h.
ORDER NO.2694
APF~ROVRL OF PERRYMRN/llRRNE RIRGOR'f
LERSE RGREEMENI'
On this the 3@th day of May 1995, ~_~pon motion made by
Commissioner Holel<amp, seconded by Commissioner Lacl<ey, the
Co~_irt unanimously approved by a vote of 3-@-@, to approve the
lease agreement of Perryman/Drape Air•por't Lease subject to
minor clarification changes in form language as rey~.aested by
City Council and a~_ithorization of the Co~_mty Judge's
signature.
$. RITMAN TONS
ATTORNEY AT LAW
829-8 TlAIN .STREET
1{ERRVII.LE~ TEXAS 78025
TELFiP HONE
X210) 896-8383
HAND DELIVERED
Judge Robert A. Denson
Kerr County Courthouse
700 Main Street
Kerrville, Texas 78028
FAx
(210 896-3535
May 24, 1995
Re: Berryman/Drane Airport Lease,
2.27 acres "Louis Schreiner
Field" Kerr County, Texas;
Our File No. 4425
Dear Judge Denson:
Enclosed is the lease
City Staff, City Attorney
minor clarifying changes i
Council May 23, 1995). P
request that this lease
Commissioners Court hearing
Court.
agreement which has been approved by
and by the Airport Board (subject to
n form language as requested by City
lease accept this letter as lessee's
be placed on agenda for the next
for consideration and approval by the
As implied above, the City Council approved the lease with
minor form language clarifications which are currently in process
of being revised by the undersigned and City Attorney, Dwaine
Machann. In that these clarifying changes do not affect the
substance of the lease, the lessee would request approval
of the enclosed lease upon City Staff being satisfied with the
changes to form language as requested by City Council.
This action is important to lessee to fully approve and put in
place prior to the June 1, 1995 commencement date so they can begin
their construction efforts without further delay. This lease
request was originally initiated by lessee in November of 1994.
.. ,.~
Judge Robert A. Denson
May 24, 1995
Page 2
If you have any questions, or need any additional information,
please contact the undersigned.
Sincerely,
7``_
H. Ritman Jons
HRJ/lb
Enc.
cc: Butch Lackey (w/enc.)
Bruce Oehler (w/enc.)
Glen Holekamp (w/enc.)
Ray Lehman (w/enc.)
HAND DELIVERED
HAND DELIVERED
HAND DELIVERED
HAND DELIVERED
David Motley (w/enc.)
County Attorney
HAND DELIVERED
LTRS9/a:4425.8
~~ ~~„ f~
~~~
DC204/a:4425.2/HRJ/kj/6/7/95
THE STATE OF TEXAS
THE COUNTY OF KERR
LEASE AGREEMENT
KNOW ALL MEN BY THESE PRESENTS:
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 the undersigned Lessee, 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 tract of real property
situated in Kerr County, Texas, more particularly described on
Exhibit "A" attached hereto and incorporated herein for all
purposes, containing 2.27 acres, more or less, of land situated on
the property known as "Louis Schreiner Field" in Kerr County,
Texas, and all public areas, ramps, roads, runways, taxiways and
aprons of the Kerrville Municipal Airport (the use and lease of
such public areas to be in common with others), hereinafter
collectively sometimes called the "Leased Premises", together with
all and singular the rights, easements, privileges and
appurtenances in anywise belonging unto said above-described tract
of land.
Lessor shall also provide to Lessee and its guests, invitees,
representatives and agents, reasonable road access to and from the
Taxiway Delta.
Except as expressly provided herein, Lessor has no obligation
to construct or otherwise provide to Lessee any roadways or other
access to any existing or future public roads, taxiways or other
public areas.
3. Term. To have and to hold, with possession to Lessee of the
Leased Premises, for a term of twenty (20) years, beginning on June
1, 1995 and ending at 11:59 p.m. on May 31, 2016 ("Primary Term")
and any extensions of the Primary Term as herein provided (said
Primary Term and any extension thereof including the Option Period
herein collectively referred to as the "Lease Term") upon and
subject to the terms, covenants and conditions herein set forth,
unless earlier terminated.
4. Rental.
DC204/a:4425.2/HRJ/kj/6/7/95
A. Basic Rental. Lessee shall pay to Lessor as Basic Rental
for the Leased Premises the sum of $258.18, being $113.74 per acre,
per month, 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 cost of living during the period between
the beginning date and the date of each fifth anniversary thereof
during the term of this Lease or any renewal thereof, based upon
the changes in the Consumer Price Index for Urban Wage Earners and
Clerical Workers - U. S. Average (herein called "Consumer Price
Index"), as determined by the United States Department of Labor,
Bureau of Labor Statistics for "All Items". It is agreed that the
Consumer Price Index Number at the commencement date of this Lease
is / 5 2.2 (herein called "Base Index Number", and the monthly
rentals are $258.18 per month ("Basic Rental"). 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 than
the Base Index Number, then the monthly rentals shall increase by
the amount of the percentage of such increase and be charged as
monthly rental in addition to the Basic Rental which adjustment
shall be retroactive to the beginning date of the then applicable
5 year anniversary date, and any arrearage will be paid within 30
days after notice from Lessor.
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 incur a late charge of $25.00.
Lessee covenants and agrees to timely 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. Purpose. The Lessee shall use the Leased Premises for
the construction of, operation of and subsequent rental of T-
Hangars to the general public and shareholders of the Lessee for
the storage of privately owned aircraft and equipment related to
2
DC204/a:4425.2/HRJ/kj/6/7/95
such privately owned aircraft.
consent of Lessor.
No other use is permitted without
7. Construction of Improvements. Attached hereto as Exhibit
"B" is a preliminary rough sketch of the proposed improvements to
be constructed by Lessee on the Leased Premises, which include
T-Hangars which will be for rental to the general public (including
Lessee's shareholders}. Final construction plans for all
improvements shall be submitted to Lessor for approval which
approval shall not be unreasonably withheld. For the purposes of
this Lease, the term "Improvements" shall mean the T-Hangar
buildings subsequently constructed by Lessee which are permanently
attached to the real property described in Exhibit "A" hereto,
including fixtures but specifically excluding chattels, books and
records, trade fixtures, equipment, airplanes and all other movable
improvements and personal property which is not permanently
attached to the buildings or real property described in Exhibit "A"
hereto.
Upon execution hereof, Lessee shall make application for a
building permit ("Permit") with the appropriate governmental agency
on or before 90 days from date hereof and shall pursue issuance of
such Permit with reasonable diligence. Lessor agrees to cooperate
with Lessee in obtaining such Permit. In the event that (i) Lessor
does not approve the final construction plans ("Plans") submitted
by Lessee and/or (ii) any of the applicable governmental
authorities involved decline to issue a Permit to Lessee on the
basis of said Plans, Lessor and Lessee shall attempt to make
mutually agreeable revisions to said Plans which will reasonably
satisfy the Lessor's objections to the Plans or the requirements
for issuance of a Permit in accordance with the usage provided for
under this Lease (although neither Lessor nor Lessee shall be
obligated to approve any of such revisions}. If, within 30 days
after (i) Lessor's disapproval of the Plans and Lessor and Lessee
have not agreed upon revisions to the Plans acceptable to both
parties, or (ii) the denial of such Permit in the event Lessor has
approved the Plans but Lessor and Lessee have not agreed upon all
such required revisions for the issuance of a Permit and Lessee
still has not secured all necessary building permits for the Leased
Premises after the exercise of reasonable diligence, then, in
either event, this Lease may be canceled by Lessee or Lessor and
neither party shall have any claim against the other under this
Lease, irrespective of whatever costs or expense, if any, either
party shall have incurred in connection with this Lease prior to
such cancellation.
Once Lessee has obtained the Permit, Lessee shall, within six
(6) months after issuance of a Permit, solely and entirely at
DC204/a:4425.2/HRJ/kj/6/7/95
Lessee's cost, risk and expense, commence to construct, build and
erect the improvements in accordance with the final plans and
specifications hereinabove mentioned.
Lessor shall have no obligation to extend water service to the
Leased Premises or to extend or provide for telephone, electricity
and or any other utilities to the Leased Premises. Lessor agrees
to allow Lessee the use of City water for the Leased Premises at
the same rates, charges and fees and other requirements as other
customers. The cost of extending water service lines, meters, etc.
shall be paid by Lessee.
All such construction work shall be performed by contractors
engaged by Lessee and shall be completed within 12 months of the
issuance of a building permit 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 beyond Lessee's control, such
completion date shall be extended to the extent of all such delays.
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. 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. Upon expiration of the Lease
Term or termination of this Lease as herein provided, title to such
Improvements shall automatically pass to and vest in Lessor,
subject to the rights of Lessee provided for in paragraph 8 hereof.
Upon expiration of the Lease Term or upon termination, Lessee shall
have ninety (90) days in which to remove all of Lessee's (or
Lessee's tenants') chattels, books and records, trade fixtures,
equipment airplanes and all other moveable improvements and
personal property which is not permanently attached to the
buildings or real property described in Exhibit "A" hereto.
Lessee shall have the right to remove any and all trees
located on the Leased Premises, except only those trees which do
not hinder, obstruct or restrict Lessee's use of the Leased
Premises as provided in paragraph 6 hereof.
4
DC204/a:4425.2/HRJ/kj/6/7/95
No construction, erection, or removal of any kind shall be
done on airport property without the prior approval of the Joint
Airport Board and by the F.A.A. when required.
All structures will be of attractive, modern design, shall be
fire resistant, and shall be capable of withstanding winds of
eighty miles per hour (80 mph) without damage to structure or
contents.
8. Repair. In the event of substantial damage to the
Improvements, and provided Lessee is not in default hereunder,
Lessee shall have the option to (i) either reconstruct, restore and
repair the Improvements, or demolish the improvements and erect new
Improvements in compliance with Paragraph 7 of this lease and with
Lessor's approval and in either case to otherwise use and occupy
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
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 $100,000.00, plus 3$ per annum for each
year after date hereof.
9. Property Damage and Liability Insurance.
A. Lessee, at his 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, in an amount
and with insurance companies acceptable to Lessee and Lessor.
Lessor shall be named as an additional insured on such insurance
policy. 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 repair and restore the Improvements. In the
event the cost of such reconstructing, restoring or repairing is
5
DC204/a:4425.2/HRJ/kj/6/7/95
less than the amount of the insurance proceeds, any excess shall be
paid to Lessee.
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.
C. A copy of the policy shall be provided to the
Kerrville/Kerr County Joint Airport Board and a certificate
presently in effect shall be on file with Lessor at all times.
10. Taxes and Utilities.
A. Lessee shall be responsible for and shall timely pay any
and all ad valorem taxes upon or with respect to, his leasehold
interest in the Leased Premises, the Improvements, and all
watermain, 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. Lessor's interest in the Leased
Premises is not subject to ad valorem taxation.
B. With respect to taxes, assessments or charges for which
Lessee is responsible as aforesaid, and which are assessed or
levied in the name of Lessee, or anyone holding under Lessee,
Lessee shall be responsible to pay the same not later than 10 days
before the same become delinquent. With respect of 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 (other than Lessee or one holding under Lessee), 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.
C. Notwithstanding the foregoing, with respect to any such ad
valorem tax or any such watermain, 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 and, i£
requested by Lessor, posts a bond with Lessor in the amount equal
to 125$ of the amount of the contested taxes), be permitted to make
6
DC204/a:4425.2/HRJ/kj/6/7/95
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 during the said
contest, and pursues same 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 to timely 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 as required herein, 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.
11. No Liens on Lessor's Title to Leased Premises. As provided
in paragraph 12 hereof, Lessee shall have the right to mortgage or
create a lien on his 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 promptly bond against or
discharge the same within ten (10) days after Lessee's receipt of
written request by 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. If any such mortgage or lien is created
contrary to the terms hereof, Lessor shall have, among other rights
and not by way of limitation, 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.
7
DC204/a:4425.2/HRJ/kj/6/7/95
12. Default
A. In the event of any failure of Lessee to timely pay in full
any rental, additional rental, or any other amount due hereunder,
or to timely perform in full any of Lessee's obligations under any
of the provisions regarding payment of utilities, taxes and
insurance for more than thirty (30) days after written notice of
such failure or default shall have been received by Lessee, or in
the event of any failure to fully perform any other of the terms,
conditions, or covenants of this Lease, or of the Airport Standards
and Regulations, for more than forty-five (45) 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, (i) 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 or (ii) without terminating the Lease to re-enter the
Leased Premises and re-let same in which event Lessee shall be
entitled to a credit against amounts owed to Lessor by Lessee for
the rent received by Lessor from such re-letting. 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 provisions hereof, in the
event such nonmonetary default is of the type that cannot be cured
within such 45 days, but Lessee shall commence within such 45 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 (by the Lessee or by the
holder of a leasehold mortgage covering Lessee's rights under this
Lease), including the 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 own all of the Improvements. Lessee shall
be entitled to remove all chattels, books and records, trade
fixtures, equipment, airplanes, and all other improvements and
8
DC204/a:4425.2/HRJ/kj/6/7/95
personal property which is not permanently attached to the
buildings or real property described in Exhibit "A" hereto 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.
13. Leasehold Mortgage. Lessee shall have the right to grant
mortgages to any individual, partnership or corporation or to any
bank, insurance company, other lending institution, or any
governmental agency, covering his 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 apply:
A. Notices. If any holder of such leasehold mortgage (herein
called the "Mortgage") shall have notified Lessor in writing of the
existence of one or 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 and such notice shall be effective as of the date same is
deposited with a postal authority. 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
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, covenant 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
DC204/a:4425.2/HRJ/kj/6/7/95
(ii) As to all other defaults, within forty-five (45) 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 forty-five (45) day period,
Lessor will accept performance by any Mortgagee if such
Mortgagee has commenced to cure such default within forty-five
(45) 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 as any Mortgagee
shall require in order to exercise its rights 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 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 45 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 forty-five (45) 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 the 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 a Mortgagee, execute and deliver such New
Lease to such Mortgagee or its designee or nominee within forty-
five (45) 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
10
DC204/a:4425.2/HRJ/kj/6/7/95
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 he may have as a result of the breach of
any provision under this Lease, but all 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. Mortgaoee's Possession. In the event any Mortgagee 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 or
otherwise, of Lessee's rights and interests under this Lease by any
Mortgagee shall release Lessee of any liability which he may have
as a result of any provisions 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
11
DC204/a:4425.2/HRJ/kj/6/7/95
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, or transfer
in lieu thereof, or if subsequent thereto, Mortgagee is the
successor or in the case of the foreclosure, the Trustee under of
such foreclosure shall be authorized and may assign, transfer or
sublease 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.
14. Lessor's Right of Entry. Lessor shall have the right, upon
reasonable notice, to enter upon the Leased Premises at reasonable
times for all reasonable purposes, including the purpose of
inspecting the same and of exhibiting same to prospective
purchasers or tenants, and commencing sixty (60) days prior to the
termination of this Lease or any renewal period hereof, for the
purpose of exhibiting same to prospective tenants.
15. Maintenance. Lessee agrees to maintain, at Lessee's
expense, the improvements and the Leased Premises in a good
condition at all times and agrees to deliver the Leased Premises in
that condition to the Lessor, except as to the contrary herein
provided, upon termination or other expiration of this Lease.
16. 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.
17. Surrender of Leased Premises. At the expiration of the
Lease Term or any renewal periods, Lessee shall peacefully
surrender the Leased Premises.
18. 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 or any renewal hereof multiplied by 1.5,
and shall otherwise be on the terms and conditions herein
specified, insofar as applicable.
19. 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
12
DC204/a:4425.2/HRJ/kj/6/7/95
shall not be in any way responsible (to
person or entity) for, or in any fashion
any way to police or regulate, any of
Lessee, or of any agent, servant, invitee
guest of Lessee.
20. Condemnation.
Lessee or to any other
required or obligated in
the conduct or acts of
licensee, contractor or
A. If during the Lease Term, the whole of the Leased
Premises or Improvement 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 faith and in accordance with the terms of
this Lease) being devoted just prior to the initial negotiations
with the condemning 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 his leasehold estate from the condemning
authority. In the event Lessee elects to terminate this Lease, such
termination shall be effective as such date as Lessee shall elect,
but in no event earlier than the 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 relates 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 aforesaid under the foregoing
provisions, Lessee shall be entitled to the entire award made for
or with respect to any Improvements erected by Lessee on the Leased
Premises which are taken, damaged or otherwise diminished by such
13
DC204/a:4425.2/HRJ/kj/6/7/95
taking and for the reasonable value of his 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. In the event of any such
taking and Lessee does not elect to terminate this Lease as in this
Section 20 provided, then and only in such event, Lessee shall
repair and restore the damaged and/or affected portions of the
Improvements to the extent economically feasible, provided that in
no event shall Lessee have any obligation or duty to expend funds
on such repair and restoration in excess of the amount of proceeds
received by Lessee from the condemning authority.
21. 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 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.
22. 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 Lessee agree to execute an
amendment to this Lease correcting the legal description 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
his costs, to obtain an Owners Title Insurance Policy covering his
leasehold interest under this Lease.
23. Waiver of Subrogation. Each party hereto waives any and
every claim which arises or may arise in its or his favor and
against the other party hereto during the term of this lease for
14
DC204/a:4425.2/HRJ/kj/6/7/95
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 its 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 coverage by reason of said waivers.
This paragraph shall be null and void if it would have the effect
of invalidating any insurance coverage.
24. Notices. All notices, demands, requests, or other
instruments which are required or permitted to be 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
which is neither a Sunday nor 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, Sunday,nor a legal holiday
following the day on which same 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:
Stephen T. Drane
P.O. Box 622
Kerrville, Texas 78029-0622
with a copy to:
H. Ritman Jons
829-B Main Street
Kerrville, TX 78028
If Lessor is the party to receive such notice, demand, request or
instrument, then the addressee and address for Lessor shall be:
15
~.
DC204/a:4425.2/HRJ/kj/6/7/95
City Hall
600 Main Street
Kerrville, TX 78028
Attention: City Manager
Either party may change such addresses or address by notice to the
other party as provided hereunder.
25. interpretation. The singular
plural, an vice versa, if such treatmen•
construction of this Lease, and if tk
neuter gender should for such purpose b~
it shall be so treated. Paragraph or
convenience any and shall be disregarded
of Texas shall govern the interpretation
matters pertaining to, this Lease.
shall be interpreted as
is necessary to a proper
e feminine, masculine or
one of the other genders
Section headings are for
in interpretation. The law
and validity of, and other
26. 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 the 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.
27. 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
representations, 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.
28. Standard Lease Provisions.
A. Discrimination
(i) Each party hereto shall furnish services on a fair,
equal, and not unjustly discriminatory basis to all users thereof;
and
(ii) Each party hereto shall charge fair, reasonable,
and not unjustly discriminatory prices for each unit or service;
provided that reasonable and nondiscriminatory discounts, rebates,
16
DC204/a:4425.2/HRJ/kj/6/7/95
or other similar types of price reductions to volume purchasers may
be made;
(iii) Each party, in exercising any of the rights or
privileges herein granted to it shall not on the grounds of race,
color, or national origin, discriminate or permit discrimination
against any person or group of persons in any manner prohibited by
49 CFR Part 21 of the regulations of the Secretary of
Transportation. The Lessor is granted hereby the right to take
such action, anything to the contrary herein notwithstanding, as
the United States may direct to enforce this nondiscrimination
covenant.
B. National Emergency
In the event the United States Government requires the use of
said premises in the event of a national emergency, or for any
defense program, or defense purposes on the part of the government,
the party in possession agrees to deliver up possession within
ninety (90) days after notice where practical. After use by the
United States Government has terminated, if in fact the government
has taken over the Airport, the said party is entitled to re-enter
the premises covered by this agreement and resume its operation,
and such loss of time shall be added to the term of the agreement
so that the full term may be enjoyed without being penalized on
account of the occupancy of the United States Government. Lessee
does not, however, waive any right to compensation for any taking
under power of eminent domain.
C. Self-Service
No right or privilege has been granted which would operate to
prevent any person, firm or corporation operating aircraft on the
Airport from performing any services on its own aircraft with its
own regular employees (including but not limited to maintenance and
repair) that it may choose to perform.
D. No Exclusive Franchise
Nothing herein shall be construed to grant or authorize the
granting of an exclusive franchise or right, except the lawful
right of a Lessee to exclusive possession of Leased Premises.
E. Development
Lessor reserves the right, in a reasonable and non-
discriminatory manner, to further develop or improve the landing
17
DC204/a:4425.2/HRJ/kj/6/7/95
area of the Airport as it sees fit, regardless of the desires or
views of any party and without interference or hindrance.
F. Maintenance of Airport
Lessor shall keep the Airport in an operable condition and
shall have the right to direct and control all activities of any
party in this regard.
G. Maintenance of Facilities
All hangars, buildings, properties or land on the Airport,
shall be maintained in a clean, attractive, weed free, well
painted, junk free condition.
If an operator or Lessee has an area where it normally keeps
damaged aircraft, aircraft parts, construction fixtures, and jigs,
barrels, containers, or other unattractive items, Lessee shall
enclose such an area with a screen that will hide such area from
public view.
H. Structural Hazards
Lessor reserves the right to take any action it considers
necessary to protect the aerial approaches of the Airport against
obstruction, together with the right to prevent the erection of any
building or other structure On or adjacent to the Airport which
would limit the usefulness of the Airport or constitute a hazard to
aircraft.
I. Subordination to Federal Agreement
This agreement shall be subordinate to the provisions of any
existing or future agreement between Lessor and the United States,
relative to the operation or maintenance of the Airport, the
execution of which has been or may be required as a condition
precedent to the expenditure of federal funds for the development
of the Airport. Lessee, however, does not waive any right to
compensation resulting from a taking under power of eminent domain.
J. Laws and Regulations
Incorporated into this agreement, by reference and as though
set forth herein verbatim, are the policies, standards, and
regulations adopted or to be adopted by the Kerrville/Kerr County
Joint Airport Board, or by any other governmental agency legally
responsible for the Airport. Such policies, standards and
regulations shall be lawful, reasonable and non-discriminatory.
18
DC204/a:4425.2/HRJ/kj/6/7/95
Further, all parties hereto agree to comply with any and all laws
and regulations, including those of the Federal Aviation
Administration, and will not permit the premises covered by this
agreement to be used for any unlawful or improper purpose.
K. Insurance
Each Lessee shall at all times have in effect liability
insurance for all of Lessee's operations in the amounts set out in
the standard for a private hangar facility and referenced in the
Appendix of these Policies and Standards. Such insurance policies
shall further name the City of Kerrville, the County of Kerr and
the Board, as additional insureds. Certificates of such insurance
shall be furnished by Lessee to the Kerrville/Kerr County Joint
Airport Board, and a Certificate presently then in effect shall be
on file at all times.
L. Use Charges
The standards and regulations enacted by the Joint Airport
Board, or other governmental agency responsible for the operation
of the Airport, now or in the future, may provide for use charges
to be paid by those using, occupying, or conducting operations at
the Airport. Such charges may be based upon square footage,
receipts or other reasonable basis, to be established by such
standards and regulations. Lessee agrees to pay such charges as
same are due and owing under any such standards or regulations now
or hereafter in effect. Any such use charges shall be lawful,
reasonable and non-discriminatory.
M. Consent b~Board
This agreement shall contain an appropriate space for approval
by the Kerrville/Kerr County Joint Airport Board, Kerr County and
the City of Kerrville. This agreement shall never be effective
without the consent of all three.
N. Default of Lessee
Lessor may on account of the breach of any provision hereof,
including the policies, standards, and regulations incorporated
herein by reference, terminate this agreement and eject the party
in violation. (Further details concerning insolvency, notice, and
other matters concerning Lessee's default may be in this particular
lease or any amendment hereto.)
19
DC204/a:4425.2/HRJ/kj/6/7/95
O. Indemnity
LESSEE AGREES TO SAVE AND HOLD HARMLESS THE CITY OF KERRVILLE,
COUNTY OF KERR, THE KERRVILLE/KERR COUNTY JOZNT AIRPORT BOARD, AND
THEIR AGENTS, SERVANTS, AND EMPLOYEES OF AND FROM ANY AND ALL
LIABILITIES, EXPENSES, CAUSES OF ACTION, DAMAGES, AND ATTORNEY'S
FEES RESULTING OR TO RESULT FROM ANY OF LESSEE'S BUSINESSES,
OPERATIONS, OCCUPANCY, OR USE OF THE AIRFIELD, OR RESULTING FROM
ANY ACT OR OMISSION OF LESSEE'S AGENTS, SERVANTS, OR EMPLOYEES. AND
THIS INDEMNITY AGREEMENT SHALL APPLY AND PROTECT SUCH CITY, COUNTY
AND BOARD, AND THEIR AGENTS, SERVANTS, AND EMPLOYEES, EVEN THOUGH
ZT BE CONTENDED, OR EVEN ESTABLISHED, THAT SAID CITY, COUNTY OR
BOARD, OR THEIR AGENTS, SERVANTS, OR EMPLOYEES WERE NEGLIGENT, OR
THAT THEIR CONDUCT, OR OMISSION IN ANY WAY CAUSED, OR CONTRIBUTED
TO, ANY SUCH LIABILITY, EXPENSE, DAMAGE, CAUSE OF ACTION, OR
ATTORNEY'S FEES.
P. Purpose and Premises
The purpose of the lease and the operations to be conducted by
Lessee or sub-lessee, and the identity of the premises to be
occupied, are set forth in this lease. No other operation,
operations, business, or occupancy may be had or done without the
additional written consent of the Board.
Q. Assignment and Sublease
This agreement may not be assigned, in whole or in part, nor
may the premises described herein be subleased, in whole or in
part, except as herein permitted in paragraph 28A hereof, without
the prior written consent of the Board. Such consent shall not be
unreasonably withheld.
R. Liens and Insolvency
In the event Lessee becomes insolvent, or the subject of any
kind or chapter of bankruptcy proceeding, or if a receiver,
assignee, or other liquidating officer is appointed for the
business of Lessee, then Lessor may cancel this lease at Lessor's
option upon giving written notice to Lessee.
Attachment 2 to Standard DOT Title VI Assurances
The following clause is included in this Lease pursuant to the
provisions of Assurances 9(a) and 6(b).
A. The Lessee, for himself, his heirs, personal
representatives, successors in interest, and assigns, as a part of
20
DC204/a:4425.2/HRJ/kj/6/7/95
the consideration hereof, does hereby covenant and agree that in
the event facilities are constructed, maintained, or otherwise
operated on the said property described in this lease for a purpose
for which a DOT program or activity is extended or for another
purpose involving the provision of similar services or benefits,
the Lessee shall maintain and operate such facilities and services
in compliance with all other requirements imposed pursuant to 49
CFR Para 21, Nondiscrimination in Federally Assisted Programs of
the Department of Transportation, and as said Regulations may be
amended.
B. The Lessee, for himself, his personal
representatives, successors in interest, and assigns, as apart of
the consideration hereof, does hereby covenant and agree that: (1)
no person on the grounds of race, color, or national origin shall
be excluded from participation in, denied the benefits of, or be
otherwise subject to discrimination in the use of said facilities,
(2) that in the construction of any improvements on, over, or under
such land and the furnishing of services thereon, no person on the
grounds of race, color, or national origin shall be excluded from
participating in, denied the benefits of, or otherwise be subject
to discrimination, (3) that the lessee shall use the premises in
compliance with all other requirements imposed by or pursuant to 49
CFR Part 21, Nondiscrimination in Federally Assisted Programs of
the Department of Transportation, and as said Regulations may be
amended.
29. Option to Renew
In consideration of the special circumstances relating to this
Lease and Lessee's intended use of the Leased Premises, including
but not by way of limitation, the value of the improvements which
Lessee will construct on Lessor's land, Lessor has agreed to extend
to Lessee the right or option to extend the Primary Term of this
Lease by an additional 10 year period upon the following terms:
So long as Lessee is current on all rentals due hereunder, and
is not in default in any of the terms and conditions herein
contained, Lessor hereby grants unto the Lessee, at Lessee's
option, the right to renew and extend the term of this lease
for an additional ten (10) years ("Option Term") beginning at
the end of the Primary Term. The terms relative to the Option
Term shall be the same terms and conditions as contained
herein, except that the base rental shall be equal to the then
current rate for such a lease, i.e., the current lease rates
for similarly located property offered by Lessor at the time
the option is exercised ("Option Base Rate Index") provided
that, if no Option Base Rate Index is then available, then and
21
DC204/a:4425.2/HRJ/kj/6/7/95
in such event, the initial base rental for the Option Term
shall be equal to the then monthly rental payable at the end
of the Primary Term plus CPI adjustments, if any, computed as
of the ending date of the Primary Term in accordance with the
provisions of Section 4 B of this Lease. To exercise this
option, Lessee must notify Lessor, in writing, not more than
180 days and not less than 90 days prior to the expiration of
the Primary Term of this lease, of his intention to renew said
lease.
30. Exceptions to Standard Lease Provisions
A. Notwithstanding anything herein contained to the
contrary, Lessee may rent hangars, hanger space and tiedowns to
owners or operators of aircraft by rental or other agreement, as he
may determine, all without the consent of Lessor; provided that
Lessee shall remain liable and responsible hereunder.
B. Lessee shall not be liable for nor shall Lessee have any
indemnity obligation to Lessor for the acts or conduct of Lessor,
its agents, invitees, guests or employees.
31. Lessor Covenant/Default. Lessor shall not directly or
indirectly, without Lessee's consent in writing, commit any act,
which (i) results in or causes the Leased Premises' existing
frontage on Taxiway Delta to be reduced or changed; (ii) results in
or causes the Leased Premises to be denied access to Taxiway Delta;
and/or (iii) prevents the operations on the Leased Premises and the
conduct and use of the Leased Premises for the purposes herein
specified, including without limitation the services and operations
required hereunder. If the Lessor shall be in default hereunder,
and such default continues and is not cured on or before 45 days
after written notice from Lessee of such default shall have been
received by Lessor, then Lessee may terminate this Lease or pursue
whatever right or remedy as may be available at law or in equity.
32. Public Areas. The Leased Premises include the public or
common areas of the Kerrville Municipal Airport and Lessee agrees
and acknowledges that the use of such areas shall be in common with
others. Lessor shall maintain such areas at its cost in a condition
22
DC204/a:4425.2/ARJ/kj/6/7/95
which is the same or better than existing on the date hereof
(reasonable wear and tear excepted).
EXECUTED the 7th day of
LESSOR:
CITY OF
By: c.
Name:
Title:
71y9r
COUNT F KERR
By: ~
Name : R., b..27- A i7e ~, ~ -.,
Title : Ce u ... i".~ ~~a Q
KERRVZLLE/KERR COUNTY JOINT
AIRPORT BOARD
BY~ ~~~.~T-1~ ._ti~~f
Name : ~-~ h ~ r ; e. ,T
Title: Chairman
STATE OF TEXAS
COUNTY OF KERR
LESSEE:
1995.
BERR -D E ENTE RISES, INC.
By: ~ . /
Name•
Title: VirP President
This instrument was acknowledged before me on the
of June , 1995, by Stephen T. Drane
Vice President of BERRYMAN-D ENTERPRISES, I
corporation, on behalf of said--ca~pF~oir:.
	
'	rr~ ~ ~ ~ v v
tar ~P 1'c
State
	KARENJ.JOHNSON
•
~~`
p~
'	,
'
	~
'
.
0
;~r°:' •~,,: Notary public, s+,te of Texea
~ My Commission Expires
u'•~;	
My c
is n expires:
	~
••~'~F O"c ~'~y~' MAf2CH 10, 199b	Notary ~ s printed name
		
7th day
r
., a Texas
23
DC204/a:4425.2/HRJ/kj/6/7/95
STATE OF TEXAS
COUNTY OF KERR
This instrument was acknowledged before me on the z-7 day
Of Tunr , 1995, by G{Ia rle< ~ ,~o/insoa. ,
a of the City of Kerrville, in the
capacity the in stated, and pursuant to the resolution of the City
Council of the City of Kerrville, Texas.
Notary Public, State of Texas
My commission expires: /-z8-y~
Notary's printed name
STATE OF TEXAS
COUNTY OF KERR
This 'nstrument was acknowledged before me on the ~~ day
of , 1995r bY_~n~otaT !~_.
n• ~~ of Kerr County, Texas~zinn the
capacity t erein stated, and pursuant to an order of the
Commissioners Court of Z ounty, Texa .
THEA SOVIL
,~~~~ NOTARY PUBLIC
State of Texas Notary Public, State f Texas
~: Comm. ExC Q1-0499 My commission expires:
STATE OF TEXAS
COUNTY OF KERR
Notary's printed name
This in trument was acknowledged bore men the 7. 3 day
of , 1995, by uT.~- rirs~ ,
Chairman Kerrville/Kerr County Joint Airport Board, in the
capacity erein stated.
~ ~ ~ ~~~~~
No ary Pubhc~a a of Texas
My~~ ~sion e~ires; /_ Z 8_ y~~
Notary's printed name
24
~~~ ~ . -~XIH I B IT A
;..
FIELD NOTES DESCRYPTION FOR 2.27 ACRES
K$RRVILLE MUNICIPAL AIRPORT
KERB COUNTY, TEXAS
BEING ALL THAT CERTAIN 2.27•ACRE .TRACT OR PARCEL OF LAND LYING
AND BEING SITUATED IN THE COUNTY OF KERR, STATE OF TEXAS, OUT
OF THE W.M. PRUITT SURVEY NO. 1921, ABSTRACT NO. 1281, BEING
PART OF LEASE TRACT N0. 5 OF THE LOUIS SCHRE.INER AIRPORT, AS
DESIGNATED ON THAT UNRECORDED CITY OF KERRVILLE PLAT OF LOUIS
SCHREINER AIRPORT, AND BEING MORE PARTICULARLY DESCRIBED BY
METES AND 8OUNDS AS FOLLOWS:
BEGINNING at an existing ~" iron stake in the North line of
Taxiway Delta, the Southeast corner of that 3.32 acre tract
designated as Lease Tract No. 4, leased to R.R. Ltd. by lease
recorded in Volume 0, Page 636 of the Commissioners Court Minutes
of Kerr County, the SouthwesX corner of Lease Tract No. 5, for
the Southwest corner hereof, from which a ~" iron stake at the
Southwest corner of said 3.32 acre tract bears S 76° 24' W 374.87
feet;
THENCE with the East line of said 3.32 acre tract, the East
line of Lease•Tract No. 4, the West line of Lease Tract No.
5, bearings based on this line, N 13° 44' W 330.00 feet to a
~" iron stake set for the Northwest corner hereof, from which'
a ~" iron stake at the Northeast corner of said 3.32 acre tract
bears N 13° 44' W 69.89 feat;
THENCE upon, over, and across Lease Tract No. 5, N 76° 24' E
300.00 feet to a ~" iron stake set for the Northeast corner
hereof;
THENCE continuing. across Lease Tract No. 5, S 13° 44' E 330.00
feet to a ~" iron stake set in the South line of Lease Tract
No. 5, the North line of Taxiway Delta for the Southeast corner
hereof;
THENCE with the North line of •Taxiway Delta, the South line
of Lease Tract No. 5, S 76° 24' W at 75.06 feat passing an
existing ~" iron stake, continuing fOr a total distance of 300.00
feet to the PLACE OF BEGINNING, containing 2.27 acres of land,
more or less, within these metes and bounds.
The foregoing field notes represent a survey
made on the ground under my direction. A plat
accompanies these field notes.
Dated this the 1st day of March, 1995

Registered ProfessLz6na1 Land Surveyor No. 4,617
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DC204/a:4425.2/HRJ/kj/5/15/95
THE STATE OF TEXAS
THE COUNTY OF KERR
LEASE AGREEMENT
KNOW ALL MEN BY THESE PRESENTS:
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 the undersigned Lessee, 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 tracts of real property
situated in Kerr County, Texas, more particularly described on
Exhibit "A" attached hereto and incorporated herein for all
purposes, containing 2.27 acres, more or less, of land situated on
the property known as "Louis Schreiner Field" in Kerr County,
Texas, and all public areas, ramps, roads, runways, taxiways and
aprons of the Kerrville Municipal Airport (the use and lease of
such public areas to be in common with others), hereinafter
collectively sometimes called the "Leased Premises", together with
all and singular the rights, easements, privileges and
appurtenances in anywise belonging unto said above-described tract
of land.
Lessor shall also provide to Lessee and his quests, invitees,
representatives and agents, reasonable road access to and from the
Leased Premises to all existing or future public roads, taxiways
and public areas, at no additional rent or cost to Lessee.
3. Term. To have and to hold, with possession to Lessee of the
Leased Premises, for a term of twenty (20) years, beginning on June
1, 1995 and ending at 11:59 p.m. on May 31, 2016 ("Primary Term")
and any extensions of the Primary Term as herein provided (said
Primary Term and any extension thereof including the Option Period
herein collectively referred to as the "Lease Term") upon and
subject to the terms, covenants and conditions herein set forth,
unless earlier terminated.
4. Rental.
A. Basic Rental. Lessee shall pay to Lessor as Basic Rental
for the Leased Premises the sum of $258.18, being $113.74 per acre,
per month, such amount being payable in monthly installments,
payable in advance. The first such monthly installment shall be due
I ~\ ~.~
DC204/a:4425.2/HRJ/kj/5/15/95
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 cost of living during the period between
the beginning date and the date of each fifth anniversary thereof
during the term of this Lease or any renewal thereof, based upon
the changes in the Consumer Price Index for Urban Wage Earners and
Clerical Workers - U. S. Average (herein called "Consumer Price
Index"), as determined by the United States Department of Labor,
Bureau of Labor Statistics for "All Items". It is agreed that the
Consumer Price Index Number at the commencement date of this Lease
is (herein called "Base Index Number", and the monthly
rentals are $258.18 per month ("Basic Rental"). 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 than
the Base Index Number, then the monthly rentals shall increase by
the amount of the percentage of such increase and be charged as
monthly rental in addition to the Basic Rental which adjustment
shall be retroactive to the beginning date of the then applicable
5 year anniversary date, and any arrearage will be paid within 30
days after notice from Lessor.
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 incur a late charge of $25.00.
Lessee covenants and agrees to timely 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. Purpose. The Lessee shall use the Leased Premises for
the construction of, operation of and subsequent rental of T-
Hangars to the general public and shareholders of the Lessee for
the storage of privately owned aircraft and equipment related to
such privately owned aircraft. No other use is permitted without
consent of Lessor.
~. ^,
DC204/a:4425.2/HRJ/kj/5/15/95
7. Construction of Improvements. Attached hereto as Exhibit
"B" is a preliminary rough sketch of the proposed improvements to
be constructed by Lessee on the Leased Premises, which include
T-Hangars which will be for rental to the general public (including
Lessee's shareholders). Final construction plans for all
improvements shall be submitted to Lessor for approval which
approval shall not be unreasonably withheld. For the purposes of
this Lease, the term "Improvements" shall mean the T-Hangar
buildings subsequently constructed by Lessee which are permanently
attached to the real property described in Exhibit "A" hereto,
including fixtures but specifically excluding chattels, books and
records, trade fixtures, equipment, airplanes and all other movable
improvements and personal property which is not permanently
attached to the buildings or real property described in Exhibit "A"
hereto.
Upon execution hereof, Lessee shall make application for a
building permit ("Permit") with the appropriate governmental agency
on or before 90 days from date hereof and shall pursue issuance of
such Permit with reasonable diligence. Lessor agrees to cooperate
with Lessee in obtaining such Permit. In the event that (i) Lessor
does not approve the final construction plans ("Plans") submitted
by Lessee and/or (ii) any of the applicable governmental
authorities involved decline to issue a Permit to Lessee on the
basis of said Plans, Lessor and Lessee shall attempt to make
mutually agreeable revisions to said Plans which will reasonably
satisfy the Lessor's objections to the Plans or the requirements
for issuance of a Permit in accordance with the usage provided for
under this Lease (although neither Lessor nor Lessee shall be
obligated to approve any of such revisions). If, within 30 days
after (i) Lessor's disapproval of the Plans and Lessor and Lessee
have not agreed upon revisions to the Plans acceptable to both
parties, or (ii) the denial of such Permit in the event Lessor has
approved the Plans but Lessor and Lessee have not agreed upon all
such required revisions for the issuance of a Permit and Lessee
still has not secured all necessary building permits for the Leased
Premises after the exercise of reasonable diligence, then, in
either event, this Lease may be canceled by Lessee, at its option,
and neither party shall have any claim against the other under this
Lease, irrespective of whatever costs or expense, if any, either
party shall have incurred in connection with this Lease prior to
such cancellation.
once Lessee has obtained the Permit, Lessee shall, within six
(6) months after issuance of a Permit, solely and entirely at
Lessee's cost, risk and expense, commence to construct, build and
erect the Improvements in accordance with the final plans and
specifications hereinabove mentioned. Lessor shall provide water,
DC204/a:4425.2/HRJ/kj/5/15/95
telephone, electricity and sewer only to the extent that such
utilities are currently available at the Airport and in the manner
in which each utility company normally extends services. All such
construction work shall be performed by contractors engaged by
Lessee and shall be completed within 12 months of the issuance of
a building permit 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 beyond Lessee's control, such completion
date shall be extended to the extent of all such delays. 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. 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. Upon expiration of the Lease
Term or termination of this Lease as herein provided, title to such
improvements shall automatically pass to and vest in Lessor,
subject to the rights of Lessee provided for in paragraph 8 hereof.
Upon expiration of the Lease Term or upon termination, Lessee shall
have ninety (90) days in which to remove all of Lessee's (or
Lessee's tenants') chattels, books and records, trade fixtures,
equipment airplanes and all other moveable improvements and
personal property which is not permanently attached to the
buildings or real property described in Exhibit "A" hereto.
Lessee shall have the right to remove any and all trees
located on the Leased Premises, except only those trees which do
not hinder, obstruct or restrict Lessee's use of the Leased
Premises as provided in paragraph 6 hereof.
No construction, erection, or removal of any kind shall be
done on airport property without the prior approval of the Joint
Airport Board and by the F.A.A. when required.
All structures will be of attractive, modern design, shall be
fire resistant, and shall be capable of withstanding winds of
eighty miles per hour (80 mph) without damage to structure or
contents.
4
~.
DC204/a:4425.2/HRJ/kj/5/15/95
8. 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 in compliance
with this lease and with Lessor's approval and in either case to
otherwise use and occupy 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 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 $100,000.00, plus 3$ per annum for each
year after date hereof.
9. Prdgerty Damage and Liability Insurance.
A. Lessee, at his 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, in an amount
and with insurance companies acceptable to Lessee and Lessor.
Lessor shall be named as an additional insured on such insurance
policy. 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 repair and restore the 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.
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.
5
DC204/a:4425.2/HRJ/kj/5/15/95
10. Taxes and Utilities. Lessor shall provide water,
telephone and electricity services to the premises as provided in
paragraph 7 hereof. Additionally:
A. Lessee shall be responsible for and shall timely pay any
and all ad valorem taxes upon or with respect to, his leasehold
interest in the Leased Premises, the Improvements, and all
watermain, 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 taxes, assessments or charges for which
Lessee is responsible as aforesaid, and which are assessed or
levied in the name of Lessee, or anyone holding under Lessee,
Lessee shall be responsible to pay the same not later than 10 days
before the same become delinquent. With respect of 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 (other than Lessee or one holding under Lessee), 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.
C. Notwithstanding the foregoing, with respect to any such ad
valorem tax or any such watermain, 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 and, if
requested by Lessor, posts a bond with Lessor in the amount equal
to 125$ of the amount of the contested taxes), 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 during the said
contest, and pursues same 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 to timely pay
such tax or assessment.
6
DC204/a:4425.2/HRJ/kj/5/15/95
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.
11. No Liens on Lessor's Title to Leased Premise As provided
in paragraph 12 hereof, Lessee shall have the right to mortgage or
create a lien on his 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 promptly bond against or
discharge the same within ten (10) days after Lessee's receipt of
written request by 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. If any such mortgage or lien is created
contrary to the terms hereof, Lessor shall have, among other rights
and not by way of limitation, 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.
12. Default
A. In the event of any failure of Lessee to timely pay in full
any rental, additional rental, or any other amount due hereunder,
or to timely perform in full any of Lessee's obligations under any
of the provisions regarding payment of utilities, taxes and
insurance for more than thirty (30) days after written notice of
such failure or default shall have been received by Lessee, or in
the event of any failure to fully perform any other of the terms,
conditions, or covenants of this Lease, or of the Airport Standards
and Regulations, for more than forty-five (45) days after written
7
DC204/a:4425.2/HRJ/kj/5/15/95
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, (i) 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 or (ii) without terminating the Lease to re-enter the
Leased Premises and re-let same in which event Lessee shall be
entitled to a credit against amounts owed to Lessor by Lessee for
the rent received by Lessor from such re-letting. 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 provisions hereof, in the
event such nonmonetary default is of the type that cannot be cured
within such 45 days, but Lessee shall commence within such 45 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 (by the Lessee or by the
holder of a leasehold mortgage covering Lessee's rights under this
Lease), including the 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 own all of the Improvements. Lessee shall
be entitled to remove all chattels, books and records, trade
fixtures, equipment, airplanes, and all other improvements and
personal property which is not permanently attached to the
buildings or real property described in Exhibit iiAn hereto 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.
13. Leasehold Mortgage. Lessee shall have the right to grant
mortgages to any individual, partnership or corporation or to any
bank, insurance company, other lending institution, or any
governmental agency, covering his leasehold interest created by
this Lease, and in and to the Improvements and fixtures,
8
DC204/a:4425.2/HRJ/kj/5/15/95
furnishings, machinery or equipment located therein and in the
event of a mortgage the following terms and provisions shall apply:
A. Notices. If any holder of such leasehold mortgage (herein
called the "Mortgage") shall have notified Lessor in writing of the
existence of one or 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 and such notice shall be effective as of the date same is
deposited with a postal authority. 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
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, covenant 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 forty-five (45) 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 forty-five (45) day period,
Lessor will accept performance by any Mortgagee if such
Mortgagee has commenced to cure such default within forty-five
(45) 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 as any Mortgagee
shall require in order to exercise its rights under such mortgage
9
~... ~.~.
DC204/a:4425.2/HRJ/kj/5/15/95
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 Mortgagee shall
timely pay all rent and other sums due under the terms of the Lease
which have accrued and which shall become due anti 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 45 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 forty-five (45) 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 the 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 a Mortgagee, execute and deliver such New
Lease to. such Mortgagee or its designee or nominee within forty-
five (45) 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
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 he may have as a result of the breach of
any provision under this Lease, but all 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
10
DC204/a:4425.2/HRJ/kj/5/15/95
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 Mortgagee shall,
by foreclosure o.f 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 or
otherwise, of Lessee's rights and interests under this Lease by any
Mortgagee shall release Lessee of any liability which he may have
as a result of any provisions 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 succgeds 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, or transfer
in lieu thereof, or if subsequent thereto, Mortgagee is the
successor or in the case of the foreclosure, the Trustee under of
such foreclosure shall be authorized and may assign, transfer or
sublease this Lease to any other party without the consent or
11

DC204/a:4425.2/HRJ/kj/5/15/95
approval of Lessor. Provided, however, any subsequent assignee
shall thereupon be bound by the terms and conditions of this Lease.
14. 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, including the purpose of
inspecting the same and of exhibiting same to prospective
purchase.~s or tenants, and commencing sixty (60) days prior to the
termination, of this Lease or any renewal period hereof, for the
purpose of exhibiting same to prospective tenants.
15. Maintenance. Lessee agrees to maintain, at Lessee's
expense, the improvements and the Leased Premises in a good
condition at all times and agrees to deliver the Leased Premises in
that condition to the Lessor, except as to the contrary herein
provided, upon termination or other expiration of this Lease.
16. 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.
17. Surrender of Leased Premises. At the expiration of the
Lease Term or any renewal periods, Lessee shall peacefully
surrender the Leased Premises.
18. 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 or any renewal hereof multiplied by 1.5,
and shall otherwise be on the terms and conditions herein
specified, insofar as applicable.
19. 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 entity) 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.
20. Condemnation.
A. If during the Lease Tern, the whole of the Leased
Premises or Improvement be taken by eminent domain, or if a portion
thereof be so taken which causes the remainder to be insufficient
12
DC204/a:4425.2/HRJ/kj/5/15/95
and unsuitable for conduct of the business to which the Leased
Premises were (in good faith and in accordance with the terms of
this Lease) being devoted just prior to the initial negotiations
with the condemning 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 his leasehold estate from the condemning
authority. In the event Lessee elects to terminate this Lease, such
termination shall be effective as such date as Lessee shall elect,
but in no event earlier than the 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 relates 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
reductiox~~ of rental under this paragraph) as the number of square
feet re;aining 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 aforesaid under the foregoing
provisions, Lessee shall be entitled to the entire award made for
or with respect to any Improvements erected by Lessee on the Leased
Premises which are taken, damaged or otherwise diminished by such
taking and for the reasonable value of his 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. In the event of any such
taking and Lessee does not elect to terminate this Lease as in this
Section 20 provided, then and only in such event, Lessee shall
repair and restore the damaged and/or affected portions of the
Improvements to the extent economically feasible, provided that in
no event shall Lessee have any obligation or duty to expend funds
13
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DC204/a:4425.2/HRJ/kjf5/15/95
on such repair and restoration in excess of the amo~}nt of proceeds
received by Lessee from the condemning authority.
21. 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 Leases (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 a right or title superior to
Lessor's; provided, however, that this warranty is subject to, and
does not warrant against the affects 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.
22. 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 Lessee agree to execute an
amendment to this Lease correcting the legal description 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
his costs, to obtain an Owners Title Insurance Policy covering his
leasehold interest under this Lease.
23. waiver of Subrocration. Each party hereto waives any and
every claim which arises or may arise in its or his 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,
14

DC204/a:4425.2/HRJ/kj/5/15/95
Lessee hereby agrees immediately to give to each insurance company
which has issued its 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 coverage by reason of said waivers.
This paragraph shall be null and void if it would have the effect
of invalidating any insurance coverage.
24. Notices. All notices, demands, requests, or other
instruments which are required or permitted to be 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
which is neither a Sunday nor 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, Sunday,nor a legal holiday
following the day on which same 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:
Stephen T. Drane
P.O. Box 622
Kerrville, Texas 78029-0622
with a copy to:
H. Ritman Jons
829-B Main Street
Kerrville, TX 78028
If Lessor is the party to receive such notice, demand, request or
instrument, then the addressee and address for Lessor shall be:
City Hall
600 Main Street
Kerrville, TX 78028
Attention: City Manager
Either party may change such addresses or address by notice to the
other party as provided hereunder.
25. Interpretation. The singular shall be interpreted as
plural, an 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
15

DC204/a:4425.2/ARJ/kj/5/15/95
convenience any and shall be disregarded in interpretation. The law
of Texas shall govern the interpretation and validity of, and other
matters pertaining to, this Lease.
26. 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 the 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.
27. 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
representations, 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.
28. Standard Lease Provisions.
A. Discrimination
(i) Each party hereto shall furnish services on a fair,
equal, and not unjustly discriminatory basis to all users thereof;
and
(ii) Each party hereto shall charge fair, reasonable,
and not unjustly discriminatory prices for each unit or service;
provided that reasonable and nondiscriminatory discounts, rebates,
or other similar types of price reductions to volume purchasers may
be made;
(iii) Each party, in exercising any of the rights or
privileges herein granted to it shall not on the grounds of race,
color, or national origin, discriminate or permit discrimination
against any person or group of persons in any manner prohibited by
49 CFR Part 21 of the regulations of the Secretary of
Transportation. The Lessor is granted hereby the right to take
such action, anything to the contrary herein notwithstanding, as
the United States may direct to enforce this nondiscrimination
covenant.
16

DC204/a:4425.2/HRJ/kj/5/15/95
B. National Emergency
In the event the United States Government requires the use of
said premises in the event of a national emergency, or for any
defense program, or defense purposes on the part of the government,
the party in possession agrees to deliver up possession within
ninety (90) days after notice where practical. After use by the
United States Governs~ent has terminated, if in fact the government
has taken over the Airport, the said party is entitled to re-enter
the premises covered by this agreement and resume its operation,
and such loss of time shall be added to the term of the agreement
so that the full term may be enjoyed without being penalized on
account of the occupancy of the United States Government. Lessee
does not, however, waive any right to compensation for any taking
under power of eminent domain.
C. Self-Service
No right or privilege has been granted which would operate to
prevent any person, firm or corporation operating aircraft on the
Airport from performing any services on its own aircraft with its
own regular employees (including but not limited to maintenance and
repair) that it may choose to perform.
D. No Exclusive Franchise
Nothing herein shall be construed to grant or authorize the
granting of an exclusive franchise or right, except the lawful
right of a Lessee to exclusive possession of Leased Premises.
E. Development
Lessor reserves the right, in a reasonable and non-
discriminatory manner, to further develop or improve the landing
area of the Airport as it sees fit, regardless of the desires or
views of any party and without interference or hindrance.
F. Maintenance of Airport
Lessor shall keep the Airport in an operable condition and
shall have the right to direct and control all activities of any
party in this regard.
G. Maintenance of Facilities
All hangars, buildings, properties or land on the Airport,
shall be maintained in a clean, attractive, weed free, well
painted, junk free condition.
17
DC204/a:4425.2/HRJ/kj/5/15/95
If an operator or Lessee has an area where it normally keeps
damaged aircraft, aircraft parts, construction fixtures, and jigs,
barrels, containers, or other unattractive items, Lessee shall
enclose such an area with a screen that will hide such area from
public view.
H. Structural Hazards
Lessor reserves the right to take any action it considers
necessary to protect the aerial approaches of the Airport against
obstruction, together with the right to prevent the erection of any
building or other structure On or adjacent to the Airport which
would limit the usefulness of the Airport or constitute a hazard to
aircraft.
I. Subordination to Federal Agreement
This agreement shall be subordinate to the provisions of any
Existing or future agreement between Lessor and the United States,
relative to the operation or maintenance of the Airport, the
execution of which has been or may be required as a condition
precedent to the expenditure of federal funds for the development
of the Airport. Lessee, however, does not waive any right to
compensation resulting from a taking under power of eminent domain.
J. Laws and Regulations
Incorporated into this agreement, by reference and as though
set forth herein verbatim, are the policies, standards, and
regulations adopted or to be adopted by the Kerrville/Kerr County
Joint Airport Board, or by any other governmental agency legally
responsible for the Airport. Such policies, standards and
regulations shall be lawful, reasonable and non-discriminatory.
Further, all parties hereto agree to comply with any and all laws
and regulations, including those of the Federal Aviation
Administration, and will not permit the premises covered by this
agreement to be used for any unlawful or improper purpose.
K. Insurance
Each Lessee shall at all times have in effect liability
insurance for all of Lessees operations in the amounts set out in
the standard for a private hangar facility and referenced in the
Appendix of these Policies and Standards. Such insurance policies
shall further name the City of Kerrville, the County of Kerr and
the Board, as additional insureds. Certificates of such insurance
shall be furnished by Lessee to the Kerrville/Kerr County Joint
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DC204/a:4425.2/HRJ/kj/5/15/95
Airport Board, and a Certificate presently then in effect shall be
on file at all times.
L. Use Charges
The standards and regulations enacted by the Joint Airport
Board, or other governmental. agency responsible for the operation
of the Airport, now or in the future, may provide for use charges
to be paid by those using, occupying, or conducting operations at
the Airport. Such charges may be based upon square footage,
receipts or other reasonable basis, to be established by such
standards and regulations. Lessee agrees to pay such charges as
same are due and owing under any such standards or regulations now
or hereafter in effect. Any such use charges shall be lawful,
reasonable and non-discriminatory.
M. Consent by Board
This agreement shall contain an appropriate space for approval
by the Kerrville/Kerr County Joint Airport Board, Kerr County and
the City of Kerrville. This agreement shall never be effective
without the consent of all three.
N. Default of Lessee
Lessor may on account of the breach of any provision hereof,
including the policies, standards, and regulations incorporated
herein by reference, terminate this agreement and eject the party
in violation. (Further details concerning insolvency, notice, and
other matters concerning Lessee's default may be in this particular
lease or any amendment hereto.)
O. Indemnity
LESSEE AGREES TO SAVE AND HOLD HARMLESS THE CITY OF KERRVILLE,
COUNTY OF KERB, THE KERRVILLE/KERB COUNTY JOINT AIRPORT BOARD, AND
THEIR AGENTS, SERVANTS, AND EMPLOYEES OF AND FROM ANY AND ALL
LIABILITIES, EXPENSES, CAUSES OF ACTION, DAMAGES, AND ATTORNEY'S
FEES RESULTING OR TO RESULT FROM ANY OF LESSEE'S BUSINESSES,
OPERATIONS, OCCUPANCY, OR USE OF THE AIRFIELD, OR RESULTING FROM
ANY ACT OR OMISSION OF LESSEE'S AGENTS, SERVANTS, OR EMPLOYEES. AND
THIS INDEMNITY AGREEMENT SHALL APPLY AND PROTECT SUCH CITY, COUNTY
AND BOARD, AND THEIR AGENTS, SERVANTS, AND EMPLOYEES, EVEN THOUGH
IT BE CONTENDED, OR EVEN ESTABLISHED, THAT SAID CITY, COUNTY OR
BOARD, OR THEIR AGENTS, SERVANTS, OR EMPLOYEES WERE NEGLIGENT, OR
THAT THEIR CONDUCT, OR OMISSION IN ANY WAY CAUSED, OR CONTRIBUTED
TO, ANY SUCH LIABILITY, EXPENSE, DAMAGE, CAUSE OF ACTION, OR
ATTORNEY'S FEES.
19
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DC204/a:4425.2/HRJ/kj/5/15/95
P. Purpose and Premises
The purpose of the lease and the operations to be conducted by
Lessee or sub-lessee, and the identity of the premises to be
occupied, are set forth in this lease. No other operation,
operations, business, or occupancy may be had or done without the
additional written consent of the Board.
Q. Assignment and Sublease
This agreement may not be assigned, in whole or in part, nor
may the premises described herein be subleased, in whole or in
part, except as herein permitted in paragraph 28A hereof, without
the prior written consent of the Board. Such consent shall not be
unreasonably withheld.
R. Liens and Insolvency
In the event Lessee becomes insolvent, or the subject of any
kind or chapter of bankruptcy proceeding, or if a receiver,
assignee, or other liquidating officer is appointed for the
business of Lessee, then Lessor may cancel this lease at Lessor's
option upon giving written notice to Lessee.
S. Attachment 2 to Standard DOT Title VI Assurances
The following clause is included in this Lease pursuant to the
provisions of Assurances 9(a) and 6(b).
A. The Lessee, for himself, his heirs, personal
representatives, successors in interest, and assigns, as apart of
the consideration hereof, does hereby covenant and agree that in
the event facilities are constructed, maintained, or otherwise
operated on the said property described in this lease for a purpose
for which a DOT program or activity is extended or for another
purpose involving the provision of similar services or benefits,
the Lessee shall maintain and operate such facilities and services
in compliance with all other requirements imposed pursuant to 49
CFR Para 21, Nondiscrimination in Federally Assisted Programs of
the Department of Transportation, and as said Regulations may be
amended.
B. The Lessee, for himself, his personal
representatives, successors in interest, and assigns, as apart of
the consideration hereof, does hereby covenant and agree that: (1)
no person on the grounds of race, color, or national origin shall
be excluded from participation in, denied the benefits of, or be
otherwise subject to discrimination in the use of said facilities,
20
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DC204/a:4425.2/HRJ/kj/5/15/95
(2) that in the construction of any improvements on, over, or under
such land and the furnishing of services thereon, no person on the
grounds of race, color, or national origin shall be excluded from
participating in, denied the benefits of, or otherwise be subject
to discrimination, (3) that the lessee shall use the premises in
compliance with all other requirements imposed by or pursuant to 49
CFR Part 21, Nondiscrimination in Federally Assisted Programs of
the Department of Transportation, and as said Regulations may be
amended.
29. Option to Renew
in consideration of the special circumstances relating to this
Lease and Lessee's intended use of the Leased Premises, including
but not by way of limitation, the value of the improvements which
Lessee will construct on Lessor's land, Lessor has agreed to extend
to Lessee the right or option to extend the Primary Term of this
Lease by an additional 10 year period upon the following terms:
So long as Lessee is current on all rentals due hereunder, and
is not in default in any of the terms and conditions herein
contained, Lessor hereby grants unto the Lessee, at Lessee's
option, the right to renew and extend the term of this lease
for an additional ten (10) years ("Option Term") beginning at
the end of the Primary Term. The terms relative to the Option
Term shall be the same terms and conditions as contained
herein, except that the base rental shall be equal to the then
current rate for such a lease, i.e., the current lease rates
for similarly located property offered by Lessor at the time
the option is exercised ("Option Base Rate Index") provided
that, if no Option Base Rate Index is then available, then and
in such event, the initial base rental for the Option Term
shall be equal to the then monthly rental payable at the end
of the Primary Term plus CPI adjustments, if any, computed as
of the ending date of the Primary Term in accordance with the
provisions of Section 4 B of this Lease. To exercise this
option, Lessee must notify Lessor, in writing, not more than
180 days and not less than 90 days prior to the expiration of
the Primary Term of this lease, of his intention to renew said
lease.
30. Exceptions to standard Lease Provisions
A. Notwithstanding anything herein contained to the
contrary, Lessee may rent hangars, hanger space and tiedowns to
owners or operators of aircraft by rental or other agreement, as he
may determine, all without the consent of Lessor; provided that
Lessee shall remain liable and responsible hereunder.
21
.._ ~_
DC204/a:4425.2/HRJ/kj/5/15/95
B. Lessee shall not be liable for nor shall Lessee have any
indemnity obligation to Lessor for the acts or conduct of Lessor,
its agents, invitees, guests or employees.
31. Lessor Covenant/Default. Lessor shall not directly or
indirectly, without Lessee's consent in writing, do, commit or
permit to be done or committed, any act, occurrence or condition
which (i) results in or causes the Leased Premises' existing
frontage on Taxiway Delta to be reduced or changed; (ii) results in
or causes the Leased Premises to be denied access to Taxiway Delta;
and/or (iii) prevents the operations on the Leased Premises and the
conduct and use of the Leased Premises for the purposes herein
specified, including without limitation the services and operations
required hereunder. Lessee shall not be in default hereunder if any
occurrence constituting a default is caused or results from the
acts of Lessor. If the Lessor shall be in default hereunder, and
such default continues and is not cured on or before 45 days after
written notice from Lessee of such default shall have been received
by Lessor, then Lessee may terminate this Lease or pursue whatever
right or remedy as may be available at law or in equity.
32. Public Areas. The Leased Premises include the public or
common areas of the Kerrville Municipal Airport and Lessee agrees
and acknowledges that the use of such areas shall be in common with
others. Lessor shall maintain such areas at its cost in a condition
which is the same or better than existing on the date hereof
(reasonable wear and tear excepted).
EXECUTED the day of
LESSOR:
CITY OF KERRVILLE
By:
Name:
Title•
1995.
LESSEE:
BERRYMAN-DRAKE ENTERPRISES, INC.
By:
Name:
Title:
COUNTY OF KERB
By:
Name:
Title:
22
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DC204/a:4425.2/ARJ/kj/5/15/95
KERRVILLE/KERR COUNTY JOINT
AIRPORT BOARD
By:
Name:
Title: Chairman
STATE OF TEXAS
COUNTY OF KERR
This instrument was acknowledged before me on the day
of , 1995, by ,
of BERRYMAN-DRANE ENTERPRISES, INC., a Texas
corporation, on behalf of said corporation.
Notary Public, State of Texas
My commission expires:
Notary's printed name
STATE OF TEXAS
COUNTY OF KERR
This instrument was acknowledged before me on the day
of , 1995, by ,
of the City of Kerrville, in the
capacity t erein stated, and pursuant to the resolution of the City
Council of the City of Kerrville, Texas.
Notary Public, State of Texas
My commission expires:
Notary's printed name
23
..
~-

DC204/a:4425.2/HRJ/kj/5/15/95
STATE OF TEXAS
COUNTY OF KERB
This instrument was acknowledged before me on the day
of , 1995, by ,
of Kerr County, Texas, in the
capacity therein stated, and pursuant to an order of the
Commissioners Court 8f Kerr County, Texas.
Notary Public, State of Texas
My commission expires:
Notary's printed name
24
~~ ~~ ~ cXl-~ I B NT A ~.
' FIELD NOTES DESCRSPTION FOR 2.27 ACRES
KERRVILLE MUNICIPAL AIRPORT
KERR COUNTY, TEXAS
BEING ALL THAT CERTAIN 2.27•ACRE .TRACT OR PARCEL OF LAND LYING
AND BEING SITUATED IN THE COUNTY OF KERR, STATE OF TEXAS, OUT
OF THE W.M. FRUITY SURVEY NO. 1921, ABSTRACT NO. 1281, BEING
PART OF LEASE TRACT NO. 5 OF THE LOUIS SCHRE.INER AIRPORT, AS
DESIGNATED ON TEIAT UNRECORDED CITY OF KERRVILLE PLAT OF LOUIS
SCHREINER AIRPORT, AND BEING MORE PARTICULARLY DESCRIBED BY
METES AND BOUNDS AS FOLLOWSti
BEGINNING at an existing ~" iron stake in the North line of
Taxiway Delta, the Southeast corner of that 3.32 acre tract
designated as Lease Tract No. 4, leased to R.R. Ltd. by lease
recorded in Volume 0, Page 636 of the Commissioners Court Minutes
of Kerr County, tho Southwesx corner of Lease Tract No. 5, for
the Southwest corner hereof, from which a ~" iron stake at the
Southwest corner of said 3.32 acre tract bears S 76° 24' W 374.87
feet;
THENCE with the East line of said 3.32 acre tract, the East
line of Lease•Tract No. 4, the West line of Leases Tract No.
5, bearings based on this line, N 13° 44' W 330.00 feet to a
~" iron stake set for the Northwest corner hereof, from which
a ~" iron stake at the Northeast corner of said 3.32 acre tract
bears N 13° 44' W 69.89 feat)
THENCE upon, over, and across Lease Tract No. 5, N 76° 24' E
300.00 feet to a ~" iron stake set for the, Northeast corner
hereofs
THENCE continuing. across Lease Tract No. 5, S 13° 44' E 330.00
feet to a ~" iron stake set in the South line of Lease Tract
No. 5, the North line of Taxiway Delta for the Southeast corner
hereof;
THENCE with the North line .of •Taxiway Delta, the South line
of Lease Tract Nc. 5, S 76° 24' W at 75.06 feet passing an
•sxisting ~" iron stake, continuing foY a total distance of 300.00
feet to the PLACE OF BEGINNING, containing 2.27 acres of land,
more or less, within these metes and bounds.
The foregoing field notes represent a survey
made on the ground under my direction. A plat
accompanies these field notes.
Dated this the 1st day of March, 1995
1
Registered Professri:6na1 Land Surveyor No. 4,617

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