HomeMy WebLinkAboutContract 33222 v ,
CITY SECRETARY
CONTRACT NO. 539,qL -
LICENSE AGREEMENT
SOUTHWEST CHRISTIAN SCHOOL
STATE OF TEXAS §
COUNTY OF TARRANT §
THIS LICENSE AGREEMENT is made and entered into by and between the City of
Fort Worth, Texas, a home rule municipal corporation of the State of Texas, located in Tarrant,
Denton and Wise Counties, Texas, (hereinafter referred to as the "City") acting by and through
its duly authorized Assistant City Manager, and Southwest Christian School, a non profit
organization operating as a Christian educational facility located within Tarrant County, Texas
(hereinafter referred to as the "SCS"), acting by and through its duly authorized Chairman of
the Board of Trustees.
RECITALS
WHEREAS, on November 17, 1977, the City of Fort Worth acquired approximately
1.48 acres of land through the Parkland Dedication Policy and a Community Facilities
Agreement for a public park located at 5100 Hastings Drive, and
WHEREAS, on February 15, 1979, the City entered into a twenty-year lease for land
adjacent to the 1.48 acres with the Dan Danciger Jewish Community Center under City
Secretary Contract No. 10317 for a certain tract of land now known as Rosenthal Park to
construct, maintain and otherwise provide public recreation land and facilities on a total of 6.11
acres. The lease terminated under the provisions of the Agreement on February 14, 1999, and
WHEREAS, Southwest Christian School purchased this certain tract of land, including
the area known as Rosenthal Park, from the Dan Danciger Jewish Community Center on May
26, 1999, and
WHEREAS, on September 14, 2000, the City entered into City Secretary Contract No.
26185, M&C #L-12855, with Southwest Christian School to lease approximately 2.0 acres of
land for continued use as the park known as Rosenthal Park for a period of five (5) years with
one option to renew for an additional five (5) years, and
WHEREAS, this agreement was amended by City Secretary Contract No. 28757 on
May 28, 2003 (no M&C required) to delete the payment of a lease fee by the City to SCS and
remove the requirement that SCS maintain liability and property insurance, and
WHEREAS, SCS has requested that the renewal period be for a period of only two (2)
years, therefore a new contract needs to be implemented to reflect a two-year initial period
with three (3), two-year renewal options by mutual agreement for a total of eight(8) years, and
WHEREAS, the current contract expired on June 30, 2005, and the neighborhood and
surrounding area continue to need a neighborhood park to serve the community;
NOW THEREFORE, in consideration of the mutual covenants herein expressed, the
parties agree as follows:
SECTION 1.
PURPOSE
1.01 The SCS grants to the City a license for the use of approximately 1.4 acres of land to be
used as a portion of the City's Rosenthal Park, said land being more particularly described in
Exhibit "A," and hereafter referred to as the "Premises".
SECTION 2.
TERM
2.01 The primary term of this License Agreement shall be for a period of two (2) years
commencing on the 1"day of April 2006, and ending on the 31" day of March 2008.
2.02 The primary term may be renewed by mutual agreement between the SCS and the City
for a maximum of three (3) successive two-year periods under the same terms and conditions
of this License Agreement. City must advise SCS in writing of its intent to renew the
Agreement, no later than sixty (60) days, and no earlier than ninety (90) days prior to the end
of the original agreement, and the end of each of the three (3) successive, two (2) year renewal
periods.
SECTION 3.
USE AND MAINTENANCE
3.01 The Premises shall be used for a neighborhood park and shall be maintained and
operated consistent with all other parks within the same classification in the City of Fort Worth
park system. The City shall, during the term of this Agreement, maintain and repair the
Premises in accordance with the City's normal and customary standards of park maintenance.
SECTION 4.
IMPROVEMENTS
4.01 Exclusive right, title and interest in all improvements now existing or placed in the
future on the Licensed Premises by the City shall remain with the City, including but not
limited to, the picnic shelter, multi-use court and picnic tables. City retains the right, at its
discretion, to remove or add any or all of the structural improvements at any time before or at
the expiration of the primary lease term or the end of the extended lease terms, if said License
is extended by mutual agreement between the parties.
4.02 It is understood and agreed that the nature and extent of the recreational facilities now
or hereafter constructed by the City on the Licensed Premises shall be within the discretion of
the City.
SECTION 5.
RULES, REGULATIONS AND OPERATION
5.01 The Premises shall be subject to the same rules, regulations and methods of operation
as other public parks operated by the City's Parks and Community Services �Pa for the
public benefit.
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SECTION 6.
CLAIMS, LAWSUITS AND WAIVER
6.01 SCS agrees to notify the City promptly upon the receipt of any claim or lawsuit brought
in connection with any injury, death or damages on the Licensed Premises. SCS agrees to
make its officers, agents and employees available to the City at all reasonable times for any
statements and case preparation necessary for the defense of any claims or litigation for which
the City may be responsible hereunder.
6.02 Nothing herein shall be deemed to constitute a waiver of any immunity or affirmative
defense, which may be asserted by SCS or the City as to any claim of any third party; however,
the City does waive immunity to any claim of SCS seeking enforcement of this agreement
pursuant to law.
6.03 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.
SECTION 7.
TERMINATION
7.01 If SCS fails to perform any provision of this Agreement then the City may terminate
this Agreement under the provisions of this section. Termination of this Agreement will occur
only if the default continues for a period of thirty (30) days after the notifying party informs
the defaulting party in writing of the default and its intention to declare this Agreement
terminated.
7.02 In the event of termination by either party, and at the request of SCS, the CITY shall
have ninety (90) days from the date of termination to remove such improvements belonging to
the City from the Premises. Absent a request by the SCS to remove said improvements, the
City, in its discretion, may remove any or all of the improvements placed on said property by
the City.
7.03 If for any reason, at any time during any term of this Agreement, the City Council fails to
appropriate funds sufficient for the City to fulfill its obligations under this Agreement, the City
may terminate this Agreement to be effective on the later of (i) thirty (30) days following
delivery by the City to SCS of written notice of the City's intention to terminate or (ii) the last
date for which funding has been appropriated by the City Council for the purposes set forth in
this Agreement.
SECTION 8.
WAIVER
8.01 The failure to insist upon a strict performance of any of the covenants or agreements
herein set forth or to declare forfeiture for any violation thereof shall not be considered or
taken as a waiver or relinquishment of any rights to insist upon a strict compliance with all the
covenants and conditions.
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SECTION 9.
FORCE MAJEURE
9.01 It is expressly understood and agreed by the parties to this Agreement that if the
performance of-any obligations hereunder is delayed by reason of war; civil commotion; acts
of God; inclement weather; governmental restrictions, regulations, or interferences; fires;
strikes; lockouts; national disasters; riots; material or labor restrictions; transportation
problems; or any other circumstances which are reasonably beyond the control of the party
obligated or permitted under the terms of this Agreement to do or perform the same, regardless
of whether any such circumstance is similar to any of those enumerated or not, the party so
obligated or permitted shall be excused from doing or performing the same during such period
of delay, so that the time period applicable to such design or construction requirement shall be
extended for a period of time equal to the period such party was delayed.
SECTION 10.
NOTICES
10.01 Any notice provided for or permitted under this Agreement shall be made in writing
and may be given or served by (i) delivering the same in person to the party to be notified, or
(ii) depositing the same in the mail, postage prepaid, certified with return receipt requested,
and addressed to the party to be notified, or (iii) sending by telecopy, with a copy thereof sent
by registered mail on the same day. If notice is deposited in the mail pursuant to (ii) or (iii) of
this Section 10, it will be effective upon receipt or refusal. For the purpose of notice, the
addresses of the parties are, until changed as provided below, as follows:
CITY:
Parks and Community Services Department
4200 South Freeway, Suite 2200
Fort Worth, TX 76115-1499
SCS
Chairman of the Board
Southwest Christian Schools, Inc.
6801 Dan Danciger Road
Fort Worth, TX 76133
With a copy to:
Sarah Fullenwider
Assistant City Attorney
City Attorney's Office
1000 Throckmorton
Fort Worth, TX 76102
4
10.02 Or to such other address as said parties may hereafter designate by notice in writing
addressed and mailed or delivered to the other party hereto.
SECTION 11.
INDEPENDENT CONTRACTOR
11.01 SCS and City acknowledge that the doctrine of respondeat superior will not apply as
between the City and SCS, its officers, agents, servants, employees, contractors,
subcontractors, licensees and invitees. SCS further agrees that nothing in this Agreement will
be construed as the creation of a partnership or joint enterprise between the City and SCS.
SECTION 12.
GENERAL PROVISIONS
12.01 Entire Agreement. This License expresses the entire understanding and all
agreements of the parties hereto with each other and neither party hereto has made or shall be
bound by any agreement or any representation to the other party which is not expressly set
forth in this License.
12.02 Venue. If any action, whether real or asserted, at law or in equity, arises on the basis of
any provision of this Agreement, venue for such action shall lie in state courts located in
Tarrant County, Texas or the United States District Court for the Northern District of Texas —
Fort Worth Division. This Agreement shall be construed in accordance with the laws of the
State of Texas
12.03 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 reasonably, and
neither more strongly for or against any party, regardless of the actual drafter of this
Agreement.
12.04 No Third Party Rights. The provisions and conditions of this Agreement are solely
for the benefit of the City and SCS, and any lawful assign or successor, and are not intended to
create any rights, contractual or otherwise, to any other person or entity.
12.05 Severability. If any provision of this Agreement shall be held to be invalid, illegal or
unenforceable, the validity, legality and enforceability of the remaining provisions shall not in
any way be affected or impaired.
12.06 Compliance with Laws, Ordinances, Rules and Regulations. This Agreement will
be subject to all applicable federal, state and local laws, ordinances, rules and regulations,
including, but not limited to, all provisions of the City's Charter and ordinances, as amended.
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12.07 Governmental Powers. It is understood that by execution of this Agreement, the City
does not waive or surrender any of it governmental powers.
12.08 Amendment. This Agreement cannot be modified or amended without the written
consent of all parties hereto, and said amendment attached and made a part of this Agreement.
12.09 Multiple Counterparts. This Agreement may be executed in multiple counterparts,
each of which will be deemed an original, but which together will constitute one instrument.
IN WITN S WHERE the parties have executed this License Agreement in
multiples, this_T day of , 2006.
CITY OF FORT WORTH SOUTHWES STIAN SCHOOL,
Inc.
By: By:
Libby Watson awkins
Assistant City Manager Ch an of the Board
ATTEST: 1, — ),;t KY
JA • .ontract AUthorizatioa
Date
APPROVED AS TO FORM
Al'V D 'L"'_V'l T]f
Sarah Julwider,
Assista City Attorney
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STATE OF TEXAS
COUNTY OF TARRANT
BEFORE ME, the undersigned authority, a Notary Public in and for the State of Texas, on this day
personally appeared Libby Watson, known to me to be the person whose name is subscribed to the
foregoing instrument, and acknowledged to me that the same was the act of the City of Fort Worth,
and that she executed the same as the act of the said City of Fort Worth for the purposes and
consideration therein expressed and in the capacity herein stated.
GIVEN UNDER MY HAND AND SEAL OF OFFICE, this 7G day of
2006.
ROSE"BARNES
MY COMMISSION EXPIRES
M"31,2=
Notary Public in and for
the State of Texas
STATE OF TEXAS
COUNTY OF TARRANT
BEFORE ME, the undersigned authority, a Notary Public in and for the State of Texas, on this day
personally appeared Steve Hawkins, known to me to be the person whose name is subscribed to the
foregoing instrument, and acknowledged to me that the same was the act of the Southwest Christian
School, and that he executed the same as the act of the said Southwest Christian School for the
purposes and consideration therein expressed and in the capacity herein stated.
GIVEN UNDER MY HAND AND SEAL OF OFFICE, this day of
52006.
CANDACE DILLOW
Notary Public,State of Texas
xZe � - My Commission Expires
May 29,2009
Notary Pul is in and f r
the State of Texas
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City of Fort Worth, Texas
41DONOV And Council Communication
DATE REFERENCE NUMBER LOG NAME PAGE
7/25/00 **L-12855 80SWCROSE 1 of 2
SUBJECT LEASE AGREEMENT WITH SOUTHWEST CHRISTIAN SCHOOL FOR LAND ADJACENT
TO ROSENTHAL PARK
RECOMMENDATION:
It is recommended that the City Council authorize the City Manager to execute an agreement with
Southwest Christian School (SCS) to lease approximately two acres adjacent to Rosenthal Park for a
five-year period with one five-year renewal period at a cost of $1,650 in the first year, and a 10%
escalation fee each year thereafter throughout the primary lease term.
DISCUSSION:
The City of Fort Worth acquired 1.48 acres on November 17, 1977, through the Parkland Dedication
Policy and a Community Facilities Agreement for a public park located at 5100 Hastings Drive. In 1979,
additional land was leased from the Dan Danciger Jewish Community Center (JCC) for a total of 6.11
acres.
The City entered into a 20-year lease with the JCC commencing on February 15, 1979, and terminating
February 14, 1999. The purpose of the lease was to construct, maintain, and otherwise provide public
recreation land and facilities. The City constructed improvements on the leased areas, including a
ballfield, multi-purpose court, pavilion, playground and several picnic areas. Per the lease, the City
retained exclusive right, title and interest in all the improvements constructed.
Staff was notified in early February 1999 that SCS intended to purchase the JCC to use as their school
for K-6 grades. In May 1999, SCS purchased the school site and negotiations began with the new
owners regarding the continued use of the leased property. A number of options were explored ranging
from renewing the lease agreement in its entirety to terminating the lease and removing all
improvements.
On June 15, 2000, an agreement was reached to lease approximately two acres from SCS for a five-
year primary lease term with the option to renew for five additional years. Lease fees will be $1,650 in
the first year, and a 10% escalation of the fee each year thereafter throughout the primary lease term.
The lease fee in years 2, 3, 4, and 5 would be $1,800, $2,000, $2,200 and $2,400, respectively.
Other terms of the agreement include: (1) relocation of the SCS property fence to a mutually agreed
upon location to allow access to the leased area, (2) the City will relinquish ownership of the ballfield,
backstop and bleachers to SCS, and (3) the City will retain ownership of all improvements in the leased
area including, but not limited to, the pavilion, multi-purpose court and picnic tables.
On June 20, 2000, the Parks and Community Services Advisory Board endorsed staffs
recommendation to the City Council with an additional recommendation that "the City Council consider
appropriating funds in either the next Capital Improvement Program or sooner to reevaluate the lease
and either purchase the adjacent SCS property in question or redevelop the existing City-owned land
for Rosenthal Park."
City of Fort Worth, Texas
4110500 and Council Communication
DATE REFERENCE NUMBER LOG NAME PAGE
7/25/00 **L-12855 80SWCROSE 2 of 2
SUBJECT LEASE AGREEMENT WITH SOUTHWEST CHRISTIAN SCHOOL FOR LAND ADJACENT
TO ROSENTHAL PARK
This project is located in COUNCIL DISTRICT 6.
FISCAL INFORMATION/CERTIFICATION:
The Finance Director certifies that funds are available in the current operating budget, as appropriated,
of the General Fund.
LWA
Submitted for City Manager's FUND ACCOUNT CENTER I AMOUNT CITY SECRETARY
Office by: (to)
Libby Watson 6183
Originating Department Head:
Richard Zavala 5704 (from) APPROVED 7-25-00
GG01 539120 0807021 $1,650.00
Additional Information Contact:
Richard Zavala 5704