to Lessor in accordance
with Article 13 below, whereupon Lessee shall be immediately released from any further
Page 2 98AGRE10782
obligations of any kind which would otherwise accrue hereunder upon Lessee except as
provided in Section 3.5 hereof."
(d) Article 5, Use and Enjoyment, Section 5.1 is hereby amended to add the following
subsections 5.1(d) and 5.1(e):
"(d) Tract IV, including the metal maintenance building to be constructed thereon, shall
be utilized by Lessee for the maintenance and repair of any vehicle or bus that Lessee
may own, lease, rent or use, now or in the future, including, without limitation, all
necessary building sites, building pads, structures, lighting, such utility connections as
are obtained by Lessee (including, but not limited to water, sewer, gas, electric,
telephone, cable, fiber optic or other communications access or connection) being
collectively referred to as "Maintenance Area No. 2." All utilities connections are to
be requested by and put in the name of Lessee, and all associated costs and rates are to
be paid directly by Lessee."
"(e) Tract V, including the Bus Parking Area and Employee Parking Area thereon shall
be utilized for parking and storage of Buses and Lessee employee vehicles whether these
buses or vehicles are owned, leased, or rented by Lessee, its employees or agents,
collectively referred to as the "DCTA Parking Area No. 2." Lessee shall park its
appropriate vehicles and employee vehicles so that Lessor's Solid Waste Department
employees have sufficient parking for their personal vehicles in the parking lot that is
situated immediately East of the Solid Waste Administration and Operations Building."
(e) Article 6, Maintenance, is hereby amended to read "Article 6 Maintenance and
Improvements" and a new Section 6.4, 6.5 and 6.6 is hereby added, to read as follows:
"Section 6.4 Improvements to Tract IV. Lessor shall prepare the area within Tract IV
for Lessee to construct a metal maintenance building. This site work preparation shall
include, but not be limited to: clearing, initial grading, and pad stabilization; the
addition of a 3/4" layer of compacted limestone rock for the twenty (20) foot wide
driveway and exit from the east side of the maintenance building, curving around to the
general vicinity of the northeast corner of the existing maintenance building's perimeter
apron; Lessor shall also place compacted rock in an area approximately sixty (60) feet
by fifty (50) feet, located east of the existing maintenance building and south of the
newly constructed metal maintenance building. Lessor shall commence work on the
site work improvements upon approval of this First Amended Agreement by the
governing bodies of Lessor and Lessee, and upon receipt from Lessee of the additional
sum of $3,500.00 for the site work improvements."
"Section 6.5 Improvements to Tract V. Lessor shall provide parking lot and ancillary
improvements to the DCTA Parking Area No. 2. Lessor shall also perform additional
site work and construct certain improvements on the Premises necessary for Lessee to
enter upon and to utilize Tract V as the DCTA Parking Area No. 2. The parking lot
improvements, site work improvements and other ancillary improvements are:
installation of an 18-inch diameter culvert and parking lot egress pathway to the existing
Page 3 - 98AGRE10782
road on the eastern border of the proposed DCTA Parking Area No. 2; and construction
of a six (6) foot wide pedestrian gravel pathway that is wide enough to accommodate
the use of a golf cart, and containing an appropriately sized drainage culvert in the storm
water drainage ditch, with the location of same to be between the DCTA Parking Area
No. 2 and the temporary office building (the Bus Administration Office. ) Lessor shall
commence work on the site work improvements upon approval of this First Amendment
Agreement by the governing bodies of Lessor and Lessee, and upon the receipt of the
sum of $35,143 for the site work improvements from Lessee.
Lessor and Lessee have also agreed that Lessor shall direct Denton Municipal Electric to
connect to an existing metered power line and extend power to provide two (2) pole -
mounted 500 Watt street lights along the north side of DCTA Parking Area No. 2, which
are a direct benefit to Lessee. Lessor shall commence this work when the Lessee's and
Lessor's Board of Directors approves this Agreement and when Lessee makes payment
to Lessor of an additional tenant improvement expense in the amount of $1,077 for the
cost of the two street lights and the labor performed by Lessor in installing said street
lights. Lessor and Lessee agree that for the provision of monthly lighting services,
presently in the sum of $71.60 plus any additional changes made by the Lessor in the
Electric Base Rate and/or Energy Cost Adjustment, will be contracted with and paid
directly to Denton Municipal Electric (DME) by Lessee.
Lessor and Lessee agree that, pursuant to Sections 6.4 and 6.5, there are three elements
of work for which Lessee will be billed $3,500, $35,143, and $1,077, accordingly
(totaling $39,720), which will be payable by Lessee to Lessor prior to the
commencement of the work."
"Section 6.6 Maintenance of Rock Surface Areas. Upon Lessee's written request to
Lessor to perform repairs or maintenance work or upon Lessee's other requirements to
the rock surface areas within the DCTA Leased Premises, Lessor shall inspect the
identified areas and prepare a written cost estimate to repair or maintain the areas and
shall deliver same to Lessee for review and determination. Lessor shall use an initial rate
of $85.75 per hour for motorized grader equipment in calculating their cost estimate.
The written cost estimate shall be sent electronically to Lessee's Contract Administrator
and authorization to proceed with the work shall be deemed approved if Lessor receives
no electronic or written denial within 72 hours of the issuance of electronic cost
estimate."
(f) Article 8, Premises Return, is amended to read as follows:
"Section 8.1 Premises Return. Lessee agrees to return the Premises at the conclusion
of the Lease Term, or upon earlier termination, in a condition reasonably similar to that
in which Lessee received said Premises, save and except for ordinary wear and tear.
Provided, however, upon expiration of the Lease Term, or upon earlier termination,
Lessee shall transfer the temporary maintenance buildings, including all permanent
fixtures and subsystems contained therein to Lessor. All portable equipment and non -
fixtures, including but not limited to: bus maintenance equipment, air compressors,
Page 4 98AGRE10782
hoses, hose reels, lifts, jacks and tire changing equipment shall be removed from the
Premises by Lessee within thirty (30) days of lease termination."
(g) Article 10, Right of Access, Section 10.1 is hereby amended to include the following:
"That Foster Road, which is referred to in Article 10 of the Master Lease, respecting the
right of access, has been relocated in the period of time since the execution of the Master
Lease. The right of access shall instead be from the landfill entrance road."
(h) Article 13, Notice, Section 13.1 is amended to include the following:
"Notice to Lessee shall include a copy to:
Nichols, Jackson, Dillard, Hager & Smith, L.L.P.
Attn: Peter G. Smith
500 North Akard, Suite 1800
Dallas, Texas 75201
Phone: (214) 965-9900
Fax: (214) 965-0010"
(i) Article 14 Waiver Section 14.1 is amended to read as follows:
"Section 14.1 Waiver. No failure by either party to this Lease to enforce any term of
this Lease shall be deemed to be a waiver."
2. Except as amended by this Agreement, the terms and provisions of the Master Lease
shall remain unchanged and shall remain in full force and effect.
3. This Agreement may be executed by facsimile signatures and in several counterparts, and
by the parties hereto in separate counterparts, and each counterpart, when so executed and delivered,
shall constitute an original agreement, and all such separate counterparts shall constitute but one and
the same agreement.
4. In the event of any inconsistency between this Agreement and the terms of the Master
Lease, this Agreement shall govern.
5. This Agreement shall be binding upon and inure to the benefit of the parties hereto, their
representatives, successors and assigns.
6. This Agreement embodies the entire agreement and understanding between the parties
with respect to the matters specifically addressed herein and supersedes all prior agreements, consents
and understandings with respect to such subject matter.
IN WITNESS WHEREOF, this Agreement is executed on the date(s) indicated below and
effective as of December 12, 2006.
Page 5 98AGRE10782
EXECUTED on OLC e .K ¢. 2006.
LESSEE
Denton County Transportation Authority
�Jo O. Hedrick, President
APPROVED AS TO LEGAL FORM:
Peter G. Smith General Counsel
EXECUTED on December 10 2006.
LESSOR
City of Denton, Texas
A Texas Municipal Corporation
By: (!� MI'L5,4_4U&
Perr . McNeill, Mayor
ATTEST:
(j2AP &Ph- �)&.
J nifer Walters, City Secretary
APPROVED AS TO LEGAL FORM:
Edwin M. Snyder, Uity Attorney
Page 6 98AGRE10782
EXHIBIT LIST:
E- Tract 4 Maintenance Area No. 2,462 of an acre
F- Tract 5 Bus and Employee Parking Area No. 2, 1.044 acres of land
G- Tract 5 Drawing of entire Bus and Employee Parking Area No. 2, 1.249 acres of land
Page 7 98AGRE10782
Exhibit "E"
Legal Description of Tract IV
98AGRE10782
5
Coleman & Assoc. Land Surveying
P.O. Box 686
Deazon.Teca76202
Phase(9d0)565i1215 I.(940MVJ800
Tract Front - Maintenance Arta 2
0.462 of an ante of land
FIELD NOTES W all of that cercrut tract of ImW situated in the G. Walker Survey Abstract Nsmber 133D,
City oftemon, Dana, County, Ttxu And being a part of the uUed 19355 ass tract described in elm dad
in City of Demon recorded is Volume 1177, Page 199 of the Dad Records of Devon County, Texas, part
of Let 1, Block 1, reuses Crack Water Waste Reclamation Plan Addition n shown by the Plot thereof
recorded in Cabinet 11, Page 2W of the Plat Records of Corona County, Texas and part of the remainder of
the called 114.7 nere Tract One described in the dead to the City ofDaatm roc,Mai in Volume 1177, Page
166 of don said Real Property Records; the subject Tract being mac particularly described as follows
(Bearing basis is Taxes Coordinator System of 1983. North Central 2oat4202 based on GPS ties to City of
Datum Landfill Geodetic Contra));
BEGINNING for the Northwest comer of Ibn hart being described hcrei s .10 12 seats it,, rod with a
yellow plastic rap stamped "COLEMAN RPLS 4001' found at the Nosdzast wmer of a ca&v! 0,428 aac
MalroCaanee Area Trot Three a it being South U Degrees 09 Minutes 42 Sin offic East a carbonate of
755.1 feet and North 01 Degrees 35 Minutes 16 Seconds East a distance of 49.3 fact from a 12 inch jean
rod with a yellow plastic cap stmped.'COLEMAN RPLS 4001" farad at an ought point in the North lime
of t e City of D®ono I avdfB Permit Boundary;
THENCE South 88 Degrees 34 Miautrs M Seconds Ent sting the North edge of a ca,emie parking lot
across Lot 1, Block I a dietanee of 146.0 fen to a 12 inch iron rod with a yellow plastic cap stamped
"COLEMAN RPLS 4001" act (hernia after refired to as 12'IRS) fro the Northeast corner of the heroin
described met;
THENCE South 01 Degrees 13 Minutes 19 Secomb West across Lot 1, Block 1 passing at.a distance of
51.2 fat the North line of she City of Denton Landfill Patin B000dary and coutmoiag sums the said
114.7 sae Out in all, a total distance of 103.0 feet to a 12•IRS for the Southeast comer of the baron,
described wcr,
THENCE South 65 Degrees 28 Minutes $3 Seeorda West across the 114.7 w,c tract a distance of 139.8
fret to a nail act at the edge of a concrete parking lot;
THENCE North 88 Degrees 40 Mean= 36 Seconds West song the edge of the said parking Ind across the
114.7 sore trot a distance of20.D fca to a 12 snub iron rod found at the Standout rnrnnr of the said GA28
acre Maintenance Area Tract Three;
THENCE North 01 Degrees 12 Mints 29 Seconds East with the East line of the 0.428 ode Maimenavcs
At" Tract Ttva passing at a distance of 114.0 feet the North of the Cam. of Donors Landfill Permit
Boundary and continuing, in all, a total dizmaee of 169..t So IM PLACE OF BEGINNING and
enclosing 0,462 of an acre of land. / "�
Exhibit "F"
Legal Description of Tract V
98AGRE10782
A,;Sg )
k Coleman & Assoc. Land Surveying
P.O. B. 696
Demote Terri NM
� - Ph. 040)i,654)415 Fax (940)565.0800
4
Tract Five —Parking Area
1.044 acres of )and
FIELD NOTES to all of deat ceram tact of land situated in the G. Walker Survey Abstract Number 1330,
City of Deane, Dcuar County Texas and being a put of Use called 5.0D am Tract 1 described in the dad
W the City of Denton recorded under Cluk's no Number 93-ROD66773 of fie Real Property Records of
Denton County, Tess and part of the called 5.001 axe uses dosedbed in the dood to the City of DeWoa
recorded wft, Clerks File Nu giber 93-ROD74103 of the said Rol Property Records; the subject Tract
being more particularly described u follows (Hearings basis is Texas CoudmaW Sys= of 1983, North
Cenral Zons,4202 based ea CPS tie$ to City of Demon Lar M Coodetic Caused):
BEGINNING at the Natbeast comer of the our being descrshd Mein at a In inch iron rod with a yellow
plastic cap rouged "Coleman RPIS 40DI" set (Mein a0u Mitered to as 1n1RS) and being North 88
Degrees 17 Miaurrs, 16 Seconds West a distance of 618.0 feel, South 01 Degrees 14 Minutes 09 Seconds
West a distance of 270.6 fen from a V2 inch iron rat with a yellow plastic cap sumped "Colcuan RPLS
4001"found at an angle post is the North live of the City ofDcatoa Landfill Petanit Houadaay;
THENCE South 01 Is"es 14 Minorca 09 Secrods West across the 5.00 urc ly u 1 a distance of 164.9
foot to a 112I S for the Southeast comer of the harein described react;
THENCE North 88 Degrees 47 Mieot o 17 Seconds Won across the 5.00 acre Tan I passing the West
line thereof tad the East lice of the said 5.001 sue lean and continuing along the same cause, se all, a total
distance of276.0 ton W a In"IRS for the Suudswen tamer of the basic desnibul tact;
TIMNCE North 01 Degrees 15 Minutes 16 Smoods East across the 5.001 aca tram a distance of 164.9 fun
W a In"IRS for the Northwest ca. Moe Mein desu bed kart:
THENCE South 88 Degas 47 Minuues 17 Sa ds East across iba 5,001 one tenet phasing the East Ent
thereof sad the West as of the 5M sae Tract 1 and conies ing along the . coca, is all, a total
distance of275.9 feet W PLACE OF BEGINNING and enclosing 1,004 anea of bud.
Exhibit t°G"
Legal Description of Strip of Land Contiguous to Tract V
98AGRE10782
Jt
DCTA Bus And Employee Parking Area No. 2 N,
r�
Landfill Road
Drainage Landfill Road
255'
r
m
0
o.
Landfill Road
='I
�.. m .« � ._® xww« riu�wn`r:�rr.mm�wv'uwiuw...,wxwxewuw�way.w�x=.wwWv«wvrw�vw. _.m«.mm