HomeMy WebLinkAboutContract 31798•
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LEASE AGREEMENT FOR OFFICE SPACE
TECH FORT WORTH BUILDING
THIS LEASE AGREEMENT ("Lease") is entered into by and between the City of Fort
Worth "Lessor") and Flexible Innovation ("Lessee"). In consideration of the
mutual covenants, promises and obligations contained herein, Lessor and Lessee agree as
follows:
1. PROP�RTY LEASEI)
1.1 Leased Area
Lessor hereby leases to Lessee and Lessee hereby leases from Lessor
approYimately 480 _ square feet on the 2nd floor(s) designated as
Suite 212 in the building known as the "TECH Fort Worth" (`Building) located at
1120 S. Freeway, Fort Worth, Texas and as depicted on Exhibit "A", attached hereto
and hereby made a part of this Leased and which is signed or initialed by the parties
for identification.
1.2 Building Name:
Lessor shall have the right at any time and from time to time to change the
Building Name.
2. TERM OF LEASE
The term of this Lease ("Initial Term") shall be a period of 12 months
stai-ting on April 1. 2005 and eYpiring on _April l, 2006_, unless terminated earlier
as provided herein.
3. RENEWAL OF TERM
If Lessee performs and abides by all provisions and conditions of this Lease, upon
the expiration of the Initial Term of this lease, Lessee shall have One consecutive
right(s) to renew this Lease for terms of _12 months ("Renewal Term") at the rental
rate for comparable space at the Building, which on the effective date of the Renewal
Term complies with the then current Schedule of Rates and Charges published by the
Lessor; provided however, that if Lessee does not renew this Lease in writing for a
Renewal Term, Lessee shall automatically waive its right to renew this Lease. In order to
exercise its right to renew this Lease, Lessee shall notify Lessor in writing of its desire to
renew this Lease no less than thirty calendar days prior to the eYpiration of the term then
in effect.
4. Common Area
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The "Common Area" of the Building as it shall exist from time to time shall be
that part of the Building designated by Lessor from time to time for the common use of
all Lessees, including, but not limited to other facilities, elevators, stairs, tunnels, halls,
lobbies, deli every passaaes, drinking fountains, public toilets and the like, all of which
shall be subject to the Lessor's sole management and control and shall be operated and
maintained in such manner as the Lessor, in his sole discretion, shall determine. Lessor
reserves the right to chanQe from time to time, the dimensions and locations of the
Common Area. Lessee and its employees and invitees shall have the noneYclusive right
to use the Common Areas �vith the Lessor, other Lessees of the Building and other
persons entitled to use the same. Use of the Common Area shall be subject to such
reasonable rules and reQulations governing its use as the Lessor may from time to time
prescribe. Lessee shall not solicit business or display merchandise within the Common
Area, distribute handbills therein or talce any action that would interfere with the rights of
other persons to use the Common Area. Lessor may temporarily close any part of the
Common Area for such pzriod to make repairs or alterations.
5. RENT
5.1 Base Rental Rate
As base rental for the lease and use of the Leased Area (`Base Rent"), Lessee will
pay Lessor, at the Buildina office, without demand and �vithout deduction, abatement or
setoff, the sum of _� 1.1 � per square foot of the Leased Area of the Building
per month payable monthly to Lessor in advance on the first day of each calendar month,
for each and every month in the Term, in lawful money of the United States. If the Term
does not commence on thz tirst day of a calendar month, Lessee will pay in advance a pro
rata part of such sum as Base Rent for such first partial month.
5� OperatinQ EL�ense Rental Rate
In the event Ope:ating Expenses (as hereinafter defined) of Lessor incurred in
connection with the Land and Building, of which the Leased Area are a part, shall for any
calendar year during the Term of this Lease eYceed the sum of the 2005 Base Year Actual
eYpenses, Lessee agrees to pay as additional rental Lessee's pro rata share ("Lessee's
Share") as determined b�- Lessor of such Operating Expenses in eYcess of 2004 Base
Year ("Excess OperatinQ EYpenses") of the Leased Area. The "Base Year" is from April
1 2005 throu�h March � l. 2006.
The term "Operaung Expenses" as used herein shall include all costs and
eYpenses of every lcind and nature whatsoever incurred by Lessee in connection with the
ownership, operation, and maintenance of the Building, the Land on which it is located
and the parlcing area as«-ell as amortization of any capital expenditure which are incurred
by Lessor to attempt to effect in the reduction of operating eYpenses of the building or to
keep the building in compliance with all governmental rules and rewlations; provided, _
however, only the follo«�ng shall be eYcluded from Operating EYpenses: co �o�=,_ ,.,-;=-�^� �; ;� �r
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structural alterations. No decrease in Operating Expenses shall reduce Lessee's rent
below the sum set forth in Paragraph 5.1.
Lessee agrees, at Lessor's request, to pay Lessee's Share of Excess Operating
Expenses for the ensuing twelve (12) months, as estimated once a year by Lessor, in time
and place provided in Section 5.2., each in an amount equal to one-twelfth (1/12) of
Lessee's Share so estimated by Lessor. If this Lease commences on other than the first
day of a calendar year, or if this Lease expires on other than the last day of a prorated
according to the portion of the Term that occurs during such calendar year. At least thirty
(30) days prior to the commencement of each calendar year during the Term,
commencing with the calendar year _2005 , Lessor shall furnish Lessee a written
statement setting forth the estimated Lessee's Share for the following year and a
statement showing one-twelfth (1/12) of the amount of the estimated Lessee's Share. Ii
as finally determined, Lessee's Share shall be greater than or less than the aggregate of all
installments so paid to the Lessor for such twelve (12) month period, then Lessee shall
pay to Lessor the amount of such underpayment within thirty (30) days of delivery of
such statement, or the Lessor shall credit Lessee for the amount of such overpayment, as
the case may be.
All Excess Operating Expenses shall be paid by Lessee in the proportion which
Lessee's Rentable Area bears to ninety-five percent (95%) of the total Rentable Area in
the Building or to the total Rentable Area leased in the Building (if such total is greater
than ninety-five percent [95%] of the total Building area).
5.3 Rent
For all purposes under this Lease, "Rent" shall mean the Base Rent and Operating
EYpense Rental (including any additional rent and any adjustments to rent as provided in
this Lease). All installments of Rent paid 5 days after the due date shall be charged a
$25.00 late fee for processing late payments.
6. 'Taxes
For any calendar year or portion thereof within the term of this Lease or any
renewal or eYtension thereof, Lessee shall promptly pay when due any and all ad valorem
taxes lawfully levied on its leaseholder possessory interest being on that part of the
Leased Area and any improvements thereon and any taY lawfully levied on Lessee's
occupancy or use thereof, eYcept the amount of any such tax which was imposed for any
period of time preceding the effective date of this Lease. Lessee shall have the right to
contest in good faith any taYes, and in the event of such contest, Lessee shall indemnify
and hold harmless Lessor from any cost, eYpenses, penalties or damages in connection
therewith.
�. SECURITY DEPOSIT
Upon execution of this Lease, Lessee will remit to Lessor a maintenance/damage
deposit ("Deposit") equivalent to one month's rent. Thereafter, Lessee shall, at a
minimum, maintain its Deposit in an amount that is equivalent to its current monthly
rental amount for the Leased Area. However, Lessor may increase the amount of the
Deposit to a reasonable sum in excess of one month's rent. Lessee's failure to maintain its
Deposit as required shall constitute a breach of this Lease. Lessee's Deposit shall be in
the form of a cash payment. Lessee will not be entitled to any interest on this Deposit.
Unless Lessor terminates this Lease for any breach, default or failure by Lessee, Lessor
will refund any unused portion of this Deposit within thirty (30) days following the date
that Lessee vacates the Leased Area. Lessee acknowledges that if Lessor terminates this
Lease for any breach, default or failure by Lessee, Lessee shall forfeit the entire balance
of its Deposit.
8. USE
Lessee agrees to use the Leased Area solely for the purposes of office space.
Lessee shall use the Leased Area for no other purpose without the prior written consent
of the Lessor.
9. IVIAINTENANCE REPAIRS AND CONDITION OF AR'EA.
9 1 General Maintenance and Repairs bv Lessee.
Lessee agrees to keep and maintain the Leased Area, inchiding all fiYtures
installed in a Qood, clean and sanitary condition at all times. Lessee covenants and agrees
that it wili not make or suffer any waste of the Leased Area. Lessee will, at Lessee's own
eYpense, make all repairs necessary to prevent the deterioration in condition or value of
the Leased Area, including, but not limited to, the maintenance of and repairs to doors,
windows, roofs, walls and floors, except those caused by fire or other casualty covered by
insurance on the Building under policies naming Lessor as the insured, all at Lessee's
sole eYpense, under the supervision and with the approval of Lessor. Lessee shall be
responsible for all damages caused by Lessee, its agents, servants, employees,
contractors, subcontractors, licensees or invitees, and Lessee agrees to fully repair or
otherwise cure all such damages at Lessee's sole cost and eYpense. Lessee agrees that,
eYcept as otherwise expressly provided herein, all improvements, trade fiYtures,
furnishings, equipment and other personal property of every lcind or description which
may at any time be on the Leased Area shall be at Lessee's sole risk or at the sole risk of
those claiming under Lessee. Lessor shall not be liable for any damage to such property
or loss suffered by Lessee's business or business operations which may be caused by the
bursting, overflowing or leaking of sewer or steam pipes, or from water from any source
whatsoever, or from any heating fixtures, plumbing fixtures, electric wires, noise, gas or
odors, or from causes of any other matter.
Upon termination of this Lease, Lessee will surrender and deliver up the Leased
Area to Lessor in the same condition in which they eYisted at the commencement of the
Lease, eYcepting only ordinary wear and tear and damage arising from any cause required
hereunder to be repaired at Lessor's eYpense.
92. Inspection.
Lessor shall have the right and privilege, through its officers, agents, sen�ants
or einployees, to inspect the Leased Area at any time. Lessor shall have the right to
perform any and all duties or obligations which Lessor is authorized or required to
do under the terms of this Lease or to perform its governmental duties under federal,
state or local rules, regulations and laws, including the Codes. Lessee will permit
the Fire Marshal of the City of Fort Worth or authorized designees to inspect the
Leased Area at any time, and Lessee will comply with all recommendations made to
Lessee by the Fire Marshal or authorized designee to bring the Leased t�,rea into
compliance �vith Fire Code and Building Code provisions, as such provisions e�st
or may hereafter be added or amended. Lessee shall maintain in a proper condition
accessible fire extinguishers of a number and type approved by Fire Under�vriters for
the particular hazard involved. Lessor shall provide Lessee with advance notice of
inspection when reasonable under the circumstances.
9.3. Performance.
If Lessee is responsible under this Lease for any maintenance or repairs,
Lessor shall notify Lessee in writing. Lessee agrees to undertalce such maintenance
or repair �vorlc diligentiv �vithin thirty (30) calendar days of receipt of such notice. If
Lessee fails to undertake the recommended maintenance or repairs within this time,
Lessor may, in its discretion, perform such maintenance or repairs on behalf of
Lessee. In this event, Lessee �vill reimburse Lessor for the cost of the maintenance
or repairs, and such reimbursement will be due on the date of Lessee's nelt monthly
rent payment followina completion of the maintenance or repairs.
9.4. Environmental Remediation.
To the best of Lessor's kno�vledge, the Leased Area complies with all
applicable federal, state and local envirorunental laws and regulations (collecti��ely
"Environmental Laws"). Lessee has thoroughly inspected the Leased Area and is
fiilly advised of its o��n rights without reliance upon any representation made bv
Lessor concerning the environmental condition of the Leased Area. LESSEE
CO VENANTS AND fl GREES THA T�ESSEE, AT ITS SOLE C'OST A1�ID
�'XPENSE, SHALL BE FULLYRESPONSIBLE FOR THE VIOLATIOIV OF
ANY ENVIRONNIEIVTAL LA WS CA USED, IN WHOLE OR IN PART, BY
LESSEE, ITS OF'FICERS, AGEIVTS, SER I�ANTS, EMPLOYEES,
CONTRA CTORS, S UB CONTR�1 CTORS OR I1tiT�7�'EES.
9 5 Lessee's Acceptance of the Leased Area.
Excepting "Punch List" items of which Lessee shall report to Lessor in
writing within thirty (30) days after the commencement date herelmder, Lessee
acknowledges that it has inspected the Leased Area and Lessee's taking
possession of the Leased Area shall be conclusive evidence as against the Lessee
that the Leased Area were in good order and satisfactory condition when the �
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Lessee toolc possession. No other promise of the Lessor to alter, remodel, repair
or improve the Leased Area or the Building and no other representation respecting
the condition of the Leased Area or the Building have been made by Lessor to
Lessee.
10. OBLIGATIONS OF LESSOR
10.1 Services Furnished
Subject to the rules and regulations to which reference is hereinafter made, Lessor
shall furnish Lessee, at Lessor's expense, eYcept as provided in Paragraph 5.3. above, the
following services during the Term:
(1) Air conditioning and heating in season, at such times as Lessor normally
fiirnishes these services to other Lessees in the Building and at such temperatures
and in such amounts as are considered by Lessor to be standard, but such service
outside normal business hours and on Saturdays, Sundays and holidays shall be
furnished only at Lessor's discretion and in any event only upon twenty-four (2=�)
hours prior written request by Lessee, who shall bear the standard charQes of
Lessor therefore, which shall never be less than the cost thereof.
(2) Hot and cold water at those points of supply provided for general use.
(3) Standard building janitor service in and about the Building and the Leased
Area, five days per week, and periodic �vindow washing; however, Lessee shall
pay the additional costs attributable to the cleaning of improvements within the
Leased Area other than
building standard improvements.
(4) Elevators far ingress to and egress from the Building during such periods as
are considered by Lessor to be standard.
(5) Proper building standard facilities to ftu-�l.ish sufficient electrical power for
standard lighting, typewriters, dictating equipment, calculating machines and
other machines of similar low electrical consumption.
(6) Replacement of fluorescent lamps in building standard ceiling mounted
fixriires installed by Lessor and incandescent bulb replacement in public areas.
(7) For purposes of this Lease normal business hours shall be 7:00 a.m. to 6:00
p.m. on weekdays, eYcept holidays and 8:00 a.m. to 1:00 p.m. on Saturdays,
except holidays.
10.2 No Eviction or Breach
No interruption, moratorium or malfunction of any services or failure of any
machinery or equipment to operate for any cause whatsoever shall constitute an eviction
or disti.irbance of Lessee's use and possession of the Leased Area or Building or a breach
by Lessor of any of its obligations hereunder or render Lessor liable for damages or
entitle Lessee to be relieved from any of its obligations hereunder (including the
obligation to pay Rent) or grant Lessee any right of setoff or recoupment. In the event of
any such intemiption, however, Lessor shall use reasonable diligence during normal
business hours to restore such service in any circumstances in which such restoration is
�vithin reasonable control of Lessor and the interruption was not caused by Lessee's fault.
Notwithstanding the foregoing, should an interruption of service for more than five (5)
consecutive business days due to no fault of Lessee, then Lessee's rental shall abate to the
e;ctent any portion of the Leased Area is unleaseable.
10.3 Additional Services
Should Lessee desire any additional services beyond those described in Paragraph
10.1 or rendition of any of such services outside the normal times of Lessor for providing
such services, Lessor may (at Lessor's option), upon reasonable advance notice from
Lessee to Lessor, furnish such services and Lessee agrees to pay Lessor such charges as
may be agreed on between Lessor and Lessee, but in no event at a charge less than
Lessor's actual cost plus overhead for the additional services provided.
ll. ADDITIOi� S AND FIXTURES
11 1 Alterations I�n�rovements - Approval Required
Lessee «ill make no alteration, change, improvement, repair, replacement or
addition to the Leased Area without the prior written consent of Lessor which consent
�vill not be unreasonably withheld or delayed. If Lessor grants such prior written consent,
the work in such connection shall be at Lessee's e�pense but by workmen of Lessar or
�vorlcmen and contractors approved in advance in writin� b�- Lessor and in a manner and
upon terms and conditions and at times satisfactary to and approved in advance in writing
by Lessor. In anv instance in which Lessor grants such consent, Lessor may grant such
consent contin�ent and conditioned upon Lessee's contractors, laborers, materialmen and
others furnishing labor material far Lessee's job worlcing in harmony and not interfering
with any labor utilized by Lessor; Lessor's contractors or mechanics or by any other
Lessee or such other Lessee's contractors or mechanics; and if at any time such entry by
one or more persons furnishing labor or materials for Lessee's worlc shall cause
disharmony or interference, the consent granted by Lessor to Lessee may be withdrawn
upon forty-eight (48) hours written notice to Lessee.
11.2 Removal of Items
Lessee may remove its trade fiYtures, oifice supplies and movable office furniture
and equipment not attached to the Building provided: (1) such removal is made prior to
the termination of the Ternl; (2) Lessee is not in default of any obligation or covenant
under this Lease at the time of such removal; and (3) Lessee promptly repairs all damaQe
caused by such removal. All other property at the Leased Area and any alteration or �
addition to the Leased Area (including wall-to-wall carpeting, paneling or other wall
covering) and any other article attached or affixed to the floor, wall or ceiling of the
Leased Area (any of which as stated above shall require Lessor's prior written consent)
shall become the property of Lessor and shall remain upon and be surrendered with the
Leased Area as part thereof at the termination of this Lease, Lessee hereby waiving all
rights to any payment or compensation therefore. If, howe� er, Lessor so requests in
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writing, Lessee will, prior to termination of this Lease, remove any and ali alterations,
additions, fixtures, equipment and property placed or installed by it or at its request in the
Leased Area and will repair any damage caused by such removal.
12. ADDITIONAL OBLIGATIONS AND AGREEMENTS OF LESSEE.
12.1 The Lessee shall not exhibit, sell or offer for sale on the Leased Area or in
the Building any article or thing (except those articles and thinas essentially
connected with the stated use of the Leased Area by the Lessee) without the
advance written consent of Lessor.
12.2 The Lessee shall not display, inscribe, print, paint, maintain or affix on any
place in or about the Building any sign, notice, legend, direction, fib re or
advertisement, ezczpt on the doors of the Leased Area and on the Building
directary and then only such name(s) and matter and in such color, size, style,
place and materials as shall first have been approved by the Lessor. The listing of
any name other than that of Lessee, whether on the doors of the Leased Area, on
the Building directory or otherwise, shall not operate to vest any right or interest
in this Lease or in the Leased Area or be deemed to be the written consent of
Lessor to any act of Lessee, it being eYpressly understood that any such listing is a
privilege eYtended by Lessar revocable at will by written notice to Lessee.
12.3 The Lessee �hall not advertise the business, profession or activities of the
Lessee conducted in the Building in any manner which violates the letter or spirit
of any code of ethics adopted by any recognized association or oraanization
pertaining to such business, profession or activities and shall not use the name of
the Buildina for any purposes other than that of the business address of the Lessee
and shall ne�-er wz any picture or lilceness of the Building in circulars, notices,.
advertisements or correspondence without the Lessor's written consent.
12.4 No additional locks or similar devices shall be attached to any door or
window without Lessor's prior written consent. No keys for any door other than
those provided ��� the Lessor shall be made. If more than two keys for one lock
are desired, the L�ssor will provide the same upon payment b�� the Lessee. All
keys must be returned to the Lessor at the eYpiration or termination of this Lease.
12.5 All persons entering or leaving the Building after hours on Monday through
Friday, or at an�° time on Saturdays, Sundays or holidays, ma� be required to do
so under such re�Tulations as the Lessor may impose. The Lessor may exclude or
expel any peddler.
12.6 The Lessee shall not overload any floor. The Lessor ma�� direct the time and
manner of delivery, routing and removai and the location of safes and other heavy
articles.
12.7 Unless the Lessor gives advance written consent, the Lessee shall not install
or operate any steam or internal combustion engine, boiler, machinery,
refrigerating or heating device or air-conditioning apparatus in or about the
Leased Area or carry on any mechanical business therein or use the Leased Area
for housing accommodations or lodging or sleeping purposes, or use any
illumination other than electric light or use or permit to be brought into the
Building any inzlzrnmable fluids such as gasoline, lcerosene, naphtha and benzine
or any explosive, radioactive materials or other articles deemed extra hazardous to
life, limb or property. The Lessee shall not use the Leased Area for any illegal or
immoral purposes. However, Lessee shall be allowed to bring and use a
refrigerator and microwave for the use of its employees and invitees.
12.8 The Lessee shall cooperate fully with the Lessor to assure the effective
operation of the Building's air-conditioning system, including the closing of
Venetian blinds and drapes.
129 The sidewallcs, halls, passages, eYits, entrances, elevators and stairways shall
not be obstructed by the Lessee or used for any purpose other than for ingress to
or egress from its Leased Area. The halls, passages, exits, entrances elevators,
stairways and roof are not for the use of the general public and the Lessor shall in
all cases retain the right to control and prevent access thereto by all persons whose
presence, in the judgment of the Lessar, shall be prejudicial to the safety,
character, reputation and interests of the Building and its Lessees. No Lessee and
no employees or invitees of any Lessee shall go upon the roof or mechanical floor
of the Building.
12.10 Lessee shall not use, keep or permit to be used or kept any foul or noxious
gas or substance in the Leased Area, ar permit or suffer the Leased Area to be
occupied or used in a manner offensive or objectionable to the Lessor or other
occupants of the Building by reason of noise, odors and/or vibrations, or interfere
in any way with other Lessees or those having business there, nor shall any
animals or birds be brou�ht in or lcept in or about the Leased Area or the Building,
unless required by law.
12. ll Lessee shall see that the doors and windows, if operable, of the Leased
Area are
closed and securely locked before leaving the Building and must observe strict
care and caution that all �vater faucets ar water apparatus are entirely shut ofF
before Lessee or Lessee's employees leave the Building. For any default or
carelessness Lessee shall make good all injuries or losses sustained by other
Lessees or occupants of the Building or Lessor. In addition to all other liabilities
for breach of any covenant of this Section, the Lessee shall pay to the Lessor an
amount equal to any increase in insurance premiums payable by the Lessor or any
other Lessee in the Building, caused by such breach.
13. INSURANCE.
13 1 Tvpes of Covera�e and Limits.
Lessee shall procure and maintain at all times, in full force and effect, a
policy or policies of insurance as specified in this Section 13, naming the Ciry of
Fort Worth as an additional insured and covering all risks related to the leasing,
use, occupancy, maintenance, eYistence or location of the Area. Lessee shall
obtain the following insurance coverage on an occurrence basis and at the limits
specified 1lerein:
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Fire and EYtended Coverage on all improvements at full replacement cost limit;
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13 2 Adiustments to Required Covera�e and Limits.
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.
13.3. Certificates.
As a condition precedent to the effectiveness of this Lease, Lessee shall furnish
Lessor with appropriate certificates of insurance signed by the respective insurance
companies 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 eYpiration 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.
13.4. Additional Requirements.
Lessee shall maintain its insurance with underw-riters authorized to do business in
the State of TeYas and which are satisfactory to Lessor. The policy or policies of
insurance shall be endorsed to cover all of Lessee's operations 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.
14. FIRE OR OTHER CASUALTY
A. If at any time during the Tetm, the Leased Area ar any portion of the Building
or Common Area (as hereinafter defined) shall be damaged or destroyed by fire or other
casualty, then Lessor shall have the election to terminate this Lease within 120 days from
the occurrence of such casualty or to repair and reconstruct the Common Area, the
Leased Area and Building to substantially the same condition in which they eYisted
immediately prior to such damage or destruction, eYcept that Lessor shall not be required
to repair or reconstruct any personal property, furniture, trade fixtures or office
equipment which is located in the Leased Area and removable by Lessee under the
provisions of this Lease.
B. In any of the aforesaid circumstances, Rent shall abate proportionally during
the period and to the eYtent that the Leased Area are unfit for use by Lessee in the
ordinary conduct of its business. If Lessor has elected to repair and restore the Leased
Area to the eYtent stated above, this Lease shall continue in full force and effect and such
repairs will be made within a reasonable time thereafter (not to exceed six months)
subject to delays arising from shortages of labor or materials, acts of God, war or other
conditions beyond Lessor's reasonable control. Should such repairs not be completed
�vithin such period, this Lease shall be terminated. In the event that this Lease is
terminated as herein permitted, Lessor shall refund to Lessee any prepaid Rent
(unaccrued as of the date of damage or destruction) plus Lessee's security deposit
provided Lessee is in compliance w�ith Paragraph 7 hereunder less any sum owinQ Lessor
by Lessee. If Lessor has elected to repair and reconstruct the Leased Area to the extent
stated above, then the Term shall be eYtended by a period of time equal to the period of
such repaid and reconstruction.
C. Notwithstanding the provisions of Subparagraphs A. and B. of this Paragraph
14, if the Leased Area or any other portion of the Building be damaged by fire or other
casualty resulting from the fault or negligence of Lessee or any of Lessee's agents,
employees, contractors, licensees or invitees, the Rent hereunder shall not be diminished
during the repair of such damage and Lessee shall be liable to Lessor for the cost and
eYpense of the repair and restoration of the Leased :�rea or the Building caused thereby to
the eYtent such cost and expense is not covered by insurance proceeds.
15. INDEMNIFICATION.
LESSEEHEREBYASSL'_tiIESALL LIABILITYAND RESPONSIBILITY
FOR PROPERTYLOSS, PROPERTYDAIYlAGEAND/OR PERSOIVAL I1tiTURYOF
ANY KIND, INCL UDIIVG DEATH, TO ANYA1tiD ALL PERSONS, OF ���' KIND
OR CHARACTER, WHETHER REAL OR ASSERTED, ARISING DUT OF OR IN
CON1VECTION WITH ITS USE UNDER THIS LEASE OR WITH THE LE.-�.SING,
iYIAINTENANCE, USE, OCCUP.-�1VCY, EXISTEIVCE OR LOCATION OF THE
ARE�, EXCEPT TO THE EKTE.VT CA USED B Y THE NEGLIGEIVT ACTS OR
OlYIISSIONS OR I1YTE���"TIDNAL IYIISCOND UCT OF LESSOR.
LESSEE COVE1tiANTS �VD AGREES TO, AND DOES HEREBY,
I1VDE1ti1NIFY, HOLD K-�R1t�ILESS AND DEFE.VD LESg'OR, ITS OFFICERS,
A GE:vTS, SER T�ANTS �VD E1tiIPL OYEES, FROIYI AND AGAIIVST �ti�Y�VD ALL
CLAIlYlS OR LAWSUITS FOR EITHER PROPERTYDANIAGE OR LOSS
(I1VCL UDING ALLEGED D��YL-� GE OR LOSS TO LESSEE'S B USINESS _-�VD A.NY
RESULTING LOST PROFITS) .�IVD/OR PERSONAL INJURY, Il�'CL L'DI_\"G
DEATH, TOANYAND.-�LL PERSONS, OFANYKIND OR CHARACTER,
WHETHER REAL OR �SSERTED, ARISING O UT OF OR IN COIYNECTION
WITH THIS LEASE OR tiVITH THE LEASING,IVIAINTENANCE, USE,
OCCUPANCY, EXISTENCE OR LOCf1TION 01�' 7'HE AR�'�1, EXCEPT TO THE
E�TENT CAUSED BY THE NEGLIGEN�'ACTS (�R OMISSIONS OR
INTENTIONAL NIISCO�VD UCT OF LESSOR.
LESSEE ASSUItiIES ALL RESI'ONSIBILITYAND AGREES TO P-�Y
LESSOR FOR ANYt�VD ALL I.YJURY OR DAlYIAGE TO LESSOR'S PROPERTY
tiVHICHARISES OUT OF OR I1V CONNECTION WITHANYAND ALL �CTS OR
Or�lISSIONS OFLESSEE, ITS OFFICERS, AGENTS, EMPLOYEES,
CONTRACTORS, SUBCONTRr1CTORS, LICEIYSEES, INVITEES, P�TRONS OR
TRESPASSER�, EXCEPT TO THE EXTENT CA USED BY THE NEGLIGENT
A CTS OR ONIISSIONS OR I�VTENTIONAL lYIISCOND UCT OF LESSOR.
LESSOR DOES NOT GU�IRANTEE PO�ICE PROTECTION TO LESSEE
OR ITS PROPERTY. LESSOR SHALL NOT BE RESPONSIBLE FOR I1V;IURY TO
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ANY PERSO N ON THE AREA OR FOR HARM TO ANYPROPERTY WHICH
BELONGS TO LESSEE, ITS OFFICERS, AGENTS, SERVANTS, EMPLOYEES,
CONTRACTORS, SUBCONTRACTORS, LICENSEES, INVITEES OR PATRONS,
AND WHICHMAYBESTOLEN, DESTROYED ORINANYWAYDAMAGED;
AND LESSEE HEREBY INDEMNIFIES AND HOLDS HARMLESS LESSOR, ITS
OFFICERS, AGENTS, SERVANTS AND ENIPLOYEES FROMAND AGAINST
ANYAND ALL SUCH CLAIMS, EXCEPT TO THE EXTENT CA USED SOLEYBY
THE NEGLIGENT ACTS OR OlYIISSIONS OR IlYTENTIONAL MISCOND UCT OF
LESSOR.
16. ASSIGNMENT AND SUBLETTING.
16.1. In General.
Lessee shall not assign, sell, convey, sublease or transfer any of its rights,
privileges, duties obligations or interests granted by this Lease without the advance
written consent of Lessor, and any such attempt without the advanced written consent
shall be void.
16 � Conditions of Approved Assi�nments and Subleases.
If Lessor consents to any assignment or sublease, all terms, covenants and
agreements set forth in this Lease shall apply to the assignee or sublessee, and such
assignee or sublessee shall be bound by the terms and conditions of this Lease the same
as if it had originally eYecuted this Lease. The failure or refusal of Lessor to approve a
requested assignment or sublease shall not relieve Lessee of its obligations hereunder,
including payment of rentals, fees and other char�es.
17. DEFAULT AND REVIEDIES
A. Lessor shall provide written notice to Lessee of any failure to comply tivith anv
term of this Lease. Lessee shall then have 30 days after receipt of such notice to cure the
default or breach. If, after 30 days after delivery of notice by Lessor to Lessee, the default
or breach has not been corrected, then Lessor shall have the right without further notice to
Lessee to declare this Lease terminated. If this Lease is terminated by Lessor, all right� of
Lessee shall cease and Lessee shall vacate the Premises within days and return the
Premises to its original condition. Lessee shall make no claim of any kind aQainst Lessor
for the termination. Any property of Lessee not removed within days, at Lessor's
election, may be retained and disposed of by Lessor.
B. Lessee agrees that if this Lease is terminated for any reason, Lessor shall have
the right to enter upon and talce possession of the Premises; and Lessee shall deliver
immediate possession of the Premises to Lessor; and if Lessee shall fail or refuse to
deliver immediate possession upon termination, then Lessor shall have the riaht to eYpel
and remove there from forcibly, if necessary, Lessee, its agents, servants, employees,
contractors, subcontractors, licensees, or invitees, as well as Lessee's property; and in
such event Lessor shall not be guilty of trespass and shall incur no liability as a result of
such removal. Nothing in this paragraph shall be construed to prevent Lessee from
��` 'j;",,==l—,ol^,N � 0^'1�
��I1 �C+�:�!S 1i�VU lU
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l��'v'�'��,��,c^���U �;?`;•;
�.: �i �, 113 a G�: �
removing within _ days following any termination of this Lease any property Lessee
has placed or erected on the Premises.
C. The acceptance by Lessor of fees for any periods after Lessee's default shall
not be deeined a w�aiver of any of Lessor's rights to cancel this Lease for Lessee's breach.
No waiver of default by Lessor of any of the terms of this Lease to be observed by Lessee
shall be construed to be a waiver of any subsequent default by Lessee of any of the terms
of this Lease.
18. LIENS.
18.1. Liens by Lessee.
Lessee acicnowledges that it has no authority to engage in any act or to
make any contract which may create or be the foundation for any lien upon the
property or interest in the property of Lessor. If any such purported lien is created
or filed, Lessee, at its sole cost and eYpense, shall liquidate and discharge the
same within thirty (30) days of such creation or filing. Lessee's failure to
discharge any such purported lien shall constitute a breach of this Lease and
Lessor ma�� terminate this Lease immediately. However, Lessee's financial
obligation to Lessor to liquidate and discharge such lien shall continue in effect
followina termination of this Lease and until such a time as the lien is discharged.
18.2 Lessor's Lien.
Il`' ADDITION TD ANY APPLICABLE STATUTORY LESSOR'S
LIEN, LESSEE GRANTS TO LESSOR, I!Y ORDER TO SECURE
PERFORtilANCE BY LESSEE OF ITS OBLIGATIONS UIVDER THIS
LEASE, A SECURITY INTEREST IN ALL GOODS, INVENTORY,
EO UIPNIENT, FIXT URES, FURNIT URE, INIPR O VEMENTS, CHATTEL
PAPER, �=� CCO UNTS AND GENERAL INTANGIBLES, AND OTHER
PERSON-�L PROPERTY OF LESSEE NOW OR HEIZEAFTER SITUATED
ON OR IV THE AREA OR OTHER WISE RELATING TD LESSEE'S USE
D�' THE AREA, A1VD A�� PROCEED,S THEREF�tOM (THE
"COL�ATERAL "). IF LESSOR TERMINATES THIS LEASE F011 �4
FAIL URE BY LESSEE TO P�4 Y LESSOR RENT OR FOR ANY OTHER
BREACH OR DEFAULT BY LESS�E, LESSOR 1tiIAY, IN ADDITION TD
ALL OTHER REMEDIES, WITHO UT NOTICE OR DEMAND EXCEPT AS
PROVIDED BELOW, EXERCISE THE RIGHTS AFFORDED A SECURED
PARTY UNDER THE TEXAS UNIFOR1Yl COMMERCIAL CODE
("UCC"),IN CONNECTION WITH ANY PUBLIC OR PRIVATE SALE
UNDER THE UCC, LESSOR SHALL GIVE LESSEE FIVE CALENDAR
DAYS' PRIOR tVRITTEN NOTICE OF THE TIME AND PLACE OF ANY
PUBLIC SALE OF THE COLLATERAL OR OF THE TINIE AFTER WHICH
ANY PRIVATE SALE OR OTHER INTENDED DISPOSITION THEREOF IS
TO BE �tiIADE, WHICH IS AGREED TO BE A REASONABLE NOTICE OF
SUCHS�LE OR DISPOSITION. - --- --- -- ___=_-
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19 COMPLIANCE WITH LAWS, ORDINANCES, RULES AND
REGULATIONS.
Lessee covenants and agrees that it shall not engage in any unla�j-fu1 use of the
Area. Lessee further a�-ees that it shall not permit its officers, agents, servants,
employees, contractors, subcontractors, patrons, licensees or invitees to zngage in any
unlawful use of the Area and Lessee immediately shall remove from the Area any person
engaging in such unlawful activities. Unlawful use of the Area by Lessee itself shall
constitute an irrunediate breach of this Lease. Lessee agrees to comply ��7th all federal,
state and local laws; all ordinances, rules and reQulations of the City of Fort Worth and
the City of Fort Worth Police, Fire and Health Departments. If Lessor notifies Lessee or
any of its officers, agents. employees, contractors, subcontractors, licensees or invitees of
anv violation of such la�vs. ordinances, rules or regulations, Lessee shall immediately
desist from and correct the violation.
20. NON-DISCRII�IINATION COVENANT.
Lessee, for itself, its personal representatives, successors in interest and assigns,
as part of the consideration herein, agrees as a covenant running with the land that no
person shall be eYcluded from participation in or denied the benefits of Lessee's use of
the Area on the basis of race, colar, national origin, religion, handicap, seY, seYual
orientation or familial starus. Lessee further agrees for itself, its personal representatives,
successors in interest and assians that no person shall be eYcluded from the provision of
any services on or in the constniction of any improvements or alterations to the Area on
�rounds of race, color. national origin, religion, handicap, seY, sexual orientation or
familial stati.is.
Lessee agrees to furnish its accommodations and to price its goods and services
on a fair and equal basis to all persons.
If any claim arises from atz alleged violation of tlzis non-discrifninatiota
covenant by Lessee, its personal t•epresentatives, sacccesso�•s in interest or assigt�s,
Lessee agrees to indem�zifv Lessor rind lzold Lessor ha�mless.
21. LICENSES ��iD PERI�IITS.
Lessee shall, at its sole expense, obtain and keep in effect all licenses and permits
necessarv for the operation of its business.
22. NO WAIVER.
The failure of Lessor to insist upon Lessee's performance of anv term or
provision of this Lease or to eYercise any right granted herein shall not constitute a
waiver of Lessor's riQht to insist upon appropriate performance or to assert any such right
on any future occasion.
23. VENUE AND JURISDICTION.
;;�����'.ln� ��������
����� ����� i��R�
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Should any action, whether real or asserted, at law or in equity, arise out of the
terms of this Lease or by Lessee's operations on the Area, 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 Lease shall be construed in
accordance with the laws of the State of Texas.
24. SEVERABILITY.
If any provision of this Lease 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.
25. FORCE 1VIAJEURE.
Lessor and Lessee shall eYercise every reasonable effort to meet their respective
obligations as set forth in this Lease, but shall not be held liable for any delay in or
omission of performance due to force majeure or other causes beyond their reasonable
control, including, but not limited to, compliance with any government law, ordinance or
regulation, acts of God, acts of omission, fires, strikes, lockouts, national disasters, wars,
riots, material ar labor restrictions by any governmental authority, transportation
problems and/or any other cause beyond the reasonable control of the parties.
26. HOLDOVER.
Any possession of the Leased Premises by Lessee after the date of eYpiration or
termination of the Lease shall be deemed to be a month-to-month tenancy at sufferance,
terminable by either party upon 30 days written notice.
27. HEADINGS NOT CONTROLLING.
Headings and titles used in this Lease are for reference purposes only and shall
not be deemed a part of this Lease.
28. EN'Y'IRETY OF AGREEMEN�'.
This written instrument, including any documents incorporated herein by reference,
contains the entire understanding and agreement between Lessor and Lessee, its assi�s
and successors in interest, as to the matters contained herein. Any prior or
contemporaneous oral or written agreement is hereby declared null and void to the eYtent
in conflict with any provisions of this Lease. The terms and conditions of this Lease shall
not be amended unless agreed to in writing and signed by both parties.
IN WITNESS WHEREOF, the parties hereto have executed this Lease in
multiples this ���� day of- 1���, , 200 `_j.
LESSOR LESSEE
CitvofFort Worth ���X�a�� %``'"'•"p�����'' L� .
�� .. __:�.v.�.
,
� , �.
;%ii.� L,.� , . �. r_ -,, — � �' CATHEY MARIE KARNES
�
By: � �`�`" �� BY• - MISSION EXPIRES
Dale Fisseler ' �=,�t� /�;,,,-r�,,,�„�� ��F;;;;,;;;°�' November24,2oos
Assistant City Manager GcN atira� +�A�.'+w�T�
ES : •
Marty Hendri.
City Secre
APPRO�C��AS/T� F�,RM AND LEGALITY:
Ci�rn� or His Desi�nee y
Dat :`� �'��'�M & C Number: L 1 '��� �a � 17 - Contract Number: •� j l� 1��
STATE OF TEXAS §
COUNTY OF TARRANT �
BEFORE ME, the undersigned authority, a Notary Public in and for the State of
TeYas, on this day personally appeared F�2EG� �1J+�iUI�Ui known to me to be the
person whose name is subscribed to the foregoing instrument, and acknowledged to me
that the same vas the act of C� ('12�{ e,e- �1e2. and that he eYecuted the same
as the act of �j, eiJ�f 2{ �/�K2 for the purposes and consideration therein
eYpressed and in the capacity therein stated. �n
GIVEN LTNDER MY HAND AND SEAL OF OFFICE this day of / IlB�C.eC-
�� , 200�.
` C2�/G�
Notary Public in d for the State of TeYas
STATE OF TEXAS §
COUNTY OF TARRANT §
BEFORE ME, the undersigned authority, a Notary Public in and for the State of TeYas,
on this day personally appeared ��Nr� j�> ��t ���'; �.i�l�= , known to me to be the
person whose name is subscribed to the fore oing instrument, and acknowledged to me
that the same was the act of the )�a;�i �{�urt�- �W f��.�t��G�a,,��, �,�='��� and that he
eYecuted the same as the act of the wk'z s Ci e�for the purposes and
consideration therein expressed and in the capacit therem stated. c�
GIVEN UNDER MY HAND AND SEAL OF OFFICE this day of �� `�"l�'��-�� 20Q�� .
KATHY F. DURHAM
MY COMMISSION EXPIRES
January 24, 2009
�I'Y �'"
otary Publi� in and for the State of Texas
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City of Fort Worth, Texas
Mayor and Council Communication
COUNCIL ACTION: Approved on 2/17/2004
DATE: Tuesday, February 17, 2004
LOG NAME: 17GUINN GYM REFERENCE NO.: **L-13762
SUBJECT:
Authorization to Appprove Lease Agreements for TECHFort Worth, Formeriy the Guinn School
Gymnasium, for Use by TECHFort Worth Incubator Ciients
RECOMMENDATION:
It is recommended that the
TECHFort Worth Incubator
James E. Guinn School.
DISCUSSION;
City Council authorize the City Manager to execute lease agreements with
Clients to occupy TECHFort Worth, formerly the gymnasium at the historic
TECHFort Worth is a 501(c)(3) non-profit technology business incubator. Business development services
are offered to technology companies in three sectors: biotechnology, aerospace technology, and
information technology.
The facility offers approximately 11,000 square feet of rentable space. The space will be offered to
companies on a sliding scale, depending on the services provided by TECHFort Worth and the location of
office space, ranging from $13.50 to $15.00 per square foot, per year.
Renovation of the gymnasium was accomplished with an Economic Development Initiative grant
($1,202,500), and leveraged with Community Development Block Grant funds ($500,000) and Local
Development Corporation funds ($500,000). Construction is anticipated to be completed by mid-January
2004. Seven companies have made verbal commitments to lease approximately 5,500 square feet upon
completion of the project.
Rent revenue collected on the building will be used to pay occupation costs such as utilities, liability
insurance, janitorial service, maintenance, and security. Additional cash flow generated from rent revenue
will be used to pay operating expenses of TECHFort Worth.
FISCAL INFORMATION/CERTIFICATION:
The Finance Director certifies that this action will have no material effect on City funds.
TO Fund/AccountlCenters
Submitted for City Manager's Office b}�
Originating Department Head:
Additional Information Contact:
Logname: 17GUINN GYM
FROM Fund/Account/Centers
Reid Rector (6140)
Tom Higgins (6192)
Dorothy Wing (212-2665)
Pa�e 1 �f 1