HomeMy WebLinkAboutContract 32713 CITY SECRETARY'S
-ONTRACT No.
LEASE AGREEMENT FOR OFFICE SPACE
TECH FORT WORTH BUILDING
THIS LEASEGT=T "Le e")is entered into by and between ,p
("Lessor") and a ("Lessee"). In consideration o the mutual
covenants,promises and obligations co fined herein, Lessor and Lessee agree as
follows:
1. PROPERTY LEASED
1.1 Leased Area
Lessor hereby leases to Lessee and Lessee hereby leases from Lessor
approximately square feet on the 644 U floor(s)designated as
Suite lZO 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 Tern") shall be a period of. months
starting on. / and expiring on / (c 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_ / consecutive
rights to renew this Lease for terms of_(_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 expiration of the term then
in effect.
4. Common Area
R
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 passages, 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 change from time to time,the dimensions and locations of the
Common Area. Lessee and its employees and invitees shall have the nonexclusive right
to use the Common Areas with 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 regulations 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 take 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 period 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 Buildi Dg office,without demand and�without,deduction, abatement or
setoff,the sum of Seue �
-90wi xS. -44e� r square foot of the
Leased Area of the Build g 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 the first 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.
5.2 Operating Expense Rental Rate
In the event Operating 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 exceed the sum of the 2004 Base Year Actual
expenses, Lessee agrees to pay as additional rental Lessee's pro rata share("Lessee's
Share") as determined by Lessor of such Operating Expenses in excess of 2004 Base
Year ("Excess Operating Expenses")of the Leased Area. The"Base Year" is from April
1, 2004 through March 31,2005.
The term"Operating Expenses"as used herein shall include all costs and
expenses of every kind 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 parking area as well as amortization of any capital expenditure which are incurred
by Lessor to attempt to effect in the reduction of operating expenses of the building or to
keep the building in compliance with all governmental rules and regulations; provided,
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however, only the following shall be excluded from Operating Expenses: cost of
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.r�_,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. If,
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
Expense 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 dateshall 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 extension 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 tax lawfully levied on Lessee's
occupancy or use thereof, except 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 taxes, and in the event of such contest, Lessee shall indemnify
and hold harmless Lessor from any cost, expenses, penalties or damages in connection
therewith.
7. SECURITY DEPOSIT
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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. MAINTENANCE,REPAIRS AND CONDITION OF AREA.
9.1. General Maintenance and Repairs by Lessee.
Lessee agrees to keep and maintain the Leased Area, including all fixtures
installed in a good, clean and sanitary condition at all times. Lessee covenants and agrees
that it will not make or suffer any waste of the Leased Area. Lessee will, at Lessee's own
expense, 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 expense, 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 expense. Lessee agrees that,
except as otherwise expressly provided herein, all improvements,trade fixtures,
furnishings, equipment and other personal property of every kind 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 existed at the commencement of the
Lease, excepting only ordinary wear and tear and damage arising from any cause required
hereunder to be repaired at Lessor's expense.
9.2. Inspection.
Lessor shall have the right and privilege,through its officers, agents, servants
or employees,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 Area into
compliance with Fire Code and Building Code provisions, as such provisions exist
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 Underwriters 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 undertake such maintenance
or repair work diligently within 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 will reimburse Lessor for the cost of the maintenance
or repairs, and such reimbursement will be due on the date of Lessee's next monthly
rent payment following completion of the maintenance or repairs.
9.4. Environmental Remediation.
To the best of Lessor's knowledge,the Leased Area complies with all
applicable federal, state and local environmental laws and regulations (collectively
"Environmental Laws"). Lessee has thoroughly inspected the Leased Area and is
fully advised of its own rights without reliance upon any representation made by
Lessor concerning the environmental condition of the Leased Area.LESSEE
COVENANTS AND AGREES THAT LESSEE,AT ITS SOLE COST AND
EXPENSE,SHALL BE FULLY RESPONSIBLE FOR THE VIOLATION OF
ANY ENVIRONMENTAL LAWS CAUSED, IN WHOLE OR IN PART,BY
LESSEE,ITS OFFICERS,AGENTS, SERVANTS, EMPLOYEES,
CONTRACTORS, SUBCONTRACTORS OR INVITEES.
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 hereunder, 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
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that the Leased Area were in good order and satisfactory condition when the
Lessee took 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, except 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
fiunishes 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(24)
hours prior written request by Lessee,who shall bear the standard charges 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 window 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 for ingress to and egress from the Building during such periods as
are considered by Lessor to be standard.
(5)Proper building standard facilities to furnish 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
fixtures 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, except 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 disturbance 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 interruption, however, Lessor shall use reasonable diligence during normal
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business hours to restore such service in any circumstances in which such restoration is
within 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
extent 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.
11. ADDITIONS AND FIXTURES
11.1 Alterations, Improvements -Approval Required
Lessee will make no alteration, change, improvement,repair, replacement or
addition to the Leased Area without the prior written consent of Lessor which consent
will not be unreasonably withheld or delayed. If Lessor grants such prior written consent,
the work in such connection shall be at Lessee's expense but by workmen of Lessor or
workmen and contractors approved in advance in writing by Lessor and in a manner and
upon terms and conditions and at times satisfactory to and approved in advance in writing
by Lessor. In any instance in which Lessor grants such consent,Lessor may grant such
consent contingent and conditioned upon Lessee's contractors, laborers, materialmen and
others furnishing labor material for Lessee's job working 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 work 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 fixtures, office supplies and movable office furniture
and equipment not attached to the Building provided: (1) such removal is made prior to
the termination of the Term; (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 damage
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,however,Lessor so requests in
writing, Lessee will, prior to termination of this Lease,remove any and all 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 things 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, figure or
advertisement, except on the doors of the Leased Area and on the Building
directory 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 expressly understood that any such listing is a
privilege extended by Lessor revocable at will by written notice to Lessee.
12.3 The Lessee shall 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 organization
pertaining to such business,profession or activities and shall not use the name of
the Building for any purposes other than that of the business address of the Lessee
and shall never use any picture or likeness 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 by the Lessor shall be made. If more than two keys for one lock
are desired,the Lessor will provide the same upon payment by the Lessee. All
keys must be returned to the Lessor at the expiration or termination of this Lease.
12.5 All persons entering or leaving the Building after hours on Monday through
Friday, or at any time on Saturdays, Sundays or holidays,may be required to do
so under such regulations as the Lessor may impose. The Lessor may exclude or
expel any peddler.
12.6 The Lessee shall not overload any floor. The Lessor may direct the time and
manner of delivery,routing and removal 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
x:,71,
Building any inflammable fluids such as gasoline,kerosene,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.
12.9 The sidewalks,halls,passages, exits, 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 Lessor, 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, or 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 brought in or kept in or about the Leased Area or the Building,
unless required by law.
12.11 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 water faucets or 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. Types of Coverage 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 City of
Fort Worth as an additional insured and covering all risks related to the leasing,
use, occupancy, maintenance, existence or location of the Area. Lessee shall
obtain the following insurance coverage on an occurrence basis and at the limits
specified herein:
• Property:
Fire and Extended Coverage on all improvements at full replacement cost limit;
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13.2. Adjustments to Required Coverage 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 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.
13.4. Additional Requirements.
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 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 Term, the Leased Area or 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 existed
immediately prior to such damage or destruction,except 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 extent 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 extent 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
within 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 with Paragraph 7 hereunder less any sum owing Lessor
by Lessee. If Lessor has elected to repair and reconstruct the Leased Area to the extent
stated above, then the Term shall be extended 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
expense of the repair and restoration of the Leased Area or the Building caused thereby to
the extent such cost and expense is not covered by insurance proceeds.
15. INDEMNIFICATION.
LESSEE HEREB YASSUMES ALL LL4BILITYAND RESPONSIBILITY
FOR PROPERTYLOSS,PROPERTYDAMAGEAND/OR PERSONAL INJURY OF
ANY KIND, INCLUDING DEATH, TO ANYAND ALL PERSONS, OFANY KIND
OR CHARACTER, WHETHER REAL OR ASSERTED,ARISING OUT OF OR IN
CONNECTION WITH ITS USE UNDER THIS LEASE OR WITH THE LEASING,
MAINTENANCE, USE, OCCUPANCY,EXISTENCE OR LOCATION OF THE
AREA,EXCEPT TO THE EXTENT CA USED BY THE NEGLIGENT ACTS OR
OMISSIONS OR INTENTIONAL MISCONDUCT OF LESSOR.
LESSEE COVENANTS AND AGREES TO,AND DOES HEREBY,
INDEMNIFY, HOLD HARMLESS AND DEFEND LESSOR,ITS OFFICERS,
AGENTS, SERVANTS AND EMPLOYEES, FROMANO AGAINST ANYAND ALL
CLAIMS OR LAWSUITS FOR EITHER PROPERTYDAMAGE OR LOSS
(INCLUDING ALLEGED DAMAGE OR LOSS TO LESSEE'S BUSINESS AND ANY
RESULTING LOST PROFITS)AND/OR PERSONAL INJURY, INCLUDING
DEATH, TO ANYAND ALL PERSONS, OF ANY KIND OR CHARACTER,
WHETHER REAL OR ASSERTED,ARISING OUT OF OR IN CONNECTION
WITH THIS LEASE OR WITH THE LEASING,MAINTENANCE, USE,
OCCUPANCY,EXISTENCE OR LOCATION OF THE AREA, EXCEPT TO THE
EXTENT CA USED BY THE NEGLIGENT ACTS OR OMISSIONS OR
INTENTIONAL MISCONDUCT OF LESSOR.
LESSEE ASSUMES ALL RESPONSIBILITYAND A GREES TO PAY
LESSOR FOR ANYAND ALL INJURY OR DAMAGE TO LESSOR'S PROPERTY
WHICH ARISES OUT OF OR IN CONNECTION WITH ANY AND ALL ACTS OR
OMISSIONS OF LESSEE, ITS OFFICERS,AGENTS, EMPLOYEES,
CONTRACTORS, SUBCONTRACTORS,LICENSEES,INVITEES,PATRONS OR
TRESPASSERS, EXCEPT TO THE EXTENT CA USED BY THE NEGLIGENT
ACTS OR OMISSIONS OR INTENTIONAL MISCONDUCT OF LESSOR.
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LESSOR DOES NOT GUARANTEE POLICE PROTECTION TO LESSEE
OR ITS PROPERTY. LESSOR SHALL NOT BE RESPONSIBLE FOR INJURY TO
ANY PERSO N ON THE AREA OR FOR HARM TO ANY PROPERTY WHICH
BELONGS TO LESSEE,ITS OFFICERS,AGENTS,SERVANTS,EMPLOYEES,
CONTRACTORS,SUBCONTRACTORS,LICENSEES,INVITEES OR PATRONS,
AND WHICH MAYBESTOLEN,DESTROYED OR INANY WAY DAMAGED;
AND LESSEE HEREBY INDEMNIFIES AND HOLDS HARMLESS LESSOR,ITS
OFFICERS,AGENTS,SERVANTS AND EMPLOYEES FROMAND AGAINST
ANYAND ALL SUCH CLAIMS,EXCEPT TO THE EXTENT CAUSED SOLEY BY
THE NEGLIGENT ACTS OR OMISSIONS OR INTENTIONAL MISCONDUCT 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.
16.2. Conditions of Approved Assignments 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 executed 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 charges.
17. DEFAULT AND REMEDIES
A. Lessor shall provide written notice to Lessee of any failure to comply with any
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 rights of
Lessee shall cease and Lessee shall vacate the Premises within 7 days and return the
Premises to its original condition. Lessee shall make no claim of any kind against Lessor
for the termination. Any property of Lessee not removed within`X 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 take 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 right to expel
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
12
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
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 deemed a waiver 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 acknowledges 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 expense, 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 may terminate this Lease immediately. However, Lessee's financial
obligation to Lessor to liquidate and discharge such lien shall continue in effect
following termination of this Lease and until such a time as the lien is discharged.
18.2 Lessor's Lien.
IN ADDITION TO ANY APPLICABLE STATUTORY LESSOR'S
LIEN, LESSEE GRANTS TO LESSOR, IN ORDER TO SECURE
PERFORMANCE BY LESSEE OF ITS OBLIGATIONS UNDER THIS
LEASE, A SECURITY INTEREST IN ALL GOODS, INVENTORY,
EQUIPMENT, FIXTURES, FURNITURE, IMPROVEMENTS, CHATTEL
PAPER, ACCOUNTS AND GENERAL INTANGIBLES, AND OTHER
PERSONAL PROPERTY OF LESSEE NOW OR HEREAFTER SITUATED
ON OR IN THE AREA OR OTHERWISE RELATING TO LESSEE'S USE
OF THE AREA, AND ALL PROCEEDS THEREFROM (THE
"COLLATERAL"). IF LESSOR TERMINATES THIS LEASE FOR A
FAILURE BY LESSEE TO PAY LESSOR RENT OR FOR ANY OTHER
BREACH OR DEFAULT BY LESSEE, LESSOR MAY, IN ADDITION TO
ALL OTHER REMEDIES, WITHOUT NOTICE OR DEMAND EXCEPT AS
PROVIDED BELOW, EXERCISE THE RIGHTS AFFORDED A SECURED
PARTY UNDER THE TEXAS UNIFORM COMMERCIAL CODE
("UCC"),IN CONNECTION WITH ANY PUBLIC OR PRIVATE SALE
UNDER THE UCC, LESSOR SHALL GIVE LESSEE FIVE CALENDAR
DAYS' PRIOR WRITTEN NOTICE OF THE TIME AND PLACE OF ANY
PUBLIC SALE OF THE COLLATERAL OR OF THE TIME AFTER WHICH
ANY PRIVATE SALE OR OTHER INTENDED DISPOSITION THEREOF IS
13
TO BE MADE, WHICH IS AGREED TO BE A REASONABLE NOTICE OF
SUCH SALE OR DISPOSITION.
19. COMPLIANCE WITH LAWS,ORDINANCES,RULES AND
REGULATIONS.
Lessee covenants and agrees that it shall not engage in any unlawful use of the
Area. Lessee further agrees that it shall not permit its officers, agents, servants,
employees, contractors, subcontractors,patrons, licensees or invitees to engage 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 immediate breach of this Lease. Lessee agrees to comply with all federal,
state and local laws; all ordinances,rules and regulations 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
any violation of such laws, ordinances,rules or regulations, Lessee shall immediately
desist from and correct the violation.
20. NON-DISCRIMINATION 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 excluded from participation in or denied the benefits of Lessee's use of
the Area on the basis of race, color,national origin, religion, handicap, sex, sexual
orientation or familial status. Lessee further agrees for itself,its personal representatives,
successors in interest and assigns that no person shall be excluded from the provision of
any services on or in the construction of any improvements or alterations to the Area on
grounds of race, color,national origin, religion,handicap, sex, sexual orientation or
familial status.
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 an alleged violation of this non-discrimination
covenant by Lessee, its personal representatives,successors in interest or assigns,
Lessee agrees to indemnify Lessor and hold Lessor harmless.
21. LICENSES AND PERMITS.
Lessee shall, at its sole expense, obtain and keep in effect all licenses and permits
necessary for the operation of its business.
22. NO WAIVER.
The failure of Lessor to insist upon Lessee's performance of any term or
provision of this Lease or to exercise any right granted herein shall not constitute a
waiver of Lessor's right to insist upon appropriate performance or to assert any such right
on any future occasion.
23. VENUE AND JURISDICTION.
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 MAJEURE.
Lessor and Lessee shall exercise 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 or 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 expiration 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. ENTIRETY OF AGREEMENT.
This written instrument, including any documents incorporated herein by reference,
contains the entire understanding and agreement between Lessor and Lessee, its assigns
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 extent
15
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 t -' day ofj'ql? /Xh42 , 200%UZ7,LESSOR LESSEV,
City of Fort Worth ' o-
By:--Z'
y: By: Paul 346WI
Dale FisselerV
Assistant'ity Manager
MTEST:
,t� -
CATHEY MARIE KARNES
Marty HendriY MY COMMISSION EXPIRES
City Secr dry
%s yF a November 24,2008
APP 'Pr DTO FORM AND LEGALITY:
Ci Atto ey or is Designee
Date: M& C Number: ��-� `'l� Contract Number:
STATE OF TEXAS §
COUNTY OF TARRANT §
BEFORE ME, the undersigned authority, a lNotary Public in and for the State of
Texas, on this day personally appeared--pft:u�_4. r-155SLW_ ncMoo"to me to be the
person whose name is subscribed to the foregoing instrument, and acknowledged to me
that the same was the act of kc-M -C ir/ and that he executed the same
as the act of Ack - C F W for the purposes and consideration therein
expressed and in the capacity therein stated.
GIVEN UNDER MY HAND AND SEAL OF OFFICE this day of
n(a ye r"t�e�- , 200
KATHY F.DURHAM
MY COMMISSION EXPIRES NotaryPublic 1 and for the State of Texas
�T a Jenuaq 24 2009
STATE OF TEXAS §
COUNTY OF TARRANT §
BEFORE ME, the undersigned a thority, a Notary Public in and for the State of Texas,
on this day personally appeared 261 , known to me to be the
person whose name is subscribed to the foregoing instrument, and acknowledged to me
that the same was the act of the dam- (/ff(Y1 40 off,( and that he
executed the same as the act of the G for the purposes and
consideration therein expressed and in the capacity therein stated.
GIVEN UNDER MY HAND AND SEAL OF OFFICE thi&ay of , 200-�Sy
Notary Public i nd for the State of Texas
i
J .
16
6
City of Fort Worth, Texas
Mayor and Council Communication
COUNCIL ACTION: Approved on 3/1/2005
DATE: Tuesday, March 01, 2005
LOG NAME: 17TECHFWLEASE REFERENCE NO.: **G-14692
SUBJECT:
Authorization to Approve Lease Agreements for Tech Fort Worth Formerly the Guinn School
Gymnasium
RECOMMENDATION:
It is recommended that the City Council authorize the City Manager to execute lease agreements with Tech
Fort Worth tenants to occupy Tech Fort Worth, formerly the gymnasium at the historic James E. Guinn
School.
DISCUSSION:
On February 17, 2004, Council approved M&C L-13762 authorizing the City Manager to execute lease
agreements with Tech Fort Worth incubator clients on a sliding scale, ranging from $13.50 - $15.00 per
square foot. The facility offers approximately 11,000 square feet of rentable space; currently approximately
61% of the space is leased.
The primary goal of the incubator is to to produce successful firms that will leave the facility as financially
viable businesses. These incubator 'graduates' create jobs, revitalize neighborhoods, commercialize
important new technologies and contribute to a stronger local and regional economy.
Renovation of the gymnasium was accomplished with an Economic Development Initiative (EDI) grant
($1,202,500) and leveraged with Community Development Block Grant (CDBG) funds ($500,000) and Local
Development Corporation funds ($500,000). The EDI and CDBG grants have requirements that economic
opportunities generated by this HUD financial assistance be given to low and very-low income persons and
to businesses that provide economic opportunities for these persons. In order to meet the terms of these
grant agreements, some tenants who are not specifically Tech Fort Worth incubator clients, but who provide
economic opportunities for persons with low and very-low income should be included in the building.
Therefore, tenants in the Tech Fort Worth facility are screened and evaluated as follows:
1. Those who propose to be incubator clients and have a high chance of success;
2. Those who provide a needed service to incubator clients;
3. Those who provide a needed service to low and very-low income persons in the community.
Leases are typically short term, no longer than one year and frequently only for a few months. Rent is
charged on a sliding scale based on the tenant's current and projected financial status and may fall below
$13.50 per square foot per year for at least a portion of the time they occupy the building.
The average rent rate in the building is $13.25/square foot monthly. A limited amount of space may be
leased for short-terms for as low as $6 square foot monthly. Any company receiving this rate will be
qualified by financial statements. Such statements will be received by Tech Fort Worth staff regularly and
the lease rate will be adjusted toward market level as the company is able to support it.
Logname: 03HRS01 Page 1 of 2
Tech Fort Worth is located in COUNCIL DISTRICT 8.
FISCAL INFORMATION/CERTIFICATION:
The Finance Director certifies that the Economic and Community Development Department will be
responsible for the collection and deposit of funds due the City under the lease agreements.
TO Fund/Account/Centers FROM Fund/Account/Centers
R106 442000 017106005000 - 0.00
78%
R106 442010 017106005000 - 0.00
22%
Submitted for City Manager's Office by: Dale Fisseler (6140)
Originating Department Head: Tom Higgins (6192)
Additional Information Contact: Dorothy Wing (212-2665)
Logname: 03HRS01 Page 2 of 2