HomeMy WebLinkAboutM2000-093 - 03/28/20009.a.
MOTIONS - 3/28/00
Motion to amend Amendment No. 1 to the Lease between MDC, Inc. and the City
of Corpus Christi to substitute the attached document in its entirety for Amendment
No. 1.
A'I'rEST:
City of Corpus Christi
M2000-093
FIRST AMENDMENT TO LEASE AGREEMENT
THIS FIRST AMENDMENT TO LEASE AGREEMENT (the "Amendment") is
made this __ day of , 2000, by and between MDC, Inc., a Kansas
Corporation, with an office at 11401 Strang Line Road, Lenexa, KS 66215 ("Lessee"), and the
City of Corpus Christi, a Texas home-rule municipal corporation ("City").
WHEREAS, City and Lessee executed a Lease agreement for vacant Ground at the
Corpus Christi International Airport, effective on December 19,11999 (hereinafter collectively
referred to as the "Lease").
WHEREAS, the parties have agreed to amend the Lease to provide for various agreed
changes as set forth herein.
NOW, THEREFORE, in consideration of the Premises and for good and sufficient
consideration passing from each of the parties hereto to the other, the receipt whereof being
hereby acknowledged by each party, and in consideration of the mutual promises contained in
the Lease and in this First Amendment to be performed by the parties hereto, and each party
intending to be legally bound hereby, it is agreed as follows:
1. Section 2 Term, paragraph 1 is deleted in its emirety and a new paragraph I is added in
its place, which reads as follows:
2. Term. The Term of this Lease (the "Initial Lease Term")
commenced on December 19, 1999, and continues through a date fifteen
(15) years and ten (10) months from that date, unless earlier terminated
under the provisions of this Lease.
i, Unless the automatic renewal provision described hereafter in this t~ara~raph is
cancelled. this Lc~.,oQc has the option to renew the Lease shall automatically renew for three
additional 5-year periods, based on either the standard three year escalation factor for Ground
Rent if additional capital improvements have been undertaken within the last five years of the
base lease or proposed for the first extension period or based on a FMV Ground Rent on the
Premises if no capital improvements have been undertaken or are proposed, so long as Lessee is
not in default of its Lease. The City Manager must approve the methodology for the proposed
extension, which approval must not be unreasonably withheld.
ii. The amomatic renewal described hereinabove mav be nullified unon the Citv's
receint of a written cancellation notice sixty (60) days nrior to the end of the then current term.
Such notice shall only be effective when executed bv an authorized officer of both the Lessee
and GE Canital Public Finance. Inc. "GECPF' as long as any amounts due and owing, by Lessee
to GECPF under the $1.100.000 Corpus Christi Industrial Develonment Corporation. Industrial
Develonment Revenue Bonds (Airborne Freight Cornoration Project) Series 2000 the "Bonds".
issued to provide funds for the construction of the Transportation Terminal remain outstandin~
and unnaid. Upon the navment in full of all amounts due and owina in connection with the
Bonds. such notice. if otherwise properly ~,iven, shall be valid ~vhen signed only by the Lessee.
AMD03-AG.DOC
March 28. 2000
Page I
2. Section 13. (B) the Lease Exhibit K is deleted and a new attached Lease Exhibit K fully
illustrating the AOA areas is added in its place
Section 17. (B) a new sub item (7) is added to read as follows:
All notices of default or termination under the Lease
affecting the Premises given by City must not be deemed
legally effective until and unless like notice has been given
by the Aviation Director to Sublessee as provided in
Section 24 of the "Lease". Sublessee shall have any and all
fights of Lessee under the Lease with respect to the curing
of any default hereunder by the Lessee and Lessee's
Sublessee. In said event, Sublessee shall assume all
obligations of the Lease as Lessee.
4. Section 20. (C) is deleted in full and a new paragraph is added in its place,
which reads as follows:
Lessee must immediately correct any hazardous or
potentially ha7ardous condition, caused by Lessee
or its Sublessee, at~er receipt of notice from the
Aviation Director. At the Aviation Director's
discretion, Lessee must close the Premises, or
affected portion, until the h~:'ardous or potentially
haTardous condition is removed or corrected. If
such haT~rdous condition was for any reason
present on the Premises prior to the date of the
"Lease" or the hazardous conditions are present on
the Premises as a result of the actions of Lessor or
its officers, employees agents or contractors, then to
the extent allowed by Texas law, Lessor agrees to
indemnify, hold harmless and defend Lessee, its
Sublessee and their respective directors, officers,
employees, agents and contractors from and against
any claims, judgments, liens, damages, penalties,
fines, expenses, liabilities, or losses arising during
or after the Lease Term which are in any way
related to any leak, spill, discharge, emission, or
disposal of any haTardous condition.
5. Section 25. ( T ) is deleted in full and a new paragraph is added in its place, ~vhich reads
as follows:
AMD03~GDOC
Mard128.2000
Page 2
City will conduct, at its expense. an environmental
soils assessment (the "Environmental Audit") of
the Premises prior to start of construction by Lessee
to establish an environmental baseline. Lessee shall
have until thirty (30) days after Lessee's receipt of
the Environmental Audit to give notice to City of
Lessee's approval or disapproval of the
Environmental Audit or any information or
conclusions contained therein. If there is any defect
or item contained in the report, which is reasonably
capable of correction, City shall correct such defect
or item to Lessee's satisfaction. If City is unable or
unwilling to cure such defect or items within said
thirty (30) days, Lessee may either accept the
Premises in the condition which City is able to
lease, without renal rate abatement or terminate this
Lease by providing to City written notification to be
delivered within sixty (60) days of the date Lessee
has delivered to the City, Lessee's notice of its
disapproval of the environmental audit.
6. Lease Exhibit J, Page I is deleted and a new attached Lease Exhibit J page 1, is added in
its place, fully illustrating how the site area fits into the existing airport layout.
7. Other Provisions. It is understood and agreed between the parties that all other terms,
conditions, provisions, and covenants contained in the Lease, not inconsistent herewith, remain
in full force and effect and are hereby ratified and reaffirmed.
8. Counterparts. This Amendment No. I may be executed in any number of counterparts,
each of which will be deemed to be an original and all such counterparts taken together will be
deemed to constitute one and the same instrument.
IN WITNESS WHEREOF, the parties have executed this Amendment No. 1 this __
day of 2000.
ATTEST:
CITY OF CORPUS CHRISTI
Armando Chapa, City Secretary
George K. Noe, Deputy City Manager
AMD03-AGDOC
March 28, 2000
Page 3
Legal Form Approved on ,2000; James R. Bray, Jr., City Attorney
By:
Alison Gallaway, First Assistant City Attorney
MDC, Inc., Lessee
A Kansas Corporation
By:
Name:
Ti~e:
AMD03-AG.DOC
Mar, h 28. 2000
Page 4