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HomeMy WebLinkAboutO-1966-732 ;e, . . . . . . e v" ORDINANCE ,NO. ?,.s~ AN ORDINANCE AUTHORIZING AND DIRECTING THE MAYOR AND THE CITY CLERK OF THE CITY OF LA PORTE FOR AND ON BEHALF OF THE. CITY ,OF LA PORTE TO EXECUTE AND TO AFFIX THE SEAL OF THE CITY TO AN '~yREEMENT OF LEASE BETWEEN THE CITY, AS LESSOR,' AND HOU-PORT AVIATION, INC.,.AS LESSEE, FOR A pERIOD OF TEN YEARS, BEG INNING ON THE 15TH DAY OF JANUARY, 1966, AND ENDING ON THE 14TH DAY OF JANUARY, 1976, WITH OPTIONS FOR RENEWALS ,FOR THE LEASE OF A PORTION OF THE CITY OF LA PORTE MUNICIPAL AIRPORT, TOGETHER WITH THE, RIGHT TO USE APPURTENANT FACILITIES THEREAT, ACCORDING TO THE TERMS, PROVISIONS AND CONDITIONS CONTAINED IN SAID AGREEMENT, A COpy OF WHICH IS ATTACHED HERETO AND MADE A PART HEREOF; PROVIDING A SAVINGS CLAUSE; AND PROVIDING AN EFFECTIVE DATE OF THIS ORDINANCE. WHEREAS, HOU~PORT AVIATION, INC., a Texas corporation, desires to lease an additional portion of the City of La Porte Municipal Airport; and WHEREAS, the CITY OF LA PORTE has agreed with the said HOU-P~RT'AVIATION, INC., upon the terms, conditions, and agree- ments of a lease for a period of ten (10) years, with options for renewal thereof, as therein provided; NOW, THEREFORE, BE IT ORDAINED BY THE CITY COMMISSION OF THE CITY OF LA PORTE" TEXAS: Section 1. . . . . That the Mayor and the City Clerk of the City of La Porte, Texae, be, and they are hereby authorized and directed to execute for and on behalf of said City an agreement of lease with Hou~Port .Aviation, Inc., for a period of ten (10) years, beginning Janu~y 15, 1966, and ending January 14, 1976, with options for renewal, for the lease of 'a portion of the City of La Porte Municipal Airport, according to the terms, provisions, and conditions contained in such agreement, a copy of which is attached hereto, incorporated by reference heI'ein, and made a part hereof for all purposes. Section,2. If any section, paragraph, clause, or sentence shall be declared void and unenforceable or unconstitu- tional, it is hereby declared to be the intention of the Commission .~ that the remainder of such Ordinance shall remain in full force and effect. q:. . . . -2- Section 3. This Ordinance shall take effect and be . in force from and after its passage and approval. PASSED AND APPROVED this the 3rd day of January, 1966. ATTEST: ".. ~rn(~~ ~r~~ eye er, 0 he i y of La Porte, "',' Texas ~ "-. . . .' . .'. .~' e . . . THE STATE OF TEXAS COUNTY OF HARRIS I KNOW ALL MEN BY THESE PRESENTS: This agreement of lease, made the 15th day of January, 1966, by and between the CITY OF LA PORTE, a municipal corpora- tion, Harris County; Texas, hereinafter called LESSOR, and HOU-PORTAVIATION, INC., a Texas corporation, acting herein by its duly authorized officers, hereinafter called LESSEE, WIT NE SSE T H: ,WHEREAS, LESSOR and LESSEE entered into that certain agreement of lease, dated the lOth day of February, 1947, as subsequently amended by an agreement between LESSOR and LESSEE, dated the 2nd day of M~ch, 1956, and as further subsequently amended by an agreement between LESSOR and LESSEE, dated the 1st day of January, 1966; and WHEREAS, LESSEE is desirous of leasing an additional tract at said Airport from LESSOR: NOW~ THEREFORE, the parties hereto, for and in considera- tion of the premises, and the rents, covenants and agreements contained herein, agree as~follows: I. This agreement, when executed by the parties hereto, shall be in addition to, and shall in no manner affect the obligations of the parties hereto in that certain agreement between LESSOR and LESSEE, dated the 1st day of January, 1966, and shall not be deeme.d an exercise of any of the options contained in Paragraph III thereof. II. LESSOR hereby leases and rents to LESSEE, the following described portion of the City of La Porte Municipal Airport, here- inafterreferred to simply as "Airport", the boundaries of said leased portion being as shown on a surveyor's plat thereof, . attached hereto as IIExhibit A", incorporated by reference herein, and made a part hereof'for all purposes, and being more particularly described by metes and bounds, as follows, to-wit: . . e e e . -2- BEGINNING for reference at a 5/8" iron rod in the North right-of-way line of Spencer Highway~ said point being South 8~o 33' East a distance of 1~562.18 feet from the.Southwest corner of the La Porte Municipal Airport~ said point being also the Southeast corner of a 12.2334 acre tract under lease to Hou-Port Aviation~ Inc.; THENCE North 00 27' EastJ 200 feet along the East line of the 12.2334 acre tract to the point of beginning of this tract; THENCE North 00 27' East,J 209.43 feet along the East line of said 12.2334 acre tract to a point for corner; THENCE South 890 33' East~ 52 feet to a point for corner; THENCE South 00 27' West~ 209.43 feet to a point for corner; THENCE NOrth 890 33' West~ 52 feet to the POINT OF BEGINNING; and containing 0.250 acres of landJ more or less. III. This lease is made subject'to all of the termsJ agree- ments and conditions contained in that certain Deed from the United States of America~ acting by and through War Assets Administrator~ grantorJ to the City of La Porte~ a municipal corporation~ grantee~ which Deed is dated the 4th day of June~ 1947~ and is recorded in the office of the County Clerk of Harris County~ Texas~ under County Clerk's File No. 433082. Reference to such deed is here made for all purposes~ and such deed~ and all of the covenants~ termsJ agreements and conditions therein contained~ are hereby incorporated by reference herein~ as fully as though contained herein. LESSOR covenants to keep the grass at the City of La Porte Municipal Airport regularly mowed; to maintain the runways; and to do and perform any and all. things necessary to maintain the City of La Porte Municipal Airport in a manner to conform to the requirements of the Federal Aviation Agency specifications~ and to keep said Airport on the Federal Aviation Agency approved list. e . . -3- IV. This lease is also subject to all Federal and State statutes and administrative regulations touching upon aviation, to the extent that they affect the City of La Porte Municipal Airport and LESSEE'S operations, and LESSOR and LESSEE each covenant to abide by all such statutes and administrative regulations. V. This lease is for the non-exclusive use of the La Porte Municipal Airport by LESSEE, such non-exclusive use to be in 'tit common with other. authorized users thereof. LESSEE shall have full and unrestricted access to and egress from the demised premises and the said Airport, and between the premises and the Airport, for LESSEE, aircraft operated by LESSEE, its employees, passengers, guests, patrons, invitees, suppliers of materials, and furnishers of service; its or their equipment, vehicles, machinery and other property, without charge to or on said employees, passengers, guests, patrons, invitees, suppliers of materials and fu~nishers of service, or their said equipment, vehicles, machinery, or other property, and without charge to LESSEE, except as in this instrument expressly provided for. e VI. e LESSEE shall have the right to maintain on said field and within the limits above described, an F.A.A. certified training school, and to carryon commercial air activities such as a charter plane service for both cargo and passengers, sight- seeing tours" repair and maintenance shops for aircraft, sale of aircraft" storage of aircraft" and the like; and, for carrying on these activities, it is understood and agreed that LESSEE shall have a right to all necessary use of all landing strips for the take-off and landing of aircraft. VII. The term of this lease is for a period of ten (10) years" beginning on the 15th day of January, 1966, and ending -- e /::iii ~ - -4- on the 14th day of January~ 1976; provided~ however~ that LESSOR does give and grant to LESSEE the option to renew this lease on said premises for an additional term of fifteen (15) years from and after the 14th day of January~ 1976~ at an annual rental of Two Hundred Seventeen Dollars and Eighty Cents ($217.80)~ and LESSEE shall also have the option to renew said lease for a second fifteen (15) year period at an annual rental of Two Hundred Seventeen Dollars and Eighty Cents ($217.80). LESSEE shall exer- cise said option(s) by giving LESSOR written notice of its intention to renew not less than sixty (60) days prior to the e.- expiration of the existing lease or renewal thereof. 'upon the expiration date of this lease or any renewal or extension hereofj no notice to quit possession shall be necessary, and LESSEE covenants to peaceably surrender possession of the premises to LESSOR on that date. VIII. As rent for the use and occupancy of the leased premises~ LESSEE hereby agrees, binds and obligates itself to pay unto LESSOR the sum of Two Thousand One Hundred Seventy~eight Dollars ($2~178.00), which shall be payable in annual installments as follows: e The sum ,of Two Hundred Seventeen Dollars and Eighty Cents ($217.80~ shall be paid in cash upon'execution of this. lease; The sum of Two Hundred Seventeen Dollars and Eighty Cents ($217.80) shall be paid annually in advance~ on the 15th day of January~ 1967, and thereafter on the 15th day of January of each and every succeeding calendar year~ through and including an annual installment which shall be due and ~ayable on or before the 15th day of January~ 1975~ each of which said annual installments herein shall be in the sum of Two Hundred Seventeen Dollars and Eighty Cents ($217.80). In the event of the exercise by LESSEE of the options I , to extend the terms of ,this lease, the annual rental shall be payable in the same manner as herein provided. .. IX. Failure to pay anyone or more installments of rent when due; or within ten (10) days after the same shall become e e . -5- duel shall terminate this leasel at the option of the LESSOR. X. LESSEE shall have the right to sell or a ssign this leaseJ or to sub-let the leased premisesJ or any part thereofl provided that LESSEE shall remain liable and responsible to LESSOR for the payment of all rentals to become due under this leaseJ and for the performance of all of the termsJ conditions and agreements herein contained. XI. LESSEE shall have the further right to erect any and 4Il. all buildings and structures on that portion of the airfield hereinabove described as may be necessary for the conduct of its businessJ provided that such bUildings and structures do not interfere with the operation of the field. XII. 4Il No buildings or other structures shall be placed by LESSEE nearer than two hundred ,( 200) feet to any runway. The LESSOR shall not construct or placeJ or permit to be constructed or placedl any.building or structure nearer than two hundred (200) feet to said runways. All hangars and other buildings or struc- tures erected or placed on the hereinabove described property by LESSEE shall be new and of modern design and conform.in appearance to those buildings and structures now located on said airfield. The LESSOR shall require any other parties to whom it may grant a lease to construct hangars and other buildings and structures of suitable design and to conform in appearance to those struc- tures placed by LESSEE. XIII. No exclusive rights are granted to LESSEE to use the said Airport and ,the LESSOR reserves the right to make leases of portions of said Airport' to other partiesl subject to the 4It provisions of Paragraphs XVIII and XIX hereof. . e e e e e -6- XIV. Said airfield is a municipal airportJ under the control and direction of the LESSOR. The LESSOR shall make no use of said airfield which would substantially impair the opera- tions of the LESSEE. xv. LESSEE agrees to obtain and maintain at his sole cost and expenseJ public liability insurance and property damage. insurance on the leased premises to protect:LESSOR and LESSEE against all loss,or damage from the claims of all persons who may be in or on these premises by the invitationJ consent or sufferance of LESSEE. -Such public liability insurance shall have minimum bodily injury limits of One Hundred Thousand Dollars ($lOOJOOO) for each persongand Three Hundred Thousand Dollars ($300JOOO) for each accidentJ and property damage limits of One Hundred Thousand Dollars ($lOOJOOO) for each accident with respect to any accident occurring on the leased premises. LESSEE shall furnish LESSOR certificates of all insurance coverage. XVI. LESSEE shall use due care and diligence in all activities and operations on the premises and the. AirportJ and will indemnify and save LESSOR harmless from any liabilitiesJ 10ssJ costs or other expense of an~ natureJ caused solely by any negligence of LESSEE or any employee or agent of LESSEE and without the contributory negligence' of LESSOR. LESSOR shall give LESSEE immediate notice of any matter covered hereby and shall forward to LESSEE every demand, noticeJ summons or other process received in any claim or legal proceeding covered hereby. XVII. In case of bankruptcy or insolvency on the part of LESSEEJ or in case of any receiver being appointed to take charge of. the propertYJ or any portion of the property of LESSEE, in or upon the premises hereby leasedJ then and in such event the e e . ,., -7- LESSOR may" at its option" declare this lease to be terminated or forfeited by the LE~SEE; an~ LESSOR shall be entitled in such event to the immediate possession of such premises and no re- ceiver" trustee in bankruptcy" or assigns for the benefit, 'of creditors shall acquire in any such case any of the rights of the LESSEE hereunder; the landlord's lien" however" in such event" shall not cease and the liability of the LESSEE for the damages on account of .any breach of any obligation to be performed by the LESSEE under the terms of this lease shall continue and remain in full force and effect. e ___ J XVIII. LESSOR covenants and agrees not to hereafter enter into e: ~ny lease" contract" or agreement" or any re-negotiation of any existing leases" with any other party with respect to the Airport" containing more favorable terms than this lease or to grant to any other operator rights" privil~ges or concessions with respect to the Airport which are not accorded to LESSEE hereunder" unless the same rights" privileges and concessions are concurrently and a,utomatically made available to LESSEE; provided" however" in no event shall any future leases call for a rental less than two (2) cents per square foot. It is understood and ,::agreed that the intent of the parties in this paragraph is to provide that LESSEE shall not be put at a competitive disadvantage with any other operator through any action of LESSOR in granting to any other operator rights" privileges or concessions which have not been granted to LESSEE or terms and 'conditions more favorable than those enjoyed by LESSEE. For the p~rposes of the application of this clause to future agreements by LESSOR" the rental terms under this agree- ment are computed on the basis of Eight Hundred Seventy-one Dollars and Twenty Cents ($871.20) per acre" or the rate of two . cents (2~) per square foot. e e . -8- XIX. 'In the event that LESSOR shall hereafter enter into any agreement with any third party for the leasing of premises at the Airport, before the termination of LESSEE'S rights under this paragraph as hereinafter provided, LESSOR shall give LESSEE immediate written notice of such written agreement, and shall provide LESSEE with a conformed copy of such agreement. LESSOR hereby grants to LESSEE an option, which shall remain effective for the period of time, hereinafter provided, to become LESSOR'S assignee of any such third party lease agreements. LESSEE shall tit have a period of fifte~n (15) days from and after the receipt by LESSEE of such written notice and conformed copy of agreement, within which to exercise said option, by giving written notice to LESSOR of its agreement to become LESSOR'S assignee of said lease agreement with said party, and thereby become bound bY,the terms, conditions, and covenants therein contained; provided, however, .' that LES~OR shall'be bound by the provisions of the immediately preceding paragraph hereof, in negotiating any such third party lease agreement. In the event of the exercise by LESSEE of the option(s) in this paragraph granted, to become LESSOR'S assignee of any such lease agreement with any such third party, LESSEE shall be deemed to have exercised the options which were granted to LESSEE herein, in that certain agreement of lease between LESSOR and LESSEE herein, dated the 1st day of January, 1966, wherein LESSOR granted to LESSEE an option to lease, upon the terms therein stated, not to exceed an additional twenty (20) acres from the then unleased"portion of the La Porte Municipal Airport, and LESSEE*S rights under such option agreement, shall be reduced pro tanto. LESSEE'S rights under this paragraph shall be cumulative, u~til such time as LESSEE shall have had an opportunity to become the assignee on additional third-party leases by LESSOR, on a total of twenty (20) acres from and out of the La Porte Municipal Airport,.whether or not LESSEE shall '. ~~ e .' .: e e e -9- have exercised said opti-on(s) on anyone (1) or more, or all of said third'-party leasesJ at which time the rights and options granted to LESSEE under this paragraph shall terminate; providedJ howeverJ LESSEE'S rights hereunder shall in any event terminate on December 31J 1985.In the event of the exercise by LESSEE of any of the options contained in this paragraphJ LESSOR obligates itself to execute and deliver to LESSEEJ a proper assignment of , I I'. any such third-party lease. Nothing herein contained shall obligate LESSEE to become the assignee of LESSORJ on any of LESSOR'S subsequent third-party lease agreements of premises at the AirportJ but LESSEE shall merely have the option to become such assigneeJ as herein provided. Any refusal by LESSEE to become the assignee of ,any of LESSOR'S third party lease agree- ments.shall be deemed a-release by LESSEE of any rights which it may then have under Paragraph III of that certain agreement between LESSOR and LESSEEJ dated January lJ 1966J to lease the area described in any such third-party lease. xx. Failure on the part of the LESSEE to perform any of the termsJ agreementsJ conditions and covenants imposed by this lease shallJ at the option of the LESSORJ cancel the lease and all rights of LESSEE shall be thereupon terminated and all buildings and permanent improvements placed on said Airport by LESSEE shall become the property or the LESSOR; provided, howeverJ LESSEE shall have sixt~ (60) days written notice from LESSOR in which to correct any default before cancellation, except that no notice shall be required for failure to pay any installment of rental'as herein provided. In the event that LESSEE fails to correct any such default during such sixty (60) day periodJ LESSORJ its agents or attorneysJ shall have the right to re-enter and remove all persons therefrom without being deemed guilty of any manner of trespass and without prejUdice to any remedies for arrears of rent or breach of. covenantJ or LESSORJ its agents or attorneys, may resume possession of the premises and re-let the . e .. -10- same for tne remainder o~ the term for the best rental it may obtain~ for account'of LESSEEI which shall make good any deficiency. In addition to all buildings and permanent improve- ments placed on said Airport by LESSEE becoming the property of the LESSOR~ LESSOR shall have a lien as security for the rent aforesaid upon all the improvementsl additionsl equipment and other personal property which LE~SOR may place on and in the leased premises. The failUre of the LESSOR to insist in anyone or more instances upon performance of any of the terms or conditions of this lease shall not be construed as a waiver or relinquishment ~, of the future performance of any such term or condition. This agreement of lease is in addition to that certain agreement of leasel between the parties heretol dated January 11 19661 reference to which is here made for all purposesl and the provisions of that agreement and this agreement of lease are cumulative. Any failure on the part of either party to perform any of the termsl ~~greementsl and covenants imposed by one .' lease~ shall likewise constitute a default by said party of the other agreement of lease, and the non-defaulting party may, at its election, rely upon and invoke the provisions of the defaulted lease~ and in addition, the provisions of the other lease, establishing its rights in the event of defaultl in addition to any remedies said non-defaulting party may have under the lawl it being the intention of the parties hereto that their obliga- tions under said leases shall be deemed and construea~ as cumulative~ rather than severable. XXI. Upon the termination of this leasel and any extensions thereof under the options herein expressly provided (which termination is not by reason of failure on the part of the LESSEE to perform any of the termsl agreements, conditions and covenants ~ imposed by this lease), it is understood and agreed between the parties that their rightsl as to any permanent improvements erected on the field by LESSEE, shall be as follows: '. . . -.- . e -11- Any permanent improvements erected on the leased premises by LESSEE shall be the property of LESSEE. It is further agreed that LESSOR shall have a first option to purchase said improvements from LESSEE. For the purpose of arriving at the value of such improvements for sale purposes, LESSEE and LESSOR shall each select an arbiter, and such two arbiters shall select a third, and such three arbiters shall 0agree upon a purchase-sale price for said improvements. If LESSOR does not exercise its option to purchase said improvements, LESSEE shall have the right to sell said improvements to other parties. Any expenses incident ,to the conduct of such arbitration shall be borne equally by LESSEE and LESSOR. XXII. LESSOR covenants that LESSOR has good right and lawful authority to execute this Lease, that throughout the term hereof LESSEE shall have, hold and enjoy peaceful and uninterrupted possession of all of the Premises and Airport rights herein and hereby leased and granted, subject always to the payment of the rent and the performance of the covenants; as herein provided to be paid and performed by'LESSEE. :XXIII. Notices provided for in this Lease shall be sufficient if sent by registered mail, postage prepaid, addressed, if to LESSOR, to the City of La Porte, Attention: Mayor, La Porte, Texas; and,'i! to LESSEE, to Mr. A. W. Wadsworth, President, Hou-Port Aviation, Inc., La Porte, Texas, or to such other respective addresses as the parties may designate in writing from time to time. XXIV . All references herein contained to LESSOR and to LESSEE, shall be deemed to include the successors, assigns, and legal representatives of each. ~ ~~.:-::;. l:o.l /.', '. ATTE~6T'':!; . , .' ' ,:\.;) . '" ..) . ~ .", "',~ "', - ~ .p . . e -12- IN WITNESS WHEREOF, the parties hereto have hereunto signed and sealed this ihstrument in several duplicate originals, this the 1" '3...t_ day of January, 1966. .: c.._ ';"' CITY OF LA PORTE <'} OJ, I ~J: . ._...~ ,/., :;q : , . , By: ~,., .A~~" ~if~~~L Y C er ..... .- ~~'::-~~~~.'~: '"'. .~"Q /~~" ~~:. ." {~, ~ . .~ ". ~ HOU_PORT~,AVIATION' INC. r J ,. ....- By: ~ Pres en ""';~' ~ ,""- : .". ~ ~~ ~~o"" . ' - .,:;0- .- "". ....... , ..dO'O! I~~I -.., .~-,~ '.... AdOOI ~' . ~ !; .-- , e J ) Adb::>', ...', ,- O~:ElX': i.~.. . "i~" ;"", ,',I j ~~:~~)::.):.." ~" . ;' ~ ;,. "~ ~' ;'J , ...1 . . . ~ <,"j .'1\...... ,-;1..;' ....". . ;~~;~.; ~:~ .: . ~. "' .' , ..:~ ...-, , . '.. .... f .. ..,:.' '-::.=:. . " ," . .....;... , ,:~"'.. ,.' .. "~'" , . I. I' .' ':.-::.... '.' ......: .':,..... -::. , , ~, r- .:.. .~:.::: ... II '#~:(.... ~\~\ , ;..... . " ,.-,- ., . SCAJ.',e: ,"= /(>0' .s 89. 33~ ~SZ' ~. . . , . ,~ I , I ", , Jt " I " ~ " ,I , , ~ 5~Z. /tS' SPENCER, , , , "" 'I;} ~ ~ '~ "'- ~ () " ~ , ~ ~ a) ~ ~ '" ~ <:) If) HOU-PORT AV1ATlON IN 0.250 AC.RE - \...U~E. AREA . . ." .. ...... ......... ....1 ...........:\ . i..:- :: :.. ,..': )"r I' lillo',',!: ,.'J" ::.: . . 11,1 ..... ~ \.... .1.... ...... " I':: . I:: :.,:', .~ ~., ;.. ,I G:'~:: /.- .~ ~Il:' I~ . ......,:_.~.:;,..... ...'-.. "............... .\-.. """'" ,; ~ .. C ~ ~, "- ~ , . ~ ", ~ ':' , . '\ - ---- .- , ~8" ;,-"" /?"..; "HIGHWAY,' '. , ..,n~" ~ .If 1. t '.,.'...,,"'.... '. .'.- d'IlI1l!' en ,.{~ "-1~ l/GIV' t/.i":,u'D i'~"";;r' .~NI.t1' ',It I. "11.:JI""'l-' tS G!4 ,n 10:, f:" . ~ t211'~ ~,:;' ':ii~',!'!" . 0 II t;I~(1 \ou. I ......-.=.a.~..___......_~ . D.Llh.~~R~91.!~tl~'7_.;5.. 1.", 0(;" u, /if r .~ 'P~"~' ,13327 ~/f:! ,; ..,~ ""NF' I S1'f..~~'~ ~>.: ~( ". .' .... Ol!~~ q.;,'1 ....... "'; '.... ~dn ()HA~........ ~\~"""""..: ' " .. PLAT OF ~'i ,. ~ Ii I~ I~ I' HOU- PORT AVIATION, ~_' : 0.250 AC.RE.- LE~5E.. AREA. LI\ PORTE. MUN\CI PAL AlRPORT C\TYOF LA .PORTE LA PORTE, Te.X.A.5 I CITY OlF Lft~ ,[:.~:~~ :~'.. DRAWN BY:' 1-1. e..L ENGJN~!:':F~INc.; OE:Fl'':~,;'t;', ' DAT.E.: 12-Z'3-~'5 lJ\ ?O~TE, TC..t'~ 0, i; i' !! I; " J .,. '.: j. , ., !".,,: j'>' ,:, '"fr",J' ,:,.j ,: , '; ;i" '; . ,,' A .;" 1':t . e e -' " :~ . . . RESOLUTION as IT RESOLVED ~1 the Bo~d ot D1r.0ctQra of Hcuq~~t Aviat1coi) In.oo~ that: Wl-mimM" th1l.18 Corporation as tesses'p &nd tM City ot U 'OF'~(!l~ U ~D18o;tuli tillte~4 into tha!.t ca~tain agr~~milent of leQlaJ@" ~t~d th~ 10th dQ~ or '@bru~y, 1947g me eubB0qu~ntly a~nd~d by mn ~GG~nt bettseQ1Ii\ thiS Oo~oi!'ation and thG Oity ot Lti POXOt0J) de.t0d tho and 0llll.1 ot r~chli 1956" mn4 talS tut'tber enlibeequentlJ~mQllld~d bY' mn IDS~~0mGnt b~tw~$rt this covpo~etlon Qrtd the City of LQ P~te~ d$t~d thIS lat iClml of JG\nu4r'Y.ll 1966B and ~ASp tbis Co~p@~at1on ~1sbes to acquirG ~n aeditional : .traot at ea~c1 A1~o~t from blUe 01tJ of La fagot" 8 I NO~. ~OUJl BE IT RESOLVED that this cOrpQl,I'af~ion ~nt~w into thmtce~tain S$~@Q$Qnt of lem$eg a copy ot ~hich is ,~ttaobtad M~~to and_de . p~tbel!'($otp wltb the Cltf of Lo Portal :~ ..~~13I0rDOn tha t<el'l'U.o ~onditlonsD and oov~nant$ tM~(Elin con... iMl.in~dB Slnci sa IT FURTDJit R1S0LUD tbat tb$ If'es1dGlnt &nal S~erfJt~J SJD$ IMlItlhoX"is$d Otmc1 d~cted ~o 6~@cuteD IiJlsn.o att$st too Sli(3ninr& .ot 11 ond. mtt12 tl!!a $0al of tb,ie C,Qrporation to all leg&l gnd other> 61ocu~ntfJ~ ~natw\B.ll!lt'l $t24t'JritinsS.":$Yid do ~hQteveX" illil 9~opet' .m~d nGc@~aat, to effeot. the execution Of the afore.mid 1~Q00 roi~b ~~e 01 ty of La ltort$ p $fil LcslllmO:fl CI ""- -?.~ .' ~. " --,,",, , . , ::;.=- ~~~ ~ >.of ~ . .. . e -2- THE STATE OF TEXAS COUNTY OF HARRIS I We" A. W. WADSWORTH" President" and HERMAN WRIGHT" Secretary" of HOU-PORT AVIATION" INC." a Texas corporation, do hereby certify that the Resolution" a copy of which is above set out" was duly adopted and passed by the Board of Directors of said Corporation, at a special meeting of said Board of Directors held at the office 9~ 3 day of of said Corporation on the '6 c: , 19 _. IN WITNESS WHEREOF" we have hereunto signed our names and affixed the seal 9~ "3 day of of said corporation" on this , 1961... .... - ~ ... ' ,0;. ~ By.: J THE STATE OF TEXAS I BEFORE ME" the undersigned authority" on this, day personally appeared A. W. WADSWORTH" President" and HERMAN WRIGHT, Secretary" of HOU-PORT AVIATION" INC." a Texas corporation" known to me to be the persons and officers whose names' are subscribed to the foregoing instruments" and acknowledged to me that the same was the act of the said HOU-PORT AVIATION, INC." a corporation" that they were duly authorized to, perform the same by appropriate resolution of the Board of Directors of such corporation" and that they executed the same as the act of said corporation for the purposes and consideration therein expressed, and in the capacities therein stated. COUNTY OF HARRIS GIVEN UNDER my hand and seal of office" this the .~~~ day of OL9/9/.-/<4~ ./ , 196~. N~bt#f(~nd for Harris County" Texas ,,'