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1996-012-RES WHEREAS, CITY COUNCIL DID HERETOFORE IN RESOLUTION NO 95-114 ON THE 9TH DAY RESOLUTION NO. 96-012 WHEREAS, the City Council of the City of Paris did heretofore, in Resolution No. 95- 114, on the 9th day of October, 1995, approve the execution of a Lease Agreement with Billy W. Winters and Donna J. Winters, which Lease has not been accepted and executed; and, WHEREAS, in accordance with the lease policies established in Resolution No. 96-011, on the 12th day of February, 1996, it is appropriate that the offer of lease be amended; and, WHEREAS, the Airport Advisory Board recommends the First Amended Lease Agreement in the form attached hereto as Exhibit A, and the City staff concurs with such recommendation, and such Lease should, in all things, be approved, and the City Manager, Michael E. Malone, should be authorized to execute the same; NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PARIS, that the form of the First Amended Lease Agreement, attached hereto as Exhibit A, be, and the same is hereby, approved; and, BE IT FURTHER RESOLVED, that Michael E. Malone, City Manager of the City of Paris, be, and he is hereby, authorized and directed to execute, on behalf of the City of Paris, the First Amended Lease Agreement, in the form of Exhibit A, attached hereto. PASSED AND ADOPTED "" 12th dAy of F~ ____ Eric S. Clifford, Mayor ) ATTEST: .~ ~~~ \: \.j,,,,,,~ \'\)~) Mattie Curmingham, City Cler FIRST AMENDED LEASE AGREEMENT COUNTY OF LAMAR ) ) ) KNOW ALL MEN BY THESE PRESENTS: STATE OF TEXAS THIS LEASE AGREEMENT is made this 12th day of February, 1996, by and between the CITY OF PARIS, PARIS, TEXAS, a municipal corporation, acting by and through its City Manager, Michael E. Malone, duly authorized, hereinafter referred to as LESSOR, and BILLY W. WINTERS and DONNA J. WINTERS, 1825 F.M. Road 195, Paris, Lamar County, Texas, hereinafter referred to as LESSEES. WITNESSETH For and in consideration of the construction of hangar at Cox Field Airport, the CITY OF PARIS does hereby lease, rent and let unto BILLY W. WINTERS and DONNA J. WINTERS, that portion of Cox Field property described in Exhibit "A", attached hereto and made a part hereof for aHlegal purposes. The term of this Lease is for THIRTY-FIVE (35) years, beginning on the 1st day of March, 1996, and ending on the 28th day of February, 2031. It is further agreed to by LESSOR and LESSEES that LESSEES shaH have the option to renew such Lease for an additional period of TEN (10) years, the rental for the renewal to be in the sum of THIRTY-THREE THOUSAND SIX HUNDRED AND NO/100 DOLLARS ($33,600.00), payable to the CITY OF PARIS, a municipal corporation, as foHows: $280.00 on or before March 1, 2031, with a like payment on or before the 1st day of each month thereafter during the remainder of the term of the first option, which ends February 28, 2041. The granting of said first option is subject to the requirements set forth in paragraph 18. It is further agreed to by LESSOR and LESSEES that LESSEES shaH have a second option to renew such Lease for a period of TEN (10) years, the rental for the second renewal to be based on either $.06 per square foot or the fair market value at the time of the exercising of such second option, whichever is greater, payable to the City of Paris, a municipal ends February 28, 2051. The granting of said second option is subject to the requirements set forth in paragraph 18. IN CONSIDERATION HEREOF, it is mutually agreed by and between LESSOR and LESSEES: 1. That LESSEES pay to LESSOR, or order, at the City Hall in the City of Paris, the agreed rental in advance, promptly and without neglect, default and delay. 2. That this Lease is subject to all the terms, provisions and conditions of the deed of conveyance of such premises from the United States of America to the City of Paris, recorded in Book 308, Page 287, Deed Records of Lamar County, Texas to which reference is made for all purposes. 3. That LESSEES, their successors or assigns, agree that, in the event facilities are constructed, maintained, or otherwise operated on the said property described in this Lease for a purpose for which a Department of Transportation program or activity is extended or for another purpose involving the provision of similar services or benefits, the LESSEES shall maintain and operate such facilities and services in compliance with all other requirements imposed pursuant to Title 49, Code of Federal Regulations, Department of Transportation, Subtitle A, Office of the Secretary, Part 21, Nondiscrimination in Federally-Assisted Programs of the Department of Transportation-Effectuation of Title VI of the Civil Rights Act of 1964, and as said Regulations may be amended. 4. That LESSEES, their successors or assigns, agree that (i) no person, on the grounds of race, color 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; (ii) that, 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, color or national origin shaH be excluded from participation in, denied the benefits of, or otherwise be subjected to discrimination; (iii) that the LESSEES shall use the premises in compliance with all other requirements imposed by or 5. That LESSEES shall comply with all conditions and requirements established in Department of Transportation, Federal Aviation Administration, Grant Agreements No. 8-48- 0169-02 and No. 6-48-0169-03. 6. That LESSEES will abide by and comply with all rules, regulations, ordinances and laws pertaining to the use of the airport located at Cox Field, including but not limited to the City of Paris Airport Manual and Federal Aviation Administration rules and regulations pertaining to Cox Field, and in addition thereto will abide by and comply with all ordinances of the City of Paris and all laws of the State of Texas governing citizens and property within the City of Paris. 7. That LESSEES will use that portion of such premises in their possessions for private hangar space and for aeronautical activities for which they hold permits issued by the City of Paris in accordance with Article II of Chapter 6 of the Code of Ordinances of the City of Paris. Further, it is hereby agreed by and between LESSOR and LESSEES that LESSEES shall be permitted to sublease any or all portions of the premises described in attached Exhibit "A" for private hangar space and for aeronautical activities for which sublessee holds a permit issued by the City of Paris in accordance with Article II of Chapter 6 of the Code of Ordinances of the City of Paris. 8. That, if in the course of using such premises for the permitted purposes, LESSEES desire to build, at their own expense, a hangar building and apron in pursuit of such uses, LESSEES will be so permitted upon application and approval for building permit or permits from the City of Paris, of all steel construction, similar in appearance and construction to the existing enclosed hangars in accordance with the floor plan described in Exhibit B, attached hereto and made a part hereof for all legal purposes, and such structure will not violate any of the rules or regulations of the City of Paris or the Federal Aviation Administration. It being agreed and understood that LESSEES shall be responsible for electric utilities furnished to the hangar building during the term of this Lease. expiration of this Lease, peaceably yield up to LESSOR all and singular the premises and all future erections, additions or repairs to or upon same, in good repair, including but not limited to hangar buildings, storage buildings, permanent installation of equipment and fixtures, and fences. 10. That all improvements made upon the said premises by LESSEES, or at their instance or request, shall at once become the property of LESSOR and shall be surrendered to LESSOR at the termination or expiration of this Lease. 11. That it shall be lawful for LESSOR's Airport Manager to enter upon and into the leased premises, and every part thereof, at all times for the purpose of inspecting and examining the condition thereof. 12. That LESSEES, with the consent of LESSOR, in writing, first had and obtained, have the right to assign this Lease or sublet any part of the leased premises, with such assignee having all rights, privileges and obligations contained in this Lease. 13. That LESSEES agree to indemnify, save, keep and hold harmless LESSOR from and against any and all demands, debts, liabilities, suits, claims and causes of action of every kind and character whatsoever for damage or injuries to persons and/or property occurring on the leased premises resulting from LESSEES', their invitees, agents, servants or employee's use, and LESSOR shall not be liable to LESSEES, their invitees, agents, servants, employees or visitors due to the improvements located thereon, or hereafter constructed, or any other condition of the premises being improperly constructed, maintained or being or becoming out of repair; LESSEES hereby waive any defects therein and agree to hold and save LESSOR harmless from all claims for any such damages or injuries, and LESSEES must, at all times during the term of this Lease, and any extensions hereof, keep and maintain, in full force and effect, a policy or policies of insurance, providing at least $250,000.00 per person and $500,000.00 for any single occurrence for bodily injury or death and $100,000.00 for any single occurrence for injury to or destruction of property, indemnifying all persons for any and all reputable insurance company or companies, with LESSOR as an additional insured, subject to approval by the City Attorney of the City of Paris, and LESSEES or their insurance carrier or carriers shall deliver a copy of any such policies to the City Clerk of the City of Paris, 150 1st Street S.E., Paris, Texas 75460, or furnish to said City Clerk a current letter or certificate from such company or companies, evidencing the fact that such insurance is in full force and effect at all times during this Lease, and any extension hereof, and specifically noting thereon that LESSOR is an additional insured. All such policies shall be written so that the LESSOR will be notified of cancellation or of any restrictive amendment of the policies at least thirty (30) days prior to the effective date of such cancellation or amendment. Notice shall be by certified mail, return receipt requested, addressed to the LESSOR at the following address: City Clerk, City of Paris, P. O. Box 9037, Paris, Texas 75461-9037. 14. LESSEES will not rent the premises, or any part thereof, for aircraft storage unless a permit under Article II, Chapter 6 of the Code of Ordinances of the City of Paris, has been issued to them for that specific purpose. 15. That LESSEES will not use, or permit the use of, said premises, or any part thereof, for any purpose which is determined dangerous or hazardous to the airport operation by Airport Manager. 16. Should LESSEES default in, or fail or refuse to keep any of the covenants, conditions, stipulations and/or provisions herein contained, notice hereof shall be given in writing to LESSEES by LESSOR's Airport Manager, giving LESSEES thirty (30) days to correct such discrepancy, and, in the event such default, failure or refusal is not corrected within said thirty (30) day period, a second notice, in writing, by certified mail, affording a hearing before the Airport Advisory Board, on a day certain, shall be given to LESSEES by LESSOR's Airport Manager. After affording LESSEES such hearing, the Airport Advisory Board shall recommend to the City Council that the Lease continue or be terminated, and thereafter the City Council shall take such action as it deems necessary. the LESSOR shall give the LESSEES ninety (90) days notice, in writing, of its intention to so utilize the tract, or any portion thereof, for the above specified purposes. In the event of either of the above contingencies, the LESSOR shall have the option pursuant to Paragraph 8 of this Lease to satisfy its obligation of compensation to LESSEES. 18. In the event LESSEES shall keep each and every agreement contained herein and do and perform an the obligations required of them hereunder during the primary term of this Lease, an option is hereby given and granted to LESSEES to renew and extend this Lease for a period of TEN (10) years from and after the expiration of this agreement, which option may be exercised by LESSEES giving notice, in writing, of their intention to renew said lease ninety (90) days prior to the expiration of the primary term of the Lease, and shan be under such terms as previously provided. Further, in the event LESSEES shall keep each and every agreement contained herein and do and perform all the obligations required of them hereunder during the first option of this Lease, a second option is hereby given and granted to LESSEES to renew and extend this Lease for a period of TEN (10) years from and after the expiration of said first option, which second option may be exercised by LESSEES giving notice, in writing, of their intention to renew said lease ninety (90) days prior to the expiration of the first option of the Lease, and shall be under such terms as previously provided. 19. In the event of a termination of this Lease by the City of Paris, as permitted herein during the primary term of said Lease, the City of Paris will be obligated to pay to LESSEES 1/35th of the original cost of said hangar and apron, multiplied by the number of years remaining in the primary term of this Lease, which ends February 28, 2031, In the alternative, in lieu of payment for termination during the primary term of this Lease, the City of Paris may agree to give LESSEES hangar space of equal quality, size and usefulness, at no expense to LESSEES, for the remainder of the primary term of this Lease. In the event that final termination of said Lease occurs during the first option, there shall In the event that final termination of said Lease occurs during the second option, there shall be no payment due LESSEES. However, the City of Paris may agree to give LESSEES hangar space of equal quality, size and usefulness, and LESSEES are granted the right to lease such substitute space for TEN (10) years, at a rental rate to be based on either $.06 per square foot or the fair market value at the time of the exercising of the option, whichever is greater. 20. The terms of this Lease are binding on, and the benefits herein inure to, the heirs, administrators and executors of LESSEES. EXECUTED ON the dates shown in acknowledgements below. CITY OF PARIS, LESSOR: By: Michael E. Malone, City Manager ATTEST: Mattie Cunningham, City Clerk APPROVED AS TO FORM: T. K. Haynes, City Attorney LESSEES Billy W. Winters Donna J. Winters STATE OF TEXAS ) ) COUNTY OF LAMAR ) BEFORE ME, the undersigned authority, on this day personally appeared MICHAEL E. MALONE, City Manager of the City of Paris, Paris, Texas, known to me to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that he executed the same for the purposes and consideration therein expressed and in the capacity therein stated. STATE OF CALIFORNIA ) ) COUNTY OF ) BEFORE ME, the undersigned authority, on this day personally appeared BILLY W. WINTERS and DONNA J. WINTERS, known to me to be the persons whose names are subscribed to the foregoing instrument, and acknowledged to me that they executed the same for the purposes and consideration therein expressed. GIVEN UNDER MY HAND AND SEAL OF OFFICE this the _ day of February, 1996. Notary Public, State of California