HomeMy Public PortalAbout1997_05_21_R119 The Town of
Leesburg,
Virginia
RESOLUTION NO.
A RESOLUTION:
PRESENTED May 21, i997
97-119 ADOPTED }lay 21, 1997
AUTHORIZING THE ASSIGNMENT OF THE GROUND LEASE
BETWEEN THE TOWN OF LEESBURG AND AEROVEST, 1NC. TO AAI,
AND COLLATERAL ASSIGNMENT OF THE GROUND LEASE AND
FBO OPERATING AGREEMENT TO LENDER AND EXECUTION OF
ESTOPPLEL CERTIFICATE, CONSENT AND RECOGNITION
AGEEMENT
WHEREAS, the Town of Leesburg entered into a Deed of Lease and Operating Agreement
(Lease) on August 25, 1987, with Janelle Aviation, Inc. which was subsequently assigned on
October 12, 1988 to Aviation Associates, L.P., and amended by First Amendment to Deed of Lease
and Operating Agreement dated October 12, 1988 and to Aerovest, Inc. on February 11, 1992, and
amended by Second Amendment to Deed of Lease and Operating Agreement dated October 12,
1993 for the development of approximately 2.4 acres of land at the Leesburg Municipal Airport; and
WHEREAS, American Beechcraft Company (ABC) has been subleasing hangar and office
space from Aerovest, Inc. pursuant to a certain lease agreement dated November 25 1991 and
assigned December 30, 1991 (Page Lease); and
WHEREAS, Aerovest, Inc. granted to ABC the option to purchase all of Aerovest's right,
title and interest in the lease agreement and agreed that ABC would be permitted to construct hangar
and office facilities on additional land that had been added to Aerovest Inc.'s leased premises
pursuant to a Lease Purchase Agreement dated August 1, 1993 (Option Agreement); and
WHEREAS, ABC and the Town are parties to a certain Lease Agreement dated January 18,
1996 (FBO Agreement) for providing fixed base operater (FBO) services at the Leesburg Municipal
Airport.
-2-
RESOLUTION:
AUTHORIZING THE ASSIGNMENT OF THE GROUND LEASE
BETWEEN THE TOWN OF LEESBURG AND AEROVEST, INC. TO AA/,
AND COLLATERAL ASSIGNMENT OF THE GROUND LEASE AND
FBO OPERATING AGREEMENT TO LENDER AND EXECUTION OF
ESTOPPLEL CERTIFICATE, CONSENT AND RECOGNITION
AGEEMENT
WHEREAS, ABC has constructed a 19,030 square foot Corporate Hangar on the additional
land and intends to exercise its option to purchase all Aerovest's rights and interest in the lease
agreement; and
WHEREAS, American Aviation Investors, LLP (AAI) is a limited liability partnership
formed specifically for the purpose of constructing the Corporate Hangar and acquiring the rights
and interest in the lease agreement between the Town and Aerovest, Inc.; and
WHEREAS, AAI is an affiliate of ABC, having as its partners Frank W. Hulse IV (100%
owner of ABC) and Michael Fitzgerald (President of ABC); and
WHEREAS, Mr. Hulse and Mr Fitzgerald own 80% and 20%, respectively, of AAI; and
WHEREAS, AAI is financing the purchase of the Page Lease and the Option Agreement
through Jefferson National Bank (Lender); and
WHEREAS, the Lender desires approval of the assignment of the Lease to AAI and a
collateral assignment to the Lender of the FBO Agreement and Lease; and
WHEREAS, Aerovest Inc. has the right to assign the Lease in accordance with Section 1 of
Article XVII of the agreement and ABC has the right to assign the FBO Agreement with prior
approval of the Town; and
WHEREAS, the Town Council has approval authority of any assignment of the Lease and
the FBO Agreement:
-3-
RESOLUTION: AUTHORIZING THE ASSIGNMENT OF THE GROUND LEASE
BETWEEN THE TOWN OF LEESBURG AND AEROVEST, INC. TO AAI,
AND COLLATERAL ASSIGNMENT OF THE GROUND LEASE AND
FBO OPERATING AGREEMENT TO LENDER AND EXECUTION OF
ESTOPPLEL CERTIFICATE, CONSENT AND RECOGNITION
AGEEMENT
THEREFORE RESOLVED by the Council of the Town of Leesburg in Virginia as follows:
SECTION I. The Town Council authorizes the assignment of the Lease to American
Aviation Investors, LLP.
SECTION II. The Town Council authorizes a collateral assignement of the Lease and the
FBO Agreement to Lender.
SECTION 17II. The Town Council authorizes the Mayor to execute the Estoppel Certificate,
Consent and Recognition Agreement between the Town and Lender.
PASSED this 21 s t day of ~4ay ,1997.
ATTEST:
Clerk of Council
. Clem, Mayor
of Leesburg