HomeMy WebLinkAboutC17-313 Vail Valley Jet Center LLCSECOND AMENDMENT TO AMENDED AND RESTATED FIXED BASE OPERATOR CONCESSION AND LEASE AGREEMENT BETWEEN THE COUNTY OF EAGLE, STATE OF COLORADO AND VAIL VALLEY JET CENTER, LLC This SECOND AMENDMENT TO AMENDED AND RESTATED FIXED BASE OPERATOR CONCESSION AND LEASE AGREEMENT ("Second Amendment") is made and entered into this 09/06/2017 , by and between the County of Eagle, State of Colorado, a body corporate and politic, acting by and through its Board of County Commissioners ("County") and Vail Valley Jet Center, LLC, a Colorado limited liability company ("VVJC"). RECITALS The circumstances surrounding the making of this Second Amendment are as follows: A. The County owns the Eagle County Regional Airport ("Airport"). B. The County and VVJC entered into an Amended and Restated Fixed Base Operator Concession and Lease Agreement dated September 29, 2009 ("VVJC Agreement") regarding the operation of a fixed base operator service at the Airport. C. Section 29.2 of the VVJC Agreement gives VVJC the option to lease, in the event the National Guard relinquishes its existing leasehold, the following Airport parcels collectively referred to as the "National Guard Premises": 1. The Consolidated Parcel consisting of approximately 15.656 acres (the "Consolidated Parcel"); 2. The Additional COARNG Unit Parcel consisting of approximately 2.530 acres (the "COARNG Unit Parcel"); 3. The Consolidated Lease Sub -Parcel Area consisting of approximately 1.884 acres (the "Consolidated Lease Sub -Parcel"); and 4. The Surface Use Agreement Parcel consisting of approximately 4.821 acres (the "Surface Use Agreement Parcel"). D. On July 19, 2016, by First Amendment to the Lease between the National Guard and Eagle County, the National Guard relinquished to the Airport its leasehold on the COARNG Unit Parcel and the Consolidated Lease Sub -Parcel. E. On October 25, 2016, by First Amendment to the VVJC Agreement (the "First Amendment"), VVJC exercised its option to lease the COARNG Parcel from the County for the balance of the Term of the VVJC Agreement. C17-313 F. VVJC now desires by this Second Amendment to the VVJC Agreement to exercise its expansion option pursuant to Article 29.2 of the VVJC Agreement to lease the Consolidated Lease Sub -Parcel from the County for the balance of the Term of the VVJC Agreement. AGREEMENT THEREFORE, in consideration of the mutual covenants contained herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the VVJC and County agree as follows: 1. Paragraph 1 of the First Amendment is hereby superseded and replaced by the following language: On October 25, 2015, VVJC exercised its expansion option pursuant to Article 29.2 of the VVJC Agreement to lease the COARNG Parcel, legally described on Exhibit E and further depicted on Exhibit F. VVJC hereby exercises its expansion option pursuant to Article 29.2 of the VVJC Agreement to lease the Consolidated Lease Sub -Parcel, which is legally described on Exhibit G and further depicted on Exhibit F. Except for purposes of rent calculation under Section 4.2 of the VVJC Agreement, the COARNG Parcel and Consolidated Lease Sub -Parcel shall be deemed a portion of the leased "Premises," and subject to the same terms and conditions of the VVJC Agreement. 2. The new subsection 3.7 of the First Amendment is superseded and replaced, in its entirety by the following language: 3.7 National Guard Premises. 3.71 For the balance of the Term of the VVJC Agreement, the County leases to VVJC the portion of the National Guard Premises known as the COARNG Parcel, which is legally described on Exhibit E, attached hereto and incorporated herein by this reference, and further depicted on Exhibit F, attached hereto and incorporated herein. The COARNG Parcel is approximately 2.530 acres or 110,202 sq. ft. 3.72 For the balance of the Term of the VVJC Agreement, the County leases to VVJC the portion of the National Guard Premises known as the Consolidated Lease Sub -Parcel, legally described on Exhibit G, attached hereto and incorporated herein by this reference, and further depicted on Exhibit F. The Consolidated Lease Sub -Parcel Area is approximately 1.884 acres or 82,055 sq. ft. 3.73 Improvements and Buildings. The Lease of the COARNG Parcel and the Consolidated Lease Sub -Parcel Area by VVJC includes all rights granted under the VVJC Agreement, and the County expressly grants to VVJC the right to use all buildings, improvements, fixtures, equipment and other items currently located on the COARNG Parcel and the Consolidated Lease Sub -Parcel Area for aeronautical related purposes. 3. Section 4.2 of the VV]C Agreement is hereby replaced, in its entirety by the following language: 4.2 Base Rent. The Base Rent for the Premises shall be as set forth in Exhibit D. The Base Rent for the COARNG Parcel shall be $26,712.96 per year. The Base Rent for the Consolidated Lease Sub -Parcel shall be $19,890.37. The Base Rent for the COARNG Parcel and the Consolidated Lease Sub -Parcel shall be subject to Consumer Price Index Increases as set forth for the Premises in Section 4.3 herein. 4. Section 29.2 of the VVJC Agreement shall be amended to legally describe the COARNG Parcel in Exhibit E and the Consolidated Lease Sub -Parcel in Exhibit G and to depict the entire National Guard Premises on Exhibit F, rather than Exhibit A. The Parties agree that while the descriptions and depictions related to the FBO Premises are correct, the depictions and descriptions related to the National Guard Premises in Exhibit A are inaccurate and are being replaced by this Amendment. S. County agrees that the Consolidated Lease Sub -Parcel is not encumbered by any liens, leases or subleases and is owned by County. 6. In the event of a conflict between any provision of this Second Amendment and the provisions of the VV]C Agreement, the provisions of this Second Amendment shall control. 7. Except as expressly amended by the terms of this Second Amendment, all terms of the V VJC Agreement and the First Amendment thereto are and shall remain in full force and effect. [REST OF PAGE INTENTIONALLY LEFT BLANK] IN WITNESS WHEREOF, the parties hereto have executed this AMENDMENT effective as of the date first written above. COUNTY OF EAGLE, STATE OF COLORADO, By and Through Its BOARD OF COUNTY COMMISSIONERS By: Jillian H. Ryan, Chair Attest: Regina O'Brien, Clerk to the Board VAIL VALLEY JET CENTER LLC, a Colorado limited liability company By: _ Paul Gordon, President and CEO NOTARY BLOCK State of [ aNQrc�'A ❑ County of , Q �\e— The foregoing instrument was acknowledged before me this ?- B day of �, 2017 by Paul Gordon, President and CEO of Vail Valley Jet Center, LLC. MON 9� all 0.10 co Print Name: My commission expires: AM@ER QELGMAN Notary Public State of Colorado Notary ID 20074006981 My Commission Ex ices Feb 16, 2019 071184.103.3.1000 July 16, 2010. EXHIBIT E Legal Pronertk Deser:•lntim Additional CORNG Utilt A parcel of lend boing a portion ofTract,55, of the SUPPLEMENTAL PLAT accepted by the Genera! Land Office on Juste 6, 1923, lying in Section 3, Township 5 South, Range 85 West of the 6"i Principal Meridian, County of Eagle, State of Colorado, being more particularly described as follows; COMMENCING at Corner #3 of said Tract 55, (a found 3 114" Alumintun Cap stamped "EAGLE COUNTY LS 13901 T58 R85W TR58 TR55 12 3 4 TR59 TR 56 1991 DO NOT DISTURB"); WH$NCE Corner #2 of Tract 54, said SUPPL13MENTAL PLAT, (A found 2'lz" Brass Cap stamped " US General Land Office T5S R85W TR56 TR54 TR53 2 3") bears S70°26'34" Q a distance of. 4166.63 Feel, THENCE N87°42'58"E a distance of 1014,95 feet to the POINT OF BEGINNINO; THENCE NO30094911B along the westerly line of Sublease Parcel B, Book 493 at Page Soo, recorded October 20, 1988 in Bagle County Clerk and Recorder's Qflice, and extension thereof a distance of 305.83 feet; THENCE S86°59'19"E along a line 30.00 feet northerly of and parallel with the northerly line of said Sublease Parcel 13 a distance of 358.91 feet; THENCE S02°37'26"W aforig the easterly line of said Sublease Parcel B end extension thereof a distance of 305.82 feet; THENCE N86°59t25"W a distance of 361.79 feet to the POINT OF BEGMING. Containing 2.530 Acral, (110,202 square feet), more or less. BASIS OF BEARING for this description is the line between said Corner 92 of Tract 54 (a found . 2 Y" Brass Cap stamped "U5 General land Office TSS R85W TR56 TR54 TR53 2 3") and Corner 4 1 of said Tract 54 to found I" rod with 2 Yx" Brass Cap stamped "U8 General Land: Office TSS R85W TR53 TR54 S2 1918). Said line bears 888°0848"E a distance of 2641,22 feet (assumed). ow 'n — 101. 2496k ;0; repared by, r ' Marla M. Mao2496,„; . For and on bohn 'si lb � ng Group 707 l7u' Street #23 t °' y,$5 ' Denver, CO 80202 303.820.5240 KA072018. HOC IiAA?SlneaclLgptdl00ARSo UnIWtic Ft�c 1 of ! =WT EXHIBIT E (cant.) Legal EXHIBIT A 3s1' • 5 8$'69'19" E POINT Ol COMMENCEMENT ADDITIONAL COARNG Conner #2 Tract 56 UNIT AREA —W 3 1/4' AC 'EAGLE COUNTY LS 1301 2,530 Ac. s,I�w<a ! T5S R85W TR58 TR55 1 2 3 4 TR59 p, — 0k'- , Iprs00le ! TR56 1991 00 NOT DISTURB" (110;202 Sq,Ft.)-i•/— 4 N� Tract 65 A gas F4 WAasr,x 91— — T 4d'v$_ ..r ._ N E AOfNT OF � BEGiHNfNG _._. CoWS0116010 tease � Parcel �leViSed 5r�—ilAl E �.icP• wFond Canaoildpted moose 1'.x1 hx N Y. tivuri L�a� Traot 56-------------- Y .. rr'rte+ \�r, FFf.elwt IImVLr L hrii 1 y Sulf.epe dse A9ieemenk --------------------------------- ___—__ -- --J�\ tea, T•5�� R.5W. Corner #1 Tract 64 Fnd, 2 1/2" 8C on I° rod up r',�, 1 r 1.2 US General Land Office TS .... Corner #3 Tract 53 R85W TR53 TR54 S2 1916" • _ _ f n Comer #2 Tract US S 88_ '08'48" E 2fi4 2 ' FND, 2 1/2 RC on 1 and up I.3 "U3 ° Genera( Land Office TOS R851V TR58 TR54 + (Basis of Baaring�-Assumed) This exhibit does not represent a TR53 2 30 ` Tract 54 monumented survey and is inlanded only to depict the attached pr9perty description, - 2MtL EAGLE COUNTY AIRPORT TRACTS 55 & 56 Township 5, South, Range 85 West, 6th P, M, UM Additional COARNG Unit HAATS Facliity, Eagle Coun#y, Colorado m im � LL o CL n � W i - U x o ¢ u� - W W CA W F J 0U Q W = � J C7 0 Q N W �.t 7) W H Q `E O i o N ad 0 1 " � 1 � z a s + '1' µ o +y a _ U� E W A,I x z - �o 071184.103.3.1000 Ally 16, 2410 EXHIBIT G Le0al Pro erty Deserli2tion Conso]Idatect Lease Suis-Parcol A pnreei of land being a portion ofTmels 55 and 56, of the SUPPLEMENTAL PLAT accepted by the General Land Office on Yune 6, 1923, lying in Scotion 3, Township 5 South, Range 85 rest oftlic Ga' Principal Meridian, County of Eagle, Stale of Colorado, being niore partfcularly desorikd as follows: COMMENCING at Corner #2 of said Tract 56, (a found 3 114" Aluminum Cap stamped "RAGILE COUNTY LS 13901 T5S R85 W 'I'R58 `1`R55 12 3 4 TR59 TR 56 1991 DO NOT DISTURB"); WHENCE Comer #2 of Tract 54, said SUPPlJ,1MRNl'AL-FLNj, (a found 2 tr„ Brass Cup stamped "US General Land Office TSS R85W'1W6 TR54 TR53 2 T) bears S74°26134" B a distana6 of X1166.63 feet; THENCE 875°38139"E a distance of 1109.06 reef to the POINT QE BEGMING; THENCE NO3'00'35"13 along the evsterly line of a 14.110 Acro-[-!- parnel of lana described in tlw FIRST AMENDMENT TO THE GROUND LEASE between #lie County of Eagle. State of Colorado (Davarlment of Mill tary Affairs), efreotive date, November 1, 2000 (Gnrecorded) a distance or 311.83 reet; THENCE S86°59'259$ along tho soullierly line and cxtenslon thereof of Sublease Psreel A, Book 493 at Page 504, recorded Octobev 20, 1958 in Eagle County Cierk ©rid Recorder's Office a distance of 285,03 feet, THR NCR 802°3712611 W along the cxWsion of the easterly Iine of Paixel C, said Book 493 at Page 504 a distance or262.02 feet; THENCE 89310911 VW along the extension of the southerly line of snid 14.110 Aorel-/- parcel of land a distance of 291.09 feet; to the POINT OF BEGINNING, Contnining 1.884 Acres, {$2,0561 square feet), more or less - BASIS OF BEARING for this description is tho line between said Corner i#2 of Teaot 54 (a found 2 V" Brnss Cap stamped "US (loncral Laird Office TSS R85W TR56TR54 TR53 2 3') and Garner !# l of said Traot 54 (a found i" rod with 2 Y3" Brass Cap stamped "KIS General Land Otlice T5S R85 W TR53 TR54 S2 1918). Said line, bears 588108'481% a distanoe of 2641.22 feet (assuniecl). - LE a' �pati4� Prepared by. Bate: ;7 r Niurla Mellor 14 �� •P.[��,2�}9 •IP For and on lishalf a Js; 9EYsi I — ng Group Exhibit G 1;1072618- LM- I IAMID aydUSWACOilLo 49C Pltrcel.l N N 1 of 1 7 �llElf EXHII1131T G (cont.) Legal EXHIBIT -A- G POINT OF COMMENCEMENT CONSOL€DATED LEASE Corner #2 Tmat 56 SUB—PARCEL AREA 3 1/4" AC °EAGLE COUNT`! LS 1JR01 M R85W TR58 TR55 1 2 3 4 TR59 1.884 Ac. TR56 1991 b4 NOT DJSTURB" (82,056 Sg,Ft.)+/ - r—_ _—___----------- y serf ­ racrt 9 1 � s3ntt Addit�Rat CaAS�G 111. I,Dmw Wj F[ *4J� ` �nsoltdA�e� Loose P4rcal e una to ° ,`' Aurcal [ r,r:d ve 1krr: tt, r, ury ` S 63' 09' Titact 66 i POINT OF i 4 BEGINNING --------- 1 --- —11 \� Surface Use A9reeme�t --------------- ------------- T4 -- Tom, num 4� Corner #1 Tract 54 r .+ 3L Fnd. 2 1/2' 13C an 1" rad up -y ••..... \ 1.2' "US General Land CfRce T5S R85W TR53 TR54 S2 1918" {xi��•' =- comer g3. Tract 53 .--..� �....... ____ Corder #2 Tract 54, „ FND, 2 1/2" 9C on 1" rad up 1.3' ,SDS S SB'O8 �1$ E ?G41.22'� G-eneral Land 4fflce T65 R85W TR66 TRS -} (B°54 of Bearing—Assurned) This uxhlbit does not represent a TR53 2 3" morlumehled survey and is intended only . ;. o , 2 O 4V It) dapict tho attached pmperly descriptlor). 1 1xh -scam. 'AI,U[35 L'RD m ?10, 071fat (.` DO PRWECT n0, pit m" pvm[ae oescnrn omw?t Jsk Llai£ 07/H6/14 S6U 1'6Z' JACOBS 707 17th $Wql, 5pftip 290, Llonwr Co Eo202 (su5+av a,eo r� tart v u-IM2 rci nwic r�Ca'4P1ar���s�r� �a taga� EAGLE COUNTY AIRPORT TRACTS 55 & 56 Township 5 South, Range 85 West, Gth P.M. Consolidated Loose Sub—Parcel HAAT-3 1 acllliy, Eagle County, Colorado 5: r er: . •.�. �: