2012-054�oR�INar�c� r�a. 2D 1 �-�7�4
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E�ECUT� [?I'�i BEHALF C}� T�IE CITY C�F D�I�IITC3N AN AIRP�.IRT �,EA�E AGRT'�MENfi
�ET`JVEEI`+i T�-IE CITY OF Ia�I'*IT�N, TE��S Al`�1I� HA.I`IGARS PLLTS, L.L.C. �(�R TH�
�RC�PERTY LC�CAT�L AT ��88 L��I�HE�D, DE1�1�T�N NIUNICIPAL �IRPC)RT; AN�
1'RQVII�ING AI`� �FFEC�'IV'E DAT�.
'GYVH�RE��, cei•tain real pi�c��er�y t��on tlle I�er7ta��1 I4�Iu�iici��al A�r�art is av��t�ec� l�y
�l�r�g�r� Plus, L.L.C. (Lessee}; ai�cl,
'�'JH�REAS, tlae +City of �e���ot� �t�d I�essee c�esi��e fca ��i�ez• inta � gratx��d 1e�se a,����e�ne���
for �rc��e�•ty i��ai� �vl�icl� L�ssee's leal p��ope�-ty �s lacate�i; ai�ci,
W�IEREAS, �l�e Ci�y Gc��zr�cil cieetils it ipl tl��e �t�b�ic ii�tere�t t� a�a��i•owe t��e Ie�se ��
Airpoi°t �ro�ei�ty as ��i Airpat•t Lease A��'e�nlent; N(�`Vv', TH�REFaRE}
T�IE �C��1�1GIL t�F TH� CI'I'� C�T' DE�*I�QN II�YZE�3Y C?RDAIN�:
SECTI�N 1. Th� �ity M�nager oi• his desigr�ee is liereby authai•ized to exect�te an
Air�c�z�k Lea�e Agreeii7e�it bet�veeil tli� City of l�enta�� and Hat�g�i°s Plus, �.L,�. at tlle Det�tc�ti
Mi�nicipal Ai���ai't �v�3ic�� is �ttacl�ed tc� at�d i�i�d� ��a��t a�' tlli� ot°cl�n�nce fo�• all l�t�t��ses �r�ci ta
exe��cise all r�igf�xs �wtid cluties of t�ie City of T�etitotj unciei° tl�e Air����•t L,ease �1�i�ee��ie��t.
SECT'�4N 2, T1�i� a�•d"rn�nce slt�ll l��c����� effectizPe i�Yl����eiia�sl�f u�aiz it� �assa�� anci
a����°oval..
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F'ASS�I:� �+,I�� APPRC3VED this t��e �,�s d� o�' ,.�`,��,,, (r� r, ,. (.�'' �' , 2Q 12.
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ATTEST;
i��NNIFEI� ��LT�R.�, CIT'Y SECRETAF�Y
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APPRaVED AS Ta LEGAL FQRM:
�I'�IT� F�URG�SS, CITY AT"TaRNEY
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c:\users\COny�documents\hQ\488$ lockheed �ease ac}reement 3- 1 5- 1 2.C�O C
AIRPORT LEASE AGREEMENT
COMMERCIAL OPERATOR
4888 LOCKHEED, DENTON AIItPORT
This Lease Agreement (the`i�ease Agreemen#'or "Agree�nent") is made and executed
to be effeetive as of the 1 Sth day of March , 2012 (the `Effective Dat@� at Denton,
Texas, by and between the City af Dento�, Texas, a m�anicipal corparation, hereinafter
referred to as "Lessor", and Han ars �lus L.L.C. , hereinafter referred to
as "Lessea".
WITNESSETH:
WHEREAS, Lessor no�r owr�s, conttois and operates the Dentan Municipai A�rport
(the` Airport� in thc City of Denton, County of Dentan, State of Texas; and,
WI�REAS, Lessee desires to iease eertain premises a� t�e Airport and operate and
rnaintain an aircraft hangar and related aviation facilities ther�on; and,
WHEREAS, this Lease Agree�ent is intet�ded to become effective as provided herein
and under terms specified t�erein;
NOW, THEREFORE, for and in consideration of the promises and the mutual
covenants contained in this Agreennent, the parties agree as fo�lows:
I. GENERAL CONDITIONS OF LEA�E AGREEMENT
A. PRIN��PI,ES OF OPERATiONS, The righ� to conciuct aeronautical and related
activities for fi�rnishing services io the public is granted to Lessee subject ta the terms hereof
and to Lessee agreeing:
1. To furnish said services on a fair, equal and not unjustly di�criminatory basis
to all users thereof; and
2. To charge fair, reasonable and not unjastly discriminatory prices for each unit
ar service; providecl, that Lessee may bc ailawed to �nake reasonable and
nondiscriminatory discoun#s, rebates, vr other similar types of price reductions
to vo(ume purchasers.
B, N4N-DISCRIMTNATION. Lessee, for itself, its personal representatives,
successors, and assigns, as a part of the consideration hereof, does hereby eovenant and
agree as a covenant running with tl�e land that:
No person an the grou�ds of race, religion, color, sex, or national origin shall
be excluded fro�n parcicipation in, denied the benefts of, or be otherwise
subjected to discriminatian in tlie use of said facilities;
2. In the cons�ructior� of any improvements on, over, ar undar such land and the
fiarnishing of services thereon, no person on t�e grounds of race, religian,
coior, sex, or na#ionaI origin shaI1 be excluded from participation in, denied
fi.he benefits of, or othenvise be subjected ta discrirnination;
3. Lessee shal� use the premises in complianr.e with al� ather requirements
imposed by ar pursuant to Tiile 49, Code of Federal Reg��ations,
Department of Trans�ortation, Subtitle A, Of�ice of the Secretary, Part 2�,
Nondiscrimination in Federally Assisted Programs af ths Department of
Transportation - Effectuation of Titfe VI of the Civii Rights Act of �964, as
said Regu�ations rnay be amended.
C. RIGHT 4F INlliVIDUALS TD MAINTAIN AIRCRAFT`. It is clearly understood
by Lessee that no right or privitege has been granted in this A�ree�ent which would operate
to prevent any persan, firm or carparation aperating aircraft on the Airpart from performing
any services on its own aircraft with its awn etaaployees (inctud'u�g, but not iimited ta,
maintenance and repair) that it may choose to perform.
D. NON-EXCLUSNE RIGHT. It is understoad and agreed that nothing herein
contained shall be construed to grant or authorize the granting of an exclusive right wittun
the meaning of Title 49 U.S.C. §40103.
E. PUBLIC AREAS.
"Public Areas" or `Public Are�' is tha# portion of the Ai�port, which is now or
hereafter considered by the FAA, TxDOT, the CiYy of Denton, or any other reguiatory
agency rvith oversight of the Airport to be the obligation and rasponsibility of the Lessar ta
operate and maintain for the common use and benefit of t�e general aviation public. The
Airport Public Area includes, without Iimitation, any air �avigation facility or strueture
designed and intended to serve t�e general public not speeifically s�bject to an exclusive use
agreement such as a lease agreeraent, license or permit. The Airport Public Areas include
all runvvays, taxiways and ot.�er com�non-use paved, gra�eled or turfed areas and iheir
1'CS�I�C�tVO �iOt@Ci1011 Z�ri�3, safery areas and/or o�ject free areas; ar►y other facility ar
facilities at the Airport that aze eligibte for federal ar state grants or subsidies awarded on the
basis of their serving tha benefit of the pubiic (including runways, taxiways, vehicle streets
and all�ys, pubiic aircraft aprans/tarmac, vehicle parking areas, and drainage structures);
fiald lighting and associated 6eacan and lighted wind and landing direction indicators;
security, fire, and emergency me,�ical facilities; directionai signs; and perimeter or restricted
access fences. Generally, the PubIic Area is the tata( area and facilities af the Airport
exclusive of all non-pubiic airpnrt facili�ies, and may vary from time to time depending on
the tata( land camprising the Airpo�t and the change of land t�se at ihe Airport.
F. LESSOR AND THIltD PARTX RIGHTS.
1. Lessor reserves the right ta fr.irther de�elop or improve the Pubtic Area ofthe
Page 2
Airport and any other property at the Airport not part af the Leased Premises
as it sees fit, regardless of the desires or �iews af Lessee, and without
interference ar hindrance.
2. Lessor shall be obligated to maintain and keep in good repair the Public
Area, together with th� right to direet and control alt aciivities of Lassee in
this regard,
3. During tttne of war or national emergency, Lessor shall have the right to
lease the Public Area or any part thereof to the t7nitec� States Go�erntnent for
�nilitary or naval use, and, if such iease is executed, the pro�isions of this
instrument tnsofar as they are incor�sister�t with the pravisions of the Lease
Agreement to the Go�ernment, shall be suspended.
4. Lessor reserves the right ta take any aetion it considars neeessary to protect
the aerial approaches of the Airport against obstruction, together with th�
ri�ht to prevent Lessee fram erecting, or permitting to be erected, any
bailding ar otFter strt�cture on ar adjacent to t�e Airport which, in the opinion
af Lessor, would limit #he usefi�Iness or safety af the Airport or constitute a
hazard to aircraft or to aircraft navigation. The Lessee Lnpro�ernents as
currently contemplated in Section II.D. do not �ialate this pravision.
5. `�'i�is Lease Agreement shall be subordi�ate ta the provisians af any existing
or fu#ure agreement between Lessor and the United States ar agency thereof,
relative to the operation or mainte�ance ofthe Airport.
5. This Lease is give� and entered into and subjeet to aII laws, ordir�anees,
statutes, rules, regulations, directives, permits, ar standards of atry
governmental au�hority, entity, or agency (s�cluding, without lit�itation, the
City of Denton, Texas, ihe State of Texas, the Federal Aviation
Administ�atian, and tt�e Texas Department of Transportatian), whether now
in existence ar herea#�er enacted, adopted or imposed, and incluci�g, without
lir�itation, any and al� g�rant agreements or grant assurances now existing or
as hereaf�er agreed to, adopted or iznposed.
II. LEASED PREMISES
Lessor, for and in consideration of, and subject ta, the terms, covenants and conditions
set farth in t�is Lease Agreecnent to be kept by Lessee, does hereby demise and lease unto
Lessee, and Lessee does hereby lease from Lessor, far �he lease term described in Article
ii� the following described Iand situated in Dentan Counry, Texas:
A. LAND. A�act of land, being appraxirnately �2,OOOT square fee� or �0.4459 acres,
known as 4888 Lockheed and as described on A�#act�ment `I�; such attachrrient be�g
incorporated �erein by reference (the`Leased Pr�mises�,
Page 3
Tagether with the right of ingress and egress to the Leased €�remises and the right in
common with athers so authorized of passage, upon the Pu6lic Are�, subject io reasanable
regulations by the City of Denton and such rights shall extend to Lessee's ernplayees,
passengers, patrons and invitees. For purposes af this Lease Agreemen�, the term "Leased
Premises" shall mean all p,roperiy Iocated within the metes and bounds described in
Attachment "A", including all Lease impro�ecnents (as defined below} constructed or
assumed by the Lessee, but nat including easements or propeMy owned and/or controllr,cl by
the Lessor, ifany, as descri6ed on Attachment`�:
B. LESSEE ACCEPTS LEASED PREMISES.
EXCF.�"T �LS EXPRESSLY PROVIDED iN THIS L�ASE AGREEMENT, I�ESSOR
MAKES NO REPRESENTATIONS OR WA.I2RANTIES W��ATSOEVER,
EXPRESSED, STATUTORY, OR IMPLIED, INCLUDING, 1NITHOUT LIMITATION,
AS TO TI� DESCRLP'TION, TITLE, VALUE, QUALITY, QUANTiTY, PHYSICAL
AND ENVIRONMENTAL CONDITION OF THE LEASED PREMISES AND/4R
MATERIALS CONTAINED OR LOCATED iN, 4N OR i)NDER THE LEASED
PREMISES, T`HE NATURE OF THE PAST OR HISTORIC USE OF TI� LEASED
PRENI�SES, ANDfOR MERCHANTABILITY, SUITABILITY OR FITNESS POR
PURPOSE OF ANY OF THE LEASED PREMISES, ABSENCE OF LATENT
DEFECTS AND COMPLIANCE WITH LAWS AND REGULATIONS RELATED T4
THE LEASED �'REMISES. Lessee fiarther acknowledges t�at, in executing and
accepting this Lease Agreeznezat, it has relied solely upon its independent evaluation and
examination of t�e Leased Premises, and �uhlio records reiatir�g to the Leased Prerrtises
and the ir�dependent evaluations and studies based thereon. Lessar �akes no warranty or
representation as to the accutacy, completeness or usefulr�ess of any information
furnished ta Lessee, if any, whether furnished 6y Lessor or any third party. Lessor, its
officers, employees, slected o�cia(s and agents assume no liability for the accuracy,
completer�ess or usefulness oF any material furnis�ed by Lessor, if any, or any of its
o�icers, empIoyees, elected offioials and/or agents, andlor any otl�er person ar party, if
any and �.essee hereby reIeases s�ac�t parties frorn and against any claims related to such
�atters. Reliance on any material so furr�ished shall not give rise to any cause, claim ar
action against Lessor, its of�icers, ernpIoyees, elected o�icials and/or agents, and any
such reliance shall be at Lessee�s sole risk.
THE EXECUTION AND DELIV�RY OF THIS LEASE AGREEMENT IS ON A
`W�-�RE X�; "AS I�; AND "WITH ALL FAULT3' BASIS, AND IS WITHOLJT
REPRE�ENTATION OR WARRANTY, EXPRESSED, STATUTORY OR IM�'LIED,
INCLUDING, BUT WITHOUT LIMITATION, AS TO TITLE, THE DESCRIl''�'ION,
PHYSICAL AND ENVIRONMENTAL CONDITION OF THE LEASED PREMSS�S
AND/OR MA.TERIALS GONTAINED OR LOCATED 1N, ON OR UNDER THE
LEA5ED PREMISES, THE NATURE OF THE PAST OR HISTQRIC USE OF THE
LEASED PREMISES, THE QUALITY, QUANTiTY AND VALUE OF THE I�EASED
PREMISES, �I7'NESS �'4R PURPOSE, SUITABILITY, MERCHANTABILITY,
ABSENCE O�' LATENT DEFECTS AND COIViPLIANCE WITH LAWS AND
REGUI.ATIONS RELATED TO THE LEASED PREMISES. Lessee has satisfiecE itself
Pa�e �
as to the titIe, type, condition, quality and extent of the praperty and property interests
which comprise the Leased Pretnises and the interests and rights provided by this Lease
Agreement.
C. IMI'ROVEMENTS PROVIDED BY LESSOR. [NONE: There tivrll be na
improvement�r provided by Lessor, except as may be set farth in Article II.F., "Access to
Utilities ",]
D. IMPROVEMENTS PROVIDED BY LESSE�.
Lessee owns a previously constructed building consisting of approximately _ 1428
square feet and other improvements an the Leased Prernises and the applicable portion of
the Public Are.�, if any, (the`i.ease Impmvements� as �escribed in Attachment`B, at I.essee�s
sole cost, expense and risk. T�e term "Lessee T�npro�ement�'shall also include thase real
property and s�ructural improvements having been made prior to the Ef#'ective Date and
now existing on the Leased PreFnises, other than Lessar Itnpra�ements, if any. Lessee
shall own such Lessee itnprovements during the Lease Term, as pravfded in Ar#icic
VIII. Except as provided otherwise in this Agreemen�, Lessee may not canstiuct, tocate,
i�stall, place or erect any other impravements upon �he Leased Premises or the Public Area.
Lessee s�all also construct appropria#e cul�erts or drainage as required by City ardinanc�s,
as vveli as ot�er improvetnents as detertnined necessary by Lessor or as required by City
ordinances
In addiiian, as a condition precede�t to the effectiveness of t.�is Lease Agteement, within
180 days after the Effective Date af this L.ease Agreernent, Lessee shall provide
impravements to the e�tisting building on the Leased premises to include a professianaily
performed e�cteriar paint applicatian which matches adjacent hangars, exterior panel repair if
deteriaration is present, building seal repair ta inctude new weather strippit�g, caulking,
ins�lIing prefabricated panel gap fillers at top and bottom of hangar panels, roof repair to
eliminate any water leakage and ins#all concrete to cover all open area between the existing
north bui�ding lirie and Taxiway Lima.
E. EASEMENTS. Lessor and Lessee by mut��al agreement may establish, on �e Leased
Premises, easements for public access on raads and ta�ways. Na�ing cantained herein
shall be deemed to affect Lesso�'s rights provided in Article X, below.
F. UT�LITIES. Lessee shall be responsible, at Lessee's sale cost and expe�se, %r
abtaining all utiIity connections at or for the I.eased Premises and Lessee shall pay all
charges for water, e�ectricity, gas, sew�r, te�ecomm�utications ar any other utiiity
connections, tap-in fees, iFnpact fees, other fees or expenses of any kind and for serv�ces
furnished to the Leased Preanises during ihe Term hereof. Lessee agrees to contact all utility
service pro�iders and all other parties that may own or claim to own underground ptpelines,
teleeommunications, cab�e or any other structure or facility, prior to any excavatian or
borir�g on ar under t�e I,eased Premises. Lessor shall in no event be liable or respor�sib�e for
any cessation ar interr�ptzon in any sueh utility services.
Page 5
III. TERM
A, TERM. TIIe tei�n of tlus Lease Agreemei�t shall be for a period of irywen (20)
years, con�n�ej�ci��g on the lSth day oi Marcli , 20i2 (tiie "Convnencement Date") ai�d
eontinuing tl�rougl� the 14t1i day of March_ 2032, unless eariie�• t�r�ninated under tlie
provisinns of the Lease Agre�n�enf (t��e "I,ease Term" or "Term"}.
B. HOLDING OVER. If Lessee holds ovez- aa�d co�atinues in possessio�� of tlie Leased
Premises after tlie Term of this Lease Agreen�et�t expires, the holding ove�• r�ay be
coi�sidered by tlie Lessar, at the Lessoi's o�tion, a inonth to nionth tena�zcy bi�iding Les�ee
ta aIl tei�ns and conditions as set forth her�in r�vith th� following exceptian: The renta�
�ayinent due Lessor hei•ein shall be the ainount per month at the last full mant�i af the Term
p�•ior to expiratioil af this Lease Agreement, payable on the first day of eack� month
tl�er�after, uvtil tl�e tenancy is te�•Ininated as pro�ided h�r�in. The holdi�lg ove�• te�ancy niay
be terini��at�d at a��y time Uy Lessor oi• Lessee upo�i thirty (30) days w��tten notice to tl�e
otl�er �ai�ty, or rnay be ter���inated by Lesso�• as a reniedy in accordance ��ith the terrms of this
Lease, as elected by Lessor.
IV. PAYMENTS RENTALS AND FEES
Lessee cove«auts arad agrees to pay Lessox, as considei-ation %r this Lease Agreement,
tlie follo��ving pay���ents, z-entals a��d fees:
A. LAND AND RENTAL. Rental sliall be due and payable to Lessor in t�ie sum of
twenty seveia cents ($ 0.27 per gross square foot, as detez�nined and provided in
Attaelunent "A", said sum being stip��lated herein as five h�ndred forty dollars ($ 540.00
per year (the "Origiiial Reut"), payable in two (2) �qual instal�tnents in the sum of two
l�undred seventy dollars ($270.00) each six (6) months, with t�e first payment to be inade
upon executian of this Lease Agz'eement and the secand payme�it due on or before
Se�tember 15, 2012. Thereafter, paymenfs shall be due on March IS and Septembez IS af
each year of the Lease Agreement. Lessee t�as th� option ta pay annual rentals and fees in
«�hole oi� or before the 1 st day of March at the beginr�.i.ng of the Lease Agreement and each
and every year of t11is Lease Agreem�nt
Natwithsta��dir�g tlie for�going, ihe aiu�ual rental will be z-educed by the cuirent lease rate
per squa�•e foot, as adjust�d by the CPI-U referenced in Section� �V.C., ti��les the number of
square feet con�prising ali easeme�lts established in accordance with Section Zi.E.
The reut �i•ovided lie�•ei�� sl�all be �1et return to Lessor, free of any loss, expense or charge,
i�ictuding ��vitiio�t linutation, mau�te�iai�ce, canstr�ietion, recanstiuciio�i, r�pairs,
replacem�nt, insur�tice, taxes and assessme��ts.
Page 6
B, LESS4R IMP�ZQVEMENTS RENTALS. None. There are no Lessor
Impravernents on the Leased Premises as of the Effective Date.
C. PAYMENT PENALTY ADJUSTMENTS. Al� payments due Lessor frorn Lessee
shall be made to Lessor at the offices ai tt�e Finance Departme�t of t.�e Ciry of Denton,
G�stomer S�rvice Division, 601 West Hickory, Dentan, Texas, unless otherwise designated
in ��r�ting by the Lessor. If payments are nat received on or befare the 15�' day �ollowing
the due date as identified in Section N, A of this tease Agreemeni, the lesser of the
maximum amount a�lowed by !aw and a fi�ve perce�t {5%) penalty, vc+itt be due as of the 16`�'
day. If payments are not received by the duc date of the suhsequent month, an additional
penalty of the iesser of the maximum amount allowed by law and one percent (1%) of the
�npaid rental/fee amount will be dtze, The lesser of the maxitnu� amount allowed by law
and one percent (1%} will be added on the �rst of each subsequent manth until the unpaid
renta�/�ee payment is made. Notwithsianding anything hereit� to the contrary, any such
penalty shall be limited ta but not exceed the maximt�m arnount provided by law, if any
The Originai Rent #'or the �,eased Premises shall be readjusted at the end of each
twa (2) year period durizag the Lease Term, starting on the 15th day of March 2U14 and
every two (2) years thereafter, an the basis of the propartiot� that the then current United
States Cor�umer Price Index for all urban consurners (CFI-U) for the Dallas-�ort Worth
Bureau of Labdr Statistics bears �o �e Nove�nber 2011 index, which was 2a4.283 (19$2-84
= 100}. Each rental adjustment, if any, shall occur an ihe 1 st day af March, beginning 2014,
and every s�cond year t�ereafter on such date.
The adjusttnenis in the yearly rent shall be determined by rnuttipiying the Original
Re�t by a fraction, the numerator of which is t�e index number for the lasi manth prior to
the adjustment, and the denaminator of which is the index number applicable at the
executian of this Lease Agreement. If the product of this multiplication is greater than
the Original Rent, Lessee shall pay this g�cater amoun# as the yearly rent until the time oi
the next rentaI adjushnent as called for in this section. If the product of this multipiication
is less than the Original Rent there shall be no adjustment in ths annua� rent at that time,
and Lessee shall pay the previous yea�'s annual rent until thc time of the next rental
adjushnent as called far fn this sectian. In no event shall any rental adjustment called for
in this section result in an annua� rent less than the pre�ious yeat's a�u�ual ren#. The
adjustment sk�all be li�ited so that the ann�at rental payment detern�ined far any given
two-year period shall no# exceed the annual rentai payanent calculated for the pre�ious
CPI ad3ustrnent by more than tweuty �ercent (20%) percent.
If the consumer p�ice index for all urban consumers (CPI-i� for the Da11as-Fort
Worth geographical region, as co�npiled by the U.S. Department of Labor, Bureau of Labar
Statistics, is discontinued during the Lease Terr�, t�ie remaining rental adjus�ner�ts called for
in this sectian shatl be made using the for►nula set fortl� above, 6ut by substituting the index
numbers for the Cansumer Pric� Index-Seasanalty Adjusted U.�. City Average For All
Items For Ali Urban Cor�sumers (Cl'I-U} far the index numbers for #he CPI-U applicab�e ta
the Dallas-Fort Worth geagraphical regian. If both the C�'Z-U for the Dallas-�'ort Worth
Page 7
geographical region and the U.S. City Average are discontinued during the Lease Terrti, the
remaining rental adjustmen#a calied for in this section shall 6e made usit�g the statistics of
t�e Bureau of Labor Statistics of the United States Depa�ment of Labor that are cnast nearty
comparabf� to �he CPI-U applzcable to the DaUas-Fort Wo�tk� geographical region, Yf t�e
Bureau of Labor Statistics of the United States Department of Lahar ceases to e�st or
ceases ta publish statistics conce�rnir�g t�e purehasing power of t�e consumer c�ollar during
the Lease Term, the r�maining rent�i adjustments calt� far in th�s section shail �e made
using the mosE nearly campara6le statistics published by a recagnized financial autharity
selected by Lessor.
V. _R_IGHTS AND OBLIGATIONS, nF, LESSEE
A. US� OF LEASED PREMISES, Lessee is granted the non-exclusive privilege to
engage in owner/operator activities providing anly ti�e fol�owing avia�ion serc+ices:
1. Hara�ar and Off,ce,, Sgace Leasin�. Lessee is granted tha non-exclusive right
to rent hangar and offce space,
2. General Aircraft Maintenance, Lessee is granted the non-exclusi�e right to
condnct airframe and power pfant rnaintenance services,
Lessee, its tenar�ts, employees, invitees and gu�sts shall nat be authorized to conduct
any services not specifically listed in this Lease Agreement. The use af the I,eased Preinises
by Lessee, its tenants, employees, in�itees or �ests shall be limited to only those private,
commercia(, retaif or indust�ial ac�ivities having to do with or related to airports and avia-
tior�, as pro�ided herein. Except as speci�cally autharized in this Lease Agreement, no
�erson, business or corporation may operate a commercfal, retail or industrial bus'tness �pon
the Leased Premises or �pon the Airpart withauE a lease or licens� from Lessor authorizing
such comrnercial, retail or industria! activity,
B. STANDARDS. Lessee shall meet or exceed the following standards and perform
ihe following activitzes or actians:
1. Address. Lessee shall file with the Airport Manager and fCeep current its
mailing addresses, telephone nu�bers and cantacts where it can be reached in
an emergency.
2. Lis . Lessee shail file with the Airpor� Manager and keep current a Iist of its
sub-lessees and shalf keep curren� and provide to the Airport Manager, as
reques�ed, a list nf all ai�craft harigared or tied down on the Leased Premises
witt�in the previous twelve {12) cnonth period,
3. Conduct. Lessee shall contracivalIy require its employees and sub-lessees (and
sub-lessee's invitees) to abide by the terms oi this Lease Agreement, Lessee
shall promptly enforce its contrachaat rights in the event of a default of such
Paqe 8
cavenants by such employees and sub-�esscaes (and sub-�essee�s ir�vitees).
4. Utilities Taxes and Fees. Lessee shal[ meet and pay ali expenses and
payments in connectio� with the use ofthe Leased Prennises and the rights and
privileges herein granted, including the ti�nely payment af utilities, taxes,
permit fees, license fees and assessments lawfully levied or assessed.
5, Laws. Lessee, at L�ssee's sole cast and expense, shall corr,piy with a11 current
and fiiture federal, state and locat iaws, rules and regulations which may apply
tv the conduct of business contemplated and/or occupation of the Leased
Premises, includit�g rules, rsgu(a�ions and ordinances promulgated by Lessor,
and Lessee shail keep in effect and post in a prominent pIace ali necessary
and/ar required licenses or �rmi�s,
6. Mainten_ ance of �ropertv. Lessee shalI be responsible for the maintenance,
repair and �pkeep of all property, buitdings, pa�ing, structures and
improvements, including the mowing or elimination of grass and other
�egetation an the Leased Premises and the Lessee Impravements conshucted
on the Public Area, if any, and shall keep the I,eased Premises neat, cleac� and
� respectabte canditian, free from any objectionable matter ar thing, inc�uding
trash or debris, Lessee agrees not to �tiliz� or permit others to ut�l�ze areas on
the Leased Prerr�ises which are �ocated on the outside of any hangar or
building for the storage of wrecked or permanently disabled aircraft, aircraft
parts, automobiles, vehicles of any type, or any ot�er ec�uipr�ent or items
which would distract fram the appearance of the Leased Premises.
7. Pa�ntir► o�ldin�s. During the Lease Term, Lessor shall have the right to
—
require, not �nore than once every five years, that the m�tal exteriar of
hangar(s) and building(s) located an the Leased Premises be repainted. 1"he
Lessor may reyuire Lessee to repaint said exteriors according to Lessa�'s
specificatians (to specify color of paint, qualiry of work►inanship and the year
and month in which the hangar(s) and building(s) are to be painted, if neec�ed.)
Lessee shalI complete the painting in accordance with such spec's�cations
�vithin one (1) year o�receipt ofnotice fram Lessor. Lessee sha(1 pay al( costs
and expenses involved in the hangar or building painting process.
$. Unauiharized Use of Leased Premises. Lessee rr�ay nat use any of the Leaseci
Premises for any use not authorized herein u�less Lessor gi�es Lessee prior
written approval of such additional use. Without limiting tl�e foregoing, ihe
Leased Premises shail not be used for the operatian of a nnotel, hotei,
restaurant, private club or bar, apartment house, storage o� recreational
�ehicles, ata�omobiles, or marine vehicles, flea market type sales, or for
industrial, commerciai, retail, or other pur�oses, except as expressly authorized
herein.
9. Dwellin�s. No dr�elling or domicite may be built, moved to or established on
Paqe 9
or withi� ihe Leased Premises, nor may Lessee, iis tenan�s, ernpioyees,
in�itees, or guests be pe�nit�ed to reside or remain as a resident on ar within
tha Leased Premises or other Airport premises. Lessee may have a pilat
lounge, incluciing restroo�n and shawer facilities, for use by flight crew and
passengers,
1�. uit Possessian. Lessee sk�all quit possessinn of the Leased Prernises at the
end of the Lease Term, or upon cancellation or termination of thc Lease
Agreement, and deliver up the Lease Premises to Lessor in as gaod condirion
as existec� w�en possession was ta�Cen by Lessee and �s Lessee has
conshucted, or accepted at the beginning of the Tercn, ir�cludir�g the Lessee
Improvements and Lease Improve�ents provided in Sectian II.D, and Article
VIII, herea� reasonabte wear and tear excepted.
11. Indeznnitv,,,and,,R�Ie�ase. Lessee shall indemnify, hoid harrr�less and de%nd
the Lessor, its officers, agents, elected officials and employees, and hereby
releases Lessor, its afficers, agents, elected officials and employees, from
and against any and all claims, liens, suits, liabiliti�s, ca�ses of action,
demands, tasses, damages and/or actians for damages, injuries to persans
(incIuding death}, property damage (inc(uciing Ioss of use), iost profits, and
ex�enses, including court costs, attorneys' fees and o�her reasonable costs
(collectively,`�Claim��, occasioned by, arising frorn or incidental or related ta
the Lessee's occupancy or use of the Leased Premises or the Airport, the
activities af Lessee andlor any party acting under the authority of, or rights
granied by, Lessee conducted in connection with ar incidental to this Lease
Agreement, and/or Lessee� breach or default under this Lease Agree�nent,
including without timitatian all such Clairns based on common,
constitutional or statutory law or regu�ation, whether existing as o� the daie
hereaf or as may be created or recognized hereafter, Lessee must at all
times exercise reasonabte precautions on behalf o� and be solely responsible
far, the safety o#' its O�IC�PSi emiployees, agents, customers, visitors,
invitees, ticensees and oiher persons, as well as the Leased Premises and
Lease Improvem�nts, while in, on, or involved in any way with the use or
occupation of the Leased Premises.
Without limiting the indemnity and release provided herein, the Lessor shall
assume no responsibility or �iability for harm, injury, or any damaging events
which are directly ar indirectty attributable to premise defects, whether rea(
or al�eged, which may now exis� or which may hereafter arise u}�on the
Leased premises, responsib�lity far aIl such defects being expressiy assumed
by the Lessee. The Lessee agrees that, wit�aut limiting ths inde�nity and
release provided herein, this indemniiy and release pro�ision applies to ali
Claims arising frorn all premise defects or related to the condition af the
Leased Prerr�ises and/ar the Lease Improvements, af any kind or type.
THE LESSOR AND THE LESSEE EXPRESSLY INTEND THIS
Qaga io
PROViSION T4 RELEASE LESSOR ITS OFFICERS AGENTS
ELECTED OFFICIALS AND EMI'LOYEES AND TO RE UIRE
LESSEE TO INDEMNIFY AND DEFEND THE LESS� ITS
OFFICERS AGENTS ELECTED OFFICIALS AND EMPLOYEES
�R4M AND AGAINST ALL MATTERS SET F4RTH IN THIS
SECTION V.B.I1. FROM THE , CONSEOUENCES QF, CAUSFD BY
OR RELATED TO THE LESSDRS OWN NEGLIGENCE QF ANY
KIND TYPE �R DEGREE E�CEPT AS SPECIFICALLY PROVIDED
BELOW. NOTWITHSTANDZNG THE TERMS OF 'THE PRECEDING
SENTENCES THIS INDEMNITY AND RELEASE PROVISION DOES
NOT APPLY TO ANY CLAIM WI-iFRE THE INNRY DEATH OR
DAMAGE RE�ULTS FROM THE S4LE NEGLIGENCE OF THE
LESSOR UNMIXED WITH THE FAULT Q� ANY OTHER PERSON OR
ENTITY.
The provisians af this �ection V.B.11. shall survi�e t�e expiraiion and
termination oithis Lease Agreement.
I2. CheinicaIs and Other Substances. Lessee shall proper�y stare, use, collect and
dispose of a11 chemicals, cheanical residues, paints and/or any other pollutant,
contamit�an�, intermediate, Ykc�ZAl'dOUS 5UE75�TiCB, waste, asbestos containing
material, petroleum product and any substance containing ar�y o� the abo�e
f�hemicalj; ta properly store, confu�e, collect and dispase of Chemicals,
including without lirnitation, paint spray in the atmosphere; and to comply
with all Iocal, state and federal statutes, rules, regulations and ardinances
governing the storage, handling, use or disposal of such Chemicals, Further,
the Lessee shaii be soleIy responsible for, artd without limiting the provisions
oiArficle V.B.11., shail fndemnify Lessor against any and a1l ciaims, losses,
Iiens, suits, �ines, (S�ilZ�t1E5, liabilities, damages, causes of actian and
demands, inciuding witha�t limiiation, costs, liabilities and damages
associated with t�e cleanup, reanediation and disposal of said Chemicals,
damage tv the environment or natur�l resources, properiy �ama�e andfor
injury, disease or death of any persan, related to discharges or releases,
whether accidental or intentional, of any Chemical or any other matter, claim,
lass, lien, suit, liability, da�age, demand or cause of actian associated with or
related to the Chemicals.
13. Hazardous Activities. Shautd Lessee violate any statute, rule, restriction,
order, ardinance or regulation of the City of Denton or the �ederal Aviation
Administration, or arry other regulatory a�thority, or should the Lessee
engage it� or permit a�er persons or agents to engage in activities wh�ch
could praduce hazards or obsiruction ta air naviga#ion, obstcuctions ta
�is�hility or interference with any aircraft navigatianal aid station or de�ice,
rvhether airborne or on the ground, ihen Lessor sha11 state such violation in
writir►g and deliver written notice to Lessec or, if so elected by Lessor,
Lessee's agent on the Leased Premises, or to the persan(s) on the Leased
Page 11
Premises who are causing said viotation{s), and upan c�elivery of such written
notice, Lessar shall hava the right to demand that the person(s) res�onsible for
the violation(s) cease ai1{( dS515i from ali such acti�ity creating the
vioiation{s). In such event, Lessor shall ha�e the right to demand that
correcti�e action, as reyuired, be commenced immediately to restore the
Leased Pre�nises into cor�formance with the particular sta�ute, rule, res�riction,
arder, ordinance or regulation being violated or to remove or remediate any
hazard describ�d herein. Should Lessee, Lessee's agent, or the person(s)
responsibte for the violatipn(s) fail to cease and desist from said violatio�(s)
and ta i�nmediately commence carreckir�g the violation(s), and to com�iete
said carrections within twenty-four (24} hours fallowing written notification,
then Lessor shall have the right ta enter nnto the Leaseci Premises and correct
the vialation(s) at the sole cost and expense af �.essee, a�d Lessar shall not 6e
respansib�e far any damages inc�rred to any improve�en�s on the I.cased
Premises as a result of the correetive action prt>cess. In addition, such
�iolation shal� be considered a material deiau�t by Lessee authorizing Lessor,
at its sole aption and discretion, to immcclia#e1y termutate and cancel this
Lease Agreement and to exercisa any and ali ather rights and remedies
available to it under this Lease Agreement.
C. SIGNS. No signs, posters, ar other simitar devices f`Signag�� shall be placed an tha
exEeriar of the Lease Impmvements, Lessar Irnprovernents, if applicable, or on any po�tion
of the Leaseci Premises or Airport praperty without ihe prior wriiien approval af Lessar.
Lessee, at its sole expense, shall be responsible for the creation, installatian and mainte�ance
af all such Signage. Lessee, withou� limiting the general nature of Section V.B.11., shall
pay ta Lessor arry and ali damages, injuries, or repairs resulting from the instaItation,
r�aintenance or repair af any such Si�,mage. Any Sigmage placed on the Leased Premises
shall be �ai�tained at all tirraes in a safe, neat, sightiy and goad physica( condition. AIl
signage shali be rernoved frorn the Leased Premises by Lessee immediately �pon receip� af
iunsfruotions for removal of same fro�n Lessor, including without limitation, upon expiration
or termination of this Lease Agreement. If Lessee fails to remave the Signage then Lessor
may do so at the sole cast and expense of Lessee. Sub,�ect tn approval by Lessor as provided
herein, Lessee may place two wall signs, no greater than thirty-two square feet each,
identifying the commercial hangar operatzon. Notwiihstanding anything contained herein to
the contrary, alI signage shall eomply with all applicable City of I)enton ordinances,
inaluding t�e City o�Denton sign ordinance.
D. ENTRY. Lessor and its designees shall have the right to enier the Leased
Premises upon reasonab�e advance natice {written or oral) and at any reasonabie times for
the purposes of inspecting the Leased Prerr�ises, performing any work whicl� Lessor
elects to �erforrt� u�der this Lease Agreement, and exhibiting the Leased Premises for
sale, lease, or mo�tgage. Nothing in this section s�all imply any duty upon Lessor to dv
any work or perfortn ar�y acti�ity, which under any other provision of this Lease
Agreernent Lessee is required to perform, and any perforanance by Lessor shalt not
cnnstitute a waiver of any default by Lessee hereunder<
Page 12
VI. COVENANT� BY LESSOR
Lessar hereby agrees as fotlows:
A. PEACE�UL ENJOYMENT. Upon payment of atl rent, fees and perforrnance of
the co�enan#s and agreements on the part of Lessee to be perfarmed here�ncfer, Lessee
(subject to the terms and conditians af this Lease Agreement) shall peaceably hold and
enjoy the Leased Pre�nises and all rigk�ts and pri�ileges herein g�anted; however, Lessee
accepts this Lease Agreement subject and su6ardinate to any recorded mortgage, deed of
trust, or ather lien presently exis#ing upon, or to any other matter of record i� the Real
Property Records of Denton County, Texas andlor that Lessee is otherwise cl�arged with
notice or inquiry notice, aff'ecting the Leased Premises.
B. COMPLIANCE. Lessee will not be legally liable far at�y action of �respass or
similar cause of action by �irtue of any aerial operations of adjoining property in the course
afnormal take-offand Ianciing procedures from the Airport.
VII. WEIGHT LIMiT OF AIItCRAFT
A, Ri�tWAYS AND TAXIWAYS. Lessee shall �itnit alI aeronaunca� activity,
including without limitation, Ianding, ta�Ce-off and taxiing, to aircrRft ha�ing an actuaI
weight, including the weight of its fuel, of t�irty thousand {30,000} po��ds or less, �antess
and until such time that the runway and designated taxiways on the Airpor� have been
improved to handle aircraft of such excessive weights. It is fur�her agreed t�at, based an
qualified engineering studies, the weigh�t resirictions and provisions af this clause inay be
adjusted, up or down, and that Lessee agrees ta abide by any such changes or re�isions as
such stuciies may dictate. "AeronauticaI aciivity" referred ta iir� #.�is clause s�all include any
activiry of the I.essee or its age�ts or subcontractars, anci its custamers and in�itees, but shall
not incIude those activities over which it has no saiicitary part or control, such as an
unsolicited or unscheduled ar emergeney Ianding. Violatian of the provisians of khis section
an two or more occasions during the Term shall be su�cient to ca�se (i) the immediate
tecmination oi this Lease Agre�ment, vvithout oppartunity to cure by Lessee; (ii) shall
otherwise constitute a default hereunder wherein Lessor may resprt to all other reanedies
provided in this I,ease Agreement; and (iii} without limiting the pravisions of Section
V.B,I1,, subject Lessee to (iability for any damages to the Airport that might result.
Nat�ing contained herein shall be construed as creating an� obligation on the part of I,essor
to imprave or �nodify any pari of the Airport.
ViII. LEASEHOLD IMPROVEMENTS
A. ADDITIQNAL C4NS'TRUCTION OR 1MPROVEMENTS. In addition ta the
Lessee Impro�e�ents, s�bject to the terms of this Articte VIII, Lsssee may construct upon
ihe Leased Premises, at iks awn cost anc� expense, buildings, hangars and strucfures, that
I,essor and Lessee mutualiy agree in their discretion, are necessary for use in connection
with the operations authorized by this Lease Agreement f`Additional Iit�provement��; pro�i-
ded however, Lessee shall camply with aIl ofthe requirements af this Article VIII.
Paqe 13
B. R(}iTIREMENTS FQR LEASE, IIvIPROVEMENTS. Befare comrnencing
construction acti�ities reiated to t�e Lessee Impro�eanents andlor the Additional
Improvements upon the Leased Prernises {the Additional Impro�ements and the Lessee
Iraprove�nents are colIectively referred to in this Lease Agreement as the `Lease
�provementsj, Lessee shall submit ta Lessar:
1. Docu�nentation, specifications, ar desig� wor(c, prepared by an architec�
andior engine�r selected by Lessee which sha11 be reviewed and approved by
the Lessor, which sha�l establish that tk�e improvements to be built or
constructed upon the I.eased Premises and P�blic Area, if a�plicable, are in
confortnance with the o�erall size, shape, calor, quality and design, i�
appearance and structure of the program established hy Lessor an the
AirpOrt,
2, Ali plans and specif�cations sl�owing the locatipn upan the Leased Prert�ises
and Public Area, if applicable, oi the proposed constructian and
itnprovements.
3. The estimated cost of such consEruction.
No constcuction may commence until I.,essor has approved the plans and specifications and
the Iocation of the I.ease Irr�pro�ements and the PubIic Area, if applicable, and the estimated
COStS O� SL�C�I COriS�TUC�IOri. Approvat by the Lessor of construcrian in conformity with t�e
te�ns of this Lease Agreement shall nat be u�reasonabty withheld.
B.1. C4NSTRUCTION OF LEASE IMPROVEMENTS.
1. Constn.iction arid modif�ca#ion af the Lease Tmpro�e�nents shall be
perfar�ed in a good and worktr�anlike manner and in compliance with all
applicable building codes, rules, standards, zoning and other ordinances and
ali state and federal standards (including, without limitation, Title IlI af the
Americans With Disability Act of 199Q, any state statutes, go�erning
handiaapped access or arc�itec�ural barriers, and aIl rules, regulatians and
guidelines promulgated under such laws, as amended from time to time}.
2. WLt�lOU� IitT►ltJri� ��e p�OVI5IO11S Of SCCtiOil V.B.I1., Lesse� shall promptly
pay and discharge ail costs, expenses, claims for damages or injury
(including withaut limitation claims for persona� it�jury or d�ath, or praperty
damage ar dest�uction, or economic loss), Iie�s and any and a11 ot�er
liabi�ities and obligations which acise in connection wiih such construction.
3. Lesse� shall cause each contractor performing any work or otherwise
occupying the Leased Premises or Public Area andlor Airport related ta the
Lease Improvements or pursuant to the authority provided �o Lesses
hereunder, to inde�ify the Lessor and its af�eers, agents, elected offcials
eage 14
and employecs to the same extent pro�ided by Lessee to Lessor in Scetian
V.B.11..
4. Lessee sha11 properly and timely submit #o the FAA, TxDOT, and any Qther
gavernmental entify or agency having jurisciiction regarding the Airport, a
Notice of Praposed Construction and any and all other documents or
materials as may be required, when and as required.
5. Wiihout limiting #he rights ta Lessor providec� in Sect�on V.D., Lessor has
the right and is authorized by Lessee at all times during any canstruction
project ta enter u�on #he Leased Prcmises io abserve the performance oF
such consiructian. Nothing contained herein shatl be construed as an
a�ligatian, of �ny ki�d or type, on the part of Lessor related to the
const�uction activities andlor to ass�re Lessee�s compiiance with the
provisions of this Lease Agreeme�t.
6. No later than thirty (30) days ai�er completion of the Lease Improvements,
Lessee shal� su6mit to Lessor detailed as-built plans of the Lease
Improvements atad docwnentary e�idence acceptable to Lessar evidencing
the tatal cost to cor�,struct the Lease �nprovements f�ost to Construct Lease
Impro�ement��.
7. No improver�nents to the Leased Pre�ises, including without Iimitation, the
Lease Lnprovements, may be removed from f.�e Leased Premises during the
Term hereof, �nless otherwise specifically authorized herein,
8. Lessee shall cause the general contractor ia obtain {i} payment bands for
construetion eantracts greater than �ifty Thousand and �za/lOD Dollars
($50,000}; and (ii) pay�nent and performance bonds for cansh�ucrion
contracts greater than One Hundred Thousarid and no/100 Dollars
($100,000), for each cor�struction act��ity on the Leased Prernises and �ublic
Area, if applir.able, each naming the Lessor as an Additianai Obligee.
Le�see shall �urnish such bonds to Lessor prior to any vc�ork on the Leased
Premises or Public Area, if applicable. Additionally, any and all insuran.ce
provided by the general cantractor to Lessee shall name the Lessor as an
Additional Insured and/or Loss Payee, as applicabie, and provide the
fol�owing coverages, at a minimum:
• Commercial General Liability -$1,O�a,000 per occurrence and $2,OD0,000 aggregate
• Business Automabile Liability -$500,000 per occurrence and $I,000,000 aggregate
• Worker� Compet�satiar�Statutary Litr�its
• BuildePs Rislc {if applieab1e�104% ofthe completed �alue
Page 15
C. OWNERSHIP OF IMPROVEMENTS. Except as othen�vise pravided in tliis Lease
Ag�•eei��ent, t�ie im�rove���ents now located, or co��sn-ucted a�- to �e co�ist�-�cted upo�� t11�
Leased Premises by Lessee (includi��g ��ithoiit Iimitation, tl�e Lease Tinprovements), but
excluding t�e Lessor Improvey��enfs, if a�ry, shall remain the prope��ty of Lessee during the
Lease Tenn si2hject to the following conditions, teims �id pravisions:
Upon tlie tei�rnination of tlus Agreer�iei�t, whet��er by expi�•ation af tl�e Term
hereaf ar for a�iy ot�ler reason w�atsoever, except by reason af defauit an t��e
pari of Lessee, Lessee shall have the �•ight to remove all tl�ase �•eal prope�ty and
sfructural irnp�-oven�ents having been made priar to the Effective Date as
described i�a Section II. D of this Lease Agreement, other than L,essor
Improvements, if any, owned by Lesse�, fiom the Leased Premises, but Lessee
sl�all be required to repair any daanage to the Leased Prei�uses caused by sucli
remaval in a gaod and warl�naz�like zna�aner a�id at Lessee's sole cost and
e�pense; provided llowever,
(i) if Lessee is in default he�'eunder, Lessee s�all forfeit the �7ght to �•�move all
t��ose r�at property and stn�ch�ral innprovements having been made pz-�or to
the Effeeti�te Date a��d now exisiing o� the Leased Pren7ises; and
{ii) if Lessee is i�i defai�lt hereunder, Lessor inay elect to requi�•e Lessee fo
reino��e all o�� part of the unproveme�its (other tl�an the Lesso�•
I�nprovenienis) froza� the Leased Premises prior to the ex�iration or earlie�•
teinlination of this Z.,ease Agreement a�id restare the Leased Prennises to
the condition in whieli ihe same existed as of the Effective Dake af this
Lease, in w�uch e�ent Lessee shall pron�ptly perform such removal and
��estoration ui a good and workmanlike tnanner and at Lessee's sole cost
and expe��se; and
(iii) Upon such expiratian ar earlie�- termination, Lessee shall deliver the
Leased Premises to Lessoz iza good condition, �•easonable wear and tear
e�cept�d, and sha11, at Lessor's i•equest, execute a recordable instiument
evidencing the tern�inat�on of this Agreement, expressly stating the
terminaiion or expiration date thereo£
2. Tl�e Lessor In�provements, if any, sl�all ren�ain ii�e p�ope��y af Lessor at all
times dui�ing and after tiie expiratian or earlier termination of this Lease
Agreei�ient.
3. Nothing contaij�ed he�•ein shall be cons�rued to Iunit o�• prohibit Lessor and
Lessee fi•om �n�tually agreeing to eitlier (i) amend o�• jnodify this Lease
Ag��eement or, (ii) enter into a new agreement ta supersede and replace tlus
Lease Agreenlet�t. However, nothing contained herein shall be dee�ned or
construed ta req�ire a��y amendi��ent or n�odification of this Lease oi• the
ente�7ng ijito of a new lease agreement. A�ly suc�� action shall be at the sole
anc� absolute discretian af Lessor and Lessee.
Page 16
IX. COLLATERAL ASSIGNMENT
A. CONSENT TO ENCUMBER. Lessee shall not collaterally assign this Lease or
otherwise encurraber the estate created by this Lease Agreement witk�aut the written
car�sent af Lessar, which such consent shall be at Lessor's sole discretion. As canditions
to such consent, Lessor may require from Lessee andfor #he Secured �'arty {herein so
called) any coznmihnent, condition or requirement deerned necessary ar ad�isab�e by
Lessor, inciuding wit�out limitation, �1'pVSS1011 �Of;
l. Express agreement that the Lessee shali �n no way be released from any of
its obligations under tt�is Lease Agreement, including withaut limitation,
the obligatton to pay rent;
2. Thc Secured Party to promptly provid� Lessor notice of any defauit by
Lessee in any obligation to Secured Party;
3. The Secured Pariy to provide notice to Lessor at Ieast fifteen (15} days
prior to (i} aceelerating any indebtedness owed by Lessee to Secured
Party; (ii} initiation of any foreclosure procsedings; andfor (iii) any other
actians to enforee any �nancial obligation of Lessee to Secured Party.
B. USE 4F LOAN PROCEEDS.
Any fi�ncis borrowed by Lessee in which this Lease Agreement or the
estate created by this Lease Agreement are utilized as security or
callateral, in whole or in part, may be used oniy for (i) obtaining fiands for
the construction af the Lease Improvements, as described in Section II,D.
and Arficie VIII hereof; (ii} for acquisitian of the leasehold estate created
by tk�is Lease; or {iii} any other purpose which may be appro�ed frorn time
to time by Lessor, in writing, in its sole discretion.
C. LIEN. No Iien caniernplated by this Ar�iele �X shali constitute a Iien on Lesso�'s
fee title. Any indebtedness secured by a lien againsc or on th� estate created by this Lease
Agreement or this Lease s�all at all times be and rema� inferiar and subordinate to
conditians, co�enants and obligations of t�is Lease Agrecm�nt and to a11 of Lesso�'s rights
under this Lease Agreement.
X. RIGHT OF EASEMENT
Lessor shall have the right ta establish easements, a# no cost to Lessor, upon the
Leased Premises for the purpose of (i) providing underground utility services to, from or
acrass the Airport property; or (ii) for the construction of public facilities andlor
infrastructure on t�e Airpart. However, any s�ch easements shall not interfere with
Lessee`s use of the Leased Premises and Lessor shall restore the Leased Premises to as
clase to its ariginal coz�dition as is reasonable practicable upon the installation of any utility
Page 17
services on, in, o�er ar under any such ease�nent at the cor►clusion of such canstruction.
Constn�ction within the easement upon the Leased Premises shall be camp�eted within a
commerciaiiy reasonabie time,
XI. SSIGNMENT OF LEASE
Lessee expressly covenar�ts that it (i} wiil not assign this Lease Agreem�nt; (ii} convey
more fihan fifiy percent (50°/n) of the voting inierest in i� business or entity as of the
Effecti�e Date a�' this Lease Agreetneni, through the sal� of stock or otherwise; ar {iii)
transfer, license, or su6iet the whale or any part of the Leased Premises for any purpose,
except for rentaI of hangar space or tie-down space for storage of aircraft only, without the
prior written consent of Lessor. Lessor agrees that it will not unreasonably withhold its
appro�al of such sale, sublease, trar�sfer, license, or assignment of the facilitzes for Airpart
related purpases. The pravisiot�s af this Lease Agreement shall remain bi�nding upor► t�e
Lessee and the sublessees and assignees, i£any, of Lessee.
XII. CASUALTY LQSS/CUNDEMNATI4N
A. CASUALTY/TOTAL OR PARTIAL DESTRUCTI4N. In the event the Leased
Premises, or any impro�errten�s lacated thereor�, are damaged by casualry, regardless af the
axtent of the damage or deslructian or whether insurance proceeds, i�' any, are su�cient,
I.esse.e shall, at its sole cost, risk and ex}�ense, prornptly, but in no event ta b� laier t�an s�x
(6) months after such casualty, commence and comp��te with diligenee, the restoration,
repair and/or replacement of any such itnprovements to subscantially the same condition as
they �xisted prior ta the casualty loss, conditioned upon the following pro�isions:
1. Any and all activities retated to the restoration, repa�r and replacement of the
damaged improvements, shall be subject to (i) Lesso�'s prior approval, as
provided in Sec#ion II.D. and Ariicle VIII, as applicai�ie to the
impz�avement affected by casualty; and (ii) the provisions set forth in this
Seciion XII.A.
2, Lessar, as lass payee under the all risk property insurar�ce coverage re�uired
by this Lease Agreement, shall be entitled to apprave disbursemen�s of the
insurance proceeds as restoration, repa�r and replacement activities are
completed by Lessee.
Lessee shall take arid camplete whatever actions are necessary, if applicable,
to obtain disbursement authority of insurance proceeds from any secured
party possessing a lien an the leasehold estate created by this Lease
Agreement.
4. in the e�ent Lessee faiis to prornptly commenc� restoratior�, repair and/ar
replacement of the damaged impro�+ements in conformance �vith the
pravisians hereof, Lessee shall be in default under this Leas� Agreemeni, in
which event Lessor may seek any remedies available hereunder, and Less�e
Fage IB
shall provide such endorseanents or take any other actions necessary,
incl�zding wit�out limitation, any action required of any secured party, to
cause all af the insurance proceeds payable due to suc� damage or casualty
Iass to 6e paid ta Lessor.
B. TOTAL OR PARTIAI, C4NDEMNATION.
1. If the Leased Premises or any part of the� are taken by eondemnation as a
result of any action or proceeding in eminent dorr�ain, or are �ransferred in
lieu of condemnation to any autharity entitled to exercise the power of
eminent doma�, this Artiole gaverns Lesso�'s and Lessee�s interest �n i�e
award ar consideration far the transfer and the affect ofthe talcing ar transfer
ofthis Lease Agreement.
2. In the event the entire Leased Premises are taicen or transferred as described
in Section XII.B.1., above, this L.ease Agreetnent and all the rights, titles
and interest under it will cease on the date that title to the Lease Premises
vests in the condemning authority, and the proceeds af the condemnation
s�all be the property of Lessor.
3. If an(y part af the Leased Prernises is taken or trae�sferred, as described in
Sec�ian XII.B1., abave, thi� Lease Agreeme�t shall terminate if, in Lessee's
reasonable judgmeni, the remainder of the Leased Premises is in such a
Iocation, ar is in such form, shape or reduced size, that Lessee's operations
cannot be effec�iveIy anct practicably operated upon the rer�taining partion of
the Leased Premises, In such event, this Lease Agreement and all righEs,
titte and interest u�der it will cease on the date that the title ta the portion oF
the Leased I'remises talcen or transferred v�sts in the condemning authority,
Thc proceeds of ihe condemnation shall be th� property of Lessor.
4. In the eve�t part of the Leased Premises is taken or transferred as described �
Seetion XII.B.1., abave, ar�d, in Lessee's reaso�able judgmen�, the remainder
of the Leased Premises is in such a�ocation and in such form, shape or size,
that Lesse�s operations may be effecti�e(y and practicably aperated on �e
remaining portion of the Leased Premises, this Lease shaiI terminate wit� the
respect to the portion of the Leased Premises #aken or transferred as of the
date title to suc� portion �ests in the condemning authority, but shall continue
in fi�Il force with respe�t to the portion of the Leased Preraises not talcen or
transFerred. Notwithscanding the pa�tial tezminaiion oft�is Lease Agreemen�,
Lessee shall pay ta Lessor One H�ndred Percent { 100%) of the rent due and
payable under this Lease Agreement as i� s�ch partial taking had not
accurred, The proc�eds of t�e candemnation shali be the propetty of Lessor.
5. Nofhing cantainet� in this Artic�e XII shall be const�ued to prahibit Lessor
fra�n valuntarily canveying aii ar part af the Leased Premises ta any party
with condemning authority under state ar federa( Iaws, however, any such
page 19
voluntary canveyance shall be treated as a taking within the �neaning of this
Articfe �I.
6. Notwithstanding the above, in the event the condeinning authority, as
described iui Sectian XII.B.1., above, is the Lessor, the proceeds oithe
condemnation attribz�table to #he Leased Premises s�all be ihe prapet�,y of
Lessee.
XIII. INSiJRANCE
A. REQUIItED INSURANCE. Regardless of the acti�ities conte;npiated under this
�,ease Agreement, Lessee shall tnaintain continuaus�y in. effect at all times during tha term
of this Lease Agreement, at Lessee's sole expense, the foll�wing minimum insurance
coverage:
1, Commercial General Liability covering the Lessee, its emplayees, agents,
tenan�s and independent contractors, and its operations on the Airport.
Coverage shall be in an amaunt nat less than $1,000,000 per occurrence and
provide coverage for prerr�ises/aperatians and contractual iiabiIity AND
where expost�re exists in the opinion of Lessor, eaverage for:
praductslconnpleted operations; explasion, collapse anc� undergraund
properiy damage; and environmentai impairment.
2. All risk property insurance on a one-hundred percent (Ia0%j replacement
cost basis covering lass or damage to all facilities and improvements
located on the �easeci Premises, either as a part of this Lease Agreement or
erected by the Lessee subseyuent to this Lease Agreement. Under no
circu�nstances shall the Lessor be liable for any dama�es to �"ixtures,
merchandise or otl�er personal properiy of the Lessee or its sub-lessees.
3, Business Automobile Liability to ir�clu�e coverage for Owned/Leased Autos,
Non-Owned Autos and Hired Cars:
For opera�ion in aircraft mavement areas the limit of liabiiity shall be
$100,000 per occurrence.
For other aperations ihe limit of liability shati b� consistent with the amount
set by State Law.
B. ADDITIONAL COVERAGES. In addition to the abflve referenced caverage, the
following insurance is ret�uired if, in the opinian of Lessor, the acti�ity or exposure exists or
is contemplated:
1. Aircraft �uel/Oil Starage and Dispensing — Comprehensive Commercfal
General Liability shall include coverage or separate co�erage for
Environrr►ental �npairment LiabiliYy.
Fage 2U
2. Aircraft Sales or Aircraft Charter and Air Ta�—Aircraft LiabiliLy in the
amount af $1,Op0,000 per occurrer�ce to include Hvll Coverage and
Liability. In addition, Passenger Liability in ar� amount af $�00,000 per
persan (per passenger seat) shal( be pravided.
3, Aircraft Rental ar Flight Trai�vrtg W Aircraft Liability in the amaunt af
$1,ODO,OQO per occurrence to inclt�de Hull Coverage and Liabilii�y, Passenger
Liability in the a�ount of $10a,000 per person (per passengar seat) and
Student/Renter Liability covering all users in the amount of $SOQ,000 per
occurrence.
4. Specialized Commercial Flying (including crap dusting, seeding, and
spraying, banner towir�g and aerial advertising, aerial phatography and
surveying, fire fighting, power Iine or pipe lune patrol) - Aircraft Liability in
the arnaunt of $1,000,000 per occurrence to include Hull Coverage and
Liabiliry. In addition, Passenger Liability in an amaunt of $104,fl00 per
person (per passenger seat} shall be pravided.
Aircrafi Siorage, Maintenance andlor Repair - Aircraft Liability in the
amount of $1,000,000 per occurrence ta include Hull Coverage and
Liability, In addition, Hanger Keepers Liability in the amount a�
$500,040 per occurrenee shai� be pravided.
The reyUirement %r Hangar Keepers Liability shall not app(y to individual
owner/operators whose primary use of t�e hangar space is the storage of their own
aircra$, The requirement does not apply to such individuals notwithstanding the fact that
they ►nay, from time to time, permit the storage of non-owned aircraft in the hangar space
and charge a fee for ihe storage of such aircraft so lang as such use is in the naiure of a
rent-sharing agreement rather than a commercial aircraft storage business.
C. COVERAGE REQIJIItEMENTS. All i�.surance coverage s�alX cornp(y with the
following rec�uiremen#s:
1. Ail liabiiity policies shall be endorsed to include the City of Denton, and its
a#�icers and ernployees as an Additional Insureci. All all-risk properiy
policies shal( be endorsed to name the Ciiy o� Dentan as a loss payee. All
required insurance policies shali pravide for a minimum of 30 days written
notice ta the City of any cancelIation or rnaterial change to the policy.
2. All insurance required by this I.ease Agreement must be issued by a
campany or companies of sound and adequate financial responsibi�iry and
autharized to do business in the State of Texas. All poiicies are subject to
the exarninat�on and approval of the Cit�%s office of Risk Management for
their adequacy as to conten#, form of protection and providing compar�y.
3, Required insurance naming the City as an additional insurec� must be
Page 21
primary insurance and nat cantributi�g with any other insurance available to
the City whether from a tl�ird party liability policy or other. Said limits af
insurance shall in no way limit t�e liability of the Lessee hereunder.
4. The Lessor shall be provided with a copy of all such policies and renewal
certi�icates. Failure of Lessee to camply with tt►e minimum specifed amounts
ar types of insurance as required by Lessar shall canstitt�te Lessee's default of
this Lease Ageement.
During t�e Lease Term, or any extension thereo� Lessor herein reserves the
right to, with 60 days not�ce, adj�st or increase the liabslity ins�rance a.m�ounts
required o�' the Lessee, and to require any additional rider, endorsement,
provisions, or certificates of insurance, anc! Lessee hereby agrees to provide
any such insurance req�ireme�ts as may be reyuired by Lessor.
XIV, DEFAULT BY LESSEE AND LESS4R
A. VENTS OF DEFAULT OF LESSEE. The term`Event af Default; as used herein,
shall mean the occurrence of any ane ar more of the following events:
1, FaiIt�C� O� LB55E6 �l} �O pay any installment df rent ar any other s�m
payable to Lessor hereunder; or (ii) to pay or cause to be paicf ad �alorem
taxes, utilities or insurance premiums, or any ather pay�n�nt which Lessee
is to make under this Lease Agreement, on the date that same is due and
such failure shall not be cured within �hirty (30) days after written notice
thereof to Lessee, un�ess a shorter notice period, or na rec�uirement of
notice, is atherwise specifically prescribed herein;
2. Lessee shall become insol�ent, apply For ar consent to the appointrr�.ent of a
receiver, trustee, custodian, interv�nor, liquidator or other simiIar affioial of
itself, the Leased Fremises, or all or substantial part of Lessee's �sse#s, make
a general assignme�t for the benefit of cred'stors, or cotn�ence a voluntary
case or actian under any applicable bankruptcy, rehabilitation, insalvency
or other similar Iaw now ar hereafter in effect;
3. A cour� having jurisdiction of or over the Le�sed �remises or Lessee shall
enter a decrae ar arder for relief in respect of Lessee in any case or
proceeding under any applicable bankruptcy, rehabiiitation, insolvency or
other sitnilar law now or hereafter in effect, or appointing a receiver,
trustee, c�stadian, intervenor, liquidator or other similar offiaial for Lessee,
the Leased Pretnises, ar aiI or a s�bstan�ial part of Lesse�s assets, or
ordering the winding up or lic�uidation of Lesse�'s af�airs and such decree or
order shall remain unstayed and in effect for a period of sixty {60}
consec�tive days;
4. Lessee shall inake a transfer in fraud of creditors;
Page 22
S. Abandonrne�t or cessatian of use of the Leased Premises for the purpases
leased by Lessee, as provided herei�, far a period of thirty (3�) consecutive
days; or
6, Lessee fails ta p�nctualiy and praperly perform, ke�p or ohserve any of the
tern�s, cavenants, agreer�ents or conditions herein contained and such
failure shat� not be cured within thirty (30} days after written notice thereof
to Lessee, �nless a shorter notice period, or na requirement of natice, is
otherwise specifcally prescribed herein.
B. TERMINATION AND REMEDIES ON DEFAULT BY LESSEE.
l. in the event of an Event of Default by Lessee, if such Event of Default
shall be continuing after the applicable notice of default period provided in
this Lease Agreement, if applicable, Lessor may decIare this �.ease
Agreement, and alI rights and interests created by it, termiaated. If Lessee
eteets to terminate, this Lease Agreement will cease as if the day of Lessee's
e�ection were the day originally �xed in the Lease Agreement far its
expiration. Lessor, at its aption, may resume possession of the Leased
Premises and re-le� them far the remainder of the Term at the rent
obtainable for the acc�unt af Lessee, wha shall make good any defciency
therein,
2. Any termir�ation of tl�is Lease Agreement shall not relie�e Lessee from the
obligat�on of paying any sum or sums due and payable to Lessor under the
Lease Agreement at the time of termination andlor a�y clairn for damages
tf�en or previously accruing against Lessee under this Laase Agreement.
Any such terminatio� shall nat prevent Lessor from enfarcing the payment
of any such sum or surns or claim for dainages by any reanedy pravided by
law, contract, eyuity, ar otherwise, includrng withou# limitatian,
recovering damages from Lessee arising from or re(ated to any defa�alt
under this Lease Agreement, All Lesso�'s rights, options and remedies
under this Lease Agreerrtent s�all be constr�ed to be cumulative, and no
one of them is exclusive af the ather. Lessar may purs�e any or aIl such
re�nedies or any ather remedy or relief provided by law, co�traet, equiry or
otherwise, whet�er or not expressly stated in this �,ease Agreement.
3. In the e�en� of an Event of Default by Lessee, Lessar may, but shall not be
required, rernedy the ��ent of Default by any necessary action and, in
car�ection with such remedy, may pay expenses and costs related to sucI�
curative efforts. In such event, Lessee shall pay Lessor for aIl sums
expendec� or abligations incurreci by Lessor in connection with curing
Lessee�s default.
4. Lessor and Lessee agree that, for the p�rposes of �asting noYice prescribed
Page 23
by Section 93.002 ( fl af the Texas Property Cnde, the front dodr of the
Leased Premises is the north facing hangar daor at 4888 Lock�eed.
C. EVENTS OF DEFAULT OF LESSOR. The terrr� `�vent of Defaulf; as �sed
herein, shall mean that Lessar defaalts in perfortning any term, agreement or covenant
thafi Lessor is reyuired to perfarm under the Lease Agreernent, and such defauli shall not
be cured within ninety (90) days after written natice thereof to Lessor describing with
specif city the claim o� default, along with all rec�uired aciions of Lessor to cure such
defauli. It is expressly agreed and stipulated tha# unfiI sueh notice af default is provided,
and such cure period has expired, no such act or event shal( be deemed an Event of
Dafault by Lessor hereunder.
D. REMEDIES ON DEFAULT BY LESS�R. If Lessor defaUlts in perfornr�ing any
t�rm, agree�nent or co�enant ihat Lessor is required to perfarm t�nder this Lease
Agreement, Lessee may, a#ter notice to Lessor, as prvvided in Sectian XIV.C., remedy
the E�ent o#' Default by any necessary action and, in cannection with such remeciy, may
pay expenses. Lessor shall pay �.essee all sums reasona6ly expended or reasdr�abie
obligations �ncurred by Lessse in connection with rerriedying Lessee's default, sa lang as
such clairned default is an Event af Default hereunder. Lessee fnay, if not sa reimbursed,
deduct the costs and expenses fram rent subsequently d�e under this Lease Agreement.
XV. ASSUMP'I'ION BY UNITED STATES G VERNMENT
Lessee, subject to the terms hereof, may terminate this Lease Ag;reement and its
obligations hereunder, by providing thirty (30) days written notice, upon or within t.�irty
(30) days after the assumption or recapture by the United States Go�ernment, or any
authorized agency thereof, of the operation of the Airport and the Leased Preanises, ta the
result�g extent that the uses of the Leased 1'remises, as prescribed in this Lease Agreement,
catu�ot effectively and practicably 6e operated by Lessee, in the reasonable judgment of
Lessor.
XVI. MISCELLANEOUS PROVISI4NS
A. ENTIRE AGREEMENT. 'I'his Lease Agree�nent constitutes tt�e ent�re
understanding between the pa�ties and as of its Effective Date su�ersedes aII prior pr
independent agreem�nts between ihe �arties covering the sub�ect matter Y�ereof. Any c�ange
or modiftcation hereof shall be in writ�ng duly authorized and signect by both parties.
B. BINDING EFFECT. AiI cavenan�s, stipulatior►s and agreements herein shali run
with the land and extend ta, bind and inure to, the benefit of the legal representatives,
successars and assigns of the respective parties hereto.
C. SEVERABILITY. If a provision hereof shall be finally declarect void or illegai by
any caur� or administrative agency t�aving jurisdiction, �he entire Lease Agreemen� s�tall not
be void; but the remaining provisions s�ail eontinue ttt effect as �earty as possible in
accordanee with the original intent of the part�es.
Page 24
D. NOTICE. Notices ar other communicatians req�ired or permitted ta 6e given �nder
this Lease Agreement must be (i) gi�en in writing and personalIy delivered or mailed by
prepaid certified or registered �nail, refu� receipt requested; or (ii) transmitted by telephonic
facsimile, as follows:
l. If to Lessor, addressed ta:
City Manager
Ciry o£Dentan
215 E. McKinney Sireet
Denton, Texas 7620 �
Fax No.9�4D.349.8596
With copies to:
Airpart Managec
5000 Airport Road
Denton, Texas 7G207
Fax No. 940.
Gity Attarney
21 S E. McKint�ey
Denton, Texas 7G201
Fax No. 940.382.7923
2. If �a Lessee, addressed to:
Hangars Pius, L.L,C.
Mr. Tony Montgomery
9a4 Frenchtawn Raac�
Argyle, Texas 7622�
With Copies to:
Any notice provided herein shal� be deemed �o have been given (whether actually
received or not} on tha �ay it is personally detivered as aforesaid, ar, if mailed, on �he third
day af�er it is mailed as aforesaid, or, if transmitted by telephonic facsimile, �n the day such
notice is transmitted, whichever is earliest ta occur. Any party may change its address for
ihe purpases of this Lease Agreerr�en� by giving natice of such change to the other parties
2age 25
pursuant to this Section XVI.D.
E. HEADINGS. The headings useci in t�is Lease Agreement are intended for
convenience of reference o�ly and do nat define or limit the scope or meaning of any
provision of this Agreement.
F. GOVERNING �AW AND VENiTE. THIS I.EASE AGREEMENT IS TD BE
CONSTRUED IN ACCORDANCE W�TH THE LAWS O�' THE STATE OF TEXAS
AND IS FULLY PERF4RMABLE W DENTON COUNTY, TEXAS. EXCLUSNE
VENUE FOR ANY ACTION RELATED TO THIS LEASE AGREEMENT SI�ALL BE
S�LELY iN A C4URT OF C4MPETENT JUR�SDICTI4N IN DENTON COUNTY,
TEXAS.
G. N4 WANER, No waiver by Lessor or Lessee of any defau�t or breac� of covenant
ar term of this Lease Agreetnent may be treated as a waiver of any subsequent default or
breach of the same or any other covenant or term of this Lease Agreement.
H, NO AGENCY. During all ti�nes that th�s Lease Agreement is in effect, the parties
agree �ttat Lesses shall not in ar�y event be deemed an agent or empioyee of the Lessor, nor
shalI this L�ase Agree�nent be cons#rued to create or constitute a joint enterprise.
I. FORCE MA3EURE. Nane of �ha ParCies s�all be in defau�t or atherwise liable far
any delay in or failure of performance under this Lease Agreement if suc� delay or failure
arises by any reason beyond their reasonable control, inc(udicig any act of God, any acts of
the co�non enemy or terrarism, the elements, earthqualces, flaods, f�res, epidemics, rio�s,
failures or delay in lransportation or communications. However, lack of funds shall not 6e
deemed to be a reason beyond a party's reasona�le contro�. Tn the event either par[y hereto
is not able to perform under this Lease Agreement due to an alleged event of force rx�ajeure,
as set forth herein, such party shall provide natice to the other party, on or befare fi�e (5}
calendar days after the occurrence of such event (i) specifically desc�ibing such farce
majeure event; (ii) describing with specificity the acts to b� taken by the party c�aiming
force majeure �a remedy the force majeure event; a�d {iii) the estimated time ta remedy the
force majeure event. In the �vent the notice as set %rth herein is not provided it shall be
deemed for all purposes that no such foroe majeure event has occuFred.
,�. RELEASE OF LESSOR. If Lessar sells pr transfers al� or part of the Leased
Pre�nises and as a part of the transaation assigns its interests as Lessor in this Lease
Agreement, then as of the effective date of the sale, assignment or trans%r, Lessor sttall have
no further lia6ility under this Lease to Lessee, except with respect to liability matters t�at
have accrued and are unsatisfied as of such date. Underlying this release is the partie� intent
that Lesso�'s covenants and obligations, express and itnplied, unde� this Lease Agreement
will bind Lessor and its successors and assigns only during and in respeet af tl�eir successive
periods of ownership of the underlying fee estate of'the Leased Premises.
K, LESSEE REFERENCES. In the event re�uested by Lessor, Lesse� shali deliver,
from ti�ne to titne as reyuested, credii and bat�lcing references as Lessor may reasonably
i'age 26
rec�uest, �iuring fi�ie teron +�f this Lease AgreeKne�t,
L. �v1EMt3�ANDUM OF LEAS�. Llpc�r� request c�f eit�er party hereta, tk�� pa�ies
shai� exec�zte t� IVI��no��a�nd���� c�f Lease fc�r t1�e �ur}�case of itnp�rting tQ tl�e public riot�ce af
ti�� e�istence af this L�ase A,gree�nen�, andl��• its subsequent at�lendment, tnodifca�ican aX
early tcrmination, to l�e fiied in the fieal �'�°�perty �tecor�is t�fl}enton Cou�ty, Texas.
M. AI��P()RT S��N�QR, l�otvui�l�stanc�in� at��y pravisiQrt �cc�t��aineci herein to t��e
eon�ra�y, Lessor may lu��ik c�r t�naporarily a�str•uct access ta th� Leased �'r�rnis�� and/or
1?u�(i� Ar�as ��t�e Ai�•por� in c.��nectian r�r��l� c�r �•elatecl to events c�ccu►•rit�g a� t�e Airpflrt.
L�ssee stipul�tes that �,essflty shaii i�avc such rigt�t ia lkmit or temp�rarily abs�r��ct such
access a�d ��reby �°eleases �.�s�or, its of�eers, elec�ed c►fficials, agents and employees firom
ar�y l�sses, damages or cI�uns c�f an�r kind c�r �y�e tl�at Le�see �nay hav� related to such
litniied Qi• c�k�sk�zcted �cc�ss, UnIess this �,ease A�r�em�ng crther�vise allows s����
Ql�structi�n or Lessor and �.essee othenvise agree, Lessor s�}a�l nat ��mpl�tely obst�ruct
�ccess tc� tl�� L�ased Pi�e�nises %r a per�c�d in ex�ess vf twersty`f���r (24} cansecukive %ours
relate� t€� such s��ci�l ev�nts.
i+�. �IJB�ESSEES A� ASSIGNEES. Ic� tlle ev�nt this I..ease Agre�m�ent provi�fes
�applica�rillty af any �af i�s pt•o�isions ta sub-le�se�� ��• �ssi�ns, such pp°ovisian shall be
de�rned ta mear� sc�lely tl�� sub-lessees or assignees c�f �essee, �s �na}r be per�r��tted �iy
L�ssor.
C�. TIM� OF ESSENCE. lt is eapressly agreec� by LessQr a�id Lessee t��at tirne is c�ftlie
��sence ��rith resp��� to t�3is L�ase Agreemer��.
IN WI7'�SS WHEitEOk', the p��ties hav� executec�' this Le�se Agreement as of th�
�ffective �ate first a�c�ve wri�en.
�ITTS" QF DE�T(��'ti�, '7 EXAS, �.ES �C�R
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BY. � � �_ .—� . �.�.
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G��RG C. CANIl'BELI,
CIT7C MANAGER
ATTE�T:
JE�ER WALTERS, CI'TY SECTtETAR`Y
Fage 27
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Ai�ITA BIT�.CiESS, CITY ATTO�tNE'Y
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BI�: � � ,:;� .��`'- {`'' �"` �`",�''��
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L�SSE�: I-I�IGARS PLUS, L.L.C..
BYc ��=° ��,�' �
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Page 28
AC�.N(IWLEDGI�NT�
TH� STAT� �F TEXAS�
COLJ�1"I"Y C)�' DEI�1'I`ON
���
This i�str��r�ent v�ras �eknawl�dge�{ k�e�'ore rt�e on the ,� day of °- f�. �.1-; 2012� by
G��rge C, Ca����bell, Ciky Mana�er ��' the �ity cif Dentan, Tex�s, on �e �alf e�#' said
li�l�nicipality.
��' .P C t�lV Ia F S� k; '��' �4 �'C � E� S
4�¢Y € ��
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�� _ ��E�Q�ry �°cs��li€� �t�ia� �f ��ix�� �
�,�4� �r[y E,c¢�������i��i��+ ���i��r�
��E�,�;�t��� i��re!�r����r � 4�, ��#� �
� .�.�„w� ����,. ��ryr��.�
- ��,
'I'�E STATE (�F '1"��AS
�t7UI�TY ()F I)ENTON
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3 ! '3� � . f,u ,., ."�. �v ± ,,.' :' �,%
NC� �'' �' I�C, �TATE 41' 'T�XAS
This instru�nent was ackano��ledger� t�efQre tne on t�ie � day of �' r��=�.,� c�, 2(f 12 by
�����v_�+���,���.P�, o� behalfof Hangat•sFl�s, L.L.G.
. �,��
� .�4� � d.-�''� .,
_ , i�I(7 AR'� �'UBBLIC, �TArT`E Cl� TE�A S
�
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e��� zs
�,..:��
�'��rtM� ��t�ir°�� Tex�s
ti�,�inca;l �P ���s.ae�nti�ns�
i ���► . ���
� . f �i
I3ISCLAIMEFi
Th%s dat�r has been cctmpiled fqr
NCTCC�G.
Various c�fficfa! and unaf�i��al
soure�s were used to gather this
informa4ian. Everyefforkwas made
ia ensure I�e accuracy ofthis
dats, however, no guarantee Is
given or fmplied as to ihe accuracy
oi said dala.
AIRPORT AGREEMENT
4888 LOCKHEED, DENTQN AIRPORT
ATTACHMENT "B"
Lessot• I�np��ovements
[NON�: 'I'here �vill I�e rro inr�ro��erlrenis provir�ed b,}� I essor, e�cept ris nur)� Ue set fo�Y{t i�a At7icle II,F„
`flccesti ia Utflitic:s"•]