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HomeMy WebLinkAboutResolution - 4284 - Assingment & Encumbrance From The City Of Lubbock For Abilene Aero Inc - 10_14_1993Resolution No. 4284 October 14, 1993 Item #39 RESOLUTION BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK: THAT the Mayor of the City of Lubbock BE and is hereby authorized and directed to execute a document consenting to the assignment of a Fixed Base Operator Agreement by Aviation Properties to Abilene Aero, Inc., the encumbering of the Assignee's leasehold interest, and the subordination of the City's liens on such property, and a document consenting to the encumbrance of a leasehold interest and the subordination of the City's liens on property previously assigned to Abilene Aero by Texas Air Center, Inc., which documents are attached hereto and incorporated herein by reference, and which shall be spread upon the minutes of the Council and as spread upon the minutes of this Council shall constitute and be a part of this Resolution as if fully copied herein in detail. Passed by the City Council this ATTEST - Betty H.'JohnsoV, City Secretary APPROVED AS TOO CONTENT: Bern Case, Director of Aviation APPROVED AS TO FORM: Havlold Willard, lard, Assistant Cit�ttorney HW:da/AGENDA-D1/A-ABAER0.rea Sept..ber 15, 1993 CONSENT TO ASSIGNMENT AND ENCUMBRANCE AND SUBORDINATION The undersigned, CITY OF LUBBOCK, TEXAS, (hereinafter called "City") hereby consents to the assignment by AVIATION PROPERTIES (hereinafter called "Aviation") to ABILENE AERO, INC. (hereafter called "Aero") of a certain Fixed Base Operator Agreement dated April 1, 1976, between City of Lubbock and Wes -Tex Aircraft, Inc., said Agreement covering property situated at Lubbock International Airport, Lubbock County, Texas, as is more particularly described in said Fixed Base Operator Agreement. Further, City consents to Aero's encumbering Aero's leasehold interest and Aero's improvements and personal property thereon to First National Bank of Abilene, Abilene, Texas (hereafter called "Lender"), its successors and assigns, by Deed of Trust, mortgage, or other security interest; and City subordinates City's landlord's lien and any statutory preference lien in favor of the lien obtained by Lender; provided, however, that this Consent and Subordination shall not in any way constitute a lien on the fee title of City. Further, nothing contained herein shall be construed to permit a lien in favor of Lender on the City -owned brick hangar situated on the leased premises. DATED this 14th day ATTEST: Beaty —myjonnson, City Secretary APPROVED AS TO CONTENT: ern E. Case, Director of viatA ion APPROVED AS TO FORM: Harold Willard, Assistant City Attorney H W:da/1-D 10/C-ABAERO.doc September 13, 1993 CONSENT TO ENCUMBRANCE AND SUBORDINATION WHEREAS, Abilene Aero, Inc. (hereafter called "Aero") has succeeded to the rights of Texas Air Center, Inc., by virtue of an assignment dated June 25, 1990, covering certain property situated at Lubbock International Airport, Lubbock County, Texas, a true copy of such assignment, together with a legal description of the property, being attached hereto and made a part hereof as EXHIBIT A; and WHEREAS, Aero has requested the City of Lubbock, Texas, (hereafter called "City") to approve the encumbrance of its leasehold interest and improvements and personal property situated thereon to its lender, FIRST NATIONAL BANK OF ABILENE, ABILENE, TEXAS (hereafter called "Lender"); and WHEREAS, Aero has requested that the City subordinate its landlord's lien and any statutory preference lien in favor of the lien to be obtained by Lender; and WHEREAS, it has been determined that it would be in the best interest of the City to approve such encumbrance and subordination; NOW THEREFORE, in consideration of the premises, Cityty encumbering Aero's leasehold interest as described in EXHIBIT A improvements and personal property situated thereon to Lender, its assigns, by Deed of Trust, mortgagRr other security interest; an City s landlord's lien and any statutpreference lien in favor of Lender; provided, however, that thonsent and Subordination sh constitute a lien on the fee title of City or on any City -owned struc improvements that might be situate DATED this 14th day ATTEST: Betty nson, City Secretary APPROVED AS TO CONTENT: Bern Case, Director o viaUon APPROVED AS TO FORM: Ha�Id Willard, '��tant City E KW:da[I-D 10.C-ABLENE.doc] September 14, 1993 consents to Aero and Aero's successors and d City subordinates the hen obtained by all not in any way tures or other awl • ' e_• !► STATE OF TEXAS § COUNTY OP UBBOCK Pursuant to that certain Asset 'Purchase Agreement dated June 25, 1990, between Texas .Air Center, Inc. ("Assignor") and Abilene Aero, Inc. (IlAssigneefl), for good and valuable consideration, the receipt .and sufficiency of which are hereby acknowledged, Assignor grantca,..salla, assigns; transfers, conveys and .delivers onto Assignee, all of Assignor's right, title and interest in and to those certain fixed Bate Operator Agreements (collectively, the "Ground Leases") dated September 25, 1975, as amended by that certain Correction and Ratification Agreement dated January 15, 1976 and those certain Lease Addendlums dated September 11, 1980 and October 9, 1980 (the 111975 Agreement"), March 24, 1977 (the "1977 Agreement") and September 11, 1980 (the 111980 Agreement"), between the City of Lubbock, Texas, as lessor ("Lessor"), and Texas Air Center, Inc., as assignee or lessee, and assigned to Assignor under that certain Assignment of Ground Leases executed as of April 16, 1988 to be effective as of May 10, 1988 (the 111988 Assignment), covering and affecting that certain real property (the "Property") situated in Lubbock County, Texas, more particularly described in the copies of the Ground Leases attached hereto as Annex "A" and incorporated heroin, to have and to hold the Ground Leases unto the Assignee and its successors and assigns forever together with any and all- the rights and appurtenances thereto in any way belonging to Assignor, its successors or assigns, and Assignor does hereby bind itself, its successors and assigns to warrant and forever defend against all lawful claims and demands. Assignee liereby consents to .and accepts this Assignment and hereby asmumes and agrees 'to fully and faithfully 'perform each and all of the terms, conditions, duties, obligations, responsibilities, and agreements required to be kapt, performed, and fulfilled by Assignor as set forth in the Ground Leases accruing after the date hereof. Assignee further agrees that if Assignee defaults in the performance of any material term or condition contained in the Ground Leases, including the failure to pay rent or fuel flowage fees or any other default causing Assignee to owe money damages to Lessor, then, notwithstanding the assignment herein, Assignor shall have the right to enter upon and take full possession of the Property or any portion thereof, and to sublet the Property or any portion thereof or assign its rights under the Ground Leases subject in each circumstance to the terms of the Ground Leases. YOl �383 PACE 334 Assignor, for itself, and its successors and assigns, hereby warrants and represents unto Assignee as follows: 1. The Ground Leases are in good standing and are in full force and effect. 2. 'The Assignor is the owner of the tenant's interest in the Ground Leases. 3. There are no presently existing events of default by Assignor or, to Assignor's knowledge, Lessor under the terms of the Ground Leases and to Assignor's knowledge, no event has occurred which, with or wfthout notice or the passage of time, 'or . both, would constitute a default thereunder by Assignor or LG&sor. 4-. There are no modification& or ;amendments dLth respect to the Ground Leabes'and there have been no security or other deposits, payments of rent, or other amounts delivered to Assignor in connection with the Ground Leases. 5., To Assignor's knowledge, there do not exist any set- offs, defenses or claims in favor of Lessor against Assignor, or against enforcement of any terms or conditions of the Ground Leases. 6. There do not exist any unperformed obligations of Assignor under the Ground Leases.' 7. Assignor has the full right and power to assign the Ground Leases to Assignee, subject to Lessor's consent to such assignment. S. This document may be executed in one or more counterparts, each of which when executed and delivered shall be deemed an original, and such counterparts together shall constitute only one original. 2 9 .von 3383 FAcE 335 IN WITNESS WHEREOF, this Assignment of Ground Leases and Assumption Agreement is executed as of the 25th day of June, 1990. TEXAS AIR CENTER, INC. By= William C. L n Senior Vice press den ABILENE AFRO, INC. By:— Q�z 6W-4491 - Joe Crawford, a ident STATE OF TEXAS COUNTY OF LUBBOCK 6 This instrument was acknowledged before me on June 25, 1990, on behalf of Texas Air' Center, Inc., a Texas corporation, by William C. Lang, its Senior Vice President. ooeetflana000a0000ati0000ntz�oo M.JANSJONOS Netary puNtt, ll.h �f tao. �' Mytammhilan lapi��10•iAi aacocawaaoa0000avoaacc000ao BE,ALr STATE OF TE S S COUNTY OF $ /)-,� - Q��z ��w Notary Piablic in a d for the State of Texas This instrument was acknowledged before me on June 25, 1990, on behalf of Abilene Aero, Inc., a Texas corporation, by Joe Crawford, its President. "1:72 M.JANIJONM Nat.ry► 611C.lift@dMy C.Mmlwlan Uplua osoaa000c0000a000000wco OW04010T1 I /)�?' SEAL Notary ublici and for State of Texas 3 FIRST TRACT: A 3.535 acre tract of land out of Section 28, Block A, Lubbock County, Texas, and being particularly described as follows: BEGINNING at a 3/4" iron -pipe set for the Southwest and beginning corner of this tracts from whence the southwest corner of Section 26, Block A bears South 69 5913011 west, 736.59'feet and South 0 02100" East, 3053.15 feeti THENCE North 275.0 felt to a 3/4" iron pips set for the Northwest corner of this tracts THENCE East 560.0 feet to a 3/4!' iron pipe set for the Northeast corner of this traoti said iron pipe also being 950.0 feet West of N-S runway: THENCE South 950.0 feet West of and parallel to the North -South runway, a distance of 275.0 feet to.a 3/4" iron pipe set for the Southeast corner of this tracti THENCE WEST, 560.0 feet to the PLACE OF BEGINNING, containing 3.535 acres. SECOND TRACT: A 3.535 acre tract of land out of Section 28, Block A, Lubbock County, Texas, and being particularly described as follows: BEGINNING at a 3/4" iron pipe set for the Southwest and beginning corner of this tracti from whence the Southwest corner of Section 28, Block A bears south 89 5913011 West, 736.59 feet and South 0 02100" East, 3328.15 feet; THENCE North 275.0 feet to -a 3/4" iron pipe set for the Northwest corner of this tractr THENCE East 560.0 feet to a 3/4" iron pipe set for the Northeast.corner of this tracti said iron pipe also being 950.0 feet West of the North -South runway: THENCE South 950.0 feet West of and parallel to the North -South Runway, a distance of 275.0 feet to a 3/4" iron pipe set for the Southeast corner of this tracti THENCE West, 560.0 feet to the PLACE OF BEGINNING, containing 3.535 acres. THIRD TRACT: A 1.035 acre tract of land out of Section 28, Block A, Lubbock County, Texas and being more particularly described as follows: BEGINNING at a 3/8" iron rod for the Southwest and beginning corner of this tract, and from whence the Southwest corner of Section 28, Black A bears South 69 6913011 West, 736.91 feet and South 0 0210011 East, 3603.15 feet; THENCE North 125.0 feet to. a. 3/8" iron rod for the Northwest corner of this-tracti, THENC4.East. 560.0 feet to a. 3/8" iron rod, for the Northeast•'corner of this tract, said iron 'rod being 950.0b bet West of the North -South runway; THENCE, south 950.00 feet West of and parallel to the North -South runways a distanco of 125.00 feet to a'3/8" iron rod set.tor the Southeast corner of this tracti THENCE West, 560.00 feet to the PLACE OF BEGINNING, less the Northwest 125'xl99.281. EXHIBIT A FOURTH TRAM A 1.141 acre tract of land out of Section 281 Block A, Lubbbok County, Texas and being more particularly described as followsi BEGINNING at an "x" on concrete for the South -Northeast and beginninq corner of this tract, whence the Southwest corner of Sdation 26, Block A, bears South 69 59130" West, 1164.59 feet and South 0 02,00" East, 3053.06 fasts THENCE East, 112.00 fact to a 3/6!1 iron roll set for a corner of this tracts THENCE North, 1i6.0 feet to a mail and shiner, set for the North-Northwast corner of this tracts THENCE East, 120.0 feet to a mail and shiner, set for the Northeast corner of this tracts THENCE South 115.0 test to a 3/6" iron rod, sat for a corner of this tracts THENCE West, 22.0 feet to a 3/611 iron rod, set for a corner of this tracts THENCE South 23.0 feet to a 3/861 iron rod, set for a corner of this traots THENCE West, 30.0 feat to a 3/811 iron rod, set for a ,corner of this tracts THENCE south, 200.5 feet to a nail and shiner, sat for the Southeast corner of this tracts THENCE West, 145.0 feet to a nail and shiner, not for the southwest corner of this tracts THENCE North, 100.0 feet to a nail and shiner, set for a corner of this tracts THENCE West, 20.0 feet to a nail and shiner,'set for a corner of this tracts THENCE North 1oo.5 feet to a 3/811 iron rod, set for a corner of this tracts THENCE Went, 15.00 feet to a 3/81, iron rod, set for a corner of this tracts THENCE North, 23.0 feet to the PLACE OF BEGINNING. Containing 1,141 acres.