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HomeMy WebLinkAboutContract 50794 CITY SECRETARY 5 61 8 910- CONTRACTNOS 9 Lf TEMPORARY LICENSE AGREEMENT RECEIVED BETWEEN THE CITY OF FORT WORTH Q MAY 29 2018 .a AND THE COLONIAL COUNTRY CLUB CIN OF FORT WORTH CITY SECRETARY s Temporary License Agreement ("Agreement") is entered into by and between the City of rth, Texas, a home-rule municipal corporation of the State of Texas ("City"), and the Colonial Country Club, a Texas non-profit corporation acting by and through its duly authorized representative ("Licensee"). City and Licensee are referred to herein individually as a "Parry" and collectively as the "Parties." WHEREAS,the City owns a certain piece of property known as Forest Park,located at 1500-2000 Colonial Parkway,Fort Worth,Texas 76109("Forest Park"), in which is located the Log Cabin Village and Bobo Woods; WHEREAS, Licensee desires to use a portion of Forest Park for parking and a Will Call Trailer during Licensee's annual PGA Tour event currently called the "Fort Worth Invitational" being conducted on Licensee's property in May of each year("Tournament"); NOW, THEREFORE, in consideration of the covenants and agreement contained herein, City and Licensee agree as follows: 1. License Granted. City hereby grants to the Licensee a non-exclusive license to use a portion of Forest Park as set forth in more detail in Exhibit A,which is attached hereto and incorporated herein by reference,and as agreed to by the parties herein("Licensed Premises"). 2. Consideration. In consideration of Licensee's use of the Licensed Premises, Licensee shall pay to the City a License Fee in the amount of $4,550.00 each year ("License Fee"), which amount includes use of the Licensed Premises at the rate of$1,050.00 and reimbursement to the City of lost revenue at the Log Cabin Village in the amount of$3,500.00. The License Fee for the first year this Agreement is in effect shall be delivered to the City contemporaneously upon execution of this Agreement by Licensee. The License Fee for each subsequent year this Agreement is in effect shall be delivered to the City no later than 60 days prior to the Tournament. As additional consideration for this Agreement, Licensee has agreed to make a donation to the Log Cabin Heritage Foundation ("Foundation") from the Licensee's Colonial Charitable Fund in the amount of $8,450.00 each year that this Agreement is in effect. The donation for the first year this Agreement is in effect shall be delivered to the Foundation by Licensee contemporaneously upon execution of this Agreement by Licensee. The donation for each subsequent year this Agreement is in effect shall be delivered to the Foundation by Licensee no later than sixty days prior to the Tournament beginning. OFFICML.RECORD Temporary License Agreement for Forest Park-Log Cabin Village and Bobo Woods Areas CITY SECRETARY Page i of to Colonial Country Club WORTH,T / 3. Term. The Agreement shall be effective from May 14, 2018 until June 30, 2022 (`Term"). This Agreement may be renewed for two subsequent one-year renewal periods upon written agreement of the Parties. 4. Use of the Licensed Premises. Licensee may use the Licensed Premises for parking and for a Will Call Trailer for the Tournament in accordance with the terms of this Agreement, but for no other purpose. a. Each year this Agreement is in effect, Licensee shall notify the City in writing no later than one hundred eighty days prior to the first day of the Tournament of Licensee's intent to use the Licensed Premises in accordance with this Agreement and of the dates of the Tournament. b. Licensee shall have use of the Licensed Premises for patrons, volunteers and sponsors to park in the specific areas depicted in Exhibit A for a period of seven consecutive days during the Tournament. Parking shall be authorized on both sides of Log Cabin Village Lane in the area depicted in Exhibit A. In addition, parking in single rows, head in, shall be authorized in the cabled areas in the area depicted in Exhibit A. c. Licensee shall have use of the Licensed Premises to place a Will Call Trailer in the specific area depicted in Exhibit A for a period of seven consecutive days during the Tournament. Licensee shall have use of the Licensed Premises for seven consecutive days prior to the start of the Tournament to deliver and set up the Will Call Trailer and support infrastructure, and seven consecutive days after conclusion of the Tournament to remove the Will Call Trailer and support infrastructure. The Will Call Trailer shall be approximately sixty feet in length and shall be placed on one side of the Log Cabin Village main parking lot. Support infrastructure for the Will Call Trailer(including,but not limited to,temporary fencing,steps,signage,generators,restrooms and water tanks,and decorative plants)shall be placed in the Licensed Premises in close proximity to the Will Call Trailer. d. Traffic for the Tournament shall be allowed through the street access, said access being Log Cabin Village Lane, from the Log Cabin Village main parking lot to Rogers Road at the west end of the Log Cabin Village. e. Licensee shall provide security to monitor traffic to the Will Call Trailer and traffic along Log Cabin Village Lane. f. City shall close the Log Cabin Village on Monday through Sunday during the Tournament. g. Licensee shall allow City staff, including staff of the Log Cabin Village, to use the areas of the Log Cabin Village parking lot depicted in Exhibit A as being for City's use, said area not being part of the Licensed Premises. Licensee shall allow access to the Licensed Temporary License Agreement for Forest Park-Log Cabin Village and Bobo Woods Areas Page 2 of 10 Colonial Country Club Premises for deliveries,armored transport,trash service and other operational needs of the City. 5. Termination. The City or Licensee may terminate this Agreement, without cause by March 1 of any year this Agreement is in effect. City may terminate this Agreement immediately upon delivery of written notice to Licensee if Licensee fails to deliver the Licensee Fee to the City in accordance with the terms of this Agreement. 6. Use not Exclusive. This Agreement and all rights granted to Licensee herein are strictly non- exclusive. The City reserves the right to enter into and grant other and future licenses, leases, and other authorizations for use of Forest Park, including the Log Cabin Village and Bobo Woods Areas, to other persons and entities as the City deems appropriate in accordance with applicable law. This Agreement does not establish any priority for the use of the Park by Licensee or by any present or future licensees or other permit holders. In the event of any dispute as to the priority of use of the Licensed Premises, the first priority shall be to the public generally, the second priority to the City in the performance of its various functions, and thereafter, as between licensees and other permit holders, as determined by the City in the exercise of its powers, including the police power and other powers reserved to and conferred on it by the State of Texas. 7. Liability. Licensee covenants and agrees to release City, its officers, agents, representatives, servants,and employees,from and against any and all claims or suits for property damage,personal injury, or any other type of loss or adverse consequence related in any way to the existence of this Agreement or the use and occupancy of the Licensed Premises. Furthermore, City shall not be liable to Licensee for any damage or theft of Licensee's vehicles, equipment, facilities, or other contents. 8. Restoration of the Park. Licensee further agrees that,if during the course of the exercise of its rights under this Agreement, damages result to the Licensed Premises,the Park, or City's park facilities, as determined by the Director in his sole and absolute discretion, Licensee shall repair or restore the same to a condition satisfactory to the Director during the term of this Agreement. if Licensee fails to complete all repairs and restoration to the Park prior to the expiration of the Term, City may, in its discretion, perform all such repairs and restoration on behalf of the Licensee. In this event, Licensee will reimburse the City for the costs of such repairs and restoration, and such reimbursement will be due immediately upon written request of the City. 9. INDEMNIFICATION. LICENSEE AGREES TO AND DOES HEREBY DEFEND, INDEMNIFY AND HOLD HARMLESS THE CITY, AND ITS OFFICERS, AGENTS, REPRESENTATIVES, AND EMPLOYEES FROM AND AGAINST ANY AND ALL CLAIMS, LAWSUITS, ACTIONS, COSTS AND EXPENSES OF ANY KIND, Temporary License Agreement for Forest Park-Log Cabin Village and Bobo Woods Areas Page 3 of 10 Colonial Country Club INCLUDING, BUT NOT LIMITED TO, THOSE FOR PROPERTY DAMAGE OR LOSS, AND PERSONAL INJURY,INCLUDING,BUT NOT LIMITED TO,DEATH,THAT MAY RELATE TO,ARISE OUT OF OR BE OCCASIONED BY(i) LICENSEE'S USE OF THE LICENSED PREMISES AND THE PARK, (ii) LICENSEE'S BREACH OF ANY OF THE TERMS OR PROVISIONS OF THIS AGREEMENT, OR(iii) ANY ACT OR OMISSION OF LICENSEE OR ITS OFFICERS, AGENTS, REPRESENTATIVES, EMPLOYEES, CONTRACTORS, AND SUBCONTRACTORS, RELATED TO THIS AGREEMENT OR THE PERFORMANCE OR NONPERFORMANCE OF THIS AGREEMENT, WHETHER OR NOT CAUSED, IN PART, BY THE NEGLIGENCE OF THE OFFICERS, AGENTS, REPRESENTATIVES,OR EMPLOYEES OF THE CITY. 10. Compliance with Laws. Licensee shall, at its own cost and expense, comply with all applicable laws, including, but not limited to, existing zoning ordinances,governmental rules and regulations enacted or promulgated by any governmental authority and shall promptly execute and fulfill all orders and requirements imposed by such governmental entities for the correction, prevention and abatement of nuisances in or upon or connected with said premises because of Licensee's use thereof. 11. Insurance. Licensee shall carry insurance as set out in Exhibit B, which is attached hereto and incorporated herein for all purpose. 12. Notice. All notices required or permitted under this Agreement shall be conclusively determined to have been delivered when (i)hand-delivered to the other party, its agent, employee, servant, or representative, or (ii) received by the other party by reliable overnight courier or United States Mail,postage prepaid, return receipt requested,at the address stated below or to such other address as one party may from time to time notify the other in writing. To THE CITY: To LICENSEE: Director Colonial Country Club Park& Recreation Department ATTN: General Manager/COO City of Fort Worth 3735 Country Club Circle 4200 South Freeway, Suite 2200 Fort Worth, Texas 76109 Fort Worth,Texas 76115 With copies to: City of Fort Worth Attn: City Attorney 200 Texas Street Fort Worth, Texas 76102 Temporary License Agreement for Forest Park-Log Cabin Village and Bobo Woods Areas Page 4 of 10 Colonial Country Club City Manager's Office City of Fort Worth 200 Texas Street Fort Worth,Texas 76102 13. Public Safety. Licensee shall be solely responsible for initiating, maintaining, and supervising all safety precautions and programs in connection with the Licensee's use of the Licensed Premises. 14. Hazardous Materials. Under no circumstances will the Licensee use or cause to be used on the Licensed Premises any hazardous or toxic substances or materials, or intentionally or knowingly store or dispose of any such substances or materials on the Licensed Premises. 15. Force Majeure. If either party is unable, either in whole or part,to fulfill its obligations under this Agreement due to acts of God; strikes, lockouts, or other industrial disturbances; acts of public enemies; wars; blockades; insurrections; riots; epidemics; public health crises; earthquakes; fires; floods; restraints or prohibitions by any court, board, department, commission, or agency of the United States or of any state;declaration of a state of disaster or of emergency by the federal,state, county, or City government in accordance with applicable law; issuance of an Imminent Threat Alert or Elevated Threat Alert by the United States Department of Homeland Security or any equivalent alert system that may be instituted by any agency of the United States; any arrests and restraints; civil disturbances; or explosions; or some other reason beyond the party's reasonable control (collectively, "Force Majeure Event"), the obligations so affected by such Force Majeure Event will be suspended only during the continuance of such event. If a Force Majeure Event occurs,the City may, in its sole discretion,close or postpone the opening of its community centers, parks,or other City-owned and operated properties and facilities in the interest of public safety and operate them as the City sees fit. 16. Choice of Law; Venue. This Agreement shall be governed by and construed in accordance with the laws of the State of Texas. If any action,whether real or asserted,at law or in equity, arises on the basis of any provision of this Agreement, 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. 17. Binding Effect. The terms and provisions of this Agreement shall inure to the benefit of and be binding upon City and Licensee and their respective successors and assigns and shall be covenants running with the land. 18. Entire Agreement. This Agreement contains all of the agreements between the parties respecting the subject matter hereof, and no prior representations or statements, verbal or written, have been made modifying,adding to,or changing the terms of this instrument. Temporary License Agreement for Forest Park-Log Cabin Village and Bobo Woods Areas Page 5 of 10 Colonial Country Club 19. No Waiver of Immunity. Nothing herein shall be deemed to limit or waive the sovereign or governmental immunity of the City. 20. Assignment. This Agreement, in whole or in part, is not assignable by either party, without the express written consent of the other party. Any attempt to assign this Agreement without the required consent is void and without force and effect. [SIGNATURES ON FOLLOWING PAGE] Temporary License Agreement for Forest Park-Log Cabin Village and Bobo Woods Areas Page 6 of 10 Colonial Country Club By executing this Agreement, Licensee agrees to and accepts the terms, conditions and provision contained herein. This agreement is effective on the dates specified in Section 3 above. CITY OF FORT WORTH: LICENSEE: Col ial 27�7 �iL� , Fernando Costa Mike Rushing Assistant City Manager General Manager/COO Date: -15- Z4 /6 Date: T Recommended: Ri hard Zavala Di ctor, Park& Recreation Department APPROVED AS TO FORM & LEGALITY ATTEST: Richard A. McCracken ary J. K r Assistant City Attorney City Secretar FORTS Contract Authorization: A No M&C Required Form 1295: N/A Contract Compliance Manager: ••• By signing I acknowledge that I am the person responsible �XAS for the monitoring and administration of this contract, including ensuring all performance and reporting requirements. +CJ p OFFICIAL RECORD Name: �[ L ► 11`` CITY SECRETARY Title: �+ J / s, ►^eGT^� FT.WORTH,Tx Temporary License Agreement for Forest Park-Log Cabin Village and Bobo Woods Areas Page 7 of 10 Colonial Country Club Exhibit A Licensed Premises "VY 1 r �s t lu Temporary License Agreement for Forest Park-Log Cabin Village and Bobo Woods Areas Page S of 10 Colonial Country Club Exhibit B Insurance 1.01 Qu1y to Acquire and Maintain. Licensee shall ensure that a policy or policies of insurance are procured and maintained at all times, in full force and effect,to provide coverage of the types and amounts specified herein, naming the City as an additional insured as set forth herein, and covering all public risks related to the use,occupancy,condition,maintenance,existence,or location of the Licensed Premises. The insurance required hereunder may be met by a combination of self-insurance and primary and excess policies. 1.02 Types and Amounts of Coverage Required a. Commercial General Liability: (1) $1,000,000.00 per occurrence, $2,000,000.00 aggregate, including coverage for the following: (i)Premises Liability;(ii)independent contractors;(iii)products/completed operations; (iv) personal injury; (v) contractual liability; (vi) explosion, collapse, and underground property damage b. Property Damage Liability: (1) $1,000,000.00 per occurrence C. Umbrella Policy (1) $5,000,000.00 d. Environmental Impairment Liability(EIL)and Pollution Liability (1) $2,000,000 per occurrence (2) $5,000,000 aggregate e. Automobile Liability: (1) $1,000,000.00 each accident on a combined single-limit basis f. Worker's Compensation: (1) As required by law g. Employer's Liability_ (1) $1,000,000.00 per accident 1.03 Revisions to Required Coverage. At the reasonable recommendation of the City's Risk Manager, the City may at any time revise insurance coverage requirements and limits required by this License. Licensee agrees that within ten (10) days of receipt of written notice from the City, all such revisions requested by the City will be implemented. The policy or policies of insurance shall be endorsed 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 the City. Temporary License Agreement for Forest Park-Log Cabin Village and Bobo Woods Areas Page 9 of 10 Colonial Country Club 1.04 Underwriters and Certificates. The insurers for all policies must be licensed and approved to do business in the State of Texas. Except for workers' compensation,all insurers must have a minimum rating of A. VII in the current A. M. Best Key Rating Guide or have reasonably equivalent financial strength and solvency to the satisfaction of Risk Management. If the rating is below that required,prior written approval of the City's Risk Management Division is required. Within ten (10)business days following execution of this License, Licensee shall ensure that City is furnished with certificates of insurance signed by the respective companies as proof that the types and amounts of insurance coverage required herein have been obtained. In addition, Licensee shall, on demand, provide the City with evidence that it has maintained such coverage in full force and effect. 1.05 Deductibles. Deductible or self-insured retention limits on any line of coverage required herein shall not exceed$25,000.00 in the annual aggregate unless the limit per occurrence or per line of coverage, or aggregate is otherwise approved by the City. 1.06 No Limitation of Liability. The insurance requirements set forth in this section and any recovery by the City of any sum by reason of any insurance policy required under this License shall in no way be construed or affected to limit or in any way affect Licensee's liability to the City or other persons as provided by this Agreement or law. 1.07 Umbrella or Excess Liability. If insurance policies are not written for specified coverage limits,an Umbrella or Excess Liability insurance for any differences is required. Excess Liability shall follow form of the primary coverage. 1.08 Additional Insured. The City, its officers, employees and volunteers shall be named as an Additional Insured on the Automobile and Commercial General Liability policies. 1.09 Waiver of Subrogation. The insurance shall include a waiver of rights of recovery (subrogation) in favor of the City of Fort Worth. 1.10 Codes of Policies and Endorsements. City shall be entitled, upon request and without expense,to receive copies of policies and endorsements thereto and may make any reasonable requests for deletion or revision or modifications of particular policy terms,conditions,limitations,or exclusions in order to comply with the requirements of this Agreement except where policy provisions are established by law or regulations binding upon either of party or the underwriter on any such policies. 1.11 Certificate of Insurance. Licensee shall submit to the City a certificate of insurance evidencing all required insurance coverage and any applicable endorsements. Temporary License Agreement for Forest Park-Log Cabin Village and Bobo Woods Areas Page 10 of 10 Colonial Country Club