HomeMy WebLinkAboutC2010-004 - 1/12/2010 - ApprovedFIRST AMENDMENT
TO TH E
LEASE AGREEMENT
BETWEEN THE
CITY OF CORPUS CHRISTI,
ATLANTIC AVIATION FBO HOLDINGS, LLC,
AND
MERCURY AIR CENTER-CORPUS CHRISTI, INC.
This first amendment ("First Amendment") to an existing lease agreement is made by
and between the City of Corpus Christi ("City"}, Atlantic Aviation FBO Holdings, L.L.C.
("Atlantic"), a Delaware limited liability company formerly known as Macquarie FBO
Holdings, L.L.C. ("Macquarie"), and Mercury Air Center-Corpus Christi, Inc. doing
business as Atlantic Aviation ("MAC-CC").
WHEREAS, a lease for real property located at the Airport was assigned to Chaparral
Aviation, effective October 14, 1979, for a period of 30 years (the "Lease");
WHEREAS, through a series of subsequent authorized lease assignments, the Lease
was assigned and is now held by MAC-CC, pursuant to a Cansent to Assignment of
Hangar and Fixed Base Operator's Lease dated November 19, 2002 (the "Consent
Agreement"), among City, Mercury Air Group, Inc., a Delaware corporation and parent
company of MAC-CC {"Mercury"), and MAC-CC, with all Lease guarantees remaining
with Mercury;
WHEREAS, subsequent to the Consent Agreement, an assignment and assumption of
guaranty agreement ("Assumption Agreement") was executed between City, Mercury,
and. Macquarie ("Macquarie") dated September 13, 2007, in which the City consented to
the transfer of the Lease guarantees from Mercury to Macquarie, pursuant to a stock
purchase agreement dated April 16, 2007, and executed between Macquarie and
Mercury, in order for Macquarie to acquire all of the outstanding and issued capital
stock of Mercury;
WHEREAS, Macquarie subsequently filed an application, on January 2, 2008, with the
Secretary of State's Office of the State of Delaware to change its corporate identity from
Macquarie to Atlantic;
WHEREAS, the parties to this First Amendment recognize that the guarantor named in
the Assumption Agreement, for all continuing intents and purposes, is now Atlantic;. and
WHEREAS, the parties desire to execute this First Amendment to reinstate the Lease,
extend the term for an additional year, and formally recognize the continuing lease
guarantees.
Section 1. The parties, by execution of this instrument, reinstate the Lease and ratify
the reinsta#ement to be effective October 13, 2009.
2010-004
Ord. 028457 v c
01/12/10 `NDEN~•~
Atlantic Aviation & Mercury Air
Section 2, Section 2 of the Lease is deleted and replaced with the following language:
"2. Term. This lease is for a term of 30 years beginning October 14, 1979, the
assignment to Mercury Air Group, Inc. ("Mercury"), is effective on July 16, 1996,
and the subsequent assignment to Mercury Air Center-Corpus Christi, Inc.
("MAC-CC"), is effective on November 19, 2002, if MAC-CC does not default in a
condition or provision of this Lease. This lease is subject to the assignment and
assumption of guaranty agreement ("Assumption Agreement"} dated September
13, 2007, in which the City consented to the transfer of the Lease guarantees
from Mercury to Macquarie FBO Holdings, L.L.C., a Delaware limited liability
company, now known by its company name of Atlantic Aviation FBO Holdings,
L.L.C. ("Guarantor"). If authorized by the City and agreed to in writing by MAC-
CC and Guarantor, the original term of this lease may be extended for an addi-
tional one-year period, terminating October 14, 2010."
Section 3. By execution of this First Amendment, the parties agree to reinstate the
Lease, extend the term of the Lease for aone-year period ending October 14, 2010,
and formally agree to the continuing lease guarantees held by Atlantic, as Guarantor.
All terms and conditions of the Lease not changed by this First Amendment remain the
same and in full force and effect.
EXE~ Ct~TED IN QUADRULICATE, each of which is considered an original, on this the
-~ day of , 2009.
ATTEST:
Armando Chapa
City Secretary
~/ d
A~PPr~ROVED AS TO FORM: ,'~`899-
~I_ 1 ~. ~ l~ ~n
CITY OF CORPUS CHRISTI
` n I R. Escobar
City Manager
Elizati h R. Hundley
Assis a t City Attorney
for the City Attorney
(EXECUTION PAGE CONTINUES)
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Atlantic Aviation Lease 1st Amdmt Final.doc Page 2 of 4
LESSEE: Mercury Air Center-Corpus Christi, Inc., doing business as Atlantic Aviation, a
Texas corporation
By:
Printed Name: /ei~ (~- /'j)~.5
Title: ~ c c, row / (//~c- >°~e-~ ~ c~c'n~ v~ ~}~d~ fives
Date: O
ACKNOWLEDGMENT
STATE OF TEXAS §
§ I(NOW ALL BY THESE PRESENTS:
COUNTY OF §
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This ins#rument was acknowledged before me on ~r ~ C~a/`, 2089'
by e ' /'d .~ s , an authorized retires ntative of
Mercury Air Center-Corpus Christi Inc., doing business as Atlantic Aviation, a Texas
corporation, on behalf of the corporation.
MARGARET FUSARO ~~
NOTARYpUBLiC.STAT£OFNEWYORK Notary blic, State of ~ ~~ ~p/",~
R~ppN No t11FU6133960
~p~, F~ Sep I~9,?A13
(EXECUTION PAGE CONTINUES)
Atlantic Aviation Lease 1stAmdmt Final.doc Page 3 of 4
LEASE GUARANTOR: Atlantic Aviation FBO Holdings, L.L.C., formerly known as
Macquarie F~Moldings, L.L.C., a Delaware limited liability company
By;
Printed Name: ~ ~~/~ ll'f `( SS
Title: j ~ e 6i- j ` 5
Date: ~
ACKNOWLEDGMENT
STATE OF §
§ KNOW ALL BY THESE PRESENTS:
COUNTY OF §
Th's instrument was acknowledged before me on ~/ , 20
by ~ S , an authorized repr sentative of Atlantic
Aviation F O Holdings, L.L.C., formerly known as Macquarie FBO Holdings, L.L.C., a
Delaware limited liability company, on behalf of the company.
MARGARET FUSARO
N01'ARY PUBLIC. STATE OF NEW YORK
No UIFU6133960
~~ E ~~ 13
~~~
Notary P lic, State of
Atlantic Aviation Lease 1st Amdmt Final.doc Paga 4 of 4