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HomeMy Public PortalAbout2012_09_25_R108 Assignment of FBO Lease to ProJet AviationThe Town of Leesburg, 'Arginia PRESENTED: September 25, 2012 RESOLUTION NO. 2012 -108 ADOPTED: September 25, 2012 A RESOLUTION: ASSIGNMENT OF FIXED BASE OPERATOR LEASE AT LEESBURG EXECUTIVE AIRPORT FROM LANDMARK AVIATION TO PROJET AVIATION WHEREAS, the Town of Leesburg issues a Fixed Base Operator (FBO) lease to a private aviation company to provide services such as storage of aircraft, refueling, aircraft maintenance, and customer services at the Leesburg Executive Airport; and WHEREAS, the Town of Leesburg entered into a Fixed Base Operator Lease with American Beechcraft Company (now know as Landmark Aviation) that expires January 31, 2016; and WHEREAS, Landmark Aviation desires to be released from the Fixed Base Operator lease, and has reached agreement with ProJet Aviation to assume all terms and conditions of the lease; and WHEREAS, Town staff has completed its due diligence by evaluating ProJet Aviation's ability to perform the requirements of the lease, focusing on three main points as follows: (1) Understanding of the leases at the airport involving Landmark, ProJet, and Aviation Associates; (2) Financial capacity of ProJet to sustain all FBO operations as required by the lease; and (3) Accounting of funds owed to the Town by both Landmark Aviation and ProJet Aviation; and WHEREAS, Town staff has concluded that ProJet Aviation has the financial capability to sustain and manage all FBO operations at the airport, and that both Landmark Aviation and ProJet Aviation are current in all payments due to the Town of Leesburg; and -2- A RESOLUTION: ASSIGNMENT OF FIXED BASE OPERATOR LEASE AT LEESBURG EXECUTIVE AIRPORT FROM LANDMARK AVIATION TO PROJET AVIATION WHEREAS, Town Manager recommends approval of the assignment of the Fixed Based Operator lease at the Leesburg Executive Airport from Landmark Aviation to ProJet Aviation; and WHEREAS, Leesburg Airport Commission endorses the assignment of the Fixed Base Operator lease at the Leesburg Executive Airport from Landmark Aviation to ProJet Aviation. THEREFORE, RESOLVED by the Council of the Town of Leesburg in Virginia that the Town Manager is authorized to assign the Fixed Base Operator lease at the Leesburg Executive Airport from Landmark Aviation to ProJet Aviation in a form acceptable to the Town Attorney. Further that the assignment will not be effective until such time as all the parties have executed said assignment. PASSED this 25th day of September, 2012. Clerk of c'1 P: \Resolutions\2012 \0925 Assignment of FBO Lease at Airport.doc n C. Umstattd, Mayor Town of Leesburg LEASE ASSIGNMENT, ASSUMPTION AND CONSENT This LEASE ASSIGNMENT, ASSUMPTION, AND CONSENT (the "Assignment ") is made and entered into as of October 1, 2012, by and between Piedmont Hawthorne Aviation, LLC, a Delaware limited liability company ( "Seller ") ( "Assignor "), ProJet Aviation, LLC, a Virginia Limited Liability Company ( "Assignee ") and the Town of Leesburg, Virginia, a Virginia Municipal Corporation ( "Landlord "). WITNESSETH: WHEREAS, the Landlord and American Beechcraft Company, a Delaware corporation ( "ABC "), are parties to that certain Lease Agreement dated January 18, 1996 and the related Addendum dated June 18, 1996 ( "Lease" and attached as Exhibit A); WHEREAS, Piedmont Hawthorne Aviation, LLC is the successor in interest to ABC by virtue of a merger with ABC; and WHEREAS, Assignor desires by this instrument to assign all of its rights, interests, and obligations under the Lease to Assignee, and Assignee desires to assume all of Assignor's liabilities and obligations under the Lease, and Landlord desires to consent to such assignment and assumption, all upon the terms and conditions hereinafter set forth, NOW, THEREFORE, in consideration of the premises and mutual covenants and agreements contained herein, the parties agree as follows: 1. Assignment. Assignor hereby assigns, transfers and conveys unto Assignee all of Assignor's rights and interests under the Lease, and hereby assigns, transfers and conveys unto Assignee all of Assignor's obligations and liabilities under the Lease. 2. Assumption. Assignee hereby assumes and agrees to pay, discharge and perform in a full and timely manner all of Assignor's liabilities and obligations under the Lease. 3. Consent. Landlord hereby consents to the foregoing assignment and assumption, and releases Assignor from any liability or obligation under the Lease arising or incurred on or after the date of this Assignment. Landlord also hereby acknowledges, certifies and confirms to Assignee that: (1) Assignor and Landlord are all of the parties to the Lease; (ii) the Lease represents the entire understanding of the parties with respect to the matters that are the subject thereof, and, except as the same are modified pursuant to the documents attached as Exhibit A hereto, have not been amended or otherwise modified; (iii) Exhibit A is a true, correct and complete copy of the Lease, together with any and all amendments or modifications thereto, has been provided to Assignee; (iv) the Lease is in full force and effect in accordance with its terms, which terms have not been further modified; (v) Assignor has paid to Landlord all amounts due and payable under the Lease prior to the date hereof and has performed all non - monetary obligations under the Lease arising prior to the date hereof; (vi) to Landlord's knowledge, no defaults on behalf of either Assignor or Landlord have occurred and are continuing under the Lease, nor have any events occurred which with the giving of notice, the passage of time or both would constitute defaults under the Lease; (vii) there are no present charges, liens or claims of offset under the Lease; (viii) the address for notices to be sent to Landlord is as expressly set forth in the Lease, (ix) no other sums have been deposited with Landlord other than the security deposit as expressly set forth, as applicable, in each of the Lease; and (x) Landlord understands that the Lease covered by this assignment is being used by Assignee to secure a contingent liability to Assignor and that under certain circumstances Assignor may re- assume the obligations of these Lease. Landlord consents to both the use of these Lease as security and to the re- assignment back to Assignor should that eventuality occur. 4. F'iall force arr(I Effect. The Lease shall. continue in full force and effect except as modified herein. 5. Binding Effect. This Assignment shall be binding upon and shall inure to the benefit of Assignor. Assignee, Landlord. and their respective and perinitted successors and assigns forever. 6. Counterparts. This Assignment may be executed in any number of counterparts, each of which shall be deemed an original and all of which counterparts together shall constitute one agreement with the same effect as if the parties had signed the same signature page. IN WITNESS WHEREOF, the parties have hereunto set their hands and seals as of the day and year first written above. Piedmoyte" ,4Mrtye-P4 iation,._ LLC By: Name: rF. r(I t(o,,, .a.-�r�,tif� .C%�• Title: Pro.let ton, LC By: Name: -S Title: Town of Leesburg, Virginia Name: o k n u)e " (s _ Title: wn M u ✓1 F'