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HomeMy WebLinkAbout2001-081S \Our Documents\Ordinances\01\McClendon Ordinance 01 doe ORDINANCE NO (M0% 0 / AN ORDINANCE APPROVING AN AIRPORT LEASE AGREEMENT BETWEEN THE CITY OF DENTON AND MPM ENTERPRISES FOR USE OF A PORTION OF THE DENTON MUNICIPAL AIRPORT FOR COMMERCIAL HANGAR/OFFICE AND RELATED SERVICES, AND PROVIDING AN EFFECTIVE DATE WHEREAS, The Denton Airport Advisory Board has recommended the approval of the herein described Airport Lease Agreement, and WHEREAS, the City Council of the City of Denton, Texas hereby finds that said Airport Lease Agreement is in the public interest, NOW, THEREFOR THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS SECTION 1 The City Manager is hereby authorized to execute an Airport Lease Agreement between the City of Denton and MPM Enterprises in substantially the form of the Airport Lease Agreement which is attached to and made a part of this ordinance for all purposes, for the purpose of providing commercial hangar/office and related services at the Denton Municipal Airport SECTION 2 This ordinance shall become effective immediately upon its passage and approval PASSED AND APPROVED this the O QM day of 2001 EULINE BROCK, MAYOR ATTEST JENNIFER WALTERS, CITY SECRETARY BY P OVED AS TO LEGAL FORM yr • AIRPORT LEASE AGREEMENT COMMERCIAL OPERATOR THE STATE OF TEXAS § & KNOW ALL MEN BY THESE PRESENTS COUNTY OF DENTON This lease is made and executed this day of February, 2001, at Denton, Texas, by and between the City of Denton, Texas, a municipal corporation, hereinafter referred to as "Lessor", and MPM Enterprises, having principal offices at 1116 Roadrunner Lane, Argyle, Texas 76226, hereinafter referred to as "Lessee" WITNESSETH WHEREAS, Lessor now owns, controls and operates the Municipal Airport (Airport) in the City of Denton, County of Denton, State of Texas, and WHEREAS, Lessee desires to lease certain premises on said airport and construct and maintain an aircraft hangar and related aviation facilities thereon, and NOW, THEREFORE, for and in consideration of the promises and the mutual covenants contained to this Agreement, the parties agree as follows 11 •►D •► • u ► NOTWITHSTANDING ANY LANGUAGE TO THE CONTRARY HEREINAFTER CONTAINED, THE LANGUAGE IN PARAGRAPHS A THROUGH D OF THIS SECTION SHALL BE BINDING A PRTNCTPI ES OF OPERATIONS The right to conduct aeronautical and related activities for furnishing services to the public is granted to Lessee subject to Lessee agreeing 1 To furnish said services on a fair, equal and not unjustly discriminatory basis to all users thereof, and 2 To charge fair, reasonable and not unjustly discriminatory prices for each unit or service, provided, that Lessee may be allowed to make reasonable and nondiscriminatory discounts, rebates, or other similar types of price reductions to volume purchasers B NON-DISCRIMINATION Lessee, for himself, his personal representatives, successors and interests, and assigns, as a part of the consideration hereof, does hereby covenant and agree as a covenant running with the land that 1 No person on the grounds of race, religion, color, sex, or national origin shall be excluded from participation in, demed the benefits of, or be otherwise subjected to discrimination in the use of said facilities, In the construction of any improvements on, over, or under such land and the furnishings of services thereon, no person on the grounds of race, religion, color, sex, or national origin shall be excluded from participation in, denied the benefits of, or otherwise be subjected to discrimination, Lessee shall use the premises in compliance with all other requirements imposed by or pursuant to Title 49, Code of Federal Regulations, Department of Transportation, Subtitle A, Office of the Secretary, Part 21, Nondiscrimination in Federally assisted programs of the Department of Transportation - Effectual of Title VI of the Civil Rights Act of 1964, as said Regulations may be amended C RTCHT OF TNpIVTDITAT 4 TC) MATNTATN ATRCRAFT It is clearly understood by Lessee that no right or privilege has been granted which would operate to prevent any person, firm or corporation operating aircraft on the airport from performing any services on its own aircraft with its own regular employees (including, but not limited to, maintenance and repair) that it may choose to perform D NON_FXCI T ISIVF RTC,HT It is understood and agreed that nothing herein contained shall be construed to grant or authorize the granting of an exclusive right within the meaning of Title 49 US C Appendix §1349 1 Lessor reserves the right to further develop or improve the landing area of the airport as it sees fit, regardless of the desires or views of Lessee, and without interference or hindrance 2 Lessor shall be obligated to maintain and keep in good repair the landing area of the airport and all publicly owned facilities of the airport, together with the right to direct and control all activities of Lessee in this regard 3 During time of war or national emergency, Lessor shall have the right to lease the landing area or any part thereof to the United States Government for military or naval use, and, if such lease is executed, the provisions of this instrument insofar as they are inconsistent with the provisions of the lease to the Government, shall be suspended 4 Lessor reserves the right to take any action it considers necessary to protect the aerial approaches of the airport against obstruction, together with the right to prevent Lessee from erecting, or permitting to be erected, any building or other McClendon Lease Doc - Page 2 structure on or adjacent to the airport which, in the opinion of Lessor, would limit the usefulness or safety of the airport or constitute a hazard to aircraft or to aircraft navigation 5 This Lease shall be subordinate to the provisions of any existing or future agreement between Lessor and the United States or agency thereof, relative to the operation or maintenance of the airport 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 hire and take from Lessor, the following described land situated in Denton County, Texas A Land A tract of land, being approximately 8,800 square feet, or 0 202 acres, drawn and outlined on Attachment "A" as Lot 4, and legally descnbed in Attachment "B," such attachments being incorporated herein by reference Together with the right of ingress and egress to said property, and the right in common with others so authonzed of passage upon the Airport property generally, subject to reasonable regulations by the City of Denton and such rights shall extend to Lessee's employees, passengers, patrons and invitees For purposes of this agreement, the term 'Premises" shall mean all property located within the metes and bounds described and identified within Attachment 'B", including leasehold improvements constructed by the Lessee, but not including certain easements or property owned and/or controlled by the Lessor B TMT'RnVFMFNT4 PROVTT)ED BY T FSSOR NONE There will be no improvements provided by Lessor, except as set forth in Article II E "Access to Utilities" below For the purpose of this Agreement, the term Lessor improvements" shall mean those things on or adjacent to the Premises belonging to, constructed by, or to be constructed by the Lessor, which enhance or increase, the value or quality of the leased land or property Unless otherwise noted herein, all Lessor improvements are and will remain the property of Lessor All Lessor improvements must be descnbed in detail above, or above referenced and attached to this Agreement in an exhibit approved by Lessor C TApRnVFmFNT4 PROVIDED BY LESSEE. On Lot 4, Lessee shall construct a hangar/office facility not less than 3,000 square feet with taxiway access and appropriate culverts or drainage as required by City ordinances in the utility right of way south and north of the proposed hangar as well as other improvements as determined necessary by City ordinances Said improvements shall be completed not less than 365 days from the date of tlus agreement D FASFMF.NTS Lessor and Lessee by mutual agreement may establish, on the leased premises, easements for public access on roads and taxiways McClendon Lease Doc - Page 3 E ACCESS TO TITII TTTRS_ Lessor represents that there are water and 3-phase electricity lines within three hundred feet (300') of the leased prermses available to "tap -in" by Lessee, and that the same are sufficient for usual and customary service on the leased premises Lessee will be required to connect to the sewer line located approximately fifty (50) feet north of said lot III TERM The term of this Agreement shall be for a period of thirty (30) years, commencing on the 1 st day of March, 2001, and continuing through the last day of February, 2031, unless earlier terminated under the provisions of the Agreement Any attempt by Lessee to renegotiate this Lease shall be in writing addressed to the City Manager at least one hundred eighty (180) days before the expiration of the stated term of this lease, and at least 180 days before the expiration of any additional renegotiated period Lessee has the option to renew for two (2) additional ten (10) year terns The rental and terns to be negotiated shall be reasonable and consistent with the then value, rentals and terms of similar property on the airport IV PAYMENTS, RENTALS AND FEES Lessee covenants and agrees to pay Lessor, as consideration for this lease, the following payments, rentals and fees A LAND RENTAL shall be due and payable in twelve (12) equal monthly installments in the sum in advance, on or before the 1st day of each and every month during the term of this agreement Lessee may have the option to pay annual rentals and fees in whole on or before the 1 st day of October, at the beginning of the City's fiscal year, each and every year of this lease 3/l/01 $0 06 per square foot minimum yearly rental, adjusted annually per paragraph IV C 3/l/04 The current lease rate (previous year's rental) will be increased by an additional $0 06 per square foot, and then adjusted annually per paragraph IV C 3/1/14 The current lease rate (previous year's rental) will be increased by an additional $0 02 per square foot, and then adjusted annually per paragraph IV C Notwithstanding the foregoing, the annual lease rental to be reduced by the current lease rate per square foot, times the number of square feet comprising all easements established in accordance with Article II(C) $ T RSSOR IMPROVEMENTS RENTAL S NONE There are no Lessor improvements on the leased premises McClendon Lease DOC - Page 4 C PAYMENT, PENALTY, ADJUSTMENTS All payments due Lessor from Lessee shall be made to Lessor at the offices of the Finance Department of the City of Denton, Customer Service Division, 601 West Hickory, Denton, Texas, unless otherwise designated in writing by the Lessor If payments are not received on or before the 15th, a five (5) percent penalty will be due as of the 16th If payments are not received by the 1 st of the subsequent month, an additional penalty of one (1) percent of the unpaid rental/fee amount will be due A one (1) percent charge will be added on the 1st of each subsequent month until the unpaid rental/fee payment is made Fallure to pay the rent or penalty amounts on delinquent rent shall constitute an event of default of this lease The yearly rental for land and improvements herein leased shall be readjusted at the end of each one (1) year period during the term of this 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 applicable index at the execution of this lease The original land rental amount is based upon the formulae set forth in Section IV A for the land herein leased Each rental adjustment, if any, shall occur on the 1st day of March, beginning 2002, and every year thereafter on such date The adjustments in the yearly rent shall be determined by multiplying the minimum 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 applicable at the execution of this lease If the product of this multiplication is greater than the minimum 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 minimum 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 previous year's annual rent until the time of the next rental adjustment as called for in this section In no event shall any rental adjustment called for in this section result in an annual rent less than the previous year's annual rent The adjustment shall be limited so that the annual rental payment determined for any given year shall not exceed the annual rental payment calculated for the previous year by more than ten (10) percent If the 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, is discontinued during the term of this lease, the remaining rental adjustments called for in this section shall be made using the formula set forth in Subsection (a) above, but substituting the index numbers for the Consumer Price Index -Seasonally Adjusted U S City Average For All Items For All Urban Consumers (CPI-U) for the index numbers for the CPI-U applicable to the Dallas -Fort Worth geographical region If both the CPI-U for the Dallas -Fort Worth geographical region and the U S City Average are discontinued during the term of this lease, the remaining rental adjustments called for in this section shall be made using the statistics of the Bureau of Labor Statistics of the United States Department of Labor that are most nearly comparable to the CPI-U applicable to the Dallas -Fort Worth geographical region If the Bureau of Labor Statistics of the United States Department of Labor ceases to exist or ceases to publish statistics concerning the purchasing power of the consumer dollar during the term of this lease, the remaining rental McClendon Lease Doc - Page 5 adjustments called for in this section shall be made using the most nearly comparable statistics published by a recognized financial authority selected by Lessor V RIGHTS AND OBLIGATIONS OF LESSEE A T JIM OF LEASED PREMISES Lessee is granted the non-exclusive privilege to engage in or provide the following I Hangar Leases and Rental. The rental or lease of hangars and hangar space and related facilities upon the leased premises 2 Office Space Lease or Rental The rental or lease of office space in or adjoining Lessee's hangars Aircraft and Storage_ To provide storage of both Lessee's and sublessees' aircraft and aviation related equipment and supplies upon or within the leased premises Lessee, his tenants and sublessees shall not be authorized to conduct any services not specifically listed in this agreement The use of the leased premises of Lessee, his tenants or sublessees shall be limited to only those private, commercial, retail or industrial activities having to do with or related to airports and aviation No person, business or corporation may operate a commercial, retail or industrial business upon the premises of Lessee or upon the Airport without a lease or license from Lessor authorizing such commercial, retail or industrial activity The Lessor shall not unreasonably withhold authorization to conduct aeronautical or related services B STANnARrA. Lessee shall meet or exceed the following standards Address. Lessee shall file with the Airport Manager and keep current his mailing addresses, telephone numbers and contacts where he can be reached in an emergency 2 List. Lessee shall file with the Airport Manager and keep current a list of his tenants and sublessees Condek Lessee shall contractually require his employees and sublessees (and sublessee's invitees) to abide by the terms of tlus agreement Lessee shall promptly enforce his contractual rights in the event of a default of such covenants 4 Thilitip. T xes�and FPec. Lessee shall meet all expenses and payments in connection with the use of the Premises and the rights and privileges herein granted, including the timely payment of utilities, taxes, permit fees, license fees and assessments lawfully levied or assessed 5 Lags Lessee shall comply with all current and future federal, state and local laws, rules and regulations which may apply to the conduct of business contemplated, including rules, regulations and ordinances promulgated by Lessor, and Lessee shall McClendon Lease Doc - Page 6 keep in effect and post in a prominent place all necessary and/or required licenses or permits 6 Maintenance of PronertT Lessee shall be responsible for the maintenance, repair and upkeep of all property, buildings, structures and improvements, including the mowing or elimination of grass and other vegetation on the Premises, and shall keep said Premises neat, clean and in respectable condition, free from any oblectional matter or thing Lessee agrees not to utilize or permit others to utilize areas on the leased premises which are located on the outside of any hangar or building for the storage of wrecked or permanently disabled aircraft, aircraft parts, automobiles, vehicles of any type, or any other equipment or items which would distract from the appearance of the leased premises Lessee agrees that at no time shall the leased premises be used for a flea market type sales operation 7 Panting of Ruild,ngss During the original term of this Lease and during each extension, Lessor shall have the right to require, not more than once every five years, that the metal exterior of hangar(s) or building(s) located on the premises be reviewed by the Airport Advisory Board for the purpose of determining whether painting of the exteriors of such buildings or hangars is necessary If the Airport Advisory Board determines painting is necessary, it shall furnish a recommendation to this effect to the City Council The Council, may, upon the Board's recommendation, require Lessee to repaint said exteriors according to Lessors specifications (to specify color of paint, quality of workmanship and the year and month in which the hangar(s) or building(s) are to be painted, if needed ) Lessee shall complete the painting in accordance with such specifications within one (1) year of receipt of notice from lessor Lessee agrees to pay all costs and expense involved in the hangar or building painting process Failure of Lessee to complete the painting required by Lessor's City Council within one (1) year period shall constitute Lessee's default under this Lease 8 I Tnanthonzed rise of rPn .miser Lessee may not use any of the leased land or premises for the operation of a motel, hotel, restaurant, private club or bar, apartment house, or for industrial, commercial or retail purposes, except as authorized herein 9 Dwellings It is expressly understood and agreed that no permanent dwelling or domicile may be built, moved to or established on or within the leased premises nor may lessee, his tenants, invitees, or guests be permitted to reside or remain as a resident on or within the leased premises or other airport premises 10 (Quit Possession Lessee shall quit possession of all premises leased herein at the end of the primary term of this lease or any renewal or extension thereof, and deliver up the premises to Lessor in as good condition as existed when possession was taken by Lessee, reasonable wear and tear excepted 11 Hold Harmless Lessee shall indemnify and hold harmless Lessor from and against all loss and damages, including death, personal injury, loss of property or other McClendon Lease Doc - Page 7 damages, ansmg or resulting from the operation of Lessee's business in and upon the leased premises 12 Chemicals Lessee agrees to properly store, collect and dispose of all chemicals and chemical residues, to properly store, confine, collect and dispose of all paint, including paint spray in the atmosphere, and paint products, and to comply with all Local, State and Federal regulations governing the storage, handling or disposal of such chemicals and paints 13 14azrdnnc Aet,v,t,es Should Lessee violate any law, rule, restriction or regulation of the City of Denton or the Federal Aviation Administration, or should the Lessee engage in or permit other persons or agents to engage in activities which could produce hazards or obstruction to air navigation, obstructions to visibility or interference with any aircraft navigational aid station or device, whether airborne or on the ground, then Lessor shall state such violation in writing and deliver written notice to Lessee or Lessee's agent on the leased premises, or to the person(s) on the leased premises who are causing said violation(s), and upon delivery of such written notice, Lessor shall have the right to demand that the person(s) responsible for the violation(s) cease and desist from all such activity creating the violation(s) In such event, Lessor shall have the right to demand that corrective action, as required, be commenced immediately to restore the leased premises into conformance with the particular law, rule or aeronautical regulation being violated Should Lessee, Lessee's agent, or the person(s) responsible for the violation(s) fail to cease and desist from said violation(s) and to immediately commence correcting the violation(s), and to complete said corrections within twenty-four (24) hours following written notification, then Lessor shall have the right to enter onto the leased premises and correct the violation(s), and Lessor shall not be responsible for any damages incurred to any improvements on the leased premises as a result of the corrective action process C SIGNS During the term of this Agreement, Lessee shall have the right, at its own expense, to place in or on the leased Premises signs identifying Lessee Said signs shall be of a size, shape and design, and at a location or locations, approved by the Lessor and in conformance with any overall directional graphics or sign program established by Lessor for the Airport Lessor's approval shall not be withheld unreasonably Said signs shall be maintained in good repair throughout the term of tlus agreement Notwithstanding any other provision of this agreement, said signs shall remain the property of Lessee Lessee shall remove, at its expense, all lettering, signs and placards so erected on the premises at the expiration of the term of this Agreement or extensions thereof VI COVENANTS BY LESSOR Lessor hereby agrees as follows A REACEETJT ENJOYMENT That on payment of rent, fees, and performance of the McClendon Lease Doc - Page 6 covenants and agreements on the part of Lessee to be performed hereunder, Lessee shall peaceably hold and enjoy the leased premises and all rights and privileges herein granted, B COMPT.TANCE Lessor warrants and represents that in the establishment, construction and operation of said Denton Municipal Airport, that Lessor has heretofore and at this time is complying with all existing rules, regulations, and criteria distributed by the Federal Aviation Administration, or any other governmental authority relating to and including, but not limited to, noise abatement, air rights and easements over adjoining and contiguous areas, over -flight in landing or takeoff, to the end that Lessee will not be legally liable for any action of trespass or similar cause of action by virtue of any aerial operations of adjoining property in the course of normal take -off and landing procedures from said Denton Municipal Airport, Lessor further warrants and represents that at all times during the term hereof, or any renewal or extension of same, that it will continue to comply with the foregoing VII SPECIAL CONDITIONS It is expressly understood and agreed by and between Lessor and Lessee that this lease agreement is subject to the following special terms and conditions A RI TNWAYS ANT) TAXTWAYS That because of the present fifteen thousand (15,000) pound continuous use weight bearing capacity of the runway and taxiways of the Airport, Lessee herein agrees to limit all aeronautical activity including landing, take -off and taxiing, to aircraft having an actual weight, including the weight of its fuel, of fifteen thousand (15,000), until such time that the runway and designated taxiways on the Airport have been improved to handle aircraft of such excessive weights It is further agreed that, based on qualified engineering studies, the weight restrictions and provisions of this clause may be adjusted, up or down, and that Lessee agrees to abide by any such changes or revisions as such studies may dictate "Aeronautical Activity" referred to in this clause shall include that activity of the Lessee or its agents or subcontractors, and its customers and mvitees, but shall not include those activities over which it has no solicitory part or control, such as an unsolicited or unscheduled or emergency landing A pattern of negligent disregard of the provisions of this section shall be sufficient to cause the immediate termination of this entire Agreement and subject Lessee to liability for any damages to the Airport, that might result VIII LEASEHOLD IMPROVEMENTS A RFQ1 TTRF.MENTS. Before commencing the construction of any improvements upon the premises, Lessee shall submit 1 Documentation, specifications, or design work, to be approved by the Lessor, which shall establish that the improvements to be built or constructed upon the leased premises are in conformance with the overall size, shape, color, quality and design, in appearance and structure of the program established by Lessor on the Airport McClendon Lease Doc - Page 9 2 All plans and specifications showing the location upon the premises of the proposed construction, 3 The estimated cost of such construction No construction may commence until Lessor, acting by its City Council, has approved the plans and specifications and the location of the improvements, the estimated costs of such construc- tion and the agreed estimated life of the building or structure Approval by the City Council shall not be unreasonably withheld, should the Council fail to deny Lessee's plans and specifications within sixty (60) days of submission thereof to the Council, such plans and specifications shall be deemed approved Documentary evidence of the actual cost of construction on public areas only (such as taxiways) shall be delivered by Lessee to Lessor's City Manager from time to time as such costs are paid by Lessee, and Lessor's City Manager or designee is hereby authorized to endorse upon a copy of this lease filed with the City Secretary of Lessor such actual amounts as he shall have found to have been paid by Lessee, and the findings of the City Manager when endorsed by him upon said contract shall be conclusive upon all parties for all purposes of this agreement B AT)T)TTTo NAT CONSTRTTCTTON T)R TMPROVFMFNTS Lessee is hereby authorized to construct upon the land herein leased, at his own cost and expense, buildings, hangars, and struc- tures, that Lessor and Lessee mutually agree are necessary for use in connection with the operations authorized by this lease, provided however, before commencing the construction of any improve- ments upon the premises, Lessee shall submit plans and specifications for approval by Lessor as specified in Article VIII A, above C OWNERSHIP nF IMPROVEMENTS All buildings and improvements constructed upon the premises by Lessee shall remain the property of Lessee unless said property becomes the property of Lessor under the following conditions, terms and provisions 1 Removal of Rinldingc No building or permanent fixture may be removed from the premises 2 Assumption ion All buildings and improvements of whatever nature remaining upon the leased premises at the end of the primary term, or any extension thereof, of this lease shall automatically become the property of Lessor absolutely in fee without any cost to Lessor 3 Building T afe It is agreed that the life of the building to be constructed by Lessee on the property herein leased is thirty (30) years 4 Cancellation Should this lease be cancelled for any reason before the end of the thirty (30) year expected building life, it is especially understood and agreed that Lessor reserves the right to purchase all buildings, structures and improvements then existing upon the premises by tendering to Lessee one thirtieth (1/30) of the undepre- ciated value of such building for each year remaining on the agreed life of such building The undepreciated value of all improvements is to be determined by having McClendon Lease Doc - Page 10 such improvements appraised by three appraisers, one appointed by Lessor, one appointed by Lessee and one appointed by the two appraisers IX SUBROGATION OF MORTGAGEE A Any person, corporation or institution that lends money to Lessee for construction of any hangar, structure, building or improvement and retains a security interest in said hangar, structure, building or improvement shall, upon default of Lessee's obligations to said mortgagee, have the right to enter upon said leased premises and operate or manage said hangar, structure, building or improvement according to the terms of this Agreement, for a period not to exceed the term of the mortgage with Lessee, or until the loan is paid in full, whichever comes first, but in no event longer than the term of this lease It is expressly understood and agreed that the right of the mortgagee referred to herein is limited and restricted to those improvements constructed with funds borrowed from mortgagee, those improvements purchased with the borrowed funds, and those improvements pledged to secure the refinancing of the improvements B Lessee shall have the right to place a first mortgage lien upon the leasehold in an amount not to exceed eighty-five percent (85%) of the construction cost or current market value of the leasehold improvements X RIGHT OF EASEMENT Lessor shall have the right to establish easements, at no cost to Lessee, upon the leased ground space for the purpose of providing underground utility services to, from or across the airport property or for the construction of public facilities on the Airport However, any such easements shall not interfere with Lessee's use of the leased premises and Lessor shall restore the property to original condition upon the installation of any utility services on, in, over or under any such easement or the conclusion of such construction Construction in or at the easement shall be completed within a reasonable time XI ASSIGNMENT OF LEASE Lessee expressly covenants that it will not assign this lease, convey more than ten percent (10%) of the interest in his business, through the sale of stock or otherwise, transfer, license, nor sublet the whole or any part of the said premises for any purpose, except for rental of hangar space or tie -down space, without the written consent of Lessor Lessor agrees that it will not unreason- ably withhold its approval of such sale, sublease, transfer, license, or assignment of the facilities for the airport related purposes, provided however, that no such assignment, sublease, transfer, license, sale or otherwise shall be approved if the rental, fees or payments, received or charged are in excess of the rental or fees paid by Lessee to Lessor under the terms of this lease, for such portion of the premises proposed to be assigned, subleased, transferred, licensed, or otherwise The provisions of McClendon Lease Doc - Page 11 this lease shall remain binding upon the assignees, if any, of Lessee XII INSURANCE A RFQI TTRED INSI TR ANCR Lessee shall maintain continuously in effect at all times during the term of this agreement, at Lessee's expense, the following insurance coverage Comprehensive general liability covering the leased premises, the Lessee or its company, its personnel, and its operations on the airport 2 Aircraft liability to cover all flight operations of Lessee 3 Fire and extended coverage for replacement value for all facilities used by the Lessee either as a part of this agreement or erected by the Lessee subsequent to this agreement 4 Liability insurance limits shall be in the following minimum amounts Bodily Injury and Property Damage One Million Dollars ($1,000,000) combined single limits on a per occurrence basis 5 All policies shall name the City of Denton as an additional named insured and provide for a minimum of thirty (30) days written notice to the City prior to the effective date of any cancellation or lapse of such policy 6 All policies must be approved by the Lessor 7 The Lessor shall be provided with a copy of all such policies and renewal certificates During the term of this lease, Lessor herein reserves the right to adjust or increase the liability insurance amounts required of the Lessee, and to require any additional rider, provisions, or certificates of insurance, and Lessee hereby agrees to provide any such insurance requirements as may be required by Lessor, provided however, that any requirements shall be commensurate with insurance requirements at other public use airports similar to the Denton Municipal Airport in size and in scope of aviation activities, located in the southwestern region of the United States Lessee herein agrees to comply with all increased or adjusted insurance requirements that may be required by the Lessor throughout the original or extended term of this lease, including types of insurance and monetary amounts or limits of insurance, and to comply with said insurance requirements within sixty (60) days following the receipt of a notice in writing from Lessor stating the increased or adjusted insurance requirements Lessee shall have the right to maintain in force both types of insurance and amounts of insurance which exceed Lessor's minimum insurance requirements In the event that State law should be amended to require types of insurance and/or insurance amounts which exceed those of like or similar public use airports in the southwestern region of the McClendon Leaee Doc - Page 12 United States of America, then in such event, Lessor shall have the right to require that Lessee maintain in force types of insurance and/or amount of insurance as specified by State law Failure of Lessee to comply with the mmumum specified amounts or types of insurance as required by Lessor shall constitute Lessee's default of this Lease XIII CANCELLATION BY LESSOR In the event that Lessee shall file a voluntary petition in bankruptcy or proceedings in bankruptcy shall be instituted against it and Lessee thereafter is adjudicated bankrupt pursuant to such proceedings, or any court shall take jurisdiction of Lessee and its assets pursuant to proceedings brought under the provisions of any Federal reorganization act, or Lessee shall be divested of its estate herein by other operation of law, or Lessee shall fail to perform, keep and observe any of the terms, covenants, or conditions herein contained, or on its part to be performed, the Lessor may give Lessee written notice to correct such condition or cure such default and, if any condition or default shall continue for thirty (30) days after the receipt of such notice by Lessee, then Lessor may terminate this lease by written notice to Lessee In the event of default, Lessor has the right to purchase any or all structures on the leased premises under the provisions of Section VIII Paragraph C 4 (Cancellation) hereof XIV CANCELLATION BY LESSEE Lessee 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, upon or after the happening of any one of the following events (1) issuance by any 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, (2) the breach by Lessor of any of the covenants or agreements contained herein and the failure of Lessor to remedy such breach for a period of ninety (90) days after receipt of a written notice of the existence of such breach, (3) the inability of Lessee 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 appropriate governmental authority having jurisdiction over the operations of Lessor or due to war, earthquake or other casualty, or (4) the assumption or recapture by the United States Government, or any authqnzed agency thereof, of the maintenance and operation of said airport and facilities or any substantial part or parts thereof Upon the happening of any of the four events listed in the preceding paragraph, such that the leased premises cannot be used for aviation purposes, then the Lessee may cancel this lease as aforesaid, or may elect to continue this lease under its terms, except, however, that the use of the leased premises shall not be limited to aviation purposes, their use being only limited by such laws and ordinances as may be applicable at that time XV MISCELLANEOUS PROVISIONS A ENTIRE AGREEMENT This Agreement constitutes the entire understanding between the parties and as of its effective date supersedes all prior or independent Agreements between the McClendon Lease Doc - Page 13 parties covering the subject matter hereof Any change or modification hereof shall be in writing signed by both parties B BINDING EFFECT All covenants, stipulations and agreements herein shall extend to, bind and inure to the benefit of the legal representatives, successors and assigns of the respective parties hereto C SFVFR ABILITY If a provision hereof shall be finally declared void or illegal by any court or administrative agency having jurisdiction, the entire Agreement shall not be void, but the remaining provisions shall continue in effect as nearly as possible in accordance with the original intent of the parties D NOTICE, Any notice given by one party to the other in connection with this agreement shall be in writing and shall be sent by registered mail, return receipt requested, with postage and registration fees prepaid as follows 1 If to Lessor, addressed to City Manager City of Denton 215 E McKinney Street Denton, Texas 76201 2 If to Lessee, addressed to D C McClendon, President MPM Enterprises 1116 Roadrunner Lane Argyle, TX 76226 Notices shall be deemed to have been received on the date of receipt as shown on the return receipt E HFADiNGS The headings used in this Agreement are intended for convenience of reference only and do not define or limit the scope or meaning of any provision of this Agreement F G0VFRNING LAW This Agreement is to be construed in accordance with the laws of the State of Texas G MFDIATInN Prior to instituting suit in a court of competent jurisdiction, the parties shall, in good faith attempt to settle any controversy or claim by any party hereto ansing out of or relating to this Agreement by mediation in accordance with the laws and rules, then obtaining, of the State of Texas and the State Bar of Texas H NO WAIVER No waiver by Lessor or Lessee of any default or breach of covenant or McClendon Leaee DOC - Page 14 term of this lease may be treated as a waiver of any subsequent default or breach of the same or any other covenant or term of this Agreement I NpppFNpFNT CnNTRACTOR During all times that this Lease is in effect, the parties agree that Lessee is and shall be deemed to be an independent contractor and operator and not an agent or employee of the Lessor with respect to their acts or omissions hereunder For all the purposes hereunder, Lessee is and shall be deemed an independent contractor and it is mutually agreed that nothing contained herein shall be deemed or construed to constitute a partnership or joint venture between the parties IN WITNESS WHEREOF, the parties have executed this Agreement as of the day and year first above written ATTEST FER ALTERS, CITY SECRETARY ITY OF DENTON, TEXAS APPROVED AS TO LEGAL FORM HERBERT L PROUTY, CITY ATTORNEY CITY OF DENTON, TEXAS BY CITY OF DENTON, TEXAS, LESSOR t B 'Aoi chael W J z, Crt an er MPM, Enterprises BY D C McClendon, President, Lessee McClendon Lease Doc - Page 15 THE STATE OF TEXAS § COUNTY OF DENTON § This instrument was acknowledged before me on the 9 a —day of February, 2001 by LESSEE JEANETTE SCOTT �+ NOTARY PUBLIC STATE OF TEXAS of My Commission Expires 03 312001 My Commission Expires la4Ld� C 6L NVAARY PUBLIC, STATE OF TEXAS McClendon Lease Doc - Page 16 ATTACHMENT "A" it ALL that 9 Vtam Ilhte tecCdytol rDcnlori PO'Col or lonone Coun y dTc.as ca,,I bangNCSURVEY alL part of Lot cTrn 1 Olac, 1 0I the 5a. hcosl Airport 7dd 1 on an Addd on to the CAy a Oc of a Drnlon Coln ) Texas os recorded m Ceblaet G Page 79J at the Plat hrraNs of Denton Counly Terns the sublC.L bast bclny more PorLCUlarly dCSCrlbrd 05 roll.", OrGINIdbVG for the Southr,esl corner of the tract bmny de,crl )CO herein Of 0 CO; Ped rron rod found for corner Irom vrhlah a eoncrer mo*u�nCnl found 0t Ihr IJnrlhwc,l rnrnrr of sad Addition boors North 70 Degree, 71 AI nu r Sr ' c, and W( I a d lance of 1C00 9ET feet TIICNCL North 01 [)agrees 14 M,nutes 5+ `,^Coad Ca I a di loner of 11017 feel in a copped on rod found for co nor THENCE South 88 Drgrces 50 NhIlItos 59 "Cla.d Fost a AI Ioncc of 6100 feet to 0 5C) capped r on red found for carrier 111'NCL Soo it, 01 D,.grres J3 Mnu to, 50 SICan v[ l a . tlua of I10 07 Ice, lu u capped von rod found ter corner THENCENorth .Ng ewo food nt morrtro1C is of 7y /1 feet to the PLACE OBEGINNING old ca,10'ng070 aCr SN5WjNMON UCOa�,iN�gc` /1s1 T1(J 1p Al)(TITION� 5885317E 10G0BO_—oNEINJ(�Of2Nk T2 `k(( TIT()( OLAD ))111ikJ CAOIN C' PAGE i95 (,,AULIIL)AL, PA(A \ISO TAv WAI/Y DRAINAGE Z AND UTILITY EAS(MLNT S 88710 �58 E _ 1RF/CAP So 00 -IRS CAP m� o 0 v _ LOT 3 °m w LOT 4 IRF%CAP N 88 34 46 Y! IRS/CAP 112 Ir(ro- — — _ 79711_ _ _ �I/7 lhr _ 1T ITa LOCKHEED� 74 0 A.pho t Rood This 5urvey sI(CICh correctly re PrC•.rnls the rr<ull• of on an Ihr-yrn0nd -urvry mall, ,mire my 01111lmn rind This SU(VP an 01-1J-ec Thera are no opp.rent Inlru one Trmtru<lon or co,rmenl5 except nc ,hnwn sup hereon FLOOD STATEMENT I have cxnmmed the rC MA Flood II urnnrC Fiat, Mup for Drnlon Lminly A.xn^ Cnrn-rn.r 1, Number 400774 efc(hva date 3-30-09 and that nr ...1,re ldill 0",... p ip, ly (.< wltl,.n(rftle IN it hndrd Zone X "heel, Is drflacd as "A al • 01 •III, '00-yry le, 11 NOTE This survey was done r,,thoul file bercilt of Schr Or A°(D or TIIIC timdrr 1 G 02-_U_S__icul A i aF>Z ______ Isar 16 %ra FN \ JE TIIOMPSOV No 60J/ --- - -- __ I J E ibnM1 PIVr LCG NO/'I ♦ ) r ll�l1 IF I.e. RW rW'10 ROo Srl W CA' �r<b • r[Ne�eW nR rose r[ • nna(Rb ll B[ • u,RBwc ur¢ V( u1R111 {WSI in, ru( nMOC ,tab Garu[xt -�- 0[ ORnINWG([RV(xlx[ cxoxx [ertrl • eexxuxluuorl usnorl _ _ _I 110 DOX 507 1<Fv I [n unr. -' - it-49 (: - u"irnlnx{ m a I<RU �I I X %C' [rr fl [CIRIC RIS(R r, n Ia.wO • tl[CIRC IRnxYWluLl1 (94\I>4111+- 6/21 Piprn to rM[ n'o.[-rra�riil or r •Ro •raxt ar nWial Mm JUIJ NU110PIt 0100n4 r one nano an iw ell �lrl.°r URAWN BY M1IItK = cxly cxna n, u'e CIIk C01) BY JkT [ • [uc(mc [w[ ( t{[(ru nI u.E ILIANGC BATE 02-117-01 wn( rwct p _ r,,1 ,CAB AREA 1, I' L S rmt PBq ,turf axx r(.ri , a f Tu09P5ON nxriM afro c u URV CYING nx4;i nr:nnr arvumrNl McClendon Lease Page 17 ATTACHMENT "B" ALL that certain lot, tract, or parcel of land situated in the WILHAM NEIL SURVEY, AFISTPA( I Lot 1, NUMBER 970, in the City of Denton, Denton County, lexos and being a part of tile f Denton ly, the theast last Airport n not the of lot f'tecordsyof Denlonncounty Te as Teoxas, recorded in Cabinet G, Pageo2.95 described as follOWT the subject tract being more particularly BEGINNING for the Southwest corner of the tract being descrihed herein at a copped iron the Nnrthwest corner of rod found for corner from which o concrete monument found of 54 Seconds o d slnncn of 1800 98 said Addition bears North 20 Degrees 21 Minutes feet THENCE North 01 Degrees 14 Minutes 55 Seconds Foel o distance of 110 11 feel to 0 copped iron rod found for corner, THENCE South 88 Degrees 30 Minutes 58 Seconds Fast, a dulance of 80 00 feet to a copped iron rod found for corner, THENCE South 01 Degrees 23 Minutes 50 Seconds We,,(, a distance of 110 08 feet to a copped iron rod found for corner, THENCE North 88 Degrees 34 Minutes 46 Seconds West a d.slnnce of 19 71 feet to the PLACE OF BEGINNING, and enclosing 0 20 acres of Iond, more or less McClendon Lease Page 18