ORDER N0. 18472 MOTION TO ACCEPT AND APPROVE THE PROPOSED ASSIGNMENT AND ASSUMPTION OF LEASE AGREEMENT DATED MAY 28,1985, AS AMENDED, BY AND BETWEEN KERRVILLE AIR, INC., (FORMERLY S & S AVIATION, INC.) AS LESSEE, AND CITY OF KERRVILLE, COUNTY OF KERR AND APPROVED BY THE KERRVILLE-KERR COUNTY JOINT AIRPORT BOARD AS LESSOR, TO R. R. WOODWARD ENTERPRISES, INC. AND APPROVAL OF ESTOPPEL AGREEMENT On this the 23rd day of February 1989, upon motion made by Commissioner Ray, seconded by Commissioner Baldwin, the Court unanimously approved and accepted the proposed Assignment and Assumption of Lease Agreement dated May 28, 1985, as amended, by and between Kerrville Air, Inc., (formerly S & S Aviation, Inc.) as Lessee, and City of Kerrville, County of Kerr and approved by the Kerrville-Kerr County Joint Airport Board as Lessor, to R. R. Woodard Enterprises, Inc. and approval of Estoppel Agreement. ~, , COMMISSIONERS COURT AGENDA REQUEST PLEASE hURNISH ONE ORIGINAL AND "EIGHT" COPIES OP THIS REQUEST AND DOCUMENTS TO BE REVIEWED BY T11E COURT. MADE BY: BILL RAY OF,FICF.: CO. COMMISSIONER, MC•:1~-PING DATE: February 16, 1989 '1'IMI: PRFFEFZKED: SUf1.IP:Ci': (PLF:ASir: RF SPECIFIC: CONSIDER LEASE AMENDMENT KERRVILLE AVIATION, INC. TO R. R. ENTERPRISES, INC. f?S'CIMrt'CED LI{NG'T~H OF PRC:SI•:N'I'A'I'ION: 11' 1'1•:RSUNNIiI. MA"f-CBIZ: NAMI•: OF I•:MPLOYI•a:: NAM1~: OF PI•:FZSON AUDRIiSSING THE COl1R"I': 'TIME FOR SUBMIT"I'iNG THIS RF:QUI{S'1' FOR COURT' 'I'O ASSl.1RE '1'lIA"I' 'CIIP. MA'I"1'ER IS POSTED IN ACCORDANCE WI"CII AR'fICLI•: G252-17 IS AS FOLLOWS: .. MEETINGS HP;LD ON Sf•:COND MONDAY: 12:00 P. M. PIZIiV1Ol1S WEDNESDAY .. MEETINGS HELD ON THURSDAYS: 5:00 P. M. PRL•'VIOUS THURSDAY. IF PREFERABLE, AGENDA REQUESTS MAY BE MADE ON OhPICE STATIONERY WITfI THE ABOVE INFORMATION ATTACHED. THIS REQUEST RECEIVED BY: THIS REQUEST RECECVED ON: ! A.M. P. M. ALL AGENDA REQUESTS WILL BE SCREENED 8Y THE COUNTY ll1DGE'S OFFICE TO DE- TERMINE IF ADEQUATE INFORMATION HAS BEEN PREPARED FOR THE COUR'1"S FORMAL CONSIDERATION AND ACTION AT TIME OF COURT MEETINGS. YOUR COOPERATION WILL BE APPRECIATED AND CONTRIBUTE TOWARDS YOUR REQUEST BEING ADDRESSED AT THE EARLIEST OPPORTUNITY. er i` ~. - DANNY R. EDWARDS COUNTY JUDGE, KERR COUNTY KERRVILLE, TEXAS 78028 PHONE 512 75]6] t t March 1, 1989 Mr. Joe h4enella, Airport Manager City of Kerrville 800 Junction Highway Kerrville, Texas 78028 Re: Proposed Assignment and Assumption of Lease Agreement, to R. R. Woodard Enterprises, Inc. and Approval of Estoppel Agreement. Dear Mr. Menella: Enclosed please find copy of Kerr County Commissioners' Court Order )'Jo. 18472. accepting the proposed assignment and assumption of Lease Agreement by and between Kerrville Air, Inc. to R. R. Woodard Enterprises, Inc. and approval of Estoppel Agreement. Should you have any questions, please advise. Very truly yo rs, ~~ " (• DANNY R. EDWARDS County Judge DRE:Is Enclosure - 1 Judge Danny Edwards Kerr County Courthouse Kerrville, Tx. 78028 Sir: The City Council, during their regular called meeting of February 14, 1989, will discuss the Assignment and Assumption of Lease as submitted b_y Kerrville Air Inc. to R.R. Woodward Enterprises Inc. City staff's recommendation to the City Council is to allow the proposed assignment and assumption, and for the Mayor to sign the necessary documents. We request the County Court's consideration of this lease transfer at your earliest convenience. Attached is the Agenda Bill for consideration as presented to the City Council. Sincerelyc~~y _ / I /t ~i~-t /, l~ ~l~ u J.~. en/ella ~ Airport Manager BOO JUNCTION HIGHWAY • KERRVILLE, TEXAS 78028-5069 • 512/257-8000 ~n BUSINESS OF THE CITY COUNCIL CITY OF KERRVILLE. TEXAS R3-11-87 SUBJECT: Consent for Assignment of Lease, Kerrville Air, Inc. FOR AGENDA OF: Feb. 14, 1989 SUBMITTED BY: J EXHIBITS: Mennell~ i DATE SUBMITTED:Feb. 8, 1989 CLEARANCES:Airport Advisorv Board AGENDA MAILED 't0: County Commissioners Court ~}., APPROVED FOR SUBMITTAL BY CITY MANAGER: ~~ IL. Expenditure Current Balance Amount Account Required: in Account: Budgeted: Number: $ -0- $ -0- $ -0- ~ PAYMENT TO BE MADE T0: APPROVED FOR SUBMITTAL BY THE FINANCE DIRECTOR: SUMMARY STATEMENT Kerrville Air Inc. has agreed to assign its (Louis Schreiner Field) land lease agreement to R.R. Woodward Enterprises Inc. The City/County Airport land lease contract with Kerrville Air, Inc. (formerly SfiS Aviation Inc.) allows the assignment of the lease with the consent of the Kerrville/Kerr County Joint Airport Advisory Board, the City of Kerrville and the County of Kerr. Airport Board Members have been apprised of this transaction and will officially concur on February 15, 1989, at their next regularly called meeting. Note: The necessary papers are not available at this time. However, they will be sent to Council in a supplemental agenda early next week. RECOMMENDED ACTION That the Council consent to assignment of the Kerrville Air, Inc. Louis Schreiner Field land lease to R.R. Woodward Enterprises Inc. and that the. Mayor be authorized to sign the necessary documents. (Concurrence by County and Joint Airport Advisory Board Required) 1 :~ i THOMAS W. POLLARD ATTORNEY AT LAW 951 MAIN STREET K ERRVILLE. TE%AS 78028-3598 15121 R96~~500 February 10, 1989 City of Kerrville City Hall 800 Junction Highway Kerrville, TX 78028 Attention: The Honorable Glen Brown, City Manager County of Kerr Kerr County Courthouse Kerrville, TX 78028 Attention: The Honorable Danny R. Edwards, County Judge Kerrville-Kerr County Joint Airport Board ' v/o Mr. Stephen Drane, Chairman 100 Smith Road Kerrville, TX 78028 Re: Proposed Assignment and Assumption of Lease Agreement dated May 28, 1985, as amended, by and between Kerrville Air, Inc., (formerly S & S Aviation, Inc.) as Lessee, and City of Kerrville, County of Kerr and approved by the Kerrville-Kerr County Joint Airport Board as Lesso~r,,~,~t~o~R~.~ R. Woodward Enterprises, Inc. Gentlemens~~wN~ ~ ~~Q ~ Enclosed please find copies of proposed Assignment and Assumption of the above described Lease Agreement from Kerrville Air, Inc. to R. R. Woodward Enterprises, Inc., and proposed Consent thereto by the City of Kerrville, County of Kerr and Kerrville-Kerr County Joint Airport Board. Enclosed with this letter to The Honorable Thomas S. Terrell is the original and four copies of said proposed assignment and consent to present to the City Council at its meeting of February 14, 1989, in the event there are no changes. In the event there are changes, we wi21 deliver an original and four copies of same to The Honorable Thomas S. Terrell prior to said meeting date, and will furnish each of you with copies of the revisions. ~Je wanted you to have these documents for review and inspection prior to the next meeting of your respective bodies. If any of you have any changes or desire any additional information, please contact me right away in order that changes can be made and distributed to the appropriate parties prior to your next respective meeting dates. If you have any questions or desire additional information, please contact me. Thank you very much. Sincerely, h mas W. P 1 rd TWP/t Enclosures copies to the following, with above enclosures: The Honorable Bob Denson 323 Earl Garrett Street Kerrville, TX 78028 The Honorable Thomas S. Terrell 413 Sidney Baker Street Kerrville, TX 78028 The Honorable Pat Tinley 611 Sidney Baker Street Kerrville, TX 78028 The Honorable Edd Turner, Mayor City of Kerrville 800 Junction Highway Kerrville, TX 78028 Lt. Col. Bill Ray 151 Cherry Ridge Kerrville, TX 78028 Mr. Joseph W. Mennella City Hall 800 Junction Highway Kerrville, TX 78028 PAT TINI.EY ,`Jj/lot~ney a! Gam 611 SIDNEY BAKER KERRVILLE, TEXAS 78028 f512) 896-5222 February 10, 1989 City of Kerrville City Hall 800 Junction Highway Kerrville, TX 78028 Attention: The Honorable Glen Brown, City Manager County of Kerr Kerr County Courthouse Kerrville, TX 78028 Attention: The Honorable Danny R. Edwards, County Judge Kerrville-Kerr County Joint Airport Board c!o Mr. Stephen Drane, Chairman 100 Smith Road Kerrville, TX 78028 Re: Proposed Assignment and Assumption of Lease Agreement dated May 28, 1985, and amendment and addendum thereto, by and between Kerrville Air, Inc., (formerly S & S Aviation, Inc.) as Lessee, and City of Kerrville, County of Kerr and approved by the Kerrville-Kerr County Joint Airport Board as Lessor, to R. R. Woodward Enterprises, Inc. Gentlemen: Enclosed please find copies of proposed Estoppel Certificate in connection with the proposed Assignment and Assumption of the above described Lease Agreement from Kerrville Air, Inc. to R. R. Woodward Enterprises, Inc. Enclosed with this letter to The Honorable Thomas S. Terrell is the original and four copies of said proposed Estoppel Certificate to present to the City Council at its meeting of February 14, 1989, in the event there are no changes. In the event there are changes, we will deliver an original and four copies of same to The Honorable Thomas S. Terrell prior to said meeting date, and will furnish each of you with copies of the revisions. We wanted you to have this document for review and inspection prior the next meeting of your respective bodies. If any of you have any changes or desire any additional information, please contact me right away in order that changes can be made and distributed to the appropriate parties prior to your next respective meeting dates. If you have any questions or desire additional information, please contact me. Thank you very much. Sincerely, f - (~ _ _ -~ r _._~ ~ ~ ,,,\ PAT TINLEY PT:kpl Enclosures copies to the following, with above enclosures, hand delivered: The Honorable Robert A. Denson 323 Earl Garrett Street Kerrville, TX 78028 The Honorable Thomas S. Terrell 413 Sidney Baker South Kerrville, TX 78028 The Honorable Thomas W. Pollard 951 Main Street Kerrville, TX 78028 The Honorable Edd Turner, Mayor City of Kerrville 800 Junction Highway Kerrville, TX 78028 LTC Bill Ray 151 Cherry Ridge Kerrville, TX 78028 Mr. Joseph W. Mennella City Hall 800 Junction Highway Kerrville, TX 78028 February 14, 1989 Kerrville Air, Inc. 1885 Airport Loop Kerrville, TX 78028 Re: Lease Agreement dated Page 57, et seq, Real Texas, by and between and City of Kerrville Kerrville-Kerr County as amended Gentlemen: May 28, 1985, recorded in Volume 479, Property Records of Kerr County, S & S Aviation, Inc., as Lessee, County of Kerr and approved by the Joint Airport Board, as Lessor, The undersigned hereby consent to the assignment by you of the above-referenced Lease Agreement, as amended, to R, R. Woodward Enterprises, Inc. Sincerely, CITY OF KER~R~~ILLE BY: ~1pC ~G ~.~..~. Eild R. Turner, Mayor COUN~F KERR BY: ~M.. l~illj~r KERRY LE-KERR CO NTY JOINT AIRPO RD_ ~ /~ BY: ti'~ ~tiL~ ~ '" 1 /I 1W1.~~ /7~ dd ~V~.B-y. ~ ~._L~ ~ ~~~ ~ ~~ ~/~,7, DATE : ~o L+/~'A,(Cs,v y .[,i . ' yet DATE• tlil~/ /ye"f DATE • ~K~L~' ~/~'~ 1 ~ ~ / ASSIGNMENT AND ASSUMPTION STATE OF TEXAS § KNOW ALL MEN BY THESE PRESENTS: COUNTY OF KERR y THIS ASSIGNMENT AND ASSUMPTION, executed and delivered as of the ~'!µday of F1~$QU146Z`~ , 1989, by and between JAMES O. SHURTLEFF, Individually, and KERRVILLE AIR, INC., a Texas corporation ("Assignor") (previously known as and referred to in the hereinafter Lease Agreement and addendum and amendment thereto as "S & S Aviation, Inc.), and R. R. WOODWARD ENTERPRISES, INC., a Texas corporation ("Assignee"); . W I T N E S S E T H WHEREAS, the City of Kerrvil3~e, a Municipal Corporation located in Kerr County, Texas, and COUNTY OF KERR, TEXAS, hereinafter collectively called "Lessor", and S & S AVIATION, INC., a Texas- corporation, whose principal office is located in Kerrville, Kerr County, Texas, as Lessee, entered into that certain Lease Agreement dated May 28, 1985, which Lease Agreement is recorded in Volume 479, Page 57, et seq, Real Property Records of Kerr County, Texas, copy of which has been heretofore furnished to Assignee; and WHEREAS, the parties in said Lease Agreement dated May 28, 1985 entered into a "S & S Aviation Lease - First Amendment" dated August 15, 1985, same being recorded in Volume 479, Page 101, et seq, Real Property Records of Kerr County, Texas, a copy of which has been heretofore furnished to Assignee; and WHEREAS, on July 12, 1988 the Lessor in said Lease Agreement and Kerrville Air, Inc., entered into an "Addendum No. 1 to Lease Agreement" wherein the name of S & S Aviation, Inc. was changed to Kerrville Air, Inc „ and is recorded in Volume 479, Page 107, et seq, Real Property Records of Kerr County, Texas. NOW, THEREFORE, for and in consideration of the premises and the agreements and covenants herein set forth, together with the sum of TEid ANll NO/100 ($10.00) DOLLARS and other goad and valuable consideration this day paid and delivered by Assignee to Assignor, the receipt and sufficiency of which is hereby confessed and 1 ESTOPPEL CERTIFICATE Landlord: CITY OF KERRVILLE, a Municipal Corporation Address: 800 Junction Highway Kerrville, Texas 78028 Landlord: COUNTY OF KERR, TEXAS Address: Kerr County Courthouse Kerrville, Texas 78028 Tenant: KERRVILLE AIR, INC. (formerly S&S Aviation, Inc.), a Texas Corporation 1885 Airport Loop Kerrville, Texas 78028 Purchaser: R. R. WOODWARD ENTERPRISES, INC. Address: P. 0. Box 630 Kerrville, Texas 78028 Lease and Premises: That certain Lease Agreement entered into by and between Landlord and Tenant, dated May 28, 1985, together with all Amendments and Addendums thereto (the "Lease"), covering the premises more particularly described therein In order to induce Purchaser to acquire the Lease and assume the obligations under such Lease from Tenant, Landlord and Tenant make the following statements and agreements: Landlord and Tenant hereby certify as true and correct, the following statements: 1. The copy of the Lease attached hereto is a true, correct and complete agreement between Landlord and Tenant with respect to the space described in the Lease. 2. The Lease is presently in full force and effect. 3. As of the date hereof, neither Landlord nor Tenant is in default under any of the terms, provisions and conditions of the Lease. 4. All rentals due under the terms of the Lease have been paid to the date hereof. 5. Tenant has complied with all of the terms and provisions of the "Kerrville-Kerr County Airport Policies and Standards" to the date hereof. Executed this ~_ day of February, 1989. ~~ LANDLORD: CITY OF KERRVILLE By: ~-C:C( Its Mayor COUNTY OF KERR, EXAS By: ~ ~ Its l'.+++y~ r TENANT: KERRVILLE AIR, INC. By ~ ~~ J ES O. SHURTLEFF, President APPROVED AS TO FORM: i THOMAS S. TERRELL, City Attorney r \ l Ig Date: APPROVED AS TO FORM: Date: Att Page Two (2) of Estoppel Certificate LS Y./LEf~SE AGD1'i/5/lU/kS5 CITY'S COPY Final D~~ifa~'.zd.di" J.c-.a. ry ~~~~ LEASE AGREEMENT S & S AVIATII.~:I VOL a79 PAGE s~ 1. Parties. This Lease Agreement made this day by and between CITY OF KERRVILLE, a Municipal Corporation located in Kerr County, Texas, and COUNTY OF KERR, TEXAS, hereinafter collectively called "Lessor", and S&S AVIATION, ItdC., a Texas corporation, whose principal office is located in Kerrville, Kerr County, Texas, hereinafter called "Lessee": W I T N E S S E T H: 2. Leased Premises. In consideration of the rents, covenants and agreements hereinafter reserved and contained on the part of Lessee to be paid,' observed and performed, Lessor hereby demises and leases to Lessee, and Lessee hereby takes and rents from Lessor, for the term provided below, the following described property, situated in the City of Kerrville, County of Kerr, Texas: Tract No. Ten (10), Louis Schreiner Field Subdivision No. One, more particularly described in the plat thereof to. be re- corded in the Plat Records of Kerr County, Texas. 2.(a). Easement. There is further granted unto Lessee for the right of ingress and egress a 0.25 acre easement on Tract Eleven (11), adjoining Tract Ten (10). Such easement is more particularly described in the attachment entitled "Exhibit A". Except, however, in ~ the event that the easement land, in the reasonable judgment of Lessor, is needed in the future for ramp expansion, then the Lessor may give written notice thereof, and six (6) months after the giving of such written notice, the easement granted herein shall terminate. Otherwise, the easement shall be in existence as long as, but not longer than, the Lessee has lawful possession of the said Tract Ten (10). 2.(b). Public Ways. Lessee shall have the right, in common with the public and others, to use the public areas, Approved by Gy Council Dcte: 7 ~(~Lgr11a,~_~ 5 volume C.> Fage 7_"~ VOL479 PAGE ss ramps, roads, runways, taxiways and aprons of the`LOUis Schreiner Field, except, however, subject to any rights therein previously owned by, or granted to, others. 2.(c). Access. Lessor shall provide to Lessee and its guests, invitees, representatives and agents, reasonable access to and from the leased premises to public roads, taxiways and public areas, at no additional rent or cost to Lessee, except, however, Lessor shall have no obligation for the construction of any new roadways. Any new roadway for the leased premises shall be constructed by Lessee as provided hereinafter. 3. Term. To have and to hold, with possession to Lessee of the leased premises, for a term of twenty (20) years, beginning on July 1, 1985, and ending at 11:59 p.m. on June 30, 2005, upon and subject to the terms, covenants and conditions herein set forth, unless earlier terminated. In the event this lease is signed by all parties and approved by the FAA prior to July 1, 1985, then Lessee may have possession at such time, but Lessee's rent obligation shall not begin until July 1. 4. Rental. A. Basic Rental. Lessee shall pay to Lessor as Basic Rental for the Leased Premises the sum of Ninety Four ($94.U0) Dollars per month per acre, or One Hundred Twenty Four Dollars and 08/100 ($124.08), such amount being payable in monthly installments, payable in advance. The first such monthly installment shall be due and payable on or before the beginning of the Lease Term, and a like monthly installment (subject to adjustments as provided herein) shall be due and payable on or before the first day of each succeeding calendar month during the Lease Term. B. Adjustments to Rent. As promptly as practicable after the end of each five (5) years after the beginning date of this Lease, Lessor shall compute the percentage of change (increase or decrease), if any, in the ~~ { 2 7~ VOL.979 PAGE 59 cost of living during the period between the beginning date and the date of each fifth anniversary thereof during the term of this Lease, based upon the changes in the Consumer Price Index for Urban Wage Earners and Clerical Workers -- U.S. Average (1967=100) (herein called "Consumer Price Index"), as determined by the United States Department of Labor, Bureau of Labor Statistics for "All Ztems". It is agreed that the Consumer Price Index Number at the commencement date of this Lease is 333.2 (herein called "Base Index Number"). If the Consumer Price Index Number for the month in which any such fifth year anniversary of the beginning date shall occur {each such number being herein called an "Anniversary Index Number") is higher or lower than the Base Index Number, then such Anniversary Index Number shall be divided by the Base Index Number and from the quotient thereof shall be subtracted the integer one (1). The resulting number, multiplied by one hundred, shall be deemed to be the percentage of increase or decrease in the cost of living. Such percentage of change shall be multiplied by the Basic Rental and the product thereof shall be added to or subtracted from the Basic Rental to determine the annual rental payable for the next five year period commencing on the immediately preceding anniversary of the beginning date (such amount being herein sometimes called "Adjusted Basic Rental"). Such Adjusted Basic Rental shall be calculated in the above manner during each fifth year of the Lease Term. Lessor shall, within a reasonable time after obtaining the appropriate data necessary for computing any change in the annual rent, give Lessee notice of any change so determined. Lessee shall notify Lessor of any claimed error therein within thirty (30) days after receipt of such notice. If publication of the Consumer Price Index shall be discontinued, the parties hereto•shall thereafter accept the comparable statistics on the cost of living for the City of San Antonio, Texas, as they`sha11 be computed ~, c.~ '~ 3 V~~.. 479 Fi+lit 60 published by an agency of the United States or by a financial periodical of recognized authority, then to be selected by the parties hereto. As an example, only, for the foregoing adjustment: a. Assume Basic Rental is per acre $100.00 per year b. Assume Basic Index Number is 200 c. Assume Anniversary Index Number on the fifth anniversary date of the commencement date is 300 then based upon the foregoing, the Annual Basic Rental shall be: Anniversary Index Number 300 = Base Index Number 200 = 1.5 - 1 = .S x 100 = 50 = 50~ 50; x 100 = 50.00 50.00 + 100.00 = 150.00 Adjusted Basic Rental. If there is a change in Basic Rental, and if monthly installments of Basic Rental have been paid before such change is calculated, the difference in the old Basic Rental and the Adjusted Basic Rental shall be paid with, or credited to, the next due installment of Basic Rental. 5. Payment of Rent. All Basic Rental or Adjusted Basic Rental hereunder shall be due and payable monthly in advance on the first day of each and every calendar month during the term of this Lease, without offset of any kind. Any rental, additional rental or other payment which this Lease requires Lessee to pay which is more than thirty (30) days past due shall bear interest at the rate of 10~ per annum from and after maturity and until paid. Lessee covenants and agrees timely to pay to Lessor at City Hall, Kerrville, Kerr County, Texas (or at such other place in said county as Lessor may from time to time designate in writing) all rental hereunder and all additional rental and other sums which under the provisions hereof Lessee is to pay to Lessor. 6. Construction of Improvements. A. Drainage Improvements. Within sixty (60) days of the date of this lease, Lessor shall, at Lessor's ~~~ 4 VOL. 479 PF~GE 61 expense, re-route the existing drainage ditch around, behind (Northeast) of Tract Ten (10), such that the existing drainage does not run across Tract Ten (10). Such drainage improvement shall include the installation of a culvert under the existing roadway, so as to channel flood waters from the back portion of Tract Three (3) under the roadway to the back portion of Lot Nine (9) into the new drainage ditch. Any other fill, cut, drainage or site work necessary upon the leased premises shall be accomplished by Lessee. B. Lessee's Improvements. Lessee has prepared and submitted to Lessor, and Lessor has approved, plans, specifications and an architect's rendering for Lessee's proposed improvements. Such improvements shall be all of those necessary for the performance of the mandatory and permitted services. Such improvements include a steel building with 100' x 120' hangar, 20' x 120' wing unit and appurtenances, as more particularly described in M&M Steel Buildings' quotation dated December 26, 1984. Upon execution hereof, and after Lessee's obtaining all required building permits, Lessee will, solely and entirely at Lessee's cost, risk and expense, commence to construct, build and erect the improvements in accordance with the said final plans and specifications. All such construction work shall be performed by contractors engaged by Lessee, and shall be completed within six (6) months of beginning date hereof, except that in the event of delays, occasioned by strikes; unavailability of materials, labor shortages, delays in receipt of materials, acts of God,' fire, accidents, boycotts, storm or inclement weather, force majeure or other casualty or causes beyong Lessee's control, such completion date shall be extended to the extent of all such delays. / y l l 5 acknowledged by Assignor, Assignor does hereby ASSIGN, TRANSFER, SET OVER and DELIVER unto Assignee said Lease Agreement, the said First Amendment and the said Addendum No. 1 to Lease Agreement described herein, and all of the rights, benefits and privileges of Assignor thereunder, but subject to all terms, provisions, conditions, reservations and limitations set forth in the said lease, amendment and addendum thgreto; and without limiting the generality of the foregoing, but in addition thereto, Assignor expressly ASSIGNS and TRANSFERS to Assignee any and all claims, causes of action and rights of 'Assignor in, to and under the Lease r with the City of Kerrville, et al, and the amendment and addendum thereto described herein, with the understanding that such Lessor has consented to this Assignment in writing. TO HAVE AND TO FiOLD all and singular the said lease, addendum and amendment thereto unto Assignee, Assignee's successors and assigns, upon the terms and provisions set forth herein. It is understood and agreed that by accepting this Assignment and Assumption and by Assignee's executed hereof, Assignee hereby assumes and agrees, after the date hereof, (i) to perform ail of the terms, covenants and conditions of said lease, addendum and amendment thereto on the part of Assignor required to be performed; and (ii) to comply with the obligations and covenants thereof; and Assignor shall not be responsible under said lease, addendum or amendment thereto for the discharge of such obligations after the effective date hereof. It is specifically agreed that Assignor shall not be responsible under the lease,_ addendum or amendment thereto for the discharge and performance of any of the duties and obligations to be performed and/or discharged by Assignor thereunder after the date hereof, and Assignee covenants and agrees to promptly discharge all obligations under-the lease, addendum and amendment thereto to be performed and/or discharged thereunder after the date herenf and to indemnify, save and hold harmless Assignor frocn and against any and all loss, liability, claims, or causes of acting existing in favor of or asserted under the lease, addendum or amendment thereto and/or arising out of, or in 2 ~S! d-~~~~~~ connection with, or relating to the lease, addendum or amendment thereto after the date hereof and/or Assignee's failure to perform any of the obligations under the lease, addendum or amendment thereto after the date hereof. All of the covenants, terms and conditions set forth herein shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns. IN WITNESS WHEREOF, Assignee and Assignor have caused this Assignment and Assumption to be executed as of the ~Th} day of F~ORua 2~1 1989. ASSIGNOR: ~`7ATTEST G _ _ f Secre G' KERRVILLE_AIR, INC BY• •J es O. Shurtleff, President ASSIGNEE: ATTEST: e^retarv THE SPATE OF TEXAS g 'PHE COUNTY OF KERR y This _instruc~~n?t="Jwa~; Kerrville Airt~~ ~rv~''9 said corporaoni Hnc~ ice, ,~ ~9Tf nF~F-~. THE STATE OF THE COUNTY OF KERR R. R. WOODWARD ENTERPRISES, INC. Y~ ert R. oodward President acknowledged before me this -.,by JAMES O. SHURTLEFF, xds corporation, as the act 'he`, capacity~tYlerein stated. _ C /' ~ ~> ,N tart' Public tate of Texas a.~7~ day of President of and deed of ~} t~11 z. y', This instrument was acknowledged before me this a~~ day of ~r862N142~1 1989, by ROBERT R. WOODWARD, President of R. R. ivoodward ~ terprises, inc., as the act and dead of said corporation and in the capacity therein state --~ aatdeuu ul~4p,/ _ _ _,. _ i ^~c'"~~Q,r~ Ems' g~..\/V~H~~~~ ~ . ` ~ ~ `' 7 ~.~!/~ ,~@~"V P~a.'VPpel +~9G,, otary Public ~caf ~`~''~ c iJ>; ( tate of Texas x _ V ~~ TF ~~. ti VOL479 PAGE 62 Lessee covenants and agrees to do all construction work and other work and installations required to Lessee ?' hereunder in a good and workmanlike manner in accordance with all federal, state and local laws, ordinances, rules and regulations applicable thereto; it being understood that all hangars shall comply with the windload standards imposed by the Kerrville-Kerr County Airport Board with such standard being set at 80 miles per hour. If such hangars comply with such standard the same will comply with the terms of this lease. Lessee covenants and agrees to pay for all labor and materials in connection with the construction of the Leased Premises. With respect to any contract for any such labor or materials, Lessee acts as a principal and not as the agent of Lessor. Lessee shall have no authority to place any lien upon the Lessor's title to the Leased Premises nor in any way to bind Lessor; and any attempt to do so shall be void and of no effect. All improvements constructed by Lessee on the Leased Premises shall be and remain the property of Lessee throughout the Lease Term, and upon termination, Lessee shall have a reasonable time in which to remove all its improvements. Upon such removal Lessee shall restore the premises to its original condition. All of Lessee's utility services shall be underground. Notwithstanding the foregoing, Lessee shall have the right, subject to any liens, to date or give all or any improvement and/or tangible personal property, including portable hangars to the Lessor and the Lessor agrees to accept the gift of any such improvement or hangar. After such donation, Lessee will nevertheless continue to have the use of any such donated property during the term of this Lease, without any increase in rent by reason of Lessor's ownership. Such donation shall never have the effect of Lessor becoming liable for any debts or liens secured by any ~'~ 6 I/ ~ ~ ~~~.479 PHGE 63 such property, and any such donation shall never alter or impair Lessee's obligation during the Lease Term to maintain and repair buildings and improvements. C. Roadway. Within six (6) months of the beginning date of this lease, Lessee shall build and construct a roadway for access to the leased premises. Such roadway shall be as located on the plat of Louis Schreiner Field, Section One, and shall be constructed by Lessee according to City of Kerrville subdivision specifications, except, however, curbs and gutters shall rioi be required. After the completion of such roadway, Lessee shall furnish to Lessor Lessee's road contractor's billings or contract, showing the exact amount paid by Lessee for the construction of the road. Such amount of money shall then be divided by two times the linear distance in feet of the road. Thereafter, in the event that Lessor leases any tract of land adjacent to such roadway, Lessor shall require such future Lessees to pay to City or to Lessee hereunder the amount of linear footage of the new leased premises adjacent to such roadway, multiplied by the said price per linear foot. Except, however, this refunding agreement shall be in effect for ten (10) years and not thereafter: D. Easement. Contemporaneously with the construction of the road, Lessee shall pave the 0.25 acre easement according to the same specifications as the road. E. Payment and Performance Bond. Before beginning construction on the leased premises, Lessee shall require its contractor to furnish a standard payment and performance bond, in the amount of the total cost of Lessee's fixed improvements on the leased premises. 7. Repair. In the event of substantial damage to the improvements, Lessee shall have the option to (i) either reconstruct, restore and repair the improvements, or demolish the improvements and erect new and different improvements, and in either case to otherwise use and occupy ~~ l 7 t the leased premises for the purposes herein provided, subject only to any express restrictions set forth herein or imposed by applicable law or ordinance, or {ii) terminate this Lease, whereupon any insurance proceeds collected by Lessee pursuant to policies held by Lessee in accordance with this Lease shall be paid to Lessee. Except, if Lessor has become the owner of any improvements, as herein provided, then the insurance proceeds shall be prorated as between Lessor and Lessee, with Lessee being entitled to that prorated portion of the proceeds based on the ratio of the remaining lease term to the entire lease term, and Lessor being entitled to the balance of the proceeds. For purpose of the foregoing sentence, "substantial damage" shall be defined as damage to such an extent that the cost to repair and restore the improvements would exceed $50,000.00, plus five (5~) per cent per annum for each year after date hereof. 8. Property Damage Insurance. A. Lessee, at its expense, shall during the entire lease term keep the improvements insured against loss or damage by fire or other peril within the coverage of the Texas Standard Fire Insurance Policy with "extended coverage" endorsement. Lessee shall advise Lessor in writing of the type and amount of such coverage and of the name of the insurance company issuing same. In case of any damage to or destruction of the improvements, or any part thereof, which are covered by the above described policy or policies of insurance, then unless Lessee shall elect to terminate this Lease as provided for above, the entire loss proceeds paid under any such policy of insurance because of such damage or destruction shall be paid to Lessee and used and applied by Lessee to restore or repair the leased improvements. In the event the cost of such reconstructing, restoring, or repairing is less than the amount of the insurance proceeds, any excess shall be paid to Lessee. If ~• c 8 vUL.479 t,,.:~ o~ ,any of the improvements are donated to Lessor, as herein provided, Lessor shall be a loss payee in such policies of insurance, to the extent of its interest and as its interest may appear. B. Lessee shall promptly give the appropriate insurance company written notice of any damage to or destruction of the improvements within the coverage of any insurance policy maintained by Lessee, and shall notify Lessor with respect to any such damage or destruction. 9. Taxes and Utilities. A. Lessee shall be responsible for and shall timely pay any and all ad valorem taxes upon or with respect to, its leasehold interest in the leased premises, the improvements, and all water main, sewage, garbage or other assessments and charges with respect to the leased premises or Lessee's use thereof. All ad valorem taxes upon or with respect to the Lessee's leasehold estate and the improvements shall be rendered and assessed in the name of Lessee. The parties acknowledge that at present the Lessor's title to the leased premises is not subject to ad valorem taxation, and that any taxes which may be hereafter so assessed against the Lessor's interest in the leased premises shall be paid by Lessor. B. With respect to such taxes, assessments or charges levied or assessed in the name of Lessor or some person holding under Lessor, and for which Lessee is responsible, then Lessor shall furnish Lessee appropriate notice of such taxes, and Lessee shall be responsible to pay the same not later than 10 days after such notice, or 10 days before the same become delinquent, whichever is later. Lessee shall furnish Lessor receipts indicating full, timely payment of all such taxes, assessments and charges. Lessee shall not be liable to pay such taxes on impravements donated to Lessor. t S~ 9 ~.::,, C. Notwithstanding the foregoing, with respect to any such ad valorem tax or any such water main, sewage, garbage or other assessment or charge (other than ad valorem taxes, water or sewer main or other permanent type improvement assessment, for the year in which this lease terminates] Lessee shall (if Lessee gives Lessor prior written notice of Lessee's intention to do so) be permitted to make bona fide contest in Lessee's name or in the name of Lessor of the invalidity or amount of any such tax, charge or assessment. And, so long as Lessee takes steps to prevent a foreclosure duririq the said contest, and pursues same bona fide and with reasonable dispatch to conclusion, Lessee shall not be in default pending said contest. However, Lessee shall be responsible for all penalties and/or interest arising by virtue of such a contest or the failure timely to pay such tax or assessment. D. Lessee shall also pay for all utilities used on or in respect of the leased premises and the improvements, if any, and all expenses of operating the leased premises and the improvements (in each case whether or not charged or assessed to the reversion or to leasehold) during the lease term, and such payments shall be made prior to same becoming delinquent. E. If Lessee fails to pay timely as required herein utilities or ad valorem taxes on real estate, then Lessor, in addition to Lessor's other rights hereunder, may (but shall not be obligated to) pay the same, in which event Lessee shall be required to pay Lessor on demand, and as additional rent, the entire amount so paid by Lessor. 10. Use. Lessee's use of the leased premises shall be limited to the mandatory services specified in this lease, and the following: Any use otherwise lawful provided for in the "Kerrville-Kerr County Airport Policies and Standards", and including: A. Flight Training '( ~5 l 10 B. Aircraft Rental C. Aircraft Sales D. Hangar Storage Facilities • E. Airframe and Power Punt Repair F. Radio and Instrument Repair Services G. Miscellaneous Aeronautical Operations. 11. Mandatory Services. following services: Lessee shall provide the A. Aviation fuel and oil sales and service B. Car rental service, including return of auto at the airport C. Air taxi and charter service; and D. Tie down services. Lessee will provide the tiedown ropes, anchors, insurance, management and service, and Lessee shall receive all tie-down rental for such service. Lessee shall commence providing such services on or before six (6) months after date hereof, and shall continue to provide same continuously duri:g the lease term. In the event Lessee's permanent improvements are not complete within six (6) months, Lessee may provide such services from temporary facilities. Such mandatory facilities shall be provided from thirty minutes before sunrise to thirty minutes after sunset, seven days per week. VOL. 479 {'FGt67 11.(a) Fuel. Lessee shall have no right to engage in the business of aviation fuel and oil sales and service unless and until Lessee has complied with the latest Airport Standards on fuel sales, which were those adopted on first reading on March 26, 1985 by the City Council, and including: 1. Two (2) fuel 'dispensing trucks, one for each grade of aviation fuel, and the same shall be owned or leased exclusively by Lessee, and used exclusively in Lessee's operations; 2. Two (2) 10,000 gallon fuel storage tanks, one for each grade of aviation fuel, with the same to be leased or owned by Lessee, exclusively for use in Lessee's operations. Such tanks shall either be located upon Lessee's leased premises, a future fuel tank farm, or upon upon site furnished by Lessor. 11. (b) Fuel Tank Relocation. In the event that Lessor establishes a central fuel tank farm at Louis ~-S ~C ,/ UOL.479 rr,UC to '~chreiner Field, then the Lessor may give written notice thereof to Lessee, as well as all other FSO's engaging in the sale of fuel to the public. Within one (11 year of such notice, Lessee shall, at Lessee's expense, relocate all of its fuel storage tanks to such fuel farm. 1"L. Local Management. competent and experienced Lessee shall have in charge a local manager, who shall be responsible for the day-to-day operation of the fixed base operations under this lease. 13. No Liens on Lessor's Title to Leased Premises. Lessee shall have the right to mortgage or create a lien on its leasehold interest and the improvements, equipment, machinery, fixtures and furnishings, but Lessee shall have no right or authority to create, or to do or authorize the doing of anything giving rise to, any mortgage or any other lien of any kind or character on Lessor's fee interest in the leased premises or any part thereof, and should any such mortgage or other lien affecting Lessor's fee interest in the leased premises arise out of anything done or authorized to be done by or under the authority of Lessee, then Lessee shall prornptly bond against or discharge the same within tan (10) days after ~.essee's receipt of written request k,y Lessor, and in no event shall any such lien attach to or be enforceable against Lessor's interest in the leased premises or any part thereof. Lessee covenants and agrees not to create or suffer the creation of any such mortgage or other lien on the Lessor's fee interest. Tf any such mortgage or lien is created contrary to the terms hereof, Lessor shall have among other rights and not by way of (imitation, the right, but not the obligation, to pay and discharge the same, in which event Lessee shall be required to pay Lessor on demand, and as additional rent, the entire amount so paid by Lessor. -~, 1 h 12 t ,J 14. Default. ~~~,479 PRGE 69 A. In the event of any failure of Lessee timely pay in full any rental, additional rental, or any other amount due hereunder, or timely to perform in full any of Lessee's obligations under any of the provisions regarding payment of utilities, taxes and insurance for more than ten (10) days after written notice of such failure or default shall have been received by Lessee, or in the event of any failure fully to perform any other of the terms, conditions, or covenants of this lease, or of the Airport Standards and Regulations, for more than ninety (90) days after written notice of such other failure or default shall have been received by Lessee, or in the event of the occurrence of any of the insolvency events specified below, then and in any of such events, Lessor shall have the right, at its option to terminate this lease, and shall also have the immediate right of re-entry and may remove all persons and property from the leased premises, all without resort to legal process and without being deemed guilty of trespass or becoming liable for any loss or damage which may be occasioned thereby. Any property removed from the leased premises hereunder may be stored in a public warehouse or elsewhere at the cost and for the account of Lessee. Notwithstanding the foregoing provision hereof, in the event sucks non-monetary default is of the type that cannot be cured within such 90 days, but Lessee shall commence within such 90 days to cure such default and shall thereafter proceed with due diligence to cure such default as soon as practically possible, then Lessor shall not have the right to terminate this lease or otherwise disturb Lessee's possession of the leased premises. B. Notwithstanding anything to the contrary above, in the event any default by Lessee shall be cured (either by Lessee or by the holder of a leasehold mortgage covering Lessee's rights under this leasel, including the ~~ t ,r VOL4~9 Pact ~~ payment to Lessor of all sums owing by Lessee hereunder with respect to such default, all prior to either the termination of this lease or the re-entry of the leased premises by Lessor in accordance with the terms hereof, then all of the rights and interests of Lessee under this lease shall continue in force unaffected by the occurrence of any such default to the same extent as if such default had not occurred. C. In the event of termination ,of this lease, then Lessor shall thereby acquire and o~::.- all of the improvements, buildings and appurtenant fixtures theretofore donated or transferred to Lessor. Lessee shall be entitled to remove all other improvements, chattels, books, records, trade fixtures, equipment, airplanes, and all other personal property from the leased premises, and Lessee shall not be further liable or responsible to Lessor for payment of further rent or performance of further obligations hereunder. 15. .Leasehold Mortgage. Lessee shall have the right to grant mortgages to any bank, insurance company, other lending institution, or any governmental agency, covering its leasehold interest created by this lease and in and to the improvements and fixtures, furnishings, machinery or equipment located therein, and in the event of a mortgage the following terms and provisions shall apgly: A. Notices, If any holder of such leasehold mortgage (herein called the "Mortgagee") shall have notified Lessor in writing of the existence of one oz more leasehold mortgages, Lessor shall give to such Mortgagee a copy of any notices sent or required to be given to Lessee under the terms of this lease after the date Lessor is so notified, Such copy shall be addressed to such Mortgagee at the address last furnished to Lessor. In the event of receipt of any such notice from a Mortgagee, Lessor shall not be entitled to deliver a notice to Lessee terminating this f 5~ 14 ~~UL.479 i i..;: 71 lease or to exercise its right of re-entry unless a copy of any notice of default shall have been given to .such Mortgagee as hereinabove provided and the time specified above for the curing of such default shall have expired without the same having been cured. Any Mortgagee shall have the right, but not the obligation, to cure any such default or to perform any condition or agreement to be performed hereunder by Lessee, or to exercise any other right granted to Lessee hereunder, as attorney-in-fact for Lessee. The performance by any such Mortgagee of any condition or agreement on the part of Lessee to be performed hereunder will be deemed to have been performed with the same force and effect as though performed by Lessee. B. Performance of Lessee's Obligations. Lessor will accept performance by any Mortgagee who has theretofore notified Lessor in writing of the existence of such mortgage, within the following periods of time (which shall be concurrent with the time periods set forth above) of any term, covenants or condition to be performed by Lessee: (i) As to any payment of money within thirty {30) days after notice of such default is delivered to such Mortgagee; and (ii) As to all other defaults, within ninety (90j days after such notice is delivered to such Mortgagee; provided, however, that with respect to any such default which cannot reasonably be cured within such ninety (90) day period, Lessor will accept performance by any Mortgagee if such Mortgagee has commenced to cure such default within ninety (90) days after notice is delivered to such Mortgagee, and is diligently and continuously proceeding therewith. Lessor additionally agrees not to exercise any of its rights to terminate this lease during such reasonable time a as any Mortgagee shall require in order to exercise its rignts under such mortgage, so long and only so long as: (i) the Mortgagee proceeds reasonably with its remedies under the mortgage on the leasehold estate and thereafter prosecutes the same with all due diligence and likewise completes the same with all due diligence, (ii) the c~"\ IS VOL,47g PAGE ~z Mortgagee shall timely pay all rent and other sums due under the terms of the lease which have accrued and which shall become due and payable during said period of time; and (iii) the Mortgagee cures the default as and. within the time limits specified above or proceeds with due diligence to cure any non-monetary default which cannot be cured within ninety days. C. New Lease. Lessor shall also be obligated to give to any Mortgagee who has notified Lessor in writing of the existence of its mortgage, any notice of termination given by Lessor to Lessee, simultaneously with giving such notice to Lessee. In the event this lease is terminated by Lessor, or by operation of law with or without the intent of Lessor to so terminate, the Mortgagee shall then have the right within ninety (90) days after receipt by Mortgagee of such termination notice, or after receipt by law, to notify Lessor in writing that such Mortgagee or any designee or nominee of such Mortgagee elects to enter into a new lease (herein called the "New Lease") leasing the leased premises from the date of termination of this lease for the remainder of the original lease term, at the rent and upon the same terms, covenants, and conditions as are herein set forth, with the same priority as this lease and vesting in such Mortgagee, its designee or nominee, all of the rights, titles, interest, powers and privileges which Lessee held hereunder prior to any default hereunder. Lessor shall on such written election by Mortgagee, execute and deliver such new lease to such mortgagee or its designee or nominee within ninety (90) days after receipt of such request, which new lease shall be effective as of the date of the termination of this lease, provided that such mortgagee shall: (i) within ten (10) days after delivery to Lessor of notice of such election, pay to Lessor all rent and other sums due under this lease up to and including the date of commencement of the term of such new lease, but excluding ~~~~ 16 „EASE AGMT/5/2F~/ti5 .~ VGL.4~9 PAGE ~3 any damages or other claim for rent attributable to the period of time covered by the term of such new lease, and (ii) pay Lessor all reasonable expenses and attorney's fees incurred by Lessor in connection with the preparation, execution and delivery of such new lease. Nothing Contained in this section shall be deemed to relieve Lessee from any liability it may have as a result of the breach of any provision under this lease, but ali rental and other amounts paid to Lessor under the new lease shall be applied in reduction of Lessee's obligations hereunder. If there is more than one mortgage outstanding at the time of the termination of this lease, Lessor shall not be required to execute and deliver such new lease to any mortgagee, or its nominee or designee, other than to the Mortgagee which Lessee has designated to Lessor in writing as the holder of first lien priority or by an agreement of record between all such Mortgagees covering their respective rights with respect to such new lease. Lessor, however, shall not be obligated to deliver physical possession of the leased premises and improvements to the Mortgagee or its designee or nominee until such parties shall pay all amounts (including any fees or use charges) due Lessor. In no event shall the Mortgagee be under any obligation or liability whatsoever with respect to any such new lease entered into by its designee or nominee. D. Mortgagee's Possession. In the event any mortgage shall, by foreclosure of its mortgage lien or otherwise, acquire and become the owner of Lessee's rights and interests under this lease, it is expressly agreed that such Mortgagee shall be obligated and liable under this lease only during the period of its occupancy of the leased premises, and shall have no further obligation or liability under this lease subsequent to its assignment hereof or otherwise beyond the period of its occupancy of the leased premises. No acquisition, by foreclosure of a mortgage lien ./' f~l t ,PASE AGMT/5/28/IIS .i VOL479 PfiGF 74 or otherwise of Lessee's rights and interest under this lease by any Mortgagee shall release Lessee of any liability which it may have as a result of any provision of this lease. E. Estoppel Letter. Lessor shall, if required, confirm to Mortgagee that this lease sets forth the entire agreement of the parties thereto, is in full force and effect in accordance with its terms, and has not been amended, modified or assigned, except as herein set forth; state what, if any, offsets or credits against rentals exist and what rentals are due under this lease to the date thereof, and what, if any, defaults by either party or ground for cancellations exist under this lease. F. Foreclosure. If such Mortgagee succeeds to the interest of the Lessee under this lease, it shall be bound to all of the terms, covenants and conditions set forth herein from and after its succession to such interest; provided that it and its successors and assigns shall have no corporate or personal liability for the performance of the obligations of the Lessee hereunder, and its liability and that of its successors and assigns for any and all defaults of the Lessee under the terms of the lease shall be limited to its interest in the leased premises, including all improvements, and in connection with any foreclosure under the Deed of Trust, or transfer in lieu thereof, or if subsequent thereto, Mortgagee is the successor or .in the case of the foreclosure of the Deed of Trust, the Trustee under the Deed of Trust shall be authorized and may assign, transfer or sub-lease this lease to any other party without the consent or approval of Lessor. Provided, however, any subsequent assignee shall thereupon be bound by the terms and conditions of this lease. 16. Lessor's Right of Entrv. Lessor shall have the right, upon reasonable notice, to enter upon the leased premises at reasonable times for all reasonable purposes, ~ ~~ ,„ Ii:ASli AVM'1'/5/2k3/kip .,, ,. VOL.479 PRGE 7s including the purpose of inspecti::g the ~~~ame and of :> exhibiting same to prospective purchasers or tenants, and r ' commencing sixty (60) days prior to the termination of this 1r lease, for the purpose of exhibiting same to prospective tenants. 17. Release of Landlord's Lien. Lessor expressly releases, waives and relinquishes any and all rights to or to claim a statutory landlord's lien or any other type of lien covering any of Lessee's personal property situated upon the leased premises. 1t3. Surrender of Leased Premises. At the expiration of the lease term, Lessee shall peaceably surrender the leased premises. 19. Holding Over. Holding over by Lessee, at the expiration of the lease term and with the consent of Lessor shall be construed to be a tenancy from month to month at the rental for the last month of the lease term, and shall otherwise be on the terms and conditions herein specified, insofar as applicable. 20. No Partnership or Agency. Lessor does not, in any way or for any purpose, become a partner of Lessee in the conduct of its business, or otherwise, or a joint venturer with Lessee. Lessee shall not be deemed an agent of Lessor for any purpose. Lessor shall not be in any way responsible (to Lessee or to any other person or entityi for, or in any fashion required or obligated in any way to police or regulate', any of the conduct or acts of Lessee, or of any agent, servant, invitee, licensee, contractor or guest of Lessee, 21. Condemnation. A. If during the lease term the whole of the leased premises or improvements be taken by eminent domain, or if a portion thereof be so taken which causes the remainder to be insufficient and unsuitable for conduct of the business to which the leased premises were (in good /,~"h 4 19 ,, ,CEASE AGMT/5/28/85 i VOLa~9 PkGE~6 th and in accordance with the terms of this Lease) being I` toted just prior to the initial negotiations with the ~~,idemning authority (or the institution of condemnation proceedings, whichever is first), then and in such events, Lessee shall have the right to: (i) terminate this lease, and (ii) collect the reasonable value of its leasehold estate. Tn the event Lessee elects to terminate this lease, such termination shall be effective on such date as Lessee shall elect, but in no event earlier Than tha date of such notice, and upon any such termination, neither party hereto shall have any further obligation to the other or rights under this lease and this lease shall be of no further force or effect; provided, however, that the parties' respective rights and obligations of any kind under this lease accrued at or prior to such termination or which relate to periods of time prior thereto, whether or not then matured, shall fully survive any such termination and shall be and remain in all things enforceable hereunder. B. If during the lease term there is a taking by eminent domain of a part of the leased premises which does not cause a termination of this lease; then the rental shall be abated and reduced so that such rental as so abated or reduced is the same fraction of such rental which would otherwise have been payable (in the absence of there ever having been at any time any abatement or reduction of rental under this paragraph) as the number of square feet remaining in the leased premises after such taking is of the total number of square feet originally in the leased premises upon commencement of the lease term. Such abatement of rental shall be effective upon the date the taking of possession by the condemning authority occurs, with the rental for the month in which same occurs being prorated as of such date. C. Upon any taking as a~oresaid under the foregoing provisions, Lessee shall be entitled to the entire award made for or with respect to any improvements erected `a~ zn r '"_ ,ASE AGMT/5/28/35 VULa79r~uE 7~ ~y Lessee on the leased premises which are taken, damaged or otherwise diminished by such taking and for the reasonable value of its leasehold estate. Lessor shall be entitled to the entire remaining award made for or with respect to the leased premises or this lease. Neither party shall have any right in or to any award to which the other party is so entitled by reason of any such condemnation and/or taking by eminent domain, whether total or partial. Lessee shall in no event be under any duty to repair or restore any improvements affected by such taking. 22. Lessor's Warranty. Lessor warrants that Lessor has good title to the leased premises, and has the right to make and grant this lease, that no taxes respecting the leased premises are owing and that Lessee shall, upon payment of all rental provided to be paid by Lessee, and Lessee fully observing and performing the covenants and agreements herein provided to be observed and performed by Lessee, for the term of this lease (unless said lease be sooner terminated under and in accordance with any of the provisions herein elsewhere contained providing for such termination) quietly and peaceably possess and enjoy the leased premises, free from claim, interference or hindrance by Lessor, or those holding or claiming under Lessor, or those holding or claiming under a right or title superior to Lessor's; provided, however, that this warranty is subject to, and does not warrant against the effects of, present or future building ordinances or other governmental laws, rules, regulations, orders or actions, or the exercise of any power of condemnation or eminent domain. 23. Examination of Title and Premises. The Lessee shall have the right, at Lessee's cost, to obtain a current survey of the leased premises and to obtain a current title report relating to the leased premises. In the event such survey or title report indicates that the description of the leased premises herein contained is inaccurate, Lessor and /h~ ~,~ssee agree to execute an amendment to this lease correcting the legal descriptian of the leased premises to such description as may be required by a reputable title company issuing such title reports. At any time during the term of this lease, Lessee shall also have the right, at its cost, to obtain an Owner's Title Insurance Pa:.icy covering its leasehold interest under this lease. 24. Waiver of Subrogation. Each party hereto waives any and every claim which arises or may arise in its favor and against the other party hereto during the term of this lease for any and all loss of or damage to any of its property located within or upon, or constituting a part of, the leased premises or improvements, which loss or damage is covered by valid and collectible fire and extended coverage insurance policies to the extent that such loss or damage is recoverable by the waiving party under said insurance policies. Said mutual waivers shall be in addition to, and not in limitation or derogation of, any other waiver or release contained in this lease with respect to any loss of or damage to property of the parties hereto, Inasmuch as the above mutual waivers will preclude the assignment of any aforesaid claim by way of subrogation (or otherwise) to an insurance company, Lessee hereby agrees immediately to give to each insurance company which has issued to it policies of insurance coverage, written notice of the terms of said mutual waivers, and to have said insurance policies properly endorsed, if necessary, to prevent the invalidation of said insurance coverages by reason of said waivers, This paragraph shall be null and void if it would have the effect of invalidating any insurance coverage. 25. Notices. All notices, demands, requests, or other instruments which are required or permitted to be given under this lease shall be deemed given and received on the first of the following to occur: (i) the day actually received by the party to receive same; (ii) the first day i 5~ 22 ~0~,479 Fli(aL 79 ,/hich is neither a Sunday nor a legal holiday following the day on which actually delivered, by mail or otherwise, to ~ the below specified address of the party to receive the +'~' same; or (iii) the third day which is neither a Saturday, i Sunday, nor a legal holiday following the day on which same r~ is mailed certified or registered mail, postage prepaid, addressed to the below specified address of the party to receive same. If the Lessee is the party to receive such notice, demand, request or instrument, then the addressee and address for Lessee shall be: Joel A. Smith Post Office Box 2117 Kerrville, Texas 78026 If Lessor is the party to receive such notice, demand, request or instrument, then the addressee and address for Lessor shall be: City of Kerrville City Hall Attn: City Manager 800 Junction Highway Kerrville, Texas 78028 County Judge Kerr County Courthouse Kerrville, Texas 78028 Either party may change such addressee or address by notice to the other party as provided hereunder. 26. Interpretation. The singular shall be interpreted as the plural, and vice versa, if such treatment is necessary to a proper construction of this lease, and if the feminine, masculine or neuter gender should for such purpose be one of the other genders it shall be so treated. Paragraph or section headings are for convenience only and shall be disregarded in interpretation. The laws of Texas shall govern the interpretation and validity of, and other matters pertaining to, this lease. 27. Partial Invalidity. If any term, covenant, or condition of this lease or the application thereof to any person or circumstance shall, to any extent, be invalid, illegal or unenforceable, the remainder of this lease, or 5~ 23 VOL479 PRGE 80 cne application of such term, covenant or condition to persons or circumstances other than to those which it is :~ held invalid, illegal or unenforceable, shall not be ~ affected thereby and shall continue in full force and effect. 28. Entire Agreement. This lease sets forth all the covenants, promises, agreements, conditions or understandings, either oral or written, between Lessor and Lessee concerning the subject matter and the leased premises and there are no covenants, promises, agreements, conditions, understandings or representa;.ions, oral or written, between them other than as are herein set forth. Except as herein otherwise provided, no subsequent alteration, amendment, change or addition to this lease shall be binding on Lessor and Lessee unless reduced to writing and signed by both parties. RECORDED IN (LQ 4.~ /_.LO- C',~ FILE DATE: Q/F,(a~IW e ty AnY Drovisons Herein which respms the sale. renUl pr use cl Ihp deuribed real prupaa, because al color a rxe is invalid and unenforceanh undm Federal !are illt SiA7E Of iExAS' COUNTY' 0: NEAR 1 hereby ceNly INI this inshumenl was FILED m fi(v Number Sepuence an My fate and at IDe time romped ~erepr~ Dy me and .a Duly RECORDED, in Ne URiraal PuDlk reads of ReJ Pioperry of RcN Caunly teas on JUL.>2 91988 pf elgy aP `O .~,(~ ~ ~~ ~ ~ /may-~~jl/~//JJ_]'_ COUNTY CLERK, KERB COUNTY, TEXAS ~~ 2n (1) liiscrirrination VOL.479 pR~E sl U, Lessee ;;Hall furnish services on ~a fair, zqual, and not unjustly discriminatory basis to all users thereof; and b. Lessee shall charge fair, reason- zxble, z:nci not unjustly discriminatory prices i'or each unit or service; i~rovidc:d that reasonable and nondiscriminatory dis- counts, rebates, or other similar types of price reductions to vole.,,, purcha:>ers ~~}ay bz mnde. c, Lessee in exercising any of the rights or privily.;;es Pr.=rein ;ranted to it shall not on the grounds of r..c~, c:?I~u , or• natinnal on};in, discriminate or pex'miL discri.;ai,~ation a;(ainst any person or group of persons in any ~,runnzr ;.m~hibit~ra by A9 CFH Part 21 of the regulations of tYrc :secretary oi' Transportation. The Lessor is granted hereby the right to talo° such action, anything to the contrary r:cre~in note;it.'u:;tandin;, a:; the United States may direct to enforce thi..; nondi:;cri.ninxtion covenant. (2) l'dational L„rerir,ency In trxa event, the United States Govern~ucnt requir~:s tl;e u~c of said premises in the event of a national e~~ier~rencv, or for any defense program, or defense purposes on file p~.r•t of trig l~overnr;iznt, the party in possession agrees to deliver up possession within ninety (9U) days after notice •,rtr,;,•, ;rr :ctieal. !u'ter use by the United States Government h:As terminated, if in fact the government has taken over the l,ix~port, tna said party is entitled to re-enter the premises covered by this at;ree,uent e.nd resume its operation, and such loss; of t.i~~~e shall be added to the term of the agreeruent 50 the~~t Cne full Cer~,; r~ray be enjoyed without being penalized on :.cc.-~unt:. ,, t,;.~~ occupancy of the United States Government. Lessee noes not, nowevzr, waive any right to compensation fee c,ny tale. (11} In~uranc. L'aoh Lessee shall at all times nave in effect liability insuranc:~ for all of Lessee's operations in the ariount.;; of per person, per accident-liodil,~ injury, and per accident- property da,un,;e. Such insurance policies shall further name the City of ,.errville, the County of Kerr and the Board, as additional in_;ureds. Certii'icates o; such insurance shall be tarnisher by Less'.: to the r:errvilleJY,err County Joint Airport Boar;.', and a Certificate presently then in effect shall be on file, at all times. ~~~ 27 VOL.479 PAGE az ruld operate to prevent any person, firm operatin,= aircraft on the Airport from pe services on its own aircraft with its own (includint; but not limited to +uaintenance :;+ay chooae to perform. or corporation rforJoinL any regular employees and rep,.ir) that it (4j fdo 1xclusive Franchise P!othin;' Ile rain shall be construed to grant or :~utharize tnc >~•rr~nti.ng of an exclusive franchise or right, except thrr lcnrful rit;'nt, of a Lessee to exclusive possession of 1. as~~d pro„iia<.s. (5) lJ~;velop~uent Le:;sr~r reserves the ri„ht, in a reasonable and 710(1-dl C i'iw 1l~~lto ry o~EUIIIe L', t0 fUt'tt1C t` dB VClOp GP ll~lp rOVe the l:lndin? arf:~l of the Airport <,s it sees fit, regardless of the cR-sires or views cf ::ny party and e;itYtout interference or hindrance. (Pi) Faintenance of Airport Lessor shall haep the Airport in an operable condition and ::Hall have the right to direct and control ,11 activitil;s of any party in this regard. (7) Maintenance of Facilities nll hangars, buildings, properties or land on the Air;x>rt, si-lall ba maintained in a clown, attractive, weed x'rec, '.Jell _;>ainted, junk free condition. If' ,.n o{~crntor or Lessee has an area where it noru+ally .;ceps da,,la.~ed aircraft, aircraft parts, construction fi:aures, and jigs, barrels, containers, or other unr:ttrnctiva ite,.+s, Lessee shall enclose such an area with a acrcen th,:t. will hide such area from public view. (B) Jtructural Hazards Lessor roserves the right to tape any action it ccn;;iders n~=cc::sary to protect the aex•ial approaches of the Airport aoainst obstruction, together with the right to +~rev~~nt til-~ erection of any building or other structure on or actjlcant Y.o the Airport which would limit the usefulness of /5~ 26 ~,....m__~.. _..... _.._ __. ,, ,' (lz) u~~. chary=es VOL. 479 P~,GE s4 The standards and regulations enacted Uy the Joint Air~)ort P,oard, or other c=overnwental agency responsiUle for the Gperation of the Airport, now or in the future, way provide for u::~~ ctrar,~=es to be paid by those using, Gccupying, or conducting, operations at the Airport. Such charges ruay be based upon, :square footage, receipts or other reasonable U.^:~is, to be established by such standards and regulations. Lcn:~c' :-,rr. ~s to pay such ci,arges as .;wino are due and owing under anf "uc;i ~tcrndard_; or ragulat;iGn:, nG~r or hereafter in :ffact. rl.ly_:ucii use charr,cs ~l,all be lawful, reasonable and n,~n- incorporated herein t>y reference, tc'r;ninate this a„re:~~nent .~~nct e j~act the party .in violation. ~1'J~ fn(ie:::nl ty Lessee af;reea to save and hold harmless the City Gf i`:errvill~, County of i:err, the ierrville/tLerr County Joint th.l ri)DPt L~\7 ~:1'lr, c: r1 C1 t!li'.lr a>;en t.:, Sc rV an tS, and einplOyec?S 02 .c;nd fx'O:.I ;;Ily and ;111 llab 111 ti:°;i, eXpen52:i, Call:i G'S Of ciC tl Gn, o4x,aa,lc ;, and attorney' c fees resulting or to result from any of Lc~s:e'~ busing :yes, operations, occuancy, or use of the ;riri ic~Ll, or re::ultinr~ Troia any act or omission of Lessee's anent:;, scxrvants, or eruployees. And this indewnity al;reewent ehal] a,)pl,r and protect such City, County and Board, and their a;,anC:;, :;rzrvants, and awployees, even thouih it be contenc3cc!, or even cstaolisheu, that said City, County, or l~.o;rrd, or Ln~-ir ~u=ent::, servant.:,, or er:rplGy~es Here ~~~ VOL.4?9 PAGE as ~,~~ligent, ar that their conduct, or omission, in any way aused, or contributed to, any such liability, expense, damage, cause of action, or attorney's fec'S. (2G) i'urpose and Yrecrisas 'i'Ire purpose of the lease and the operation:; to oe conducted by Lessae or sut~-le:aaea, and the "iClentity of the hr•e;ui<;ac, to ;~e occupiad, are set i'orth in this lease, ldo i~Y,rier .~,~~~rr,t.ion, otn:ration~, business, or occulrancy may ba hr,ri or dour: ,ii.tnout the additional written consent of the U~„_ru. (l %) ; :;si r.n~~~ent, and Sublease T;~i:; a;~reet;ient may rrot be assii;ned, in W1101e or in part, nor ,;~;:./ the pre~aises described herein bc: subleased, in whole or in p:xrL', without the prior written consent of the I:oard. ;iucir consent sha11 not be unreasonably withheld. (i::) Liana r,nd Insolvency , In the evant Lessee becomes insolvent, or tha :.ub,ject of :,ny t;ii~d or chapter of vani ~•rrr of ~/c~~-~~ <~5~ ~..,«I~ Notary Public SNEIL1 LO~~cfd~ ~:~fdD State of Texas ROTr.iiY PUBLIC, ;:T'',T~ OF T~Y~AS t/rY CL`PSG~IS~IUfd E'r.f I:~~S 11'u' u3 THE STATE OF TEXAS THE COUNTY OF KERR L~EFORE ME, the undersigned authority, on this day personally appeared JAMES ORIN SHURTLEFF, known to me to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that he executed same for the gurposes and consideration therein expressed. GIVEN UNDER , ~(' :'r ' `l.' ~ .~~ . ,' ~:. i. X14;. MY HAND AND SEAL OF OFFTCE this 13 da}% OL' 1985. '- 35 Notar Public - _ ~ Stateyof Texas SItEILA LORSl~lE SRaND !VOTARY I'UCLIC, STATE OF T:;(pS IdY cof:;ruscdoid ex; d:;s ~ ~'~sy ~~ l ~ STATE OF TEXAS COUNTY OF KERR VOL4~9 PAGE 92 BEFORE ME, the undersigned authority, on this day ,~~r~d~~lly appeared BARBRA EMILE SHURTLEFF, known to me to yu be th~,person whose name is subscribed to the foregoing -instrument, and acknowledged to me that she executed same .p' Por the purposes and consideration therein expressed, s VEN UNDER MY HAND AND SEAL OF OFFICE this ~ day of ''ar 1985. GF Nary ublic £~~E'.L;. !.(';"-„... L";. F:7 State of Texas FCC?ida i`Ji:SI; .', .I:: ;:; T'.;1S THE STATE OF TEXAS THE COUNTY OF KERR BEFORE ME, the undersigned authority on this day personally appeared TERESA JANE SMITH, known to me to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that s~:e exec`s*ed same for the purposes and consideration therein expressed. GIVEN UNDER MY HAND AND SEAL OF OFFICE this day of 1985. n N//~t r~ Public- gH~ii~„ t0,~ •,1tD ~ •~ ., State of Texas ~ i ,~ `~~{ ;• P;QT6.i~l i=UFl.!. ,:'tI; O T~Y,;,o IJiY (,Qt;j1liS;aOFI G:i1:;:S 1.2U•o3 v} .r ., F -, 6T INDEXED ~r'coMna~~~ i~ ~•~- a ~ ~~!{ ft~CQftD.., s JUI ? 2 198; !'ATRICL9 G,'E G~L~unty Court, I(esr ra~ ~~~~ ~ ~~~~~~ ~~-~ , ~~~Z~ ,~~ ,~ ..~ !' UOL47g PAGE 95 ES DESCRIPTION FOR A 1.32 ACRE TRACT OtrT OF THE KERRVILLE- TY AIRPORT FOR LEASE TO S. S S. AVIATION, IN THE CITY OF KERR COUNTY, TEXAS ~ ng all of a certain 1.32 acre, more or Less, tract or parcel of land out of 0. ~ binson Survey No. 44, Abstract No. 282, 1n the City of Kerrville, Kerr County, Texas parts of Tracts designated as No. 4 and No. 10 on the Leasing Map for the Kerrville-Key County Airport; and being more particularly described by metes and bounds as follows: EECINNING at a i/2" iron stake set for the northerly west corner of the herein describe tract in the southwest line of Tract No. 9, 450 ft. S.15° 38'E. from the south corner Tract No. 3 currently leased to K X Aviation; " THENCE, upon, aver and across Tract No. 9, 50 ft. from and parallel with the coumion li between Tracts No. 9 and No. 10, N.74° 22'E. 200.00 ft. to a 1/2" iron stake set for t north corner of the herein described tract in the northeast line of Tract No. 9 and t southwest line of a 100 ft. wide reserve strip; THENCE, along the southwest line of said 100 ft. wide reserve strip anti northeast lines said Tracts Nos. 9 and L0, 5.15° 38'E., at 50.00 ft. passing the east corner of said Tra No. 9, the north corner of said Tract No. 10, then continuing for a total distance 231.46 ft. to a 1/2" Iron stake set at an angle point; and 5.02°00'E. 82.83 ft. to a 1/ iron stake set for the east corner of the herein described tract at the intersection the southwest line of said 100 ft. wide reserve strip with the northeest line of an 80 f vide reserve strip; THENCE, S.88° 00'W. 185.70 ft. along the southeast line of Tract No. 10 and northwest Ii of said 80 ft. wide reserve strip to a 1/2" iron stake set for the south corner of t herein described tract; THENCE, N.15° 38'W., 118.15 ft. upon, over and across Tract No. LO to a 1/2" iron stake s for a reentrant corner of Tract No. 10 at the east corner of an aircraft parking aprc then continuing for a distance of 100.00 ft. along the northerly west line o£ Tract No. to a point for its northerly west corner, the south corner of Tract No. 9, and [hen 50. ft. along the southwest line of Tract No. 9, a total distance of 268.15 ft. ti~is call, the PLACE OF BEGINNING. I hereby certify that these field notes are an accurate description of the property contained therein as determined by a survey made on the ground under my direction and supervision, except no survey was made to reestablish Patent Survey lines or corners; and that all property corners are as stated. Dated this 22nd day of January, 1985 L~ c . UaU.{ ~ Lee C. Voelkel Registered Public Surveyor No. 3909 County Surveyor. for Kerr Country ZOT 10 ~~E• OF •r~ .. ................ LEE C. VO'cLfiE1 o~: • • ~~~'~ ..... a: •:~~ s,c~:•,~ ,,~ 5~ • ~'nnNF 51 2 2 57-5717 ~ 212 CLAY STREET, KL-HnVILLe, rE%AS 700 Exibits it A - Easement 10 9 Building Description Architect Rendering Construction Drawings VOL479 ,,~1 P. w , A F ~T PAGE 9 3 ~`J EXHIBIT "A" ~"' -~ ~•. ~'j ''?r j'; ~', 'llr ~~j."s. ^.IA'%d ,;. ,i1'G;'y}>;'iy: y;i PHONE 51725]-7313 • YtY CLAY STREET, KERHVILLE, TEx AS ']80'18 VOL.479 PRGE 94 S DESCRIPTION FOR A 100 FT. WIDE EASEMENT OUT OF TRACT N0. KERRVTLLE-KERB COUNTY AIRPORT, IN THE CITY OF KERRVILLE, Y, TEXAS ng a certain 100 ft. wide strip, tract or parcel of land out of 0. V. Robinson Survey . 44, Abstract No. 282, in the City of Kerrville, Kerr County, Texas; part of Tract No. 0 as shown on'-the Leasing Map for the Kerrville-Kerr County Airport; and being more particularly described by metes and bounds as follows: BEGINNING at a 1J2" iron stake for a reentrant corner of said Tract No. 10 and east corner of an aircraft parking apron, the north corner of the herein described easement; whict point bears approximately 600 ft. S.15° 38'E. from the south corner of Tract No. ? currently leased to K X Aviation; THENCE, S.73° 56'W. 100.00 ft. along the southerly northwest line of Tract No. 10 to E 1/2" iron stake at its southerly west corner, [he north corner of Tract No. 11 and the west corner of the herein described easement; THENCE, along the common line between Tracts No. 10 and No. 11, 5.15° 38 'E. 108.32 ft. to 1/2" iron stake set in the north line of an eighty (80) ft. wide reserve strip for the south corner of the herein described easement, the south corner of Tract No. 10 and [he east cerner of Tract No. 11; TfIENCE, with the said north line of 80 ft. wide reserve strip and south line of Tract No. 10: N.73° 56'E,, 60.71 ft. to a 1/2" iron stake set for an angle; and N. 88° 00'E., 40.4` f[. to an 1/2" iron stake set for the east corner of the hereln described easement; THENCE, upon, over and across Tract No. 10, parallel with and 100 ft. from its southerly southwest line, N.15° 38'W. 118.15 ft. to the PLACE OF BEGINNING, encumbering 0,253 serf (LI,025 sq. ft.) of land, more or less, within these metes and bounds. I hereby certify that these field notes are an accurate description of the property contained therein as determined by a survey made on the ground under my direction and supervlsion, except no survey was made to reestablish Patent Survey lines or corners; and that alI property corners are as stated. Dated this 23rd day of January, 1985 Lee C. Voelkel h:' 'C~-7 '•, Registered Public Surveyor No, 3909 „t,•,,,,• County Surveyor for Kerr County S !EE C.~VOElKE! s . f~, $1 ~0~~. EXHIBIT "A" ^~~ /~ VC<3.~.CJlill ~f~~}.c'~~]¢]~IIG}li ll:i `~~.~~V~.~^J PHONE 512-257-3313 212 CLAY STHE ET, KEHHVILLE, TEXAS 78028 ~Q(„479 p~GE 96 DESCRIPTION FOR A 1.15 ACRE TRACT OUT OF THE KERRVILLE- AIRPORT, IN THE CITY OF KERRVILLE, KERR COUNTY, TEXA~ all of a certain 1.15 acre, more or less, tract or parcel of Iand out of 0 lnson Survey No. 44, Abstract No. 282, in the City of Kerrville, Kerr County, Te c of Tract No. 9 as designated on the Leasing Map for the Kerrville-Kerr Co port; and being more particularly described by metes and bounds es follows: BEGINNING at a 1/2" iron stake in the south line of a two-hundred (200) ft. wide res strip for the north corner of the herein described tract and said Tract No. 4; which p bears 200 ft. 5.15° 38'E. from the south corner of Tract No. 3 currently leased to Aviation; THENCE, with the said south line of 200 ft. wide strip and northwest line of said Tract 9, N. 74° 22'E., 200.00 ft. to a 1/2" iron stake set at the Intersection of the south of 200 ft. wide strip with the west line of an eighty (80) ft. wide reserve strip fox north corner of the herein described tract and said Tract No. 9; THENCE, with the said west line of 80 ft• wide strip and northeast line of Tract No 5.15° 38'E., 250.00 ft. to a 1/2" iron stake set for the east corner of the he described tract; THENCE, upon, over and across Tract No. 9, fifty (50) ft. from and parallel to the cc line between Tracts Nos. 9 and 10, 5.74° 22'W., 200.00 ft. to a 1/2" iron stake set it west line of Tract No. 9 for the south corrcr of the i1=:ein described tract; THENCE, with the southwest line of said Tract No. 9, N.15° 38'W. 250.00 ft. to the PLA( BEGINNING. I hereby certify that these field notes are an accurate description of the property contained therein as determined by a survey made on the ground under my direction and supervision, except no survey was made to reestablish Patent Survey lines or corners; and that all property corners are as stated. Dated this 23r¢ day of .lanuary, 1985 l~l~-- ~ .\v/J Lee C. Voelkel Registered Public Surveyor No. 3909 County Surveyor for Kerr County LOT 9 LEE f,'..6„ _i'. _L ....L1 S~ ~' =!LN,19A<.~~. ~>~'}:`1~iK~.U~'F!3) ~/ Y~~~P~/~f.`u"~1-~ • PHONE 512-257-J013 • 312 CLAY Sl'REET, KERRVILL E, TE%A9 ]902 ~ 1+ -- VOL479 t'n3L97 - E ~ .. ~ ~i` I ~ ,c ' W ~ I ~ ~t ~ /A i ;t. ~ i ~ t ~ ~'~ ~ ~ 8 ~O) .. • . II ~ ..'! 'y1;Y ~ ;' ~~ r $t '~'~~~~ ~. ~ 1 " ~ ,_._ Cpl ~f'p Y ~ ___ _ n ~ ~ ~ ~,( '~j~'~;. ~f'lt. N I ~... H ,~f.'~.i, , ('. ' -. - .~. ~.. •+.~ r +, t ~~ II ~ ' ~ r~..~ s.. O- . b R"~ I ~ __ __ I oe ~ ~ ~~ 4 -_ J I eK ~p 1 Sdj~,,~~.~. ._ p. ~ dJ e::+r,• - ~`; .F ~ ~'`' '~ 1 v S' ; pl ! ~. `. F~ , Ct6 ~4` n ~S~ ±r `'e' ~ I ~ ~ r I A" S ! ~ . ~ I ~ .. r ~ ; \ _~ I [o f ~rN ~ ~ T ~. '. :~ ~ z Q .~ 1 ~~a~~~ ~ ~~€~~A li; .. ~~~~~~ I~ ~~~m~~ ~~ - g~ ~~ ~ ~-e ~pp ~~i1J pT . •o ~~~ i Plat showing Lot 9 - 1,15 Acres Lot 10 - 1.32 Acres and 0.25 Acre Easement 5~ M ~ M STEEL 8UlLDl1yC~ RESERVATION R7. BOX 82 '~ :i'~ril v0147 9 P~GE 98 HARPER, TEXAS 78837 ~„'~t~Q. (512) 884.1368 .R:1 , f.~ec6ml,er• n. 1ti54 _ s, S {"i~ioti._,n ~lllii ti ~idria'y E:a4.6i I"Cr`r~l~'111 w! I C1.a~ 1~41.r V 116 r1+i a(rlCn: We 9. Y'. I^ c: r'I ~teei 1il 1.+: ldi)liE JYe• r~tc4 Si3d 'kq Gie !.l e: C'CcU to +urni;~F, u.rn:~ er'•ac't '.~n!.J>~~ .?t.eel H.ar+9-n'. ble .Fr~~ro::e to r"~.u-ni_h .r, c•. -r .rtul o.r~,r Nrac-eion for Con- _tructlori o-' c. ti~.Trl9er a; d__r:ribed halo+.d: ). >7k'~ii~ i:l.itTuf? Ei~lr:."~;Nli i~.'Gij;•cu loudiny o• Han:3e~-: lil~~~' bi. .. i2t?' L. ...:' E.H.. b• 1,-ins? t!ni*: a.r6 . • 4 i'I_•ri4",gn~' -- r!t t:i.:. olhtte '• irl ~Jia ~:.i ull t•'i~r~i Pr!i: - L'i 0.nk:ct :t1SU1Qtl.in U~.rr Fr ic- ti: r' ~.r;a b~.Jilr]1r!9 in:.ludinS ,:ractic~r!> fr•ei9ht, and -ta;:. ,:: ir'rter-l'e• O ~/~f~a~ cr~_~ FicFmrd k• 19i les Vl~'_ F'rE'3ident O'F iie.les J r: . Authorizad bulldsr for .mil ~~rl~l~.. N'h.r~ 4~iir~ rwl~Y ~ hr. RECORDER'S MEMO. 1EGlenrrv of ' WRITING, TYPING OR PRINTING IIIVSATISFACTORY W THIS DOCUMFNT Wr1FAr RFCFIVFD Description of Building .f 5~ ORDER NO. 16121 V01•479 p~~F 99 APPROVAL OF LEASE AGREEMENT BETWEEN THE CITY OF KERRVILLE, A MUNICIPAL CORPORATION AND THE COUNTY OF KERR, TEXAS, HEREIN- AFTER COLLECTIVELY CALLED "LESSOR" AND S & S AVIATION, INC., A TEXAS CORPORATION On this the 10th day of June 1985, upon motion made by Commis- sinner Lich, seconded by Commissioner Higgins, the Court unani- mously approved an Airport Lease Agreement, between the CITY OF KERRVTLLE, a Municipal Corporation, located in Kerr County, Texas, and the COUNTY OF KERR, TEXAS, hereinafter collectively called "Lessor", and S & S AVIATION, INC., a Texas Corporation, whose principal office is located in Kerrville, Kerr County, Texas, hereinafter called "Lessee", subject to the, provision that the Lease shall be subject to Amendments to conform with regula- tions promulgated by the Federal Aviation Administration. It is further ordered by the Court that County Judge Gordon S. Morriss be authorized to execute said agreement on behalf of Kerr County. ~Q~,.979 PAGE loa STATE OF TEXAS X OF KERR X I, PATRICIA DYE, Clerk of the County Court and Ex-Officio Clerk of the Commissioners' Court of Kerr County, Texas, do hereby certify that the above and foregoing is a true and correct copy of ORDER NO. 16121 , Passed by the Commissioners' Court on the intn day of , A. D. 1965 as the same appears of recor as manifest, of the Minutes of the Commissioners' Court of Kerr County, Texas. IN TESTIMONY WHEREOF, I of office at Kerrville, A. D. 1985. ,dro`~~+M.. :> • ~- ~ -~ ,• t. .'5.., ~~ ~l~A'TY ~t~ have hereunto set my hand and seal Texas, on this 11th day/~of June __ PATRICIA DYE Clerk of the County Court and Ex-Officio Clerk of the Commissioners' Court of Kerr County, Texas By DepuL-y ADD-KAI/MISC.88-8/GEK/sgp/6/22/88 4~:?:~ VOL.479 PAGE l07 ADDENDUM NO. 1 TO LEASE AGREEMENT (Airport Lease - S & S Aviation, Inc.) WHEREAS, on the 28th day of May, 1985, the CITY OF KERRVILLE, a Municipal Corporation, and the COUNTY OF KERR, a Political Subdivision of the State of Texas (hereinafter peferred to as "Lessor") did enter into one Lease Agreement with S & S AVIATION, INC., a Texas Corporation (hereinafter referred to as "Lessee") concerning the following real property: Tract No. Ten (10), Louis Schreiner Field Subdivision No. One, more particularly described in the plat thereof to be recorded in the Plat Records of Kerr County, Texas. WHEREAS, Lessee and Lessor entered into a First Amendment to the above-described Lease Agreement on August 15, 1985; WHEREAS, the said Lessee, S & S AVIATION, INC., has changed its corporate name to KERRVILLE AIR, INC. as shown on the attached Exhibit "A" and hereby incorporated herein by reference for all intents and purposes as if copied herein verbatim; and WHEREAS, the Plat referenced above has not been recorded in the Plat Records of Kerr County, Texas. NOW, THEREFORE, for and in consideration of the benefits to the parties under the terms of the Lease Agreement to which this Addendum refers and for and in consideration of the benefits to the parties under the terms of this Addendum, it is agreed as follows: 1. From this date forward the name of the Lessee shall be KERRVILLE AIR, INC. 2. The field notes attached as Exhibit "B" and hereby incorporated herein by reference for all intents and purposes as if copied herein verbatim, are the true and correct legal description of the premises leased to Lessee as Tract No. Ten, Louis Schreiner Field Subdivision No. One. EXECUTED this the ~ day of , 1988. LANDLORD: APPROVED AS TO FORM: CITY OF KERRVILLE ( ~ a .. ... ~. ~..' L ~ , ~ ~ - , (f °I ., 4 ~,~ ~,~~ ~' BY : ~1=-dcdC Q d~-+-~-. ~, ~~ . { CITY ATxO~RNAY Date Ira 1 6 zz/$S PAGE. ioa •KAI/MISC.58-aJGEKJs9PJ J ~0~.479 BY: TENANT: INC. gERRVILLE AIRY ~ L`c~t~' ident BY:~ ES 0. SN RSLEFFr F-Lra rs;~ r;ECOa yo ~., ~T o'clock JUL 1 2 i98~~ pF'~1;tiCl;~ i;YF r. Ouriq ~, ^dl,~._ Y~ INDEXED ~.-C"U~~~PAREC' 12ECOROED IN fLLE OAT E:~O'CLOCKyM F ILE TIME: O )Oh PAGE_.y~~---- VOt. 1~.--ORUitVG DATE JUI.~° 198$ s~~R i> 5; 1 *~=' PATRICIA DRR 0 NTY COON Y~, CIERIC, K, ~ 1 ,~ t ~~ ~ . ~~~~ ~~ Gal ~,~~ ~f . AnY gpnsions Morin r1usM1 rtaAiCls k¢ sale. te91il Y. use pl Ih: Gsm6eY rezl ptopury MGUS: YI cYla G taYO 9 NVJYJ MO Y92YIY2GGC MYU FeQG2~ ;2~` Ehti S7ATE Of 1EKAS ) COOAIT Of KERA 1 pGeby Yn41y WI Ws inipYmMl ras FILED iu fik NumMr RYUeMe pn IM1Y faU aixt al {pe tins WntpsC Mlsai 4y rtm pnC was duN HECONOEO. b NL ONK.yI PYppe taa0s pl Rul iropetty Yf Ken eYmly. Iws mt ~u~ ay ~9ae oP~o~ V ~j~iW(~'I4~/ /~+Y 'a V, `aY COUNTY ClERB, RERR CUUNTY, TEAS 2 ©unir~ /~ ~~y!!/Yar .,. mn FORM: Vii. t;~ a• W l ~ ~ H ~ ~ ~ Y W ~ ` ` '.• ~Il~e ~itate~of ~Iex~I$ ~erretllr~ of ~tr:`:: VOL.479 PAGE io9 CERTIFICATE OF AMENDMENT FOR KERRYILLE A1R~ jNC. FORMERLY S 6 S AVIATSON~ iNC. CHARTER NUMBER 73b150 THE UNDERSIGNED, AS SECRETARY OF STATE OF THE STATE OF TEXAS• HEREBY CERTIFIES THAT ARTICLES DF AMENDMENTS DUI SjGNED AND VEKIFIEO, HAVE BEEN RECEIVED IN TN1S OFFjCE AND ARE FOUND TO CONFORM i0 LAM. ACCORDINGLY THE UNDERSIGNED. AS SUCH SECR,ETART OF STATEs AND BY VIRTUE OF THE AUTHORITY VESTED IN THE SELRETARY BY LA~s jSSUES THIS CERTIFICATE ANO ATTACHES HERETO A COST DF THE ARTICLES OF AMENDMENT. DATED MAR. 3s 1986 .~ Secretary of Stdte p(HlBli "A'~ VOLg79 PAGE i1o FIELD NOTES DESCRIPTION FOR A 1.72 ACRE TRACT OUT OF TIIE KERRVILLE~ ~ KERB COUNTY AIRPORT FOR LEASE TO S. 6 S. AVIATION, IN TIIE CITY OF ~ KERRVILLE, KERR COUNTY, TEYAS Being all of a certain 1.32 acre, more or less, [tact or parcel pf land out of 0. V. Robinson Survey No. 44, Abstract No, 282, Sn the City of Kerrville, Kerr County, Texas; parts of Tracts designated as No. 9 and No. 10 on the l.eaaing Nap far th,s Kerrville-Kerr County Airpott; and be log more particularly described by metes apd bpu44Aa as fpllpvs: BEGINNING at a 1/2"..iron stakn set for the northerly vest corner pf the herein described [race in the southvesC line of Tract No. 9, 450 ft. 5.15' 7$'t;. from the soYGh 6orner of Tract No. 7 currently leased Co K Y Aviation; TIIENCE, upon, over and across Tract No. 9, SO ft. from end parallel vlth the common line between Tracts No. 9 and No. l0, N.14. 22'E. 200.00 ft. to s 1/2" iron stake set Fur cl~¢ north corner of tl~a lie rein described tract'Sn the northeast line of Tract No. 9 and tl~e southves[ line of a 100 ft. vide reserve strip; Tt1ENCF., along the southves[ line of said 100 ft. vide reserve strip and northeast lines of said Tcac[s Nos. 9 and 10, 5.15' 3B'E., at 50.00 ft. passing the east corner of said Tract No. 9, thn north corner of said Tract No. 10, Khen eontlnuing for a total dl6cane¢ of 231.46 ft. to a 1/2" Iran stake set at an angl¢ point; and 5.02'00'E. 82.83 ft. to a 1i2" Iran stake set for the east corner of the hnreln descr±bed tr«ct at Che in[ersaction of the southves[ line of said 100 ft. vide reseiva strip MSth the nocthveat line of en $0 ft. vide reserve strip; TIIENCE, 5.08' 00'N. 185.70 ft. along the southeast line of Tract No. 10 and nocthveat line of said DO ft. vide reserve strip to a i/2' SrOn stake set for the epu[h corner of the herein described tract; TIIENCE, N. 15' 98'41., 118.15 ft. upon, over and across Tract No. 10 to a 1i2" iron stake se[ for a reentrant corner of Tract No. 10 ac the east corner of an aircraft parking apron, then continuing for a distance of 100.00 ft. along the northerly vest line of Tract No. 10 to a point for 1[s northerly vas[ corner, the south corner of Tract No. 9, and then 50.00 ft. along the southwest line of Tract No. 9, a [oral distance pf 26$.15 ft. this Call, co the PLACf•. OF BEGINNING. FXtitBQ "B" -- ~ '. 434 VOL 479 PAGE lol S & S AVIATION LEASE - FIRST AMENDMENT THInS FIRST AMENDMENT to that certain Lease Agreement dated ~/!i(a, /,$~ 1985, between CITY OF KERRVILLE and COUNTY OF KERB, Lessor, and S & S AVIATION, INC., Lessee as follows: I. Paragraph 2, "Leased Premises" is amended to read as follows: 2. Leased Premises. In consideration of the rents, cove- nants and agreements hereinafter reserved and contained on the part of Lessee to be paid, observed and performed, Lessor hereby demises and leases to Lessee, and Lessee hereby takes and rents from Lessor, for the term provided below, the following described property, situated in the City of Kerrville,~COUnty of Kerr, Texas: Tract No. Ten (10), Louis Schreiner Field Subdivision No. One, more particularly described in the plat thereof to be recorded in the Plat Records of Kerr County, Texas, and Fuel Site, Tract No. Ten "A" (l0A), as shown on Exhibit "B" attached hereto and made a part hereof by this reference, hereinafter collectively sometimes called the leased premises, together with all and singular the rights, easements, privileges and appurtenances in anywise belonging under said above- described tracts of land. EXECUTED this ~~day of /~-/~j(yUsi 1985. LESSOR: LESSEE: CIT F RRVILLE /~ S & AVIATIO ~ INCA. -- BY L-~ By C/~s~~..w° J. ou or ` el A. Smith, President Co ~(i ty KERRVILLE-KERP. COUNTY JOIN~~AIRPO P BOARD __~ Cr zier, Chairman PPROVED AS TO FORM: r S c.~~~ Thomas S. Terre City Attorney ATTEST ~~'' ~ T_o„ ~~ Jam, sn..~-Jti Teresa Jane Smith, Secretary Ppp:ave by City Council - 1 - Voiu ? L. age ` -~- TQ,,.~ s,r.,.~ ~~. Teresa Jane Smith llil `_ i ,i THE STATE OF TEXAS ~ THE COUNTY OF KERR ~Q(„ 479 PF1GE102 ' BEFORE ME, the undersigned authority, on this day per- sonally appeared A. J. BROUGH, who is the Mayor of the City ,' of Kerrville, known to me to be the person whose name is ~' subscribed to the foregoing instrument, and acknowledged to '' me that he executed same for the purposes and consideration therein expressed, in the capacity therein stated, and pursuant to a resolution of the City Council of the City of Kerrville, ~• "'texas. • ~^•_~" ~~'•"" GIVEN UNDER MY HAND AND SEAL OF OFFICE this ~~day of • 1985. ...- n '` ' Notary Pub. ~i ' "" State of Texas JGo~t f''`a' f J~W w rcr THE STATE OF TEXAS THE COUNTY OF KERR BEFORE ME, the undersigned authority, on this day per- sonally appeared GORDON S. MORRISS, who is the County Judge of Kerr County, Texas, known to me to be the person whose name is subscribed to the foregoing instrument, and acknowledged __' t'r_to me that he executed same for the purposes and consideration ,. ~•''••th~arein expressed, in the capacity therein stated, and pursuant £o~•a, resolution of the Commissioners Court'of Kerr County, Texas. ~„` .r•,. ~ '' GIVEN UNDER MY HAND AND SEAL OF OFFICE this 12th day of ;~'•. .~ '~~ 1 '6„August 1985. ~TF ,. ~ , ~C 'S• Notary Public State of Texas G, 5~,.~/ THE STATE OF TEXAS THE COUNTY OF KERR BEFORE ME, the undersigned authority, on this day per- sonally appeared Gary Crozier, who is Chair.-,.an of the Kerrville- Kerr County Joint Airport Board, known to me to be the person ~'>.,, 5yhose name is subscribed to the foregoing instrument, and ac- '~'•''• ''-kti~owledged to me that he executed same for the purposes and ., ~'~-- 'E ,cp'~sideration therein expressed, in the capacity therein stated, ~' '"arid` with the authority granted to him by such Board, _, : j :•,`, GIVEN UNDER MY HAND AND SEAL OF OFFICE this /S`'ti' day of . .. ... •••~' t~vCti~~S > 1985. Notary Publi State of Tex s / LoiG ~'l<,fl acknowledged to me that she executed same for the purposes `ter •. ',..~agrcl. consideration therein expressed. ~•5~..._A ~ . GIVEN UNDER MY HAND AND SEAL OF OFFICE this ~G ~ay of /~~ O, ~ 19 8 5 . 4 Notary Publi State of Texas LG/C7r'1r'4 ~. .S/!~w/e~ THE STATE OF TEXAS THE COUNTY OF KERR BEFORE ME, the undersigned authority on this day per- ~;~ •~:sonally appeared TERESA JANE SMITH, known to me to be the ~- `person whose name is subscribed to the foregoing instrument, ~' :'' aid acknowledged to me that she executed same for the purposes • 'J-' ..i', :~~nd consideration therein expressed. c° ` ~ •: " '~. s ""'"• r' ~ GIVEN UNDER MY HAND AND SEAL OF OFFICE this %l~ ~ day of y. • r ,.~~ ,,,,,E' 1985. ~' o-t~~ ~ ~~rt .~~~-ti/ Notary Public State of Texas L-v~~tf-~ U sLiu.~ivri RECORDED IN FILE DATE: E71E TIA9E: : 0_O'CLOGH M VOL, c/ 7 9 PAGE ~O ~T RECORDING DATE JUL.29 i988 ~, PATRICIA DYE BY~ COUWT~Y CLERKd KERR~COUN~Y LTlputy AnV Wo,isions huein whisk seshicls UN sale renal or use a! fhe Psop°nj bKause °s cola m rxe is insahd an0 unenlmceapk uMes feonal law. TIIE S7ATE OF 7ENN5 ~ Qeunbeo rqI COUNIT OF NEAR 1 Nneby certtly Ihat mis mstruogol was gLfO in Fik Numbes kqunrce hn INe ONiculnPUDlk ~I1CmQ1 0l Nel Pmr~ by me ono was Duly NfCOA0E0, UI Uq NM PI Amr Caunry. TWS on JUI.~q 1988 pi aEN9 P ~O= ~] ~. • *o~c,` CY42KC~(+C~ COUNTY CLERK. KERR COUNTY - 3 - f ~. AMENDMENT NO. 1 S & S AVIATION, INC. LEASE KERRVILLE, TEXAS fix„ ~', FIELD NOTES FOR VOL479 FUEL SITE - 9,375 Sq. Ft. FUEL STORAGE SITE - Lot l0A PRGE 104 A 9,375 square foot tract of land known as a portion of Lot 5-A of an unrecorded subdivision of Louis Schreiner Airport out of W. M. Pruitt Survey No. 1921, Abstract 1281, City of Kerrville, Kerr County, Texas and more particularly described by metes and bounds as follows: BEGINNING, at an iron pin set in the North R.O.W. of a road- way/taxiway, said point being located West, 185.8 ft; North, 1874.97 ft.; S 76° 21' 20" W, 197.55 and N 13°38'40"W, 60.0 ft. from the Southwest corner of Lot 16 of the Shady Grove Subdivision as recorded in Vol. 1 of page 48 of the plat records of Kerr County, Texas and being the Southwest- erly corner of the tract herein described; THENCE, N 13°38'40" W, 125.0 ft. to a ~" iron pin set for the Northwesterly corner of this tract; THENCE, S 76°21'20" W 75 ft. to a ~" iron pin set in 'the R.O.W. of future "Airport Loop" roadway for the Northeasterly corner hereof; THENCE, S 13°38'40" E, 125.0 ft. to a '~" iron pin set at the intersection of said Airport Loop with the aforementioned roadway/taxiway for the Southeasterly corn P.• hereof; THENCE, with said roadway/taxiway N 7b°21'20" E, 75.0 ft. to the place of beginning and containing 9,375 sq. ft. of land more or less. INC~ _ ~NAMEtd'r ~ ~OL9'79 Pr~GE105 S & S AVSA'rIC EXHIBIT B __.-~- i ~ ~ d~ /~9ry . ~ l~'1 ~ `~ /,~a4 , 5 / ~! ;~ l ~ Q 3 . z a , q. 3 < y ; ~ Q~ z `/ i ~.v ~_. _.~ ~ C;, ,, .~`~.. .~ ~~ ~ ^„ ,,`1.\\ , ~1 /J. ` \ \` ., `''- \V] ~' ST++ `1 vp~ ~~~V,' ~. K ~ S +r t V l~ ~ ~c~~ (;li 'C, ~ ~ 1~~ T~~ £L~4U ,,,.~`. SAY _. ~p,SH 0 .~- w cv a m v J 0 F11ED FOR RECC at ' ~ o'clock 61 ~ J U L 2 2 1988 PAYRICIA CiYt :rhCcW.ry ~::rtjc~!^ ,eras ((~~ ~ ~~- ExEO~ i3 COMPARE ~~~ ~ ~~, ORDER NO. 18472 NYYPION ~ ACCEPT AND APPROVE THE-PROPOSED ASSIGNb43~T AbID ASSUL,~'P'PION OF LEASE AGREE[~d'I' DATED h"AY 28, 1985r AS A[~IEr"3L)ED, BY AND BEPWEaI KERRViLLE AIR, INC., (FORMERLY S & S AVIATION, INC.) AS LESSEE, AND CITY OF E~'P.RVII~LE, COUNTY OF K^r.RR A'~ID ['APPROVED BY THE KERRVrr.r,N•-KERB COUtdTY JOIt7T AIRPORT BOARD AS LESSOR, TO R. R. WOOIY~IRD II~TPERPRISES, INC. AND APPROVAL OF ESTOPPEL AGREII`~IvTMP February 23, 1989 Vol. R, Pg. 228 i