22-1012ORDiNANCE NO. 22-1012
AN ORDINANCE OF THE CITY OF DENTON APPROVING A CONSENT TO SUBLEASE
BETWEEN EZELL AVIATION, INC. AND WESLEY PEARCE AND WILLIAM GARN, ATEXAS GENERAL PARTNERSHIP, DBA PRECISION AIRCRAFT MAINTENANCE FORTHE LEASE COVERING THE PROPERTY LOCATED AT 5011 SABRE LANE, AT THE
DENTON ENTERPRISE AIRPORT; AND PROVIDING AN EFFECTIVE DATE.
WHEREAS, on May 1, 1997, the City of Denton, a Texas home-rule municipal corporation
(hereinafter the “City”), entered into that certain Airport Lease Agreement (the “Lease“) with Ezell
Aviation, Inc. covering property located at 4855 Sabre Lane, 4933 Sabre Lane, and 5011 SabreLane, Denton, Texas, as more fully described in the Lease (the “Property”), at the Denton
Enterprise Airport (“Airport”), which Lease was approved by the City pursuant to Ordinance No.
97- 132; and
WHEREAS, Assignor has agreed to sublease a portion of its leasehold, as evidenced by
that certain Consent to Sublease, between Ezell Aviation, Inc. to Wesley Pearce and William Garn,
a Texas general partnership, dba Precision Aircraft Maintenance (“Assignee”); and
WHEREAS, the Lease requires written consent of the City for the Sublease to be effective,
and both parties have requested the City for such consent; and
WHEREAS, at the May 11, 2022 meeting of the Airport Advisory Board, the Board
recommended that the City approve the Consent to Sublease for the Property by a vote of 5 to 0 ;and
WHEREAS, the City Council deems it in the public interest to give consent to the subleaseagreement contemplated above; NOW, THEREFORE,
THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS:
SECTION 1. The findings and recitations contained in the preamble of this Ordinance are
incorporated herein by reference.
SECTION 2. The Consent to Sublease for the Property in the form attached hereto as
Exhibit A is hereby approved and made a part of this Ordinance for all purposes.
SECTION 3. The City Manager, or their designee, is hereby authorized to execute a
Consent to Sublease in the form attached hereto as Exhibit 1 and made part of this Ordinance for
all purposes.
SECTION 4. This Ordinance shall become effective immediately upon its passage and
approval.
1
The motion to approve this Ordinance was
seconded by 'Brian %athe following vote U - b] :
andmade by It>
This Ordinance was passed hAd approved by
Aye
b/F
b/
IZP
Nay Abstain Absent
Mayor Gerard Hudspeth:Vicki Byrd, District 1 :Brian Beck. District 2:Jesse Davis, District 3 :
Alison Maguire, District 4:
Brandon Chase McGee, At Large Place 5:
Chris Watts, At Large Place 6:
day of 2022
GERARD HUDY
PASSED AND APPROVED this the \1+
ATTEST:
ROSA RIOS, CITY SECRETARY L\\\t 11111//
_ ago/o . ZhI
APPROVED AS TO LEGAL FORM:
MACK REINWAND, CITY ATTORNEY
Digitally signed by Marcella LunnDN: cn=Marcella Lunn, o, ou=City
Date: 2022.05.10 14:52:45 <)5'00'
UK& email=maIcella.lunn@dtyofdent––aneam,aUS
of Denton.I )BY: wma
DocuSig n Envelope ID: A7EBDFAA-A5CF465A-B8D6-71FCD4E5BA4B
CONSENT TO SUBLEASE
This Consent to Sublease is made between the City of Denton, a Texas home rule municipal
corporation (“City” or “Landlord”), Ezell Aviation, Inc., a Texas corporation ("Lessee") and Wesley
Pearce and William Gaul, a Texas general partnership, dba Precision Aircraft Maintenance(’'Sublessee").
WHEREAS, the City is the sole owner and landlord of a pad site at Denton Enterprise
Airport located 5011 Sabre Lane, Denton Enterprise Airport (the “Property”); and
WHEREAS, the Property is subject to a ground lease, described as the Airport Lease
Agreement dated effective May 1, 1997, by and between the City, as Lessor, and Ezell Aviation
Inc., as Lessee (the “Lease”); and
WHEREAS, Lessee now wishes to sublease a portion of the leasehold, to the Sublessee
through the Lease Agreement attached hereto as Exhibit “A;” and
WHEREAS, Section VI of the Lease provides that it may not be rented or subleased, except
for the storage of individual aircraft, without the written consent of City, at City’s sole discretion,
and Lessee has requested the City’s consent; and
NOW THEREFORE, in consideration of the mutual covenants set forth herein and forother good and valuable consideration, the receipt and sufficiency of which is hereby
acknowledged, the City hereby consents to Lessee’s sublease to Sublessee, through the Lease
Agreement (the “Sublease Agreement”) attached as Exhibit “A,” under the following terms andconditions :
1. Sublessee certifies that it has reviewed the Lease and accepts the provisions applicableto the subleased area.
2. Lessee shall give the City copies of any written notice which Lessee gives to Sublessee
of any default by Sublessee under the sublease at the same time it gives notice to the
Sublessee. Any such notice shall be delivered as follows:
City Manager
City of Denton
215 E. McKinneyDenton, Texas 76201
with copies to:
Airport Director
Denton Enterprise Airport
5000 Airport Road
Denton, Texas 76207
Page 1
DocuSign Envelope ID: A7EBDFAA-A5CF465A-B8D6-71FCD4E5BA4B
City Attorney
City of Denton
215 E. McKinneyDenton, Texas 76201
3. In the event of any inconsistency between the terms and conditions of the Lease and
the terms and conditions of this Consent, then the Lease shall govern and control.
4. If any provisions of this Consent shall be held or deemed to be illegal, inoperative, or
unenforceable, the same shall not affect any other provisions contained herein; the
remaining provisions to remain in full force and effect.
5 . The City hereby represents and warrants that this Consent is made with proper authorityunder Ordinance.
6. This Consent to Sublease shall be governed by and construed in accordance with the
laws of the State of Texas. Exclusive venue for any action related to this Consent shall
be solely in a court of competent jurisdiction in Denton County, Texas.
7. This Consent to Sublease will bind and inure to the benefit of the parties, their heirs,
executors, administrators, successors in interest, and assigns.
IN WITNESS HEREOF, the parties have executed this Consent to Sublease as of the datewritten below
[Signatures on following page\
Page 2
DocuSign Envelope ID: A7EBDFAA..A5CF465A-B8D6-71FCD4E5BA4B
LESSEE:
Ezell A',# Texas corporation
iminBy:Name :
Title: President
LESSEE :
Wesley Pearce and William Garn, a Texas
general partnership, dba Precision AircraftMaintelance'DocuSigned by:
IMtLim (hI/1By:Name :
Title:WeslepBEc FaIOwner 111na 1
CITY OF DENTON
Landlord
By:Wu.gHPSar:ensley
City Manager
ATTEST :
ROSA RIOS, CITY SECRETARY 111111110
Jb,'/_lZ:?_
THIS AGREEMENT HAS BEENBOTH REVIEWED AND APPROVED
as to financial and operational
obligations_and. bu'sjness terms.'’ / DocuSigned by:
By: 1 gMt AMy
18cdi?tjtW7443A
Director – Airport, Facilities
Date Signed: 5/3/2022
APPROVED AS TO LEGAL FORM:MACK REINWAND, CITY ATTORNEY
Digitally signed by MaKella LunnDN: cn=MaKella Lunn, o, ou=CityBy: \N'LVCOil\ \J,YVk:1:i:'==hua.lunn@ci~demon.com, C=Date: 2022.05.09 17:46:20 -05’00
Page 3
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r Exhibit "A"
ORDINANCENO. ::+ O – /3)\
AN ORDHqANCE AUTHORIZHVG THE CITY MANGER TO EXECUTE AN AIRPORTLEASE AGREEMENT BETWEEN THE CITY OF DENTON, TEXAS AND EZELLAVIATION UqCORPORATED. FOR APPROXIMATELY 8.2 ACRES OF PROPERTYLOCATED AT THE DENTON MUNICEPAL AERPORT, WHICH PREEMPTS THELEASE ASSIGNED PER RESOLUTION NO. 97-020 TO EZELL AVIATION, INC.FROM FOX-51 LIMITED; AND PROvn)nvG AN EFFECTIVE DATE.
THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAPqS:
SECTION I. That the City Manager is authorized 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 contained within this agreement, which. is
attached hereto and made a part hereof r
SECTION II. The lease assignment per Resolution No. 97-020 to Eze11 Aviation, Inc.
from Fox-51 Limited is hereby preempted.
SECTION III. That this ordinance qhall become effective immediately upon its passage
and approval.
day ofPASSED AND APPROVED this the J
,LEE MAYOR
ATTEST:
JENNrEER WALTERS,-CITY SECRETARY
~:)~'-&bHa'p,
APPROVED AS TO LEGAL FORM:
HERBERT L. PROUTY, CITY ATTORNEY
C.'.W?DOCS\,ORD\MELL.DOC
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AIRPORT LEASE AGREEMENT
COMMERCIAL/FBO
WHEREAS:thTCity ofDmrLo Mle;ie
to enter into an airport lease agreement which amends the terms and conditions of the lease approved byOrdinance No. 97-120 between the City of Denton and Fox-51 Limited which was assigned by the Lessor onApril 15, 1997, per Resolution No. 97-020 to Ezell Aviation. Inc. i NOW THEREFORE
This lease and agreement is made and entered into this aday of -/ KJJk . 1997, but effective
May 1, 1997, by and between the City of Denton. a Municipal Corporation, situatedh Denton County, Texas,hereinafter called -Lessor”. and Ezell Aviation. Incorporated. a corporation of the gtate of Texas, located at
Stephens County Airport. Post Office Box 1793. Breckenridge. Texas, and whose registered agent is Nelson
Ezell. located at Stephens County Airport, Post Office Box 1793. Breckenridg8. Texas, hereinafter referredto as " Lessee.
In consideration of the premises and the mutual covenants, the parties agree that the land to be leased is the
following described land situated in Denton County, Texas:
I. PREMISES AND USE
A.FIxed Be$9 Qpgrrtqr Pr9mi ge
TRACT ''A"t; P
1 A 100 x 200 foot tract of land. bbing 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 approximateIY56,300 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 in Volume 127. Page 185 of the Deed Records of Denton County. Texas said point
lying in the South right of way line of FM Road 1515;
THENCE west along the south right of way line of FM Road 1515 a distance of 350 feet to a
point;
THENCE north along the west right of way line of FM Road 1515 a distance oF 1 ,000 feet to a
point
THENCE west perpendicular ta said right of way line of FM 1515 a distance of 870 feet. more
or less. ba point on the east edge of the pavement of the north taxiwaY;
THENCE north 13o50'41'' west along the east edge of pavement of said north taxiway a distance
of 10 feet to a point for a corner:
THENCE north 76'09'19" east perpendicular to said east edge of pavement a distance of 1 75
feet to the point of beginning;
THENCE north 13'’50'41" west 175 feet east of and parallel to said east edge of pavement a
distance of 220 feet to a point for a corner;
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THENCE north 76'09'19'’ east perpendicular to said east edge oF pavement a distance of 5 feetto a point for a corner:
THENCEnorth 13'’50'41" west 180 feet east of and parallel to said_e_ast_edg&o£pavemer_lt_a
FBFa–mBT2CICF@TfdFa point for a corner;
THENCE north 76c’09’19" east perpendicular to said east edge of pavement a distance of 100feet to a point for corner;
THENCE south 13'’50’41" east 280 feet east of and parallel to said east edge of pavement adistance of 200 feet to a point for a corner;
THENCE north 76'’09'19'’ east perpendicular to said east edge of pavement a distance of 60 feet
to a point for a cornec
THENCE south 13'’50'41" east 340 feet east of and parallel to said east edge of pavement a
distance of 220 feet to a point for a corner;
THENCE south 76'’09'19" west perpendicular to said east edge of pavement a distance of 165
feet to the place of beginning and containing 56.300 square feet of land. more or less, as shownon Exhibit "A". attached hereto and incorporated herein by reference.
PLUS,TRACT "B"
All that certain tract or parcel of land lying in the T. Toby Survey. Abstraq!-Number 1285. City ofDenton, Denton County, Texas. as shown in Exhibit B (Tract -B-), ancfdescribed as follows:
COMMENCING at the northwest comer of a tract of land as conveyed to the Nobles Company
by deed recorded in 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" west with the south line of said F.M, Road 1515 a distance of 265.14
feet
THENCE north O1'’50'39" west along and near a fence on the east line of Tom Cole Road adistance of 1 000.00 feet;
THENCE south 88'’09’21" west a distance of 902.71 feet to a corner on the east line an asphalt
taxiway;
THENCE north 12'’25'00" west with the east line of said taxiway a distance of 274.35 feet;
THENCE north 77'35'OO" east a distance of 340,00 feet to an iron pin set for southwest corner
of a tract of land described as property A in Resolution No. R91+)52. 8-20-1991, CitY of Dentop.
Denton County Texas and the point of beginning of the herein described tract;
THENCE north 77'’35'OO" east a distance of 389.60 feet to a point for a corneF;
THENCE south 17'’35'52" east a distance of 1 15.49 feet to an iron pin found at the southeast
comer of a tract of land described as property B in Resolution No. R91-052, 8-20-1991. CitY of
Denton, Denton County Texas and the point of beginning of the herein described tract;
EZELL AVIATION, INC. LEASE AGREEMENT - PAGE 2
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THENCE south 55'’35’52" west a distance of 280.53 feet to an iron pin for a corner;
THENCE south 77'’36'29" west a distance of 139.91 feet to an iron pin for corner:
THENeETTortht2'’250cY®ralKtm€–6f22c[cFfHa–hlhf®r@rRcaiaIFling73,766.18 square feet or 1.6934 acres of land.
PLUS, TRACT "C"
All that certain tract or parcel of land lying in the T. Toby SUIvey, Abstract Number 1285. City ofDenton, Denton County, Texas, as shown in Exhibit B (Tract -C'). and described as follows:
COMMENCING at the Northwest comer of a Tract of Land as conveyed to the Nobles Companyby deed recorded in 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 with the south line of said F.M. Road1515 a distance of 265.14 feet;
THENCE. north Of'50' 39" west along and near a fence on the east line of Tom Cole Roada distance of 1000.0 feet; ‘
THENCEt south 88'09'21" west a distance of 902.71 feet to a corner on !he east line of an
asphalt taxiway;
THENCE. north 12'25’OO" west with the east line of said taxiway a c# Stance of 274.35 feet;
THENCE, north 77'35'OO" east a distance of 340.00 feet to an iron pin at the northwest cornerof a tract of land described as property B in Resolution No. R-91-052, City of Denton. Denton
County, Texas;
THENCE, south 12'25’OO" east. with the west line of said 1.6928 acre tract a distance of 222.00
feet to an iron pin found at the southwest corner of said 1.6928 acre tract and the point of
beginning of the herein described tract;
THENCE1 south 77'degrees &{'34" west a distance of 154.52 feet to an iron pinset for the northwest corner of the herein described tract;
THENCE. south 12•25'00" east a distance 200.00 feet to an iron pin set fot the southwest corner
of the herein described tract;
THENCE. north 77.36'29" east a distance of 530.00 feet to an iron pin set for the southeastcorner ofihe herein described tract:
THENCE. north 07•49'03" west a distance of 306.14 feet to an iron pin found at the southeastcorner of said 1.6928 acre tract a distance of 280.54 feet to a found pin;
THENCE. south 55.35'29" west with the south line of said 1.6928 acre Rac;t a distance of 280'54
feet to a found iron pin;
THENCE. south 77.36'29 seconds west with said south line a distance of 1 39.90 feet to the polnt
of beginning and containing 120.841.858 square feet. or 2.7741 acres of land
EZELL AVIATION. INC. LEASE AGREEMENT ' PAGE 3
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The Fixed Base Operator tract. as described in Section 1. A., will comprise of a total
of 250,908.038 square feet or approximately 5.7569 acres.
Together with the right of ingress and egress to the property. in common-with others
a–atmi2Blmomy generally, subject to reasonable regulationsof Lessor. This right shall extend to Lessee’s employees, passengers, patrons. and invitees.
B.
Lessor does hereby demise and let unto the Lessee, and Lessee does hereby lease and take from the
Lessor, the land and facilities herein described. and the rights, licenses. and privileges in connection
with the use of such property and improvements as follows:
1.The use. in common with others authorized so to do, of said airport and all appurtenances,
facilities. improvements, equipment and services which have been or may hereafter be providedthereat
2 The operation of a transportation system by aircraft, the repairing, maintaining, conditioning.
servicing. parking or storage of aircraft or other equipment; the training of personnel and thetesting of aircraR and other equipment; the sale. disposal or exchange of qifcraft. engines.accessories, and related equipment; the servicing by Lessee of aircraft and other airport related
equipment, including the right to install and maintain on said airport adequat&.storage facilities,and appurtenances, including right of way necessary therefor; the landing, tqking off. parking.
loading. and unloading of aircraft and other equipment; the right to 19.gd and unload persons,property and mail at said airport. by such means as Lessee may’desire, with the right to
designate the carriers who shall transport Lessee's passengers and their baggage to and from
the airport, and. also. the further right to designate the carriers who shall transport Lessee's
airborne freight, if any1 to and from the said airport; the right to install and operate advertisingsigns. the general type and design of such signs to be reasonable and appropriate; the conduct
of any other aviation related business or operations reasonably necessary to the proper,
necessary and appropriate conduct and operation by Lessee of its business; and without in anyway limiting the foregoing, Lessee specifically agrees that. if Lessee elects to engage in or
provide any of the above services on the premises herein leased, Lessee will:
a. Provide service to the public on a non<iiscriminatory basis;
b. Conduct and operate its business and management in a courteous and efficient manner;
C If Lessee,provides tieqown service. Lessee will provide tie<lown service to overnight orother transient aircraft or aircraft remaining at the airport for twentY-four (24) hours or less;
d.If LeGge provides aircraft fuel services, Lessee will make available either by tank truck.
staUonary pump or other suitable dispensing equipment approved bY the Fire Marshall of the
City of DentonT the quality of gasoline and other petroleum distillates normally found at simila[airports; and all storage tanks for gasoline and other aviation fuels shall be placed
underground in accordance with the provisions of the Fire Code of the CitY of Denton for
underground ftammable liquid storage tanks.
e.Lessee may not use any of the leased land or premises for the operation of. a motel' hotel,
prIvate club or bar1 apartment house. or for industrial, commercial or retail purposes. except
as authorized herein, without the expressed written consent of Lessor'
EZELL AVIATION. INC. LEASE AGREEMENT . PAGE 4
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t ; Lessee shaH have the nonexclusive right to construct and operate a restaurant on the leasedpremises during reasonable hours as agreed to by Lessee and Lessor.
g.Lessee shall install, maintain, and operate proper radio and meteorological equipment to man
(monitor and respond) the Airport Unicom, frequency 122.7. Lessee will operate the Unicornduring normal Airport operating hours, Monday through Friday, 8:00 A.M. to 5:00 PM
Lessee will have the non4xclusive right to conduct Unicom operations on the aboveidentified frequency
3.Lessee is hereby authorized to construct upon the land herein leased, at its own cost andexpense, buildings. hangars. and structures. including Fuel storage tanks or other equipment,
that Lessor and Lessee mutually agree are necessary for use in connection with the operationsauthorized by this lease; provided. however, before commencing the construction of anyimprovements upon the premises, Lessee shall submit:
a. all plans and specifications showing the location upon the premises of the proposedconstruction; and
b. the estimaled cost of such construction.
No construction may commence until Lessor, acting by its City Council, has app-roved the plans
and specifications and the location of the improvements. the estimated costs of such construction, andthe agreed estimated life of the building or structure. Documentary evidence of'.the actual cost of
construction shall be delivered by Lessee to Lessor’s City Manager from time to time: as such costs are
paid by Lessee. and Lessor’s City Manager is hereby authorized to endorse,Ypon a copy of this leasefiled with the City Secretary of Lessor such actual amounts as he shall hav6 found to have been paid
by Lessee, and the findings of said City Manager when endorsed by him upon said contract shall beconclusive upon all parties for all purposes of this agreement.
Cqmm9rgjal Lgnd PrerryI$9
TRACT "D"
1 Commercial Tract "D" . Developed Land subject to Lease Payments:
All that tract or parcel of land lying in the T. Toby Survey, Abstract Number 1285. CitY of Denton.
Denton .County, Texas. as shown in Exhibit C (Tract "A-). and described as follows:
COMMENCING at the northwest corner of a tract of land as conveyed to the Nobles CompanY
by deed re<brded in Volume 2798. Page 695. Real Property Records of Denton CountY, Texas.
said point lying in the south line of F.M. 1515;
THENCi horth 88'’33'43" west with the south line of said F.M. 1515 a distance of 265.14 feet;
THENCE north O1'’50’39" west along and near a fence on the east line of Tom Cole Road adistance of 1000.00 feet;
THENCE south 88'’09'21" west a distance of 902.71 feet to a corner on the east line an asphalt
taxiway ;
THENCE north 12'’25’00" west with the east line of said taxiwaY a distance of 274'35 feet;
EZELL AVIATION. INC. LEASE AGREEMENT . PAGE 5
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THENCE north 77a35'00" east a distance of 280.00 feet to an iron pin set for Southwest corner
of a tract of land described as property A in Resolution No. R91-052.8-20-1991 . City of DentonDenton County Texas and the point of beginning of the herein described tract; ' -- --’-'
THENCE north 12'’25:00" west a distance 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 17'’35'52" east a 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 tx)ntaining105.131.154 square Feet or 2.4135 acres of land. . - – -
Together with the right of ingress and egress to the property. in common with others so
authorized. of passage upon the Airport property generally, subject to reasonable regulauons of LessorThis right shall extend to Lessee's employees, passengers, patrons. and invitees.
D.Use of Cqmm9rgjal Land Pr9ml999 (TraQt "D")
Lessee is granted the non-exclusive privilege to engage in or provide the following:
1.Hangar Lease and Rental-. The rental or lease of hangars and hangar spa'ce and relatedfacilities upon the leased premises.
2 Office Space Lease or Rental The rental or leaso of office space in=.or adjoining Lessee'shangars. #
3.AIrcraft Storage and Tie-down'. To provide parking, storage and tie<iown service, for bothLessee’s and itinerant aircraft upon or within the leased premises.
Lessee, his tenants and sublessee shall not be authorized to conduct any services not
specifically listed in this agreement. The use of the lease premises of Lessee, his tenants or sublessee
shall be limited to only those private. commercial. retail or industrial activities having to do with or
related to airports and aviation. .No person, business or corporation may operate a commercial. retail
or industrial business upon the premises of Lessee or upon the Airport without authorization from theLessor in a written form approved by City Council. The City shall respond to the request for
authorization within sixty (60) days of written notification to Lessor’s City Manager. If authorization is
not received within the required sixty xlay time period, authorization of the activity will be consideredgranted. This granting of authorization does not relieve the Lessee or it sublessee, successor. orassign of compliance'with terms or conditions in this agreement.
II. PREMISES AND LEASEHOLD IMPROVEMENTS
A. Pr9ml$9 DefIne
For the purposes of this lease the term "Premises- shall mean all propertY located within themetes and bounds described above in Section I. including leasehold improvements constructed bY the
Lessee, but not including certain easements or property owned or controlled bY the Lessor.
EZELL AVIATION. INC. LEASE AGREEMENT - PAGE 6
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B.IriPr9v$merIt Requirement$.
In making anY improvements on the Premises, Lessee shall comply with the following:
All requirements of the Lessors Land Development Code, other than platting requirementsincluding but not limited to Lessor’s Building, Fire. Electrical, and Plum6ing C;>des'. and othe;
Codes and .ordinances applicable to the improvements to be made1 including the payment of anyfees established by ordinance.
1
2 Pnor to commencing development. Lessee shall obtain the City Council's determination that the
improvements confonn to and are compatible with the overall size, shape. color. quality. design.appearance. and general plan of the program established by the Lessor’s Master Plan for thiAirport
3.
4.
5.
6.
Any rules or regulations of the any Federal or State agency having jurisdiction thereof.
Construction of drainage improvements, as required by city's subdivision rules and regulationslocated at boundary between FBO Tracts "B" and "C" to be completed June 1, 1998:
The construction of an addition to the existing FBO facility of approximately 7.000 square feetto be completed June 1, 1998. ;
Construction of a new hangar of approximately 44,000 square feet to be CQrhpleted June 111998
7 The CitY of Denton agrees to pay ten (10) percent of constructi<fh costs of the drainageimprovements which are described in paragraph 4 above. These costs will not be eligible for
paYment until they have been reviewed and found to be accurate and reasonable by the City of
Denton Engineering Department. Such costs will not be paid until completion of improvements
listed in 4. 5, and 6 above. The ten (10) percent credit will be refunded in twelve monthlyincrements by reduction of the monthly land lease payments to begin the first month aftercompletion of 4. 5, and 6 above.
C.TIme fqr Apprqval by Qqungjl.
The required determination by the City Council that the plans are compatible with the MasterPlan for the Airport shall be made by the Council within sixty (60) days of proper submission of theplans to Lessor. If the Council fails to act within the sixty (60) days, the plans shall be deemed
approved for the purposes of the requirement oF compatibility with the Master Plan, but shall not be
deemed approved&r any other requirement, including the requirement to comply with the Lessor’s
Land Development Code and other applicable codes
D.Owner$hlo qf ImPrQvernent9;
All buildings and improvements constructed upon the premises by Lessee shall remain the
property of Lessee unless said property becomes the property of Lessor under the following conditions,
terms and provisions:
1 RqmQVOl Qf BuildingS. No building or permanent fixture may be removed from the premiseswithout the written consent of the Lessor.
EZELL AVIATION. INC. LEASE AGREEMENT . PAGE 7
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2.A$§ymQtiQn. All buildings and improvements of whatever nature remaining upon the leasedpremises at the end of the primary term, or any extension thereof. of this lease shall
automatically become the property of Lessor absolutely in fee without any cost to Less9r.
3.Building Life. It is agreed that the life of the building to be constructed by Lessee on the propertyherein leased is:
a. Thirty (30) years for existing FBO and commercial tract improvements.
b. Forty.five (45) years for new improvements to be constructed on FBC) Tracts A. 8, and C
4.GanQQlloliQn. Should this lease be canceled for any reason before the end of the terms. it is
especially understood and agreed that Lessor reserves the right to purchase aN buildings,structures and improvements then existing upon the premises by. tendering to Lessee jone
thirtieth (1/30th) of property on Commercial Tract D. one forty'fifth (1/45) for the newimprovements constructed on FBO Tracts A, B. and C, and one-thirtieth (1/30) of the existingimprovements in FBO Tract A of the undepreciated value of such building for each year
remaining on the agreed life of such building. The undepreciated value of all improvements is
to be determined by having such improvements appraised by three appraisers. one appointed
by Lessor. one appointed by Lessee and one appointed by the two appraisers; provided,however. the total value of such building plus an increase in value not to exceed fifty percent
(50%) of the original cost of such improvements.
III. PAYMENTS t\
A.
l
Payment9 - FIxed Bg 9ed QperatQr Pr9ml$99
Fixed Base Operator Land Paym-ent:
Land Rental payments shall be due and payable in twelve (12) equal monthly installments inadvance. on or before the 15th of each month. Annual rental payments will be based on the
following formulae1 t.nlculated on the basis of minimum yeady rentals adjusted for inflation as perSection IV.
a.as/01/97 . 04/30/2019; $0.061 per square foot minimum YearIY renta1 ($O'061 x 250.908'038taI per year / 12 = $1.275.45 1and rental per month.) Land rental willbe adjusted in two (2) five-(5) year periods (the first such readjustment occurring May 1 :
2002,-the second at May 1, 2007 and annually thereaner per Section IV. of this lease until
May 1, 2019.
b H ::it:F : Ec)? I; i::LIu?{?II : : : i I yT::el tET r =T :?USS: 1:: bei= : 1: 1?ye t jnecr:aaRseerdp : 7 Sae : ::IFvI IF of PhI
lease until April 30. 2027
2 Hangar and Tie-Down Rental F8es'.
Ten (10%) percent of an hangar and tie4own rental fees collected by Lessee from customer?of Le ssee’e ach month during-the term of this lease. An annual certified statement concernlng
co11ection of hangar and UeJown space rentals wiN be submitted within 60 d IYS ?f the end of the
calendar year oF, in the event of termination. 60 daYS from the date of termlnatlon
3 Aviation Fuel Fees.
Fuel payments shall be based on fuel purchased bY Lessee ang.tRe Lf?se,e's SjJbt:SSTT=
asJgns, hei is or successors. 11 will include all fuel purchased From off'airport fuel vendors' The
EZELL AViATION, INC. LEASE AGREEMENT - PAGE 8
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DaYment shall be based on the qmount of four percent (4%) of net cost of fuel purchased. Net
cost of hJel purchased is the cost of Mel not including taxes on the purchase. Lessee wiN provide
invoices on a monthly basis along with the payment to the Lesser. An annual certified copy ofpurchasBs will be submitted within 60 days of the end of tho calendar year or, in the event of
termination, within 60 days from the date of termination.
B.
1
Paymqnt§ - Cqmm9njgl I.grId Rqnlal
Land Rental I
Land Rental payments for Commercial Tract "D" shall be due and payable in twelve (12) equal
monthly installments in advance, on or before the 15th of each month. Annual rental paymentswill be based, and adjusted, on the following formulae :
a.OS/01/97 - Q4/30/2011: $0.08558 per square foot minimum yearly rental ($0.08558 x
105,131.154 = $8,997.12 1and rental per year / 12 = $749.76 1and rental per month.) Land
rental will be adjusted in two (2) five-(5) year periods (the first such readjustment occurring
May 1, 2002. the second at May 1, 2007.) Commercial Land will be readjusted per SectionIV of this Lease.
b. Q5/Q1/2Q11 . 04/30/2027: $0.15 per square foot minimum yearly rental fof'land described
as Commercial Tract "D" on Exhibit "C'. Commercial Land will be readjusted annuallyper Section IV of this Lease. c
IV. PAYMENT ADJUSTMENTS AND TERMS >4
A. Adju8tment8: it is expressly understood and agreed that the yearly rental for the land hereinleased shall be readjusted. up or down. on the basis of the proportion that the then current United
States Cost of Living Index (CPI-U) for the Dallas/Fort Worth. Texas Standard Metropolitan Statistical
Area, as compiled by the U.S. Department of Labor, Bureau of Labor Statistics. bears to the January
1997. index which was 150 (1982-84 = 100). Each rental adjustment, if any. shall occur on the 1 st day
of May, with respect to the adjustments defined in Section III, The adjustments shall be based on theannual cents per square feet based on the square footage for the Fixed Base Operator and theCommercial Tract.
The adjustments in the yearN rent shall be determined by multiplying the minimum rent as set forth insection in 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 is the index number for JanuarY 1997'
which was 150- ( 138244 = 100). If the product of this multiplicabon is greater than the minimum YeaFIY
rent as set forth in SectIon III., Lessee shall pay this greater amount as the YearIY rent until the time
of the next rentd-adjustment as called for in this section. If the product of this multiplication is less thanthe minimum yearly rent of as set forth in Section III.. there shall be no adjustment in the annual Fent
at that time. and Lessee shall pay the minimum yearly rent as set forth in Section III. The adjustment
shall be limited so that the annual rental payment determined for anY given Year shall not exceed theannual rental calculated for the previous year by more than ten percent (10%).
If the consumer price index for an urban consumers (CPI.U) for the Dallas-Fort Worth geographical
region, as compiled by the U.S. Department of Labor. Bureau of Labor StatisHcsl is discontinued dUF lngthe term of this lease, the remaining rental adjustments called for in this section shall be made usingthe formula set forth in Section iII. of this lease. but substituting the index numbers for the Consumer
Price Index-Seasonally Adjusted U.S. City Average For All Items For All Urban Consumers (CPI'U) forthe index numbers for the CPI.U applicable to the Dallas'Fort Worth geographical region' if both the
EZELL AVIATION, INC. LEASE AGREEMENT - PAGE 9
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statjstics called for in this section adjustments shall be made using the mos{ ng;I;- iii;;iIi:statistics published bY a recognized financial authority selected by Lessor. ’ -
B' @mglILIgnn&: All paYments, including land rental. and fees, will be due on the 15th of the
month: Thi? pay[ne.nt will be br the prior month fees and the current rnonth land rentals. If payments
are pot received befbre or on the 15th, a 5% penalty will be due as of the 16h. If paymen{s ;re ndreceived bY the first of the subsequent month. an additional penalty of 1% of the ur{paid rer;taI/fe:
amount will be due. A 1% charge will be added on the first of each' subsequent month until unp;iren.taI/fee payment is made. Failure to pay the rent. fee, or either monetary penalty amount;-oidelinquent rent or fees shall constitute an event of default of this Lease.
V. LEASE TERMS
A. Ib££IxedBH&DW£atQr: The term of this Lease shall be a period of thirty (30) yearscommencing on the 1 st day of May 1997. and ending at midnight on the 30th day of AprII.’2627', &nless
terminated under the provisions of this lease. Lessee shall have the option to exten£l the term of thisLease for two additional ten (10) Year periods subject to terms negotiated at that time :between Lessorand Lessee. If Lessee elects to exercise its option to renew this Lease, Lessee shall nouN the city
Manager. in wriHngl at least one hundred eightY (180) days before the expiraUdh of the initial thirty (30)
Year Lease. At the end of the initial ten{10) year option. Lessee shall have the opti6n to extend theterm of this Lease for an additional ten (10) years subject to terms negotiated at that time between
LessoF and Lessee. If Lessee elects to exercise this second option, Lessee shall notify the City
Manager. in writing, at least one hundred eighty (180) days before the expiration of the initial ten (10)years
B. CqmmqrQlll I,end, Tragt D; The remaining term of this lease will be for a term of thirty (30)Years, commencing on the lst day of May, 1997, and continuing through the 30th day of April. 20271
unless eadier terminated under the provisions of the Agreement. Lessee shall have the option to extend
the term of this Lease br an additional period of ten (10) years subject to terms negotiated at that timebetween Lessor and Lessee. If Lessee elects to exercise its option to renew this Lease. Lessee shall
notifY the City Manager, in writing. at least one hundred eighty (180) days before the expiration of the
initial thirtY (30) year Lease. At the end of the initial ten (16) year option, Lessee shall have the option
to extend the term dIhis Lease far an additional ten (10) years subject to terms negotiated at that time
between Lessor and Lessee. If Lessee elects to exercise this second option, Lessee shall notify theCity Manager. in_Writing, at least one hundred eighty (180) days before the expiration of the initial ten( 10) years
VI. ASSIGNMENT OF LEASE
Lessee expressly covenants that it will not assign this lease, nor sublet the whole or any part of the said
premises for any purpose, except for rental of hangar space or tie<iown space, without the written consentof Lesson except that any person, corporation or institution that lends money to Lessee for the construction
of any hangar, structure. building or improvement upon the leased premises and retains a security interest
in said hangar. structure, building or improvement shall. upon default of Lessee's obligation to said mortgagee,
have the right to enter upon said leased premises and operate or manage said hangar. structure, building or
EZELL AVIATION. INC. LEASE AGREEMENT . PAGE 10
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improvement dccording to the terms of this agreement, for a period not to exceed the term of the mortgage
with Lessee, or until the loan is paid in full, but in no event longer than the term of this lease. Lessor agreesthat it will not unreasonably withhold its approval of the sale or sublease of the facilities for airport relatedpurposes
VII. SUBROGATION OF MORTGAGE
Any person, corporation or institution that lends money to Lessee for construction, purchase and or
refinance of any hangar, structure, building or improvement and retains a security interest in said hangar,
structure. building or improvement shall, upon default of Lessee's obligations to said mortgagee. have the rightto enter upon said leased premises and operate or manage said hangar. structure, building or improvement
according to the terms of this Agreement. for a period not to exceed the term of the mortgage with Lessee.
or until the loan is paid in full; or such mortgagee shall have the right to removo any buildings or structuresfrom the premises; however, if such mortgagee is planning to remove any buildings. then they will notifyLessor in writing of such intent to remove. and Lessor will have sixty (60) days from receipt of such notice toexercise an option to purchase such buildings or structures under the provisions of Articl6 II hereof. It is
expressly understood and agreed that the right of the mortgagee referred to herein is limited and restrictedto those improvements constructed with funds borrowed from mortgage. those improvements purchased withthe borrowed funds. and those improvements pledged to secure the refinancing of the imprOvements.
VIII. RIGHT OF EASEMENT t\
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 to, from or across the airport property. However, anY sucheasements shall not interfere with Lessee's use 'of the "leased ground space" and Lessor shall restore the
property to its original condition upon the installation of any utility services on. in. over or under anY sucheasement
IX. CANCELLATION OF LEASE
A. Crn99ll#tjqn by Le$$or:
In the event that Lesse8 shaH file a voluntary petition in Bankruptcy or proceedings in bankruptcY
shall be instituted against it and Lessee thereafter is adjudicated bankrupt pursuant to such
proceedings, or any court shall take jurisdiction of Lessee and its assets pursuant to proceedings
brought under the plovisions of any Federal reorganization act. or Lessee shall be divested of its estateherein by other ope-rbtion of law. or Lessee shall fail to perform. keep and observe anY of the teFms'
covenants. or conditions herein contained. or on its part to be performed. the Lessor maY give Lesseewritten notice tfCorrect such condition or cure such default andI if any condition or default shall
continue br thirty (30) days after the receipt of such notice bY Lessee. then Lessor maY, terminate thlslease 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 teased premises under the provisions of Article II hereof
B. Canceljgtjon by LQ9§qe:
Lessee may cancel this Agreement. in whole or part. and terminate all or anY CIf its obllgatiT?hereunder at any time, by thirty (50) days written notice, upon or aRer the happening ef ?nY :ne .of thF
following events: (1) issuance by any court of competent jurisdiction of a permanent injunctlon, f: anyway preventing or restraining the use of said airport or anY part thereof for airport purposes; (2) anY
EZELL AVIATION. INC. LEASE AGREEMENT ' PAGE 11
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action of the Civil Aeronautics Board and/or Federal Aviation Agency refusing to permit Lessee tooperate into. from or through said airport such aircraft as Lessee may reasonably desire to operatethereon; the breach by Lessor of any of the covenants or agreements contained herein and the failure
of Lessor to remedy such breach for a period of thirty (30) days aRer receipt of a written notice of the
existence of such breach; (3) the inability of Lessee to use said premises and facilities continuing for
a longer period than ninety (90) days due to any law or any order, rule or regulation of any appropriategovernmental authority having jurisdiction over the operations of Lessor or due to war. earthquake or
other casualty; or (4) the assumption or recapture by the United States Government or any authorized
agency thereof of the maintenance and operation of said airport and facilities or any substantial part or
parts thereof.
X. SPECIAL CONDITIONS
It is especially understood and agreed by and between Lessor and Lessee that this lease agreement
is subject to the following special terms and conditions:
A. Nothing contained herein shall be construed to grant or authorize the granting of an exclusive
right within the meaning of Section 1349 of Title 49, United States Code Annotated.
B. Lessor reserves the right to further develop or improve any public parking area. landing area,or other portion of the airport property without notice to Lessee.
C. During time of war or national emergency, declared by the Congress or the. President of theUnited States. Lessor reserves the right to alter, amend, or suspend this agr9.ement upon demand of
military. or naval authorities of the United States.
D. Lessee, its personal representative, successors in interest. and assigns, as a part of the
consideration hereof, does hereby covenant and agree as a covenant Iunning with the land that:
1 no person on the grounds of race. color, or national origin shall be excluded from participationin, denied the benefits of, or be otherwise subjected to discrimination in the use of said facilities;
2.that in the construction of any improvements on, over. or under such land and the furnishIng of
services thereoft no person on the grounds of rac8, color or national origin shall be excluded
from participation in, denied the benefits of, or otherwiso be subjected to discrimination;
3 that the Lessee shall use the premises in compliance with all otheF Fequirements imposed bY or
pursuant to Title 49, Code of Federal Regulations. Department of Transportation. Subtitle A.
Office of the,Secretaryt Part 21, Nondiscrimination in Federally'assisted programs of the
Department of Transportation-Effectuation of Title VI of the Civil Rights Act of 1964, and as sald
Regulatials may be amended.
nat in 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 said land and the facilities theFeon' andhold the same as if said lease had never been made or issued.
E. The Lessee assures that it will undertake an affirmative action progFam as required bY 14 CFR
Part 152. Subpart E. to insure that no person shall on the grounds of race. creed. color. natlorlal OFjg_l2'or sex be excluded from participating in any employment activities covered in 14 CFR Part 1?2'
Subpart E. The Lessee assures that no person shaH be excluded on these grounds from e?ftielPatln9
in or receiving the services or benefits of any program or activitY covered bY this subpart' The. L?: Fee
assures that it will require that its covered suborganizations provide assurances to the Lessot that theY
EZELL AVIATION, INC. LEASE AGREEMENT - PAGE 12
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similarly:wHI undertake affirmativ8 action programs and that they will require assurances from their
suborganizations, as required by 14 CFR Part 152, Subpart E, to the same effect.
F. If Lessar files 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 thislease, then Lessee agrees to pay to Lessor reasonable attorneys fees for tha services of Lessor's
attorney in such action as part of the costs incurred, such attorneys fees to set by the Court.
G. Lessor’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 Lessor’s 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 either through access "A’' oraccess "B", at Lessor's 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 ingress andegress from one designated access to another at Lessor’s option.
I. Runway 9 and TgxjwRy9: That because of the present sixty thousand (60,000) pound
continuous use weight bearIng capacity of the Iunway and taxtways of the Airport. Lessee herein agrees
to limit all aeronautial activity including landing, takeoff and taxiing. to aircraft having an actual weight,
including the weight of its mel, of sixV thousand (60,000) pounds or less, until such bmg ’that the Iunwayand designated taxiways on the Airport have been improved to handle aircraft of such excessive
weights. It is further agreed that. based on qualified engineering studies. the weight restrictions and
provisions of this clause may be adjusted. up or down. and that the Lessee agrees to ebide bY anY such
changes or revisions as such studies may dictate. "Aeronautical Activity" referred to in this clause shall
include that acUvity of the Lessee or its agents or subcontractors, and its cu€tomers and invitees. butshall not include those activities which it neither controls nor solicits, such as an unsolicited or
unscheduled or emergency landing. Negligent disregard of the provisions of this section shall besufficient to cause the immediate termination of this entire Agreement and subject the Lessee to be
liable for any damages to the Airport that might result.
J. Prlnglple$ Qf QpQrptIQn e: The right to conduct aeronautical activities for furnishing services
to the public is granted the Lessee subject to Lessee agreeing;
1 To furnish said services on a fair, equal and not unjusUy discriminatory basis to all users thereof,and
2 To charge fair. reasonable and not unjustly discriminatorY prices for each unit or servlce:
provided: that he Lessee may be allowed to make reasonable and nondischminatorY discounts,
rebates, or.other similar types of price reductions to volume purchasers
K. RIght Qf IndIYldurls tq Malnt81n Alrgroft: it is deany understood bY the Lessee that f10 rj9htor privilege has ban granted which would operate to prevent anY person. Hrm or corporation operatlng
aircraft on the airport from performing any services on its own aircraR with its own regular emploYees
(including, but not limited to, maintenance and repair) that it maY choose to perfonn
L.
1
Publle Ar919:
Lessor reserves the right to further develop or improve the landing area of the airport .as it sees
nt, regardless of the desires or views of the Lessee, and without interference or hindrance
EZELL AVIATION. INC. LEASE AGREEMENT - PAGE 13
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2
3.
4
q:I;tI gi:n0 ; hT 1:1: :aTn t o9 fb F={ii:i:: f :i :dTC iORgr:t:e{ XI F)hi{ iTrto:::i :i F it be !fijLaolconstitute a hazard to aircraft or to aircraft navigation. ’ -- -" -
5.
L e :S : F : : : ihhea IL:: 1::cT :1;ITLnSa: LF :: :: : yP1 : R : I: : LOfT PeT: /L :VnJ It = T IS: iB :rrJpiEr: rT ;=tr: :: i ElIE :lrpo
XI. INSURANCE
e' . £bguileablWHm: Lessee. at its expense. shall maintain continuously in.effect at all timesduring the term of this agreement the following insurance coverage:
1.Comprehensive general liabilitY covering the leased premises, the fgssee or its company. itspeFSonnel, and its operations on the Airport.
2.
3
4
Aircraft liability to cover all night operations of Lessee.
Fire and extended coverage for replacement value for an facilities used by the Lessee either as
a paR of this agreement or erected bY the Lessee subsequent to this agreement.
LiabilitY insurance limits shall be in the following minimum amounts:
Bodily Injury and Property Damage:
One Million Dollars ($1,000.000) combined single limits on a per occurrence basis
5.All policies 8hall name the City of Denton as an additional named insured and provide for a
minimum df thirtY (30) days written notice to the City prior to the effective date of anycancellation or lapse of such policy
6 All policies must be approved by the Lessor.
7 The Lessor shall be provided with a copy of all such policies within thirty (30) days of the signingof this Agreement.
During the original or extended term of this Lease. Lessor herein reserves the right to adjust orincrease the liability insurance amounts required of the Lessee. and to require any additional rider,
provisions, or certificates of insurance, and Lessee hereby agrees to provide any such insurance
requirements as may be required by Lessor; provided however, that any requirements shall bec,ommensurate with insurance requirements at other public use airports similar to the Denton Municipal
EZELL AVIATION, INC. LEASE AGREEMENT - PAGE 14
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Airport, in Size and in scope of aviation activities. located in the southwestern region of the United
States. Fesse6 herein agrees to comply with an increased or adjusted insuran@ requirernents hat ma;
Pe required bY the Lessor throughout the original or extended term of this Lease1 including types &
insurance and monetaW amounts or limits of insurance, and to comply win said ins'uran@ reg'airb'mentswithin sixtY (60) daYS following the receipt of a notice in writing from Lessor stating the increased or
adjusted insurance requirements. Lessee shall have the right to maintain in force both types ofinsurance and amounts of insurance which exceed Lessor’s minimum insurance requirements
In the event that State law should be amended to require additional types oF insurance and/or
insurance amounts which exceed those of like or similar public use airports in the southwestern regionof the United States of America, then in such event. Lessor shall have the right to require that Lessee
maintain in force types of insurance and/or amount of insurance as specified by State law.
Failure of Lessee to comply with the minimum specified amounts or types of insurance asrequired by Lessor shall constitute Lessee's default of this Lease.
B. U 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 oremployee of CIty wIth respect to Its acts or oml88lon8 hereunder. For all the purposeshereunder, Lessee 18 and shall be deemed an Independent contractor and it is mitualty agreed
that nothIng contaIned hereIn 8hall be deemed or construed to con8Ututo a partnershIp or jointventure between the partIes hereto.
Lessee agre88 to IndemnIfy and hold harmless the CIty and Its qgent8, employees, andrepresentatIves from and agaInst all IIabIIIty for any and all claIms, lulU, demands, andloractIons arIsIng from or based upon Ihtontlonal or negIIgent acts or omIssIons on the part of
Lessee, Its agents, representatIves, employe88, members, patrons, vIsItors, contractors andsubcontractors (if any), and/or suble88ee, whIch may arIse out of or result from Lessee'soccupancy or use of the premIses and/or actlvlU88 conducted in connectIon with or incidental
to this Lease Agreement Le880e shall also IndemnIfy CIty agaInst any and all mechanic's andmatedalmen'8 IIens or any other type8 of llen8 imposed upon the preml8es deml8ed hereunderarising a8 a result of Le88ee'8 conduct or actIvity.
This Indemnity ProvIsion extends to any and all such claims, suits, demands, andloractIons regardless of the type of reIIef sought thereby, and whether such reIIef is in the form of
damages, Judgment3, and costs and reasonable attorney's fees and expenses, or any other legalor equitable form of remedy. ThIs IndemnIty ProvIsIon shall apply regardless of the nature ofthe inJury or harm alleged, whether for Injury or death to persons or damage to property, andwhether such clglm8 by alleged at common law, or 8tatutory or constItutIonal clalm8, or
otherwIse. ThIs IndemnIty ProvIsIon shall apply whether tho basIs for the claIm, suit, demand,and/or actIon may be attributable in whole or in part to the Les8eo, or to any of its agents,representatIves, employees, members, patrons, vIsItors, contractors (if any), andlor sublesseaor to anyone dIrectly or IndIrectly employed by any of them.
Further, CIty assumes no responsIbIIIty or IIabIIIty for harm, InJury, or any damagingevents which are dIrectly or Indlr8ctJy attributable to promIse defects or condItIons whIch maYnow exist or whIch may hereafter arIse upon the premIses, any and all such defects being
expressly waIved by Lessee. Lessee und8rstand8 and agrees that thIs IndemnItY ProvisIon shallapply to any and all claIms, suits, demands, and/or actIons ba8ed upon or arising from anY suchclaim as8erted by or on behalf of Lessee or any of Its members, pattonsl vlSltonl agents.employees, contractors and subcontractors (if any), and/or 8uble88ee.
EZELL AVIATION. INC. LEASE AGREEMENT - PAGE 15
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It 18 8xpre88ty understood and agreed that the CIty shall not be liable or responsible forthe negIIgence of L888eo, its agents, 8ervant8, omploye08 and customers. Le888e further
agrees that it shall at all tlm08 exercIse reasonable precautIons for the safety of and shall besolely responsIble for the safety of Its agents, repre8entatlv88, omployoe8, members, patrons,
vl8ttor8, contrRcton and 8ubconbacton (if any), and/or 8ub.1888888, and other persons, as wella8 for the protectIon of8upplle8 and equIpment and the property of Le8880 or otherpersons. Lessee further agre08 to comply wIth all appIIcable provIsIons of Federal, State andmunIcipal safety laws, regulatIons, and ordInances.
PROVIDED FURTHER; that the L888ee and the CIty each agree to gIve the other partyprompt and tImely notIce of any such claIm made or suIt InstItuted whIch in any way, dIrectlyor IndIrectly, contlngontty or otherwIse, affects or mIght affect the Le880e or the CIty. Lesseefurther agre08 that thIs Indemntty Provl8lon shall be con8ld8red a8 an addItIonal remedy to CItyand not an exclusIve remedy.
XII. STANDARDS
Leisee shall meet or exceed the following standards:
A. AddR$ 9: Lessee shall nIe with he City Manager’s airport designee and keep current its mailing
address. telephone number(s) and contacts where he can be reached in an emergencY.
B. LM: Lessee shall file with the City Manager’s airport designee and keep eurrent a list of itstenants and sublessee.
# #
C. CQndUQt: Lessees shall contraQtually require its employees and sublessee (and sublessee's
invitees) to abide by the terms of this agreement. Lessee shall promptIY enforce its contractual rightsin the event of a default of such covenants.
D. Utllltjq9, Tpx99 and Fqe9: Lessee shall meet all expenses and payments in connection with
the use of the Premises and the rights and privileges herein granted, including the timeIY paYment ofutilities. taxes, permit fees, license fees and assessments lawfully levied or assessed.
E. Lowe: Lessee shall comply with all current and future federal. state and local laws. rules and
regulations which may apply to the conduct of business contemplated. including rules, regulations ang
ordinances promulgated by Lessor. and Lessde shall keep in effect and post in a prominent place allnecessary and/or required licenses or permits.
[ ; a I I P r rpI IF : : :i : gIll : [:IET:: i ::: := :ohvaJI==E : :: : 1TS : : LegfT: : ::/=?jngho:aeTiSilraebpoaJroTrausPs ; ; :other vegetation on the Premises. and shaH keep said Premises neat. clean and in respectable
condition, free hm any objectionable matter or thing.
G. Un8uttlgrlZ9d U$9 of Preml$99: Lessee -laY rIQt use anY Qt the leased land Qr_premjSe? T
the operation if a Fnotei, hotel, restaurant, private club OF bar. apartment house' or fOF industrial'commercial or retail purposes, except as authorized herein.
[; b U i t t?I =: \:I= t :tr i : set:: FsT£ uaV : Ff:: na :hde q : :::I t E :: 1:Ps gEn::?nn:;}Teel::g£reTiT! iTjS :: :sT
invitees, or guests be permitted to reside or remain as a resident on or within the leased premlses OF
other airport premises.
EZELL AVIATION, INC. LEASE AGREEMENT - PAGE 16
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1. dh4mtQ81§: Lessee agrees to property store, collect and dispose of a11 chemicals and chemica1residues; to properly store, confine, collect and dispose of all paint. including paint spray in the
atmosphere, and paint products; and to comply with all Local, State and Federal regulations governing
the storage, handling or disposal of such chemicals and paints.
J. §jqn9: During the term of this Agreement, Lessee shall have the right, at its own expense, to
place in or on the lease Premises signs identifying Lessee. Said signs shall be of a size. shape anddesign, and at a location or locations. approved by the Lessor and in conformance with any overall
directional graphics or sign program established by Lessor on the Airport. Lessor’s approval shall notbe withheld unreasonably. Said signs shall be maintained in good repair throughout the term of this
agreement Notwithstanding any other provision of this agreement, said signs shall remain the propertyof Lessee. Lessee shall remove, at its expense. all lettering, signs and placards so erected on the
premises at the expiration of the term of this Agreement or extensions thereof.
XIII. COVENANTS BY LESSOR
Lesser hereby agrees as follows:
A. To provide and pay for the instaHaUon and monthly electrIcity required for securi ly lighting at the
airport which Lessor requires to be installed under any safety or fire regulations, or as may be requiredby Lesson
B. To maintain the airport in an acceptable condition for general aviation activities on said airport;
J )
C. Lessor covenants and agrees not to enter into any subsequent lease, contract, or agreement
with any other person, Hrm or corporatiori for the operation of a fixed base general aviation operationor business similar to Lessee's business on the airport containing more favorable teFms than this
agreement or not accorded to Lessee hereunder unless the same rights. privileges and concesslons
are concurrently and automatically made available 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. Lesseo shall peaceabtY hold and enjaY the leased pfemlses
and all the rights and privileges herein granted.
E. Lessor warTants and represents that in the establishment, construction and operation of the said
Denton Municipal Airport, that Lessor has heretofore and at this time is compIYing with all existing IUles’
regulations, and criteria distributed by the Federal Aviation AgencY, Civil Aeronautics B9arfi' or any
otier governmental authority relating to and includingl but not limited to. noise abatement' piT d9{ds and
easerients over adjaning and contiguous areas. over-night in landing or takeoff. to the end !hat LesseEwill not be legally liable'for any action of trespass or similar cause of action bY viduF of a,nY aed?!
operations over adjoining property in the course of normal take x)H and landing pncecIuTS f pm .saidDenton Municipal Airpo Ft; Lessor further warrants and represents that at all times du[ing th.e term
hereof, or any renewal or extension of the same. that it will continue to compIY with the foregolng
XIV. COVENANTS BY LESSEE
Lessee hereby agrees as follows:
A. To indemniN and hold harmless the Lessor from and against all Ioss any dan??ges' inc!}Jdlng
d;ath, personal injury, loss of properd or other damages' arising or resulting from the operation ofLessee's business in and upon the leased premises.
EZELL AVIATION, INC. LEASE AGREEMENT ' PAGE 17
(
B. Not to make or suffer any waste to be made of the premises and will keep said premises neatclean and respectable condition, free from objectionable matter or thing.
C. To obsorye and comply with all current and future laws and ordinances and all regulations offederall statel countY or citY airport authorities or agencies having jurisdiction over the conduct ofoperations at the airport.
D. To keep adequate records of income and expenses and make such recordsavailable, upon request, to the Director of Finance of the City of Denton, Texas.reasonably
E. Lessee will quit possession of all premises leased herein at the end of the primary term of thislease or any renewal or extension thereof, and deliver up the premises to Lessor in as good condition
as existed when possession was taken by Lessee, reasonable wear and tear except6d.
F. Lessee shall. at its expense. procure all licenses. certificates, permits. or other authorization from
any and all governmental authorities, if any, having jurisdiction over the operations of Lessee.
XV. MISCELLANEOUS PROVISIONS
!
A. VUlltleg. Lessee shall provide all utilities for the premises leased to Lessee at its own cost and
expens8. Utilities shall also include any security lighting required by Lessee for the convenience of
customers of Lessee. Lessee shall have the right to connect to the airport water line how existing andto connect to any future utility lines at Less8e's expense.
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B. EntIre Agreement. This Agreement constitutes the entire understanding, between the partiesand as of its effective date supersedes all prior or independent Agreements between the parties
covering the subject matter hereof. Any change or modification hereof shall be in writing signed by bothparties
C. Blndlnq EfT9QL All the covenants, stipulations and agreements herein shall extend to. bind andinure to the benefit of the legal representatives, successors and assigns of the respective parties hereto.
D. SeverabIIIty. If a provision hereof shall be finally declared void or illegal by any court or
administrative agency having jurisdiction, the entire Agreement shall not be void; but the remaining
provisions shall continue in effect as nearly as possible in accordance with the original intent of the
parties
E. NQtIGe. Any notice given by one party to the other in connection with this Agreement shall be
in writing and shall be sent by registered mail, return receipt requested, with postage and registrationfees prepaid:
1. If to Lessor. addressed to:
City ManagerCity of DentonDenton, Texas 76201
EZELL AVIATION. INC. LEASE AGREEMENT . PAGE 18
I /
2 If to Lessee, addressed to
Mr. Nelson EzellPost Office Box 1793
Breckenridge, Texas 76424
Notices shall be deemed to have been received on the date of receipt as shown on the return receipt.
F- H,qading8. The headings used in this Agreement are intended for convenience of reference onlyand do not define or linrit the scope
G. {3_overning LBW. This agreement is to be construed in accordance with the laws of the Stateof Texas
IN WITNESS WHEREOF, the padies have executed this Agreement as of the day and year first above written
ciPr OF DENTON. LESSOR
TED BENAVIDES. CID’ MANAGER
Al-rEST:JENNIFER WALTERS, CITY SECRETARY +
APPROVED AS TO LEGAL FORM:
HERBERT L. PROUTY. CITy ATTORNEY
EZELL AVIATION. INCORPORATED
BY amEZm
TITLE fAo ),AF
EZELL AVIATION, INC. LEASE AGREEMENT - PAGE 19
/
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THE STATE OF TEXAS S
COUNTYOFDENTON S
Nelson ETIIi instrument wqs acknowledged before me on the day of .' 1997 by
NOTARY PUBLIC. STATE OF TEXAS
My Commission Expires:
EZELL AVIATION. INC. LEASE AGREEMENT - PAGE 20
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