1997-120C \WPDOOS\ORD\FOX51 ORD Note Amended by 0rd]nance No 97-132
ORDINANCE NO. ~--/~
AN ORDINANCE AUTHORIZING THE CITY MANAGER TO EXECUTE AN AIRPORT
LEASE AGREEMENT BETWEEN THE CITY OF DENTON AND FOX-51 LIMITED WHICH
AMENDS THE EXISTING FIXED BASE OPERATOR AND COMMERCIAL AIRPORT
LEASES BETWEEN THE PARTIES AND INCORPORATES THE TERMS OF SUCH
LEASES INTO ONE NEW LEASE; AND PROVIDING AN EFFECTIVE DATE
THE COUNCIL OF THE CITY DENTON HEREBY ORDAINS'
SECTION I That the City Manager is authorized to execute an
Airport Lease Agreement between the City of Denton and Fox-51
Limited which amends the existing Fixed Base Operator and
Commerolal Airport Leases between the parties and incorporates the
terms and conditions contained within such leases as amended Into
one new lease, which is attached hereto and made a part hereof for
all purposes
~ That this ordinance shall become effectIve
immediately upon its passage and approval
PASSED AND APPROVED this the /~day of ~, 1997
JA~/MILLER,
ATTEST:
JENNIFER WALTERS, CITY SECRETARY
APPRO~V~ AS~TO LEGAL FORM:
HERBERT L. PROUTY, CITY ATTORNEY
ORIGINAL
AIRPORT LEASE AGREEMENT
COMMERClAI. JFBO
WHEREAS, the CH of Denton, Texas as Lessor and Fox-51 L~mlted, as Lessee, entered into an A~rport
Lease Agreement dated May 6, 1980, and
WHEREAS, such ~urport Lease Agreement was amended ~n wr~bng as of June 16, 1980 and February
19, 1985, and
WHEREAS, the City of Denton, Texas as Lessor and Fox-51 L~m~fed, as Lessee, entered into a
Commercial Operator Lease dated Apnl 1,1986, and
WHEREAS, such Commer~al Operator Lease was amended ~n wr~ng as of February 2, 1988 and again
as of August 20, 1991, and
WHEREAS, ~ is the mutual deare of each of the pa~es to further amend such leases and place ~n one
instrument all of the prows~ons of the leases between the parbes hereto,
WHEREAS, the Ck'y of Denton, Texas, Lessor and Fox-51 L~m~ed, Lessee desire that th~s agreement
constitute,the entire understanding between the partle~ and as of ~s effective date supersedes all prior or
~ndependent leeses/agreemenfe between the pa~es covenng the subject matter hereof, NOW, THEREFORE,
This lease and agreement is made and entered Into th,s/~'~ay of ~, 1997 by and be.tween.
the C~y of Denton, a Municipal Corporation, situated m Denton County, Texas, hereinafter called "Lessor', ano
Fox-51 L~mlted, a corporation of the State o[ Texas, located at Route 1, Box 102, Denton, Texas, and whose
registered agent ~s F D Strickler, located at Route 1, Box 102, Denton, Texas, hermnatter referred to as
"Lessee"
In conslderal~on of the premises and the mutual covenants, the parbes agree that the land to be leased ~s the
following described land s~uated in Denton County, Texas
I PREMISE8 AND USE
A Land "A" - Fixed Base Oaerator Premise
A 100 x 200 foot tract of land, being appro)dmately 20,000 square feet, and a 165 x 220 foot tract of land, being
appro~mately 36,300 square feet, ha~ng a combined area of approximately 56,300 square feet or 1 29 acres,
descnbed as follows
COMMENCING atthe northwest corner of a tract of land as conveyed to P F Breen b,y deed recorded
in Volume 127, Page 185 of the Deed Records of Denton County, Texas sa~d point I~g ~n the South
nght of way hne of FM Road 1515,
THENCE west along the south r~ght of way hne of FM Road 1515 a distance of 350 feet to a point,
THENCE north along the west right of way hne of FM Road 1515 a d~stance of 1,000 feet to a point,
THENCE west perpendicular to said nght of way hne of FM 1515 a d~stance of 870 feet, more or less,
to a point on the east edge of the pavement of the north taxlway,
THENCE north 13°50'41" west along the east edge of pavement of said north tax,way a distance of 10
feet to a point for a corner,
THENCE north 76°09'19" east perpendicular to sam east edge of pavement a d~stance of 175 feet to the
point of beginning,
THENCE north 13°50'41" west 175 feet east of and parallel to sa~d east edge of pavement a d~stance
of 220 feet to a point for a corner,
THENCE north 76°09'19.' east perpendicular to sa~d east edge of pavement a distance of 5 feet to a
pmnt for a corner,
THENCE north 13°50'41" west 180 feet east of and parallel to sa~d east edge of pavement a d~stance
of 200 feet for a point for a corner,
THENCE north 76°09'19" east perpendicular to sa~d east edge of pavement a d~stance of 100 feet to a
pmnt for corner,
THENCE south 13°50'41" east 280 feet east of and parallel to sa~d east edge of pavement a d~stance
of 200 feet to a point for a corner,
THENCE north 76°09'19" east perpendicular to said east edge of pavement a d~stance of 60 feet to a
point for a corner,
THENCE south 13°50'41'' east 340 feet east of and parallel to said east edge of pavement a d~stance
of 220 feet to a point for a corner,
THENCE south 76°09'19" west perpendicular to sa~d east edge of pavement a d~stance of 165 feet to
the place of beginning and contalmng 56,300 square feet of land, more or less, as shown on Exhibit "A",
attached hereto and ~ncorporated here~n by reference
B Use of Fixed _~__=ed ODeretor Premises Land "A"
Lessor does hereby dem~ss and let unto the Lessee, and Lessee does hereby lease and take from the Lessor,
the land and facilities herein descnbed, and the rights, I~censes, and privileges ~n connection w~th the use of
such property and improvements as follows
1 The use, ~n common vath others authonzed so to do, of sa~d a~rport and all appurtenances,
facti~dss, improvements, equipment and sewlces which have been or may hereafter be prowded
thereat
2 The operation of a transportation system by a~rcraft, the repa~nng, maintaining, condibomng,
servicing, parking or storage of a~rcraft or other equipment, the training of personnel and the
testing of aircraft and other equipment, the sale, disposal or exchange of aircraft, engines,
accessories, and related equipment, the se~clng by Lessee of aircraft and other a~rport related
equipment, including the right to Install and maintain on sa~d a~rport adequate storage fac~l;bss,
and appurtenances, ;nclud~ng right of way necessary therefor, the landing, taking off, parking,
loading, and unloading of aircraft and other equipment, the r~ght to load and unload persons,
property and mail et ss~d airport, by such means as Lessee may deslra, with the nght to designate
the careers who shall transport Lessee's passengers and their baggage to and from the airport,
and, also, the further nght to des;gnate the carners who shall transport Lessee's airborne fra~ht,
~f any, to and from the said airport, the right to ~nstall and operate adverl]s~ng s~gns, the general
type and design of such s~gns to be reasonable and appropriate, the right, but not the dub/or
obligation, to install, maintain and operate radio, commumcations, meteorclog~cal and aenal
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nawgat~on, and such other amllar equipment and fac~laes ~n, on or about the premises here~n
leased, as may be necessary or convenient for Lessee's operations, the conduct of any other
avlabon related business or operations reasonably necessary to the proper, necessary and
appmpnate conduct and operation by Lessee of ~ts bus,ness, and w~thout ~n any way limang the
foregoing, Lessee specifically agrees that, ~f Lessee elects to engage ~n or prowde any of the
above services on the premises harem leased, Lessee
a Prov~le service to the pubhc on a non-discnminatory bas~s,
b Conduct and operate tls business and management m a courteous and efficmnt manner,
c If Lessee pmwdse t~e-down service, Lessee w~ll provide tm-down saw, ce to overmght or other
transient a~roraff or a~mraff remaining at the arport for twenty-four (24) hours or less,
d If Lessee prowdes aircraft fuel sennces, Lessee w~ll make available e~ther by tank truck,
stafionary pump or other suitable d~spens~ng equipment approved by the F~re Marshall of the
C~y of Denton, the quality of gasoltne and other petroleum d~st~llates normally found at s~milar
a~rports, and all storage tanks for gasohne and other avmbon fuels shall be placed
underground tn accordance w~h the provisions of the Fire Code of the City of Denton for
underground flammable hquld storage tanks
e Lessee may not use any of the leased land or premises for the operation of, a motel, hotel,
restaurant, pnvate club or bar, apartment house, or for mdustnal, commercial or retail
purposes, except as authorized harem, wrthout the expressed wntten consent of Lessor
3 Lessee ~s hereby authorized to construct upon the land here~n leased, at ~ own cost and
expense, buildings, hangars, and structures, Includ~ng fuel storage tanks or other equipment, that
Lessor and Lessee mutually agree are necessary for use ~n connection vath the operations authorized
by this lease, provided, however, before commencing the construction of any ~mprovements upon the
premises, Lessee shall submit
a all plans and specifications showing the Iocabon upon the prem~sse of the proposed
construction,
b the estimated cost of such construction
No construcfion may commence unl]l Lessor, acting by ~ts C~ Council, has approved the plans and
spealicsttons and the Ioca~on of the ~mprovements, the ssfimated costs of such construction, and the agreed
estimated hfe of the building or structure Documentary evidence of the actual cost of construction shall be
delivered by Lessee to Lessors City Manager from t~me to brae as such costs are pa~d by Lessee, and Lessor's
CH Manager is hereby authonzed to endorse upon a copy of th~s lease filed vath the C~ty Secretary of Lessor
such actual amounts as he shall have found to have been pa~l by Lessee, and the findings of se~d Cr[y Manager
when endorsed by him upon sa~d contract shall be conclusive upon all parlles for all purposes of th~s
agreement
C Commercial Land pram!~A~_ Tract I and Tract II
1 Commercial Tract I (CTI) - Developed Land subject to Lease Payments
All,that tract or parcel of land yng in the T Toby Survey, Abstract Number 1285, C~ of Denton, Denton
County, Texas, as shown m Exhibit A and described as follows
COMMENCING at the northwest corner of a tract of land as conveyed to the Nobles Company by deed
recorded in Volume 2798, Page 695, Rest Propert~ Records of Denton County, Texas, sa~d point lying
3
~n the south I~ne of F M 1515,
THENCE north 88o33'43'' west w~th the south I~ne of sa~d F M 1515 a d~stance of 265 14 feet,
THENCE north 01°50'39'' west along and near a fence on the east hne of Tom Cole Road a d~stance
of 1000 00 feet,
THENCE south 88~09'21" west a d~-tance of 902 71 feet to a corner on the east I~ne an asphalt tax,ray,
THENCE north 12°25'00'' west w~th the east hne of sa~d tax, Nay a d~stance of 274 35 feet,
THENCE north 77°35'00'' east a distance of 280 00 feet to an ~ron p~n at the point of beginmng of the
hereto described tract,
THENCE north 12"25'00" west a d~stance of 240 00 feet to a point for a corner,
THENCE north 77~35'00" east a distance of 427 15 feet to a point for a corner,
THENCE south 17e42'13" east a distance of 241 03 feet to a point for a corner,
THENCE south 77°35'00" west a distance of 449 36 feet to the Point of Begmmng and containing
105,180 55 square feet or 2 4146 acres of land
Together with the right of ingress and egress to the property, in common vath others so authorized, of passage
upon the Airport property generally, subject to reasonable regulations of Lessor Th~s right shall extend to
Lessee's employees, passengers, patrons, and ~n~ees
2 Commercial Tract II (CTII)- Land development completmn required by January 1,1998
Ail that certan tract or parcel of land lying ~n the T Toby Survey, Abstract Number 1285, C~y of Denton,
Denton County, Texas, as shown ~n Exhibit A, and described as follows
COMMENCING at the nodhwest corner of a tract of land as conveyed to the Nobles Company by deed
recorded ~n Volume 2798, Page 695, Real Property Records, of Denton County, Texas sa~d point
~n the south I~ne of F M Road 1515,
THENCE north 88°33'43'' west with the south line of said F M Road 1515 a d~stance of 265 14 feet,
THENCE north 01~50'39" west along and near a fence on the east I~ne of Tom Cole Road a d~stance
of 1000 00 feet,
THENCE south 88~0921" west a distance of 902 71 feet to a corner on the east I~ne an asphalt tax, way,
THENCE north 12"25'00" west w~th the east hne of sa~d tax,way a d~stance of 274 35 feet,
THENCE north 77~35'00'' east a distance of 340 00 feet to an ~ron p~n at the point of beg~nmng of the
hereto described tract,
THENCE north 77°35'00'' east a distance of 389 36 feet to a point for a corner,
THENCE south 17°42'13" east a distance of 115 49 feet to a point for a corner,
THENCE south 55035'32" west a d~stance of 280 40 feet to an ~ren p~n for a corner,
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THENCE south 77°35'00'' west a d~stance of 140 00 feet to an ~ron p~n for corner,
THENCE north 12~25'00'' west a d~stance of 220 00 feet to the Point of Beglnmng and containing
73,737 45 square feet or I 6928 acres of land
3 Commercial Tract II Development (CT#) Requlraments
a (CTII)~s leased to Lessee for the purpose of future development by Lessee Upon
commencement of development of any prope~ vath~n (CTII), the property shall on, that date
be considered to be an additmn to Commercial Tract I (CTI) and be subject to the same terms
and cond~ions as (CTI), ~ncludmg but not hmited to, the same rental rate and adjustments, ~f
any, as If the added property had been w~h~n (CTI) from the ong~nal data of execubon of th~s
Lease The date of ~ssuance of a building perm~ by Lessor for the ~mprovements shall be
cons~derad the "commencement of development"
b If Lessee ta~ls to commence development of at least th~-s~x thousand e~lht hundred s~'y
nme (36,869) square feet of (CTII) by January 1, 1996, that amount of property shall be
automatmally considered as an addition to (CTI) on that date as ~f commencement of
development had begun on that properb/
c If Lessee fa~ls to commence development of the remainder of the property w~thln (CTII) by
January 1, 1998, that property shall be automabcally be considered as an addeon to (CTI) on
that date as ~f commencement of development had begun on that properb/
D Use of Commercial Land Premises
Lessee is granted the non-excluave pri~lege to engage ~n or provide the following
1 Hangar Lease endRental' The rental or lease of hangars and hangar space and related faceless
upon the leased premises
2 Office Space Lease or Rental The rental or lease of office space m or adjo~mng Lessee's
hangars
3 Aircraft Storage and We-down To pro,de parking, storage and t~e-down service, for both
Lessea's and ~nerant a~rcraff upon or w~th~n the leased pram~ses
Lessee, h~s tanants and sublsssess shall not be authonzed to conduct any serv~cse not spec~tically I~ed
~n th~s agreement The use of the lease premises of Lessee, h~s tenants or sublessees shall be hmited to only
those pm/ate, commercial, retail or industrial actw~se having to do vath or related to a~rports and awation No
person, business or corporatmn may operate a commercial, retail or industrial business upon the pram~ses of
Lessee or upon the Airport without authonzatmn from the Lessor ~n a written form approved by C~ Council
The C~ shall respond to the request for authonzat~on within s~xty (60) days of wnttan not~ticat~on Lsesor's C~
Manager If authorization is not racelved within the required s~xt¥-day t~me period, auth°r[zati°n °f the act~ty
w~ll be cons~derad granted Th~s granting of authorization does not reheve the Lessee or ~ sublessee,
successor, or asagn of comphance wffh terms or condlttons m th~s agreement
II PREMISES AND LEASEHOLD IMPROVEMENTS
A premise Define
For the purposes of th~s lease the term "Pramrsss' shall mean all propen'y located w~th~n the metes and bounds
descnbed above m Se~on I, ~ncluding leasehold ~mprovements constructed by the Lessee, but not ;nclud~ng
5
certain easements or property owned or controlled by the Lessor
B 1/11Drovement Reau~mments.
In making any ~mprovamen~ on the Premises, Lessee shall comply w~th the follovang
1 All requirements of the Lessor's Land Development Code, other than plating requ~raments,
~ncludmg but not limited to Lessor's Budding, F~re, Electrical, and Plumbing Codes, and other
Codes and ordinances applicable to the ~mpmvements to be made, including the payment of any
fees established by ordinance
2 Pnor to commencing development, Lessee shall obtain the C~y Councd's determination that the
improvements conform to and are compatible w~th the overall s~ze, shape, color, qual~, design,
appearance, and general plan of the program estabhshed by the Lessor's Master Plan for the
A~rport
3 Any rules or regulations of the any Federal or State agency hawng junsd~c~on thereof
C Time for AeDroval bv Council
The required determination by the C~ Councd that the plans are compabble vath the Master Plan for
the Alq3ort shall be made by the Council within srxty (60) days of proper submission of the plans to Lessor If
the Council fads to act w~hln the srxty (60) days, the plans shall be deemed approved for the purposes of the
requirement of compat~b~l~ ~ the Master Plan, but shall not be deemed approved for any other requirement,
~ncludmg the requirement to comply w~h the Lessor's Land Development Code and other apphcable codes
D OwnemhiD of Imorovements.
All bulld~ngs and ~mprovements constructed upon the premises by Lessee shall remain the proper~ of
Lessee unless said property becomes the property of Lessor under the follovang cond~ons, terms and
provisions
1 ~,~3393~2~3g~ No budding or permanent fixture may be removed from the premises
vathout the wntten consent of the Lessor
2 AssumDhon All buildings and ~mprovaments of whatever nature remaining upon the leased
prem~es at the end of the primary term, or any extension thereof, of th~s lease shall automatically
become the property of Lessor absolutely ~n fee vathout any cost to Lessor
3 ~ It ~s agreed that the hfe of the building to be constructed by Lessee on the property
here~n leased ~
a Thirty (30) years for Land A
b Twenty-five (25) years for Commem~al Tracts I and II
4 ~ Should th~s lease be canceled for any reason before the end of the terms, ~ ~s
especrelly understood and agreed that Lessor reserves the oght to pumhass all buildings,
structures and ~mprovements then extsl]ng upon the premises by tendenng to Lessee [one twenty-
fifth (1/25th) of property on Commercial Tracts I and II and one-th~eth (1/30) of property on Land
A] of the undeprec~d value of such budding for each year remaining on the agreed hfe of such
building The undepreclated value of all ~mprovaments ~s to be determined by hawng such
~mprovaments appre~KI by three appre~ssrs, one appo~ntod by Lessor, one appointed by Lessee
and one appointed by the two appre~ssrs, provtded, however, the total value of such building plus
an ~ncrease m value not to exceed fifty percent (50%) of the original cost of such ~mprovements
6
for each five (5) year rental adjustment period
III PAYMENTS
A payments - Fixed _R=_~,*d O.erator Premises I Land A}
1 Fixed Base Operator Land Payment
Land Rental payments will be due on the 15th of each month The amount due currently ;s two-
hundred, eglhty-five dollars and th;rty-three cents ($285 33) Th~s amount w~ll be adjusted
according to the land lease payment adjustments ~n Sectmn IV If payments are delinquent, they
will be penahzed according to the Adjustments and Payment Terms cr~ens set forth m Section
IV of this lease
2 Improvement Rental
None, as there were no ~mprovements on the property here~n leased at the beg~nmng of the
primary agreement
3 Hangar and Tie. Down Rental Fees
Ten (10%) percent of all hangar and be-down rental fees collected by Lessee from customers
of Lsssee each month dunng the term of this lease A ce~fied statement concermng collecaon
of hangar and t~e-down space rentals will be subm~ted within 60 days of the end of the calendar
month or, In the event of terminabon, 60 days from the date of termination
4 A viailon Fuel Peas
Fuel payments shall be based on fuel purchased by Lessee and the Lessee's sublessees,
assigns, heirs or successors It will include all fuel pumhased from off-a~rport fuel vendors The
payment shall be based on the amount of four percent (4%) of net cost of fuel purchased Net
cost of fuel purchased ~s the cost of fuel not including taxes on the purchase Lessee w~ll provide
invo~cse on a monthly baas along with the payment to the Lessor An annual certified copy of
purchases will be subm~ted wffh~n 60 days of the end of the calendar year or, ~n the event of
termination, mth~n 60 days from the date of termmatmn
B Payments - Commercial Land Rental (Commercial Tracts I & II)
1 Land Rental
The land rental for Commercial Tract I and required development land m Commerc;al Tract II ~s
currently at One-thousand, Thirteen Dollars ($1,013 00) Property m Tract II will be added
according to the procedures set forth ~n this document as of 1998 Adjustments to the rate shall
be made in accordance with the Adjustments and Payment Terms, Se~on IV The payments
will be due as of the 15th of each month
2 Lessor Improvement Rentals
None, ss there were no ~mprovements upon the leased premises at the beglnmng of the pnmary
agreement
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iV PAYMENT ADJUSTMENTS AND TERMS
A J~IJU.MD1.~J).~ It ~s expressly understood and agreed that the yearly rental for the land hereto
leased shall be readjusted In five (5) year periods during the term of this lease, (the first such readjustment
occumng April I, 1998), up or down, on the bas~s of the proportion that the then current United States Cost of
LMng Index for the Dallas/Fort Worth, Texas Standard Metropolitan Statistical Area, as comp~led by the U S
Department of Labor, Bureau of Labor Stat]si;cs, bears to the June, 1980, index which was 256 4 (1967 = 100)
The adjustment shall be based on the annual cents per square feet based on the square footage for the Fixed
Base Operator Land 'A" and the Commercial Tract I plus addn~ons reequ~red w~th development as stated m
Section I, Commercial Land Premises - Tract I & II, C, 3
Current Fo(ed Base Operator Land rental is at $ 0608 ($285 33 x 12 = $3,423 96 land rental per year /
56,300 square feet = $ 0608 per square foot) The Commercial Tract I ~s currently at $ 08558 ($1,013 / 12 =
$12,156 rental per year / 142,049 55 square feet = $ 08558 per square foot)
SCHEDULED ADJUSTMENTS Land rental adjustments w~ll be based on the month of March and put
into effect as of the 1st of Apnl ~n the years of 1998, 2003, and 2008
B ~ All payments, including land rental, and fees, will be due on the 15th of the
month This peyment will be for the prior month fees and the current month land rentals If payments are not
received before or on the 15th, a 5% penalty will be due as of the 16th If payments are not received by the first
of the subsequent month, an additional penalty of 1% of the unpaid rental/fee amount vail be due A 1% charge
vail be added on the first of each subsequent month until unpaid rental/fee payment ~s made Failure to pay
the rent, fee, or e~her monets;y penalty amounts on dehnquent rent or fees shall consbtuta an event of default
of this Lease
V LEASE TERMS
A The Fixed Base O~erator Land The rema~mng term of th~s lease vail be for a term of fourteen
(14) years and four months, commencing on the 1st day of March, 1997, and ending on the th;rt~eth (30th) of
June, 2011, unless sooner term~natad as here~naftar set forth Lessee shall have an opbon to renew th~s lease
at the term~n;e~on of th~s lease on the th;rtleth (30th) of June, 2011 at a renegoitated rental and terms mutually
agreed upon by the Lessor and Lessee without regard for or cons~denng the then cost of IMng index Lsssee's
elec~on to renegot~ate this lease shall be in wr~ng, addressed to the C~y Manager of the C~y of Denton, and
shall be filed vath Lessor's City Manager at least 180 days before the explrsbon of th~s agreement
B Commerc,al Land. Tract I and Tract it The remalmng term of this lease vail be for a term of
fourteen (14) years and four months, commenc;ng on the 1st day of Mamh, 1997, and continuing through the
last day of June, 2011, unless earlier terminated under the prows~ons of the Agreement Lessee shall have
an opiton to renew this lease at the termln~ation of th;s lease on the th~rbeth (30th) of June, 2011 at a
renegoitatsd rental and ts;ms mutually agreed upon by the Lessor and Lessee vathout regard for or cons~denng
the then cost of Ihnng ~ndex If Lessee elects to renew th~s Lease, Lessee shall not~fiJ the City Manager, m
w~ng, at least one hundred eighty (180) days before the explrabon of th;s agreement
V ASSIGNMENT OF LEASE
Lessee expressly covenants that ri will not assign th;s lease, nor sublet the whole or any part of the sa~d
premises for any purpose, except for rental of hangar space or t;e-down space, without the wnttan consent of
Lessor, except that any person, corporaiton or ~nsittut~on that lends money to Lessee for the construct]on of any
hangar, structure, bu;Iding or ~mprovement upon the leased premises and retains a security ~nterest ~n sa~d
8
hangar, SlTUCtUra, building or improvement shall, upon default of Lessee's obl~gabon to sa~d mortgagee, have
the r~ght to enter upon said leased premises and operate or manage sa~d hangar, structure, building or
~mprovement according to the terms of th~s agreement, for a penod not to exceed the term of the mortgage w~h
Lessee, or until the loan ~s paid m full, but in no event longer than the term of th~s lease Lessor agrees that
~ vail not unreasonably withhold ~s approval of the sale or sublease of the fac~ll~es for a~rport related purposes
VI SUBROGATION OF MORTGAGE
Any person, corporation or ~nst~tut~on that lends money to Lessee for construcbon of any hangar,
structure, building or improvement and retains a secunty ~nterest ~n sa~d hangar, structure, building or
~mprovement shall, upon default of Lessee's obhgat~ons to said mortgagee, have the right to enter upon said
leased premises and operate or manage said hangar, structure, building or ~mprovement according to the
terms of this Agreement, for a period not to exceed the term of the mortgage wfth Lessee, or until the loan is
pa~d in full; or such mortgagee shall have the right to remove any buildings or structures from the premises,
however, If such mortgagee ~s planning to remove any buildings, then they w~ll not~fy Lessor ~n wilting of such
~ntent to remove, and Lessor will have sixty (60) days from receipt of such nobce to exerc~ss an option to
purchase such buildings or structures under the provisions of Article II hereof
VII RIGHT OF EASEMENT
Lsssor shall hava the right to establish easements, at no cost to Lessor, upon the leased ground space
for the purpose of prowding utility services to, from or across the a~rport property However, any such
easements shall not interfere w~th Lessee's use of the "leased ground space" and Lessor shall restore the
property to Its original condrdon upon the installation of any util~ serwces on, m, over or under any such
easement
VIII CANCELLATION OF LEASE
A ~
In the event that Lessee shall file a voluntary pet~on ~n Bankruptcy or proceedings ~n
bankruptcy shall be insffiuted against it and Lessee thereafter is adjudicated bankrupt pursuant to such
proceedings, or any court sbali take jurisd,~on of Lessee and ~s assets pursuant to proceedings brought
under the provisions of any Federal reorgamzation act, or Lessee shall be d~vested of ds estate here~n
by other operstlon of law, or Lessee shall fail to perform, keep and observe any of the terms, covenants,
or conditions here~n contained, or on ~s part to be performed, the Lessor may g~ve Lessee written not~ce
to correct such condraon or cure such default and, ~f any cond~tmn or default shall continue for th~n'y (30)
days after the receipt of such notme by Lessee, then Lessor may, terminate this lease by a thirty (30) days
written notice to Lessee In the event of default, Lessor has the nght to purchase any or all structures
on the leased prem~sss under the prows~ons of A~cle Il hereof
Lessee may cancel th~s Agreement ~n whole or part, and terminate all or any of ds
ebllgabons hereunder at any time, by thirty (30) days wrrtten notice, upon or after the happemng of any
one of the following events (1) ~suance by any court of competent junsd~cbon of a permanent injundaon
in any way preventing or restrsmmg the use of sa~d a~rport or any part thereof for a~rport purposes, (2)
any action of the CMl Aeronautics Board and/or Federal Awal~on Agency refusing to perm~ Lessee to
operate into, from or through sa~d airport such a~roraft as Lessee may reasonably desire to operate
thereon, the breach by Lessor of any of the covenants or agreements contained herein and the failure
of Lessor to remedy such breach for a penod of thirty (30) days after receipt of a wnttsn not,ce of the
9
existence of such breach, (3) the ~nabihty of Lessee to use smd premises and facd~t~es continuing for a
longer penod than ninety (90) days due to any law or any order, rule or regulation of any appropnate
governmental authooty hawng junsd~cbon over the operations of Lessor or due to war, earthquake or
other casualty, or (4) the assumption or recapture by the Untied States Government or any authorized
agency thereof of the maintenance and operation of smd mrport and fac~l~ies or any substantial part or
parts thereof
IX SPECIAL CONDITIONS
it ~s sepec~ally understood and agreed by and between Lessor and Lessee that th~s lease agreement ~s subject
to the follovang specml terms and cond(aons
A Nothing contained herein shall be construed to grant or aothonze the granting of an exclusive right
w~thm the meaning of Section 1349 of Title 49, Un~tad States Code Annotated
B Lessor ressrves the nght to further develop or improve any public parking area, landing area, or
other po~on of the airport property without notice to Lessee
C During time of war or national emergency, declared by the Congress or the President of the
Un~ted States, Lessor reserves the right to alter, amend, or suspend this agreement upon demand of
m~lffa~/, or naval authonbes of the United States
D Lessee, ~ts personal representatwe, successors in interest, and assigns, as a part of the
cons~dereben hereof, does hereby covenant and agree as a covenant running w~th the land that
1 no person on the grounds of race, color, or national ongm shall be excluded from
parbclpation m, demed the benefits of, or be othervase subjected to d~scrim~nabon m the
use of smd facd~tes,
2 that ~n the constru~on of any ~mprovements on, over, or under such land and the
furnishing of serv;cse thereof, no person on the grounds of race, color or national ongm
shall be excluded from participation m, demed the benefits of, or otherwise be subJected
to d~scnmination,
3 that the Lessee shall use the premises ~n comphance w~th all other reequ~rements ~mposed
by or pursuant to T~le 49, Code of Federal Regulations, Department of Trenspo~tation,
Subtitle A, Office of the Secretary, Part 21, Nond~scnm~nation ~n Federally-ses~sted
programs of the Department of Transportatmn-Effeotuation of Trtle VI of the C~vd Rights
Act of 1964, and as saKI Regulations may be amended
That ~n the event of breach of any of the above nondiscrimination covenants, Lessor shall have the right
to terminate the lease and to re-enter and repossess smd land and the facdees thereon, and hold the same
as ~f sa~d lease had never been made or ~ssued
E The Lessee assures that ~[ wdl undertake an affirmabve acaon program as required by 14 CFR
Part 152, Subpart E, to insure that no person shall on the grounds of race, creed, color, national ong~n,
or sex be excluded from parb(~pabng ~n any employment a~v~es covered ~n 14 CFR Part 152, Subpart
E The Lessee assures that no pemon shall be excluded on these grounds from parbc~pating m or
receimng the ser~ces or benefits of any program or actnaty covered by th~s subpart The Lessee assures
that it wdl require that ~s covered suborgamzations provue assurances to the Lessor that they similarly
w~ll undertake affirmabve a~on programs and that they wdl require assurances from thmr
suborgamzations, as reequ~md by 14 CFR Part 152, Subpart E, to the same effect
10
F if Lessor filss an acbon to enforce any covenant, term or condfl3on of th~s lease, or for the recovery
of the possssaon of the leased area, or for breach of any covenant, term or condition of this lease, then
Lessee agrees to pay to Lessor reasonable attorneys fees for the serwces of Lessor's attorney In such
action as part of the costs incurred, such attorneys fees to set by the Court
G Lessors waiver or breach of one covenant or condfl]on of th~s lease shall not be deemed a waiver
of subsequent breaches of other prowslons, and Lessor's acceptance of rental payments shall not be
deemed a wawer of any of the proweions of th~s lease
H Lessee shall be prowded access to the property leased hereunder e~her through access "A" or
access "B", at Lessor's discretion, as shown on Exhibit "A" attached hereto and ~ncorporated here~n by
reference Lessor reserves the right to change Lessee's means of regress and egress from one
des~nated access to another at Lessor's option
~JD)~I~D$[~ That because ofthe present sixty thousand (60,000) pound continuous
uss weight bearing capacity of the runway and tax,ways of the/~rport, Lessee here~n agrees to I~m~t all
aeronautical a~ including landing, takeoff and ta)amg, to a~rcraff hawng an actual weight, ~nclud~ng
the weight of its fuel, of sixty thousand (60,000) pounds or less, until such time that the runway and
dss[inated tsx~ways on the Airport have been ~mpreved to handle a~rcraff of such excesswe weights It
~s further agreed that, based on qual~tied engmeenng studies, the weight restncaons and prows~ons of
thrs clause may be adjusted, up or down, and that the Lessee agrees to ab~de by any such changes or
re~sions as such studies may d~ctate "Aeronautical Actiwty" referred to in th~s clause shall include that
actMty of the Lessee or ds agents or subcontractors, and ~s customers and ~nvltees, but shall not Include
those ac'~vfaes which it nether controls nor solicits, such as an unsolicited or unscheduled or emergency
landing Negl~lent d;sregard of the prows~ons of th~s sechon shall be sufficient to cause the ~mmed~ate
termination of this enbre Agreement and subject the Lessee to be I~able for any damages to the ,Nrport
that m~ght result
J ~DI3~dI~MJ~L~I~]~ The nght to conduct aeronaubcal act;v~es for furmsh~ng ser~ces
to the public is granted the lessee subject to Lessee agreeing,
1 To furnish sa~d sennces on a fair, equal and not unjustly d~scnm~natory bas~s to all users
thereof, and
2 To charge fair, reasonable and not unjustly dlscnm~natory prices for each un~ or se~ce,
prowded, that the Lessee may be allowed to make reasonable and nondiscriminatory
discounts, rebates, or other s~mllar types of price reducbons to volume purchasers
K l~,oht of Individuals to Maintain Aarcraft It ~s clearly understood by the Lessee that no nght or
privilege has been granted which would operate to prevent any person, firm or corporabon operating
a~rcraff on the a~rport from performing any services on Its own a~rcreft w~th ~ts own regular employees
(~nclud~ng, but not hm~ed to, maintenance and repair) that ~ may choose to perform
L
1 Lessor resewes the right to further develop or improve the landing area of the a~rport as
~t sees fit, regardless of the desires or ~ews of the Lessee, and vathout interference or
hindrance
2 Lessor shall be obl~atsd to maintain and keep ~n repair the landing area of the a~rport and
all pubhcly owned fac~lflaee of the airport, together w~th the right to d~rect and control all
activ~ies of Lessee in th~s regard
3 Dunng time of war or nabonal emergency, Lessor shall have the nght to lease the landing
area or any part thereof to the Un~ted States Government for m;l~ary or naval use, and, ~f
11
such lease ~s executed, the prowslons of this ~nstrument ~nsofar as they are ~ncons~stent
w~th the prows~ons of the lease to the Government, shall be suspended
4 Lessor reserves the nght to take any actton ~t considers necessary to protect the aerial
approaches of the airport against obstruction, together w~th the nght to prevent Lessee
from ere~ng, or perm~ng to be erected, any building or other structure on or adjacent to
the a~rport which, m the opinion of the Lessor, would I~m~t the usefulness or safety of the
airport or con~tute a hazard to a~rcraff or to a~rcraff namgahon
5 This Lease shall be subordinate to the pro~ns~ons of any ex~sflng or future agreement
between Lessor and the UnKed States or agency thereof, relatwe to the operatmn or
maintenance of the ,Nrport
X INSURANCE
A ~ Lessee, at ~s expense, shall maintain conbnuously ~n effect at all braes
during the term of this agreement the following msursnce coverages
1 Comprehensive general I~abil~ covenng the leased premises, the Lessee or ~s company, ~s
personnel, and ~s operations on the A~rport
2 Purcrsff liabll~ to cover all flight opersflons of Lessee
3 Fire and extended coverage for replacement value for all fac~l~t]es used by the Lessee either as
a part of th~s agreement or erected by the Lessee subsequent to th~s agreement
4 L~ability insurance hm~s shall be m the following m~mmum amounts
Bodily injury and Prope~'y Damage
One M[Ihon Dollars ($1,000,000) combined single I~m~ts on a per occurrence bas~s
5 All pohcies shall name the C~ty of Denton as an addrl]onal named ~nsured and prowde for a
minimum of thirty (30) days written not]ce to the C~y prior to the effective date of any cancellation
or lapse of such polmy
6 All polmlss must be approved by the Lessor
7 The Lessor shall be provided w~th a copy of all such pohcms w~thm thirty (30) days of the signing
of th~s Agreement
Dul~ng the original or extended term of th~s Lease, Lessor harem reserves the right to adjust or increase
the hab~l~y insurance amounts requ~rsd of the Lessee, and to require any add~bonal rider, provisions, or
ce~flcates of insurance, and Lessee hereby agrees to prow:la any such insurance requirements as may be
required by Lessor, provided however, that any requ~rsments shall be commensurate vath ~nsursnce
requ~rsments at other public uss alrpods similar to the Denton Mumc~pal Parport, ~n s~ze and m scope of awabon
act~wt~es, located In the southwestern region of the Un,ted States Lessee harem agrees to comply w~th all
~ncreased or adjusted msursnce requirements that may be rsqu~red by the Lessor throughout the ongmat or
extended term of th~s Lease, including types of insurance and moneta~J amounts or I~m~ of insurance, and
to comply with ss~d msursnce requirements vath~n sm'y (60) days follow~ng the receipt of a nobce m w~ng from
Lessor stating the mcrsesed or adjusted ~nsurance requirements Lessee shall have the r~lht to maintain m
force both types of insurance and amounts of insurance which exceed Lessor's minimum insurance
rsqulrsments
12
In the event that State law should be amended to require addd~onal types of ~nsurance and/or ~nsurance
amounts which exceed those of I~ke or am~lar public use a~rports ~n the southwestern region of the Un,ed States
of Amenca, then ~n such event, Lessor shall have the right to require that Lessee maintain in force types of
~nsurance and/or amount of insurance as specified by State law
Failure of Lessee to comply with the m~mmum specified amounts or types of ~nsurence as required by
Lessor shall cons~ute Lessee's default of this Lease
B ~ 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 employes of
City with respect to its 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 hereto
Lessee agrees to mdemndy and hold harmless the City and ds agents, employees, and
representatives from and against all liability for any and all claims, suits, demands, and/or actions
ans,ng from or based upon intentional or negligent acts or omissions on the part of Lessee, Rs agents,
repmsentstivos, employees, members, patrons, vlsdors, contractors and subcontractors (it any), and/or
sublossees, which may ease out of or result from Lessee's occupancy or use of the premises and/or
actlvltios conducted in connection with or mc,dental to this Lease Agreement Lessee shall also
indemnify City against any and all mechanic's and materialmen's liens or any other types of hens
imposed upon the premises demised hereunder arising as a result of Lossee's conduct or activity
This IndemnRy Provision extends to any and all such claims, suRe, demands, and/or actions
regardless of the type of relief sought thereby, and whether such relief is in the form of damages,
judgments, and costs and reasonable attorney's fees and expenses, or any other legal or equRsble form
of remedy This Indemn~y Provision shall apply regardless of the nature of the injury or harm alleged,
whether for injury or death to persons or damage to property, and whether such claims by alleged at
common law, or stntntow or constitutional claims, or otherwise This Indemnity Provision shall apply
whether the basis for the claim, suit, demand, and/or action may be attnbuteble in whole or in part to
the Lessee, or to any of Rs agents, representatives, employees, members, patrons, visitors, contractors
(d: any), end/or subleseoss or to anyone directly or indirectly employed by any of them
Further, C~'y assumes no responsibility or liability for harm, injury, or any damaging events which
are directly or indirectly attnbutsble to premise defects or condRIons which may now exist or which
may hereafter arise upon the premises, any and all such defects being expressly waived by Lessee
Lessee understands and agrees thst this Indemn~y Provision shall apply to any and all claims, suRe,
demands, end/or actions based upon or arising from any such claim asserted by or on behalf of Lessee
or any of its members, patrons, visitors, agents, employees, contractors and subcontrectore (d: any),
and/or subisssees
It IS expressly understood and agreed that the C~y shall not be liable or responsible for the
neghgence of Lessee, its agents, servants, employeos and customere Lesese furtber agrees that it
shall at all times exercise reasonable precautions for the safety of and shall be solely responsible for
the safety of its agents, representatives, employees, members, patrons, visitors, contractors and
subcontrectore (d~ any}, and/or sub-isssoss, and other persons, as well as for the protection of supplies
and equipment end the property of Lessee or other persons Lessee further agrees to comply
with all applicable provisions of Federal, State and municipal safety laws, regulations, and ordinances
PROV1DED FURTHER, that the Lessee end the C~y each agree to give the other party prompt and
timely notice of any such Cislm made or suit instituted which in any way, directly or indirectly,
cOntlngeetly or otherwise, affects or might affect the Lesese or the C;t'Y Lessee further agreos tbet this
Indemn~(y Provision shall be considered es an additional remedy to City and not an exclusive remedy
13
Xl STANDARDS
Lessee shall meet or exceed the following standards
A Address Lessee shall file with the City Manager's a~rport designee and keep current ~ts ma~hng
address, telephone number(s) and contacts where he can be reached m an emergency
B List Lessee shall file with the C~ Manager's a~rport designee and keep current a hst of ds
tenants and sublessees
C I~<)nduct Lessees shall contractually require ds employees and sublessees (and sublessee's
~nv~ees) to abKle by the terms of th~s agreement Lessee shall promptly enforce ds contractual nghts ~n
the event of a default of such covenants
D J~j~l~T~ti~]~ Lessee shall meet all expenses and payments In connection with
the use of the Premises and the nghts and pnwleges hereto granted, including the bmely payment of
ubl~les, taxes, perm~ fees, license fees and assessments lawfully lev~ed or assessed
E Laws Lessee shall comply with all current and future federal, state and local laws, rules and
regula~ons which may apply to the conduct of business contemplated, including rules, regulabons and
ordinances promulgated by Lessor, and Lessee shall keep m effect and post ~n a prominent place all
necessary and/or reqmred I~censes or permds
F J~l~]~J~[gD]~ Lessee shall be responsible for the maintenance, repair and upkeep
of all property, buildings, structures and ~mprovements, ~nclud~ng the mowing or el~m~nabon of grass and
other vegstst]on on the PromlssS, and shall keep ss~d Prem~sss neat, clean and ~n respectable cond~lon,
free from any objecbonable matter or th~ng
G Upauthor,zed Use of Prem,ees Lessee may not use any of the leased land or prem~sss for
the operabon of a motel, hotel, restaurant, pnvate club or bar, apartment house, or for industrial,
commercial or retell purposes, except as authonzed herein
H [~ 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 the Lessee, h~s tenants,
mvitaes, or guests be permdtad to reside or remain as a ras~dent on or w~h;n the leased premises or
other airport premises
Chemicals Lessee agrees to properly store, collect and d~spose of ail chemicals and chemical
residues, to properly store, confine, collect and d~spose of all paint, ~nclud~ng paint spray m the
atmosphere, and paint products, and to comply with all Local, State and Federal regulations govermng
the storage, handhng or d~sposal of such chemmals and paints
J S,ans During the term of th~s Agreement, Lessee shall have the right, at rts own expense, to
place ~n or on the lease Premises s[Ins ~denbf~ng lessee Sa~d s~gns shall be of a s~ze, shape and
design, and at a Iocelmn or Iocetmns, approved by the Lessor and ~n conformance with any overall
d~recbonal graphics or sign program established by Lessor on the A~rport Lessor's approval shall not
be w~hheld unreasonably Sa~d s~gns shall be maintained ~n good repair throughout the term of th~s
agreement Notwithstanding any other prows~on of th~s agreement, sa~d s~gns shall remain the property
of Lessee Lessee shall remove, at ~s expense, all lettenng, s~gns and placards so erected on the
premises at the expirabon of the term of this Agreement or extans~ons thereof
14
Xll COVENANTS BY LESSOR
Lessor hereby agrees as follows
A To provide and pay for the installation and monthly eleotrlc~ty required for security I~ght~ng at the
arport wh;ch Lessor requires to be installed under any safety or fire regulations, or as may be required
by Lessor,
B To maintain the a~rport ~n an acceptable condition for general aviation a~v~es on sa~d a~rport,
C Lessor covenants and agrees not to enter ~nto any subsequent lease, contract, or agreement vath
any other person, firm or corporation for the operation of a fixed base general awatlon operation or
bus,ness s~mllar to Lsssee's bus~nsss on the airport containing more favorable terms than th~s agreement
or not accorded to Lessee hereunder unless the same nghts, prMleges and concessions are
concurrently and automatically made available to Lessee
D That on peyment of the rent, fees, and performance of the covenants and agrsements on the Part
of Lessee to be performed hereunder, Lessee shall peaceably hold and en)oy the leased premises and
all the nghts and priwleges harem granted
E Lessor warrants and represents that m the establishment, constru~on and operation of the sa~d
Denton Municipal A~rport, that Lessor has heretofore and at th~s time ~s complying w~h all ex~sting rules,
regulalaons, and cntsna dlstobuted bythe Federal Awatmn Agency, C~VII Aeronautics Board, or any other
governmental authonty relating to and ~nclud~ng, but not hm~ted to, no,se abatement, a~r nghts and
easements over adjoining and conl~guous areas, over-ffight m landing or take-off, to the end that Lessee
w~ll not be legally liable for any aot~on of trespass or s~m~lar cause of act]on by wrtue of any aerial
operations over adjoining property In the course of normal take-off and landing procedures from sa~d
Denton Municipal A~rport, Lessor further warrants and represents that at all t~mes during the term hereof,
or any renewal or extsns~on of the same, that ~ w~ll continue to comply wn~h the foregoing
Xlll COVENANTS BY LESSEE
Lessee hereby agrees as follows
A To ~ndemmfy and hold harmless the Lessor from and against all loss and damages, including
death, personal injury, loss of property or other damages, ans~ng or resulbng from the operation of
Lessee's bus~ness ~n and upon the leased premises
B Not to make or suffer any waste to be made of the premises and w~ll keep sa~d premises neat,
clean and respectable condrlion, free from objec'aonable matter or th~ng
C To observe and comply with all current and future laws and ordinances and all regulations of
federal, state, county or cry airport authonties or agencms having .lunsd~c'aon over the conduct of
operations at the a~rport
D To keep adequste records of ~ncome and expenses and make such records reasonably available,
upon request, to the D~rector of Finance of the City of Denton, Texas
E Lessee v~ll qurt possession of all premises leased harem at the end of the pnmary term of th~s
lease or any renewal or extension thereof, and deliver up the premises to Lessor ~n as good condaon
as e=sted when possession was taken by Lessee, reasonable wear and tear excepted
15
F Lessee shall, at es expense, procure all Ilconses, cerbficates, perm,s, or other authonzabon from
any and all governmental authonttes, ~f any, hawng junsd~ct~on over the operations of Lessee
XlV MISCELLANEOUS PROVISIONS
A I~ltl#bes Lessee shall provide ali ubl~ties for the prem;ses leased to Lessee at its own cost and
expense UtiliZes shall also include any secunty I~ghhng required by Lessee for the convenience
of customers of Lessee Lessee shall have the nght to connect to the a;rport water hne now
existing and to connect to any future utility lines at Lessse's expense
B Entire Aureement Th~s Agreement consbtutes the enbre understanding, between the parbes
and as of es effective date supersedes all pnor or independent Agreements between the pa~es covenng
the subject matter hereof Any change or modlficafion hereof shall be In wnbng s~gned by both
parties
C J~Jlll;JlBg.~ All the covenants, stipulations and agreements herein shall extend to, b~nd and
inure to the benefit of the legal representatives, successors and assigns of the respective parties hereto
D ~everabll~tv If a provision hereof shall be finally declared void or ~llegai by any court or
adm~nistrabve agency having junsd~chon, the enbre Agreement shall not be void, but the remaining
prowsions shall continue ~n effect as nearly as possible m accordance w~th the original Intent of the
parties
E Notice Any nobco given by one party to the other In connection w~th this Agreement shall be In
wntlng and shall be sent by registered ma~l, return receipt requested, vath postage and registration fees
prepaid
I If to Lessor, addressed to
City Manager
C~ty of Denton
Denton, Texas 76201
2 If to Lessee, addressed to
Mr F D Str~ckler
Fox-51 L~m~ed
Route 1, Box 102
Denton, Texas 76201
Nobces shall be deemed to have been received on the date of receipt as shown on the return receipt
F Headlnus The headings used ~n this Agreement are ~ntended for convemence of reference only
and do not define or I~rn~t the scope
G .~..GY.e. B3JDg. J=a~ This agreement ~s to be construed in accordance w~th the laws of the State of
Texas
16
IN WITNESS WHEREOF, the pa~es have executed th~s Agreement as of the day and year first above wntten
CITY OF DENTON, LESSOR
TED BENAVIDES, CITY MANAGER
ATTEST
JENNIFER WALTERS, CITY SECRETARY
7 FOX-51 LIMITED, LESSEE
FRANK D STRICKLER
TITLE
THE STATE OF TEXAS §
COUNTY OF DENTON § r / .
This Instrument was acknowledged before me on the~)("/day of ,1997 by Frank
D Stnckler
STATE OF TEXAS
My Commlss,on Expires ~--'~' '==~/' ~ g
SOLUTION tqT~oo
A RESOLUTION OF CITY CO Ct
ASSIGNMENT BY FOX-51, LIMITED OF T~ FIXED BASED OPE~TOR AND COMMERCIAL
OPE~TOR LEASES OF ~ORT PROPERTY CODIFIED INTO ONE LEASE ON AP~L 15, 1997 TO
EZELL AVIATION, ~C, SAID PROPERTY CONSISTING OF APPRO~TELY 235,21~ SQUA~
FEET OF LAND, AND PROVID~G FOR AN EFFECTIVE DATE
~AS, ~ C~ of ~n ~s I~ a~ p~ to Fox-51, L~t~ one pa~l ~mg ~dent~fi~
~ ~d"A", F~ ~ ~ P~ ~ of~pm~ 56,300 squ~e f~t ofl~d, more or less,
and anoth~ p~l td~t~fi~ ns C~ctnl L~d Pr~ses, Tract I ~ Tract I1, Tract I consisting of
approx~agly 105,180 55 squ~ f~t of I~d ~d Tract I1, I~ development ~mpletton ~utr~ by J~u~
1, 1998 ~nststmg of appro~ately 73,737 45 squ~ of I~d, ~d
~E~AS, F~-51, L~ ~ ~ ~ ~t's m~t m ~e a~e A~o~ ~ase A~ment approved
by the C~ Co~ctl on April 15, 1997, to E~ Awat~ lac, ~
W~AS, Fox-51, L~t~ Is requg~ to ob~ ~e C~ty's ~ltten ~ment to ~s assl~ent, NOW,
THE~FO~,
~ Th~ the C~ty of ~nton hereby g~vcs ~ ~tt~ ~ns~t to tho ~s~t of Fox-51,
Ltm~t~'s A~ ~ase A~mmt ~n ~e C~W of ~ton dat~ May 6, 1980, ~d ~end~ on J~e 16,
1980, ~d F~ 19, 1985, ~ ~ C~l~ ~ ~ ~t~ April I, 1986 and am~d~ on Febm~
2, 1988 ~d Aurar 20, 1991, p~u~t to &e ~s~g~ent dat~ April 10, 1997 b~n Fox-51, L~tcd ~d
Ezcll AvlaQon, Inc, a~ch~ as E~blt "A" ~eso leases ~ ~fi~ m~ ~o lease on April I ~, 1997
~ ~t ~t W th~s nsst~0nt ~s subj~t w ~d shall be ~nssder~ vnhd only for so long
~ Ez~ll AvmQ~ ~c ~h~ ~ ~ t~f~o A~ ~ A~cnt bctw~n thc C~ of ~nt~, Texas
and Fox-51, L~t~ da~ April 15, 1997, ~t the CI~ ~ps ~ts cla~ for la~ pa~ont f~s ~stng under
Section ~ C of ~e April 1, 1986 C~erclal ~a~ ~nse m ~tdernQ~ of ~ a~t~onal b~efits
pmv~d~ to ~o C~W by ~e Aprd 15, 1997 Al~o~ ~ase A~ent
~ ~at ~s ro~lut~on shall b~me eff~tlve t~ntely upon ~ passage ~ approval
,
PASSED AND APPROVED ~s &~ d~ of~ 1997
JA~ -
ATTEST
JE~IFER WALTERS, CITY SEC~TARY
A~OVED AS TO LEGAL FO~
HERBERT L PROUTY, CITY ATTO~EY
EXHIBIT A
Apnl 10, 1997
Nelson Ezell d b a EZELL AVIATION, INC has agreed to accept the assignment of Fox-51
Lm~ted's Fixed Based Operator and Commerctal Operator Leases that ~t currently has at the Denton
Mumc~pal Parport desmbed as approximately 235,218 square feet of land
FOX.51, LIMITED
FRANK STRICKLER
G~ven under my hand and seal of office thru if I~-.. day of April, 1997
~ ~ ~ PO BOX 1793
~.~ ~, ~ B~C~DGE, TX7~24
NELSON EZELL ~
G~ven under my hand and seal of office thru //~k_ day of April, 1997
N
O ANCE NO. q 7-/3,Z
AN ORDINANCE AUTHORIZING THE CITY MANGER TO EXECUTE AN AIRPORT
LEASE AGREEMENT BETWEEN THE CITY OF DENTON, TEXAS AND EZELL
AVIATION INCORPORATEI~ FOR APPROXIMATELY 8.2 ACRES OF PROPERTY
LOCATED AT THE DENTON MUNICIPAL AIRPORT, WHICH PREEMPTS THE
LEASE' ASSIGNED PER RESOLUTION NO. 97-020 TO EZELL AVIATION, INC
FROM FOX-SI LIMITED; AND PROVIDING AN EFFECTIVE DATE.
THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS'
~ That the City Manager is authonzed to execute an airport lease agreement
between the City of Denton, Texas for approximately 8 2 acres of land located at the Denton
Municipal Airport, under the terms and conditions contmned within this agreement, which is
attached, hereto and made a part hereof
SECTION II. The lease assignment per Resolution No 97-020 to Ezell Aviation, Inc
from Fox-51 Limited is hereby preempted
SECTION HI That tbas ordinance shall become effective lmme&ately upon its passage
and approval
PASSED AND APPROVED this the b-p' day of ~ ,
1997
ATTEST
JENNIFER WALTERS, 'CITY SECRETARY
APPROVED AS TO LEGAL FORM
HERBERT L PROUTY, CITY ATTORNEY
BY ~"
AIRPORT LEASE AGREEMENT
COMMERCIAIJFBO
WHEREAS, the City of Denton, Texas as Lessor and Ezell Awation, Incorporated, as Lessee desire
to enter ~nto an airport lease agreement which amends the terms and conditions of the lease approved by
Ordinance No 97-120 be[ween the City of Denton and Fox-51 L~m~ted which was assigned by the Lessor on
Apn115, 1997, per Resolution No 97-020 to Ezell Awation, Inc NOW THEREFORE
This lease and agreement is made and entered ~nto this.~day of ~ , 1997 but effective
May 1, 1997, by a.n? be[ween the City of Denton, a Municipal Corporation, s~tuated{'j'h Denton County Texas
hereinafter called Lessor", and Ezall Aviation, Incorporated, a corporation of the State of Texas, located at
Stephens County Airport, Post Office Box 1793, Breckenddga, Texas, and whose registered agent ~s Nelson
Ezell, located at Stephens County Airport, Post Office Box 1793, Breckenridge, Texas, hera~naffer referred
to as "Lessee"
In consideration of the premises and the mutual covenants the pa~es agree that the land to be leased ,s the
following described land situated in Denton County, Texas
I PREMISES AND USE
A. Fixed Beee Ousrator Premise
TRACT "A"
A 100 x 200 foot tract of land being approximately 20 000 square feet and a 165 x 220 foot
tract of land, being approximately 36,300 square feet, having a combined area of approx3mately
56,300 square feet or 1 29 acres, described as follows
COMMENCING at the northwest corner of a tract of land as conveyed to P F Breen by deed
recorded m Volume 127, Page 185 of the Deed Records of Denton County, Texas sa~d point
lying ~n the South dght of way line of FM Road 1515,
THENCE west along the south nght of way line of FM Road 1515 a distance of 350 feet to a
point,
THENCE north along the west nght of way I~ne of FM Road 1515 a d~stanca of 1 000 feet to a
point, ~
THENCE west perpendicular to said nght of way hne of FM 1515 a d~$tanca of 870 feet more
or less, te~a point on the east edge of the pavement of the north tax,way,
THENCE north 13~50'41" west along the east edge of pavement of said north tax,way a distance
of 10 feet to a point for a comer,
THENCE north 76"09'19" east perpendicular to sa~d east edge of pavement a distance of 175
feet to the point of beginning,
THENCE north 13~50'41" west 175 feet east of and parallel to sa~d east edge of pavement a
d~stance of 220 feet to a point for a corner,
TRENCE north 76~09'19" east perpendicular to sa~d east edge of pavement a d~stance of 5 feet
to a point for a comer,
THENCE_north 13o50'41" west 180 feet east of and parallel to said east edge of pavement a
d~stance of 200 feet for a point for a comer,
THENCE north 76°09'19" east perpendicular to sa~d east edge of pavement a d~stance of 100
feet to a point for corner,
THENCE south 13"50'41" east 280 feet east of and parallel to said east edge of pavement a
distance of 200 feet to a point for a comer,
THENCE north 76°09'19" east perpendicular to sa~d east edge of pavement a d~stance of 60 feet
to a point for a corner;,
THENCE south 13=50'41" east 340 feet east of and parallel to sa~d east edge of pavement a
d~stance of 220 feet to a point for a corner,
THENCE south 76~09'19" west perpendicular to sa~d east edge of pavement a distance of 165
feet to the place of beg~nmng and contaimng 56,300 scluare feet of land, more or less, as shown
on Exhibit "A", attached hereto and incorporated heretn by reference
PLUS, TRACT "B"
All that certain tract or parcel of land lying ~n the T Toby Sun~ey, Abstract Number 1285 C~ty of
Denton, Denton County, Texee, as shown ~n Exhibit B (Tract 'B"), and described as follows
COMMENCING at the northwest comer of a tract of land as conveyed to the Nobles Company
by deed recorded ~n Volume 2798, Page 695 Real Property Records, of Denton County Texas
sa~d point lying in the south line of F M Road 1515
THENCE north 88~33'43" west w~th the south I~ne of sa~d F M Road 1515 a d~stance of 265 14
feet,
THENCE north 01~50'39" west along and near a fence on the east line of Tom Cole Road a
distance of 1000 00 feet,
THENCE south 88°09'21" west a d~stance of 902 71 feet to a corner on the east line an asphalt
tax,way,
THENCE north 12°25'00" west w~th the east line of sa~d tax,way a distance of 274 35 feet
THENCE ~'~rth 77°35'00" east a d~stance of 340 00 feet to an ~ron p~n set for southwest corner
of a tract of land described as property A in Resolution No R91-052, 8-20-1991 C~t¥ of Denton
Denton County Texas and the point of heginmng of the here~n described tract,
THENCE north 77035'00.' east a d~stance of 389 60 feet to a point for a corner,
THENCE south 17"35'52" east a distance of 115 49 feet to an ~ron pm found at the southeast
comer of a tract of land descnbed as property B ~n Resolution No R91-052, 8-20-1991 C~b/of
Denton, Denton County Texas and the point of beginning of the here~n deecr~bed tract,
EZELL AVIATION, INC LEASE AGREEMENT - PAGE 2
'~HItNCE south 55°35'52'' west a distance of 280 53 feet to an ,ron pm for a corner,
THENCE south 77o36'29'' west a d~stance of 139 91 feet to an ~ron p~n for corner,
THENCE north 12~25'00'' west a d~stance of 220 01 feet to the Point of Beginning and conta~mng
73,766 18 square feet or I 8934 acres of land
PLUS, TRACT "C"
All that certain tract or parcel of land lying ~n the T Toby Survey, Abstract Number 1285, C~ty of
Denton, Denton County, Texas, as shown ~n Exhibit B (Tract "C"), and described as follows
COMMENCING at the Northwest comer of a Tract of Land as conveyed to the Nobles Company
by deed recorded ~n Volume 2798 page 695, Real Property Records of Denton County, Texas
said point lying in the south line of F M Road 1515,
THENCE, north 88,33"43 seconds west w~th the south Ime of sa~d F M Road
1515 a distance of 265 14 feet,
THENCE, north 01'50' 39" west along and near a fence on the east hne of Tom Cole Road
a distance of 1000 0 feet,
THENCE, south 88'09'21" west a d~stance of 902 71 feet to a corner on the east line of an
asphalt taxiway,
THENCE, north 12'25'00" west w~th the east I~ne of sa~d tax,way a distance of 274 35 feet
THENCE, north 77'35'00" east a distance of 340 00 feet to an ~ron p~n at the northwest corner
of a tract of land described as pmperb/B ~n Resolution No R-91-052, C~ty of Denton Denton
County, Texas,
THENCE, south 12'25'00" east, w~th the west I~ne of sa~d 1 6928 acre tract a d~stance of 222 00
feet to an ~ron pm found at the southwest corner of sa~d 1 6928 acre tract and the point of
beginning of the herein described tract,
THENCE, south 77'degrees 44'34" west a d~stance of 154 52 feet to an iron
set for the northwest comer of the here~n descnbed tract,
THENCE, south 12'25'00" east a distance 200 00 feet to an ~ron p~n set for the southwest corner
of the herei~ described tract,
THENCB~-north 77'36'29" east a d~stance of 530 00 feet to an ~mn p~n set for the southeast
corner of the here~n described tract,
THENCE, north 07'49'03" west a distance of 306 14 feet to an iron pin found at the southeast
comer of sa~d 1 6928 acre tract a distance of 280 54 feet to a found pin,
THENCE, south 55'35'29" west w~th the south I~ne of sa~d I 6928 acre tract a distance of 280 54
feet to a found ~ron
THENCE, south 77 '36'29 seconds west w~th sa~d south line a d~stance of 139 90 feet to the point
of beginn~ng and containing 120,841 858 square feet, or 2 7741 acres of land
EZELL AVIATION, INC LEASE AGREEMENT - PAGE 3
'the Fixed Base Operator tract, as described ~n Section I A, w~ll compnse of a total
of 250,908 038 square feet or approximately 5 7569 acres
Together w~th the nght of ~ngreas and egress to the property, ~n common w~th others so
authorized, of passage upon the A~rport property generally, subject to reasonable regulations
of Lessor This dght shall extend to Lessee'e employees, passengers, patrons, and mwtees
B Uae of Fixed Baaed O~erater
Lessor does hereby demise and let unto the Lessee and Lessee does hereby lease and take from the
Lessor, the land and tac~htiea herein deecnbed, and the rights, licenses, and pr~wleges ~n connecbon
w~th the use of such property and improvements as follows
The use, in common w~th others authorized so to do, of sa~d a~rport and all appurtenances
facilities, ~mprovements, edu~pment and send,cee which have been or may hereafter be prowded
thereat
2 The operation of a transportation system by a~roraff, the repamng, mamta~mng, cond~tiomng,
sen/~c~ng, parking or storage of aircraft or other edu~pment, the tra~mng of personnel and the
testing of a~rcraft and other equipment, the sale, d~sposal or exchange of a~roraff, engines,
acceesonee, and related equipment, the sen/~cmg by Lessee of a~rcraff and other a~rport related
equipment, ~ncluding the dght to ~nstall and maintain on sa~d airport adequate storage fac~l~bes,
and appurtenances, including right of way necessary therefor, the landing, taking off, parking,
loading, and unloading of aircraft and other equipment, the nght to load and unload persons,
property and ma~l at said airport, by such means as Lessee may desire w~th the r~ght to
designate the camera who shall transport Lessee's passengers and their baggage to and from
the a~rport, and, also the further nght to designate the carnera who shall transport Lessee s
a~rborne fraught, ~f any, to and from the sa~d a~rport, the r~ght to install and operate advertising
s~gns, the general type and design of such s~gns to be reasonable and appropriate the conduct
of any other aviation related business or operations reasonably necessary to the proper
necessary and appropnata conduct and operation by Lessee of ~ts bus~nees, and w~thout rn any
way hm~ting the foregoing, Lessee specifically agrees that, ~f Lessee elects to engage ~n or
provide any of the above services on the premises herein leased, Lessee
a Provide service to the public on a non-discriminatory basis,
b Conduct and operate its business and management ~n a courteous and efficient manner
c If Lessee provides tie-down sen/ice, Lessee w~li prowde tie-down sen/~ce to overmght or
other transient aircraft or a~roraff remaining at the a~rport for twenty-four (24) hours or less
d if LesSee provides aircraft fuel services, Lessee w~li make available e~ther by tank truck
stationary pump or other suitable d~spenslng equipment approved by the F~ra Marshall of the
City of Denton, the quality of gasoline and other petroleum d~stillatas normally found at s~m~lar
a~rports, and all storage tanks for gasoline and other awation fuels shall be ptaced
underground ~n accordance with the prov~s~ons of the F~re Code of the C~ty of Denton for
underground flammable I~qu~d storage tanks
e Lessee may not use any of the leased land or premises for the operation of, a motel hotel
pdvata club or bar, apartment house, or for ~ndustrlal, commercial or retail purposes except
as authorized hera~n, w~thout the expressed wr~ften consent of Lessor
EZELL AVIATION, INC LEASE AGREEMENT - PAGE 4
f" [-eceee shall have the non-exclusive nght to construct and operate a restaurant on the leased
premises during reasonable hours as agreed to by Lessee and Lessor
g Lessee shall install, mmnta~n, and operate proper radio and metecrolog~cal equipment to man
(momtor and respond) the Airport Unicom frequency 122 7 Lessee w~ll operate the Umcom
dudng normal Airport operating hours, Monday through Friday, 8 00 A M to 5 00 PM
Lessee wdl have the non-exclusive right to conduct Unicom operations on the above
~dent~fled frequency
3 Lessee ~s hereby authorized to construct upon the land herein leased, at ~ts own cost and
expense, buildings, hangars, and structures, ~nclud~ng fuel storage tanks or other equipment
that Lessor and Lessee mutually agree are necessary for use ~n connection with the operations
authorized by th~a lease, provided, however, before commencing the construction of any
~mprovementa upon the premises, Lessee shall submit
a all plans and specifications showing the location upon the premises of the proposed
construction, and
b the estimated cost of such construction
No construcbon may commence until Lessor, acting by ~ts Ctty Council, has approved the plans
and specifications and the location of the ~mprovements, the estimated costs of such construction and
the agreed estimated hfs of the building or structure Documentary evidence of the actual cost of
construction shall be dehvered by Lessee to Lessor's C~ty Manager from t~me to t~me as such costs are
pe~d by Lessee, and Lessor'a City Manager ~s hereby authonzeq to endorse upon a copy of th~s lease
filed with the City Secretary of Lessor such actual amounts aa he shall have found to have been pa~d
by Lessee, and the findings of said C~ty Manager when endorsed by h~m upon sa~d contract shall be
conclusive upon all part~ea for all purposes of th~s agreement
C Commercial Lend Premise
TRACT "D"
1 Commerctal Tract "D". Developed Land subject to Lease Payments
All that tract or parcel of land lying ~n the T Toby Suwey, Abstract Number 1285 C~ty of Denton
Denton County, Texas, as shown m Exhibit C (Tract "A"), and described as follows
COMMENCING at the northwest comer of a tract of land as conveyed to the Nobles Company
by deed reEorded in Volume 2798, Page 695, Real Proper~ Records of Denton County Texas
said point lying in the south line of F M 1515
THENCe'north 88°33'43" west w~th the south hne of smd F M 1515 a d~stance of 265 14 feet
THENCE north 01°50'39" west along and near a fence on the east I~ne of Tom Cole Road a
d~stance of 1000 00 feet,
THENCE south 88°09'21" west a distance of 902 71 feet to a corner on the east I~ne an asphalt
taxtway,
THENCE north 12°25'00" west w~th the east hne of sa~d taxiway a d~stance of 274 35 feet,
EZELL AVIATION, INC LEASE AGREEMENT - PAGE 5
TI~ENCE north 77"35'00" east a d~stance of 280 00 feet to an ~ron pm set for southwest corner
of a tract of land described as propan'y A in Resolution No R91-052,8-20-1991, City of Denton,
Denton County Texas and the point of begmmng of the harem deecnbed tract,
THENCE north 12~25'00'' west a d~stance of 240 00 feet to a point for a corner
THENCE north 77"35'00" east a distance of 427 15 feet to a point for e corner
THENCE south 17"35'52" east e distance of 240 98 feet to a point for a comer,
THENCE south 77"35'00" west a distance of 448 93 feet to the Point of Beginning and containing
105,131 154 square feet or 2 4135 acres of land
Together with the right of Ingress and egress to the property, m common w~th others so
authorized, of passage upon the Airport property generally, subject to reasonable regulations of Lessor
Th~s right shell extend to Lessee's employees, passengers, patrons, and mwtees
D, I,.l{~e of Commercial Lend I~remleee ITrect "D"~
Lessee ~s granted the non-exclusive pnwlege to engage ~n or prowde the following
Hangar Lease 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 m or adjoining Lessee s
hangars
3 Aircraft Storage and Tie-down To prowde parking, storage and t~e-down service, for both
Lessee's and ~tinerant aircraft upon or within the leased premises
Lessee, his tenants and sublessee shall not be authonzed to conduct any se~lces not
specifically hsted In this agreement The usa of the lease premises of Lessee, h~s tenants or sublessee
shall be hm~ted to only those pnvate, commercial, retail or industrial activities hawng to do w,th or
related to airports and aviation No person, business or corporation may operate a commercial retatl
or industnal business upon the pram~see of Lessee or upon the A~rport without authorization from the
Lessor ~n a written form approved by City Council The City shall respond to the request for
authorization wlthin sixty (60)days of written notification to Lessor's City Manager If authonzabon ~s
not received w~thin the required sixty-day brae period, authonzatlon of the actiwty w~ll be considered
granted This granting of authorization does not reheve the Lessee or ~t sublessee successor or
assign of complian'c~e with terms or conditions m th~s agreement
II PREMISES AND LEASEHOLD IMPROVEMENTS
A ~
For the purposes of this lease the term 'Premises" shall mean all property located wtthm the
metes and bounds described above m Section I including leasehold improvements constructed by the
Lessee, but not including certain easements or property owned or controlled by the Lessor
EZELL AVIATION, INC LEASE AGREEMENT - PAGE 6
B. I~orovement Reaulremept=.
In making any improvements on the Premises, Lessee shall comply with the following
1 All requirements of the Leesor's Land Development Code, other than platting requ~raments
~ncludlng but not limited to Leeeor's Budding, F~re, Electncal and Plumbing Codes and other
Codes and ordinances applicable to the ~mpmvements to be made, ~ncluding the payment of any
fees established by ordinance
2 Prior to commencing development, Lessee shall obtain the C~ty Counc~rs determination that the
~mpmvements conform to and are compebble w~th the overall s~ze, shape, color quality, design,
appearance, and general plan of the program established by the Leseor's Master Plan for the
Airport
3 Any rules or regulations of the any Federal or State agency hawng jurisdiction thereof
4 Construction of drainage ~mprovements, as required by C,ty's subd~ws~on rules and regulations
located at boundary between FBO Tracts "B" and "C" to be completed June 1 1998
5 The construction of an addition to the ex~sting FBO facility of approximately 7,000 square feet
to be completed June 1, 1998
6 Construction of a new hangar of approximately 44,000 square feet to be completed June 1,
1998
7 The City of Denton agrees to pay ten (10) pement of construction costs of the drainage
~mprovements which are descnpect in paragraph 4 above These costs will not be ehg~ble for
payment unbl they have been reviewed and found to be accurate and reasonable by the C~ty of
Denton Engineering Department Such costs will not be paid until completion of improvements
listed in 4, 5, and 6 above The ten (10) pement credit will be refunded ~n hvelve monthly
increments by reduction of the monthly land lease payments to begin the first month after
completion of 4, 5, and 6 above
C Time for ADDroval bv Council.
The required determination by the C~ty Council that the plans are compatible w~th the Master
Plan for the A~rport shall be made by the Council within s~xty (60) days of proper submission of the
plans to Lessor If the Council fails to act w~th~n the s~xty (60) days, the plans shall be deemed
approved for the purposes of the requirement of compatibdity w~th the Master Plan, but shall not be
deemed approvecrl~r any other requirement, ~ncludmg the requirement to comply w~th the Lessor's
Land Development Code and other applicable codes
D Ownemhio of I~Drovement.:
All buildings and improvements constructed upon the premises by Lessee shall remmn the
property of Lessee unless said property becomes the property of Lessor under the following conditions
terms and provisions
1 Removal of Bu#dlnaa No building or permanent fixture may be removed from the pram{see
w~thout the written consent of the Lessor
EZELL AVIATION, INC LEASE AGREEMENT - PAGE 7
2 ~ All buildings and ~mprovementa of whatever nature rema~mng upon the leased
premises at the end of the primary term, or any extension thereof, of th~s lease shall
automatically become the property of Lessor absolutely ~n fee w~thout any cost to Lessor
3 ~.J/JJ~3g..J,t~ It ~s agreed that the I~fe of the building to be constructed by Lessee on the property
herein leased ia
a Thirty (30) years for existing FBO and commercial tract improvements
b Forty-five (45) years for new improvements to be constructed on FBO Tracts A, B and C
4 Cancellation Should this lease be canceled for any reason before the end of the terms, ~t ~s
especially understood and agreed that Lessor reserves the nght to pumhase all buildings
structures and improvements then existing upon the premises by tendering to Lessee [one
thirtieth (1/30th) of property on Commercial Tract D, one forty-filth (1/45) for the new
improvements constructed on FBO Tracts A, B, and C, and one-thirtieth (1130) of the ex~stmg
improvements in FBO Tract A of the undeprec~atad value of such bu;Iding for each year
remaining on the agreed life of such building The undeprec~ated value of all ~mprovements ~s
to be determined by hawng such improvements appraised by three appra;sers, one appo;nted
by Lessor, one appointed by Lessee and one appo~ntad by the two appraisers, prowded
however, the total value of such building plus an ~ncrease ~n value not to exceed fifty percent
(50%) of the original cost of such improvements
III PAYMENTS
A Payments. Fixed Baaed Ooerator Premises
1 Fixed Base Operator Land Payment
Land Rental payments shell be due and payable in twelve (12) equal monthly ;nstallments m
advance, on or before the 15th of each month Annual rental payments w~ll be based on the
following formulae, calculated on the bas~s of m~mmum yearly rentals adjusted for ~nfiat~on as per
Secbon IV
a ~ $0 061 per square foot m~n~mum yearly rental ($0 061 x 250 908 038
= $15,305 40 land rental per year 112 = $1,275 45 land rental ~3er month ) Land rental wrll
be adjusted in two (2) five-(5) year penods (the first such readjustment occurnng May 1
2002, the second at May 1, 2007 and annually thereafter per Secbon IV of th~s lease until
May 1, 2019
b ~ The current lease rate w~ll be ~ncreased by a sum of $0 06 per
square f~ot minimum yeeriy rental, and adjusted annually thereafter per Section IV A of th~s
lease until Apfll 30, 2027
2 Hangar end Tie-Down Rental Fees
Ten (10%) percent of all hangar and tie-down rental fees collected by Lessee from customers
of Lessee each month during the term of thee lease An annual certified statement concerning
collection of hangar and tie-down space rentals w~ll be submitted w~thtn 60 days of the end of the
calendar year or, in the event of termination, 60 days from the date of termination
3 Avtation Fuel Fees
Fuel payments shall be based on fuel purchased by Lessee and the Lessee's sublessee,
assigns, heirs or successors it w~ll include all fuel purchased from off-a~rport fuel vendors The
EZELL AVIATION, INC LEASE AGREEMENT - PAGE 8
payment shall be based on the amount of four percent (4%) of net cost of fuel purchased Net
coat of fuel purchased ~s the cost of fuel not ~nclud~ng taxes on the pumhase Leesee w~ll provide
~nvolcae on a monthly bas~e along with the payment to the Lessor An annual certified copy of
purohas~e w~ll be submitted w~thin 60 days of the end of the calendar year or, ~n the event of
termination, w~thin 60 days from the date of termination
B Payments - Commercial Land Rental
1 Land Rental
Land Rental payments for Commemial Tract "D" shall be due and payable ;n twelve (12) equal
monthly installments ~n advance, on or before the 15th of each month Annual rental payments
w~ll be based, and adjusted, on the following formulae
a J~ $0 08558 per square foot minimum yearly rental ($0 08558 x
105,131 154 = $8,997 12 land rental per year I 12 = $749 76 land rental per month ) Land
rental w~ll be adjusted in two (2) five-(5) year pedods (the first such readjustment occurnng
May 1, 2002, the second at May 1, 2007 ) Commercial Land w~ll be readjusted per Section
IV of th~s Lease
b ~ $0 15 per square foot mm~mum yeady rental for land described
aa Commemial Tract "D" on Exh~b;t mC" Commercial Land w~ll be readjusted annually
per Section IV of th~s Lease
IV PAYMENT ADJUSTMENTB AND TERMS
A AdJuatment~: it ~s expressly understood and agreed that the yearly rental for the land here~n
leased shall be readjusted, up or down, on the basis of the proportion that the then current Un;ted
States Cost of L~ving Index (CPI-U) for the Dallas/Fort Worth Texas Standard Metropolitan Stat~sttcal
Area, as comp~led by the U S Department of Labor, Bureau of Labor Statistics, bears to the Januar~
1997 ~ndex which wee 150 (1982-84 = 100) Each rental adjustment, ~f any, shall occur on the 1st day
of May, w~th respect to the adjustments defined tn Section III The adjustments shall be based on the
annual cents per square feet based on the square footage for the F~xed Base Operator and the
Commercial Tract
The adjustments ~n the yearly rent shall be detarm;ned by multiplying the minimum rent as set forth m
section ~n Section III by a fraction, the numerator of which is the index number for the last available
month prior to the adjustment, and the denominator of which ~s the ~ndex number for January 1997
which wee 150- (~82-84 = 100) If the product of th~s mult~pltcation ~s greatar than the m~n~mum yearly
rent as set forth in Section Ill, Lessee shall pay th~s greater amount as the yearly rent until the t~me
of the next rental adjustment as called for ~n th~s section if the product of th~s mult~phcat~on ;s less than
the m~n~mum yearly rent of as set forth m Section III there shall be no adjustment m the annual rent
at that time, and Lessee shall pay the mlmmum yearly rent as set forth ~n Section III The adlustment
shall be limited so that the annual rental payment detarm;ned for any g~ven year shall not exceed the
annual rental calculated for the previous year I~y more than ten percent (10%)
If the consumer price index for all urban consumers (CPI-U) for the Dallas-Fort Worth geographical
region, as comp~led by the U S Department of Labor, Bureau of Labor Statistics, ~s d~scontmued dunng
the term of this lease, the remain~ng rental adjustments called for ~n th;s section shall be made using
the formula set forth ~n Section ill of th~s lease, but substituting the ~ndex numbers for the Consumer
Pnca Index-Seasonally Adjusted U S City Average For Ali Items For All Urban Consumers (CPI-U) for
the ~ndex numbers for the CPI-U applicable to the Dallas-Fort Worth geogreph;cai region If both the
EZELL AVIATION INC LEASE AGREEMENT- PAGE 9
CPI-U for the Dallas-Fort Worth geograph~cel region and the U S C~ty Average are d~scont~nued dunng
the term of this lease, the remaining rental adjustments celled for ~n th~s section shall be made using
the statistics of the Bureau of Labor Statistics of the Un,ted States Department of Labor that ara most
nearly compars~e to the CPI-U applicable to the Dallas-Fort Worth geograph~csl region If the Bureau
of Labor Statistics of the United States Department of Labor ceases to exist or ceases to publish
statistics celled for in this section adjustments shall be made using the most nearly comparable
statistics published by a recognized financial authonty selected by Lessor
B Payment Terms. All payments, including land rental, and fees, w~ll be due on the 15th of the
month This payment will be for the prior month fees and the current month land rentals If payments
are not recs~ved before or on the 15th, a 5% penalty w~ll be due as of the 16th If payments are not
received by the first of the subsequent month, an additional penalty of 1% of the unpaid rental/fee
amount will be due A 1% charge w~ll be added on the first of each subsequent month until unpaid
rental/fee payment is made Failure to pay the rent, fee, or e~ther monetaW penalty amounts on
delinquent rent or fees shall constitute an event of default of th~s Lease
V. LEASE TERMS
A. The Fixed Sass Ooarstor: The term of th~s Lease shall be a period of thirty (30) years,
commencing on the 1st day of May 1997, and ending at m~dn~ght on the 30th day of April, 2027 unless
terminated under the provisions of th~s lease Lessee shall have the option to extend the term of th~s
Lease for two additional ten (10) year periods subject to terms negotiated at that t~me between Lessor
and Lessee If Lessee elects to exercise ~ts option to renew this Lease Lessee shall not~fy the C~ty
Manager, in wdflng, at least one hundred e~ghty (180) days before the expiration of the ~mflal thirty (30)
year Lease At the end of the initial ten (10) year option, Lessee shall have the option to extend the
term of th~s Lease for an additional ten (10) years subject to terms negotiated at that brae between
Lessor and Lessee If Lessee elects to exercise th~s second option, Lessee shall not~fy the C~ty
Manager, ~n wnting, at least one hundred e~ghty (180) days before the exp~ration of the ~n,t~al ten (10)
years
B Commercial Land. Tract D: The rema~mng term of th~s lease w~ll be for a term of th*r[y (30)
years, commencing on the 1st day of May, 1997, and continuing through the 30th day of Apnl, 2027
unless earlier terminated under the pmvis~ona of the Agrsement Lessee shall have the option to extend
the term of this Lease for an additional penod of ten (10) years subject to terms negotiated at that brae
between Lessor and Lessee If Lessee elects to exercise ~ts option to renew this Lease, Lessee sha~l
notify the City Manager, in writing, at least one hundred eighty (180) days before the expiration of the
~nitial thirty (30) year Lcsse At the end of the ~n~tial ten (10) year option, Lessee shall have the option
to extend the term ~ [hie Lease for an additional ten (10) years subject to terms negotiated at that t~me
between Lessor and Lessee if Lessee elects to exercise th~s second option, Lessee shall not~fy the
C~ty Manager, in.writing, at least one hundred e~ghty (180) days before the expiration of the ,n~t~al ten
(10) years
VI ASSIGNMENT OF LEASE
Lessee expressly covenants that ~t w~ll not assign th~s lease, nor sublet the whole or any part of the sa~d
premises for any purpose, except for rental of hangar space or tie-down space, without the written consent
of Lessor, except that any person, corporation or mst~tution that lends money to Lessee for the construction
of any hangar, structure, building or improvement upon the leased premises and retains a security interest
~n sa~d hangar, structure, building or ~mprovement shall, upon default of Lessee's obligation to sa~d mortgagee
have the right to enter upon said leased premises and operate or manage sa~d hangar structure, building or
EZELL AVIATION, INC LEASE AGREEMENT - PAGE 10
~mprovement according to the terms of this agreement, for a penod not to exceed the term of the mortgage
w~th Lessee, or until the loan is paid in full, but in no event longer than the term of th~s lease Lessor agrees
that itlwill not unreaso_nably withhold its approval ol' the sale or sublease of the fec~l~tiee for a~rport related
purposes
Vtl SUBROGATION OF MORTGAGE
Any person, corporation or ~nstltution that lends money to Lessee for construction, purchase and or
refinance of any hangar, structure, building or ~mprovement and retains a security ~nterest in said hangar
structure, building or improvement shall, upon default of Leesee's obligations to said mortgagee, have Ihe right
to enter upon said leased premises and operate or manage said hangar, structure, building or ~mprovement
according to the terms of this Agreement for a period not to exceed the term of the mortgage wtth Lessee
or until the loan is paid in full, or such mortgagee shall have the nght to remove any buildings or structures
from the premises, however, ~f such mortgagee ~s planning to remove any buildings, then they w,II not~fy
Lessor ~n wdting of such ~ntant to remove, and Lessor w~ll have s~xty (60) days from receipt of such nobce to
exercise an option to purchase such buildings or structures under the provisions of Article II hereof it ~s
expressly understood and agreed that the fight of the mortgagee referred to herein ~a limited and restncted
to those improvements constructed w~th ~nda Ix)flowed from mortgage, those improvements purchased w~th
the borrowed funds, and those ~mprovements pledged to secure the refinancing of the ~mprovements
VIII RIGHT OF EASEMENT
Lessor shall have the right to establish easements, at no cost to Lessor, upon the leased ground space
for the purpose of providing utility services tg, from or across the airport proper'e/ However, any such
easements shall not interfere w;th Lessae's usa of the "leased ground space" and Lessor shall restore the
property to ~ts original condition upon the installation of any ubl~ty services on ~n, over or under any such
easement
IX. CANCELLATION OF LEASE
A
In the event that Lessee shall file a voluntary petition ~n Bankruptcy or proceedings ,n bankruptcy
shall be instituted against it and Lessee thereafter ,s adjudicated bankrupt pursuant to such
proceedings, or any court shall take jurisdiction of Lessee and ~ts assets pursuant to proceedings
brought under the p£ovlsions of any Federal reorganization act, or Lessee shall be d~vested of ~ts estate
herein by other opel'eton of law, or Lessee shall fall to perform, keep and observe any of the terms
covenants, or condltiolls herein contallled, or on ;ts part to be performed, the Lessor may g~ve Lessee
written notice tO-correct such condition or cure such default and, ~f any condition or default shall
continue for thirty (30) days after the receipt of such notice by Lessee, then Lessor may, terminate th;s
lease by a thirty (30) days written notice to Lessee In the event of default, Lessor has the right to
purchase any or all structures on the leased pram;sas under the prows~ons of Article II hereof
Lessee may cancel this Agreement, in whole or part, and terminate all or any of ~ts obligattons
hereunder at any t~me, by thirty (30) days wnttan notice, upon or after the happening of any one of the
following events (1) issuance by any court of competent jurisdiction of a permanent mjunct;on in any
way preventing or restraining the use of sa~d airport or any part thereof for airport purposes, (2) any
EZELL AVIATION. INC LEASE AGREEMENT - PAGE 11
action o'f the C~wl Aeronautics Board and/or Federal Aviation Agency refusing to permit Lessee to
operate into, from or through said a~rport such a~rcraff as Lessee may reasonably desire to operate
thereon, the breach by Lessor of any of the covenants or agreements conts~ned here~n and the failure
of Lessor to remedy such breach for a padod of thirty (30) days after receipt of a wntten notice of the
ex~stsnce of such breach, (3) the Inability of Lessee to use ss~d premises and fac~l~tiee continu~ng 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 Umtsd States Government or any authorized
agency thereof of the mamtsnance and operation of sa~d a~rport and facil~tlee or any substantial part or
parts thereof
X SPECIAL CONDITIONS
It ~s especially understood and agreed by and between Lessor and Lessee that th~s lease agreement
subject to the following special terms and conditions
A Nothing contained here~n shall be construed to grant or authonze the granting of an exclusive
r~ght w~thin the meaning of Section 1349 of Title 49, Umtsd States Code Annotated
B. Lessor reserves the right to further develop or ~mprove any public parking area, landing area,
or other port~on of the a~rport property w~thout not,ce to Lessee
C Dunng time of war or national emergency, declared by the Congress or the President of the
Un~tsd States, Lessor reserves the dght to alter, amend, or suspend th~s agreement upon demand of
m~litary, or naval authorities of the United States
D Lessee, its personal representative, successors ~n ~nterest, and assigns as a part of ~he
consideration hereof, does hereby covenant and agree as a covenant runmng w~th the land that
1 no person on the grounds of race, color, or national ong~n shall be excluded from participation
~n, den~ed the benefits of. or be otherwise subjected to d~scnm~nat~on ~n the use of sa~d facilities
2 that ~n the construction of any ~mprovements on, over, or under such land and the furmsh~ng of
services thereof, no person on the grounds of race, color or national ongm shall be excluded
from participation in, denied the benefits of, or otherwise be subjected to diecr~mmatlon,
3 that the Lessee shall use the premises ~n compl~anca w~th all other requirements ~mposed by or
pursuant to Title 49, Code of Federal Regulations, Department of Transportation Subbtle A
Office of the Secretary, Part 21, Nond~scnm~nat~on ~n Federally-assisted programs of the
Department of Transportatlon-Effectuation of T~tle VI of the Ciwl R~ghts Act of 1964, and as sa~d
Regulations may be amended
That in the event of breach of any of the above nondiscnmmat~on covenants, Lessor shall have
the dght to terminate the lease and to re-enter and repossess ss~d land and the fac~i~ttee thereon and
hold the same as ~f se~d lease had never been made or ~ssued
E. The Lessee assures that it w~ll undertake an affirmative action program aa required by 14 CFR
Part 152, Subpart E, to ~nsure that no person shall on the grounds of race, creed, color national ongm
or sex be excluded from participating ~n any employment actiwtiee covered ~n 14 CFR Part 152
Subpart E The Lessee assures that no person shall be excluded on these grounds from participating
~n or receiving the services or benefits of any program or actiwty covered by th~s subpart The Lessee
assuree that ~t w~ll require that ~ts covered suborgamzat~ons prowde assurances to the Lessor that they
EZELL AVIATION, INC LEASE AGREEMENT * PAGE 12
simllarty--w~tl undertake affirmative action programs and that they w~ll require assurances from their
suborganizetions, as required by 14 CFR Part 152, Subpart E, to the same effect.
F. If Lessor~fllea an action to enforce any covenant, term or condition of this lease, or for the
recovery of the possession of the leased area, or for breach of any covenant, term or condition of th~s
lease, then Lessee agrees to pay to Lessor reasonable attorneys fees for the services of Lessor's
attorney in such action ss pert of the costs incurred, such attorneys fees to set by the Court
Leaeor's waiver or breach of one covenant or condition of this lease shall not be deemed a
waiver of subsequent breaches of other provisions and Leesor'a acceptance of rental payments shall
not be deemed a waiver of any of the provisions of this lease
H. Lessee shall be provided access to the property leased hereunder e~ther through access "A' or
access "B", at Lessor'a discretion, as shown on Exhibits "A," "B," and *C" attached hereto and
incorporated herein by reference Lessor reserves the right to change Lessee's means of ~ngreas and
egress from one designated access to another at Lessor's option
~= That because of the present sixty thousand (60000) pound
continuous use weight bearing cebec~ty of the runway and tax.rays of the Airport Lessee herein agrees
to limit all aeronautical actiwty including landing, takeoff and tax~ng, to a~rcraff having an actual weight
including the weight of its fuel, of sixty thousand (60,000) pounds or less, until such t~me that the runway
and designated taxiways on the A~rport have been ~mproved to handle a~rcraff of such excessive
weights It ia further agreed that, based on quahfied eng~neenng stud~ee, the weight restrictions and
prowsiona of th~e clause may be adjusted, up or down, and that the Lessee agrees to ab~de by any such
changes or reweions as such studies may dictate "Aeronautical Activity" referred to ~n th~a clause shall
include that activity of the Lessee or its agents or subcontractors and its customers and ~nwtees but
shall not include those actlwtiee which ~t neither controls nor solicits, such as an unsolicited or
unscheduled or emergency landing Negligent disregard of the provisions of this section shall be
sufficient to cause the immediate termination of th~s enbre Agreement and subject the Lessee to be
I~able for any damages to the Airport that m~ght result
J ~J~JI~L~,~: The right to conduct aeronautical act~wties for furnishing serwces
to the public ~a granted the Lessee subject to Lessee agreeing,
1 To furnish sa~l services on a fair, equal and not unjustly d~scnmlnatory bas~s to all users thereol
and,
2 To charge fair, reasonable and not unjustly d~scr~mlnatory pncee for each umt or service,
provided, that the Lessee may be allowed to make reasonable and nond~scdm~naton/d~scounts
rebates, or'ether similar types of price reductions to volume purchasers
K. Rla_ht of I_ndlvlduets to Maintain Aircraft It is clearly understood by the Lessee that no r~ght
or privilege has been granted which would operate to prevent any person, firm or corporabon operating
a~rcraff on the airport from performing any services on ~ts own a~roraft w~th ~ts own regular employees
(including, but not limited to, maintenance and repair) that ~t may choose to perform
1 Lessor rasen,,ss the nght to further develop or ~mprove the landing area of the a~rport as tt sees
fit, regardless of the desires or wows of the Lessee, and w~thout mterferance or hindrance
EZELL AVIATION, INC LEASE AGREEMENT - PAGE 13
2 TLe'seor shall be obligated to maintain and keep in repair the landing area of the airport and all
publicly owned facilities of the airport, together w~th the dght 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 land~ng area
or any part thereof to the Umted States Government for m~l~tary or naval use, and, ~f such lease
~s executed, the provisions of th~s instrument insofar as they are ~nconslstant w~th the prows~ons
of the lease to the Government, shall be suspended
4 Lessor reserves the right to take any action ~t considers necessary to protect the aerial
approaches of the airport against obstruction, together w~th the r~ght to prevent Lessee from
erecting, or permitting to be erected, any building or other structure on or adjacent to the a~rport
which in the opinion of the Lessor, would hm~t the usefulness or safety of the a~rport or
constitute a hazard to aircraft or to a~roraft nawgation
5 This Lease shall be subordinate to the prows~ons of any ex,sting or future agreement between
Lessor and the United States or agency thereof, relative to the operation or ma~ntanance of the
A~rport
Xl INSURANCE
A ~' Lessee, at ~ts expense, shall maintain continuously ~n effect at all bmes
dunng the term of th~s agreement the following ~nsurance coverage
1 Comprehensive general liability covenng the leased premises, the Lessee or ~ts company
personnel, and ~ta operations on the A~rport
2 A~rcraff liability to cover all fl~ght operations of Lessee
3 F~re and extended coverage for replacement value for all fac~t~bes used by the Lessee e~ther as
a part of th~e agreement or erected by the Lessee subsequent to th~s agreement
4 L~ab~lity ~nsurance limits shall be ~n the following mm~mum amounts
Bodily Injury and Property Damage
One Million Dollars ($1,000,000) combined single I~m~ts on a per occurrence bas~s
5 All policie~shall name the City of Denton as an addlt~onal named ~nsured and prowde for a
minimum of thirty (30) days written nobce to the C~ty prior to the effective date of any
cancellalion or lapse of such policy
6 Ail policies must be approved by the Lessor
7 The Lessor shall be prowded w~th a copy of all such policies w~thln thirty (30) days of the s~gn~ng
of th~s Agreement
Dunng the original or extended term of th~s Lease, Lessor here~n reserves the right to adjust or
increase the liability ~nsurence amounts redu~red of the Lessee, and to require any additional nder
provisions, or certlflcatas of insurance, and Lessee hereby agrees to provide any such ~nsurance
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 Mumc~pal
EZELL AVIATION, INC LEASE AGREEMENT - PAGE 14
Airport. III size and in scope of awation activities, located ~n the southwestem region of the Un,ted
States Lasses hem~n egress to comply w~th all ~ncreaaed or adjusted insurance redu~mmenta that may
be required by the Lessor throughout the ortgmal or extended term of this Lease. ~ncluding types of
insurance and m~netal7 amount~ or limits of ~nauranca, and to comply w~th said ~nsurenca redu~rements
within sixty (60) days following the receipt of a notice m writing from Lessor stating the ~ncreaaed or
adjusted Insurance requirements Lessee shall have the right to rna~ntain ~n fame both lypes of
insurance and amounts of insurance which exceed Leseor's minimum insurance requirements
In the event that State law should be amended to redu~re additional types of ~nauranca and/or
~nsuranca amounts which exceed those of hke or e~m~lar public use a~rports ~n the southwestern region
of the Umted States of Arnenca. then ~n such event Lessor shall have the r~ght to require that Lessee
maintain ~n force types of insurance and/or amount of msurenca as specified by State law
Failure of Lessee lo comply w~th the m~mmum specified amounts or types of ~nsuranca as
reqmred by Lessor shall constitute Lesses'a default of th~s Lease
B ~ During all times that title lease la In effect, the parties agree that Lessee ia
and shell be deemed to be an Independent contractor and operator and not an agent or
employee of City with respect to its acts or omissions hereunder For all the purposes
hereunder, Lessee la and shall be deemed an Independent contractor and It Is mutually agreed
that nothing contained herein aha# be deemed or construed to constitute a partnership or joint
venture between the parties hereto.
Lessee agrees to Indemnify and hold harmless tho City and its agent~, employees, and
representatives from and against all liability for any and all claims, suits, demands, and/or
actions artalng from or based upon Intentional or negligent acts or omteslona on the part of
Lessee, Its agents, representatives, employees, members, patrons, visitors, contractors and
subcontractors (if any), and/or aublesees, which may aries out of or result from Lessee's
occupancy or uss of the premises end/or activities conducted In connection with or incidental
to this Lease Agreement. Leases shall alee Indemnify City against any and all mechanic's and
materielmen'e liens or any other tylNm of liens Impeeed upon the premises demised hereunder
arising aa e result of Lesees'a conduct or activity
Thta Indemnity Provision extends to any and all such claims, suits, demands, and/or
actions regardless of the type of relief sought thereby, and whether such relief Is In the form of
damages, judgments, and costs and reasonable attorney's fees and expenses, or any other legal
or equitable form of remedy. Thta Indemnity Provision shall apply regardless of the nature of
the injury or harm alleged, whether for Injury or death to persons or damage to property, and
whether such claims by alleged at common law, or statutory or constitutional claims, or
otherw#re. This Indemnity Provision shall apply whether the basle for the claim, suit, demand,
and/or action may be attributable in whole or in part to the Lessee, or to any of its agents,
representstives'~employesa, members, patrons, vtaltore, contractors (if any), and/or subleases
or to anyone directly or Indirectly employed by any of them
Further, City assumes no responsibility or liability for harm, injury, or any damaging
events which are directly or Indirectly attributable to premtae defects or conditions which may
now exist or which may hereafter arias upon the premises, any and all such defects being
expressly waived by Leeses. Lessee understands and agrees thxt this Indemnity Provision shall
apply to any and all clalrml, suits, demands, and/or actions based upon or arising from any such
claim asserted by or on behalf of Lessee or any of its members, patrons, vtaltore, agents,
employees, contractors and suboontrectore (if any), and/or eublesaes.
EZELL AVIATION, INC LEASE AGREEMENT- PAGE 15
~ la expressly understood end agreed that the City shall not be liable or reeponelble for
the negllgenee of Lessee, Its agents, servants, employeee and cuatomere, Lessee further
agrees that It shall at ail tlmee exemlaa reasonable precautions for the safety of and shall be
solely reeponelble for the safety of Its agenta, representatives, employees, members, patrons,
visitors, contlqlctors and subcontractors (if any), sewer eub-lee~eee, end other persons, ee well
eefortheprotectlonofauppilee and equipment and the property of Lessee or other
persona. Lessee further agrees to comply with all applicable provisions of Federal, State end
municipal safety laws, regulations, and ordinances.
PROVIDED FURTHER, that the Lessee end the City each agree to give the other party
prompt and timely notice of any such claim made or suit Instituted which In any way, directly
or Indirectly, contingently or otherwise, affect, or might affect the Lessee or the City Leases
further egreee that thl~ Indemnity Provision .hill be considered ee an additional remedy to City
end not an exclusive remedy.
Xll. STANDARDS
Lessee shall meet or exceed the following standards
A. Address: Lessee shall file w~th the C~ty Manager's mrport designee and keep current ~ls ma~hng
address, telephone number(s) and contacts where he can be reached ~n an emergency
B, List: Lessee shall file w~th the City Manager's a~rport designee and keep current a hat of ~ts
tenants and subleases
C. Conduct' Lessees shall contractually require ~ts employees and subleases (and sublessee s
~nvitaes) to abide by the terms of this agreement Lessee shall promptly enforce its contractual rights
~n the event of a default of such covenants
D ~JJJ~E~&T~E~L~. Lessee shaft meet all expenses and payments ~n connection w~th
the use of the Premises and the rights and pnwleges herein granted, including the brnely payment of
utihtlee, taxes, permit fees, license fees and assessments lawfully tawed or assessed
E. Laws: Lessee shall comply with all current and f~ture 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 keep ~n effect and post ~n a prominent place all
necessary and/or required licenses or permits
F ~' Lessee shall be responsible for the maintenance repair and upkeep
of ali property, buildings, structures and improvements including the mowing or ehm~natlon of grass and
other vegetati~ on the Premises, and shall keep sa~d Premises neat, clean and in respectable
condition, free from any objectionable matter or thing
(3 Unauthorized Use of Premises' Lessee may not use any of the leased land or premises for
the operation of a motel, hotel, restaurant, pnvate club or bar, apartment house or for industrial
commercial or retml purposes, except as authorized herein
H ~: It ~s 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 the Lessee, h~s tenants
~nwtaes, or guests be permitted to reside or remain as a resident on or within the leased premises or
other airport premises
EZELL AVIATION, INC LEASE AGREEMENT - PA(3E 16
I. CThe'mleata: Lessee agrees to properly store, collect and d~spose of all chemicals and chemical
residues, to properly store, confine, collect and dispose of all pmnt ~ncludmg paint spray ~n the
atmosphere, and paint products, and to comply w~th all Local, State and Federal regulations governing
the storage, ham:lling or disposal of such chemicals and pmnts
J, SIona: During the term of this Agreement Lessee shall have the nght, at ,ts own expense to
place ;n or on the lease Premises signs ~deotif~ng Lessee Sa~d s~gns shall be of a s~ze, shape and
design and at a location or locations, approved by the Lessor and ~n conformance w~th any overall
directional graphics or sign program established by Lessor on the A~rport Lessor's approval shall not
be withheld unreasonably Said signs shall be maintained in good repair throughout the term of th~s
agreement. Notwithstanding any other provision of this agreement, said s~gns shall remmn the property
of Lessee Lessee shell remove, at its expense, all lettenng, signs and placards so erected on the
premises at the expiration of the term of this Agreement or extensions thereof
Xlll. COVENANTS BY LESSOR
Lessor hereby agrees as follows
A. To prowbe and pay for the installation and monthly electricity required for security I~ghbng at the
airport which Lessor requires to be installed under any safety or fire regulations, or as may be required
by Lessor;,
B To maintain the airport tn an acceptable condition for general aviation activities on sa~d a~rport,
C Lessor covenants and agrees not to enter ~nto any subsequent lease, contract or agreement
with any other person, firm or corporation for the operation of a fixed base general aviation operation
or business similar to Leesee's business on the airport containing more favorable terms than th~s
agreement or not accorded to Lessee hereunder unless the same nghts, privileges and concessions
are concurrently and automatically made avadable to Lessee
D. That on payment of the rent, fees, and performance of the covenants and agreements on the
part of Lessee to be performed hereunder, Lessee shall peaceably hold and enjoy the leased premises
and all the nghta and pdwlagee herein granted
E. Lessor wan'ants and represents that ~n the establishment, construction and operabon of the sa~d
Denton Municipal Airport, that Lessor has heretofore and at th~a time ~s complying w~th all extsbng rules
regulations, and cnteda distributed by the Federal Awation Agency, Ciwl Aeronaubcs Board or any
other governmental authonty relating to and including, but not hm~tad to, no.se abatement a~r rights and
easements over edJo~ning and contiguous areas, over-It~ght ~n landing or take-off to the end that Lessee
w~ll not be legally liable for any action of trespass or similar cause of action by wrtue of any aenal
oberat~ons over a~jom~ng property in the course of normal take-off and landing procedures from sa~d
Denton Municipal A~rport, Lessor further warrants and represents that at all t~mes dunng the term
hereof, or any renewal or extension of the same, that ~t w~ll continue to comply w~th the foregoing
XlV COVENANTS BY LESSEE
Lessee hereby agrees as follows
A To mbemn~fy and hold harmless the Lessor from and against all loss and damages including
death, personal injury, loss of property or other damages, ansmg or resulting from the operation of
Lessee's business in and upon the leased premises
EZELL AVIATION, INC LEASE AGREEMENT - PAGE 17
B. N~t to make or suffer any waste to be made of the premises and w~ll keep smd premises neat,
clean and respectable condition, free from objectionable matter or thing
C. To observe and comply with all current and future laws and ordinances end all regulations of
federal, state, county or city airport authorities or agencms hawng jurisdiction over the conduct of
operations at the mrport
D. To keep adequate records of income end expenses end make such records reasonably
avmlabie, upon request, to the Director of Finance of the C~ty of Denton, Texas
E Lessee will quit possession of all premises leased harem at the end of the primary term of th~s
lease or any renewal or extension thereof, and deliver up the premises to Lessor m as good cond;bon
as existed when possession was taken by Lessee, reasonable wear and tear excepted
F. Lessee shell, at its expense, procure all licenses, certJficetee, permits, or other authonzat~on from
any and all govemmeotal authontles, ,f any, hawng jurisdiction over the operations of Lessee
XV MISCELLANEOUS PROVISION~
A. Utilities. Lessee shall provide all utilities for the premises leased to Lessee at ~ts own cost and
expense Utilities shell also include any secunb/lighting required by Lessee for the convenmnce of
customers of Lessee Lessee shell have the right to connect to the mrport water line now ex~sting and
to connect to any future utility lines at Lessee's expense
B. ~ This Agreement constitutes the entire understanding, between the parties
and as of Its effective date supersedes all pnor or ~ndependent Agreements between the part,es
covenng the subject matter hereof Any change or rnod~ficat~on hereof shall be ~n writing s~gned by both
partlee
C. ~ All the covenants, stipulations and agreements here~n shall extend to b~nd and
~nure to the benefit of the legal representatives, successors and assigns of the respective parties hereto
D. ~. If a provision hereof shall he finally declared void or ~llegal by any court or
administrative agency hawng jurisdiction, the entire Agreement shall not be void, but the remmnmg
provialona shall continue in effect aa neerly as possible ~n accordance w~th the onglnai intent of the
parties
E. Notice. Al't~t notice given by one party to the other tn connection w~th th~s Agreement shall be
~n wdflng and shall be sent by registered ma~l, return receipt requested, w~th postage and regtstrat~on
fees prepmd
1 If to Lessor, addressed to
City Manager
City of Oenton
Denton, Texas 76201
EZELL AVIATION, INC LEASE AGREEMENT - PAGE 18
r-r~ L~L
If to Lessee, addressed to
Mr Nelson I=zell
Post Off]ce Box 1793
Brackenr~dge, Texas 76424
Notices shall be deemed to have been received on the date of receipt as shown on the return
F Headlnaa The headings used in th~a Agreement $~'a intended for ¢onvemence of reference only
and do not define or limit the Scope
(3 ~ Thfs agreement is to be construed ~n accordance with the laws of the State
of Texas
IN W~TNESS WHEREOF, the parbes have executed th~s Agreement as of the day and year first above wntte~
C,TY OF DENTON LESSOR
ATTEST
JENNIFER WALTERS CITY SECRETARY
APPROVED AS TO LEGAL FORM
HERBERT L PROUTY CITY ATTORNEY
EZELL AVIATION, INCORPORATED
NEL$O~ I~LELL
EZELL AVtATION INC LEASE AGREEMENT - PAGE 19
THE STATE OF TEXAS §
COUNTYOF DENTON §
Th~s instrument was acknowledged before me on the day of ,1997 by
Nelson Ezell
NOTARY PUBLIC, STATE OF TEXAS
My Commission Expires
EZELL AVIATION, INC LEASE AGREEMENT - PAGE 20
TRACT A
Acces! 'A"
FBO TRACT "A" = shaded area
T
EXHIBIT "B"
B
S 88'09'21"W 902 71'
FBO Tracts "B" and "C"
EXHIBIT "C"
z
)8'09'21 902
Commercial Tract D