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CONTRACT
THE STATE OF TEXAS § � �
COUNTY OF TARRANT §
WHEREAS, on November 9, 1964, the City of Fort Worth ("City") and the Kimbell Art
Foundation ("Foundation"), a Texas non-profit corporation, entered into an agreement ("Original
Agreement") recorded under Clerk's File No. 82054 in the Real Property Records of Tarrant
County, Texas;
WHEREAS, the Original Agreement granted the Foundation an exclusive right to use
certain real property ("Land") in Fort Worth, Tarrant County, Texas, owned by the City and
described as follows:
A portion of land out of all that certain lot, tract or parcel of land conveyed to the
City of Fort Worth February 28, 1936, by the K: M. Van Zandt Land Company,
recorded in Volume 1281, at page 499, Deed Records of Tarrant County, Texas,
and being more particularly described by metes and bounds as follows:
Commencing at a point of intersection of the east property line of Arch
Adams and the south property line of Camp Bowie Boulevard; thence south 0
degrees 03 minutes west 64.00 feet; thence north 89 degrees 57 minutes west
90.96 feet to the point of beginning;
Thence south 0 degrees 03 minutes west a distance of 808.08 feet to a
point for corner, said course being parallel to and a distance of 20 feet from the
west curb line of Arch Adams;
Thence north 89 degrees 57 minutes west a distance of 627.8 feet to a
point for corner; said course being parallel to and a distance of 20 feet from the
north curb line of West Lancaster Avenue;
Thence north 0 degrees 03 minutes east a distance of 486.6 feet to a point
for corner, said course being parallel to and a distance of 20 feet from the east
curb line of Will Rogers Drive West;
Thence north 62 degrees 56 minutes east a distance of 705.32 feet to the
point of beginning, said course being parallel to and a distance of 20 feet from the
south curb line of Camp Bowie Boulevard, and containing 9.33 acres more or
less.
194853-9
WHEREAS, as required by the Original Agreement, the Foundation has constructed a
building ("Building") to house a museum ("Museum") on the Land which is used for the public
exhibition of paintings and other objects of art owned by the Foundation ("Permanent
Collection") and for the public exhibition of other paintings and objects of art;
WHEREAS, the City has complied with its obligations under the Original Agreement by
closing a portion of Will Rogers Road East to traffic and by delivering possession of its interest
in the Land to the Foundation;
WHEREAS, the Foundation has complied with all of its obligations under the Original
Agreement by reimbursing the City for the construction of street improvements associated with
construction of the Building, by contracting for and paying all design and construction expenses
for the Building and related improvements, and by operating the Building and the Museum, at
the Foundation's own expense, on an "open to the public" basis;
WHEREAS, the Building and the Museum have received world-wide recognition and
have been of great benefit to the City, its citizens, and to the general public; and
WHEREAS, the City and the Foundation now desire to amend and restate the Original
Agreement to clarify and amend certain terms and provisions of the Original Agreement;
NOW, THEREFORE, the City and Foundation agree to amend and restate the Original
Agreement in its entirety as set forth as follows in this agreement ("Agreement"):
1. The City hereby grants to the Foundation for the period of its corporate existence,
as extended by renewals and revivifications, the exclusive right to use, without rent or other cost,
the City's interest in the Land for so long as the Foundation complies with the conditions
hereinafter set forth.
2. The Foundation shall maintain and operate the Building and Museum, at the
Foundation's sole cost and expense, on an "open to the public" basis. As used herein, the term
194853 9.DOC 2
"the public" shall include, without limitation, all residents of the City and Tarrant County. The
Foundation may, however, close the Building and the Museum from time to time as necessary
for the repair, maintenance, expansion, or rebuilding of the Building and the Museum, for
preparation for special events, and for any other reason related to the convenient administration
of the Museum. The Foundation may modify, expand, repair, and replace any and all
landscaping, trees, shrubbery and improvements on the Land, at the Foundation's sole cost and
expense, in the Foundation's sole discretion, with a view to enhancing the overall beauty and
mutual appropriateness of cultural facilities in the vicinity of the Will Rogers buildings as long
as such activities are directly related or ancillary to the use of the Land for art museum, art
education, or related administrative purposes.
3. - The Foundation may, without City approval, establish an entry fee or fees to any
special exhibition of works of art or to the Building other than for a special exhibition; provided,
that such entry fee or fees must not exceed an amount reasonably calculated to cover the
Museum's operating expenses, maintenance and upkeep, replacement of objects of art, and
necessary salaries, wages, and other overhead. The Foundation shall, upon request from the
City, make available for inspection by the City an operating statement for the fiscal year in
which any fee is charged to verify that the Museum is not being operated for a profit.
4. The Foundation has the sole authority to operate all parking facilities on or within
the Land for the benefit of the Museum staff and the public and to charge reasonable fees for use
of such facilities.
5. The City acknowledges that the Museum, its contents, the Building, and the
Permanent Collection are owned by the Foundation, and the City has no right, title, or interest in
the Museum, its contents, the Building, or the Permanent Collection. Except as provided in
paragraph 2 hereof, if the Foundation should cease to operate the Museum for the public
194833 9.DOC 3
exhibition of paintings or other objects of art, then the City may, after giving the Foundation
written notice of its intention to do so, terminate the Foundation's interest in the Land and require
the Foundation, at its expense, to remove the Building and to restore the Land substantially to its
original condition. Notwithstanding the foregoing, the Foundation may cure such default by
resuming operation of the Museum within six (6) months after receipt of the written notice from
the City.
6. In the event the Foundation is disturbed in its exclusive use of the Land, or in the
event the possession and free use thereof for museum and art institute purposes is impaired or
restricted, the Foundation, at its option, shall be free to remove the Building, the Museum and all
contents thereof from the Land and to retain full and complete title to and possession thereof. In
the event the Foundation exercises such option, the Land will be restored by the Foundation
substantially to its original condition and the Land, to the extent of the City's interest in the
Land, shall revert to the City.
7. Notwithstanding the other terms and conditions of this Agreement, the City and
the Foundation, on behalf of itself and its successors and assigns, expressly agree that the
Permanent Collection will remain in perpetuity within the corporate boundaries of the City of
Fort Worth and/or Tarrant County and available for public exhibition; provided, however, that
the Foundation may, from time to time in its reasonable discretion, temporarily remove all or any
portion of the Permanent Collection from public display, or temporarily transfer all or any
portion of the Permanent Collection to a location outside the corporate limits of the City of Fort
Worth and/or Tarrant County. For example, but not by way of limitation, if the Building is
damaged by casualty or otherwise requires material alteration or renovation, the Foundation
temporarily may remove the Permanent Collection from public display or make arrangements for
the storage or viewing of the Permanent Collection outside the corporate limits of the City of
194853_9.DOC 4
Fort Worth and/or Tarrant County until such time as the Building is ready to reopen. Also by
example, the Foundation temporarily may arrange for all or a portion of the Permanent
Collection to be part of a traveling exhibition; or temporarily to displace all or a portion of the
Permanent Collection in order to display in the Building works loaned by another museum or
institution. This covenant and agreement by the Foundation shall constitute the consideration
paid by the Foundation to the City of Fort Worth for the Foundation's past and future use of said
Land.
8. If for any reason any provision of this Agreement is held or deemed to be illegal,
invalid, or unenforceable, that circumstance will not have the effect of rendering any of the other
provisions of this Agreement illegal, invalid, or unenforceable. In such event, the parties shall
endeavor to amend each such provision so as to remove the illegality, invalidity, or
unenforceable effect of each such provision while giving effect to the intent of the parties as
expressed in this Agreement. If any provision of this Agreement is still held or deemed to be
illegal, invalid, or unenforceable, then the applicable or corresponding provision or provisions of
the Original Agreement shall be operative ab initio to the extent necessary to effect a legal, valid
and enforceable agreement. If this Agreement in its entirety is held or deemed to be illegal,
invalid, or unenforceable, then the Original Agreement 'shall be operative ab initio.
9. As used in this Agreement, the term Foundation shall include any successor
nonprofit organization selected by the Foundation's Board of Directors and approved by the City
to operate a museum or art institute upon the Land under the terms contained herein. The
Foundation may, upon selecting such successor nonprofit organization, assign all of its right, title
and interest in this Agreement to such successor nonprofit entity by written agreement.
10. The City and the Foundation acknowledge and agree that on September 5, 1956,
the Mayor of the City of Fort Worth executed a deed on behalf of the City purporting to transfer
194853_9.DOC 5
to Tarrant County an undivided one-third interest in a 2.445 acre tract of land located within the
9.33 acre tract described hereinabove. The execution of such deed was in anticipation of the
construction and operation of the proposed new City-County Health Center on the subject 2.445
acre tract. Subsequently, the City and Tarrant County agreed to relocate the proposed City-
County Health Center to another site, thus enabling the City to preserve the 2.445 acre tract for
future cultural and entertainment development, and to ultimately enter into the Original
Agreement with the Kimbell Art Foundation for the construction and operation of the Museum
on the described 9.33 acre tract.
Accordingly, Tarrant County, as a condition precedent to the effectiveness of this
amended and restated Agreement, has consented to the terms and conditions contained herein,
which consent is more particularly set forth below.
11. This Agreement may be recorded in the Real Property Records of Tarrant County,
Texas.
194853_9.DOC 6
f
The City and the Foundation have executed this Agreement this day of
jj�aold , 2000.
CITY OF FORT WORTH, TEXAS
By: ( (f-U_La.� owl�.
Mayor
ATT
EST:
CITY OF FORT WORTH. TEXAS
City Secretary S � ��
By:
APPROVED AS TO
FO AND LEGALITY City Manager
F7
City Attorney
KIMBELL ART FOUNDATION,
_ /0�9 ryU a Texas non-profs corporation
contract Authorization
By:
__4_64_7 C _76f_4a_�
Name: Ka w C I fir tsa,.
Date Its: PC I &-'&
Pursuant to an Order adopted by the Commissioners Court of Tarrant County, Texas at a
regularly scheduled meeting, the County hereby consents to the above-referenced Agreement, it
being understood that the County is not joining as a party thereto, but rather agrees not to disturb
the Foundation's use of the Land for so long as the Museum is open to the public in accordance
with the covenants and subject to the limitations set forth in the Agreement.
TARRANT COUNTY,TEXAS
1
County Judge %
COUNTERS! NED:
Co13n*y derk
(Commissioners Curt Seal)
194853 9.DOC 7
STATE OF TEXAS §
COUNTY OF TARRANT §
This instrument was acknowledged before me on the �day of2000,
by Kenneth Barr, Mayor of the City of Fort Worth, Texas, a municipal corpo tion of the State
of Texas and a home rule city, on behalf of said City.
Notary Publi in and for the State of Texas
7M.A R DAVIS
Notary PWflc Printe ame of Notary
STATE OF TEXAS
9�(OWF My Comm. Exp. 11/(42/2002 Notary's commission expires:_ l/-d,Z
STATE OF TEXAS §
COUNTY OF TARRANT §
This instrument was acknowledged before me on the J day of 4u cl1A;t 2000,
by— K Qyr C �rf5b _,_ ���5, C�of\t- on behalf of said
Foundation.
Notary Public in d for the State of Texas
!'/-'I I-Q,2 C 1 ill a I I4 r P
Printed Name of N6tary
Notary's commission expires:
194853_9.DOC 8
STATE OF TEXAS §
COUNTY OF TARRANT §
This instrument was acknowledged before me on the --S day of 2000,
by Tom Vandergriff, County Judge of the County of Tarrant, Texas, on behalf of s County.
Notary Public in and for the State of Texas
C, RHODEN Printed Name of Notary
i votary Public
r S 4TH 6TEXAS
r9r } ,-.,,, 2 2alzool No commission expires:
AFTER RECORDING RETURN TO:
R. Daniel Settle, Jr.
Kelly, Hart & Hallman, P.C.
201 Main Street, Suite 2500
Fort Worth, Texas 76102
194853 9.DOC 9
STATE OF TEXAS §
COUNTY OF TARRANT §
Tirtru^- c cIcn 'ses,Oed before me on thday of
2000, by-Rei , City Manager of the City of Fort Worth, Texas, a nicipal
corporation of the State of Texas and a home rule city, on behalf of said Cit .
Notary Public in an o the State of Texas
OCI,1e
Printed Name of Notary
Notary's commission expires: -0�1
.►�y SARAH JANE ODLE
NOTARY PUBLIC
*, State of Texas
Comm.Exp.01-29-2002
10
City of Fort Worth, Texas
"agor rind Council communicalflon
DATE REFERENCE NUMBER LOG NAME PAGE
8/15/00 L-12870 12ART 1 of 2
SUBJECT AMENDMENT TO LEASE AGREEMENT BETWEEN THE CITY OF FORT WORTH
AND THE KIMBELL ART FOUNDATION
RECOMMENDATION:
It is recommended that the City Council authorize the City Manager to execute the attached
amendment to the lease agreement between the City of Fort Worth and the Kimbell Art Foundation
containing the changes described herein below.
DISCUSSION:
In 1964, the City of Fort Worth and the Kimbell Art Foundation (Foundation) entered into a lease
agreement providing for the construction and operation of the Kimbell Art Museum (Museum) on City
property bounded by Lancaster Avenue, Will Rogers Drive West, Camp Bowie Boulevard and Arch
Adams. The Foundation has now requested that the lease agreement be amended as follows:
• Term: The lease agreement will continue to allow the Foundation, for the period of its corporate
existence, to use the land without payment of rent for as long as the Foundation complies with the
terms of the agreement.
• Public Viewing: The amended lease will require the Foundation to continue operating the Museum
on an "open to the public basis", but allows the Foundation to close the building as necessary for
repair, maintenance, expansion, rebuilding, preparation for special events, or for any other reasons
convenient to the administration of the Museum.
• Admission Fees: The Foundation may, without City approval, establish fees for special exhibits and
for the Permanent Collection. (The 1964 agreement required City Council approval of the amount
of any admission fees.) The admission fees may not exceed an amount reasonably calculated to
cover the Museum's operating expenses, maintenance and upkeep, replacement of objects of art,
and necessary salaries, wages and overhead. The Foundation shall file an annual operating
statement with the City Council to verify that the Museum is not being operated for a profit.
• Default Provision: The proposed amendment provides that if the Foundation should cease to
operate the Museum for the public exhibition of paintings and other art, then the City may terminate
the Foundation's interest in the land and require the Foundation to remove the building and to
restore the land to its original condition. (The amendment removes the 1964 provision that if the
Foundation fails to maintain or operate the Museum in accordance with the terms thereof, or upon
termination of the corporate existence of the Foundation, then ownership of the Museum and its
contents, including the Permanent Collection, shall revert to and become the property of the City,
subject to the City's obligation to continue to operate the Museum for the public exhibition of art.)
F
City of Fort Worth, Texas
"floor And coundl Communication
DATE REFERENCE NUMBER I LOG NAME PAGE
8/15/00 L-12870 12ART 2 of 2
SUBJECT AMENDMENT TO LEASE AGREEMENT BETWEEN THE CITY OF FORT WORTH
AND THE KIMBELL ART FOUNDATION
• Ownership of the Building. Museum and Permanent Collection: Under the proposed amendment,
the City acknowledges that the Museum, its contents, the building and the Permanent Collection are
owned by the Foundation, and that the City has no right, title, or interest in such.
• Location of Permanent Collection: At the City's request, the amendment provides that the
Permanent Collection (Collection) will remain in perpetuity within the corporate boundaries of Fort
Worth and/or Tarrant County and available for public exhibition; provided, however, that the
Foundation may, from time to time, temporarily remove all or any portion of the Collection from
public display, or temporarily transfer all or any portion of the Collection to a location outside of Fort
Worth and/or Tarrant County, for reasons such as for renovation of the Museum building or to be
part of a traveling exhibition.
• Parking: The amended lease agreement will allow the Foundation to operate all parking facilities on
the Museum property and to charge reasonable parking fees. (The amendment removes from the
1964 Agreement the provision allowing persons going to the Will Rogers Coliseum and Auditorium
to have free use of the Museum parking areas.)
• Landscaping: The amended lease will allow the Foundation to modify, expand, repair and replace
landscaping and improvements as long as they are reasonably related to the use of the land for an
art museum, for art education, or for related administrative purposes.
• Assignment: The amended lease provides that the Foundation may assign the lease agreement to
a successor nonprofit organization approved by the City.
FISCAL INFORMATION/CERTIFICATION:
The Finance Director certifies that this action does not require the expenditure of City funds.
CB:k
Submitted for City Manager's FUND ACCOUNT CENTER AMOUNT CITY SECRETARY
Office by: (to)
Charles Boswell 8511 APPROVED COUNCIL
`�(�(�
Originating Department Head: CITY "' IL
David Yett 7606 (from) AUG 15 2000
Additional Information Contact:
Q Secretary of the
David Yett 7606 City of Fort Waith,Teta