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Exhibit 10.51
THIS SUPPLEMENT SHALL NOT BE BINDING UPON
THE PORT AUTHORITY UNTIL DULY EXECUTED BY
AN EXECUTIVE OFFICER THEREOF AND DELIVERED
TO THE LESSEE BY AN AUTHORIZED REPRESENTATIVE
OF THE PORT AUTHORITY
Port Authority Lease No. ANA-041
Supplement No. 4
Facility: Newark International
Airport
SUPPLEMENTAL AGREEMENT
THIS SUPPLEMENTAL AGREEMENT, made as of March 1, 1993, by and between
THE PORT AUTHORITY OF NEW YORK AND NEW JERSEY (hereinafter called "the Port
Authority"), and FEDERAL EXPRESS CORPORATION (hereinafter called "the Lessee");
WITNESSETH, That
WHEREAS, the Port Authority and the Lessee as of October 1, 1983
entered into an agreement of lease (which agreement of lease, as the same has
been heretofore supplemented or amended, is hereinafter called "the Lease"),
covering certain premises, rights and privileges at and in respect to Newark
International Airport (hereinafter called "the Airport") as therein set forth;
and
WHEREAS, the Port Authority and the Lessee desire to amend the Lease in
certain respects as hereinafter provided;
NOW, THEREFORE, for and in consideration of the covenants and mutual
agreements herein contained, the Port Authority and the Lessee hereby agree,
effective as of March 1, 1993 unless otherwise stated, as follows:
1. (a) The Lessee, at its sole cost and expense, shall design
and perform the Construction Work, as defined in subparagraph (b) hereof, on
the premises and related construction work off the premises in accordance with
all the following terms and conditions.
(b) The work to be performed by the Lessee shall consist
generally of the following: (i) the construction on the premises of an
aircraft ramp with a ramp Taxilane FD, including
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the construction of an off-premises taxiway connection between Taxiway O and
the said new ramp Taxilane FD; (ii) the construction on the premises of a
flight line maintenance building consisting of approximately 1100 square feet;
(iii) in addition to the provisions of subparagraph (viii) of paragraph (a) of
Section 2 of the Lease, the construction and installation of further additions
and modifications to the Fuel System (as defined in Section 49A of the Lease),
including but not limited to, Distribution Facilities and Terminal Distribution
Units (as defined in Section 49A of the Lease) and underground pipelines, fuel
mains and stubs, said work to be located on and off the premises where required
to tie into the portion of the Fuel System located on the premises (all of the
foregoing work in this item [iii] being sometimes hereinafter called the
"Additional Fuel System work"); (iv) the construction of an off-premises
taxiway connection between the on-premises ramp Taxilane FE and Taxiway PC
currently under construction; the foregoing items (i), (ii) and (iii) being as
more fully set forth in Tenant Alteration Application NFE-38 previously
submitted by the Lessee to the Port Authority for Port Authority approval and
the plans and specifications forming a part thereof and the foregoing item (iv)
to be as more fully set forth in a further Tenant Alteration Application to be
submitted by the Lessee to the Port Authority for Port Authority approval and
the plans and specifications forming a part thereof, said Applications being
hereinafter collectively referred to as the "Applications"; all of the work set
forth in items (i), (ii), (iii) and (iv) being herein collectively referred to
as the "Construction Work."
(c) All of the Construction Work shall be performed in
accordance with and subject to all the terms and conditions of the Lease,
including but not limited to, all the terms and conditions of Paragraph 2 of
Supplement No. 3 to the Lease as if the same were set forth herein in full, and
the Applications and final plans and specifications as and when the same have
been approved by the Port Authority, and any conditions which may be set forth
therein or imposed by the General Manager of the Airport.
(d) All locations where the Construction Work is to be
performed shall be as specified in the Applications. Notwithstanding any
approval of the Applications and notwithstanding any reference therein to
various proposed property lines or to space occupied by the Lessee, it is
hereby understood and agreed that the areas upon which the Lessee shall perform
the off-premises portions of the Construction Work shall be areas at the
Airport which are not currently covered by any lease, permit or other agreement
relating to occupancy of said areas between the Lessee and the
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Port Authority. Without limiting the foregoing, the Lessee shall not and shall
not have the right to commence the Construction Work or any portion thereof
until and unless the respective Application covering the same has been approved
by the Port Authority and this Supplemental Agreement has been fully executed
and delivered to the Lessee by the Port Authority.
(e) The Lessee shall bear and pay any and all costs and
expenses for, related to or in connection with the Construction Work, both on
and off the premises, without any reimbursement or payment of any type from the
Port Authority.
(f) The Lessee shall stage and schedule the portions of
the Construction Work covering the off-premises taxiway connection to Taxiway
PC so as not to obstruct the aircraft using Cargo Building No. 155 from having
access to the aircraft ramp serving said Cargo Building.
(g) The Port Authority will assign one or more field
engineers to the Construction Work. The Lessee shall pay to the Port Authority
for the services of said engineers the sum of Four Hundred Forty Dollars and No
Cents ($440.00) for each day or part thereof that each such engineer is so
assigned.
(h) All portions of the Construction Work constructed by
the Lessee on the premises shall be and become part of the premises under the
Lease except for the Additional Fuel System Work, as hereinbefore defined,
which shall not be or become part of the premises under the Lease, it being
understood and agreed that the Additional Fuel System Work shall, upon
completion, be and become part of the Fuel System, as defined in Section 49A of
the lease and subject to all the terms and conditions of the lease. In
addition, the Lessee understands and agrees that the portions of the
Construction Work constructed off the premises shall not be or become a part of
the premises and that the portions of the Construction Work constituting the
off-premises taxiway connections (as described in items [i] and [iv] of
subparagraph [b] hereof) shall, upon completion, be and become a part of the
Public Aircraft facilities at the Airport.
(i) The Lessee shall substantially complete the
performance of that portion of the Construction Work set forth in item (iv) of
subparagraph (b) hereof no later than November 6, 1993, unless otherwise
permitted by the General Manager of the Airport.
2. (a) The Lessee hereby specifically acknowledges that this
Supplemental Agreement does not grant nor shall it be
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deemed to grant any rights whatsoever in the Lessee to lease any land from the
Port Authority or any interest in or right to use or occupy any area or areas
upon which the off-premises portions of the Construction work is performed,
other than as expressly provided in the Lease with respect to the premises
thereunder.
(b) Neither this Supplemental Agreement nor any work
performed hereunder shall or shall be deemed to alter, modify or affect in any
way whatsoever the terms. provisions, covenants and conditions of the Lease,
nor to grant to the lessee any right, claim or interest in the areas upon which
the off-premises portions of the Construction Work are performed.
3. This Supplemental Agreement does not constitute either party
the agent or representative of the other party for any purpose whatsoever, nor
shall any partnership or joint venture be deemed created hereby.
4. The Lessee represents and warrants that no broker has been
concerned in the negotiation of this Supplemental Agreement and that there is
no broker who is or may be entitled to be paid a commission in connection
therewith. The Lessee shall indemnify and save harmless the Port Authority of
and from any and all claims for commission or brokerage made by any and all
persons, firms or corporations whatsoever for services in connection with the
negotiation and execution of this Supplemental Agreement.
5. Neither the Commissioners of the Port Authority nor any of
them, nor any officer, agent or employee thereof, shall be charged personally
by the Lessee with any liability, or held liable to it under any term or
provision of this Supplemental Agreement, or because of its execution or
attempted execution or because of any breach thereof.
6. As hereby amended, all of the terms, covenants, provisions,
conditions and agreements of the Lease shall be and remain in full force and
effect.
7. This Supplemental Agreement and the Lease which it amends
constitute the entire agreement between the Port Authority and the Lessee on
the subject matter, and may not be changed, modified, discharged or extended
except by instrument in writing duly executed on behalf of both the Port
Authority and the Lessee. The Lessee agrees that no representations or
warranties shall be binding upon the Port Authority unless expressed in writing
in the Lease or this Supplemental Agreement.
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IN WITNESS WHEREOF, the Port Authority and the Lessee have executed
these presents as of the date first above written.
ATTEST: THE PORT AUTHORITY OF NEW YORK
AND NEW JERSEY
/s/ LAWRENCE L. HOFICLETER By /s/ GERALD P. FITZGERALD
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Assistant Secretary Deputy Director
(Title) of Aviation
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(Seal)
ATTEST: FEDERAL EXPRESS CORPORATION
/s/ SYBILLE S. NOBLE By /s/ GILBERT MOOK
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Assistant Secretary V.P. Properties
(Title) and Facilities
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(Corporate Seal)
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FORM XLD - Ack., N.J. 51380
STATE OF NEW YORK
ss.
COUNTY OF NEW YORK
On this 25 day of May, 1993, before me, the subscriber, a notary
public of New York, personally appeared Gerald P. Fitzgerald the Deputy
Director of Aviation of The Port Authority of New York and New Jersey, who I
am satisfied is the person who has signed the within instrument; and, I having
first made known to him the contents thereof, he did acknowledge that he
signed, sealed with the corporate seal and delivered the same as such officer
aforesaid and that the within instrument is the voluntary act and deed of such
corporation, made by virtue of the authority of its Board of Commissioners.
/s/ ROSE ANN GUDDEM
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(Notarial seal and stamp)
Term Expires June 30, 1993
STATE OF TENNESSEE
ss.
COUNTY OF SHELBY
On this 19th day of April, 1993, before me, the subscriber, a notary
public, personally appeared Gil Mook a Vice President of Federal Express
Corporation who I am satisfied is the person who has signed the within
instrument; and I having first made known to him the contents thereof, he did
acknowledge that he signed, sealed with the corporate seal and delivered the
same as such officer aforesaid and that the within instrument is the voluntary
act and deed of such corporation, made by virtue of the authority of its Board
of Directors.
/s/ VICKI L. SHIREY
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(Notarial seal and stamp)
My Commission Expires
September 21, 1993