Loading...
HomeMy WebLinkAboutContract 42578 CITY SECRETARY CONTRACT NO. 4�'Zq; TRACT 22 LEASE AGREEMENT This .l.,ease Agreement (the "Agreement") is made and entered into to be effect'ive as of the 2?day of July, 2011, by and between the Tarrant Regional'Water District, a Water Control and Improvement District (the "District") and the City of Fort Worth, Texas, a home-rule municipal corporation("Tenant"). WHEREAS, the District will acquire title to the tract of real property hereinafter specifically described on Exhibit"I", and the improvements thereon(collectively, the"Property" or the"Leased Premises"), from Tenant on or about July 29, 2011; WHEREAS, Tenant utilizes the Property to perform certain public safety traitning functions for its public safety employees and has not yet completed a replacement facility ("Replacement Facility") for such functions, and therefore needs continued use of the Property until such time as the Replacement Facility is fully functional; WHEREAS, notwithstanding the District's acquisition of the Property, the District has agreed to permit Tenant to remain in and upon the Property upon the terms and conditions set forth herein; and WHEREAS, the District and Tenant desire to define and set forth their respective duties and obligations with respect to the Property by this Agreement. NOW THEREFORE, in consideration of the mutual covenants and agreements herein set forth, the recitals set forth above, which are not recitals only but form part of this Agreement, and other good and valuable consideration, including Tenant's obligation to make the rental payments provided for herein, the District and Tenant do hereby agree as follows: 1. Lease of the Leased Premises. In consideration of the obligation of Tenant to pay rent as herein provided and in consideration of the other terms, provisions, and covenants hereof, the District hereby demises and leases to Tenant, and Tenant hereby takes and rents from the District, the Leased Premises. District covenants that Tenant shall, upon paying the rent and observing the other covenants and conditions herein, peaceably and quietly hold and enjoy the � l,eased Premises during the term of this Agreement or as it may be extended and shall not be disturbed or interfered with by District or by any person claiming by, through or under District. 2. Term. A. The term of this Agreement shall begin on July 29, 2011 (the "Commencement Date"), and unless sooner terminated as otherMse provided herein, shall end on July 29, 2019 (the "Initial Term"}, provided, however, that this Agreement shall sooner terminate upon the occurrence of an Event of Default (as defined below) or as otherwise provided herein. B. If, upon the expiration of the Initial Term, Tenant is diligently pursuing the completion of construction of the Replacement Facility, this Agreer I renew LE{%sE AGRf.EMENT PA S 1 ii on an annual basis for two one-year renewal terms ("Renewal Terris"), subject to the written agreement of both parties. The Renewal Terre shall be upon the same terms and conditions as the Initial Term, as set forth herein. C. If Tenant obtains a Certificate of occupancy for the Replacement Facility during the Initial Term or the Renewal Terris, this Agreement shall terminate within 120 days of the date of the issuance of the Certificate of occupancy, unless otherwise agreed by the parties. D. At the sole and absolute discretion of the District, the District may permit Tenant to possess the Leased Premises after (i) expiration of the Renewal Term or (ii) termination of this Agreement. Any such possession by Tenant shall be (1) subject to the terms of this Agreement, (iii deemed to be a month-to-month tenancy, and (iii) terminable by either party upon thirty (30) days written notice. Rent shall be due and payable as provided by Paragraph 3(B) for any such period. 3. Rent. A. For the tern of this Agreement, Tenant shall pay to the District as rent for the Leased Premises $1 0.00 annually, and shall provide the additional consideration of repair and maintenance to the Leased Premises as set forth in Section 8 herein, commencing on the Commencement Date. B. For any periods of possession of the Leased Premises by Tenant after the Renewal Term or, if earlier, termination of this Agreement', Tenant shall pay to the District as rent for the Leased Premises the sure of$10 per year on or before the first day of each holdover period and on or before the same day of each year thereafter. Such installments of rent shall be paid to the District without demand and without offset at the address specified in Paragraph 18 below, or as elsewhere designated from time to time by written notice from the District to Tenant. 4. Condition of the Leased Premises. Tenant expressly acknowledges and agrees that it has conducted a full, complete physical examination of the Leased Premises and hereby accepts the Leased Premises, AS IS, WHERE IS, AND WITHOUT ANY WARRANTIES OF WHATEVER NATURE, EXPRESS OR IMPLIED, IT BEING THE INTENTION OF THE DISTRICT AND TENANT TO EXPRESSLY NEGATE AND EXCLUDE ALL WARRANTIES EXPRESS OR IMPLIED, IN FACT OR BY LAW, INCLUDING WITHOUT LIMITATION, THE IMPLIED WARRANTY OF SUITABILITY, AND THE WARRANTIES OF MERCHANTABILITY AND FITNESS FOR ANY PARTICULAR PURPOSE, CONTAINED IN OR CREATED BY ANY APPLICABLE LAW OF THE STATE OF TEXAS, 5. SecuTity Quosit. The District and Tenant each acknowledge and agree that no security deposit for the Leased Premises has been received by the District from Tennant, and therefore, the District shall have no obligation to refund any such amounts to Tenant upon the termination of this Agreement. 6. Utilities. Tenant shall pay for all utilities used on the Leased Premises, including any required deposits. Tenant shall be responsible for the termination of all utilities upon LEASE A(,RFF,N NT PACE 2 termination of this Agreement. District shall cooperate with Tenant's requests for utility or other easements necessary for Tenant's operations on the Leased Premises, provided however, (i) District shall have the right, on behalf of itself and the United States Army Corps of Engineers (USACE), to review and approve the location of such utility or other easements requested by Tenant and (ii) District, in connection with such review, shall not unreasonably withhold its consent to execute such utility or other easements. 7. Taxes. A. Because the District is a governmental entity, it is anticipated that the Leased Premises will be exempt from cad valorem taxes effective as of the Commencement Date. In the event'that the Leased Premises is taxed, however, Tenant shall be responsible for any ad valorem taxes attributable to the period that Tenant possesses the Leased Premises hereunder. B. Tenant shall pay any and all personal property taxes, charges and assessments levied or imposed against (i) Tenant's personal property and equipment located on, in, or about the Leased Premises or (ii) any other personal property used by Tenant in its business. Tenant shall pay any and all income, franchise, or other faxes payable with respect to the income, operations, or assets of Tenant. 8. Repairs and Maintenance. Tenant expressly acknowledges and agrees that the District shall have no obligation' to male repairs or to generally maintain the Leased Premises. if deemed necessary by Tenant, any such repairs (including structural repairs) or general maintenance shall be Tenant's sole responsibility and expense. Tenant shall maintain the Leased Premises as necessary to serve Tenant's purposes hereunder. 9. Alterations and Improvements. A. Except as provided in Paragraph 9(B) below, Tenant shall male no alterations or improvements to the Leased Premises ("Tenant Improvements") wi.thout the prior written consent of the District after receipt and review of plans therefore,which consent shall not be unreasonably withheld. Any Tenant Improvements approved by the District and made by Tenant after the Commencement Date which remain on the Leased Premises after the termination of this Agreement shall become the property of the District and may be disposed of as the District may determine with no liability or obligation to Tenant. B. Notwithstanding the foregoing, Tenant may make minor repairs and replacements to existing facilities that are performed in the ordinary course of its business without the prior written consent of the District, 10. Right of Entry. Upon request of the District, Tenant agrees to cooperate with the District to accommodate the District's conduct of surveys, environmental site assessments, geotechnical assessments, and subsurface utility investigations of the Property (Including structures), so long as such assessments or investigations do not unreasonably interfere with Tenant's use of the Property, as LEASE AGREEMENT PAGE 3 determined in Tenant's sole discretion. To the extent permitted by law, District agrees to indemnify and hold harmless Tenant and its agents, attorneys, employees, contractors, representatives, officers, directors, and related parties (the "Tenant Indemnified Parties") of and from any claim, assertion, demand, right, or cause of action arising out of District's use of the Leased Premises. 11. Insurance. A. The District shall have no contractual obligation to insure the Leased Premises or any of Tenant's personal Property located thereon or therein. B. Lessee is a self-funded entity and as such may not maintain a commercial liability insurance policy to cover-premises liability. Damages for which Lessee would ultimately be found liable would be paid directly and primarily by the Lessee and not by a commercial insurance.company. C. In 'the event the Leased Premises or Tenant's contents or personalty located thereon or therein are damaged or destroyed by fire or other casualty for which insurance is maintained by Tenant, the rights of Tenant against the District with respect to such damage or destruction or claim are waived; all rights of subrogation in favor of any other third party are waived-, all policies of insurance shall contain a clause or endorsement providing in substance that the insurance shall not be prejudiced if the Tenant has waived right of recovery from any person or persons prior to the date and time of loss or damage, if any. The failure of Tenant to obtain such endorsements, however, shall not negate or otherwise adversely affect the waiver of subrogation herein set forth, which waiver in all instances shall be binding upon the Tenant and its respective insurers, as well as any other person asserting a claim by, through, or under Tenant. 12. ' rndemnit To the extent permitted by law, Tenant agrees to indemnify and hold harmless the District and its agents, attorneys, employees, contractors, representatives, officers, directors, and related parties (the"District Indemnified Parties'') of and from any claim, assertion, demand, right, or cause of action arising out of Tenant's use of the Leased Premises or the performance of this Agreement. Nothing contained herein shall ever be construed so as to rewire Tenant to assess, levy and collect any tax to fund its obligations under this Section. 13. Environmental Matters. A. For purposes of this Agreement, "Hazardous Materials" means and includes those substances deemed hazardous, toxic or dangerous under any Hazardous Material Law (defined below), including, without limitation, asbestos or any substance containing asbestos, the group of organic compounds known as polychlorinated biphenyls, flammable explosives, radioactive materials, chemicals known to cause cancer or reproductive toxicity, pollutants, effluents, petroleum and fuels derived therefrom, contaminants, emissions or related materials, and any items included in the definition of LEASE AGREEMENT PACE 4 hazardous or toxic waste, materials, chemical compounds or substances under any Hazardous Material Law. "Hazardous Material Laws" collectively means and includes any present or future local, state or federal law or treaty, and any amendments thereto, including any common law doctrine of liability, relating to the environment, environmental protection or environmental conditions, including, without limitation, (i) the Endangered Species Act Of 1973, 16 U.S.C. §§ 1531 et seq, ("ESA"), as amended from time to time; (ii) the Solid waste Disposal Act, 42 U.S.C. §§ 6901 et seal., as amended from time to time including, without limitation, as amended by the Resource Conservation and Recovery Act of 1976 ("RCRA") and the Hazardous and Solid. waste Amendment of 1984; (iii) the Comprehensive Environmental Response, Compensation and Liability Act of 1980 ("CERCLA"), 42 U.S.C. §§ 9601 et seq., as amended from time to time including, without limitation, as amended by the Superfund Amendments and Reauthorization Act of 1986 ("SARA"); (iv) the Federal Water Pollution Prevention and Control Act, 33 U.S.C. §§ 1251 et seq., as amended from time to time; (v) the Air Pollution Prevention and Control Act, 42 U.S.C. §§ 7401 et seq., as amended from time to time; (vi) the Toxic Substances Control Act, 15 U.S.C. §§ 2601 et seq., as amended from time to tune; (vii) the Safe Drinking water Act, 42 U.S.C. §§ 300f-300j, as amended from time to time; (viii) the Texas Hazard Communication Act, Tex. Health & Safety Code §§ 502.001 et seq., as amended from time to time; (ix) the Texas Solid Waste Disposal Act, Tex. Health & Safety Code §§ 361.001, et seq., as amended from time to time; (x) Chapter 26 of the Texas water Code, as amended from time to tune; (xi) the Texas Clean Air Act, Tex. Health & Safety Cade §§ 382.001, et seq., as amended from time to time; and (xii) all rules; regulations, orders and decrees now or hereafter promulgated under any Hazardous Material Law. B. Tenant shall not allow or permit the Leased Premises to be used for the handling, transportation, storage, treatment or other use of any Hazardous Material, except those de rninirnus amounts customarily found in a police and fire training facility or used in the operation, maintenance or repair of equipment, and improvements o�n the Property and for cleaning. C. Tenant shall comply with all Hazardous Material Laws throughout the term of this Agreement. In the event Tenant should fail to perform such responsibility, the District may do so and all costs and expenses incurred by the District shall be reimbursed to the District by Tenant. 14. Assi nrnent or Encumbrance. A. without the prior written consent of the District, which may be withheld in the District's sole discretion, Tenant may not mortgage, pledge, encumber or assign this Agreement or sublet the Leased Premises, in whole or in part., to any person, firm, or corporation. Any attempted sublease or assignment without such consent shall be void and of no effect. B. Tenant agrees to prevent any mechanic's, materialmen's, laborer, or any other lien from being placed upon all or any portion of the Leased Premises or improvements thereto. In addition to any other indemnity obligations of Tenant herein, U'.ASE AGREEMENT PACT,5 Tenant agrees to hold harmless the District Indemnified Parties from and against any and all liabilities for damages occasioned by such liens. 15. Defaults and Remedies. A. Tenant's failure to perform or observe any covenant or condition of this Agreement shall, if continuing thirty (30) days after written notice thereof to Tenant, constitute an"Event of Defaults'hereunder. B. This Agreement and the term and estate hereby granted and the demise hereby made are subject to the limitation that if and whenever any Event of Default shall occur, the District may, at its option., terminate this Agreement, in which event Tenant shall surrender possession of the Leased Premises to the District, and in connection therewith the District may enter upon and take possession of the Leased. Premises and expel or remove Tenant.after Tenant receives notice of such Event of Default. C. In the event the District elects to terminate this Agreement by reason of an Event of Default, then., notwithstanding such termination, Tenant shall be liable to the District for the sum of any indebtedness accrued to the date of such termination. 16. Parkin . A. District reserves the right to utilize the Property for parking purposes for special events after-hours during the week, on week-ends and on holidays, and at other times as agreed to between the parties, provided however, such parking shall not unreasonably interfere with t'enant's activities on the Leased Premises. Tenant agrees to not unreasonably withhold consent to District's parking requests. B. Of even date herewith, Tenant agrees to grant to District a License to use the Haws Athletic Center parking facility for parking purposes for special events after- hours during the week, on week-ends and on holidays, and at other times as agreed to between the parties, provided however, such parking shall not unreasonably interfere with Tenant's activities on the Leased Premises. Tenant agrees to not unreasonably withhold consent to District's parking requests. 17. Notices. A. All notices to the District shall be sent to: R. Steve Christian Real Property Director Tarrant Regional dater District $00 E.North Side Drive Fort Forth, TX 76102 With a copy to: Ethel Allen Steele LEASE AGREEMENT PAGE 5 Pape,Hardwicke, Christie, Schell, Kelly& Ray, L.L.P. 305 W. 7th Street, Suite 901 Fort worth, Texas 76102-4995 B. All notices to Tenant shall be sent to: City of Fort North 1000 Throckmorton Fort worth, Texas 76102 Attn: City Manager With a copy to: City of Fort worth 1 000 Throckrnorton Fort worth, Texas 76102 Attn: City Attorney C. Mailing of all notices under this Agreement shall be deemed sufficient if mailed certiffied, return receipt requested and addressed as specified herein to the other party's address. All time periods related to any notice requirements specified in this Agreement shall commence upon the terms specified in the section requiring the notice. In the absence of any such provision, notice shall be deemed effective on the earlger of actual receipt or three (3)days after mailing. 18. No Options or f i is of First Refusal. It is expressly agreed and acknowledged that this Agreement is limited to the Leased Premises. Tenant shall have no rights to lease from the District any lands other than the Leased Premises, and all options or rights of first refusal in and to any portion of the Property, 'if any, are hereby expressly terminated. 19. Entire A reement• Modification. This Agreement shall constitute the entire agreement of the District and Tenant, and shall supersede any prior agreements, either oral or written, pertaining to the Leased Premises. This Agreement cannot be changed or modified orally, but only by an instrument in writing signed by both parties. 20. waivers. One or more waivers of any covenant, terra, or condition of this Agreement by either the District or Tenant shall not be construed as a waiver of a subsequent breach of the same covenant, term, or condition. The consent or approval by either the District or Tenant 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. 21. No Partnershi_ . No provisions of this Agreement shall be deemed or construed to constitute a P artnership or joint venture. Tenant shall have no express or implied right or authority to assume or create any obligations on behalf of or in the name of the District. 22. Choice of Law; Venue. This Agreement and the relationship created hereby shall be overned b the laws of the State of Texas. Exclusive venue for any action brought to g �' interpret or enforce the terms of this Agreement or for any breach shall be in Tarrant County, FADE 7 LEASE AGREEMENT Texas, 23. Construction. A. whenever used herein the singular number shall include the plural and the plural number shall include the singular. whenever used herein the masculine gender shall include the ferm"nine and neuter genders and the neuter gender shall refer to any gender. B. Paragraph headings used in this Agreement are intended for convenience only and not necessarily to describe the intent of a particular Paragraph and therefore shall not be construed as limiting the effect of any provision of this Agreement. 24. No Waiver of Sovereign lmmunit Nothing in this Agreement shall be deemed or construed to waive either party's sovereign immunity. 25. Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be deemed an originals but all of which together shall constitute one and the same instrument. 26, l This Agreement shall be binding upon the District only when signed by its Real Property Director and shall be of no force and effect until so executed. SIGNED this day of July, 2011, to be effective as of the Commencement Date. (s*nature page follows) LEASE AGREEMENT PAGE 8 DISTRICT: TARRANT REGIONAL WATER DISTRICT, a Water Control and Improvement District By: R. Steve Christian, Real Property Director TENANT: CITY OF FORT WORTH, TEXAS, a home-rule municipal corporation By: Name: ffAM Mareyin E"_Asta Title: Agalstant Cltv Ma agar Approved as to Form and Legality: ia.n co en)by.- � r i i f L 10, og ssistant City Atto ey dl e H , Director, Planning and Development tt st �C7► �0000a� City Secretary 0 Q D*� 0 J144t 0 Ay a° 000 * ' AS 1 74 f Y s 1 t LEASE AGREEMENT STATE OF TEXAS § COUNTY of TARRANT § The fore oinR instrument was acknowledged before me on this day of pU ��a 1 al Property Director of Tarrant Regional Water 0 District ` , a Wat ' o d �� Est ct, on beh f of said district. s STATE OF TEXAS My f`r'mm-Exp.3-15-2015 Notary Public—State of Texas STATE of TEXAS § COUNTY of § The foregoing instrument was ac wledged before me on this day of 2011 b rn�- , c.�6 15 f of City of Fort worth, Texas, a a � y home-rule municipal corporation, on behalf of said corporation. zel 1 otary Public---State of Texas PATRWDITrinity River VisionTraperty AcquisitiansTotice and Fire Center\Lease Parcet 22 07-08-11 redline.doc 11Frrrr •'`t Y AWE • EVONIA DANIELS MY COMMISSION EXPIRES July 10,2013 rr,,tF LEASE AGREE'MEN'T PAGE 10 - I J11 gi all Q f1t oh PSI ;��Wv I t4 m ��� r. - x � �i.+w.r•�.�wir r,pr+�1+.r M saaar -rrM• � art�h+M1f Mif+rfFMMM K ! � � � '*� � `'`� • - ;fie • - - .. r r it 4 _g: « �4 IL TUIR rb q uj zi s it [ i -� r■4 Y .. It I IL �t ^Ir 1 1= Ali 11s4! t ,� 19 i t lit- = -lit I hin a.Es E i x - 4 = t � lit lot r� K - ■ - � `Olt •,'1� Y � r cif PACE M&C Review Page I of 2 Official site of the City of Fort Worth,Texas CITY COUNCIL AGENDA Fo RTWo RT COUNCIL ACTION: Approved on 1011812011 DATE: 10/18/2011 REFERENCE NO.: **L-15268 LOG NAME: 17CALVERTLEASE CODE: L TYPE: CONSENT PUBLIC NO HEARING: SUBJECT: Authorize Execution of Leases for 1000 Calvert Street and 1076 Calvert Street, from Tarrant Regional Water District for a Rental Rate of$10.00 Per Year per Lease (COUNCIL DISTRICT 2) RECOMMENDATION: It is recommended that the City Council: 1. Authorize execution of leases for 1000 Calvert Street and 1076 Calvert Street, from Tarrant Regional Water District for a Rental Rate of$10.00 per year per lease; and 2. Authorize execution and recording of the appropriate instruments concerning the lease of the properties. DISCUSSION: Staff recommends leasing the Fort Worth Police and Fire Training Academy and Gun Range site from Tarrant Regional Water District at a rate of$10.00 per year for each location. ADDRESS LEGAL DESCRIPTION INITIAL LEASE TERM 1000 Calvert Street Lot 1 Block 3 Valley View Addn. $10 Per Year 8 Year 1076 Calvert Street Lot 1 Block A Valley View Addn. $10 Per Year 17 months Lease Terms: The eight-year lease for the Police and Fire Training Academy located at 1000 Calvert Street begins July 29, 2011 and ends July 29, 2019 with two one-year renewal terms available, if construction of a replacement facility is imminent, with the same terms and conditions as the initial Agreement. The Lease for the Gun Range located at 1076 Calvert Street begins July 29, 2011 and ends December 31, 2013 with month-to-month tenancy available for$1.00 per month. Both leases require the City of Fort Worth to pay all utilities used on the leased premises, including any required deposits. The City is also responsible for repairs and maintenance, but shall make no alterations or improvements without the written consent of Tarrant Regional Water District. Tarrant Regional Water District provides no insurance. This property is located in COUNCIL DISTRICT 2, MAPSCO 62Y. FISCAL INFORMATIONICERTIFICATION: The Financial Management Services Director certifies that this action will have no material effect on City funds. TO Fund/Account/Centers FROM Fund/Account/Centers GG0 1 537010 035370.0 $5.00 http://apps.cfwnet.org/council_packet/mc_review.asp?ID=15853&councildate=1 011812011 11/18/2011 M&C Review Page 2 of 2 GG01 537010 0368000 $5.00 Submitted for City Manager's Office W. Susan Alanis (8180) Oriainatina Department Head: Jay Chapa (5804) Additional Information Contact: Cynthia Garcia (8187) Katherine Davenport(7923) ATTACHMENTS 1_000and 1.076calvert.pdf http://apps.cfwnet.org/council— acket/mc_review.asp?ID=15 853&councildate=l0/18/2011 11/18/2011