2004-380FILE REFERENCE FORM 2004-380
X Additional File Exists
Additional File Contains Records Not Public, According to the Public Records Act
Other
Date Initials
First Amendment to Airport Lease Agreement - Ordinance No. 2005-376 12/13/05 ) R
Addendum to Airport Lease Agreement - Ordinance No. 2007-063 03/27/07 R
Second Amendment to Airport Lease Agreement -
Ordinance No. 2007-165 08/07/07 ~R
Memorandum of Lease fa cobv is attached
11/08/10 1 ) R
S:\Our Documents\Ordinances\04~BAM Airport Lease Ordinance.doc
ORDINANCE NO..~ffd~ff~;
AN ORDINANCE APPROVING A FIXED BASE OPERATOR AIRPORT LEASE
AGREEMENT BETWEEN THE CITY OF DENTON, TEXAS AND BAM DENTON
MANAGEMENT VENTURES; AND PROVIDING AN EFFECTIVE DATE.
THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS:
SECTION 1. The City Manager or his designee is hereby authorized to execute an airport
lease agreement for fixed base operator between the City of Denton and BAM Denton
Management Ventures, in substantially the form of the Airport Lease Agreement which is
attached to and made a part of this ordinance for all purposes.
SECTION 2. This ordinance shall become effective immediately upon its passage and
approval.
PASSED AND APPROVED this the ~/~ . day of ~_.~.d"/'/.~,d_// ,2004.
EULINE BROCK, MAYOR
ATTEST:
JENNIFER WALTERS, CITY SECRETARY
APPROVED AS TO LEG. AL FORM:
HERB~~z~Y ATTORNEY
BY. --~7/ '
BAM Lease-final. DOC
AIRPORT LEASE AGREEMENT
FIXED BASED OPERATOR
This Lease Agreement is made and executed to be effective as of the Fifteenth day of
December, 2004 (the "Effective Date") at Denton, Texas, by and between the City of
Denton, Texas, a municipal corporation, hereinafter referred to as "Lessor", and BAM
Denton Management Ventures, a Texas limited liability company, hereinafter referred to as
"Lessee".
WITNESSETH:
WHEREAS, Lessor now owns, controls and operates the Denton Municipal Airport
(the "Airport") in the City of Denton, County of Denton, State of Texas; and
WHEREAS, Lessee is the current lessee pursuant to that certain assignment dated
October 16, 2001 approved by Resolution No. 2001-063 of that certa'm Airport Lease
Agreement for fixed base operations dated August 30, 1988, as amended by amendments
dated Jtme 7, 1994, October 6, 1998, and December 7, 1999 (the "Existing Lease"); and
WHEREAS, Lessee and Lessor desire to enter into this Lease Agreement (sometimes
called this "Lease Agreement", "Agreement", or "Lease") in order to extend and supercede
the Existing Lease subject to the terms and conditions contained in this Agreement; and
WHEREAS, pursuant to this Agreement Lessee is also leasing that certain parcel or
tract of land depicted as Parcel A on Attachment A attached hereto and made a part hereof
by reference;
NOW, THEREFORE, for and in consideration of the promises and the mutual
covenants contained in this Agreement, the parties agree as follows:
I. CtDNDITTC)N~q Og' T.I~ASF, AGREF, MF. NT
NOTWITHSTANDING ANY LANGUAGE TO THE CONTRARY HEREINAFTER
CONTAINED, THE LANGUAGE IN PARAGRAPHS A THROUGH D OF THIS
SECTION SHALL BE BINDING.
A. PRINCIPLES OF OPF, RATIONS The right to conduct aeronautical and related
activities for fumishmg services to the public is granted to Lessee subject to Lessee
agreeing:
1. To furnish said services on a fair, equal and not unjustly discriminatory basis
to all users thereof; and
2. To charge fair, reasonable and not unjustly discriminatory prices for each trait
or service; provided, that Lessee may be allowed to make reasonable and
nondiscriminatory discounts, rebates, or other similar types of price reductions
to volume purchasers.
B. NON-DISCRIMINATION: Lessee, for itself, its personal representatives,
successors, and assigns, as a part of the consideration hereof, does hereby
covenant and agree as a covenant running with the land that:
No person on the grounds of race, religion, color, sex, or national origin shall
be excluded from participation in, denied the benefits of, or be otherwise
subjected to discrimination in the use of said facilities;
In the construction of any improvements on, over, or under such land and the
furnishing of services thereon, no person on the grounds of race, religion,
color, sex, or national origin shall be excluded from participation in, denied
the benefits of, or othenvise be subjected to discrimination;
Lessee shall use the premises in compliance with all other requirements
imposed by or pursuant to Title 49, Code of Federal Regulations, Department
of Transportation, Subtitle A, Office of the Secretary, Part 21, Nondiscrimi-
nation in Federally assisted programs of the Department of Transportation -
Effectual of Title VI of the Civil Rights Act of 1964, as said Regulations may
be amended.
C. RIGIqT OF IND1VIDII~,I.S TO MAINTAIN AIRCRAFT. It is clearly
understood by Lessee that no right or privilege has been granted which would operate to
prevent any person, firm or corporation operating aircraft on the Airport from performing
any services on its own aircraft with its own regular employees (including, but not limited
to, maintenance and repair) that it may choose to perform.
D. NON-EX(2T.IIS1VIR RIGI-IT. It is understood and agreed that nothing herein
contained shall be construed to grant or authorize the granting of an exclusive right within
the meaning of Title 49 U.S.C. Appendix §1349.
E. PTIBTJC AREAS.
Lessor reserves the right to further develop or improve the landing area of the
Airport as it sees fit, regardless of the desires or views of Lessee, and without
interference or hindrance.
Lessor shall be obligated to maintain and keep in good repair the landing area
of the Airport and all publicly owned facilities of the Airport, together with the
right to direct and control all activities of Lessee in this regard.
During time of war or national emergency, Lessor shall have the right to lease
the landing area or any part thereof to the United States Government for
military or naval use, and, if such lease is executed, the provisions of th/s
instrument insofar as they are inconsistent with the provisions of the lease to
AIRPORT LEASE AGREEMENT BAM FBO - Page 2
the Govemment, shall be suspended.
Lessor reserves the right to take any action it considers necessary to protect the
aerial approaches of the Airport against obstruction, together with the right to
prevent Lessee from erecting, or permitting to be erected, any building or other
structure on or adjacent to the Airport which, in the opinion of Lessor, would
limit the usefulness or safety of the Airport or constitute a hazard to aircraft or
to aircraft navigation. The hangar/office/shop complex as currently proposed
as provided in Section ll.D. does not violate this provision.
This Lease Agreement shall be subordinate to the provisions of any existing or
future agreement between Lessor and the United States or agency thereof,
relative to the operation or maintenance of the Airport.
II. I,F,A~qF, D PRIR, MT~qF.q
Lessor, for and in consideration of th~ covenants and agreements herein contained, to
be kept by Lessee, and subject to the conditions contained herein, does hereby demise and
lease unto Lessee, and Lessee does hereby lease from Lessor, for the lease term described in
Article 1II, the following described land situated in the City of Denton, Denton County,
Texas:
A. l.and. The same 9.1 acre tract or parcel of land leased to Lessee under the Existing
Lease, together with improvements thereon, which property is more particularly described
in Attachment "B", attached hereto and incorporated herein by reference (the "Existing
Parcel"), and an additional approximate 28,000 square feet of land identified as Parcel A on
Attachment "A" (the "Leased Premises").
Together with the fight of ingress and egress to the Leased Premises; and the right in
common with others so authorized of passage upon the Airport property generally, subject
to reasonable regulations by the City of Denton and such rights shall extend to Lessec's
employees, passengers, patrons and invitees. For purposes of this Agreement, the term
"Leased Premises" shall include leasehold improvements constructed by the Lessee, but not
including certain easements or property owned and/or controlled by the Lessor.
A legal description of Parcel A is not currently attached to this Lease Agreement.
Lessee shall deliver to Lessor no later then 30 days after the Effective Date of this
Agreement a legal description of Parcel A accurately describing same that is acceptable to
Lessor. If Lessee fails to do so, Lessor at its option may terminate this Agreement as to
Parcel A, in which case it will have no further force and effect. The approved legal
description will be attached to this Agreement as Attachment "C".
B. Tl~e nfFnel Farm, Subject to the requirements of V.B.I., Lessee shall have the
right of ingress and egress and use of the fuel farm which is located on property that is
particularly described in Attachment D attached hereto and made a part hereof by reference
(the "Fuel Farm"). Lessor may in its discretion provide for the installation of one additional
AIRPORT LEASE AGREEMENT BAM FBO - Page 3
12,000 gallon fuel facility at the Fuel Farm,
C. Right of Fimt Reft,gal So long as Lessee is in compliance with all conslxuction
requirements pertaining to Lessee's Improvements on Parcel A as set forth in Section ll.D.
below and is not in default of any term or condition of this Lease Agreement, Lessee shall
have a right of first refusal (the "Right of First Refusal") to lease Parcels B and/or C which
are generally depicted in Attachment "A" to which Lessor receives a written offer to lease
(the "Offer to Lease"). The Right of First Refusal shall be effective for a period of five (5)
years after the Effective Date (the "Option Period").
Should Lessor receive an Offer to Lease t~om a third party during the Option Period
that Lessor has an interest in consummating, Lessor shall give Lessee a written notice of
such Offer to Lease along with a copy of said Offer to Lease (the "Notice"). If Lessee
desires to exercise its Right of First Refusal it shall no later than 45 days after the receipt of
the Notice tender to Lessor a signed written lease with identical terms and conditions as are
contained in the Offer to Lease (the "Deadline"). If Lessee fails to meet the Deadl'me, the
Right of First Refusal will be null and void and of no further force and effect.
Lessee shall be entitled to an additional five year right of first refusal (the 'Second
Option Period") as to the remaining parcel (the "Remaining Parcel') (the "Second Right of
First Refusal") if:
1. Lessee exercises the Right of First Refusal as to Parcel B or C within the Option
Period resulting in the consummation ora lease as to Parcel B or C; and
2. Lessee completes construction of hangar/office facility containing at least 10,000
square feet on the Remaining Parcel within 720 days after the beginning of the new lease for
Parcel B or C; and
3. Lessee is not in default under this Lease Agreement or the lease for Parcel B or C.
Should Lessor receive an Offer to Lease 15om a third party during the Second option Period
that Lessor has an interest in consummating, Lessor shall give Lessee a written notice of
such Offer to Lease along with a copy of said Offer to Lease (the ''Notice"). If Lessee
desires to exercise its Right of First Refusal it shall no later than 45 days after the receipt of
the Notice tender to Lessor a signed written lease with identical terms and conditions as are
contained in the Offer to Lease (the "Deadline"). If Lessee fails to meet the Deadline, the
Right of First Refusal will be null and void and of no further force and effect.
C.IIVIPROVEMENITR PRCIVIDF/D BY I.F.S.qOR: The only improvements provided by
Lessor, except as set forth in Article II.F. "Access to Utilities" below, shall be as follows:
Lessor shall continue to maintain the FBO Ramp as depicted on Attachment D (the "FBO
Ramp"). All maintenance costs for the FBO Ramp under $2,000.00 shall be borne by
Lessor. For maintenance costs of $2,000.00 or over the cost of materials will be shared 50-
50 with the Lessor being responsible for 100% of the labor costs.
AIRPORTLEASEAGREEMENTBAMFBO - Page 4
The term "Lessor improvements" shall mean those things on or adjacent to the Leased
Promises belonging to, constructed by, or to be constructed by the Lessor. Unless otherwise
noted herein, all Lessor improvements are and will remain the property of Lessor. All
Lessor improvements must be described in detail above, or above referenced and attached to
this Agreement in an exhibit approved by Lessor.
D.. IMPRC)VF,,MENT.q PROVIDF, D PlY T,ESSEE.
I. C~nnatnmtinn nf 1 lp~m'adea The following improvements are currently located on
the Existing Parcel: Six buildings as more particularly described in Attachment "E" attached
hereto and made a part hereof by references (the "Existing Improvements"). The Lessee
shall make the following improvements and renovations to the Existing Improvements at an
estimated cost of $450,000.00: Conversion of Building 2 into a paint facility meeting all
requisite enviromnental and fire codes (the "Upgrades"). Construction of the Upgrades shall
be commenced no later than 60 days after the Effective Date of this Agreement and be
completed no later that 365 days after the Effective Date ("Construction Period for the
Upgrades"). Construction of the Upgrades are considered commenced upon issuance of a
building permit and commencement of construction of any portion of the Upgrades.
Construction of the Upgrades are considered complete when all of the Upgrades are actually
completed in full.
2. Cnnatnmtion of Parcel A lrnprovement~ On Parcel A, Lessee shall construct a
commercial hangar/office facility of not less than 10,000 square feet with a minimum door
height of 28 feet and a minimum door width of 90 feet, minimum aircraft staging apron of
9,000 square feet and appropriate taxiway access to Taxiway H ("Parcel A Improvements").
Construction of Parcel A Improvements shall be commenced no later than 365 days after
the Effective Date of this Agreement and completed no later than 720 days after the
Effective Date (the "Construction Period"). Construction of Parcel A Improvements are
considered commenced upon issuance of a building permit and construction of any portion
of the hangar/office facility. Construction of Parcel A Improvements are considered
complete upon the issuance of a certificate of occupancy for the entire hangar/office facility.
Notwithstanding anything contained in this Lease Agreement to the contrary, a
failure to complete the Parcel A Improvements within the Construction Period may, at
the sole option and discretion of the Lessor, result in the immediate termination and
cancellation of this Lease Agreement as to Parcel A upon 30 days written notice of
cancellation to Lessee. In such case Lessee's rights under the Lease Agreement as to
Parcel A will immediately cease and be forfeited, and all of Parcel A Improvements
shall immediately become the property of Lessor at no cost, expense or other
compensation paid by Lessor to Lessee; and Lessee shall immediately vacate the
Parcel A. In such case this Lease Agreement will remain in force and effect as to the
Existing Parcel.
Notwithstanding anything contained in this Lease Agreement to the contrary, a
failure to complete the Upgrades within the Construction Period for Upgrades may, at
AIRPORT LEASE AGREEMENT BAM FBO Page 5
the sole option and discretion of the Lessor, result in the primary term of this Lease
being reduced from 30 years to 15 years.
E.F.A.qEMFNT,q Lessor and Lessee by mutual agreement may establish, on the
Leased Premises, easements for public access on roads and taxiways.
F. ACCERR TO IITII.ITI~.q Lessor represents that there are water, sewer and 3-
phase electricity lines within close proximity to the Leased Premises available to "tap-in" by
Lessee, and that the same are sufficient for usual and customary service on the Leased
Premises.
111. TERM
The term of this Lease Agreement shall be for a period of thirty (30) years, com-
mencing on the 15th day of December, 2004 and continuing through the 14thth day of
December of 2034, unless earlier terminated or reduced under the provisions of the Lease
Agreement (the "Lease Term"). Lessee has the option to renew for one (1) additional ten
(10) year tenn. h~ order to exercise the option Lessee must provide written notice to Lessor
of its intent to exemise the 10 year option no later than 180 day before the expiration of the
30 year primary term. The rental and terms to be negotiated for the option term shall be
reasonable and consistent with the then value, rentals and terms of similar property on the
Airport.
IV. PAYMI~NTR: RI~.NTAI.R AND gl~ES
Lessee covenants and agrees to pay Lessor, as consideration for this Lease Agreement,
the following payments, rentals and fees:
A. l .AND gtI~NTAI. Land rental shall be due and payable to Lessor in twelve (12)
equal monthly installments in the sums set forth below, on or before the 1st day of each and
every month during the term of this Lease Agreement. Lessee has the option to pay annual
rentals and fees in whole on or before the 1st day of October, at the beginning of the City's
fiscal year, each and every year of this Lease Agreement. Annual rent shall be a sum equal
to $0.0928 per square foot of the land area contained in the Leased Premises (the "Original
Rent"). Monthly rental shall be 1/12m of the annual rent. However, beginning December 1,
2009 the Original Rent will be adjusted in accordance with Section IV.C.
Notwithstanding the foregoing, the annual lease rental will be reduced by the current lease
rate per square foot, as adjusted by the CPI-U referenced in Section IV.C., times the number
of square feet comprising all easements established in accordance with Section II.E_
B. I.F.qROR IMIPROVI~MENTS RENTAI,S. NONE:
improvements on the Leased Premises.
There are no Lessor
C. PAYMF.NT; PI~NAI.TY: ADII ISTMF, NTS. All payments due Lessor from Lessee
AIRPORT LEASE AGREEMENT BAM FBO - Page 6
under this Lease Agreement shall be made to Lessor at the offices of the Finance
Department of the City of Denton, Customer Service Division, 601 West Hickory, Denton,
Texas, unless otherwise designated in writing by the Lessor. If payments are not received
on or before the 15th day of the month, a five percent (5%) penalty will be due as of the
16th. If payments are not received by the first of the subsequent month, an additinnal
penalty of one pement (1%) of the unpaid rental/fee amount will be due. A one percent
(1%) charge will be added on the first of each subsequent month until the unpaid rental/fee
payment is made. The Original Rent for the Leased Premises shall be readjusted at the end
of each one year period during the Lease Term on the basis of the proportion that the then
current United States Consumer Price Index for all urban consumers (CPI-U) for the Dallas-
Fort Worth Bureau of Labor Statistics bears to the previous odd month 2004 index
(September), which was 179.7 (1982-84 = 100). Each rental adjustment, if any, shall
occur on the 1st day of December, beginning 2009, and every other year thereafter on such
date.
The adjustments in the yearly rent shall be determined by multiplying the Original
Rent by a fraction, the numerator of which is the index number for the last month prior to
the adjustment, and the denominator of which is the index number applicable at the
execution of this Lease Agreement. If the product of this multiplication is greater than
the Original Rent, Lessee shall pay this greater amount as the yearly rent until the time of
the next rental adjustment as called for in this section. If the product of this multiplication
is less than the Original Rent there shall be no adjustment in the annual rent at that time,
and Lessee shall pay the previous year's annual rent until the time of the next rental
adjustment as called for in this section. In no event shall any rental adjustment called for
in this section result in an annual rent less than the previous year's annual rent. The
adjustment shall be limited so that the annual rental payment determined for any given
two-year period shall not exceed the annual rental payment calculated for the previous
CPI adjustment by more than twenty percent (20%) percent.
If the consumer price index for all urban consumers (CPI-U) for the Dallas-Fort
Worth geographical region, as compiled by the U.S. Department of Labor, Bureau of Labor
Statistics, is discontinued during the Lease Term, the remaining rental adjustments called
for in this section shall be made using the formula set forth above, but by substituting the
index numbers for the Consumer Price Index-Seasonally Adjusted U.S. City Average For
All Items For All Urban Consumers (CPI-U) for the index numbers for the CPI-U
applicable to the Dallas-Fort Worth geographical region. If both the CPI-U for the Dallas-
Foil Worth geographical region and the U.S. City Average are discontinued during the
Lease Term, the remaining rental adjustments called for in this section shall be made using
the statistics of the Bureau of Labor Statistics of the United States Department of Labor that
are most nearly comparable to the CPI-U applicable to the Dallas-Fort Worth geographical
region. If the Bureau of Labor Statistics of the United States Department of Labor ceases to
exist or ceases to publish statistics concerning the purchasing power of the consumer dollar
during the Lease Term, the remaining rental adjustments called for in this section shall be
made using the most nearly comparable statistics published by a recognized financial
authority selected by Lessor.
AIRPORT LEASE AGREEMENT BAM FBO - Page 7
D. C)TI-IFJ~ PAYMF. NT,R TO
1. Hanger and Tie-Down Fee~ Lessee shall pay Lessor a percentage of all hangar
and tie-down rentals and fees collected by Lessee bom persons renting facilities on the
Leased Premises. Such fees shall be equal to:
a. 10% of all hangar and tie-down fees through November 30, 2009.
b. 11% of all hangar and tie-down fees through November 30, 2019.
c. 12% of ail hangar and tie-down fees through the end of the Lease Term.
All such fees shall be paid monthly to Lessor on or before the 15th day of each month
during the Lease Term. The fees shall be accompanied by records showing the date and
location on the Airport where the aimraft was hangared or parked and the tail number, or
side number, of the aircraft.
2. Fuel Feeg
Lessee shall pay Lessor a fuel flow fee for use of the Fuel Farm equal to 6% of
the wholesale price per gallon of all fuel used by Lessee through November 30, 2009.
From December 1, 2009 through November 30, 2019 the fuel flow fee will be adjusted to
7%. Thereafter, through the end of the Lease Term an adjustment will be made based on
a market analysis as of December 1, 2019.
E. RFCORD.q Lessee shall keep and maintain accurate records of wholesale
fuel delivered under this Agreement, and parking and hangar fees collected, for a period
of three (3) years fi.om the date the record is made. Such records shall be kept according
to generally accepted accounting principles. Lessor or its duly authorized representatives
shall have the right at all reasonable times during business hours to inspect the books,
records and receipts of Lessee, for the purpose of verification.
F. ANNIIAL.qTATFJVIF. NT Within sixty (60) days after the end of each
calendar year, Lessee shall furnish to Lessor a certified statement of fuel deliveries, and
parking and hangar fees collected during the preceding calendar year. Lessor reserves the
right to audit said statement and Lessee's books and records, including examination of the
general ledger and all other supporting material, at any reasonable time during business
hours, for the purpose of verification.
If the audit establishes the Lessee has understated or overstated fuel sales, parking
fees, or hangar rentals collected by five pement (5%) or more, the entire expense of said
audit shall be borne by Lessee. Any additional payment due fi.om Lessee shall forthwith
be paid to Lessor, with interest thereon at one percent (1%) per month fi.om the date such
amount originally became payable to Lessor. Any overpayment by Lessee shall be
credited against further payments due to Lessor. Either party may refer the results of the
AIRPORT LEASE AGREEMENT BAM FBO - Page 8
audit for resolution in accordance w/th Section IV.G. (Disputes) below.
G. DISPlITI~.q If any dispute arises as to the mount owed fi.om fuel
deliveries or hangar or parking fees collected, the party disputing the amount and/or fee
shall notify the other, in writing, within thirty (30) days from the date the dispute arises.
Upon notification of the dispute, the disputed amount shall be submitted to a panel of
three (3) certified public accountants, one to be selected by Lessor, one to be selected by
Lessee and the third to be chosen by the first two accountants selected. This panel shall,
by majority vote, determine the rights of the parties hereunder in conformity with
generally accepted accounting principles. The fees due the accountants for such service
shall be paid by the unsuccessful party, or in the event the determination is partially in
favor of each party, the fee shall be borne equally by the parties.
V. RIGI4T.q AND O]~TJGATTONg OF T,F,,qgl~iR
A.USF, OF I.EAgFI) PRF, MI.qF~,q. Lessee is granted the non-exclusive privilege to
engage in or provide the following on the Leased Premises:
The fight and privilege to engage in commercial aviation activities, hereby
defined as those activities which involve the sale of aviation services for profit
to the general public and shall include the maintenance and servicing of aircraft,
which right shall include overhauling, rebuild'mg, repairing, inspection, and
licensing of same and the purchase and sale of parts, equipment, and accessories
therefore.
2. The sale of aimraft fuels, lubricants, and propellants within the leased area and
at such other areas that may be designated by the Airport Manager.
3. The storing of aircraft in hangars or on tie down areas owned or operated by
Lessees.
4. The sale of said fuels, lubricants, and propellants shall include the right to use
vehicles necessary for the servicing of aircraft.
The operation of a business of buying and selling, or renting new and used
aircraft, aircraft parts, and accessories therefore, and aviation equipment of all
descriptions either at retail, wholesale, or as a dealer.
The operation and sale of aerial survey, photograph, mapping, and spraying
services. (However, spraying services shall at all times comply with
applicable local, state, and national regulations pertaining to aerial spraying.)
7. The operation and sale of air taxi and sightseeing services.
8. The operation of schools for the instruction of the general public in flying,
AIRPORT LEASE AGREEMENT BAM FBO Page 9
navigation, mechanics, aerial survey, photography, aircraft design and/or
training of the general public in any art, science, craft, or skill pertaining
directly or indirectly to aircrafi.
9. The operation of non-scheduled and charter air transportation of passengers.
10. The sale through coin operated vending machines of tobacco, confections, and
refresluuents and the maintenance on the leased premises of appropriate
facilities therefore.
11. The undertaking of any phase of aviation activity for profit related to or in any
way contributing to air transportation or aerial navigation, as long as such
activity in no way interferes or hinders any F.A.A. approved navigational aids
that may exist now or in the future at the Airport.
12. Ten years after the Effective Date of this Lease Agreement Lessee will begin
to pay a commission fee to Lessor for car rentals based on the then existing
market commission at similar sized airports.
13. The general use, in common with others authorized to do so, of all public
airport facilities and improvements which are now or may hereafter be
com~ected with or appurtenant to said Airport, except as hereinafter provided.
14. Ramp services, including loading and unloading of passengers, baggage, mail
and freight, and providing of ramp equipment, aircraft cleaning and other
services for persons, firms or air carriers.
No person, business or corporation other than Lessee may operate a commercial,
retail or industrial business upon the Leased Premises or upon the Airport, without prior
written consent fi'om Lessor authorizing such commercial, retail or industrial activity.
Lessee shall be allowed to provide sleeping quarters and other accommodations
for use of an around-the-clock security guard. This provision shall not be construed to
allow family living on the leased premises, and it is expressly understood and agreed that
no permanent dwelling or domicile may be built, moved to or established on or within the
leased premises nor may the Lessee, its tenants, invitees, or guests be permitted to reside
or remain as a resident on or within the leased premises or other airport premises.
Lessee shall file with the Airport Manager and keep current its mailing address,
telephone number(s) and contacts where he can be reached in an emergency.
Lessee shall file with the Airport Manager and keep current a list of its tenants
and sub-lessees.
Lessee shall require its employees and sub-lessees (and sub-lessee's invitees) to
abide by the temps of this Agreement. Lessee agrees it shall promptly correct or remedy
AIRPORT LEASE AGREEMENT BAM FBO - Page 10
any breaches of any rules, regulations, terms, conditions or covenants by its employees or
sub-lessees.
Lessee, its tenants, employees, invitees and guests shall not be authorized to conduct
any services not specifically listed in this Lease Agreement. The use of the Leased Premises
by Lessee, its tenants, employees, invitees or guests shall be limited to only those private,
commercial, retail or industrial activities having to do with or related to airports and avia-
tion. Except as specifically authorized in this Lease Agreement, no person, business or
corporation may operate a commemial, retail or industrial business upon the Leased
Premises or upon the Airport without a lease or license t~om Lessor authorizing such
commercial, retail or industrial activity. The Lessor shall not unreasonably withhold
authorization to conduct aeronautical or related services.
B. R EQIJlC~D ~qgRVlPl%q Lessee is required and is hereby granted the non-
exclusive privilege to engage in the business of and provide the services of a full and
complete fixed base operator. It is expressly understood and agreed that the non-exclusive
right to conduct aeronautical activities for furnishing services to the public, including the
delivery of fuel into aircraft is granted to the Lessee subject to the provisions set forth herein
and all applicable ordinances of the City of Denton. Lessee agrees to perform the following
services:
Fuel: To have available those grades and octanes of aviation gasoline, jet fuel
and other petroleum products normally found at similar airports, and to
provide ramp services including the sale and into-plane delivery of those
aviation fuels, lubricants and other related aviation products, and to provide
aircraft guidance and assistance within the areas of the leased premises, at least
during daylight hours, sunrise to sunset, three hundred sixty-five (365) days
per year. All fuels shall meet minimum F.A.A. requirements for aviation fuels
as set out in F.A.A. Circular 5230-4, Aircraft fuel storage handling and
dispensing, as the same may be revised, updated, or replaced by the F.A.A. or
the United States Government. All fuels which are a nationally known brand
shall meet the terms of this requirement. All fuels shall be made available
either by tank track, stationary pump or other suitable equipment approved by
the Fire Marshall of the City of Denton and the Airport Manager; and in
accordance with the provisions of the Fire Code of the City of Denton. All
fueling operations and all fuel facilities owned or operated by the Lessee shall
be in compliance with the Minimum Fueling Standards Ordinance of the City
of Denton. All prices for fuels and other petroleum products shall be posted in
full public view at all times. Lessee agrees that it shall locate any new fuel
storage tanks underground and in compliance with all local, State and Federal
codes and regulations. Except for major system failure not caused by Lessee's
neglect, Lessee shall maintain the Fuel Farm and its equipment in good repair
including the replacement of normal wear and tear items and making TCEQ
upgrades. Lessee's privilege to use the Fuel Farm to meet its fuel obligations
under this Agreement may be rescinded by Lessor should fuel levels at the
Fuel Farm fall below 2,000 gallons for more than 45 days.
AIRPORTLEASEAGREEMENTBAMFBO - Page 11
Ramp ~qervic, e~: To provide ramp servicing of, and assistance to, aircraft,
including parking, storage and tie-down service, to both based and itinerant
aircraft upon or within facilities leased to Lessee or other areas designated by
the Lessor, at least during the Required Hours of Operation.
Pilot l,onnge: To provide a pilot lounge area, informational services, and
telephone service connections to the Flight Service Station at least during the
Required Hours of Operation.
l~lo~Im off)pe, ratinn: FBO will be open 6 a.m. to 8 p.m. Monday through
Friday; 7:00 a.m. to 7:00 p.m. Saturday and Sunday, 365 days of the year.
However, FBO may close on the following holidays: Thanksgiving,
Christmas, New Year's Day, and 4th of July. Such hours of operations are
herein called the "Required Hours of Operation".
AdditionAl Rervic, e~: Lessee shall provide a minimum of three of the
following additional services:
a. Airframe and power plant repair (this service is the equivalent of
providing two services)
b. Flight instruction/aircraft rental
c. Aircraft sales
d. Airtaxi and/orpart 135 charter
e. Avionics and instrument shop/maintenance
f. Propeller repair
g. Pilot shop
h. Aircraft wash rack
i. Aircraft paint services
j. Aircraft upholstery
k. Other commercial aeronaut'leal services as approved by Airport
Management
C. ~qTANDARDS Lessee shall meet or exceed the follow'rog standards:
^ddre~ Lessee shall file with the Airport Manager and keep current its
mailing addresses, telephone numbers and contacts where it can be reached in
an emergency.
2. 1 ,i~t Lessee shall file with the Airport Manager and keep current a list of its
tenants and sublessees.
Conduct~ Lessee shall contractually require its employees and sublessees (and
sublessee's invitees) to abide by the terms of this Lease Agreement. Lessee
shall promptly enforce its contractual rights in the event of a default of such
covenants.
AIRPORT LEASE AGREEMENT BAM FBO - Page 12
4. l;filifies: Taxe~ and Fee~ Lessee shall meet all expenses and payments in
connection with the use of the Leased Premises and the rights and privileges
herein granted, including the timely payment of utilities, taxes, permit fees,
license fees and assessments lawfully levied or assessed.
5. 1 .aw~ Lessee shall comply with all current and future federal, state and local
laws, rules mad regulations which may apply to the conduct of business
contemplated, including roles, regulations and ordinances promulgated by
Lessor, and Lessee shall keep in effect and post in a prominent place all
necessary and/or required licenses or permits.
6. M~intenance of Property, Lessee shall be responsible for the maintenance,
repair and upkeep of all property, buildings, structures and improvements,
including the mowing or elimination of grass and other vegetation on the
Leased Premises, and shall keep the Leased Premises neat, clean and in
respectable condition, free from any objectional matter or thing, including
trash or debris. Lessee agrees not to utilize or permit others to utilize areas on
the Leased Premises which are located on the outside of any hangar or
building for the storage of wrecked or permanently disabled aircraft, alrcratt
parts, automobiles, vehicles of any type, or any other equipment or items
which would distract from the appearance of the leased premises. Lessee
agrees that at no time shall the Leased Premises be used for a flea market type
sales operation.
7. Painting nf Fluildings During the Lease Term of this Lease Agreement and
during each extension, Lessor shall have the fight to require, not more than
once every five years, that the metal exterior of hangar(s) or building(s)
located on the Leased Premises be repainted. The Lessor may require Lessee
to repaint said exteriors according to Lessor's specifications (to specify color
of paint, quality of workmanship and the year and month in which the
hangar(s) or building(s) are to be painted, if needed.) Lessee shall complete
the painting in accordance with such specifications within one (1) year of
receipt of notice from Lessor. Lessee agrees to pay all costs and expense
involved in the hangar or building painting process. Failure of Lessee to
complete the painting required by Lessor, within the one (1) year period shall
constitute Lessee's default under this Lease Agreement.
8. 1 lnauthorized n~e af l.ea~e.d Premises. Lessee may not use any of the Leased
Premises for any use not authorized herein unless Lessor gives Lessee prior
written approval of such additional use. Without limiting the foregoing the
Leased Premises shall not be used for the operation of a motel, hotel,
restaurant, private club or bar, apartment house, storage of recreational
vehicles, automobiles, or marine vehicles, or for industrial, commercial, retail,
or other purposes, except as authorized herein.
AIRPORT LEASE AGREEMENT BAM FBO - Page 13
Dwellings. It is expressly understood and agreed that no dwelling or domicile
may be built, moved to or established on or within the Leased Premises nor
may lessee, its tenants, employees, invitees, or guests be permitted to reside or
remain as a resident on or within the Leased Premises or other Airport
premises.. Lessee may have a pilot lounge, including restroom and shower
facilities for use by flight crew and passengers.
10. Quit pos~e~glon Lessee shall quit possession of the Leased Premises at the
end of the Lease Term or any renewal or extension thereof, or upon
cancellation or termination of the Lease Agreement, and deliver up the Lease
Premises to Lessor in as good condition as existed when possession was taken
by Lessee, reasonable wear and tear excepted.
11. lndemnily. Lessee must indemnify, hold harmless and defend the Lessor, its
officers, agents and employees, from and against liability for any and all
claims, liens, suits, demands and/or actions for damages, injuries to persons
(including death), property damage, (including loss of use), and expenses,
including court costs, attorneys' fees and other reasonable costs, occasioned
by or incidental to the Lessee's occupancy or use of the Leased Premises or
the Airport and/or activities conducted in connection with or incidental to this
Lease Agreement, including all such causes of action based on common,
constitutional or statutory law, or based in whole or in part upon the negligent
or intentional acts or omissions of Lessee, its officers, agents employees,
invitees or other persons. Lessee must at all times exercise reasonable
precautions on behalf of, and be solely responsible for, the safety of its
officers, employees, agents, customers, visitors, invitees, licensees and other
persons, as well as their property, while in, on, or involved in any way with
the use of the Leased Premises. The Lessor is not liable or responsible for
the negligence or intentional acts or omissions of the Lessee, its officers,
agents, employees, agents, customers, visitors and other persons. The Lessor
shall assume no responsibility or liability for harm, injury, or any damaging
events which are directly or indirectly attributable to premise defects, whether
real or alleged, which may now exist or which may hereafter arise upon the
Leased Premises, responsibility for all such defects being expressly assumed
by the Lessee. The Lessee agrees that this indeumity provision applies to all
claims, suits, demands, and actions arising from all premise defects or
conditions.
THE T.ERSOR AND THE T.ESSF. F. EXPRF.,qST.¥ INTEND THIS
1NDEMNITYPROVLqTON TO REQTIIRE T.ESSE1R TO I~JT)EMI*qlFy
AND PROTECT THE I,ES~qOR FROM THE CONSEQIIENCE~q OF THE
I.ESSOR'S OWN' NF. GTJGENCE WI-III.E I.ESSOR I.q PARTIClPATIN~
IN THIS I.EASE AGREEMENT WHERE. THAT NY. GI.IGF. NCF, IS A
CONCIIRRING CAIISE OF THE. INJIIRY: DEATH: OR DAMAGE
NOTWITHSTANDING TI-IR TERMR OF ~ PRE. CF. DING
SENTENCES: THI,q INDEMNITY PROVISION DOF,,S NOT APPI.¥ TO
AIRPORT LEASE AGREEMENT BAM FBO Page 14
ANTY CT,ATM': T,Ogg: DAMAGF,; CAUgl~, OF ACITTON: ,~TTIT A~
T,TAR~,TTM ~.~ TRF. ~H~Y: D~ATH: or DAMAG~ ~RRIH,TR
FAIH,T OF A~ OT~R~ PRRRON OR RNTITY.
12. Chemlaal~. Lessee agrees to properly store, collect and dispose of all chemicals
and chemical residues; to properly store, confine, collect and dispose of ail
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 disposai of such chemicals and paints. Further, the Lessee shall be
solely responsible for all discharges, whether accidental or intentional, of any
chemicai and for the costs associated with the cleanup, remediation and
disposal of said chemicals.
13. Ha×ardous Activities. Should Lessee violate any law, role, restriction or
regulation of the City of Denton or the Federai Aviation Administration, or any
other regulatory authority, or should the Lessee engage in or permit other
persons or agents to engage in activities which could produce hazards or
obstruction to air navigation, obstructions to visibility or interference with any
aircraft navigationai aid station or device, whether airborne or on the ground,
then Lessor shall state such violation in writing and deliver written notice to
Lessee or Lessee's agent on the Leased Premises, or to the person(s) on the
Leased Premises who are caus!ng said violation(s), and upon delivery of such
written notice, Lessor shall have the right to demand that the person(s)
responsible for the violation(s) cease and desist from all such activity creating
the violation(s). In such event, Lessor shall have the right to demand that
corrective action, as required, be commenced immediately to restore the Leased
Prelnises into conformance with the particular law, rule or aeronautical
regulation being violated. Should Lessee, Lessee's agent, or the person(s)
responsible for the violation(s) fail to cease and desist fi.om said violation(s)
and to immediately commence correcting the violation(s), and to complete said
corrections within twenty-four (24) hours following written notification, then
Lessor shall have the right to enter onto the Leased Premises and correct the
violation(s) at the sole cost and expense of Lessee, and Lessor shall not be
responsible for any damages incurred to any improvements on the Leased
Premises as a result of the corrective action process. In addition, such violation
shall be considered a material default by Lessee authorizing Lessor, at its sole
option and discretion, to immediately terminate and cancel this Lease
Agreement.
14. Mann£er Lessee shall select, appoint, and designate to Lessor in writing, a
full-time Manager of business at the Leased Premises. The manager shall be
vested with full power and authority to act in the name of Lessee with respect
to the method, manner and conduct of the operation of the fixed base services
to be provided under this agreement. The manager shall be available during
AIRPORT LEASE AGREEMENT BAM FBO - Page 15
regular business hours and during the manager's absence, a duly authorized
subordinate shall be in charge and available during Required Hours of
Operation, and on an on-call basis during other hours of the day.
· Emplnyees Lessee shall provide, at its sole expense, the employees
necessary to provide effectively and efficiently the services required or
authorized in this Agreement. Lessee shall control the conduct, demeanor
and appearance of its employees, who shall possess such technical
qualifications and hold such certificates of qualification as may be required in
carrying out assigned duties. Lessee shall be responsible to supervise its
employees to assure a high standard of service to customers of the Lessee.
16.
Charges by l.e~ee: The Lessee agrees to fumish all services on a fair, equal,
and not unjustly discriminatory basis to all users thereof, and to charge fair,
reasonable, and not unjustly discriminatory prices for each unit or service,
provided, however, that the Lessee may be allowed to make reasonable and
nondiscriminatory discounts, rebates, or other similar types of price
reductions to volume purchasers.
17.
Properly. Appearance: Lessee shall at its sole cost and expense keep and
maintain the Leased Premises .and all improvements, additions or alterations
thereto, equipment and landscaping constructed or installed upon the Leased
Premises, in first-class condition, which condition shall at all times be based on
a standard of care reflecting prudent property management.
D. ,qlGNS No signs, posters, or other similar devices ("Signage") shall be placed on
the exterior of the Lease Improvements or on any portion of the Leased Premises or Airport
property without the prior written approval of Lessor. Lessee, at its sole expense, shall be
responsible for the creation, installation and maintenance of all such Signage. Lessee shall
pay to Lessor auy and all damages, injuries, or repairs resulting fi.om the installation,
maintenance or repair of any such Signage. Any Signage placed on the Leased Premises
shall be maintained at all times in a safe, neat, sightly and good physical condition. All
signage shall be removed fi.om the Leased Premises by Lessee immediately upon receipt of
instructions for removal of same fi.om Lessor, including without limitation, upon expiration
or termination of this Lease Agreement. If Lessee fails to remove the Signage then Lessor
may do so at the sole cost and expense of~Lessee. Lessee shall be permitted the right to
place two wall signs, no greater than thirty-two square feet each, identifying the commercial
hangar operation. Ail signage shall comply with ail applicable ordinances including the
City of Denton sign ordinance."
E. ENTRY. Lessor and its designees shall have the right to enter the Leased
Premises upon reasonable advance notice (written or oral) and at any reasonable times for
the purposes of inspecting the Leased Premises, performing any work which Lessor elects
to perform under this Lease Agreement, and exhibiting the Leased Premises for sale,
lease, or mortgage. Nothing in this section shall imply any duty upon Lessor to do any
work, which under any other provision of this Lease Agreement Lessee is required to
AIRPORTLI~ASEAGREEMENTBAMFBO - Page 16
perform, and any performance by Lessor shall not constitute a waiver of Lessee's default.
VI. COVF, NANTR FlY 1 ,F.R ROR
Lessor hereby agrees as follows:
A. PEACEFI ri, RNIOYMENT. Upon on payment of all rent, fees, and performance
of the covenants mad agreements on the part of Lessee to be performed hereunder, Lessee
shall peaceably hold and enjoy the Leased Premises and all fights and privileges herein
granted.
B. COMPIJANCE. Lessor warrants and represents that in the establishment,
construction and operation of the Airport, that Lessor has heretofore and at this time is
complying with all existing roles, regul~itions, and criteria distributed by the Federal
Aviation Administration, or any other governmental authority relating to and including, but
not limited to, noise abatement, air rights and easements over adjoining and contiguous
areas, over-flight in landing or takeoff, to the end that Lessee will not be legally liable for
any action of trespass or similar cause of action by virtue of any aerial operations of
adjoining property in the course of nonnaI take-off and landing procedures from the
Airport; Lessor further warrants and represents that at all times during the Lease Term, or
any renewal or extension of same, that it will continue to comply with the foregoing.
VII. ,qPI~.CTAI. CONDITIONLq
It is expressly understood and agreed by and between Lessor and Lessee that this
Lease Agreement is subject to the following special terms and conditions.
RIINWAYS AND TAXIWAY.q. Because of the present sixty thousand (60,000)
pound continuous use weight beating capacity of the taxiways, Lessee herein agrees to limit
all aeronautical activity including landing, take-off and taxiing, to aircraft having an actual
weight, including the weight of its fuel, of sixty thousand (60,000) pounds or less, until such
ti~ne that the runway and designated taxiways on the Airport have been improved to handle
aircraft of such excessive weights. It is further agreed that, based on qualified engineering
studies, the weight restrictions and provisions of this clause may be adjusted, up or down,
and that Lessee agrees to abide by any such changes or revisions as such studies may
dictate. "Aeronautical activity" referred to in this clause shall include any activity of the
Lessee or its agents or subcontractors, and its customers and invitees, but shall not include
those activities over Milch it has no solicitory part or control, such as an unsolicited or
unscheduled or emergency landing. A pattern of violating the provisions of this section on
two or more occasions shall be sufficient to cause the immediate termination of this entire
Lease Agreement and subject Lessee to liability for any damages to the Airport that might
result.
AIRPORTLEASEAGREEMENTBAM FBO - Page 17
VIII. T,F, ASF, Tq'OT,D I'IVfPROVF, M~',lqT,~
A. RFtQIIIRIRMIRNT.R: Before commencing the construction of any additional
improvements on the Leased Premises including the Parcel A Improvements (the"
Additional Lease Improvements"), Lessee shall submit:
Documentation, specifications, or design work, to be approved by the Lessor,
which shall establish that the improvements to be built or constructed upon the
Leased Premises are in conformance with the overall size, shape, color, quality
and design, in appearance and structure of the program established by Lessor
on the Airport.
2. All plans and specifications showing the location upon the Leased Premises of
the proposed construction and improvements;
3. The estimated cost of such construction.
No construction may commence until Lessor has approved the plans and
specifications mad the location of the Lease Improvements, and the estimated costs of such
construction. Approval by the Lessor shall not be unreasonably withheld. Documentary
evidence of the actual cost of construction on public areas only (such as taxiways) shall be
delivered by Lessee to Lessor's City Manager fi:om time to time as such costs are paid by
Lessee, and Lessor's City Manager or designee is hereby authorized to endome upon a copy
of this Lease Agreement filed with the City Secretary of Lessor such actual amounts as he
shall have found to have been paid by Lessee, and the findings of the City Manager when
endorsed by him upon said contract shall be conclusive upon all parties for all purposes of
this Lease Agreement.
No later than 30 days after completion of the Additional Lease Improvements, Lessee
shall submit to Lessor detailed as built plans of the Additional Lease Improvements and
documentary evidence acceptable to Lessor evidencing the total cost to construct the Lease
Improvements ("Cost to Constmct Lease Improvements").
B. ADDITIONIAI. CON[qTRIICTION OR I]MPROVg. MI:~NIT.q: Lessee is hereby
authorized to construct upon the Leased Premises, at its own cost and expense, buildings,
hangars, and stnlctures, that Lessor and Lessee mutually agree are necessary for use in
connection with the operations authorized, by this Lease Agreement, provided however,
Lessee shall comply with all of the requirements of Section VIII.A., above. Such additional
improvements shall be a part of the Additional Lease Improvements.
C. OxUNF, R,qHIP C)V 1MPRC)VF~MI~NT.q: The Existing Improvements except for
the hangar constructed by Lessee in 2003 which is identified on Attachment "E" (the "2003
Hangar") are the property of the Lessor. The 2003 Hangar and the Additional Lease
Improvements, when completed by Lessee, (the "Lease Improvements') shall remain the
property of Lessee during the Lease Term subject to the following conditions, terms and
provisions:
AIRPORT LEASE AGREEMENT BAM FBO - Page 18
1. Remnval nf Rnilding~ No building or permanent fixture may be removed
from the Leased Premises.
Assumption. The Lease Improvements shall automatically become the
property of Lessor absolutely flee, without any cost to Lessor, at the end of the
Lease Term, or any extension thereof.
Failure tn Complete Parcel A lrnprovementn, The Parcel A Improvements
shall immediately become the property of Lessor at no cost, expense, or
compensation to Lessee should Lessee fail to complete the Lessee's
Improvements within the Construction Period as provided in Section ll.D. of
this Lease Agreement.
Cancellation ar Tcrminminn. Should this Lease Agreement be cancelled or
terminated before the end of the Lease Term, or extension thereof, Lessor shall
have the right to purchase all of the Lease Improvements. In the event of a
cancellation or termination, other then due to a default by Lessee that has not
been cured as provided below, the purchase price shall be equal to the most
recent value of the Lease Improvements as determined by the Denton County
Central Appraisal District ("Value of the Lease Improvements') reduced by
1/30 for each year of the Lease Term that has expired as of the date of
termination (the "Purchase Price"). With regard to Additional Lease
Improvements, should the Denton County Central Appraisal District not
determine a separate value for the Lease Improvements, or should such
separate valuation be older than two years, then the Purchase Price will be
determined taking the Cost to Construct the Lease Improvements reduced by
1/30 for each year the Lease Term has expired as of the date of termination. If
the termination or cancellation is due to a default by Lessee that has not been
cured within 30 days after written notice of default to Lessee, then the
Purchase Price as determined above shall be reduced by 50%. However, if
Lessee provides written notice to Lessor within said 30 day cure period that it
is impossible to cure such default within said time period, then the Lessor may
consent to an extension of such time to cure, which consent will not be
m~reasonably withheld.
IX. ~qITFIROGATION OF 1MORTGAGF. F,
Any person, corporation or institution that lends money to Lessee for construction
of any hangar, structure, building or improvement and retains a security interest in said
hangar, structure, building or improvement shall, upon default of Lessee's obligations to
said mortgagee, have the right to enter upon the Leased Premises and operate or manage
said hangar, structure, building or improvement according to the terms of this Lease
Agreement, for a period not to exceed the term of the mortgage with Lessee, or until the
loan is paid in fnI1, whichever comes first, :but in no event longer than the Lease Term. It
is expressly understood and agreed that the right of the mortgagee referred to herein is
AIRPORTLEASEAGREEMENTBAM FBO - Page 19
limited and restricted to those improvements constructed with funds borrowed from
mortgagee, those improvements purchased with the borrowed funds, and those
improvements pledged to secure the refinancing of the improvements.
X. RIG[IT (~R RARF. MF~NT
Lessor shall have the right to establish easements, at no cost to Lessee, upon the
Leased Premises for the purpose of providing underground utility services to, from or
across the Airport property or for the construction of public facilities on the Airport.
However, any such easements shall not interfere with Lessee's use of the Leased Premises
and Lessor shall restore the property to the original condition as is reasonable practicable
upon the installation of any utility services on, in, over or under any such easement at the
conclusion of such construction. Construction in or at the easement shall be completed
within a reasonable time.
XI. A,q~qIGN!MFNT OF I,EA.qF.
Lessee expressly covenants that it will not assign this Lease Agreement, convey more
than fifty percent (50%) of the interest in its business, through the sale of stock or other, vise,
transfer, license, nor sublet the whole or any part of the Leased Premises for any purpose,
except for rental of hangar space or tie-down space for storage of aircraft only, without the
written consent of Lessor. Lessor agrees that it will not unreasonably withhold its approval
of such sale, sublease, transfer, license, or assignment of the facilities for Airport related
purposes; provided however, that no such assignment, sublease, transfer, license, sale or
otherwise shall be approved if the rental, fees or payments, received or charged are in excess
of the rental or fees paid by Lessee to Lessor under the terms of this lease, for such portion
of the Leased Premises proposed to be assigned, subleased, transferred, licensed, or
otherwise. The provisions of this Lease Agreement shall rema'm binding upon the
assignees, if any, of Lessee.
XII. INISI~ANC~
A. REQl J1RI~D lN.qt ~ ANIC.1R: Regardless of the activities contemplated under this
Lease Agreement, Lessee shall maintain continuously in effect at all times during the term
of this agreement, at Lessee's sole expense, the following minimum insurance coverages:
1. Cormnercial (Public) General Liability covering the Lessee or its company, its
employees, agents, tenants and independent contractors, and its operations on the
airport. Coverage shall be in an amount not less than $1,000,000 per occurrence
and provide coverage for premises/operations and contractual liability AND where
exposure exists, coverage for: products/completed operations; explosion, collapse
and underground property damage.
2. All risk property insurance on a replacement cost basis covering loss or damage to
all facilities used by the Lessee, either as a part of this agreement or erected by the
AIRPORTLEASEAGREEMENTBAMFBO - Page 20
Lessee subsequent to this agreement. Under no circumstances shall the Lessor be
liable for any damages to fixtures, merchandise or other personal property of the
Lessee or its tenants.
3. Business Automobile Liability to include coverage for Owned/Leased Autos, Non-
Owned Autos and Hired Cars:
For operation in aimraft movement areas the hmit of liability shall be $100,000
per occmTence.
For other operations the limit of liability shall be consistent with the amount set
by State Law.
B. ADDITIONAL COVERAGES: In addition to the above referenced coverages, the
following insurmace is required if the activity or exposure exists or is contemplated:
Aircraft Fuel/Oil Storage and Dispensing - Comprehensive Commercial (Public)
General Liability shall include coverage or separate coverage shall be provided for
Enviromnental Impairment Liability.
Aircraft Sales or Aircraft Charter and Air Taxi - Aircraft Liability in the amount of
$1,000,000 per occurrence to include Hull Coverage and Liability. In addition,
Passenger Liability in an amount of $100,000 per person (per passenger seat) shall
be provided.
Aircraft Rental or Flight Training - Aircraft Liability in the amount of $1,000,000
per occun'ence to include Hull Coverage and Liability, Passenger Liability in the
amount of $100,000 per person (per passenger seat) and Student/Renter Liability
coveting all users in the amount of $500,000 per occurrence.
4. Specialized Commercial Flying (including crop dusting, seeding, and spraying,
banner towing and aerial advertising, aerial photography and surveying, fire
fighting, power line or pipe line patrol) - Aircraft Liability in the amount of
$1,000,000 per occurrence to include Hull Coverage and Liability. In addition,
Passenger Liability in an amount of $100,000 per person (per passenger seat)
shall be provided.
5. Aircraft Storage, Maintenance and/or Repair - Aircraft Liability in the amount
of $1,000,000 per occurrence to include Hull Coverage and Liability. In
addition, Hanger Keepers Liability in the amount of $500,000 per occurrence
shall be provided. The requirement for Hangar Keepers Liability shall not
apply to individual owner/operators whose primary use of the hangar space is
the storage of their own aircraft. The requirement does not apply to such
individuals notwithstanding the fact that they may, from time to time, permit
the storage of non-owned aircraft in the hangar space and charge a fee for the
storage of such aircraft so long as such use is in the nature of a rent-sharing
AIRPORTLEASEAGREEMENTBAMFBO - Page 21
agreement rather than a commercial aircraft storage business.
C. COVER A G}~ R~Q! IIRF~MFNTR: All insurance coverages shall comply with the
following requirements:
All liability policies shall name the City of Denton, and its officers and employees
as an additional named insured and provide for a minimum of 30 days written
notice to the City of any cancellation or material change to the pohcy.
Ail insurance required by this Lease Agreement must be issued by a company or
companies of sound and adequate financial responsibility and authorized to do
business in the State of Texas. All policies are subject to the examination and
approval of the City's office of Risk Management for their adequacy as to content,
form of protection mad providing company.
Required insurance naming the City as an additional insured must be primary
insurance and not contributing with any other insurance available to the City
whether fi'om a third party liability policy or other. Said limits of insurance shall in
no way limit the liability of the Lessee hereunder.
The Lessor shall be provided with a copy of all such policies and renewal
certificates. Failure of Lessee to comply with the minimum specified amounts or
types of insurance as required by Lessor shall constitute Lessee's default of this
Lease Agreement.
During the Lease Term, or any extension thereof, Lessor herein reserves the right
to, with 60 days notice, adjust or increase the liability insurance amounts required
of the Lessee, and to require any additional rider, provisions, or certificates of
insurance, and Lessee hereby agrees to provide any such insurance requirements as
may be required by Lessor; provided however, that any requirements shall be
commensurate with insurance requirements at other public use airports similar to
the Denton Municipal Airport in size and in scope of aviation activities, located in
the southwestern region of the United States.
xm. CANCFJ J ,ATION gl¥ 1 .F..RROR
In the event that Lessee shall .file a voluntary petition in bankruptcy or
proceedings in bankruptcy shall be instituted against it and Lessee thereafter is
adjudicated bankrupt pursuant to such proceedings, or any court shall take jurisdiction of
Lessee and its assets pursuant to proceedings brought under the provisions of any Federal
reorganization act, or Lessee shall be divested of its estate herein by other operation of
law; or Lessee shall fail to perform, keep and observe any of the terms, covenants, or
conditions herein contained, or on its part to be performed, the Lessor may give Lessee
written notice to correct such condition or cure such default and, if any condition or
default shall continue for thirty (30) days after the receipt of such notice by Lessee, then
AIRPORTLEASEAGREEMENTBAMFBO - Page 22
Lessor may terminate this Lease Agreement by written notice to Lessee. However, if
Lessee provides written notice to Lessor within said 30 day cure period that it is impossible
to cure such default within said time period, then the Lessor may consent to an extension of
such time to cure, which consent will not be unreasonably withheld. In the event of
default, Lessor has the right to purchase any or all of the Lease Improvements under the
provisions of Section vm.c.4, hereof.
XIV. C A NICIqT l ,A TIONI DIY 1- ,RRRlq, R
Lessee may cancel this Lease Agreement, in whole or part, and terminate all or any of
its obligations hereunder at any time, by thirty (30) days written notice, upon or after the
happening of any one of the following events: (1) issuance by any court of competent juris-
diction of a pennanent injunction in any way preventing or restraining the use of the Airport
or any part thereof for airport purposes; (2) the breach by Lessor of any of the covenants or
agreements contained herein and the failure of Lessor to remedy such breach for a period of
ninety (90) days after receipt of a written notice of the existence of such breach; (3) the
inability of Lessee to use the Lease Premises and facilities continuing for a longer period
than ninety (90) days due to any law or any order, role or regulation of any appropriate
governmental authority having jurisdiction over the operations of Lessor or due to war,
earthquake or other casualty; or (4) the assumption or recapture by the United States
Government, or any authorized agency thereof, of the maintenance and operation of said
airport and facilities or any substantial part or parts thereof.
Upon the happening of any of the four events listed in the preceding paragraph, such
that the Leased Premises cannot be used for aviation purposes, then the Lessee may cancel
this Lease Agreement as aforesaid, or may elect to continue this Lease Agreement under its
terms, except, however, that the use of the Leased Premises shall not be limited to aviation
purposes, their use being only limited by such laws and ordinances as may be applicable at
that time.
Should Lessor close the Airport and relocate the Airport to another location during the
primary tema of this Lease Agreement, Lessee shall have the right to relocate its facilities to
thenew airport at a suitable location under .the same or similar terms of this Lease
Agreement. The cost of relocation of Lessee's facilities will be shared by Lessor and Lessee
in proportion to the number of years remaining on the primary term of this Lease
Agreement. In this regard Lessor will be responsible for 1/30 of the such costs for every
year remaining on the primary term.
XV. MI,qCF, IJ,AN!F, OII,q PROVI,RTONI,q
A. F, NITIRI5 AGRF, EMENT. This Lease Agreement constitutes the entire
understanding between the parties and 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 both parties.
AIRPORTLEASEAGI~EEMENTBAMFBO - Page 23
B. BINDING EFFECT. All covenants, stipulations and agreements herein shall
extend to, bind and inure to the benefit of the legal representatives, successors and assigns
of the respective pmlies hereto.
C. SEVER ARB-JT¥ If a provision hereof shall be finally declared void or illegal by
any court or administrative agency having jurisdiction, the entire Lease Agreement shall not
be void; but the remaining provisions shall continue in effect as nearly as possible in
accordance with the original intent of the parties.
D. NOTICE. Any notice given by one party to the other in connection with this
Lease Agreement shall be in writing and shall be sent by certified mail, return receipt
requested, with postage fees prepaid or via facsimile as follows:
I. If to Lessor, addressed to:
City Manager
City of Denton
215 E. McKinney Street
Denton, Texas 76201
Fax No.940.349.8596
2. If to Lessee, addressed to:
Damon Ward, President
BAM Denton Management Ventures, L.L.C.
5007 Airport Road
Denton, Texas 76207
Phone (940) 898-1200
Fax No. (940) 382-5602
E. hEADINGS. The headings used in this Lease Agreement are intended for
convenience of reference only and do not define or limit the scope or meaning of any
provision of this Agreement.
F. GOVERNING 1 .AW AND VENIIIF,. This Lease Agreement is to be construed in
accordance with the laws of the State of Texas and is fully performable in Denton County,
Texas. Exclusive venue for any lawsuit to enforce the terms or conditions of tiffs Lease
Agreement shall be a court of competent jurisdiction in Denton County, Texas.
G. NO W AIVF~R. No waiver by Lessor or Lessee of any default or breach of
covenant or term o~' this Lease Agreement may be treated as a waiver of any subsequent
default or breach o I~the stone or any other covenant or term of this Lease Agreement.
H. NO AGFNCY During all times that this Lease Agreement is in effect, the parties
agree that Lessee is and shall not be deemed an agent or employee of the Lessor.
AIRPORTLEASEAGREEMENTBAMFBO - Page 24
I. FORCE MAJEURE. None of the Parties shall be in default or otherwise liable for
any delay in or lhilure of performance under this Lease Agreement if such delay or failure
arises by any reason beyond their reasonable control, includ'mg any act of God, any acts of
the common enemy or terrorism, the elements, earthquakes, floods, fires, epidemics, dots,
failures or delay io transportation or communications. However, lack of funds shall not be
deemed to be a reason beyond a Party's reasonable control. The Parties will promptly inform
and consult with each other as to any of the above causes, which in their judgment may or
could be the cause o f a delay in the performance of this Lease Agreement.
J. SI JPERCEDES EXISTING I.EARF. Thin 1 ~ane A~m'eement m~perceden and taken
the place nfthe Fxisting 1 .ease in itn entirely..
IN WITNESS WHEREOF, the parties have executed this Lease Agreement as of the
Effective Date first above written.
ATTEST:
JENNIFER WALTERS, CITY SECRETARY
APPROVED AS TO LEGAL FORM:
HERBER:~TY, ~Y ATTORNEY
BY. ~-' '~
BAM DENTON MANAGEMENT
VENTURES, L.L.C., a Texas limited
Liability company
BY:
DAMON WARD, PRESIDENT
AIRPORT LEASE AGREEMENT BAM FBO - Page 25
ACKNOWLEDGMENTS
THE STATE OF TEXAS §
COUNTY OF DENTON §
¥.
This instrument was acknowledged before me on the ff~5 day of ~J~4/~d0?2/,~,2004, by
Michael A. Conduff, City Manager of the City of Texas, on behalf of said
municipality.
THE STATE OF TEXAS §
COUNTY OF DENTON §
This instrument was acknowledged before me on the ~day of k~tO'lA ~(-, 2004 by
Damon Ward, President, BAM Denton Management Ventures, L.L.C., a Texas limited
liability company, on behalf of said company.
NOTARY PUBLIC, STATE OF TEXAS
AIRPORT LEASE AGREEMENT BAM FBO - Page 26
Attachment A
Airport Road
PARCE~B
$cc~e: N.T.$. Dt~wn by: DMM
Dale: 08/17/04 Revised:
Tim Beat,/Builders, Inc.
P. O. 8ox 68
Denton, TX 76201
{~40) 307-3275
Attachment B
Ail that certain lot, tract, or parcel of land situated in the
William Neil Survey, Abstract Number 970, and the T. Toby Survey,
Abstract Number 1285, Denton County, Texas, and being part of a
tract shown by deed to the City of Denton, recorded in Volume
305, Page 216 of the Deed Records of Denton County, Texas and
part of'a tract shown by deed to the City of Denton, recorded in
Volume 304, Page 503 Deed Records and being more particularly
described as follows:
Beginning at a point that is North 88 degrees 33 minutes .59
seconds West 528.37 feet from the northwest corner of a tract
shown by deed to Patrick F. Breen recorded in Volume 427, Page
183 Deed Records;
Thence South 00 degrees 59 minutes 07 seconds West a distance of
592.66 feet to a point for a corner, said point being in the
north line of Lot 1, Block 1 of the Southeast Airport Addition',
and addition fo the City of Denton as shown by plat recorded in
Cabinet G, Slide 295, Plat Records, Denton County, Texas;
Thence North 88 degrees 53 minutes 12 seconds West a distance of
617.60 feet to a point for a corner, said point being South .88
degrees 53 minutes 12 seconds East 41.67 feet from the northwest
corner of said Lot 1;
Thence North 08 degrees 24 minutes 37 seconds East a distance of
403.85 feet to the beginning of a non-tangent curve to the left
whose center is South 86 degrees 04 minutes 55 seconds West
293.69 feet and central angle is 34 degrees 30 minutes 00 seconds;
Thence with said curve a distance of 176.84 feet to the end of
said curve; and the beginning of another curve to the right,
whose center is North 56 degrees 28 minutes 22 seconds East
405.64 feet and central angle is 32 degrees 42 minutes 43 seconds;
Thence with said curve, a distance of 231.59 feet to the end of
said curve;
Thence leaving the last mentioned curve in a non-tangent
direction of South 87 degrees 03 minutes 22 seconds East a
distance of 150.42 feet to a point in a chain link fence and the
beginning of a non-tangent curve to the left whose center is
North 79 degrees 32 minutes 34 seconds East 375.00 feet and
central angle is 20 degrees 51 minutes 11 seconds;
Thence with said curve a distance of 136.48 feet to the end of
said curve;
Thence leaving the last mentioned curve in a non-tangent
direction of South 88 degrees 34 minutes 29 seconds East a
distance of 273.05 feet to a point for a corner;
Thence South 01 degrees 19 minutes 14 seconds West a distance of
52.60 feet to a point for a corner;
Thence South 88 degrees 33 minutes 59 seconds East a distance of
228.66 feet to the Place of Beginning and containing 9.100 acres
of land.
3"\221
03;23/05
ATTACHMENT C
ALL THilT CER] I\IN TI,I\CT Of, r"AíKEI.. OF LAND L YING .~ND BEING SITUATED IN THE
W. NEIL SUIWEY AfJSTf,AC¡ NUMBEI, 970. CITY OF DENTON. DENTON COUNTY.
I EXAS. AND BEING A I"'ARI OF A TRACT DESCRIBED IN A DEED I 0 THE CITY OF
DENTON. I,ECORDED IN VOLUME 305. PAGE 216. DEED I,ECORDS. DENTON COUNTY.
TEXÞ.S. AND BEING MOI<E PARTICULARLY DESCRIBED AS FOLL.OWS.
ROAD
-l
I
I
\
COMMENCING ¡, ¡ A FOUND IRON PIN i,T THE NORTHEAST CORNER OF LOTI BLOCK
'. SOUTHEAST AIRPORI ADDITION. AN ADDITION TO THE CITY OF DENTON. DENTON
COUNTY. TEXpoS. f,CCORDING TO THE PL,\ T THEREOF RECORDED IN CABINET G. PAGE
295. I'LAT RECOF<DS. DENTON COUNTY. TEXAS.
!lIENCI' NORTH 89 DEGI,EES 513 MINUTES 21 SECONDS WEST WITH THE NORTH LINE
OF SAID LOT '. f, DISTANCE OF 409.47 FEET TO A POINT FOR CORNEl,.
¡IIENCE NORlI'1 00 DEGFŒES 0'] MINUTES 02 SECONDS WEST. f, DISTA.NCE OF 22.,15
FEET TO II 1¡2INCH IRON I'IN SET WITH A YELLOW I'LASTIC CAP STAMPED
"METI,OPLEX 1849" AT THe POINT OF BeGINNING OF THe HEREIN DESCRIBED TRACT:
THEI,Ce I"ORTH 00 DEGReES 04 MINUTES 02 SECONDS WEST. A DISTANCE OF 135.00
FEET TO fl 1/2 INCH If,ON I'IN SET WITH .~ YELLOW PLAST IC CAP STAMPED
"METROPLEX 1849".
THENCe SOU TH 89 DEGI,EES 55 MINUTES 58 SECONDS EAST. A DISTf\NCE OF 210.00
FeET TO A 112 INCH IRON PIN SET WITII A YELLOW PLASTIC CN' STAMPED
"MEmOPI..EX 18'19".
¡IIENCE SOUTH 00 DEGI,EES 04 MINUTES 02 SECONDS EAS'¡. II DIS'] IINCE OF 13500
FEET 10 A 1/2 INCH IRON PIN SET WITII/I YEI..LOW PLASTIC CAP STM1PED
"ME1ROf'LEX 1849".
IIiENCE NOfnH 89 DEGf,EES 5:> MINUTES 51) SECONDSIIYEST. A DISTANCE OF 210.00
FI'ET TO THE l'OINT OF BEGINNING. A.ND CON1Þ.INING IN ALl.. 0.65] ACRES OF LAND
NOlES
THIS SUfWEY WilS IvlADE WITHOUT THE BEI,EFIT OF A TITLE COMMITMENT THERE
WIY BE SETI3ACKS em EASEMENTS AFFECTING THE SUl3JECT PROPERTY NOT
SHOWN HEREON
BEARINGS BIISED ON GPS OBSEFNATIONS DATED MARCH 23. 2005.
!W (iRAPI'IIC I'LOllING ONLY. THIS PI,OI~ERTY IS VVITHIN ZONE 'X'. ARE/\S
DET EHMINED 1'0 BE OLJTSID~ OF A IJESIGNMED loa YEAR 011 :>00 YEAR FLOODPLAIN
!IS SHOWN BY FIRM MI\f' COIIH,IUNI1YI'ANEL NUMIJER '18121C0355 F DATED M/IF<CH
30. 1998 NO SURVEYING WAS P~RFOF~MED TO DETERMINE THIS FLOOD ZONE
~NT OF
~¿g~MENCING
SURVEYOH'S C~RTIi'ICATE
Attachment D
ATTACI-IlVlENT E
0
I
2 102
Bldg 2 - 1971 Hangar
Hldg 102 - 2003 Hangar
Bldg 3 - 1991 Hangar
Bldg 4 - 1999 Hangar
Bldg 5 - 1971 & 1972 T-Hangar
Bldg 6 - 1974 Hangar
NOTICE OF CONFIDENTIALITY RIGHTS: IF YOU AREA NATURAL PERSON, YOU MAY REMOVE
OR STRIKE ANY OR ALL OF THE FOLLOWING INFORMATION FROM ANY INSTRUMENT THAT
TRANSFERS AN INTEREST IN REAL PROPERTY BEFORE IT IS FILED FOR RECORD IN THE
PUBLIC RECORDS: YOUR SOCIAL SECURITY NUMBER OR YOUR DRIVERS LICENSE NUMBER.,
VdIIEN RECORDED MAIL TO:
COMPASS BANK
X900 N. 10th St
McAllen LD & FC, 4th Fl
McAllen, IX 78501-1735
MEMORANDUM OF LEASE
This Memorandum, agreement, and notice, entered into on the date hereinafter set forth,
declares that the following lease agreements, amendments, and assignments reflect the leasehold
history and the current leasehold estate held by BAM Denton Management Ventures, L.L.C, and
approved by the City of Denton:
1.. An unrecorded Lease Agreement for Fixed Base Operator between the City of
Denton, Texas, a municipal corporation, as Lessor, dated August 30, 1988; and executed by Ray
Stephens, Mayor, and AirDenton, Inc.., a Texas corporation, as Lessee, executed by Tim Huff,
President, as amended by amendments dated June 7, 1994, October 6, 1998, and December- 7, 1999,
and covering a tract of land consisting of approximately 9,1 acres, approved by City of Denton
Resolution R88-069..
2. An unrecorded Assignment of'Ahport Lease, dated .January October 31, 2001 from
Texas Air Center, Inc.., Assignor, executed by James W. Huff' Jn, President, to BAM Denton
Management Ventutes, L.L„C., a Texas limited liability company, executed by J. P,. Jordan,
President, and approved by the City of'Denton, Lessor, by Resolution No.. R2001-063.
3,. An unrecorded Airport Lease Agreement Fixed Based Operator between the City of
Denton, Texas, a municipal corporation, as Lessor, dated December-15, 2004, executed by Michael
A., Conduff; City Manager, and BAM Denton Management Ventures, L.L..C., executed by Damon
Ward, President, to supersede the Lease Agreement dated August 30,1988 as described inpat agraph
1 above, and covering the same 9.1 acres and adding approximately 28,000 sq ft, approved by -
Ordinance No 2004-380.
4.. An unrecorded First Amendment to the Airport Lease Agreement Fixed Based
Operator dated December' 13, 2005, between the City of'Denton, Texas, amunicipal corporation, as
Lesson, executed by Michael A•. Conduff, City Manager, and BAM Denton Management Ventures,
L..L.C.., executed by Damon Ward, President, to amend the leased premises adding approximately
1..56 acres and 58,000 sq ft, (totaling approximately 2.519 acres) approved by Ordinance No.. 2005-
376.
5.. An unrecorded Addendum to Airport Lease Agreement Fixed Based Operator- dated
March 27, 2007, between the City of'Denton, Texas, a municipal corporation, as Lessor, executed
by George C.. Campbell, City Manager-, and BAM Denton Management Ventures, L.L.C., executed
by Damon Ward, President, to amend the leasedpremises adding approximately 0.501 acres (21,842
sq ft), approved by Ordinance No,. 2007-061
6. An unrecorded Second Amendment to the Airport Lease Agreement Fixed Based
Operator dated August 7, 2007, between the City of Denton, Texas, a municipal corporation, as
Lessor, executed by George C.. Campbell, City Manager-, and BAM Denton Management Ventures,
L.L.C , executed by Damon Ward, President, to amend the leased premises adding approximately
1.947 acres ofland, approved by Ordinance No., 207-165.
The leased property held by BAM Denton Management Ventures, L.L..C.., pursuant to the
Airport Lease described in paragraph 3 hereof'and the subsequent amendments and additions thereto
is that property described on Exhibit A which is attached hereto and incorporated as a part hereof'
The term of said lease shall continue through the last day in December- of'2034, unless earlier
terminated under' provisions of the Airport Lease Agreement Fixed Based Operator-.
Said lease agreement, amendments, and assignments constitute the entire agreement by,
between, and among the parties with respect to the property demised under- said lease agreement,
amendments, and assignment.
EXECUTED this <;6 day of'November, 2010.
T
BAM D ent Ve a Texas
limit abili co
By: -
R, Damon -Td, resident _
ity of D to
C
B
y:
N
ame: a 4.1 w KI E
itle: sS t S IA A-6 eP--
Attest:
By:
Te ifer, Walters, City Secretary
Approved as to Legal Form:
By:
uta B>ugeSS, City Aeorney
STATE OF TEXAS
COUNTY OF DENTON
This instrument was acknowledged before me on this R day of•November, 2010, by R.
Damon Ward, President of•BAM Denton Management Ventures, L..L..C., on behalf'of said limited
liability company..
ti
M, C. MCI a t
Mw COMM"M
No Public Sate of Te
;luny lA, 2011 y
My Commission Expires: Co t
STATE OF TEXAS
COUNTY OF DENTON j
Iles instiuinent was acknowl2;11/!~r72 efore me o n thus ~ day of'November, 2010, by
7ZC~„/~ as riVr &TV /J~i~~/p~ n behalf' of the City of
Denton, a municipal corporation.
A& d& 71)
JANE E. RICHARDSON ('~'W `
ter' Notary Public, State of Texas N ary public, State of Texas
My Commission Expires MY Commission FxplT'eS: /201
'
June 27
` , 2013
-3-
Exhibit A
Tract 1
All that ceitain lot, ti act, or parcel of land situated in the William Neil Survey, Abstract Number 970,
and the I.. Ioby Survey, Abstract Number 1285, Denton County, Iexas, and being part of' a tact
shown by deed to the City of Denton, recorded in Volume 305, Page 216 of the Deed Records of
Denton County, Texas and part of 'a tract shown by deed to the City of'Denton, recorded in Volume
304, Page 503 Deed Records and being inore paiticulaily described as follows:
Beginning at a point that is North 88 degrees 33 minutes 59 seconds West 528.37 feet fiom the
northwest corner of a tract shown by deed to Pattick P. Breen iecorded in Volume 427, Page 183
Deed Records;
Ihence South 00 degrees 59 minutes 07 seconds West a distance of 592.66 feet to a point for a
corner, said point being in the north line of Lot 1, Bloch 1 of the Southeast Airport Addition, an
addition to the City of Denton as shown by plat recorded in Cabinet G, Slide 295, Plat Records,
Denton County, Texas;
Thence North 88 degrees 53 minutes 12 seconds West a distance of 617.60 feet to a point for a
corner-, said point being South 8.8 degrees 53 minutes 12 seconds East 41..67 feet from the northwest
cornea of'said Lot 1;
Thence North 08 degrees 24 minutes 37 seconds East a distance of'403..85 feet to the beginning of
a non-tangent curve to the left whose center' is South 86 degrees 04 minutes 55 seconds West 29.3..69
feet and central angle is 34 degrees .30 minutes 00 seconds;
Thence with said curve a distance of 176.84 feet to the end of said curve; and the beginning of
another curve to the right, whose center is North 56 degrees 28 minutes 22 seconds East 405.64 feet
and central angle is 32 degrees 42 minutes 43 seconds;
Thence with said curve, a distance of'231..59 feet to the end of'said curve;
Thence leaving the last mentioned curve in a non-tangent direction of South 87 degrees 03 minutes
22 seconds East a distance of 150..42 feet to a point in a chain link fence and the beginning of'a non-
tangent curve to the left whose center- is North 79 degrees 32 minutes 34 seconds East 375..00 feet
and central angle is 20 degrees 51 minutes 11 seconds;
Thence with said curve a distance of 136..48 feet to the end of'said curve;
Thence leaving the last mentioned curve in a non--tangent direction of South 88 degrees 34 minutes
29 seconds East a distance of 273.05 feet to a point for a corner;
Thence South 01 degrees 19 minutes 14 seconds West a distance of 52.60 feet to a point for- a corner;
-4-
Thence South 88 degrees 33 minutes 59 seconds East a distance of 228.66 feet to the Place of
Beginning and containing 9.100 acres of land.
Tract 2
All that certain tract or parcel of land lying and being situated in the W. Neil Survey, Abstract
Number 970, City of Denton, Denton County, Iexas, and being a patty of a tract described in a
deed to the City of'Denton, recorded in Volume 305, Page 216, Deed Records, Denton County,
Texas, and being more particularly described as follows:
Commencing at a found iron pin at the Northeast corner of Lot 1, Block 1, Southeast Airport
Addition, an addition to the City of Denton, Denton County, Texas, according to the plat thereof
recorded in Cabinet G, Page 295, Plat Records, Denton County, Texas;
Thence North 89 degrees 55 minutes 21 seconds West with the north line of'said Lot 1, a
distance of'409..47 feet to a found %2 inch iron pin;
Thence North 00 degrees 04 minutes 02 second West, a distance of 161.,00 feet to a'/~ inch iron _
pin found at the Point of Beginning ofthe herein described tract;
Thence North 00 degrees 04 minutes 02 seconds West, a distance of 405..23 feet to a set 1/2 inch
iron pin with a yellow plastic cap stamped "METROPLEX 1849";
Thence South 89 degrees 25 minutes 21 seconds East, a distance of 191..2.3 feet to a fence corner
post;
Thence South 29 degrees 49 minutes 24 seconds East, a distance of 12..46 feet to a fence corner
post;
Thence North 30 degrees 43 minutes 50 seconds East, a distance of 12..34 feet to a fence corner
post;
Thence South 89 degrees 43 minutes 41 seconds East, a distance of 6.28 feet to a set 1/2 inch iron
pin with a yellow plastic cap stamped "METROPLEX 1849";
Thence South 00 degrees 04 minutes 02 seconds East, a distance of'403.30 feet to a found''/2 inch
iron pin;
Thence North 89 degrees 56 minutes 21 seconds West with the South line of the herein described
tract, a distance of 210.00 feet to the Point of Begriming and containing in all 1.947 acreas of
land.
-5-
Tract •3
All that certain ti act or parcel of land lying and being situated in the W. Neil Survey, Abstract
Number 970, City of Denton, Denton County, Texas, and being a part of a tract described in a
deed to the City of Denton, recorded in Volume 305, Page 216 Deed Records Denton County,
Texas, and being more particularly described as follows;
Commencing at a found iron pin at the Northeast corner- of Lot 1, Block 1, Southeast Airport
Addition, an Addition to the City of Denton, Denton County, Texas, according to the plat thereof'
recorded in Cabinet G, Page 295, Plat Records, Denton County, Texas; r
Thence North 89 degrees 56 minutes 21 seconds West with the North line of'said Lot 1, a
distance of 199..47 feet to a set 1/2 inch iron pin at the Point of'Beginning of the herein described
tract;
Thence North 89 degrees 56 minutes 21 seconds West, a distance of 210..00 feet to a %2 inch iron
pin set Aith a yellow plastic cap stamped "METROPLEX 1849";
Thence North 00 degrees 04 minutes 02 seconds West, a distance of 161..00 feet to a %2 inch iron
pin set with a yellow plastic cap stamped "MEIROPLEX 1849";
Thence South 89 degrees 56 minutes 21 seconds East, a distance of'210.00 feet to a % inch iron
pin set with a yellow plastic cap stamped "METROPLE•X 1849";
Thence South 00 degrees 04 minutes 02 seconds East, a distance of 161..00 feet to a 1/2 inch iron .
pin set with a ye]Iow plastic cap stamped "METROPLEX 1849" at the Point of'Beginning and
containing in all 0.776 acres of land..
Tract 4 -
All that certain tract or parcel of land lying and being situated in the Thomas Toby Survey,
Abstract Number 1285, Denton County, Texas, and being a part of 'a called '74.94 acre tract
described in a deed to the City of'Denton, recorded in Volume 304, Page 503, Deed Records,
Denton County. Texas, and being more particularly described as follows:
Commencing at a PK nail found in asphalt at the Southeast corner- of'said City of Denton tract; _
Thence North 02 degrees 32 minutes 44 seconds West with the East line of'said City of'Denton
tract, a distance of 1000,00 feet to a 12 inch iron pin found at an angle point in the East line of
said City of'Denton tract;
Thence South 70 degrees 58 minutes 27 seconds West, a distance of'178..85 feet to a 5/8 inch
ix-on pin found;
-6-
Thence South '76 degrees 32 minutes 40 seconds West, a distance of 530,00 feet to a''/z inch iron
pin found;
Thence North 13 degrees 28 minutes 49 seconds West, a distance of 128 00 feet to a found %2
inch ii-on pin at the point of beginning of the herein described tract;
Thence South 76 degrees 32 minutes 19 seconds West, a distance of 14'7 82 feet to a PK nail set
in asphalt;
Thence North 13 degrees 32 minutes 58 seconds West, a distance of'282..98 feet to a PK nail set
in asphalt; -
Thence North '77 degrees 07 minutes 28 seconds East, a distance of 148.17 feet to a PK nail set
in asphalt;
Thence North 13 degrees 28 minutes 48 seconds West, a distance of'250 48 feet to a'/z inch iron
pin found with a yellow plastic cap stamped Metroplex 1849:
Thence North 76 degrees 31 minutes 11 seconds East, a distance of 95..19 feet to a 1/s inch iron
pin found with a yellow plastic cap stamped Metroplex 1849; i
Thence South 13 degrees 28 minutes 49 seconds East, a distance of'240.,00 feet to an "X" found
in concrete;
Thence North 76 degrees 31 minutes 11 seconds East, a distance of 59.33 feet to an "X" found in
concrete;
Thence South 13 degrees 28 minutes 49 seconds East, a distance of'292 00 feet to a %2 inch iron
pin set with a yellow plastic cap stamped Metroplex 1849;
Thence South '76 degrees 32 minutes 19 seconds West, a distance of 154.52 feet to the Point of
Beginning and containing in all 2..519 acres of land.
Tract .S
All that certain tract or parcel of land lying and being situated in the Thomas Toby Survey,
Abstract Number 1285, Denton County, Texas and being a pact of 'a called '74..94 acre tract
described in a deed to the City of'Denton, recorded in Volume 304, Page 503, Deed Records,
Denton County, Texas, and being more particularly described as follows:
Comnnencing at a PK nail found in asphalt at the Southeast corner of'said City of'Denton tract;
-7-