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Home My WebLink AboutResolution No. 2015-013CITY OF THE COLONY, TEXAS RESOLUTION NO. 2015--0,-'?? A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS, AUTHORIZING THE MAYOR TO EXECUTE A SECOND AMENDMENT TO THE MARINE QUEST GROUNDLEASE, REAL PROPERTY, AND PERSONAL PROPERTY LEASE AGREEMENT BY AND BETWEEN THE CITY OF THE COLONY AND MARINE QUEST — HIDDEN COVE, L.P., FOR EXTENSION OF THE LEASE TERM; PROVIDING AN EFFECTIVE DATE NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS: Section 1. That the City Council of the City of The Colony, Texas, has duly reviewed and considered the Second Amendment to the Mar -tine Quest Groundlease, Real Property, and Personal Property Lease Agreement by and between the City of The Colony and MARINE QUEST — HIDDEN COVE, L.P., for the purpose of extending the lease term. Section 2. That this Second Amendment, attached hereto as Exhibit "A", is found to be acceptable and in the best interest of the City and its citizens, and the Mayor is hereby authorized to execute the Amendment on behalf of the City of The Colony, Texas, with the terms and conditions as stated therein. Section 3. That this resolution shall take effect immediately from and after its passage. PASSED AND APPROVED by the City Council of the City of The Colony, Texas, this 200' day of January, 2015. Jo 'McC`ouq,, Mayor pity of The Colony, Texas T. 4-14-t IA)xh-o. I sti6 Wilson, TRMC, City Secretary APPROVED AS TO FORM: Jeff Moore 'City Attorney MARINE UEST GROUNDLEASE,REAL PROPERTY AND PERSONAL PROPERTY LEASE AGREEMENT SECOND AMENDMENT This Second Amendment to the Groundlease, Real Property, and Personal Property Lease Agreement (hereinafter referred to as the "Second Amendment"), by and between the City of The Colony, Texas, a Texas home -rule municipality (hereinafter referred to as the "City") and Marine !guest — Hidden Cove, L.P., a Texas limited partnership (hereinafter referred to as "Lessee"), and each acting by and through their duly authorized representatives, agree as follows: WHEREAS, a lease was entered into on the 12`x' day of May, 2000, and replaced with lease on the 3`d day of July, 2008, by and between the U.S. Army Corps of Engineers, as lessor, and the City of The Colony, Texas, as lessee. This parcel. of land, herein sometimes referred to as the "Corps Leased premises," identified as Hidden Cove Park„ consists of 720- acres and has been leased from the Corps by City; and WHEREAS, on January 3, 2005, City entered into a sublease with Lessees, (hereinafter referred to as the "Original Lease") to lease a portion of said Corps Leased Premises so as to permit Lessees to construct and operate a multi -use recreational and service facility in accordance with an Original Development agreement on said acreage as shown on the site plan for the Leased Premises; and WHEREAS, on January 10, 2005, City and Lessee entered into a first Amendment concerning the Original Lease; and WHEREAS, Section 30.06 of the Original Lease provides for amendments to the Original Lease to be in writing and approved by the District Engineer; and WHEREAS, the parties now desire to amend the Original Lease to address the Lease Terra of the Original Lease. NOW THEREFORE, in consideration of the premises and the mutual covenants contained herein and other valuable consideration, the sufficiency and receipt of which are hereby acknowledged, the City and Lessee agree as follows: I M - The foregoing recitals are hereby incorporated into the body of this Second Amendment and shall be considered part of the mutual covenants, consideration and promises that bind the parties. SECTION 2. AMENDMENT TO ORIGINAL LEASE. (a) Amendment to Original Lease. That Section 1.01.1. of the Original Lease is amended to read as follows: "1. Initial Term, The term "Initial Term" shall mean a period beginning on the Lease Commencement Date and ending on May 1, 2035. However, the Initial Term shall be subject to the earlier termination of the Corps Lease and periodic modifications, renewals and/or extensions thereof." (b) Amendment to Original Lease. That Article 5, Section 5.01(3) of the Original Lease is repealed in its entirety. SECTION 3. MISCELLANEOUS PROVISIONS. The following miscellaneous provisions are a part of this Second Amendment: (a) Amendments. This Second Amendment, together with any related documents, constitutes the entire understanding and agreement of the parties as to the matters set forth in this Second Amendment. No alteration of or amendment to this Second Amendment shall be effective unless given in writing and signed by the party or parties sought to be charged or bound by the alteration or amendment. (h) Applicable Law and. Venue. This Second Amendment shall be governed by and construed in accordance with the laws of the State of Texas, and all obligations of the parties created hereunder are performable in Denton County, 'Texas. Venue for any action arising under this Second Arnendment shall lie in the state district courts of Denton County, Texas. (c) Assi nrg went. This Second Amendment may not be assigned without the express written consent of the other party. (d) Binding Obli agation. This Second Amendment shall become a binding obligation on the signatories upon execution by all signatories hereto. Each of the parties represents to the others that the individual or individuals executing this Second Amendment on their behalf has full authority to execute this Second Amendment and bind the party for whom he or she is signing. (e) Caption Headings. Caption headings in this Second Amendment are for convenience purposes only and are not to be used to interpret or define the provisions of the Second Amendment. (f) Construction. All of the terms, conditions, and obligations of the Original Lease remain in full force and effect except where specifically modified by this Second Amendment. Page 2 of (g) Counterparts. This Second Amendment may be executed in one or more counterparts, each of which shall be deemed an original and all of which shall constitute one and the same document. (h) Effective Date. The effective date (the "Effective Date") of this Second Amendment shall be the date of the latter to execute this Second Amendment by and between the City and Lessee. (1) Governmental Functions. The parties acknowledge and agree that this Second Amendment arises out of and is entered into for the express purpose of providing the following governmental functions: public parks and recreational facilities, consistent with and as defined in. Sections 101.0215(a)(13) and (23) of the Texas Civil Practices and Remedies Code, as amended. Notice. Any notice or other communication required or permitted by this Second Amendment (hereinafter referred to as the "Notice") is effective when in writing and (i) personally delivered either by facsimile (with electronic information and a mailed copy to follow) or by hand or (ii) three (3) days after notice is deposited with the U.S. Postal Service, postage prepaid, certified with return receipt requested, and addressed as follows: If intended for the City, to The City of The Colony, Texas Attn: City Manager 6800 Main Street The Colony, Texas 75056 Facsimile (972) 624-2298 If intended for Lessee, to Marine Quest — Hidden Cove, L.P Attn: Marcel. Bosworth 507 E. Dallas Road Grapevine, Texas 76051 With copy to: Mr. Jeff Moore Brown & Hofmeister, LLP 740 East Campbell Road, 4800 Richardson, Texas 75081 Facsimile (214) 747-6111 With copy to: Mr. Sam Burke Wood, Thacker & Weatherly, P.C. 400 W. Oak Street, Suite 310 Denton, Texas 76201 (k) Severability. If a court of competent jurisdiction finds any provision of this Second Amendment to be invalid or unenforceable as to any person or circumstance, such finding shall not render that provision invalid or unenforceable as to any other persons or circumstances. If feasible, any such offending provision shall be deemed to be modified to be within the limits of enforceability or validity; however, if the offending provision cannot be so modified, it shall be stricken and all other provisions of this Second Amendment in all other respects shall remain valid and enforceable. (1) Time is of the Essence. Time is of the essence in the performance of this Second Amendment. Page 3 of 5 CITY: CITY OF THE COLONY, TEXAS A Texas home -rule municipality By: ATTESTz, Joe M�C'Co6y, Mayor/ I'M 1 City Secretary. Jeff Moore,/City Attorney CITY'S ACKNOWLEDGMENT STATE OF TEXAS § COUNTY OF MENTON § This instrument was acknowledged before me on the } day of 2015, by Joe MeCourry, Mayor of the City of The Colony, Texas, a Texas h -rule muni0pality, on behalf of said municipality. Notary Public, Stto of Texas AMY RIUKANA My Gomftssion�on Expires a nuary ry 8 8, 200 117 A f 1Z a�;Q ki LESSEE: MARINE QUEST _.. HIDDEN COVE, L.P., a Texas limited partnership By: Marine west, Inc., it Cameral Partner By:w� Nnne: / Title: . Date Signed: kFq i K0 163 " STATE. OF TERAS § § COUNTY OF �. § This instrument was acknowledged before me on tb�.W� day of ,' k .E l' , 2015, by. O �__ � V� � , { � � � �� the .. _.p , < of Marine oast, Inc., being the General Partner of Marine Guest Hidden Cove, L.P., a Texas limited partnership; .for_.and on behalf of said limited partnership.° H M py Votary Public State of Texas SARA° w NNo hada/ Pubfi z f Texas a 9 d 20'x'7 ...Imwnprp.Jar Page 5 of 5