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HomeMy WebLinkAboutC2013-095 - 2/26/2013 - NAGROUND LEASE TERMINATION AGREEMENT THIS GROUND LEASE TERMINATION AGREEMENT ( "Agreement ") is made ��V 8 , 2013 between Glen Prior, Special Administrator of the Estate of Chester C. Rasberry ( "Tenant ") and the City of Corpus Christi, Texas ( "Landlord ") WHEREAS, Landlord and Chet Rasberry executed a ground lease ( "Lease ") with an effective date of February 11, 2006 and a term of twenty (20) years; for certain real property with improvements then constructed at the Corpus Christi International Airport ( "Airport ") (collectively "Leased Premises "), which is more particularly described on Exhibit A, attached hereto; and WHEREAS, Chet Rasberry operated his business, Corpus Christi Helicopters, on the Leased Premises; and WHEREAS, Chet Rasberry died June 16, 2009; and WHEREAS, Glen D. Prior was appointed Administrator of the Estate of Chester C. Rasberry, aka Chester Colbert Rasberry, aka Chet C. Rasberry ( "Rasberry "), by Letters Special Administration issued on June 25, 2012 by the Superior Court of California, County of San Bernardino, a true copy of which is attached hereto as Exhibit B; and WHEREAS, the Superior Court of California, County of San Bernardino, granted Administrator Glen D. Prior the authority to manage all affairs of the business of Corpus Christi Helicopters on behalf of the Estate of Rasberry; and WHEREAS, Tenant wishes to surrender the Lease and all rights to possession of the Leased Premises, and to release Landlord from its obligations under the Lease according to the terms and conditions of this Agreement; and WHEREAS, Landlord wishes to accept the surrender and to release Tenant from its obligations under the Lease according to the terms and conditions of this Agreement. In consideration for the mutual covenants and conditions contained herein, Landlord and Tenant agree as follows: Section 1. Termination of Lease. Landlord and Tenant agree to terminate the Lease effective as of December 31, 2012, subject to the fulfillment of the following conditions: 2013 -095 2126113 4 -13 Glen Prior Page 1 of 4 INDEXED (a) Tenant agrees to pay Landlord the amount of $24,912, which amount is the sum of the $20,760 cost of replacing the exterior staircase on the Leased Premises, the invoice for which is attached hereto as Exhibit C, plus a twenty percent (20 %) administrative fee in the amount of $4,152, as complete accord and satisfaction for all amounts currently or later due under the Lease; and (b) Tenant agrees to pay Landlord rent for the Leased Premises, pursuant to the terms of the Lease, for the full month of December, 2012, in the amount of $1,444.79; and (c) Tenant shall immediately upon execution of this Agreement surrender possession of and vacate the Leased Premises, including any personal property and/or tenant improvements constructed by Tenant during Tenant's tenancy. Section 2. Mutual Release. (a) Except as set forth in Section 2(b), Landlord and Tenant discharge and release each other and their agents, contractors, officers, directors, and employees from any actions, causes of action, claims and demands, costs, loss of services, expenses and liabilities related in any way to either party's obligations under the Lease and/or either party's use of or activity on the Leased Premises. Landlord and Tenant represent and warrant that they have not sold, assigned, or otherwise transferred any of the claims released by this Agreement. (b) Each party agrees to indemn & and hold each other harmless from any actions, causes of action, claims and demands, costs, loss of services, expenses and liabilities in any way growing out of either party's obligations under the Lease and/or either party's use of or activity on the Leased Premises. (c) Each party represents and warrants to the other party that the party has read and understood the Agreement with the releases and indemnification provisions and that each party has had the legal effect of this Agreement explained by competent legal counsel of that party's own choice and that each party is executing this Agreement of that party's own free will. Section 3. Acceptance of Surrender. Landlord accepts the surrender of the Premises by Tenant and acknowledges that Tenant shall have no liability with respect to the condition of the Leased Premises after December 31, 2012. Section 4. Assignment. Tenant represents and warrants that Tenant has made no assignment, sublease, transfer, or other disposition of the Lease, any interest in the Lease, or any demand, obligation, liability, or cause of action arising out of the Lease. Page 2 of 4 Rasberry Lease Termination 2 -4 -13 Section 5. Attorney Fees. If any legal action is taken to enforce the terms of this Agreement by any party, the prevailing parry shall be entitled to recover reasonable attorney's fees and other costs and expenses incurred in connection with that legal action. Section b. Entire Agreement. This Agreement contains the entire agreement between the parties regarding the matters covered in this Agreement. There have been no other statements, promises, or representations made by the parties that are' intended to alter, modify, or complement this Agreement. Section 7. Amendment. This Agreement may not be altered, amended, modified, or otherwise changed in any respect, except by a writing executed by an authorized representative of each party. Section S. Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original, and all taken together, shall constitute one and the same instrument. Section 9. Authorization. The undersigned, by their signatures, represent and warrant that they are authorized agents of their respective entities and are authorized to execute this Agreement. Section 10. Successors and Assigns. This Agreement shall bind and inure to the benefit of the parties and their respective heirs, successors, and assigns. Section 11. Governing Law. This Agreement is governed and construed in accordance with law of the State of Texas. Section 12. Sovereign Immunity. The City does not waive its sovereign immunity by entering into this Agreement, and the City fully retains all available immunities and defenses provided by law with respect to any action based on or occurring as a result of the Lease or this Agreement. IN WITNESS WI1EREOF, the parties hereto have themselves or through their duly authorized officers executed this Agreement, to be effective upon execution by the City Manager. Page 3 of 4 Rasberry Lease Termination 2-4 -13 i EXECUTED IN DUPLICATE ORIGINALS this g day of fi�s3p �/ , 2013, by the authorized representative of the parties. Attest: &j Armando Chapa City Secretary Date: LI�4/f3 Rasberry Lease Termination 2 -4 -13 LANDI lITT. CITY O By: city Manager Date: q/Z fi3 TENANT Chet Rasberry, a natural person By: &4w4ZA4t� Glen D. Prior Administrator, the Estate of Chester C. Rasberry Date: 9 aIZ413_ Page 4 of 4 1 f EDIT A PREMISES J I rr n SNVOPT 139& . ,r --- X 1709 A � 2 � M t.Y � •�I _ I� g 6 V rf z a � �• m M ,"i I "d2'W 250' u I � � J CITY Of CORPUS CHRISTI OW R- osbarrY Lessee CORPUS CHRISTI 04TERNATM AL AIRPORT Leasa f lanr! arm CORPUS CHRISTI TEXAS rccuiFIas cat � —' :SA:2 International [)rive sseuKo 23 J "Exhibit B" f%= Arn A TMRWOR PARTY WMICUY' ATTOMffM Msla*OVAuimti�r,�rdsdrASSek TILEP}iON�pNoFJrX"M FCRCOWrs(ISEdNlY — -- ;951/655. -77.62 951J258-2Y -BRUCE i4, NAUI9i SEN.; 6,79.25' SWAN,. CARRE tERi, WALLIS & McP NZrE LLP 1600 EAST FLORIDA AVENUE, SMITE 211 HEMET, .� 9254.4: F I L E D :HEmf3T, CA 92544 ATMAWYCIRPW GLEN D. PRIOR SUPERIOR COURT OF CALIFORNIA COUNTY OF SAN 81 RF1ARfltNO ��� � � 2012 -SUPERIOR COURT OFCAUFORN1A, COUNTYQP SAN SERINARDINO sn�rnaf maa .351 NORTH ARR OORM13 AVENUE MAHMAUMAM 3;511 13.ORTH.:PiRRC1WHEAD AVENUE crnrAwzrcom SRI`.. 'BERNARflTNOr CA .92415 =V=Nua I!IAik- PRORATE � , DEPU7Y ESTATE!t :(Name): CHESTER. C. RRSBERRY; aka Chester Colbert Rasberry, Chet C. Resber DECEMNT AMENDED L ffMRS. VAN r : � TEwAMENTARY; F'ADMINISTRATION dO PROPS 09 00778 r' 0E - ADU1NISTRAT -IOKV.Vn'H WILL ANNEXEI.) EDSPECIAL ADMINISTRATION Lr.e r errs 4. Q 'fire last.xilll of theecederrt named above having tresn'ptpv the cord appoints (name), 'a. Q fteeutor. b. [ ]•.edm1histratorwithwdlannexed. 2. ( The court appoints !name): GLEN D. PRIOR a. ® administrator of the decadt ramestate. b. Q: Special administrator of dwedenfs estate itI % th'the special powers.speCllled lathe OrderforPmbete. (2j Q'wkkftpowers.of a general edmh�strator (3)=.letters vAl expire on. (date): 3.. 3he personal 'representative:is.authgrtzed to administer the estate "Independent Ad of Estales.Act [� ..Milli! Fullzuthority ® with lidrited'44thorhy.(no authority, wimout court Supervision, to (1) sell or exchange real property ar -0 grant on.option:o, purchase: real prnperty or (3) borrow. money VAth the1oan'securad by an encumbrance-upon. real :property), 4. =The Person. nrprieerdative ltnol sulhoemed to take ppasesslon ofmo�ey d> .arw other- Iroperty wfthout a SpeGIflG.COUrt OrdaC, WITNESS, cleik of fhe count, with Seat of the Court affixed. Date:: - 2, 'jaj dark,, by SAL Men" LR Ope.Z LETTERS (Prcbata) AFFIRMATION 1. PUBLIC ADMINISTRATOR: No affirmation required (Prob. Code, § 1624 (c)). 2, [ INDIVIDUAL I solemnly aftlrm that I will perform the duties of personal mpresertalive samrd'efg to few, 3. M IINSTITLITIONAL FIDUCIARY (name): solemnly affirm that the institution Witi perform the duties of personal representative accordfrg to law. t make 4his affirmation for myself as an IndMdual and on trehatf of the institution as an omcer, (Name and Nile): 4. Executed on (date); 17//,b /?,e I7. at (place); MURRICTA , California. reusxFnfRe� GZEN D. PRIOR CERTIFICATION 1 certify that this docment fls a copy of the orlglnal on rile in my office and the letters - the personal feprta- On appointed above have not been rovoked. annulled. or gal aside, and are still in full force and effect. i.e/l Nita: -, PJL 12 202 Clerk, by Ior<ru�m f SALV ADOR LOPF7 R'�su Coda,,(fi too, ism a+ox esrti esex Cadw of Cw Anansd,rR f 20r6,u Exhibit C Application and Cert:ifiaat:e for Payment TO Corpus Christi International Airport PROJECT: Hangar Stair Replacement PAY APP, NO. 1 1000 International Drive PERIOD TO: 2/28/2013 Corpus Christi, TX 78406 CONTRACT FOR: 4. Total Complete & Stored To Date: (Column G on Schedule of Values) ....... $ CONTRACT DATE: FROM: B.E. Beecroft Company, Inc. PROJECT NO: 13 -018 P.O. Box 2643 Architect: Corpus Christi, TX. 78403 -2643 $0.00 CONTRACTOR'S APPLICATION FOR PAYMENT Application is made for payment, as shown below, in connection with the contract. Continuation sheet is attached. The undersigned Contractor certifies that to the best of the Contractor's knowledge, information, and belief that the work covered by this application for payment has been completed In accordance with the Contract Documents, that all amounts have been paid by the Contractor for Work for which previous certificates far payment were issued and payments recieved from the Owner, and that current payment shown herein is now due. 1. Original Contract Sum: ................ ............................... ..................... $20, 760.00 2. Net Change by Change Orders: .......... ......... ............................... 0.00 3. Contract Sum To Date (Line 1 + Line 2) ...................... ............................... $ 20,760.00 4. Total Complete & Stored To Date: (Column G on Schedule of Values) ....... $ 20,760.00 5.Retainage: TOTALS a. 0 % of retainage $0.00 ( Coumn E on Schedule of Values) $ $0.00 b. % of Stored Materials (Column F on Schedule of Values) $ Total Retainage (Lines 5a + 5b or total in column I of schedule of values) ............ .... $ 6. Total Earned Less Retainage: .............................. ............................... $ 20,760.00 (Line 4 less Line 5 ) 7. Less Previous Certificate For Payment: $0.00 (Line 6 from Previous Certificate) 8. Current Payment Due: ............................................................................. $20,750.00 10. Balance To Finish, Including Retainage: (Line 3 less Line 6) $0.00 CHANGE ORDER SUMMARY ADDITIONS DEDUCTIONS Total changes approved in previous months $0.00 $0.00 Total changes approved this month $0.00 $0.00 TOTALS $0.00 $0.00 NET CHANGES by Change Order $0.00 CONTRACTOR: By: State of. Texas County of: Nueces Subscribed and sworn to before me this day of 20� Date: Notary Public: Amanda Avant My Commission expires: ARCHITECT'S CERTIFICATE FOR PAYMENT In accordance with the contract documents, based on on site observations and the data comprising this application, the Architect certifies to the Owner that to the host of the architects knowledge, Information and belief the Work had progressed as indicated, the quality of the Work is in accordance with the Contract Documents, and the Contractor is entitled to payment of the AMOUNT CERTIFIED. AMOUNT CERTIFIED ............................ ............................... (Attach explaination if amount certified differs from the amount applied. Initial al/ figures on this application and on the Continuation Sheet that are changed to conform with the amount certified.) ARCHITECT: By: Date: This certificate is not negotiable. The AMOUNT CERTIFIED is payable only to the Contractor named herein. Issuance, payment and acceptance of payment are without prejudice to any rights of the Owner or Contractor under this Contract. Exhibit C Continuation Sheet APPLICATION AND CERTIFICATE FOR PAYMENT, APPLICATION NO: 1.00 containing contractor's signed certification is attached. APPLICATION DATE: 211312013 In tabulations below, amounts are stated to the nearest dollar. PERIOD TO: 2128/2013 Use Column I on Contracts where variable retainage for line items may apply. PROJECT NO: 13 -018 0 0 ©© ©0 SCHEDULED VALUE r- • t MATERIALS STORE • �•- • • 1 •■ BALANCE TO G) -• • • THIS PERIOD Remove Stairs Provide and Install New Stairs � �i�iii�si�iiii��■ i■ i�iiiiiiii��iii�iiiiiiiiii�iiiii� �� ����■riiiiii�iiiiiiii�i��� �� ��■■■ ■■■r��i■iiiiiiiii��iiiiiiii��■■ ■■�� sai���iiiiiii��■iiii��■ �� � ■■i■��r•ri��iiii�i��iiii��iii■� Cosntruction Total 1 $ 20 760.00 1 1 20,760.001 1 20,760.00 1 100.00 % $0.00 - Page 2 of 2