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HomeMy WebLinkAbout020523 ORD - 11/22/1988AN ORDINANCE AUTHORIZING THE EXECUTION OF A LETTER OF AGREEMENT ALLOWING VAN DUSEN AIRPORT SERVICES' CURRENT LENDER, HELLER FINANCIAL, INC., TO ASSIGN ITS PRESENT MORTGAGE AND SECURITY INTEREST IN VAN DUSEN'S COLLATERAL TO SECURITY PACIFIC NATIONAL BANK; AND DECLARING AN EMERGENCY. BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. That there is hereby approved the execution of a Letter of Agreement allowing Helier Financial, Inc. to assign its mortgage and security interest in Van Dusen Airport Services' collateral to Security Pacific National Bank, as requested by Van Dusen Airport Services by letter of July 8, 1988, a true copy of which is attached as Exhibit "A," and that such transfer shall not amend or change said leases or the obligations thereunder in any way whatsoever, and that the City Manager is hereby authorized and directed to execute said Letter of Agreement. SECTION 2. That upon written request of the Mayor or five Council members, copy attached, to find and declare an emergency due to the need for the efficient and effective administration of City affairs, such finding of an emergency is made and declared requiring suspension of the Charter rule as to consideration and voting upon ordinances at three regular meetings so that this ordinance is passed and shall t ke effe t u on first reading as an emergency measure this the day of , 19 Kg ATTEST: ___/1951^-14 (T4__ City Secretary �.e OR APPROVED: �.j DAY OF —4,6-,wrgig( , 19 � HAL GEORGE, CITY ATTORNEY sistant 1 attorney 207AG079.ord THE CITY OF CORPUS CHRISTI, TEXAS MiCROF11M23 VAN DUSEN AIRPORT SERVICES July 8, 1988 FEDERAL EXPRESS Airport Manager Route 2 P.O. Box 902 Corpus Christi, TX 78410 RE: Lease agreement between City of Corpus Christi, Texas and Air Associates, Inc., dated February 27, 1980, as amended, and as assigned to the present lessee, Van Dusen Airport Services Company, Limited Partnership (the "Lease") A controlling interest in Van Dusen Airport Services Company, Limited Partnership ("Van Dusen") is being acquired by FBO Acquisition Corp. and members of Van Dusen's management. Although this transaction will result in a change of ownership in Van Dusen, Van Dusen will continue to operate as a limited partnership and will own the same assets, leases and interests that Van Dusen now owns. Furthermore, Van Dusen's current management will continue to operate the company and will, as a result of this transaction, own a significant equity interest in the company. A portion of the funds used to purchase Van Dusen's partnership interests will be provided by a loan from Security Pacific National Bank. To secure this loan, Van Dusen is committed, among other things, to give Security Pacific National Bank, all members of the lending syndicate and their respective successors and assigns (collectively, the "Lender") a first priority secu- rity interest in (1) Van Dusen's interest under the Lease, (2) the rents, profits and revenues that Van Dusen derives from the Lease, and (3) any other agreements between Van Dusen and you that relate to airport operation (collectively, the "Col- lateral"). Col- 1ateral"). Van Dusen is therefore arranging for Heller Finan- cial, Inc. ("Helier"), which is Van Dusen's current lender, to assign its present mortgage and security interest in the Collateral to the Lender. The debt currently owed to Helier from Van Dusen will be satisfied from the proceeds of the loan from 2626 East 82nd Street • Minneapolis, Minnesota 55425-1323 • (612) 851-3700 • FAX (612) 727-3181 • Telex 933009 Airport Manager -Corpus Christi July 8, 1988 Page 2 the Lender. In the unlikely event that Van Dusen defaults on its obligations to the Lender or to you, the Lender will have the opportunity to cure the default before termination of the Lease by you and assign Van Dusen's interest in the Collateral to an airport operator that i s , of course, reasonably satisfactory to you. This transaction will not affect the operational provisions of the Lease or any other lease or agreement to which Van Dusen and you may be parties or diminish Van Dusen's legal responsibility to you. In addition, these arrangements will not adversely affect the service currently provided by Van Dusen. By your signature below, we ask you to acknowledge and agree (1) 9 to the assignment of Heller's mortgage and security interest to the Lender as well as to any increase in the amount of the mortgage that is necessary to fully secure the Lender's loans, (2) that the Lease is in full force and effect and that there are no defaults thereunder, (3) that the Lender will have a first lien against the Collateral, (4) that if Van Dusen defaults under its agreement with you or the Lender, you will not terminate the Lease without giving the Lender reasonable notice of such default and a reasonable opportunity to cure such default and/or to transfer the Collateral to an airport operator that is reason- ably acceptable to you, (5) that you will not accept a surrender of the Lease by Van Dusen without the Lender's consent, (6) that there will be no amendment or modification of the Lease which would have a material adverse affect upon the Lender's interest in the Lease, (7) that, except to the extent the Lender becomes a tenant under the Lease as a result of foreclosure, the Lender will have no liability under the Lease, and (8) that you will execute any documentation necessary to make an effective public record of the Lender's mortgage and security interests. The parties to this transaction are committed to closing on or before July 26, 1988. We would, therefore, appreciate your signing at the place marked for your signature below and returning this letter to us as soon as possible. A copy of the letter is enclosed for your convenience. Upon completion of this transaction, we believe that we will be better able to provide the Corpus Christi International Airport Airport Manager -Corpus Christi July 8, 1988 Page 3 with the best possible service and facilities. We appreciate your cooperation, and if there is anything we can do to expedite this matter, please do not hesitate to call me at (612) 851-3701. Very truly yours, Eugene A. DePalma President Van Dusen Airport Services Company Limited Partnership Acknowledged and Agreed: Dated: Corpus Christi, Texas day of 7'\1'Mi1LO4) , 198 TO THE MEMBERS OF THE CITY COUNCIL Corpus Christi, Texas For the reasons set forth in the emergency clause of the foregoing ordinance or resolution, an emergency exists requiring suspension of the Charter rule as to consideration and voting upon ordinances or resolutions at three regular meetings; I/we , therefore, request that you suspend said Charter rule and pass this ordinance or resolution finally on the date it is introduced, or at the present meeting of the City Council. Respectfully, Respectfully, 99.045.01 Council Members AYOR scz1A4,,e/c-/ THE CITY OF CORPUS CHRISTI, TEXAS The above ordinance was passed by the following vote: Betty N. Turner David Berl anga , Sr. Leo Guerrero gf) C1 i f MossT1.) Bi11 Pruet> Mary Rhodes Frank Schwing, Jr. Mary Pat Slavik g4:1) Linda Strong (i2lj 20523