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HomeMy WebLinkAboutContract 38910 (2)�IiY �ECRETARI� LEASE AGREEMENT C®�TRA�T IVO. STATE OF TEXAS § COUNTY OF TARRANT § This lease agreement ("Lease") is made and entered into this � day of 2009, the effective date hereof, at Fort Worth, Texas by and between THE ARM Y BUILDING, LLC (herein called "Lessor") acting by and through Jim Dernehl, Jr., its duly authorized Manager, and the CITY OF FORT WORTH, a municipal corporation (herein called "Lessee"), acting by and through its duly authorized representative, Tom M. Higgins, Assistant Ciiy Manager. The term "Lessor" shall include the agents, representatives, employees, and contractors of Lessor. The term "Lessee" shall include the agents, representatives, and employees of Lessee. SECTION 1. Leased Premises. For and in consideration of the rental payments to be paid under this Lease, Lessor leases to Lessee and Lessee leases from Lessor: Office space of approximately 14,649 square feet, also lm-own as Suite Numbers 151 and 251, and one hundred sixteen (116) parking spaces, located at 1289 Hemphill Street, Fort Worth, Texas, 76104 The office space and parking spaces, together with any and all structures, improvements, fixtures and appurtenances thereon, thereunder or over, shall be referred to as the Leased Premises. The boundaries and location of the Leased Premises are described on the attached Exhibit A made part hereof. SECTION 2. Use of premises. The Leased Premises shall be used as office space for the City of Fort Worth and not otherwise, except upon written consent of Lessor. SECTION 3. Term and Rent. 3.01 This Lease shall be for a period of ten years commencing thirty days after the latter of (i) the issuance of a certificate of occupancy or (ii) the substantial completion of the tenant improvements as set forth in Exhibit "B", attached hereto and made apart hereof for all purposes ("Commencement Date"). Lessor and Lessee shall execute a written memorandum evidencing the Commencement Date and the Term expiration date as soon as these dates are established, in the form attached as Exhibit "C", attached hereto and made apart hereof for all purposes ("Commencement Date Memorandum"). If the Commencement Date is not the first day of a month, a prorated installment of monthly rent based on a 30 day month shall be paid for the fractional month during which such date occurs or the Lease terminates. For the purposes of this Lease, substantial completion is the stage in the progress of the tenant improvements when the tenant improvements are sufficiently complete so that Lessee can occupy or utilize the Leased Premises for its intended use, and all electrical, plumbing, HVAC and water systems, and all restroom facilities and elevators are. fully functional. When Lessee considers that the tenant improvements are substantially complete, Lessee shall prepare and submit to Lessor a ��F���ALRECORD CITY SECRETARY FT. yVfJRTH, -T� City of Fort Worth Lease Page 1 comprehensive list of items to be completed or corrected ("Punch List"). Lessor shall complete the Punch List within thirty (30) days of submission to Lessor ("Punch List Deadline"). The Punch List Deadline may be extended by Lessee if, in Lessee's sole discretion, Lessor is making reasonable efforts to complete the Punch List. In the event that the Punch List is not completed by the Punch List Deadline or any extension thereof by Lessee, rent shall abate until the Punch List is completed. 3.02 Lessee shall pay Lessor Base RENT of $15.00 per square foot in year one and two of this Lease Agreement, payable in equal monthly installments of $18,311.25, the receipt and sufficiency of which is hereby acknowledged. Thereafter, the rental shall increase 3% annually and monthly rentals shall be as follows: Year 3: $18,860.59 Year 4: $19,426.41 Year 5: $20,009.21 Year 6: $2009.49 Year 7: $21,227.77 Year 8: $2104.60 Year 9: $22,520.54 Year 10: $23,196.16 3.03 Such rental payments shall be mailed or delivered to Lessor at the following address: The Armory Building, LLC, 1289 Hemphill Street, Suite 101, Fort Worth, Texas 76104, in care of its Manager, James Dernehl, Jr. Monthly rentals shall be paid by Lessor to Lessee in advance on or before the first of each month, starting on as set forth in Section 3.01. 3.04 This Lease may be renewed for successive terms of five (5) years each for up to a maximum of two successive terms, provided that Lessee notifies Lessor in writing of its intent to extend on or before 60 days prior to the expiration of the Lease or any extension. The notice shall be deemed effective when deposited by Lessee in United States mail, postage prepaid, certified mail, return receipt requested, addressed to Lessor. The terms of this Lease shall continue to govern and control the relationship of the parties during any extensions. Rental for any renewal term shall be fair market value rent based on an appraisal performed within six months of the beginning of the renewal term. SECTION 4. Taxes, Utilities, Late Charges, and Insurance, 4.01 Personal Property Taxes. a) Lessee shall pay all taxes charged against trade fixtures, furnishings, equipment, or any personal property belonging to Lessee. Lessee shall try to have personal property taxes separately from the real property. City of Fort Worth Lease Page 2 b) If any of Lessee's personal property is taxed with the real property, Lessee shall pay Lessor the taxes for the personal property within thirty (30) days after Lessee receives a written statement from Lessor with a copy of the tax bill attached for personal property taxes. 4.02 Utilities. Lessee shall pay directly to the appropriate supplier the cost of all natural gas, heat, light, power, sewer service, telephone, water, and other utilities and services supplied to the Leased Premises. The costs for refuse disposal shall be split between Lessor and Lessee, with Lessee paying two-thirds (2/3) and Lessor paying one-third (1/3). Lessee shall be responsible for making all utility deposits. 4.03 Late Charges Lessee's failure to pay rent promptly may cause Lessor to incur unanticipated costs. The exact amount of such costs are impractical or extremely difficult to ascertain. Such costs may include, but are not limited to, processing and accounting charges and late charges which may be imposed on Lessor by any ground lease, mortgage, or trust deed encumbering the property. Therefore, if Lessor does not receive any rent payment within thirty (30) days after written notice to Lessee that rent is delinquent, Lessee shall pay Lessor a late charge equal to fifteen percent (15%) of the overdue amount. The parties agree that such late charge represents a fair and reasonable estimate of the costs Lessor will incur by reason of such late payment. SECTION 5. Insurance. Lessor agrees to insure the Leased Premises, but not including Lessee's personal property items or contents. Such insurance shall provide protection for liability, fire and casualty, and property damage for the property owned by the Lessor, situated at, and including, the Leased Premises. Verification of this coverage shall be provided to Lessee prior to the execution of this Lease. Lessee assumes no liability or financial obligation for the acquisition or maintenance of such insurance, except for insuring its personal property and contents. All costs incurred during the course of insuring the Leased Premises shall be borne solely by the Lessor. The City of Fort Worth is basically aself-funded entity and as such, generally, it does not maintain a commercial liability insurance policy to cover premises liability. Damages for which the City of Fort Worth would ultimately be found liable would be paid directly and primarily by the City of Fort Worth and not by a commercial insurance company. SECTION 6. Indemnity. To the extent allowed by law, Lessee shall indemnify Lessor against, and hold Lessor harmless from, any and all costs, claims, or liability arising from (1) Lessee's use of the Leased Premises; (2) the conduct of Lessee's business or anything else done by Lessee in or about the Leased Premises; (3) any breach or default in the performance of Lessee's obligations under this Lease, or (4) any misrepresentation or breach of warranty by Lessee under this Lease. Lessee shall defend Lessor against any such cost, claim, or liability at Lessee's expense with counsel reasonably acceptable to City of Fort Worth Lease Page 3 Lessee; or at Lessor election, Lessee shall reimburse Lessor for any reasonable legal fees or costs incurred by Lessor in connection with any such claim. As a material part of the consideration to Lessor, Lessee hereby assumes all risk of damage to property or injury to persons in or about the Leased Premises arising from any cause; and Lessee hereby waives all claims in respect thereof against Lessor, except for any claim arising out of Lessor's gross negligence or willful misconduct. Nothing contained herein shall ever be construed so as to require Lessee to create a sinking fund or to access, levy and collect any tax to fund its obligations under this paragraph SECTION 7. Fixtures/Improvements. 7.01 Lessee shall not make any alterations or improvements to the Leased Premises which may affect the structure of the building, or which may affect the mechanical, plumbing, or electrical systems of the building, without first securing Lessor's prior written consent thereto, which consent shall not be unreasonably withheld. 7.02 Lessor agrees to allow Lessee to make modification and renovation to the Leased Premises as mutually agreed by the parties to support the purposes for which the Lessee will be using the Leased Premises. All costs associated with the renovations will be at the sole expense of the Lessee. 7.03 Lessor herein agrees that no property or equipment, owned or installed by Lessee, or any representative of Lessee, shall, under any circumstances, become a fixture, and that Lessee shall reserve the right to remove any and all such property or equipment at any time during the term of this Lease, or subsequent to its termination by either party. Lessor further agrees that Lessor will, at no time hold or retain any property owned or installed by Lessee, for any reason whatsoever. 7.04 Lessee will not allow any liens to be placed upon the Leased Premises. 7.05 Lessor shall affix on the exterior of the Building a sign for the Fort Worth Police Department in such color, size, style, location, and materials as approved in advance by Lessee, which approval shall not be unreasonably withheld or delayed. SECTION 8. Default, Termination, Funding and Non -Appropriation. 8.01. Lessee Default. A default by Lessee shall exist if Lessee fails to pay Rent within thirty (30) days after written notice from Lessor that Rent is due hereunder. Upon a default by Lessee, Lessor, as its sole remedy, may terminate this Lease and Lessor shall have the right to collect the past due Rent from Lessee, as well as the 15% late charges as set out in section 4.03. 8.02 Termination. a) Lessee shall have the right to terminate this Lease at any time for any reason by giving Lessor sixty (60) days written notice prior to the intended termination date. The notice shall be deemed City of Fort Worth Lease Page 4 effective when deposited by Lessee in the United States mail, postage prepaid, certified mail, return receipt requested, addressed to Lessor. b) If this Lease is terminated under 8.02(a), neither party shall have any further obligation or liability to the other under this Lease except as to Lessee's payment of the unamortized cost to Lessor of any tenant improvements to the Leased Premises. In order for such termination to be effective, Lessee must pay Lessor the unamortized cost to Lessor of any tenant improvement to the Leased Premises within thirty (30) days of the termination. The tenant improvement cost to be amortized under this Section shall be the lesser of (i) Lessor's actual costs as evidenced by invoices or (ii) $1,200.000.00. The tenant improvement costs shall be set forth in the Commencement Date Memorandum. The cost shall be amortized on a yearly basis beginning on the commencement date of the Lease for determining any outstanding amount due to Lessor by Lessee by the termination of the Lease. Lessor and Lessee shall be bound by the terms, covenants and conditions expressed herein until Lessee surrenders the Leased Premises, regardless of whether the date of surrender coincides with the date of termination of the Lease. c) This Lease shall terminate at the expiration of the Lease Term or any renewal period, or as otherwise provided herein, and neither party shall have any further obligation or liability to the other upon such termination. 8.03 Funding and Non -Appropriation. This Lease shall terminate in the event that the governing body of Lessee shall fail to appropriate sufficient funds to satisfy any obligation of Lessee hereunder. Termination shall be effective as of the last day of the fiscal period for which sufficient funds were appropriated or upon expenditure of all appropriated funds, whichever comes first. Termination pursuant to this non -appropriation clause shall be without further penalty or expense to either party other than the remaining amortized cost to be paid by Lessee to Lessor for the tenant improvements of the Leased Premises in accordance with Section 8.02(b) SECTION 9. Right of Inspection. Lessor reserves the right to enter upon the Leased Premises at all reasonable times for the purpose of inspecting the Leased Premises, provided that such entry does not conflict with Lessee's rights hereunder. Notwithstanding the above, given the sensitive nature of materials handled by the Fort Worth Police Department ("FWPD"), Lessor shall not enter the Leased Premises unless accompanied by a representative of Lessee. Lessee shall make a representative available immediately upon request of Lessor." During the last 180 days of the Lease term and any subsequent renewal terms, Lessor may place a "For Lease" or similarly worded sign on the Leased Premises. With advance notice to and approval by the Lessee, Lessor may show the property to prospective tenants. SECTION 10. Surrender of Leased Premises. Upon the termination of this Lease for any reason whatsoever, Lessee shall surrender possession of the Leased Premises in the same condition as the Leased Premises were in upon delivery of possession under this Lease, reasonable wear and tear excepted. Lessee also shall surrender all keys for the Leased Premises to Lessor at the place then fixed for the payment for rent and shall inform Lessor of all combinations on locks, safes, and vaults, if any, on the Leased Premises. Lessee shall remove all its furniture and equipment on or before the termination of the Lease; and Lessee shall be City of Fort Worth Lease Page 5 responsible for repairing any damage to the Leased Premises caused by the removal of furniture and equipment. SECTION 11. Condition of Leased Premises, Maintenance, Repairs and Alterations 11.01 EXlstinr Conditions. a) Agreed Actions. Lessee has examined the Leased Premises, and represents that effective upon the Commencement Date, Lessee accepts same in its condition, "AS4S". b) _Acceptance and General Representations. Lessee represents that effective upon the Commencement Date, Lessee accepts the Leased Premises in its condition, subject to all recorded matters, laws, ordinances, and governmental regulations and orders. Lessee acknowledges that, except as stated herein, neither Lessor nor any agent of Lessor has made any representation as to the condition of the Leased Premises or the suitability of same for Lessee's intended use. However, Lessor represents that it has received no notice of any existing violation of applicable laws, ordinances, and regulations, including, without limitation, all environmental laws, rules, or regulations. c) Environmental Representations. Lessee agrees to defend and hold Lessor harmless against any claims, demands, and causes of action arising out of any violations of any environmental laws, rules, or regulations occurring during the period of lease on the Leased Premises arising out of any violations of environmental laws, rules, or regulations and due to actions taken by Lessee during the Lease Term. d) In using the Leased Premises, Lessee shall not discriminate or permit discrimination against any person or group of persons on the ground of race, sex, color, or national origin. 11.02 Maintenance and Repairs. (a) Lessor shall maintain the roof, foundation, and structural soundness of exterior walls and landscaping of the outside premises at its own expense in good order, condition, and repair during the Lease Term. Lessee agrees to give Lessor notice of defects or need for repairs in the roof, foundation, HVAC, water and sewer lines, electrical system, and exterior walls of the Leased Premises within eight (8) hours of the need for repairs and Lessor shall commence repair of such defects or disrepairs within twenty-four (24) hours of receipt of notice from Lessee. If the repair of such defects or disrepairs are not complete within three (3) days of the notice by Lessee to Lessor, then Lessor shall have such additional reasonable time to complete such repairs. In the event the repairs are not performed by Lessor within such reasonable time, Lessee may perform the necessary repairs and shall receive a credit against future rent in the actual amount of the repairs. If a defect or disrepair is the result of the negligence of Lessee, Lessee shall be responsible for the actual cost of the repairs, as evidenced by invoices provided by Lessor. City of Fort Worth Lease Page 6 (b) Lessor shall maintain, at Lessor's expense, a preventive maintenance program providing for the regular inspection and maintenance of the heating and air conditioning system. Lessor shall provide all routine maintenance in and around the Leased Premises, including replacement of light bulbs, elevator maintenance, pest control, and landscaping. Lessee shall provide all security, if any, to the Leased Premises during the Lease Term. Lessor shall have no obligation to provide any security service or other security devised in or about the Leased Premises; and Lessor, in any event, shall have no liability hereunder for any theft, burglary, or other breach of securing during the Lease Term. Lessee shall provide, at its expense, all routine janitorial and cleaning services in or about the Leased Premises during the Lease Term and shall keep the Leased Premises in good, clean, attractive, sanitary, and habitable condition in compliance with all applicable health ordinances and regulatory provisions. SECTION 12. Damage or Destruction. 12.01 Notice. If the building or any other improvement on the Leased Premises should be damaged or destroyed by fire, tornado, or other casualty, Lessee shall promptly give written notice thereof to Lessor. 12.02 Partial Damage. If the building or any other improvement situated on the Leased Premises should by partially damaged by fire, tornado, or other casualty to such an extent that rebuilding or repairs can reasonably be completed within one hundred twenty (120) days after the date Lessor received written notice by Lessee of the occurrence of the damage, as Lessor shall determine within thirty (30) days after the receipt of such written notice, Lessor shall proceed forthwith to rebuild or repair such building or other improvements on the Leased Premises (other than leasehold improvements made by Lessee or any assignee, subtenant, or other occupant of the Leased Premises) to substantially the condition in which it existed prior to such damage. 12.03 Total Damage.. If the building situated on the Leased Premises should be substantially or totally destroyed by fire, tornado, or other casualty, or so damaged that rebuilding or repairs cannot reasonably be completed, as determined by Lessor, within one hundred twenty (120) days after the date Lessor receives written notification by Lessee of the happening of the damage, this Lease shall terminate, at the option of Lessor or Lessee, upon written notice given by one to the other within ten (10) days after the date of Lessor's said determination; and rent shall be abated for the unexpired portion of this Lease. 12.04 Temporary Reduction of Rent. Rent shall abate proportionally during any period and to the extent that a fire or other casualty renders the Leased Premises. unfit for use by Lessee in the ordinary conduct of its business. Except for such possible reduction in Rent, insurance premiums, and real property taxes, Lessee shall not be entitled to any compensation, reduction, or reimbursement from Lessor as a result of any damage, destruction, repair, or restoration of or to the Leased Premises. SECTION 13. Assignment. Lessee shall not assign or sublet this Lease without the prior written approval of Lessor. Upon issuance of such approval, this Lease shall be binding on the successors, and lawful assignees of Lessor and the successors of Lessee, as permitted by the City of Fort Worth Lease Page 7 terms of this agreement and by the laws of the State of Texas and the United States. Any person or entity using or occupying the Leased Premises without a lawful assignment or sublease shall be subject to all the responsibilities and liabilities of Lessee and shall be subject to all provisions regarding termination and eviction. SECTION 14. Police Protection. Lessor agrees and understands that Lessee in no way promises to provide increased police protection or more rapid emergency response time because of this Lease. No special relationship shall exist between Lessor or Lessee because of this Lease other than that of Lessor and Lessee. Lessee shall provide no greater police protection to Lessor than is provided to all other residents and businesses of the City of Fort Worth, SECTION 15. Notices. Notices required to be made under this agreement shall be sent to the following persons at the following addresses, provided, however, that each party reserves the right to change its designated person for notice, upon written notice to the other party of such change: All notices to Lessor shall be sent to: The Armory Building, LLC, in care of its Manager, Jim Dernehl, Jr. 1289 Hemphill Street, Suite 101 Fort Worth, TX 76104 All notices to Lessee shall be sent to; Fort Worth Police Department Administrator, Fiscal and Employment Management 350 West Belknap Street Fort Worth, Texas 76102 With a copy to; Jay Chapa Housing and Economic Development Department 1000 Throckmorton Ave Fort Worth, Texas 76102 And a copy to: City Attorney City of Fort Worth 1000 Throckmorton Street Fort Worth, Texas 76102 City of Fort Wortli Lease Page 8 All time periods related to any notice requirements specified in the Lease shall commence upon the terms specified in the section requiring the notice. SECTION 16. Entire Agreement. This Lease shall constitute the entire agreement of the Lessor and Lessee, and shall supersede any prior agreements, either oral or written, pertaining to the Leased Premises, SECTION 17. Partial Invalidity. If any one or more of the provisions contained in the Lease Agreement shall for any reason be held invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or unenforceable provision had never been contained herein. SECTION l�. Attorneys Fees. If either party engages an attorney to file suit in order to enforce any right under this Lease Agreement, the party against whom such action is taken agrees to pay the filing party the reasonable costs of necessary attorney's fees and/or expenses incurred thereby, provided the filing party prevails in such judicial action. SECTION 19. Amendment. This Lease Agreement may not be altered, waived, or otherwise modified, except where done in writing and signed by Lessor and Lessee. SECTION 20. Waivers. One or more waivers of any covenant, term, or condition of the Lease by either Lessor or Lessee shall not be construed as a waiver of a subsequent breach of the same covenant, term, or condition. The consent or approval by either Lessor or Lessee to or of any act by the other party requiring such consent or approval shall not be deemed a waiver or render unnecessary consent to or approval of any subsequent similar act. SECTION 21. Choice of Law and Venue. This lease and the relationship created hereby shall be governed by the laws of the State of Texas. Venue for any action brought to interpret or enforce the terms of the Lease or for any breach shall be in Tarrant County, Texas, SECTION 22. Subordination to Mortgages. Lessee accepts this Lease subject and subordinate to any mortgage(s), deeds) of trust, ground leases) or other liens) now or hereafter affecting the Leased Premises, and to renewals, modifications, refinancings and extensions thereof and if, but only if, each holder of any mortgage, deed of trust, ground lease or other lien subsequently affecting the Leased Premises has executed and delivered to Lessee a SNDA (hereinafter defined), then to any mortgage(s), deed(s) of trust, ground lease(s) and other lien(s) subsequently affecting the Leased Premises, and to renewals, modifications, refinancings and extension thereof (collectively, a "Mortgage"). The party having the benefit of a Mortgage shall be referred to as a "Mortgagee." This clause shall be self -operative, but upon request from a Mortgagee, Lessee shall execute a commercially reasonable SNDA in favor of the Mortgagee. If requested by a successor4n4nterest to all or part of Lessor's interest in this Lease, Lessee shall, without charge, attom to the successor4n-interest if, but only if, such successor -in -interest has executed a SNDA or other agreement whereby such successor in interest has agreed not to disturb or interfere with Lessee's possession of the Leased Premises (subject to the terms and conditions of this Lease) for so long as Lessee is not in default under this Lease beyond any applicable notice and cure period. Lessor represents and warrants to Lessee that as of the date of this Lease there is. no Mortgage filed against the Leased Premises. Prior to permitting a City of Fort Wortla Lease Page 9 Mortgagee to obtain a Mortgage on the Property, Lessor will use commercially reasonable efforts to cause such Mortgagee to execute a Subordination, Non -disturbance and Attornment Agreement ("SNDA") in form and substance reasonably satisfactory to Lessor, Lessee and the Mortgagee. The SNDA, among other things, shall provide that in the event a Mortgagee forecloses on the Leased Premises or otherwise enforces its right to divest Lessor of its fee simple interest in the Leased Premises, then such Mortgagee will not disturb Lessee's use and enjoyment of the Leased Premises for so long as Lessee is not in default under this Lease beyond any applicable notice and cure period. SECTION 23. Compliance to Laws. Lessor, at its expense, shall comply with all environmental, air quality, zoning, planning, building, health, labor, discrimination, fire, safety and other governmental or regulatory laws, ordinances, codes and other requirements applicable to the Leased Premises, including, without limitation, the Americans with Disabilities Act of 1990 (collectively, the "Building Laws"). Prior to Lessee's occupancy, Lessor shall obtain certificates as may be required or customary evidencing compliance with all building codes and permits and approval of full occupancy of the Leased Premises and of all installations therein. Lessor shall cause the Leased Premises to be continuously in compliance with all Building Laws as they may be amended from time to time). SECTION 24. First Right of Refusal. If at any time during the term of this Lease or during any renewal term Lessor shall receive a bona fide offer from any person to purchase the Leased Premises, Lessor shall send Lessee a copy of the proposed contract and notify Lessee of the intention of the Lessor to accept the same. Lessee shall have the right within twenty (20) business days to accept the terms of the said contract in its own name for the gross purchase price and on the terms specified in said contract. If Lessee shall not so elect within the said period, Lessor may then sell the Leased Premises to said buyer, provided the said sale is on the same terms and conditions and for the price set forth in the said contract sent to Lessee. [THE REMAINDER OF THIS PAGE IS INTENTIONALLY LEFT BLANK.] City of Fort Worth Lease Page 10 SIGNED this Z� day of THE ARMORY BUILDING, LLC ATTEST: 20� CITY OF FORT WORTH AS TO FORM AND LEGALITY: City City Secretary By: G , Tom M. Wiggins, stant City Manager City of Fort Worth Lease Page 11 �oa��rac A;u�.hprizmtio� Date OFFICIAL RECORd c�;IT1(S�CCRETARIC FORTH, TX ACKNOWLEDGEMENT 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, Jim Dernehl, Jr., the Manager and duly authorized representative of THE ARMORY BUILDING, LLC, known to me to be the same person whose name is subscribed to the foregoing instrument, and acknowledged to me that the same was the act of and that_ DAMES DERNEHL, JR., on behalf of THE ARMORY BUILDING, LLC;; and that he executed the same as the act of THE ARMORY BUILDING, LLC for the purposes and consideration therein expressed and in the capacity therein stated. GIVEN UNDER MY HAND AND SEAL OF OFFICE this ��� day of 2009. Notary City of Fort Wo�th Lease Page 12 PHYLLIS FEZ t�lotary Public STATE OF TEXAS My Comm. Exp. Mar. 05, 2012 ACKNOWLEDGEMENT 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 TOM M. HIGGINS, the assistant City Manager of the CITY OF FORT WORTH; known to me to be the same 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 he executed the same as the act of the CITY OF FORT WORTH for the purposes and consideration therein expressed and in the capacity therein stated. GIVEN UNDER MY HAND AND SEAL OF OFFICE this �� 2009. MARIA 5. SAM1lCHEZ R10TARY PUSLiC STATE QF TEXAS My Comm. Exp. i 2-i 4-2009 day of ��.rnv i o- �� �� r Y Public in and for the State of T City of Fort Worth Lease Page 13 EXHIBIT "A" LEASED PREMISES City of Fort Worth Lense Page 14 �� � . � _ �. �i I r. _ �. � � � } � � � i. �� i . . ,� s �,1 1 F I 1 1 ►::�. _ ', �1_ - 3 J I_r :�� r -,► - � � ; '�. ;� �, �' 4 1 �� - - ' V. ��� .1 i' �, Y;� �� ,I . I .�. , : � r- r� a ,. — 1289�`Hemphill Street � � i � ,, ��}� The Armory Build_mg � � , � -- � , p �: � ` y � � f ��1U���! Prepared by Katherine Davenport, Land Agent, City of Fort Worth Fort Worth Police Department 1289 Hemphill Street, Suite 151 First Floor — 7,234 Square Feet Prepared by Katherine Davenport, Land Agent, City of Fort Worth Fort Worth Police Gang Unit 1289 Heynphill Street, Suite 251 2nd Floor — 7,417 Square Feet �° ❑LEANDER STREET MAGNOLIA STREET SITE PLAN �� 1289 S. HEMPHILL STREET Ie scale: 1/32" = 1'-0" June 5, 2009 EXHIBIT "B" TENANT IMPROVEMENTS Ciry ofFort Wortl: Lease Page 15 Q.NOBfBi W. I[[V ARCHITECT INC. 2O<-- `;C71J 1 1-1 MAIN -T REP-F -T. WORTI I. T F X t3 7 (3 1 0�1 817-332-5014 FAX: 817-332-8570 July 23, 2009 Outline of tenant improvements to be constructed for the Fort Worth Police Department at 1289 Hemphill Street. Space to be leased is 7,234 square feet for NPD2 and 7, 417 square feet for the Gang Unit. Improvements for the each of the spaces includes, but is not limited to the following: NPD2: Spaces to include a conference room, a breakroom, bike repair and storage, roll call room, waiting area, report writing, workout room, space for eight NPO officers, NPO Sergeant's office, space for eight Sergeants, Lieutenant's office, Time Clerk and Secretary's office, Storage, IT room, locker room and toilet for men, locker room and toilet for women, and corridors connecting the spaces to each other and the common area exits for the building. The finishes for the above spaces include carpet for office spaces, vinyl composition the for corridors and utility spaces, roll call and high traffic spaces, ceramic the on floors and walls in areas where toilet fixtures or showers are installed. Wall surfaces shall be painted drywall in general, ceramic tile in wet areas. Ceilings shall be mixed between gypsum drywall, 2'x4' lay -in acoustic and existing tin ceiling where feasible. Mechanical systems will include energy code compliant lighting, new plumbing fixtures and hardware and split systems hvac with insulated ductwork. GANG: Spaces to include two Enforce Team rooms and two Enforce Sergeants offices, space for 14 detectives, 2 interview rooms with a shared viewing room, Commanders office, Sergeants office, Intelligence Section, Break room, Intervention/Prevention office, IT room, Enforce Corporals office, Civilian Assistant Office, Waiting room, Men's locker room and toilet, Women's locker room and toilet, and corridors connecting the various spaces. The finishes for the above spaces include carpet for the office spaces, vinyl composition the for high traffic areas, ceramic the for wet areas for both walls and floors where practical. Wall finishes are painted gypsum drywall except where ceramic tile is desirable. Ceilings will be painted gypsum drywall in wet areas, and 2'x4' acoustic lay -in elsewhere. Mechanical systems will include energy code compliant lighting, new plumbing fixtures and hardware and split systems hvac with insulated ductwork. Parking area to the east and north of the building location will be paved with asphalt with cast in place concrete curbing and painted parking lot striping. Landscape islands and materials per landscape requirements, City of Fort Worth; parking layout, dimensions and design per City of Fort Worth standards. ) ■ § ,■ \ 4 kc c c ° / | q� o § no if o $ N 2 9m HDm�L amyl mS AR+,7xb 39+ Q•RBBERiW.KEEEY POLICE GANG UNIT- SECOND FLOOR A R C H I T E C T i N c. 1289 HEMPHILI STREET FORT WORTH, TEXAS 76104 m. ....,. EXHIBIT COMMENCEMENT DATE MEMORANDUM COMMENCMENT DATE MEMORANDUM (sample onlyl Re: Lease (the "Lease's between The Armory Bung, LLC("Lessor's and The City of Fort Worth ("Lessee's for approximately 14,649 square feet and one hundred sixteen parking spaces of Leased Premises at Suite 151 and 251, 1289 Hemphill Street, Fort Worth, Texas 76104. Unless otherwise specified, all capitalized terms used herein shall have the same meanings as in the Lease. Lessor and Lessee agree that: Lessor• has substantially completed all work required under the terms of the Lease. The Leased Pr•ernises are usable by Lessee as intended; Lessor has no further obligation to perform any work or other construction (other than punch list items, if applicable), and Lessee acknowledges that the Leased Premises are acceptable. The Commencement Date of the Lease is Tlae Expiration Date of the baitial Ternz is the last day of The cost of tenant improven2ents to be amortized in accordance with- Section 8:02(b) of the Lease are � All other terms and conditions of the Lease are ratified and aclrnowledged to be unchanged. EXECUTED as of THE ARMORY BUILDING, -LLC By: James Dernehl, Jr., Manager CITY OF FORT WORTH APPROVED AS TO FORM AND LEGALITY: Assistant City Attorney ATTEST: City Secretary By: City of Fort Worth Lease Page 16 Tom M. Higgins, Assistant City Manager