HomeMy WebLinkAboutContract 43957 (2)CITY SECRETAR
coNTRACT NO.
PARKING LOT LEASE AGREEMENT
This PARKING LOT LEASE AGREEMENT (the "Lease") is made and entered into as of
Det c1 , 2012 byand between THE CITY OF FORT WORTH, a Texas home -rule municipal
p
corporation ("Lessor") and FORT WORTH MUSEUM OF SCIENCE AND HISTORY
CORPORATION, a Texas non-profit corporation ("Lessee").
WHEREAS, Lessor is the owner of real property situated in Fort Worth, Tarrant, Texas, which
is a parking lot consisting of approximately 95,000 square feet with 240 parking spaces and is located at
1600 Gendy Street, Fort Worth, Texas, on the northeast corner of the intersection of Montgomery Street
and Harley Street ("Premises");
WHEREAS, Lessor and Lessee entered into a ground lease on October 1, 2007 for a parcel of
land out of Lot 4, Block 1, Western Heritage Center Addition, an Addition to the City of Fort Worth,
Tarrant County, Texas, as more particularly described therein (City Secretary Contract No. 3 5 846)
("Ground Lease"), on which property is located the Fort Worth Museum of Science and History;
WHEREAS, Lessor and Standard Parking Corporation ("Standard") are parties to a Contract for
Management and Operation of the Will Rogers Memorial Center Parking Facilities (City Secretary
Contract No. 39749), dated February 1, 2010 ("Standard Contract"), pursuant to which Standard manages
on behalf of Lessor the parking facilities owned by Lessor located at the Will Rogers Memorial Center
complex, including the Premises, though such management excludes approximately 30 days per year with
the Southwestern Exposition and Livestock Show leases the entire Will Rogers Memorial Center
complex;
WHEREAS, Standard charges parking rates pursuant to the Schedule of Rates and Charges for
the Will Rogers Memorial Center Parking System ("Rates Schedule"), as adopted by City Council on
April 6, 2010 (M&C G-16886) and amended on September 11, 2012 (M&C C-25825) to allow for this
Lease;
WHEREAS, to further the mission of Lessee, Lessee has requested that the Premises be leased
to Lessee for parking by patrons of Lessee (collectively, the "Patrons") and Lessee has agreed to make
the Premises available for use by the Cattle Raiser's Museum, the National Cowgirl Museum and Hall of
Fame, and the Community Arts Center for similar purposes; and
WHEREAS, Lessor has agreed to lease to Lessee the Premises on the terms and for the purposes
set forth herein, and to that end has (1) removed the Premises from the management of Standard by virtue
of a letter agreement reducing the scope of services in the Standard Contract, and (2) amended the Rates
Schedule (per M&C C-25825on September 11, 2012) to allow for Lessee to set its own rates for Patron
parking, as set forth herein.
WITNESSETH:
1. Premises. Subject to the provisions hereinafter set forth and in consideration of the rent to be
paid and of the covenants and agreement to be performed by Lessee herein set forth, Lessor does hereby
lease to Lessee the Premises.
2. Condition of Premises. Lessee taking possession of the Premises shall be conclusive
evidence that (a) the Premises are suit urposes and uses for which same are leased; and (b)
OFFICIAL REC9ftD
ti CITY SECRETARY
FtWORTI'hTX 12-06-12 P12:55 IN
Lessee waives any and all defects in and to the Premises, its appurtenances, and in all the appurtenances
thereto. Further, Lessee takes the Premises and all appurtenances in "AS IS" condition without warranty,
expressed or implied, on the part of Lessor. Lessor shall not be liable to Lessee Lessee's agents,
employees, invitees, licensees, or guests for any damage to any person or property due to the Premises of
any part of any appurtenance thereof being improperly constructed or being or becoming in disrepair.
3. Term. Subject to the earlier termination as hereinafter set forth, this Lease shall be for a term
("Lease Term") of one year commencing on December 5, 2012 and expiring on December 4 2013. This
Lease shall automatically renew for one-year renewal terms until the expiration or the termination of the
Ground Lease, or unless earlier terminated as provided herein.
4. Rental: Time of essence. Lessee shall pay to Lessor, at Transportation and Public Works,
311 W. 10`h Street , Fort Worth, Texas 76102, or such other address as the Lessor may designate from
time to time, Twelve Thousand and No/100 ($12,000 00) (' Rent") per year during each year the Lease
remains in effect. Lessee shall pay all such Rent quarterly in advance and without demand. If the
payment of Rent is not received by Lessor as provided herein, then all amounts due and payable to Lessor
hereunder shall bear interest from the date the payment of Rent was due until paid, at a per annum rate of
interest equal to the lesser of (a) eighteen percent (18%) or (b) the highest non -usurious rate permitted by
applicable law. Time is specifically of the essence of this provision and of every provision of this Lease.
5. Use of Premises.
(a) Lessee shall only permit parking of vehicles on the Premises. Parking shall be for
Patrons only during the Museum's peak operational hours. No staff parking is allowed. Non -Patron
parking is allowed during Museum's non -peak and non -operational hours, pursuant to the terms of this
Agreement.
(b) Lessee may not use the Premises for the approximately 30 days per year during which
the Southwestern Exposition and Livestock Show leases the entire Will Rogers Memorial Center
complex, and Lessee shall receive no abatement of rent for this time period.
(c) Lessor retains the right to use the Premises on dates and times when the Premises is not
in use by Lessee. Such use by Lessor will be reserved and coordinated through the representative
designated by Lessee at least 72 hours in advance of Lessor's intended use of the Premises.
(d) Lessee shall faithfully and promptly comply with all laws, ordinances, orders, rules, and
regulations of all governmental authorities having jurisdiction and/or rules and regulations imposed by
Lessor from time to time, relative to the use, condition, or occupancy of the Premises.
(e) Under no circumstances during the Lease will Lessee use or cause to be used on the
Premises any hazardous or toxic substances or materials, or store or dispose of any such substances or
materials on the Premises.
6. Receipts.
(a) Patron Parking. Lessee may charge for Patron parking on the Premises, and may retain
all receipts and proceeds ( `Receipts' ). Lessee shall maintain accurate records of the Receipts obtained
from the Premises, and Lessor shall have the right to audit the records of Lessee pursuant to Section 19
herein
(b) Non -Patron Parking Any net revenue generated by Lessee from non -patron parking will
be split evenly between Lessor and Lessee. The calculation of net revenue will be agreed upon between
the Lessor and Lessee, and will include gross receipts from this activity less appropriate costs, including
pro-rata share of operating and fixed costs. The remittance of any available net revenue will be by
Lessee to Lessor no more than 60 days following the end of the annual contract term.
7. No Services. Lessor shall not furnish Lessee with any utilities, cleaning, lighting, security,
fence, gate or any other items or services for the Premises. All operating costs of Premises shall be
Lessee's sole cost and expense If Lessee wants or needs any utilities cleaning, lighting, security fence,
gate or any other items or services while occupying the Premises the Lessee shall first obtain permission
and approval from the Lessor to contract, add or install any of the above items and will be responsible for
providing same at Lessee's sole cost.
8 Alterations, Additions, Improvements, and Signage.
(a) Lessee shall make no alterations on, or additions to, the Premises without the prior
written consent of Lessor. All alterations, additions and improvements made to or fixtures or other
improvements placed in or upon the Premises shall be deemed a part of the Premises and the property of
Lessor at the end of the term of the Lease. All such alterations, additions improvements, and fixtures
shall remain upon and be surrendered with the Premises as a part thereof at the termination of this Lease.
(b) Lessee shall not paint, erect, or display any sign, advertisement, placard, or lettering on
the Premises without Lessor's prior written approval. Within 30 days of the beginning of the Lease
Term, Lessee shall erect signage which clearly states that parking on the Premises is for Patrons only
during Lessee's operational hours, and such signage must be approved by Lessor in writing prior to
installation Lessee may erect temporary signage during Lessee's non -peak operational hours to
allow for non -Patron parking on the Premises Lessee shall remove all signage at the expiration
or termination of this Lease, and shall promptly repair, at its sole cost and expense, any damage to the
Premises caused by the signage or its removal.
9 Indemnity. (a) LESSEE SHALL AND DOES AGREE TO INDEMNIFY, PROTECT,
DEFEND AND HOLD HARMLESS LRSSOR, LESSOR'S OFFICERS, AGENTS SERVANTS, AND
EMPLOYEES (COLLECTIVELY, "INDEMNITEES") FOR FROM AND AGAINST ANY AND ALL
CLAIMS, LIABILITIES, DAMAGES LOSSES LIENS CAUSES OF ACTION, SUITS, JUDGMENTS
AND EXPENSES (INCLUDING COURT COSTS, ATTORNEYS' FEES AND COSTS OF
INVESTIGATION) OF ANY NATURE, KIND OR DESCRIPTION ARISING OR ALLEGED TO
ARISE BY REASON OF INJURY TO OR DEATH OF ANY PERSON OR DAMAGE TO OR LOSS
OF PROPERTY (1) RELATING TO THE USE OR OCCUPANCY OF THE PREMISES BY LESSEE,
ITS EMPLOYEES, PATRONS, AGENTS, INVITEE, LESSEES AND ANY OTHER PARTY OR (2)
BY REASON OF ANY OTHER CLAIM WHATSOEVER OF ANY PERSON OR PARTY
OCCASIONED OR ALLEGED TO BE OCCASIONED IN WHOLE OR IN PART BY ANY ACT OR
OMISSION ON THE PART OF LESSEE OR ANY INVITEE PATRON LESSEE, EMPLOYEE,
DIRECTOR, OFFICER, SERVANT OR CONTRACTOR OF LESSEE, OR ANYONE LESSEE
CONTROLS OR EXERCISES CONTROL OVER OR (3) BY ANY BREACH, VIOLATION OR
NONPERFORMANCE OF ANY COVENANT OF LESSEE UNDER THIS LEASE (COLLFCTIVELY,
'LIABILITIES"), EVEN IF SUCH LIABILITIES ARISE FROM OR ARE ATTRIBUTED TO THE
CONCURRENT OR PARTIAL NEGLIGENCE OF ANY INDEMNITEE. THE ONLY LIABIT ITI E S
WITH RESPECT TO WHICH LESSEE S OBLIGATION TO INDEMNIFY THE INDEMNITEES
DOES NOT APPLY IS WITH RESPECT TO LIABILITIES ARISING OUT OF OR RESULTING
SOLELY FROM THE NEGLIGENCE OR WILLFUL MISCONDUCT OF ANY INDEMNITEE IF
ANY ACTION OR PROCEEDING SHALL BE BROUGHT BY OR AGAINST ANY INDEMNITEE IN
CONNECTION WITH ANY SUCH LIABILITY OR CLAIM, LESSEE, ON NOTICE FROM LESSOR,
SHALL DEFEND SUCH ACTION OR PROCEEDING AT LESSEE'S EXPENSE, BY OR THROUGH
ATTORNEYS REASONABLY SATISFACTORY TO LESSOR THE PROVISIONS OF THIS
PARAGRAPH SHALL APPLY TO ALL ACTIVITIIS OF LESSEE WITH RESPECT TO THE USE
AND OCCUPANCY OF THE PREMISES, WHETHER OCCURRING BEFORE OR AFTER THE
COMMENCEMENT DATE OF THE LEASE TERM AND BEFORE OR AFTER THE
TERMINATION OF THIS LEASE. THIS INDEMNIFICATION SHALL NOT BE LIMITED TO
DAMAGES, COMPENSATION OR BENEFITS PAYABLE UNDER INSURANCE POLICIES,
WORKERS' COMPENSATION ACTS, DISABILITY BENEFIT ACTS OR OTHER EMPLOYEES'
BENEFIT ACTS HOWEVER
(b) IT IS AGREED WITH RESPECT TO ANY LEGAL LIMITATIONS NOW OR HEREAFTER IN
EFFECT AND AFFECTING THE VALIDITY OR ENFORCEABILITY OF THE INDEMNIFICATION
OBLIGATION UNDER THIS PARAGRAPH 9, SUCH LEGAL LIMITATIONS ARE MADE A PART
OF THE INDEMNIFICATION OBLIGATION AND SHALL OPERATE TO AMEND THE
INDEMNIFICATION OBLIGATION TO THE MINIMUM EXTENT NECESSARY TO BRING THE
PROVISION INTO CONFORMITY WITH THE REQUIREMENTS OF SUCH LIMITATIONS, AND
AS SO MODIFIED, THE INDEMNIFICATION OBLIGATION SHALL CONTINUE IN FULL FORCE
AND EFFECT.
10. Waiver of Liability. NO INDEMNITEE SHALL BE LIABLE IN ANY MANNER TO
LESSEE, ITS AGENTS, EMPLOYEES, PATRONS, CONTRACTORS, OR ANY OTHER PARTY IN
CONNECTION WITH THE USE OF THE PREMISES BY ANY OF THEM, FOR ANY INJURY TO
OR DEATH OF PERSONS UNLESS CAUSED SOLELY BY THE WILLFUL MISCONDUCT OR
GROSS NEGLIGENCE OF AN INDEMNITEE IN NO EVENT SHALL ANY INDEMNITEE BE
LIABLE IN ANY MANNER TO LFSSEF OR ANY OTHER PARTY AS THE RESULT OF THE
ACTS OR OMISSIONS OF LESSEE, ITS AGENTS, EMPLOYEES, CONTRACTORS, OR ANY
OTHER PARTY, IN CONNECTION WITH THE USE OF THE PREMISES BY ANY OF THEM. ALL
VEHICLES AND ALL PERSONAL PROPERTY WITHIN VEHICLES USING THE PREMISES,
WHETHER PURSUANT TO THIS LEASE OR OTHERWISE SHALL BE AT THE RISK OF LESSEE
ONLY, AND NO INDEMNITEES SHALL BE LIABLE FOR ANY LOSS OR THEFT OF OR
DAMAGE TO PROPERTY OF LESSEE, ITS EMPLOYEES, AGENTS, PATRONS, INVITEE, OR TO
OTHERS REGARDLESS OF WHETHER SUCH PROPERTY IS ENTRUSTED TO EMPLOYEES OF
LESSOR OR SUCH LOSS OR DAMAGE IS OCCASIONED BY CASUALTY, THEFT OR ANY
OTHER CAUSE OF WHATSOEVER NATURE, EVEN IF DUE IN WHOLE OR IN PART TO THE
NEGLIGENCE OF ANY INDEMNITEE
11. Insurance. Lessee shall procure and maintain at all times, in full force and effect, a policy or
policies of insurance as specified herein, naming the City of Fort Worth as an additional insured and
covering all public risks related to the leasing, use, occupancy, maintenance, existence or location of the
Premises. Lessee shall obtain the following insurance coverage at the limits specified herein:
Commercial General Liability:
$300,000.00 per occurrence
(including Products and Completed Operations);
In addition, Lessee shall be responsible for all insurance to any approved construction,
improvements, modifications or renovations on or to the Premises and for personal property of Lessee or in
Lessee's care, custody or control. Insurance requirements, including additional types and limits of coverage
and increased limits on existing coverages, are subject to change at Lessor's option, and Lessee will
accordingly comply with such new requirements within thirty (30) days following notice to Lessee. As a
condition precedent to the effectiveness of this Lease Lessee shall furnish Lessor with a certificate of
insurance signed by the underwriter as proof that it has obtained the types and amounts of insurance
coverage required herein Lessee hereby covenants and agrees that not less than thirty (30) days prior to the
expiration of any insurance policy required hereunder, it shall provide Lessor with a new or renewal
certificate of insurance In addition, Lessee shall, on demand, provide Lessor with evidence that it has
maintained such coverage in full force and effect Lessee shall maintain its insurance with underwriters
authorized to do business in the State of Texas and which are satisfactory to Lessor. The policy or policies
of insurance shall be endorsed to cover all of Lessee's operations on the Premises and to provide that no
material changes in coverage, including, but not limited to, cancellation, termination, non -renewal or
amendment, shall be made without thirty (30) days' prior written notice to Lessor.
12. Abandoned Property. Lessee's personal property not promptly removed by Lessee from
the Presmises at the termination of this Lease whether termination shall occur by the lapse of time or
otherwise, shall thereupon be conclusively presumed to have been abandoned by Lessee to Lessor.
Fixtures attached to the Premises become the property of Lessor.
13. Assignment and Subletting. No later than sixty (60) days after the beginning of the term of
this Lease, Lessee shall enter into separate written agreements with the Cattle Raiser's Museum, the
National Cowgirl Museum and Hall of Fame, and the Community Arts Center to provide for their use of
the Premises, provided that such agreements are approved in writing by Lessor's Director of
Transportation and Public Works prior to execution by the parties. The agreements may not allow for
any use other than the uses allowed in Section 5 of this Lease. The agreements must exclude the
approximately 30 days per year the premises are leased to the Southwestern Exposition and Livestock
Show Lessee covenants and agrees that all agreements made with the Cattle Raiser's Museum, the
National Cowgirl Museum and Hall of Fame, and the Community Arts Center regarding the Premises
shall (1) be fair and reasonable in Lessor's sole discretion and (2) shall include indemnification and
release of Lessor and shall include the provisions as written in Sections 9 and 10 of this Lease Any
amendment of the written agreements must receive the prior written approval of Lessor's Director of
Transportation and Public Works prior to execution of the amendment by the parties. Except for the
written agreements mentioned above, Lessee shall not assign this Lease, or any right of Lessee under this
Lease, or sublet the Premises for consideration or no consideration, whether voluntarily, by operation of
law, or otherwise, and any attempt to do so shall be void, and any such attempt shall cause immediate
termination of this Lease.
14. Damage to Premises or Property of Lessor. If, at any time during the Lease Term, by the
acts of omissions of the Lessee, its employees, patrons, agents, invitees of licensees, the Premises, or any
property therein is damaged or destroyed, Lessee shall be obligated to pay, on demand, all costs to repair
same together.
15. Repairs and Maintenance. Lessor has no obligation to make repairs of any sort to the
Premises, Lessor's sole obligation hereunder being to make the Premises available to Lessee in
accordance with and subject to the covenants, restrictions and limitations set forth herein. Lessee shall,
at its expense use and maintain the Premises in a neat, clean, careful, safe, and proper manner and
comply with all applicable laws, ordinances, orders, rules, and regulations of all governmental bodies
(state, county, federal, and municipal). At the termination of this Lease, whether by lapse of time or
otherwise, Lessee shall deliver the Piemises to Lessor in as good a condition as the same was as of the
date of the taking of possession thereof by Lessee, ordinary wear and tear only expected.
16. Severability. If any clause or provision of this Lease is or becomes illegal, invalid or
unenforceable because of present or future laws or any rule or regulation of any governmental body or
entity, effective during the Lease Term the intention of the parties hereto is that the remaining parts of
this Lease shall not be affected thereby unless such invalidity is in the sole determination of the Lessor,
essential to the rights of both parties, in which event Lessor has the right but not the obligation, to
terminate the Lease on written notice to Lessee.
17. Default and Termination.
(a) Lessee's Default. If Lessee shall fail to perform or observe any of its obligations hereunder
then Lessor may terminate this Lease by giving Lessee written notice thereof, in which event this Lease
and all interest of Lessee hereunder shall automatically terminate. Such rights of Lessor in the case of a
default by Lessee hereunder are not exclusive, but are cumulative of all other rights Lessor may have
hereunder at law or in equity* and any one or more of such rights may be exercised separately or
concurrently to the extent provided by law.
(b) Lessor's Default. Should Lessor commit a default under this Lease (including but not
limited to Lessor's failure to make the Premises available), Lessee may, as its sole remedy hereunder,
terminate this Lease, and Lessee hereby waives any and all other remedies for any such default by
Lessor.
(c) Termination for Convenience. Either party may terminate this Lease with 30 days' written
notice to the other party
18. Notice. Any notice hereunder must be in writing. Notice deposited in the United States
mail, properly addressed, postage paid, shall be effective -upon deposit. Notice given in any other manner
herein shall be effective upon receipt at the address of the addressee. For purposes of notice, the
addresses of the parties shall, unless changed as hereinafter provided, be as follows:
If to Lessor, to:
CITY OF FORT WORTH
TRANSPORTATION AND PUBLIC WORKS
311 W. 10th STREET
FORT WORTH, TEXAS 76102
ATTN: PETER ELLIOTT
With a copy to:
CITY ATTORNEY'S OFFICE
CITY OF FORT WORTH
1000 THROCKMORTON
FORT WORTH, TEXAS 76102
ATTN: LEANN GUZMAN
If to Lessee, to:
MAILING ADDRESS:
The parties hereto shall have the continuing right to change their respective address by giving at least ten
(10) days notice to the other party.
19. Audit. Lessor may at Lessor s sole cost and expense, at reasonable times during Lessee's
normal business hours and upon reasonable notice audit Lessee's books and records regarding the
charges, proceeds receipts and income received by Lessee under Section 6 for any particular calendar
year
20. Entire Lease. This Lease constitutes the entire agreement between Lessor and Lessee
relating to the use of the Premises and no prior written or oral covenants or representations relating
thereto not set forth herein shall be binding on either party hereto Lessor and Lessee agree that any and
all prior leases between Lessor and Lessee for the Premises are hereby terminated.
21. Amendment. This Lease may not be amended, modified, extended, or supplemented except
by written instrument executed by both Lessor and Lessee.
22. Counterparts. This Lease may be executed in several counterparts, each of which shall be
deemed an original, but all of which shall constitute but one and the same document.
[SIGNATURES APPEAR ON FOLLOWING PAGES]
In witness whereof the
parties hereto have caused. this Lease t
o be eXeCuted as the day and year first
above set forth.
LESSOR:
CITY OF FORT WO
a TexasWORTH
municipal corporation
By: )1-14‘144**447 UI/�
Fernando Costa, Assistant City Manager
Approved as to Form and Legality:
Assistant City Attorly
ney J
Attested:
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OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
LESSEE:
FORT WORTH MUSEUM OF SCIENCE AND HISTORY
CORPO ION, a Texas non-profit corporation
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Name: 41/4-L!4-rt JtC4Z4E/
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