HomeMy WebLinkAboutContract 48111-A1 CITY SECRETARY
CONTRACT NO.
FIRST AMENDMENT TO CITY SCRETARY CONTRACT NO. 48111,
A MANAGEMENT AGREEMENT
FOR MCLELAND TENNIS CENTER
THIS FIRST AMENDMENT TO CITY SECRETARY CONTRACT NUMBER 48111, ("First
Amendment") is made and entered into by and between the City of Fort Worth, Texas, a home-rule municipal
corporation of the State of Texas ("City"), acting by and through its duly authorized Assistant City Manager,
and Lifetime Tennis, Inc., a Texas corporation ("Contractor"), acting by and through Matt Hanlin, its
President.
WHEREAS, the City owns certain dedicated parkland known as Rosemont Park, located at 1400
West Seminary Drive,Fort Worth,Texas 76115 ("Park");
WHEREAS, a portion of the Park has been set aside for the operation of a municipal tennis facility
known as the McLeland Tennis Center, which is located at 1600 West Seminary Drive, Fort Worth, Texas
76115;
WHEREAS, the City and the Contractor entered into an agreement for the Contractor to manage
McLeland Tennis Center,the same being City Secretary Contract Number 48111 ("Agreement");
WHEREAS,the parties desire to amend the Agreement to, among other things, clarify ownership and
management of websites and social media related to the Center;
NOW, THEREFORE, in consideration of Ten Dollars and No Cent ($10.00) to be paid to the City
by the Contractor, the sufficiency of which is hereby acknowledged, the City and Contractor agree to amend
the Agreement as follows:
I.
AMENDMENTS
1. Section 3.1(g)of the Agreement is hereby deleted.
2. The Agreement is hereby amended to add new Section 3.9 to address website and social media issues
and shall read as follows:
443.9 Websites and Social Media.
(a) Contractor currently owns and maintains a website for the Center under the
internet domain name of "www.mclelandtennis.org" ("Domain Name"), which is
dedicated to promoting the Center and its various services and activities. Contractor
hereby irrevocably sells, assigns, and transfers to City all of Contractor's rights,title,
and interest in and to the Domain Name, the look, feel, and content of the website
associated with the Domain Name, including without limitation,all subpages and any
A 56 7 89 rO j contained iproperty ntellectual
the Domain ls the Contractor
s ter)'t and goodwill the
as oo ated herewent and th information(the
RE Domain Name, good will, intellectual property, and Website shall be referred to as
QCE' Q the "Center Website"). Contractor hereby irrevocably consents and authorizes
MAY-8 GoDaddy.com, LLC, the registrar for the Center Website ("Registrar"), to transfer
the Center Website to City in accordance with the regular transfer procedures of
� F"UwCR� � Registrar. Contractor shall hereafter take such other actions and execute such other
q1VSECR�' e, agreements and instruments as are reasonably deemed necessary by City or Registrar
ARY q,u to document Contractor's sale,transfer and assignment of the Center Website to City.
6 8 L 9 9 Contractor will cooperate promptly in facilitating the transfer to City of the Center
Website with the Registrar and will follow the rules designated by the Registrar to
FOFF:ICIALECORDFirst Amendment to CSC 48111 ETARY ifsH,TY
effect such transfer. City will establish an account with the Registrar and initiate the
transfer and follow the applicable procedures of the Registrar.
(b) Contractor also maintains an account with Facebook, Inc. through its
website www.facebook.com ("Facebook") that is dedicated to promoting the Center
and its various services and activities, which homepage is located at
www.facebook.com/McLelandTennisCenter/("Center Facebook Page"). The Center
Facebook Page includes the homepage and all associated subpages with Facebook.
Contractor hereby irrevocably sells, assigns, and transfers to the City all of
Contractor's rights, title, and interest in and to the content and information that
Contractor has posted on the Center Facebook Page, including, without limitation,
any intellectual property associated therewith. Contractor agrees to transfer the
Center Facebook Page to the City and irrevocably consents and authorizes Facebook
to transfer the Center Facebook Page in accordance with the regular transfer
procedures of Facebook. Contractor shall hereafter take such other actions and
execute such other agreements and instruments as are reasonably deemed necessary
by City or Facebook to document Contractor's transfer of the Center Facebook Page
account to City. Contractor will cooperate promptly in facilitating the transfer to
City of the Center Facebook Page with Facebook and will follow the rules designated
by Facebook to effect such transfer. City will establish an account with Facebook
and initiate the transfer and follow the applicable procedures of Facebook.
(c) Contractor represents and warrants that (i) neither the signing and delivery
of this First Amendment by Contractor, nor the performance by Contractor of its
obligations under this Agreement, will violate any law, statute, rule, or regulation or
order, judgment, injunction, or decree of any court, administrative agency, or
governmental body applicable to Contractor; (ii) Contractor has not taken any action
to assign, transfer, or encumber the Center Website or Center Facebook Page;
(ii) Contractor is not legally bound by any agreements or obligation relating to the
Center Website or Center Facebook Page that could(a)obligate Contractor or City to
license or otherwise grant rights to any other person or entity in the Center Website
(whether owned or used by the Contractor or City) or the Center Facebook Page
(except those rights granted to Facebook through Facebook's Statement of Rights
and Responsibilities), (b)result in a claim against or lien on the Center Website or
Center Facebook Page, or (c) prohibit the arrangements contemplated hereby or
result in a claim with respect to the Center Website or Center Facebook Page; (iii)
Contractor owns and possesses all rights, title, and interest in and to the Center
Website and the content and information in the Center Facebook Page and their
related subsites, including, but not limited to, all intellectual property rights to the
contents therein; (iv) Contractor has no knowledge of any existing threatened or
known claims or liabilities related to the use of the Center Website or Center
Facebook Page; and (v) the Center Website and Center Facebook Page are free and
clear of any liens,security interests, or other encumbrances.
(d) Once City becomes the owner of the Center Website or the account holder of
the Center Facebook Page, as applicable, City shall grant Contractor access the
Center Website and Center Facebook to manage the contents and information
thereof. The City can restrict all or part of the Contractor's rights to the Center
Website and Center Facebook at any time and for any reason it deems necessary. The
contents and information of the Center Website and Center Facebook Page shall be
limited to promoting the Center and its various services and activities consistent with
the terms of this Agreement. The Director reserves the right to review and approve,
along with the right to remove or have removed, any content on the Center Website
or Center Facebook Page. The City, as the sole owner of the Center Website and
First Amendment to CSC 48111 2 of 5
sole account holder of the Center Facebook, shall also have the exclusive right to use
or otherwise transfer the Center Website and Center Facebook Page.
(e) The Contractor shall be responsible for all costs associated with the maintenance
and upkeep of the Center Website and Center Facebook Page, including, but not
limited to, any fees assessed by the Registrar of the Center Website. To the extent
that the City pays any such costs, the Contractor shall reimburse the City within
thirty(30)calendar days after receiving a written invoice from the City.
(f) Contractor agrees that it shall not in the future register, use, apply to register
or assist any third party with registering, using, or applying to register a domain
name, trademark or designation that comprises or includes, whether alone or in
combination with each other or with other words, the Center Website or Center
Facebook Page.
(g) City shall not assume or become obligated in any way to pay any liabilities,
debts, or obligations of Contractor whatsoever, including, but not limited to, any
liabilities or obligations now or hereafter arising from Contractor's business activities
that took place prior to the execution of this First Amendment or any liabilities
arising out of or connected to the execution of this First Amendment.
(h) From and after the date of this First Amendment, City shall be responsible
for creating all social media and website accounts related to the Center. For purposes
of this Agreement, social media shall mean websites and applications that enable
users to create and share content or to participate in social networking ("Social
Media"). All Social Media and website accounts shall be registered in the name of
the City. The Contractor shall be permitted to access all such Social Media and
website accounts subject to the condition set forth in Section 3.9(d)and(e).
(i) From and after the date of this First Amendment, City shall own all right,
title, and interest in and to any future content and information created by the City or
Contractor for the Center Website, Center Facebook Page, and any Social Media or
websites (collectively, "Work Product") at all times throughout the world. Work
Product shall specifically exclude Contractor's official logo for Lifetime Tennis.
Further, City shall be the sole and exclusive owner of all copyright, patent,
trademark, trade secret and other proprietary rights in and to the Work Product.
Ownership of the Work Product shall inure to the benefit of the City from the date of
conception, creation or fixation of the Work Product in a tangible medium of
expression (whichever occurs first). Each copyrightable aspect of the Work Product
shall be considered a "work-made-for-hire" within the meaning of the Copyright Act
of 1976, as amended, and City will be considered the author of the Work Product,
with all rights appurtenant thereto. If, and to the extent such Work Product, or any
part thereof, is not considered a "work-made-for-hire" within the meaning of the
Copyright Act of 1976, as amended, Contractor hereby expressly assigns, sells, and
transfers, and to the extent any such assignment, sale, or transfer cannot be made at
the present time to City, agrees to assign, sale, and transfer, all exclusive right, title
and interest in and to the Work Product, and all copies thereof, and in and to the
copyright,patent,trademark,trade secret, and all other proprietary rights therein,that
the City may have or obtain, without further consideration, free from any claim, lien
for balance due, or rights of retention thereto on the part of the City. Contractor shall
have no copyright or other intellectual property interest in the Work Product.
(j) Upon expiration or early termination of this Agreement, Contractor shall not
make any use, either for its own benefit or for the benefit of any other person or
First Amendment to CSC 48111 3 of 5
entity, of the Center Website, the Center Facebook or any other website or Social
Media account owned by the City or related in any manner to the Center."
2. Section 4.5 of the Agreement is hereby amended to clarify that, for purposes of assessing interest on
late payments,the Contractor's payments must be received by the City by the applicable due date. Section 4.5
shall read as follows:
444.5 Any payment not received by the City by the applicable due date shall bear interest at
an annual simple interest rate of twelve percent(12%) from the due date through and include
the date paid."
3. Section 9.5 of the Agreement is hereby amended to ensure that the City is responsible for providing
ongoing security to the Center and shall read as follows:
"9.5 The City will provide a security system for the Center. Notwithstanding anything to
the contrary, the City will not be responsible or liable for any claims or damages arising out
of, related to, or resulting from any failure, malfunction, or any other issues associated with
the City's security system."
II.
MISCELLANEOUS
1. All terms of this First Amendment that are capitalized but not defined shall have the meanings
assigned to them in the Agreement.
2. All terms and conditions of the Agreement that are not expressly amended pursuant to the First
Amendment shall remain in full force and effect.
IN WITNESS rWHEREOF, the parties have executed this First Amendment in multiples in Tarrant
County,Texas,this "I day of 92017.
CITY OF FORT WORTH LIFETIME TE NIS,INC.
By: By:
usan Alanis Matt Hanlin
Assistant City Manager President and Executive Director
APPROVED AS TO FORM AND LEGALITY:
Tyle�Va�aE
Assistants Attorney
A � 01F
FO
RS'
ary J. a s
City Secretary ;
OFFICIAL RECORD
Authorization: '�qS CI'Y SECRO0
M&C: C-27797(August 9,2016) F.1.- ® 4i"1`X
First Amendment to CSC 48111 4 of 5
Contract Compliance Manager:
By signing,I acknowledge that I am the person responsible
for the monitoring and administration of this contract,including
ensuring all perforni43e and porting requirements.
Nancy B to
Assista Dir ctor, Park and Recreation Department
First Amendment to CSC 48111 5 of 5
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Official site of the City of Fort Worth,Texas
CITY COUNCIL AGENDA FORTH
COUNCIL ACTION: Approved on 6/28/2016 - Resolution No. 4646-06-2016
DATE: 6/28/2016 REFERENCE **C-27797 LOG NAME: 06LANG OLEANDER CITY
NO.: WATER PARTICIPATION
CODE: C TYPE: CONSENT PUBLIC NO
HEARING:
SUBJECT: Authorize an Expenditure in the Amount of$20,737.00 from the Water and Wastewater
DPN Fund For Programmable Community Facility Agreement Projects for Upsizing the
Water Line to Serve the Lang Oleander Development and the Surrounding Area and
Adopt Reimbursement Resolution (COUNCIL DISTRICT 9)
RECOMMENDATION:
It is recommended that the City Council:
1. Authorize an expenditure in the amount of$20,737.00 from the Water&Wastewater DPN Fund for
Programmable Community Facility Agreement Projects for upsizing the waterline from four-inches to eight-
inches within the limits of the Lang Oleander Project to serve that development and the surrounding area;
and
2. Adopt the attached resolution expressing official Intent to Reimburse expenditures with proceeds of
future debt for the Lang Oleander Project.
DISCUSSION:
Oleander Investments, LLC - c/o Lang Partners, LLC, has executed a Community Facilities Agreement
(CFA) (City Secretary Contract No. 47712) for construction of public infrastructure, including water, sewer,
paving, storm drain and street light improvements, to serve the Lang Oleander development with a total
construction cost of$654,834.77.
The CFA with Oleander Investments, LLC, must be amended to add the construction of an off-site water
line to the project and City participation in the amount of$20,737.00 for upsizing the water line from a four-
inch line to an eight-inch line to serve anticipated future growth in the area, as shown on the table below.
Construction Developer Cost City Cost Total Cost
Water $5,972.00 $15,951.00 $21,923.00
Contingency (25 percent) $1,493.00 $ 3,988.00 $ 5,481.00
Construction Subtotal $7,465.00 $19,939.00 $27,404.00
Construction Fees
Material Testing (2
percent) $ 149.00 $ 399.00 $ 548.00
Inspection (2 percent) $ 149.00 $ 399.00 $ 548.00
Construction Fees
Subtotal 298.00 $ 798.00 $ 1,096.00
Total Project Cost $7,763.00 $20,737.00 $28,500.00
The City's participation, including inspection and material testing fees, is not a lump-sum amount and may
be less than the stated amount depending upon the actual quantities and unit prices from the Notice of
Final Completion package, commonly referred to as the green sheet package.
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This project is anticipated to be included in a future revenue bond issue for the Water and Sewer
Fund. Available cash within the Water and Sewer portfolio and the City's portfolio along with the
appropriation authority authorized under the Direct Purchase Note (DPN) Program will be used to provide
interim financing for this project until debt is issued. To the extent resources other than the Water and
Sewer portfolio are used to provide interim financing, the Water and Sewer Funds will be charged interest
that is equivalent to the overall rate of return being earned by the City portfolio (currently approximately
one-percent annually). Should the City's portfolio not support the liquidity needed to provide and interim
short-term financing source, another funding source will be required, which could mean issuance of
securities under the DPN Program or earlier issuance of Water and Sewer revenue bonds than is currently
planned. Once debt associated with this project is sold, bond proceeds will be used to reimburse the Water
and Sewer portfolio and the City's portfolio in accordance with the attached Reimbursement Resolution.
The City Council adopted the Water Department's Fiscal Year 2016 - 2020 Five-Year Capital Improvement
Plan on February 2, 2016 (M&C G-18662). This City Council adopted plan includes this specific project,
with funding identified through the DPN Program to be reimbursed with future revenue bonds. In
accordance with the provisions of the Financial Management Policy Statements, Staff anticipates
presenting revenue-supported debt issuances to the City Council for consideration within the next three
years. This debt must be issued within approximately three years to provide reimbursement for these
expenses. If that does not occur, the costs will no longer be reimbursable by issuing tax-exempt debt and
the funding source will have to be made whole through other budgetary methods. Adoption of this
resolution does not obligate the City to sell bonds, but preserves the ability to reimburse the City from tax-
exempt bond proceeds.
The project is located in COUNCIL DISTRICT 9, Mapsco 76L.
This M&C does not request approval of a contract with a business entity.
FISCAL INFORMATION/CERTIFICATION:
The Director of Finance certifies that appropriations are available to cover the cost of the City portion of this
CFA and that this project is included in the Fiscal Year 2016 Water& Wastewater Capital Improvement
Plan, as appropriated. The adopted Water&Wastewater Capital Improvement Plan includes an
appropriation of$9,400,000.00 for programmable Community Facility Agreement Project P0001. Of the
original appropriation, the amount of$8,177,413.00 is available to fund individual projects.
TO
FundDepartment Account Project Program Activity Budget Reference# Amount
ID ID Year (Chartfield 2)
FROM
Fund Department Account Project Program Activity Budget Reference# Amount
ID ID Year (Chartfield 2)
1) 56005 0600430 5310101 CO2698 C01580 2016 $19,939.0
1) 56005 0600430 533050 CO2698 C01584 2016 $399.0
1 560051 0600430 533050 CO2698 C01585 2016 $399.0
Submitted for City Manager's Office by: Jay Chapa (5804)
Originating Department Head: John Carman (8246)
Additional Information Contact: Julie Westerman (2677)
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ATTACHMENTS
06LANG OLEANDER CFA CO2698 REIMB RESOLUTION.Revised.doc
FS-15-020 Lang Oleander Location Map.Of
http://apps.cfwnet.org/council_packet/mc_review.asp?ID=22454&councildate=6/28/2016 5/10/2017