HomeMy WebLinkAboutContract 48114 RECEIVED C1Ty SECRETAW
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AUG 2 42016 LEASE AGREEMENT ACT No. qglj
G EORTWOOM WITH
MRT
UNITED COMMUNITY CENTERS, INC.
THIS LEASE AGREEMENT ("Agreement") is made and entered into by and
between the CITY OF FORT WORTH, a Texas municipal corporation ("City"), acting
herein by and through Jesus Chapa, its duly authorized Assistant City Manager, and the
UNITED COMMUNITY CENTERS, INC., a Texas nonprofit corporation ("UCC"),
acting by and through its officers duly authorized by its Board of Directors.
RECITALS
WHEREAS, in order to serve its citizens of the City with a facility for
recreation, meeting space and other traditional and progressive recreational and
community service programs, the City constructed a community center on City-owned
property located at 951 Evans Avenue ("Property"); and
WHEREAS, the City has recognized the long experience and expertise of the
UCC in conducting programs for families at its facilities in the City of Fort Worth
providing recreational and character-building programs for adults and youth; and
WHEREAS, the residents of the City will derive substantial benefits from the
activities and programs to be provided and conducted by the UCC for City's residents at
the Facility; and
WHEREAS, it is the mutual desire of the City and the UCC that the Facility be
occupied and managed by UCC for the primary use of offering and conducting of
community-based programming at no cost to the City as contemplated by this Agreement
and in accordance with its terms and conditions;
NOW THEREFORE, in consideration of the covenants and agreements
contained in this Agreement,the City and UCC hereby agree as follows:
ARTICLE 1. LEASE OF LEASED PREMISES
In consideration of the mutual terms and covenants of this Agreement, and other
good and valuable consideration, City demises and leases to UCC, and UCC leases from
City, (a) the Property, as legally described on Exhibit "A" attached to this Agreement,
and (b) any buildings and improvements on the Property or to be constructed on the
Property (the "Facility"). The Property and Facility are collectively referred to as the
"Leased Premises". This Agreement is subject to all existing easements for public roads,
highways, public utilities, pipelines and electrical transmission lines or any other
easements of record.
OFFICIAL RECORD
UCC Bethlehem CITY SECRETARY
Page 1
FT.WORTHY TX
ARTICLE 2. LEASE TERM
2.01 Initial Term. The initial term of this Agreement ("Initial Term") shall
commence upon August 22, 2016 ("Commencement Date"), and shall continue for a
period of thirty(30)years from the date of acceptance by UCC.
2.02 Renewal Term. Subject to City Council approval, UCC may renew the
lease for two additional twelve (12) year terms (each being a"Renewal Term") by giving
written notice to City of such intent by the end of the twenty-fifth (25th) year of the initial
term and by the end of the seventh year of the first Renewal Term.
2.03 Holdover Tenancy. Unless terminated earlier by either party pursuant to
a right hereunder, this Agreement will expire without further notice when the Initial Term
and any properly exercised Renewal Term ("Expiration") expires. Any holding over by
UCC after the Expiration will not constitute a renewal of the Agreement or give UCC any
rights under the Agreement in or to the Leased Premises, except as a tenant at will.
ARTICLE 3. USE OF LEASED PREMISES
3.01 Primary Use of Leased Premises. UCC acknowledges that the primary use
of the Leased Premises is to benefit low and moderate income citizens of Fort Worth.
UCC agrees to meet the National Objective of activities benefiting low and moderate
income individuals, and to maintain full documentation supporting fulfillment of the
National Objective in its files. The National Objective is promulgated by the United
States Department of Housing and Urban Development (HUD) when awarding
Community Development Block Grants (CDBG). The National Objective for the Facility
is Limited Clientele as defined in 24 CFR Part 570.208(a)(2) and
documentation/recordkeeping requirements are attached hereto as Exhibits `B" and "C"
(collectively, the "CDBG Requirement"), UCC understands and agrees that the failure to
meet the attached Performance Measures is an event of default that could result in
termination of this Lease pursuant to Article 11. UCC shall provide requested
information and reports to City quarterly relating to the National Objective and the use of
the Leased Premises.
UCC shall keep copies of all such documentation for five (5) years after the termination
of this Agreement.
UCC understands and agrees that it is subject to monitoring by City for
compliance with terms and provisions of this Agreement and the CDBG Requirements
and City, HUD, HUD Office of Inspector General, and the United States Comptroller
General and other federal agencies (collectively, the "Monitoring Parties") shall have the
right to review, access, monitor and audit any and all of UCC's records related to this
Agreement during the Initial Term and the Renewal Term, and for five (5) years after the
termination or Expiration of this Agreement.
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Representatives of the Monitoring Parties shall have access during regular business
hours,upon 48 hours prior notice, to UCC's offices and records pertaining to the use of
the CDBG Requirements, and to UCC's officers, directors, agents, employees,
contractors, subcontractors and vendors for the purpose of such monitoring.
In addition to other provisions of this Agreement regarding frequency of monitoring,
City reserves the right to perform desk reviews or on-site monitoring of UCC's
compliance with the terms and conditions of this Agreement. City shall provide UCC with
a written report of the monitor's findings after each monitoring visit. If the monitoring
report notes deficiencies in UCC's performance, the report shall include requirements for
the timely correction of said deficiencies by UCC. Failure by UCC to take the action
specified in the monitoring report may be cause for suspension or termination of this
Agreement asprovided herein.
Agency shall provide City annually the results of any state or federal monitoring.
Such results shall be submitted within 60 days of receipt of such state or federal
monitoring report.
This Section 3.01 shall survive the termination or Expiration of this Lease
Agreement.
3.02 General Use of Leased Premises. UCC may use the Leased Premises
only for the purpose of operating the Facility to offer, conduct and operate recreation,
wellness, and youth and family programs and related activities, and for no other purpose
without the prior written consent of City. The City has the right to monitor use of the
building at any point in time during the lease term. UCC shall commence operating the
Facility for the public within five (5) business days of the Commencement Date. UCC
shall have the Facility open for activities and meetings for not less than forty-five (45)
hours per week, unless otherwise agreed to in writing by the parties. City reserves the
right to use meeting space in the Facility one time per month. UCC shall utilize the
City's Community Center fee waiver policy for City use of the Facility, provided that the
City agrees to pay UCC the customary rental fees for use of the Facility at any time when
the Facility is normally closed. Scheduling will be coordinated through UCC to prevent
conflict with regularly scheduled programs of UCC.
3.03 Illegal Use Not Permitted. UCC may not use any part of the Leased
Premises for any use or purpose that violates any applicable law, regulation, or ordinance
of the United States, the State of Texas, the County of Tarrant, or the City of Fort Worth,
or other lawful authority with jurisdiction over the Leased Premises.
3.04 No Hazardous Materials. Under no circumstances during the term of this
Lease will UCC use or cause to be used on the Leased Premises any hazardous or toxic
substances or materials, or store or dispose of any such substances or materials on the
Leased Premises, other than de minimis quantities of household cleaning materials and
office supplies use in the ordinary course of UCC's operations and that are used, kept and
disposed of in compliance with applicable law
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3.05 Condition of Leased Premises. UCC taking possession of the Leased
Premises shall mean that UCC accepts the Leased Premises in their present condition,
finds them suitable for the purposes intended, and further acknowledges that it is
thoroughly familiar with such condition by reason of a personal inspection and does not
rely on any representations by City as to the condition of the Leased Premises or their
suitability for the purposes intended, subject, however, to (i) the City's maintenance,
repair and correction obligations as provided in this Agreement, (ii) prompt correction by
the City of defects in equipment, materials and workmanship brought to the City's
attention in writing within one year from the Commencement Date, and (iii) City's
express warranties as provided below. UCC accepts the property herein described subject
to all previous recorded easements, if any, that may have been granted on, along, over,
under or across said property, and releases City from any and all damages, claims for
damages, loss or liabilities that may be caused to all invitees, licensees, or trespassers by
reason of the exercise of such rights or privileges granted in said easements. City
warrants to UCC that to the best of the knowledge of the City's Property Management
Facilities Manager the Facility, as of the Commencement Date, has been constructed and
completed in compliance with all applicable laws, ordinances, codes and regulations
including, by way of example only, the City Building and Fire Codes and the Americans
with Disabilities Act. City will at its expense promptly repair and correct in a good and
workmanlike fashion all items and work required to comply with its express warranties.
Notwithstanding anything herein to the contrary, the parties acknowledge that the
Improvements listed on Exhibit "E" are items still to be completed by City.
3.06 Zoning, Restrictions and other laws. The Leased Premises are subject to
any statement of facts which an accurate survey or physical inspection might show, all
zoning, restrictions, regulations, rulings and ordinances, building restrictions, and other
laws and restrictions now in effect or hereafter adopted by any governmental authority
having jurisdiction.
3.07 Fees. When deemed necessary by the Board of Directors of UCC to defray
costs of special activities, and provided UCC is in compliance with meeting the National
Objective as set forth in Section 3.01 and CDBG real property regulations at 24 CFR Part
570.505 and at 24 CFR Part 570.200(b)(2) regarding reasonable fees, fees may be
imposed for participation in programs and activities conducted by UCC at or from the
Leased Premises and/or for use of the Facility. Fees for memberships and programs
shall be priced in accordance with fees established by UCC for community centers of
similar size and amenities located in the City of Fort Worth and consistent with UCC's
goal to permit participation by all socio-economic groups. All membership fees to Fort
Worth residents using the Facility shall be discounted by an amount no less than ten
percent (10%) of the then-current membership fees solely for the Facility. Schedule of
fees must be provided to City quarterly with other HUD required reports. Fees shall be
approved by City; approval shall not be unreasonably withheld. Should UCC charge for
services provided throughout or access to the Leased Premises, these fees shall only be
used for the operation of the Facility, unless approved by the City in writing prior to use
of the fees for other expenses.
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3.08 Janitorial Services and Housekeeping. UCC, at its sole cost and expense,
shall provide daily janitorial and custodial service for the Leased Premises. The
cleanliness of the Leased Premises will meet or exceed the Facility Cleanliness Standards
prescribed by the City or as required by state or local ordinances applicable to the Leased
Premises. For the term of this Agreement, UCC will employ or subcontract for
housekeeping staff whose function shall be daily in-house tasks related to routine and
emergency cleanups, room or facilities preparation, minor repairs and other routine
functions associated with programs and building operations. UCC shall pay the full cost
of contracted services and the total salary and any applicable fringe benefits of said
employee(s).
3.09 Inspections. City shall conduct periodic inspections of the Leased
Premises to insure that fire, safety and sanitation regulations and other provisions
contained herein or in the City Code are being adhered to by UCC. City shall notify
UCC of its findings, specifying any items needing attention. Failure to conduct any
inspections shall not operate as a waiver of City's right to conduct such inspections and
shall not be considered a default of the terms of this Agreement.
3.10 Fire Code Inspections. UCC will permit City's Fire Marshal or his or her
authorized agents to inspect the Leased Premises and UCC and City will comply with all
requirements of the Fire Marshal or his or her authorized agents that are necessary to
bring the Leased Premises into compliance with City of Fort Worth Fire Code and
Building Code provisions regarding fire safety, as such provisions exist or may hereafter
be amended subject to City's maintenance and repair obligations under Article 5 below.
UCC shall maintain in proper condition accessible fire extinguishers of a number and
type approved by the Fire Marshal or his or her authorized agents for the particular
hazard involved.
3.11 Ownership of Equipment and Furniture. No City funds shall be used to
acquire equipment and furniture to be used by UCC in operation of the facility and its
programming/service activities. UCC shall own all equipment and furniture purchased
by it for delivery of such programming. UCC, at its sole cost and expense shall be
responsible for repair and/or replacement of said furniture and equipment during the term
of the Agreement.
3.12 Ownership of Building and Fixtures. City shall own the Facility and all
fixtures attached thereto. The Facility and any other buildings, improvements, additions,
alterations, and fixtures (except furniture, movable equipment, and trade fixtures)
constructed, placed, or maintained on any part of the Leased Premises during the Term
are considered part of the real property of the Leased Premises and must remain on the
Leased Premises and title to all permanent improvements on the Leased Premises shall
vest in City.
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ARTICLE 4. RENT
4.01 Rent for Initial Term. Rent for the Initial Term is One Thousand Dollars
and 00/100 ($1,000.00) per year, for a total rental amount of Thirty Thousand Dollars and
00/100 ($30,000.00) for the Initial Term ("Total Rental Amount"). City acknowledges
the receipt of the advance payment of the Total Rental Amount in full.
4.02 Rent for Renewal Term. If UCC exercises any renewal term,
payment of the entire lease rental due under this Agreement for the Renewal Term shall
be determined at time of renewal, provided that the parties shall enter into good faith
negotiations to maintain a reasonable rent rate due to the services provided, and which
rent rate shall be subject to Council approval. Payment of the rent for the Renewal Term
shall be made with the method or at the location specified by City at the commencement
of the Renewal Term.
ARTICLE 5. MAINTENANCE AND REPAIR; ALTERATIONS
5.01 Maintenance and Repair.
(a) Except where otherwise expressly provided herein, UCC covenants and
agrees that it will, at its sole expense perform all upkeep, maintenance and repair
necessary to keep the Leased Premises, and its operating systems, in good condition and
in compliance with all applicable codes and regulations.
(b) Except where otherwise expressly provided herein, UCC will do all work and
make all repairs necessary or advisable to keep the Leased Premises from deteriorating in
value or condition and to restore and maintain the Leased Premises in as good condition
as UCC found them at the time it took possession under this Lease, normal wear and tear
excepted.
(c) City shall be responsible for maintaining, repairing, and replacing if
necessary, the "building envelope" of the Leased Premises. For purposes of this
Agreement, the "building envelope" shall mean the roof, exterior walls, windows,
exterior doors, foundation, and slab. City shall also be responsible for the primary
structural components of the building, as well as utility lines such as plumbing, electrical,
and natural gas lines, both underground and within the building walls from the point of
utility service. The City shall be responsible for the fire protection system and required
annual inspections. The City shall be responsible for maintaining, repairing, and
replacing if necessary the major components of the heating, ventilation, and air
conditioning system, subject to the maintenance requirements for UCC identified in
Paragraph (g) below. The City shall also be responsible for the structural integrity of the
horizontal paved surfaces to include the sidewalks, parking lot, and the paved recreational
playing area. The City's responsibility for these horizontal surfaces is limited to the
structural integrity, not the striping painted on these surfaces. The City shall also be
responsible for the repair or replacement of any construction defects of the Leased
Premises identified during the Term of this Lease. Collectively, the maintenance
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responsibilities of City in this Section 5.01(c) shall be performed in a good, workmanlike
and timely fashion at City's sole expense and are referred to herein as "Major
Maintenance."
(d) City shall perform, in a good, workmanlike and timely fashion and at City's
sole expense, Preventative Maintenance to the Premises as necessary on the items
specified in Paragraph (c) above. For purposes of this Agreement, 'Preventative
Maintenance" shall mean the care and servicing for the purpose of maintaining
equipment and facilities in satisfactory operating condition by providing for systematic
inspection, detection, and correction of incipient failures either before they occur or
before they develop into major defects, and includes tests, measurements, adjustments,
and parts replacement, performed specifically to prevent faults from occurring.
(e) City shall be responsible for performance of Major Maintenance and shall
perform such Major Maintenance as it reasonably determines necessary, prudent, and
expedient considering all factors relative to the Premises and the cost of maintenance,
provided that the Major Maintenance shall be performed (i) in a similar manner and
schedule to other similar City facilities, and (ii) to keep the Leased Premises usable for its
intended purpose. If repairs are necessary to protect the health and safety of UCC's
clients (including for example, repairs to the HVAC), City will commence performance
of the necessary repairs within 24 hours of written notice.
(f) If City determines not to perform any Major Maintenance, UCC may
request to perform the repairs itself. UCC shall obtain City's written authorization to
proceed prior to the performance of any Major Maintenance, and shall promptly perform
any Major Maintenance authorized by City, provided that authorization will be deemed
given if City has not commenced the required repairs within fifteen (15) days of the
written request; any costs incurred by UCC will not be reimbursed by the City, unless
prior approval by the City is granted in writing.
(g) UCC shall perform, at its sole cost, Preventive Maintenance and Major
Maintenance on all other components of the Leased Premises not specifically identified
as a City responsibility in Paragraph (c) above. This includes responsibility for plumbing
and electrical fixtures such as sinks, drinking fountains, light fixtures, switches, and
outlets. UCC is also responsible for all interior wall, floor, and ceiling surfaces, as well
as interior doors, interior windows, and associated hardware. UCC shall be responsible
for attached equipment such as the basketball goals, security system, cabinets and
countertops, grease trap, gate opener, towel and toilet paper dispensers, etc. UCC shall
be responsible for routine preventive maintenance of the heating, ventilation, and air
conditioning system, to include routine air filter replacements, adjusting/changing belts,
lubricating bearings, refrigerant pressure testing, and programming thermostats,. UCC
shall be responsible for all landscaping to include general grass mowing,
maintenance/replacement of all living plants, and inspection/maintenance/repair of the
irrigation system, subject, however, to City's warranty obligations.
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(h) UCC shall submit an annual Preventive Maintenance Plan to the Property
Management Department of City for approval identifying the preventive maintenance
items to be performed, the schedule at which they will be performed, and the method that
will be used to perform them (in-house or contract). If done by contract, UCC shall
provide the City a copy of the contract scope of work.
(i) UCC shall perform, at its sole cost, such routine operational housekeeping as
is necessary to carry on UCC's business, including but not limited to janitorial service,
light bulb replacement, pest control, and trash and waste disposal.
0) UCC will not paint or decorate any part of the exterior of the Leased Premises,
or any part of the interior visible from the exterior thereof, without first obtaining City's
written approval, and all other necessary governmental, historic commission, or other
applicable board or committee approvals.
5.02 Improvements.
(a) UCC covenants and agrees that it will not make or suffer any waste of the
Leased Premises, nor shall UCC make any structural alterations nor Major Maintenance
in excess of$5,000 to the Premises, except such alterations or Major Maintenance as may
be first approved in writing by City. Any such requested alterations or Major
Maintenance, if permitted by City, shall be made at UCC's sole expense and shall be done
in a good and workmanlike fashion approved by and acceptable to the Assistant City
Manager of the City of Fort Worth who manages this Agreement, and shall be in full
compliance with all local, state and federal requirements. However, the approval of City
of any plans or specifications shall not constitute approval of the architectural or
engineering design, and City, by approving the plans and specifications, assumes no
liability or responsibility for the architectural or engineering design or for any defect in
any building or improvement constructed from the plans or specifications.
(b) In no event shall any person participating in any such alterations or Major
Maintenance on the Premises be considered an officer, agent, servant, employee,
contractor or subcontractor of the City. Any such alteration or Major Maintenance which
is of a permanent nature and which cannot be removed without structural damage shall
become and be the property of City and shall be surrendered as a part of the Premises
upon the Expiration or termination of this Agreement. It is understood, however, that
minor alterations and adjustments for which a City building permit is not required may be
made to the Premises by the UCC without the prior written approval of the City. Such
minor alterations and adjustments shall be of the nature of, but not necessarily limited to,
interior painting, carpeting, and lighting fixtures.
(c) Any alterations or improvements that are funded in whole or in part with City
funds shall be performed in compliance with all state competitive bid requirements and
City purchasing regulations, including without limitation, the Minority and Women
Business Enterprise ordinance. Nothing herein shall be construed as a commitment or
appropriation of City funds for any alterations or improvements.
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ARTICLE 6. INSURANCE REQUIREMENTS DURING TERM
6.01 Insurance Required. Prior to the time UCC is entitled to any right of
access to or use of the Leased Premises, UCC shall obtain and maintain the following
types of insurance and minimum limits of coverage during the Initial Term and Renewal
Term:
(a) Workers' Compensation Statutory limits
Employer's liability
$100,000 Each accident/occurrence
$100,000 Disease - each employee
$500,000 Disease - policy limit
(b) Commercial General Liability $1,000,000 each occurrence
$2,000,000 aggregate limit
Coverage shall include but not be limited to the following:
premises/operations, independent contractors, products/completed
operations, personal injury, and contractual liability.
(c) Automobile Liability $1,000,000 Each accident on a combined
single limit basis
A commercial business policy shall provide coverage on "Any Auto",
defined as autos owned, hired and non-owned.
(d) Umbrella or Excess Liability $5,000,000 Each occurrence
$5,000,000 Aggregate
(e) Liquor Liability $1,000,000 (required only in the event UCC
allows liquor to be served, sold, consumed
or present on the Leased Premises)
Additionally, UCC is required to have and maintain documentation that all
responsible parties that desire to carry out any of the above activities on the
Leased Premises have this policy before the activities occur.
6.02 Additional Insurance Requirements.
(a) The City of Fort Worth, its Officers, Employees and Volunteers shall be
named as an Additional Insured on the Automobile, Commercial General
Liability, Excess/Umbrella and Liquor Liability policies.
(b) Thirty days (30) prior written notice of cancellation or non-renewal is
required.
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(c) Waiver of rights of recovery (subrogation) in favor of the City of Fort
Worth.
(d) The insurers for all policies must be licensed and/or approved to do
business in the State of Texas. Except for workers' compensation, all
insurers must have a minimum rating of A: VII in the current A. M. Best
Key Rating Guide or have reasonably equivalent financial strength and
solvency to the satisfaction of Risk Management. If the rating is below
that required, prior written approval of City's Risk Management Division
is required.
(e) If insurance policies are not written for specified coverage limits, an
Umbrella or Excess Liability insurance for any differences is required.
Excess Liability shall follow form of the primary coverage.
(f) "Unless otherwise stated, all required insurance shall be written on the
"occurrence basis". Prior written approval from City's Risk Management
Division is required for any claims-made policies. If coverage is
underwritten on a claims-made basis, the retroactive date shall be
coincident with or prior to the date of the contractual agreement and the
certificate of insurance shall state that the coverage is claims-made and the
retroactive date. The insurance coverage shall be maintained for the
duration of the contractual agreement and for five (5) years following
completion of the contractual agreement. An annual certificate of
insurance submitted to City shall evidence such insurance coverage.
(g) Any deductible in excess of $5,000.00, for any policy (other than the
umbrella coverage), that does not provide coverage on a first-dollar basis,
must be approved in writing by City's Risk Management division.
(h) City, at its sole discretion, reserves the right to review the insurance
requirements and to make reasonable adjustments to insurance coverages
and their limits (to the extent such coverage and limits are commercially
available) when deemed necessary and prudent by City based upon
changes in statutory law, court decision or the claims history of the
industry as well as of the contracting party to City of Fort Worth. City
shall be required to provide prior written notice of ninety days.
(i) City shall be entitled, upon request and without expense, to receive copies
of policies and endorsements thereto and may make any reasonable
requests for deletion or revision or modifications of particular policy
terms, conditions, limitations, or exclusions except where policy
provisions are established by law or regulations binding upon either of
party or the underwriter on any such policies.
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6.03 Minimum Coverage. Insurance coverage specified herein constitutes the
minimum requirements and said requirement shall in no way lessen or limit the liability
of UCC under the terms of this Agreement. UCC shall procure and maintain, at its own
cost and expense, any additional kinds and amounts of insurance that, in its own
judgment, it deems to be necessary
6.04 Property Insurance Coverage. During the Term of this Agreement and at
its sole cost and expense, UCC shall at all times maintain in effect insurance coverages
insuring its business property in or on the Leased Premises and shall insure the
"betterments and improvements" made by UCC to the Leased Premises. City shall insure
or self-insure the Leased Premises for property and casualty insurance. City will obtain a
waiver of rights of recovery (subrogation) in favor of UCC for any property and casualty
insurance carried by City on the Leased Premises.
ARTICLE 7. TAXES
In addition to the rent specified in Article 4, UCC will pay and discharge all taxes,
general and special assessments, and other charges of any kind levied on or assessed
against the Leased Premises and all interests in the Leased Premises and all
improvements and other property on them during the Term and any extension, whether
belonging to City or to UCC. UCC will pay all the taxes, charges, and assessments
directly to the public officer charged with their collection before they become delinquent,
and, to the extent permitted by law, UCC WILL INDEMNIFY CITY AND HOLD IT
HARMLESS FROM ALL SUCH TAXES, CHARGES, AND ASSESSMENTS.
UCC may, in good faith at its own expense (and in its own name) contest any such taxes,
charges, and assessments and must pay the contested amount, plus any penalties and
interest imposed, if and when finally determined to be due. UCC's failure to discharge
any such tax, charge or assessment when finally due within ten (10) days after the date
City's written notice is received by UCC shall constitute an event of default hereunder.
However, UCC's financial obligation to City to liquidate and discharge such lien shall
survive following termination of this Agreement and until such a time as the lien is
discharged.
ARTICLE 8. UTILITIES
UCC, at its sole cost and expense, will incur the cost to provide all gas, water,
sewer, electric utilities, network and communication services for use by UCC at the
Leased Premises. Nothing in this Article 8 shall relieve the City of its maintenance
obligations as provided herein.
ARTICLE 9. RESTORATION
9.01 Substantial Casualty.
(a) As used herein, the term "substantial casualty" shall mean (1) a fire,
explosion, flood, tornado or other casualty of like character, or (2) a structural defect in
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any part of the Leased Premises, or (3) any other act, condition or event, in any case not
due to the negligence or breach of this Agreement by UCC and resulting in needed
repairs, replacement or other expenditure to the Premises that would require more than
sixty(60) days for completion.
(b) If the Premises are the subject of a substantial casualty, UCC shall give
immediate notice to the City. City, at its sole discretion, may proceed to repair, restore,
and rebuild the Premises to its former condition within one hundred eighty (180) days
from the date of such damage; provided, however, if City does not self-insure, City will
be under no obligation to expend any amount on rebuilding or repairing the Premises in
excess of the amount of insurance proceeds actually received by City.
(c) If City chooses not to rebuild or restore the Premises, the Agreement will
terminate. Such choice shall be made by written notice to UCC within ninety (90) days
after the occurrence of such substantial casualty.
9.02 Minor Casualty. The term "minor casualty" shall be defined in like
manner as "substantial casualty" in Section 9.01 except that the length of time for
repairs, replacements or other expenditures (the "needed repairs") to the Premises is less
than sixty (60) days. If the Premises are the subject of a minor casualty, UCC shall give
immediate notice to City and City will proceed with reasonable diligence to repair such
damage. In any case, if such repairs are not completed within ninety (90) days after the
casualty, UCC may terminate this Agreement.
ARTICLE 10. INDEMNIFICATION
10.01 Liability of City. CITY IS NOT LIABLE FOR ANY LOSS,
DAMAGE, OR INJURY OF ANY KIND TO ANY PERSON OR PROPERTY
ARISING FROM ANY USE OF THE LEASED PREMISES (OR ANY PART OF
THEM), OR CAUSED BY ANY DEFECT IN ANY BUILDING, STRUCTURE,
IMPROVEMENT, EQUIPMENT, OR FACILITY ON THE LEASED PREMISES
OR CAUSED BY OR ARISING PROM ANY ACT OR OMISSION OF UCC, OR
OF ANY OF ITS AGENTS, EMPLOYEES, LICENSEES, OR INVITEES, OR BY
OR FROM ANY ACCIDENT, FIRE, OR OTHER CASUALTY ON THE LEASED
PREMISES OR BROUGHT ABOUT BY UCC'S FAILURE TO MAINTAIN THE
LEASED PREMISES IN SAFE CONDITION.
10.02 INDEMNIFICATION. UCC COVENANTS AND AGREES TO
INDEMNIFY, HOLD HARMLESS AND DEFEND, AT ITS OWN EXPENSE,
CITY AND ITS OFFICERS, AGENTS, SERVANTS AND EMPLOYEES FROM
AND AGAINST ANY AND ALL CLAIMS OR SUITS FOR PROPERTY LOSS OR
DAMAGE AND/OR PERSONAL INJURY, INCLUDING DEATH, TO ANY AND
ALL PERSONS, OF WHATSOEVER KIND OR CHARACTER, WHETHER
REAL OR ASSERTED, ARISING OUT OF OR IN CONNECTION WITH THE
EXECUTION, PERFORMANCE, ATTEMPTED PERFORMANCE OR
NONPERFORMANCE OF THIS LEASE AGREEMENT AND/OR THE
UCC Bethlehem
Page 12
OPERATIONS, ACTIVITIES AND SERVICES OF THE PROGRAMS
DESCRIBED HEREIN, WHETHER OR NOT CAUSED, IN WHOLE OR IN
PART, BY ALLEGED NEGLIGENCE OF OFFICERS, AGENTS, SERVANTS,
EMPLOYEES, CONTRACTORS OR SUBCONTRACTORS OF CITY; AND UCC
HEREBY ASSUMES ALL LIABILITY AND RESPONSIBILITY OF CITY AND
ITS OFFICERS, AGENTS, SERVANTS, AND EMPLOYEES FOR ANY AND
ALL CLAIMS OR SUITS FOR PROPERTY LOSS OR DAMAGE AND/OR
PERSONAL INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS, OF
WHATSOEVER KIND OR CHARACTER, WHETHER REAL OR ASSERTED,
ARISING OUT OF OR IN CONNECTION WITH THE EXECUTION,
PERFORMANCE, ATTEMPTED PERFORMANCE OR NONPERFORMANCE
OF THIS LEASE AGREEMENT AND/OR THE OPERATIONS, ACTIVITIES
AND SERVICES OF THE PROGRAMS DESCRIBED HEREIN, WHETHER OR
NOT CAUSED IN WHOLE OR IN PART, BY ALLEGED NEGLIGENCE OF
OFFICERS, AGENTS, SERVANTS, EMPLOYEES, CONTRACTORS OF
SUBCONTRACTORS OF CITY. UCC LIKEWISE CONVENANTS AND
AGREES TO AND DOES HEREBY INDEMNIFY AND HOLD HARMLESS
CITY FROM AND AGAINST ANY AND ALL INJURY, DAMAGE OR
DESTRUCTION OF PROPERTY OF CITY, ARISING OUT OF OR IN
CONNECTION WITH ALL ACTS OR OMISSIONS OF UCC, ITS OFFICERS,
MEMBERS, AGENTS, EMPLOYEES, SUBCONTRACTORS, INVITEEES,
LICENSEES, OR PROGRAM PARTICIPANTS, OR CAUSED, IN WHOLE OR
IN PART, BY ALLEGED NEGLIGENCE OF OFFICERS, AGENTS, SERVANTS,
EMPLOYEES, CONTACTORS OR SUBCONTRACTORS OF CITY.
PROVIDED THAT UCC HAS CARRIED CONTRACTUAL LIABILITY
COVERAGE IN COMPLIANCE WITH SECTION 6.01, UCC'S INDEMNITY
OBLIGATIONS ARE LIMITED TO PROCEEDS PAID UNDER APPLICABLE
INSURANCE COVERAGE.
UCC AGREES TO AND SHALL RELEASE CITY, ITS AGENTS, EMPLOYEES,
OFFICERS AND LEGAL REPRESENTATIVES FROM ALL LIABILITY FOR
INJURY, DEATH OR LOSS TO PERSONS OR PROPERTY SUSTAINED IN
CONNECTION WITH OR INCIDENTAL TO PERFORMANCE UNDER THIS
LEASE AGREEMENT, EVEN IF THE INJURY, DEATH, DAMAGE OR LOSS IS
CAUSED BY THE CITY'S SOLE OR CONCURRENT NEGLIGENCE.
UCC SHALL REQUIRE ALL OF ITS SUBCONTRACTORS TO INCLUDE IN
THEIR SUBCONTRACTS A RELEASE AND INDEMNITY IN FAVOR OF THE
CITY IN SUBSTANTIALLY THE SAME FORM AS ABOVE.
10.03 Notification.UCC agrees to notify City promptly upon the receipt of any
claim or lawsuit brought in connection with any injury, death or damages on the Leased
Premises. UCC agrees to make its officers, agents, and employees available to City, at
all reasonable times for any statements and case preparation necessary for the defense of
any claims or litigation for which City may be accused of being responsible hereunder.
UCC Bethlehem
Page 13
UCC shall place language in its contract with contractors that contractors shall notify
City as required by UCC in this subsection.
10.04 Waiver of Immunity. Nothing herein shall be deemed to constitute a
waiver of any immunity or affirmative defense, which may be asserted by City or UCC as
to any claim of any third party.
10.05 Cause of Action. Nothing herein shall be construed in any manner, to
create a cause of action for the benefit of any person not a party to this Agreement, or to
create any rights for the benefit of any person not a party to this Agreement not otherwise
existing at law.
ARTICLE 11. DEFAULT AND REMEDIES; TERMINATION
11.01 Event of Default. The following shall be deemed events of default (herein
so called) by UCC under this Agreement:
a. UCC fails to use the Leased Premises (i) to meet the National Objective or
(ii) for conducting and operating the Facility for the purpose of offering,
conducting and operating recreation, wellness, and youth and family programs
and related activities, consistent with other UCC facilities;
b. UCC makes a transfer in fraud of creditors, or makes an assignment for
the benefit of creditors;
C. UCC vacates any substantial portion of the Leased Premises for a period
of longer than thirty (30) days, unless UCC can demonstrate to the reasonable
satisfaction of City that all reasonable efforts are being made by UCC to occupy
said Leased Premises; or
d. UCC is found to be in violation of any law; or
e. UCC is found to be in violation of CDBG Requirements; or
f. UCC fails to take actions specified in monitoring reports as required in
Section 3.01.
g. UCC fails to comply with any other term, provision or covenant of this
Agreement in any material respect.
11.02 Curing a Default.
(i) If an event of default occurs, City shall give written notice that describes
the default in reasonable detail to UCC. UCC must commence curing such
default within fourteen (14) calendar days after the time it receives the notice
from City, and then complete the cure within ninety (90) days thereafter.
(ii) If UCC does not substantially complete the cure within the stated time in
(i) of this section, City may terminate this Agreement by giving written notice of
the termination; provided, however, if the default is not reasonably susceptible to
cure within the stated time, City will not exercise its right to terminate this
UCC Bethlehem
Page 14
Agreement so long as UCC has commenced to cure the default within the
required time and diligently completes the cure within a reasonable time without
unreasonable cessation of the work to complete the cure.
11.03 Other Remedies. Any termination of this Agreement as provided in this
article will not relieve UCC from paying any sum or sums due and payable to City under
this Agreement at the time of termination, or any claim for damages then or previously
accruing against UCC under this Agreement. Any such termination will not prevent City
from enforcing the payment of any such sum or sums or claim for damages by any
remedy provided for by law, or from recovering damages from UCC for any default
under the Agreement. All City's rights, options, and remedies under this Agreement will
be construed to be cumulative, and not one of them is exclusive of the other. City may
pursue any or all such remedies or any other remedy or relief provided by law, whether or
not stated in this Agreement, subject, however, to UCC's right to cure under Section
11.02.
11.04 Removal of Personal Property. Within twenty (20) days following
the effective date of termination or Expiration, UCC shall remove from the Leased
Premises all trade fixtures, tools, machinery, equipment, materials and supplies placed on
the Leased Premises by UCC pursuant to this Lease. After such time, City shall have the
right to take full possession of the Leased Premises, by force if necessary, and to remove
any and all parties and property remaining on any part of the Leased Premises. UCC
agrees that it will assert no claim of any kind against City, its agents, servants, employees
or representatives, which may stem from City's termination of this Lease or any act
incident to City's assertion of its right to terminate or City's exercise of any rights granted
hereunder.
11.05 No Set-Off. No default by City hereunder will constitute an eviction or
disturbance of UCC's use and possession of the Leased Premises or entitle UCC to be
relieved from any of UCC's obligations hereunder (including the obligation to pay rent or
maintain building or meet National Objecting and report) or grant UCC any right of
deduction, abatement, set-off, or recoupment, or entitle UCC to take any action
whatsoever with regard to the Leased Premises or City until thirty (30) days after UCC
has given City written notice specifically setting forth such default by City, and City has
failed to cure such default within said thirty (30) day period, or if such default cannot
reasonably be cured within said thirty (30) day period, then within an additional
reasonable period of time so long as City has commenced curative action within said
thirty (30) day period and thereafter is diligently attempting to cure such default.
11.06 No Waiver. No waiver by the parties to this Lease of any default or
breach of any term, condition or covenant of this Lease will be deemed to be a waiver of
any other breach of the same or other term, condition, or covenant contained in this
Lease. No provision of this Lease may under any circumstances be deemed to have been
waived by either party to this Lease unless such waiver is in writing and signed by the
UCC Bethlehem
Page 15
party charged with such waiver. No provision of this Lease will be deemed to have been
waived by City unless such waiver is in a written instrument signed by City.
11.07 Condemnation. If the title to all or substantially all of the Leased
Premises is taken by condemnation proceedings or any right of eminent domain, this
Agreement and all subleases will terminate on the date of such taking, and City shall be
entitled to receive the proceeds resulting from such taking, and UCC waives any right to
any compensation attributable to its leasehold interest in the Leased Premises, provided
that City, subject to City Council approval, shall reimburse UCC for the amortized
amount of its prepaid rent calculated as of the effective date of the termination of the
Agreement.
ARTICLE 12. CONCESSIONS; ASSIGNMENT; SUBLETTING
12.01 Concessions and Licenses. UCC shall have the right, without City's
consent, to grant concessions or licenses for sale of any or all of the merchandise,
products, food, beverages, and items within the Leased Premises deemed necessary by
UCC for its operations, provided the grant of license or concessions comply with
applicable laws.
12.02 Assignment or Sublease. UCC shall not assign this Lease or sublet any
portion of the Leased Premises without obtaining prior written consent of City no less
than sixty (60) days prior to the assignment date, which written consent may be
unreasonably withheld. Assignee or sublessee must provide proof in form satisfactory to
City of assignee or sublessee's financial capacity and appropriate experience in providing
required eligible services necessary to ensure the ongoing fulfillment of the National
Objective as well as in maintaining and occupancy of Facility. Any change in the
majority ownership, interest or control of UCC, if UCC is a corporation, partnership,
limited liability company or other similar type entity, shall constitute an assignment for
purposes of this section. Notwithstanding any consent by City, UCC shall remain jointly
and severally liable (along with each approved assignee and sublessee, which shall
automatically become liable for all obligations of UCC hereunder with respect to that
portion of the Leased Premises so transferred), and City shall be permitted to enforce the
provisions of this Lease directly against UCC or any assignee or sublessee without
proceeding in any way against any other party. In the event of an assignment,
contemporaneously with the granting of City's consent, UCC shall cause the assignee to
expressly assume in writing and agree to perform all of the covenants, duties and
obligations of UCC hereunder and such assignee shall be jointly and severally liable
therefore along with UCC. No usage of the Leased Premises different from the uses set
forth in Sections 3.01 and 3.02 shall be permitted, and all other terms and provisions of
the Agreement shall continue to apply after such assignment or sublease.
Furthermore, UCC shall not permit any leasehold, inventory or other financing
that may encumber UCC's rights under this Lease or any personal property or furniture,
fixtures, and equipment ("FF&E") of UCC located in the Leased Premises, without first
obtaining the prior written consent of City. City may condition such consent upon the
UCC Bethlehem
Page 16
lender of tenant entering into an agreement with City regarding conditions for removal of
such personal property and/or FF&E and other reasonable City protections.
ARTICLE 13. NON-DISCRIMINATION/ DISABILITIES
UCC, for itself, its personal representatives, successors in interest and assigns, as part of
the consideration herein, agrees that no person shall be excluded from participation in or
denied the benefits of UCC's use of the Leased Premises on the basis of race, color,
national origin, religion, handicap, gender, sexual orientation, familial status, gender
identity, gender expression, or transgender. UCC further agrees for itself, its personal
representatives, successors in interest and assigns that no person shall be excluded from
the provision of any services on or in the construction of any improvements or alterations
to the Leased Premises on grounds of race, color, national origin, religion, handicap,
gender, sexual orientation, familial status, gender identity, gender expression, or
transgender.
UCC shall comply with Section 504 of the Rehabilitation Act of 1973, which prohibits
recipients of Federal funds from excluding any persons who qualify for programs or
services from participating or receiving benefit from, any federally funded program or
activity based solely on his or her disability. UCC must make reasonable
accommodations for disabled clients and employees. UCC may not deny services to a
client or employment opportunities to a disabled candidate based solely on his or her
disability. UCC should also operate its programs so as to provide disabled persons with
the most integrated setting as possible. All communications must be made accessible and
clients and employees must be made aware of their rights as disabled persons to the
extent feasible.
➢ CDBG Regulations found in 24 CFR Part 570
➢ Title I of the Housing and Community Development Act of 1974, as amended,
(42 USC 5301
➢ Title VI of the Civil Rights Act of 1964 (42 U.S.C. Sections 2000d et seq.)
including provisions requiring recipients of federal assistance to ensure
meaningful access by person of limited English proficiency
➢ The Fair Housing Act, Title VIII of the Civil Rights Act of 1968 (42 U.S.C.
Sections 3601 et seq.)
➢ Executive Orders 11063, 11246 as amended by 11375 and 12086 and as
supplemented by Department of Labor regulations 41 CFR Part 60
➢ The Age Discrimination in Employment Act of 1967
➢ The Age Discrimination Act of 1975 (42 U.S.C. Sections 6101 et seq.)
➢ The Uniform Relocation Assistance and Real Property Acquisition Policies
Act of 1970 (42 U.S.C. Sections 4601 et seq. and 49 CFR Part 24) ("URA")
➢ Section 504 of the Rehabilitation Act of 1973 (29 U.S.C. Sections 794 et seq.)
and 24 CFR Part 8 where applicable
➢ National Environmental Policy Act of 1969, as amended, 42 U.S.C. Sections
4321 et seq. ("NEPA") and the related authorities listed in 24 CFR Part 58.
➢ The Clean Air Act, as amended, (42 U.S.C. Sections 1251 et seq.) and the
UCC Bethlehem
Page 17
Clean Water Act of 1977, as amended (33 U.S.C. Sections 1251 et seq.) and
the related Executive Order 11738. In no event shall any amount of the
assistance provided under this Contract be utilized with respect to a facility
that has given rise to a conviction under the Clean Air Act or the Clean Water
Act.
➢ Immigration Reform and Control Act of 1986 (8 U.S.C. Sections 1101 et seq.)
specifically including the provisions requiring employer verifications of legal
status of its employees
➢ The Americans with Disabilities Act of 1990 (42 U.S.C. Sections 12101 et
seq.), the Architectural Barriers Act of 1968 as amended (42 U.S.C. Sections
4151 et seq.) and the Uniform Federal Accessibility Standards, 24 CFR Part
40, Appendix A
➢ Regulations at 24 CFR Part 87 related to lobbying, including the requirement
that certifications and disclosures be obtained from all covered persons
➢ Drug Free Workplace Act of 1988 (41 U.S.C. Sections 701 et seq.) and 24
CFR Part 23, Subpart F
➢ Executive Order 12549 and 24 CFR Part 5.105(c) pertaining to restrictions on
participation by ineligible, debarred or suspended persons or entities
➢ Section 6002 of the Solid Waste Disposal Act, as amended by the Resource
Conservation and Recovery Act
➢ Guidelines of the Environmental Protection Agency at 40 CFR Part 247
➢ For contracts and subgrants for construction or repair, Copeland "Anti-
Kickback" act (18 U.S.C. 874) as supplemented in 29 CFR Part 5
➢ For construction contracts awarded by Agency in excess of $2,000, and in
excess of $2,500 for other contracts which involve the employment of
mechanics or laborers, Sections 103 and 107 of the Contract Work Hours and
Safety Standards Act (40 U.S.C. 327A 300) as supplemented by 29 CFR Part
5
Lead-Based Paint Poisoning Prevention Act (42 U.S.C. 4801 et seq.), as
amended by the Residential Lead-Based Paint Hazard Reduction Act of 1992
(42 U.S.C. 4851 et seq.) and implementing regulations at 24 CFR Part 35,
subparts A, B, M, and R
➢ Uniform Administrative Requirements, Cost Principles, and Audit
Requirements for Federal Awards, 2 CFR Part 200 et seq.
➢ Federal Funding Accountability and Transparency Act of 2006 ("FFATA")
(Pub.L. 109-282, as amended by Section 6205(a) of Pub.L. 110-252 and
Section 3 of Pub.L. 113-101)
➢ Federal Whistleblower Regulations, as contained in 10 U.S.C. 2409, 41
U.S.C. 4712, 10 U.S.C. 2324, 41 U.S.C. 4304 and 41 U.S.C. 4310.
ARTICLE 14. NOTICES
14.01 Notices. Any notice, demand, request or other communication hereunder
given or made by either party to the other shall be in writing and shall be deemed to be
delivered whether actually received or not, when deposited in the United States mail,
postage prepaid, certified or registered mail, return receipt requested, addressed to the
UCC Bethlehem
Page 18
parties hereto at the respective addresses set out below, or at such other address as they
may hereafter specify by written notice so given.
a. If to City relating to Facility/Maintenance Plan: Property
Management Department
City of Fort Worth
1000 Throckmorton Street
Fort Worth, TX 76102
With a copy to: Leann D. Guzman
Senior Assistant Attorney
City of Fort Worth
1000 Throckmorton Street
Fort Worth, TX 76102
b. If to City relating to HUD regulations/use of
Facility/recordkeeping/reporting: Neighborhood Services Department
City of Fort Worth
1000 Throckmorton Street
Fort Worth, TX 76102
With a copy to: Leann D. Guzman
Senior Assistant Attorney
City of Fort Worth
1000 Throckmorton Street
Fort Worth, TX 76102
C. If to UCC: 1200 E. Maddox
Fort Worth, Texas 76104
Attn: Celia Esparza, President/CEO
ARTICLE 15. GENERAL PROVISIONS
15.01 Right of Entry and Inspection. UCC must permit City or its agents,
representatives, or employees to enter the Leased Premises for the purposes of inspection;
determining whether UCC is complying with this Agreement; maintaining, repairing, or
altering the Leased Premises; or any other reasonable purpose. During any inspection,
City may perform any obligations that City is authorized or required to perform under the
terms of this Agreement or pursuant to its governmental duties under federal state or local
laws, rules or regulations.
15.02 Interpretation. In the event of any dispute over the meaning or application
of any provision of this Agreement, this Agreement shall be interpreted fairly and
UCC Bethlehem
Page 19
reasonably, and neither more strongly for or against any party, regardless of the actual
drafter of this Agreement.
15.03 No Third Party Rights. The provisions and conditions of this Agreement
are solely for the benefit of City and UCC, and any lawful assign or successor of UCC,
and are not intended to create any rights, contractual or otherwise, to any other person or
entity.
15.04 No Partnership or Joint Venture. UCC shall operate hereunder as an
independent contractor and not as an officer, agent, servant, or employee of City. UCC
shall have the exclusive control of, and the exclusive right to, control the work designated
to UCC to be performed hereunder, and all persons performing the same, and shall be
solely responsible for the acts and omissions of its officers, agents, servants, contractors,
subcontractors and employees. Neither City nor UCC shall be responsible under the
Doctrine of Respondeat Superior for the acts and omissions of its officers, agents,
servants, contractors, subcontractors, or employees. It is understood and agreed that City
is not involved as a party to any activities that may be carried on by UCC pursuant to this
Agreement. UCC acknowledges itself solely responsible for such activities and for all
persons and property involved or used in connection with UCC's use of the Leased
Premises. Provided, however, that no provision of this Agreement shall operate or be
construed as a waiver by either party of any immunity from liability which it has or could
be asserted under the doctrine of governmental immunity or any other immunity which it
has under law.
15.05 Declared Emergency.In the event of a declared City, state or federal
emergency, UCC will immediately make the Leased Premises available for use as
deemed necessary by City in order to respond to the declared emergency. Should the
declared emergency extend beyond 72 hours, City will seek reimbursement from federal,
state and/or local funding and compensate UCC for any lost revenue as a result of
declared emergency use, to the extent funds are received from these sources.
15.06 Force Majeure. If UCC becomes unable, either in whole or part, to
fulfill its obligations under this Agreement due to acts of God, strikes, lockouts, or other
industrial disturbances, acts of public enemies, wars, blockades, insurrections, riots,
epidemics, earthquakes, fires, floods, restraints or prohibitions by any court, board,
department, commission or agency of the United States or of any States, any arrests and
restraints, civil disturbances, or explosions, or some other reason beyond such UCC's
control (collectively, "Force Majeure Event"), the obligations so affected by such Force
Majeure Event will be suspended only during the continuance of such event. UCC will
give City written notice of the existence, extent and nature of the Force Majeure Event as
soon as reasonably possible after the occurrence of the event. UCC will use
commercially reasonable efforts to remedy its inability to perform as soon as possible.
Failure to give notice will result in the continuance of UCC's obligation regardless of the
extent of any existing Force Majeure Event.
UCC Bethlehem
Page 20
15.07 Binding Covenants. Subject to the limitations contained herein, the
covenants, conditions and agreements made and entered into by the parties hereto are
declared to be for the benefit of and binding upon their respective successors,
representatives and assigns, if any.
15.08 Invalid Provision. It is agreed that, in the event any covenant,
condition or provision herein contained is held to be invalid by any court of competent
jurisdiction, the invalidity of such covenant, condition or provision shall in no way affect
any other covenant, condition or provision herein contained; provided, however, that the
invalidity of any such covenant, condition or provision does not materially prejudice
either UCC or City in connection with the rights and obligations contained in the valid
covenants, conditions or provisions of this agreement.
15.09 Waiver of Immunity. If UCC, as a charitable association, political
subdivision, corporation, entity or individual enterprise, has or claims an immunity or
exemption (statutory or otherwise) from and against liability for property damage or
injury to property, UCC, to the extent permitted by law, hereby expressly waives its
rights to plead defensively such immunity, including governmental immunity, or
exemption as against City arising under this Agreement.
15.10 Applicable Laws. The laws of the State of Texas shall govern this license
agreement and the relationship created hereby. Venue for any action brought to interpret
or enforce, or arising out of or incident to, the terms of this agreement shall be in Tarrant
County, Texas.
15.11 Governmental Powers. It is understood that by execution of this
Agreement, City does not waive or surrender any of it governmental powers
15.12 Captions. Captions and headings used in this Agreement are for reference
purposes only and shall not be deemed a part of this Agreement.
15.13 Sole Agreement. This Agreement constitutes the sole and only agreement
of the parties hereto and supersedes any prior understanding or written or oral agreements
between the parties respecting the subject matter.
[SIGNATURES APPEAR ON FOLLOWING PAGE.]
UCC Bethlehem
Page 21
EXECUTED this the day of 2016
CITY OF FORT WORTH UNITZD C MMUN
CE R INC.
By: ��z--.— By:
Jesus Chapa Celia Esparza, Pres' ent CE
®
Assistant City Man R�
ATTES ti 870
ity Se
APPRO ED AS TO FORM AND LEGALITY
By:
Assistant City Attorney
C- 531P E
contract Authorization
3" do-it
Date
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
UCC Bethlehem
Page 22
EXHIBIT "A"
THE PROPERTY
Capitalized terms not defined herein shall have meanings assigned to them in the Lease.
DESCRIPTION:
Property is located at 951 Evans Avenue, Fort Worth, Texas 76104 and is to be used as a
community center. The community center will have five classrooms, a computer lab,
food and clothing storage rooms, commercial kitchen, and a gym/multipurpose room to
be used for child care programs and community needs. The building also has an exterior
basketball court, room for outdoor gathering areas, and space for children to play. It will
also have a conference room.
SITE PLAN:
.1,:
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UCC Bethlehem
Page 23
EXHIBIT "A-1"
2016 HUD INCOME LIMITS
2016 Median Family Income—Fort Worth/Arlington, TX*
1 Person 2 Person 3 Person 4 Person 5 Person 6 Person 7 Person 8 Person
30%AM1 $14,600 $16,650 $18,750 $20,800 $22,500 $24,150 $25,800 $27,500
50%AMI $24,300 $27,800 $31,250 $34,700 $37,500 $40,300 $43,050 $45,850
80%AMI $38,850 $44,400 $49,950 $55,500 $59,950 $64,400 $68,850 $73,300
*Income limits are published at least annually by HUD.
UCC shall use the latest HUD income limits as published on the following websites:
Updated limits must be obtained annually from the HUD website:
https://www.hudexchange.info/manage-a-program/home-income-
limits/?filter_Year=2016&filter_Scope=State&filter_State=TX&program=HOME&grou
p=IncomeLmts
UCC Bethlehem
Page 24
EXHIBIT "B"
DOCUMENTATION OF CDBG REQUIREMENTS
NATIONAL OBJECTIVE:
The building must be used during the lease term predominately for community-based
neighborhood social, recreational, and educational services and activities provided on
behalf of populations, 51% of which are income eligible clients or clients meeting the
HUD regulatory definition of"presumed benefit" stated at 24 CFR 570.208(a)(2)(A).
Based on the nature of the services provided, UCC will maintain appropriate
documentation that verifies that at least 51% of the clients served by the programs
provided at the Property are income eligible with current household incomes at or below
80% of AMI, and/or maintain documentation that these clients meet the HUD regulatory
definition of"presumed benefit".
In order to meet this objective, UCC will have each person enrolled in its programs or
receiving services from UCC, at this Property, complete the attached Certification of
Income Statement each year, or appropriate documentation verifying presumed benefit
eligibility, or may use other such City-approved forms or income documentation
standards as may be applicable to the service type or client population presumed benefit
status.
CDBG REQUIREMENTS:
The Property shall be open for use by the general public during all normal hours of
operation in accordance with 24 CFR Part 570.201(c).
In consideration for CDBG funds provided to acquire and construct the Property being
made available for its use, UCC agrees to provide the following information and meet the
following requirements:
• Once every quarter throughout the lease term submit Attachment III — Client
Demographic Data Report regarding the household income, size, race, ethnicity,
gender of head of household, disability status, and income for all clients served by
UCC in Property in such a fashion to enable City to verify that at least 51% of the
total clients served by UCC are income eligible clients.
• Meet the CDBG requirements and National Objective.
• Submit to City a copy of its annual audit during the lease term.
SPECIFIC PURPOSE:
The purpose of the project is the acquisition of land and construction of a new building to
be used as a community center that will serve low and moderate income residents who
reside in the Terrell Heights neighborhood and the immediate surrounding area.
PROPERTY OBJECTIVES:
UCC will use the Property to offer community-based events and services to low and
moderate income residents of a predominately low and moderate income City
neighborhood.
UCC Bethlehem
Page 25
United Community Centers
CERTIFICATION OF INCOME STATEMENT
Applicant Name:
Current Address: Phone
Household Members and Income
(Including App licant
Last Name First Name Age Monthly Source/Employer Name
Income
**PERSONAL INFORMATION:(Check one in each item. Optional Information for Federal Reporting Purposes)
a. ❑MALE b.❑WHITE ❑BLACK/AFRICAN AMERICAN ❑BLACKIAFRICAN AMERICAN&WHITE
❑
FEMALE ❑AMERICAN INDIAN/ALASKAN NATIVE ❑ASIAN
❑AMERICAN INDIAN/ALASKAN NATIVE&WHITE ❑ASIAN&WHITE
❑NATIVE HAWAIIAN/OTHER PACIFIC ISLANDER ❑BALANCE/OTHER
❑AMERICAN INDIAN/ALASKAN NATIVE&BLACK/AFRICAN AMERICAN
c. ETHNICITY d. DISABLED e. IS CLIENT WOMEN HEAD OF HOUSEHOLD
❑HISPANIC ❑YES ❑YES
❑NON-HISPANIC ❑NO ❑NO
•TOTAL NUMBER OF HOUSEHOLD MEMBERS (Include Yourself AND everyone who lives in the house.)
Total Anticipated Annual Household Income:
Certification:
I certify that the information I am providing is true and could be subject to verification at any time by a third
party. I also acknowledge that the provision of false information could leave me subject to the penalties of
Federal,State and local law.
WARNING: TITLE 18,SECTION 1001 OF THE U.S.CODE STATES THAT A PERSON IS GUILTY OF A FELONY
FOR KNOWINGLY AND WILLINGLY MAKING FALSE OR FRAUDULENT STATEMENTS TO ANY DEPARTMENT OF
THE UNITED STATES GOVERNMENT.
Signature of Applicant Date
-- --For use by Agency staff oni -------
Household Size: Gross Annual Income:
Applicable Income Limit: Is Applicant Eligible?
Check if Applicant refused to provide demographic information: b
Staff Assessment of Demographics:
Person Making Determination: Date:
NOTE. Address,income amounts and sources for ALL household members are required
UCC Bethlehem
Page 26
United Community Centers
CERTIFICACION DE DECLARACI6N DE INGRESOS
Nombre del Solicitante:
Domicilio Actual: Numero de Tel6fono:
Miembros en el Ho€tar a Ineresos
Incluir el/la solicitante
Apellido Nombre Edad Ingreso Fuente de Ingresos/Nombre de Empleador
Mensual
s'INFORMAC16N PERSONAL:(Seleccione uno en cads categotra. InfotmaciGn opcional pain propdsitos de infomtaciGn Federal)
a. E]MASCULINO b.❑CAUCASICO ❑NEGROiAFRICANO AMERICANO
❑NEGRO/AFRICANO AMERICANO&CAUCASICO
❑FEMININO ❑INDIO AMERICANO/NATIVO DE ALASKA ❑ASIATICO
❑INDIO AMERICANO/NATIVO DE ALASKA&CAUCASICO ❑ASIATICO&CAUCASICO
❑NATIVO HAWAIANO/OTRO DE LAS ISLAS PACIFICAS ❑BALANCFiOTRO
❑INDIO AMERICANO/NATIVO DE ALASKA&NEGRO/AFRICANO AMERICANO
c. ET ICIDAD d.DISCAPACITADO e.DES EL SOLICITANTE UNA MUJER Y CABECERA DEL HO-GAR?
❑HISPANO ❑SI ❑SI
❑NO-HISPANO ❑NO ❑NO
•NUMERO TOTAL DE MIEMBROS EN EL HOGAR (Induye a si mismo y a todos Ios que viven en la case)
Ingreso total del hogar anual anticipado:
Certificacion:
Certifico que la informaci6n que proporciono es verdad y podria ser susceptible a la comprobaci6n a cualquier
tiempo por terceros.Yo tambien reconozco que la provisidn de informaci6n falsa me podria dejar sujeto a las
penalidades Federales,Estatales y locales.
ADVERTENCL4:T1TULO 18,SECC16N 1001 DEL CbDIGO DE EE.UU.QUE UNA PERSONA ES CULPABLE DE
UN DELITO POR SABER Y VOLUNTARLAMENTE HACER DECLARACIONES FALSAS O FRAUDULENTAS A
CUALQUUER DEPARTAMENTO DEL GOBIERNO ESTADOUNIDENSE.
Firma del Solicitante Fecha
--------Para use de em leados de la a eneia-
#De Miembros de Familia: Ingreso Anual:
Limite de Ingreso: LEs solicitante elegible?
Compruebe si el solicitante se neg6 a dar su informaci6n personal: b
Evaluaci6n del empleado sobre informaci6n personal:
Persona haciendo la determinaci6n: Fecha:
Note: La direccidn de la casa y los ingresos(v sus origenes) para todos miembros del hogar son regveridos.
UCC Bethlehem
Page 27
ATTACHMENT III
Client Data Report
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UCC Bethlehem
Page 28
EXHIBIT "C"
SERVICES PROVIDED BY UCC
UCC will provide programs and services that serve predominantly low and moderate
income families and residents during the lease term that may include but are not limited
to:
• After School Care
• At Risk Youth Programs
• Summer Day Camp
• Client Intervention Program- Emergency Food and Clothing
• Adult Education classes
• Neighborhood Association meeting venue
• Other similar related social, educational, or recreational services for families and
residents
UCC Bethlehem
Page 29
EXHIBIT "D"
AUDIT REQUIREMENTS
AUDIT CERTIFICATION FORM AND AUDIT REQUIREMENTS
Agency: United Community Centers
Fiscal Year Ending: September 30,2017
❑ During the fiscal year in which funds will be received, we will exceed the federal
expenditure threshold of $750,000. We will have our Single Audit or Program Specific
Audit completed and will submit the audit report described in 2 CFR Part 200 within 7
months after the end of the audited fiscal year or 30 days within its completion,whichever
is the earlier date.
❑ During the fiscal year in which funds will be received, we will not exceed the $750,000
federal expenditure threshold required for a Single Audit or a Program Specific Audit to be
performed this fiscal year. (Fill out schedule below)
Federal Expenditure Disclosure
MUST be filled out if Sin a Audit or Pro rain Audit is NOT
Pass Through Program Name& Contract
Federal Grantor Grantor CFDA Number Number Expenditures
Total Federal Expenditures for this Fiscal Year:
Signatory and Title Date
Failure to submit this or a similar statement or failure to submit a completed single audit package
as described in the federally required audit requirements described in 2 CFR Part 200, as
applicable, by the required due date may result in suspension of funding and may affect
eligibility for future funding. Notwithstanding the above, this certification acknowledges the
agency's commitment to meet all other financial reporting,financial statements, and other
audit requirements as may be set forth in the Contract.
UCC Bethlehem
Page 30
EXHIBIT "E"
OUTSTANDING IMPROVEMENTS
GENERAL ITEMS
• Gas reducing valve on all appliances
• Add two lights in North hallway by restroom
• Ensure engineer has test and balance report
• Rubber base install throughout on all millwork
• Remove floor stain from all ceramic tiles
• Repair or replace chipped laminate on cubbies in classrooms
• Fire Marshall to inspect fire extinguishers
EXTERIOR
• Caulk and paint, check all doors and windows.
• Check all thresholds
• Check flat roof for leaks
• Water cover on North sided and pooling water problem at flume on Humbolt
• Roof
• Paint all gas lines with rust on the roof
• Check all walkways for high areas
• At Northwest corner of building cut a transition concrete walk
• Patch concrete chips at trees
• Back fill behind curbs or mow strip—honey combing
• Slope curve in at driveway
• Near storage gate seal concrete
• Remove rust and paint automated gate and check other
• Grind and stain area at basketball goals
• Check and seal all sidewalk gaps
• At dock cover area hand rail was cut out.
• Building brick check for acid wash
• Parking lot striping to comply with accessibility standards
• Replace arm on street light
• Playground equipment
• Cap/re-route current irrigation equipment, as needed
• Fence along north and south sidewalks to enclose playground
• Install canopy and seating area on concrete slab north of enclosed parking area
• Install miscellaneous playground items, such as benches and trash cans
• Exterior lights by front door need to be programmed to only run from dusk until
dawn
UCC Bethlehem
Page 31
CONFRENCE
• West wall paint up high
• Center up round light trim
• Center tile in grid
• Floor stain in front of cabinet
• Clean countertops as best is possible
• Stain on bottom frame of historical, north floor to ceiling window
• Some can lights and ceiling tiles need to be adjusted
RECEPTION
• Remove glue off aluminum glass trim
• More screws under the front desk, fill in empty screw holes
• Remove the paint on the bracket next to the wall
• Install the light above the water fountain at boys & girls restroom
• Provide protection molding at base of reception counter
• Clean countertops as best is possible
• Splatter over Director's office door, clean or paint over
• Key holder box should be hung
GIRLS, BOYS RESTROOM
• Wipe off protective covering under sinks
• Add light fixture
• Soap dispensers
ROOM#6
• S wall touch up above door
• N wall touch up bottom of door
• Storage room adjust ceiling tile
• Clean countertops as best is possible
• Caulk top of cubbies to wall
• Touch up paint on base of exterior door
• Soap dispenser needed near hand sink
ROOM #5
• Adjust the door closure/handle
• Adjust ceiling tile
• Adjust all blind stops all the way
• Cubbies chipped at bottom
• Clean countertops as best is possible
• Far left window blind doesn't roll up all the way
• Soap dispenser needed near hand sink
UCC Bethlehem
Page 32
TEACHERS' RESTROOM
• Outlet under sink needs caulk
ROOM #4
• Set return grill
• Cubby at the base
• Caulk windows
• Clean countertops as best is possible
• Cubbies chipped at bottom
• Baseboards cleaned/finished
HALLWAY WITH ROOM 3, JANITOR'S CLOSET, ROOM 2
• Clean wall tile at base
• Green circle ceiling joints may need to be tighter, may not be anything that can be
done
ROOM #3
• Clean glue off cubby
• Remove nails in old existing brick wall
• Cut off bolt at the topo of the existing brick wall
• Replace ceiling tile with black mark
• Clean return
• Rework the gap around the block
• S wall gap under the outlet
• Base at storage
• Door on hallway side has 2 chips
• Cubbies chipped at bottom
• Caulk backsplash
• Caulk near sink, on front where cabinet lowers to sink
• Clean baseboards
• Coat hook board chipped
• Outlet on S wall under coat hook needs caulk
• Caulk block window and clean paint off of blocks
• RR base tile needs clean
• Soap dispensers don't match in bathrooms and one dispenser needed at hand sink
UCC Bethlehem
Page 33
JANITOR
• Clean the SS top
• Silicone behind the water faucets
• N wall straighten the outlet
• Touch up by the door
• Clean tile backsplash
• Baseboard on E wall peeling up
• Clean wall above fixture
ROOM #2
• Clean the return
• Rework the gap around the glass blocks
• Broken lens cover
• Tighten the floor drain in the S restroom
• Touch up chip on tall cabinet shelf
• Clean baseboards
• Clean in cabinets
• One shelf chipped
• Paint touchup near door to hallway
• Baseboard on cubbies
• Tag needed on fixture in Fire Riser room
• Soap dispenser needed near hand sink
SOUTH ENTRY
• Caulk in corner below fire alarm
• Exterior ground level window sill dented on outside and needs cleaning on
outside
• Light fixture on interior dented
ROOM 41
• Tie up the loose wire in the S corner
• Clean countertops as best is possible
COMPUTER ROOM
• Adjust ceiling tile
• Missing screws in shelf brackets
• Wipe off the paint on the outlet
OFFICE
• Straighten the outlet
• Touch up paint under E window frame
• E wall chipped by door
UCC Bethlehem
Page 34
GYM
• Stain behind door
• Electric cover on 90 elbow
• Roof leaks
• Options for brick discoloration
GYM STORAGE
• Adjust the ceiling tiles
KITCHEN
• Adjust ceiling tile
• Silicone around the floor drain at the concrete
• From hallway, under serving counter needs to be finished
• Install infrastructure, as needed for equipment, such as gas lines, electrical, and
plumbing*
• Install base and upper cabinets, countertops, sinks, mop closet*
o *All infrastructure and other equipment must be a permanent fixture of the
building
• Soap dispenser needed near hand sink
KITCHEN STORAGE/HEATER
• Adjust ceiling tile
• Clean and wipe down heater area
• Replace broken light lens.
• Caulk base tiles to floor in pantry room
CLOTHES ROOM
• Remove the paint on the window frame up high
• Caulk at the ends of the solid surface window sills
• Caulk the L angle on the N wall
• Adjust the return grill
• Corners of walls (columns) at ceilings are not lining up straight
• When standing in room facing hallway, door is dirty
CLOTHES STORAGE
• Rework the L metal on the E wall
• Patch bad spot on plywood
• Caulk the complete edge of the plywood N side
ELECTRIC ROOM
• Adjust ceiling tile
• Needs a sign for the main panel
UCC Bethlehem
Page 35
EAST CORRIDOR DOOR
• Adjust push handle to work easier
• Clean threshold
• Clean sitting area/seats-like countertops
• Check ceiling around corner from shower restroom with green ceiling
SHOWER ROOM
• Remove the protective covering on the shower body
• Soap dispenser needed near hand sink
MENS RESTROOM
• Adjust flow rate on toilets
• Clean inside of towel dispensers both restroom
• Check on the leak find and fix
• Need soap dispensers
• Clean wall above change station
PANTRY
• Remove the tape off the floor boxes
• Clean up roll up
• Fix area of raw wood at the S side of the roll up door
• Replace 2 foot ceiling tee
• Fix the bump on the W wall at ceiling
• Baseboard needs correction in corner by office door
• Seal outlets in floor
UCC Bethlehem
Page 36
COUNCIL ACTION: Approved on 12/13/2011
DATE: 12/13/2011 REFERENCE C-25368 LOG NAME: 17EVROPUBLICFACILITY
NO..
CODE: C TYPE: NON- PUBLIC NO
CONSENT HEARING:
SUBJECT: Authorize Change in Use and Expenditure of$4,965,947.92 of Section 108 Loan Funds
and Economic Development Initiative Grant Funds for Construction of a Community
Facility in the Evans-Rosedale Business and Cultural District, Authorize Acquisition of
Various Properties Located on Evans Avenue and Humbolt Street and Authorize
Execution of Lease with the United Community Centers, Inc., for Operation of the Facility
(COUNCIL DISTRICT 8)
RECOMMENDATION:
It is recommended that the City Council:
1. Authorize Change in Use and expenditure of$4,965,947.92 in Economic Development Initiative Grant
funds and Section 108 Loan funds for construction of a community facility to be located at the corner of
Evans Avenue and Humbolt Street within the Evans-Rosedale Business and Cultural District;
2. Authorize acquisition of properties located at 951 Evans Avenue, 957 Evans Avenue, 912 E. Humbolt
Street, 916 E. Humbolt Street, 926 E. Humbolt Street, 930 E. Humbolt Street, 952 E. Humbolt Street, 954 E.
Humbolt Street and 962 E. Humbolt Street for up to $160,000.00;
3. Authorize execution, acceptance and recording the appropriate instruments for the acquisition;
3. Authorize execution of a lease with United Community Centers, Inc., with a 30 year term to operate and
maintain the facility;
4. Authorize amendment or modification of the lease, if necessary, to achieve project goals provided that
the amendment or modificatioin is within the scope of the project and in compliance with City policies and
applicable laws and regulations governing the use of Federal grant funds.
DISCUSSION:
The United States Department of Housing and Urban Development (HUD) awarded the City of Fort Worth
an Economic Development Initiative (EDI) grant in 1998 and a Section 108 Loan in 1999 totaling
$9,000,000.00 which was designated for the Evans-Rosedale Business and Cultural District redevelopment
area. Approximately $5,000,000.00 was used for the construction of the Shamblee Library and the Hazel
Harvey Peace Center for Neighborhoods. On January 21, 2011, HUD approved an Amendment to expand
the Evans-Rosedale Business and Cultural District boundaries and to use the remaining $4,965,947.92,
including earned interest, of the EDI and Section 108 funds for a new public facility that will benefit the low-
and-moderate income persons in the area.
The proposed community facility will have approximately 22,000 square feet and will include a playground to
be used by the local community. It is anticipated that the facility will be leased to the United Community
Centers, Inc. (UCC), which provides services such as clothing, a food pantry, adult literacy programs, school
age child care and other community enrichment activities to income qualifying individuals.
In order to move the project forward, Staff recommends the following:
• Change in Use and expenditure of up to $4,965,947.92 in EDI Grant funds and Section 108 Loan
funds for construction of a community facility to be located at the corner of Evans Avenue and
Humbolt Street within the Evans/Rosedale Business and Cultural District;
• the acquisition of vacant and improved lots located at 951 Evans Avenue and 957 Evans Avenue,
912 E. Humbolt Street, 916 E. Humbolt Street, 926 E. Humbolt Street, 930 E. Humbolt Street,
952 E. Humbolt Street, 954 E. Humbolt Street and 962 E. Humbolt Street for up to $160,000.00;
• enter a lease with United Community Centers, Inc., for a 30 year term with rent of $1,000.00 a
year to be paid at the beginning of the lease.
Because the acquisition cost of the properties exceeds their appraised value, the rent to be paid by UCC for
the facility will go towards the acquisition cost.
The funding of this project is conditioned upon the satisfactory completion of the environmental review per
24 CFR Part 58 and receipt of Authorization to Use Grant Funds from HUD.
A public comment period on the change in use of these EDI and Section 108 funds was held from November
12, 2011 to December 12, 2011. Any comments are maintained by the Housing and Economic Development
Department in accordance with federal regulations.
This project is located in COUNCIL DISTRICT 8.
FISCAL INFORMATION/CERTIFICATION:
The Financial Management Services Director certifies that funds are available in the current operating
budget, as appropriated, of the Grants Fund and in the current capital budget of the HUD 108 Loan Fund.
TO Fund/Account/Centers FROM Fund/Account/Centers
R106 5XXXXX 017106006700 $3.311,431.82 R106 441050 013106006000 .$243,486.89
GR76 539120 017206855020 $1,654,516.10 GR76 539120 017206855010 $1,384,042.37
R106 5XXXXX XXX106006XXX $2,530,868.67
R106 441012 013106006000 $537,076.26
GR76 441012 017206855000 $270,473.73
Submitted for City Manager's Office by: Fernando Costa (6122)
Originating Department Head: Jay Chapa (5804)
Additional Information Contact: Cynthia Garcia (8187)
Fabiola Suarez (6811)
ATTACHMENTS
HUDEvROEDl412 23 iu.pdf
UCC Bethleham area map.pdf