HomeMy WebLinkAboutContract 51481CITY SECRETARY
CONTRACT NO. ;514,31 _
FORT WORTH MEACHAM INTERNATIONAL AIRPORT
2Q�a ADMINISTRATION BUILDING PARKING LOT
LICENSE AGREEMENT
(MONTH-TO-MONTH)
This PARKING LOT LICENSE AGREEMENT ("License") is made and entered into
by and between the CITY OF FORT WORTH ("City"), a Texas home rule municipal
corporation acting by and through Fernando Costa, its duly authorized Assistant City Manager,
and FAN HOLDINGS, LLC ("Licensee"), a foreign limited liability company acting by and
through BRENT K. RUSSELL, it duly authorized VICE PRESIDENT/GENERAL
MANAGER.
In consideration of the mutual covenants, promises and obligations contained herein, the
parties agree as follows:
1. PREMISES.
1.1. Parking Lot.
City grants Licensee the exclusive license to use (4) four parking spaces located at Meacham
International Airport ("Airport") as described on Exhibit "A" attached hereto and hereby
made part of this License in Fort Worth, Tarrant County, Texas, hereinafter referred to as
("Premises"). The Premises are to be used for Enterprise rental fleet vehicle parking only.
Under no circumstances during the License will Licensee use or cause to be used on the
Premises any hazardous or toxic substances or materials, or store or dispose of any such
substances or materials on the Premises. Licensee shall not install signs, advertising media,
and lettering on the Premises without prior written approval of City.
1.2. Condition of Premises.
Licensee taking possession of the Premises shall be conclusive evidence that (a) the Premises
are suitable for the purposes and uses for which same are licensed; and (b) Licensee waives
any and all defects in and to the Premises, its appurtenances, and in all the appurtenances
thereto. Further, Licensee takes the Premises and all appurtenances in "AS IS" condition
without warranty, expressed or implied, on the part of City. City shall not be liable to
Licensee, Licensee's agents, employees, invitees, licensees, or guests for any damage to any
person or property due to the Premises or any part of any appurtenance thereof being
improperly constructed or being or becoming in disrepair.
2. TERM OF LICENSE.
This License shall operate on a month-to-month basis, commencing on
This License will automatically renew on the first (1 st) day of each m<
Hangar Space Month -to -Month CITY SECRETARY
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either party. In order to terminate this Agreement, a party must provide the other party with
written notice of its intent to terminate not less than thirty (30) days prior to the effective date of
such termination.
3. LICENSE FEE; TIME OF THE ESSENCE.
Licensee will pay the City a Fifteen Dollars and 00/100 ($15.00) per space, for a total of $60.00
per month, to use the Premises during the Term. Fee is due to City on or before the 1 st of each
month. Payment of the fees under this Section 3 shall be paid to City at the address given in
Section 17, or such other address as City may designate from time to time. Payment shall be
considered past due if the City has not received full payment by close of business the tenth (10th)
day of the month for which payment is due. Without limiting the City's termination rights as
provided by this License, the City will assess a late penalty charge of ten percent (10%) per
month on the entire balance of any amount overdue that Licensee may accrue.
4. NO SERVICES.
City shall not furnish Licensee with any utilities, cleaning, lighting, security, or any other items
or services for the Premises, other than what currently exists. All operating costs of Premises
shall be Licensee's sole cost and expense. If Licensee wants or needs any utilities, cleaning,
lighting, security, or any other items or services while occupying the Premises, the Licensee shall
first obtain permission and approval from the City to contract, add or install any of the above
items and will be responsible for providing same at Licensee's sole cost.
5. ALTERATIONS, ADDITIONS, IMPROVEMENTS, AND SIGNAGE
Licensee shall make no alterations on or additions to, the Premises without the prior written
consent of City. All alterations, additions and improvements made to or fixtures or other
improvements placed in or upon the Premises shall be deemed a part of the Premises and the
property of City at the end of the term of the License. All such alterations, additions,
improvements, and fixtures shall remain upon and be surrendered with the Premises as a part
thereof at the termination of this License.
6. INDEMNITY.
(a) LICENSEE SHALL AND DOES AGREE TO INDEMNIFY, PROTECT, DEFEND AND
HOLD HARMLESS CITY, CITY'S OFFICERS, AGENTS, SERVANTS, AND EMPLOYEES
(COLLECTIVELY, "INDEMNITEES") FOR, FROM AND AGAINST ANY AND ALL
CLAIMS, LIABILITIES, DAMAGES, LOSSES. LIENS, CAUSES OF ACTION, SUITS;
JUDGMENTS AND EXPENSES, (INCLUDING COURT COSTS, ATTORNEYS' FEES AND
COSTS OF INVESTIGATION), OF ANY NATURE, KIND OR DESCRIPTION ARISING OR
ALLEGED TO ARISE BY REASON OF INJURY TO OR DEATH OF ANY PERSON OR
DAMAGE TO OR LOSS OF PROPERTY (1) RELATING TO THE USE OR OCCUPANCY
OF THE PREMISES BY LICENSEE, ITS EMPLOYEES, PATRONS, AGENTS, INVITEE,
LESSEES AND ANY OTHER PARTY OR (2) BY REASON OF ANY OTHER CLAIM
WHATSOEVER OF ANY PERSON OR PARTY OCCASIONED OR ALLEGED TO BE
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OCCASIONED IN WHOLE OR IN PART BY ANY ACT OR OMISSION ON THE PART OF
LICENSEE OR ANY INVITEE, PATRON, LESSEE, EMPLOYEE, DIRECTOR, OFFICER,
SERVANT, OR CONTRACTOR OF LICENSEE, OR ANYONE LICENSEE CONTROLS OR
EXERCISES CONTROL OVER OR (3) BY ANY BREACH, VIOLATION OR
NONPERFORMANCE OF ANY COVENANT OF LICENSEE UNDER THIS LICENSE
(COLLECTIVELY, "LIABILITIES"), EVEN IF SUCH LIABILITIES ARISE FROM OR ARE
ATTRIBUTED TO THE CONCURRENT OR PARTIAL NEGLIGENCE OF ANY
INDEMNITEE. THE ONLY LIABILITIES WITH RESPECT TO WHICH LICENSEE'S
OBLIGATION TO INDEMNIFY THE INDEMNITEES DOES NOT APPLY IS WITH
RESPECT TO LIABILITIES ARISING OUT OF OR RESULTING SOLELY FROM THE
NEGLIGENCE OR WILLFUL MISCONDUCT OF ANY INDEMNITEE. IF ANY ACTION
OR PROCEEDING SHALL BE BROUGHT BY OR AGAINST ANY INDEMNITEE IN
CONNECTION WITH ANY SUCH LIABILITY OR CLAIM, LICENSEE, ON NOTICE FROM
CITY, SHALL DEFEND SUCH ACTION OR PROCEEDING, AT LICENSEE'S EXPENSE,
BY OR THROUGH ATTORNEYS REASONABLY SATISFACTORY TO CITY. THE
PROVISIONS OF THIS PARAGRAPH SHALL APPLY TO ALL ACTIVITIES OF LICENSEE
WITH RESPECT TO THE USE AND OCCUPANCY OF THE PREMISES, WHETHER
OCCURRING BEFORE OR AFTER THE COMMENCEMENT DATE OF THE LICENSE
TERM AND BEFORE OR AFTER THE TERMINATION OF THIS LICENSE. THIS
INDEMNIFICATION SHALL NOT BE LIMITED TO DAMAGES, COMPENSATION OR
BENEFITS PAYABLE UNDER INSURANCE POLICIES, WORKERS' COMPENSATION
ACTS, DISABILITY BENEFIT ACTS OR OTHER EMPLOYEES' BENEFIT ACTS.
(b) IT IS AGREED WITH RESPECT TO ANY LEGAL LIMITATIONS NOW OR
HEREAFTER IN EFFECT AND AFFECTING THE VALIDITY OR ENFORCEABILITY OF
THE INDEMNIFICATION OBLIGATION UNDER THIS PARAGRAPH 7, SUCH LEGAL
LIMITATIONS ARE MADE A PART OF THE INDEMNIFICATION OBLIGATION AND
SHALL OPERATE TO AMEND THE INDEMNIFICATION OBLIGATION TO THE
MINIMUM EXTENT NECESSARY TO BRING THE PROVISION INTO CONFORMITY
WITH THE REQUIREMENTS OF SUCH LIMITATIONS, AND AS SO MODIFIED, THE
INDEMNIFICATION OBLIGATION SHALL CONTINUE IN FULL FORCE AND EFFECT.
7. WAIVER OF LIABILITY.
NO INDEMNITEE SHALL BE LIABLE IN ANY MANNER TO LICENSEE, ITS AGENTS,
EMPLOYEES, PATRONS, CONTRACTORS, OR ANY OTHER PARTY IN CONNECTION
WITH THE USE OF THE PREMISES BY ANY OF THEM, FOR ANY INJURY TO OR
DEATH OF PERSONS UNLESS CAUSED SOLELY BY THE WILLFUL MISCONDUCT OR
GROSS NEGLIGENCE OF AN INDEMNITEE. IN NO EVENT SHALL ANY INDEMNITEE
BE LIABLE IN ANY MANNER TO LICENSEE OR ANY OTHER PARTY AS THE RESULT
OF THE ACTS OR OMISSIONS OF LICENSEE, ITS AGENTS, EMPLOYEES,
CONTRACTORS, OR ANY OTHER PARTY, IN CONNECTION WITH THE USE OF THE
PREMISES BY ANY OF THEM. ALL VEHICLES AND ALL PERSONAL PROPERTY
WITHIN VEHICLES USING THE PREMISES, WHETHER PURSUANT TO THIS LICENSE
OR OTHERWISE SHALL BE AT THE RISK OF LICENSEE ONLY, AND NO
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INDEMNITEES SHALL BE LIABLE FOR ANY LOSS OR THEFT OF OR DAMAGE TO
PROPERTY OF LICENSEE, ITS EMPLOYEES, AGENTS, PATRONS, INVITEE, OR TO
OTHERS, REGARDLESS OF WHETHER SUCH PROPERTY IS ENTRUSTED TO
EMPLOYEES OF CITY OR SUCH LOSS OR DAMAGE IS OCCASIONED BY CASUALTY,
THEFT OR ANY OTHER CAUSE OF WHATSOEVER NATURE, EVEN IF DUE IN WHOLE
OR IN PART TO THE NEGLIGENCE OF ANY INDEMNITEE.
8. INSURANCE.
Licensee shall procure and maintain at all times, in full force and effect, a policy or policies of
insurance as specified herein, naming the City of Fort Worth as an additional insured and covering
all public risks related to the leasing, use, occupancy, maintenance, existence or location of the
Premises. Licensee shall obtain the following insurance coverage at the limits specified herein:
* Commercial General Liability:
$300,000.00 per occurrence
(including Products and Completed Operations);
In addition, Licensee shall be responsible for all insurance to any approved construction,
improvements, modifications or renovations on or to the Premises and for personal property of
Licensee or in Licensee's care, custody or control. Insurance requirements, including additional
types and limits of coverage and increased limits on existing coverages, are subject to change at
City's option, and Licensee will accordingly comply with such new requirements within thirty (30)
days following notice to Licensee. As a condition precedent to the effectiveness of this License,
Licensee shall furnish City with a certificate of insurance signed by the underwriter as proof that it
has obtained the types and amounts of insurance coverage required herein. Licensee hereby
covenants and agrees that not less than thirty (30) days prior to the expiration of any insurance
policy required hereunder, it shall provide City with a new or renewal certificate of insurance. In
addition, Licensee shall, on demand, provide City with evidence that it has maintained such
coverage in full force and effect. Licensee shall maintain its insurance with underwriters authorized
to do business in the State of Texas and which are satisfactory to City. The policy or policies of
insurance shall be endorsed to cover all of Licensee's operations on the Premises and to provide that
no material changes in coverage, including, but not limited to, cancellation, termination, non-
renewal or amendment, shall be made without thirty (30) days' prior written notice to City.
10. ABANDONED PROPERTY.
Licensee's personal property not promptly removed by Licensee from the Premises at the
termination of this License, whether termination shall occur by the lapse of time or otherwise,
shall thereupon be conclusively presumed to have been abandoned by Licensee to City. Fixtures
attached to the Premises become the property of City, if not removed as required herein.
11. RIGHTS AND RESERVATIONS OF CITY.
City hereby retains the following rights and reservations:
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11.1. All fixtures and items permanently attached to any structure on the Premises
belong to City, and any additions or alterations made thereon, shall immediately
become the property of City.
11.2. City reserves the right to take any action it considers necessary to protect the
aerial approaches of the Airport against obstruction, including, but not limited to,
the right to prevent Licensee from erecting or permitting to be erected any
building or other structure which, in the opinion of City, would limit the
usefulness of the Airport, constitute a hazard to aircraft or diminish the capability
of existing or future avigational or navigational aids used at the Airport.
11.3. City reserves the right to close temporarily the Airport or any of its facilities
for maintenance, improvements, safety or security of either the Airport or the
public, or for any other cause deemed necessary by City. In this event, City shall
in no way be liable for any damages asserted by Licensee, including, but not
limited to, damages from an alleged disruption of Licensee's business operations.
11.4. This License shall be subordinate to the provisions of any existing or future
agreement between City and the United States Government which relates to the
operation or maintenance of the Airport and is required as a condition for the
expenditure of federal funds for the development, maintenance or repair of
Airport infrastructure.
11.5. During any war or national emergency, City shall have the right to lease any part
of the Airport, including its landing area, to the United States Government. In this
event, any provisions of this instrument which are inconsistent with the provisions
of the lease to the Government shall be suspended. City shall not be liable for any
loss or damages alleged by Licensee as a result of this action. However, nothing
in this License shall prevent Licensee from pursuing any rights it may have for
reimbursement from the United States Government.
11.6. City covenants and agrees that during the term of this License it will operate
and maintain the Airport and its facilities as a public airport consistent with and
pursuant to the Sponsor's Assurances given by City to the United States
Government through the Federal Airport Act; and Licensee agrees that this
License and Licensee's rights and privileges hereunder shall be subordinate to the
Sponsor's Assurances.
12. ASSIGNMENT AND SUBLETTING.
Licensee shall not assign this License, or any right of Licensee under this License, or sublet the
Premises, for consideration or no consideration, whether voluntarily, by operation of law, or
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otherwise, and any attempt to do so shall be void, and any such attempt shall cause immediate
termination of this License.
13. DAMAGE TO PREMISES OR PROPERTY OF CITY.
If, at any time during the License Term, by the acts of omissions of the Licensee, its employees,
patrons, agents, invitees, of licensees, the Premises, or any property therein is damaged or
destroyed, Licensee shall be obligated to pay, on demand, all costs to repair same together.
14. REPAIRS AND MAINTENANCE.
City has no obligation to make repairs of any sort to the Premises, City's sole obligation
hereunder being to make the Premises available to Licensee in accordance with and subject to the
covenants, restrictions and limitations set forth herein. Licensee shall, at its expense, use and
maintain the Premises in a neat, clean, careful, safe, and proper manner and comply with all
applicable laws, ordinances, orders, rules, and regulations of all governmental bodies (state,
county, federal, and municipal). At the termination of this License, whether by lapse of time or
otherwise, Licensee shall deliver the Premises to City in as good a condition as the same was as
of the date of the taking of possession thereof by Licensee, ordinary wear and tear only expected.
15. SEVERABILITY.
If any clause or provision of this License is or becomes illegal, invalid or unenforceable because
of present or future laws or any rule or regulation of any governmental body or entity, effective
during the License Term, the intention of the parties hereto is that the remaining parts of this
License shall not be affected thereby unless such invalidity is, in the sole determination of the
City, essential to the rights of both parties, in which event City has the right, but not the
obligation, to terminate the License on written notice to Licensee.
16. DEFAULT AND TERMINATION.
(a) Licensee's Default. If Licensee shall fail to perform or observe any of its obligations
hereunder then City may terminate this License by giving Licensee written notice thereof, in
which event this License and all interest of Licensee hereunder shall automatically terminate.
Such rights of City in the case of a default by Licensee hereunder are not exclusive, but are
cumulative of all other rights City may have hereunder, at law or in equity; and any one or more
of such rights may be exercised separately or concurrently to the extent provided by law.
(b) City's Default. Should City commit a default under this License (including but not
limited to City's failure to make the Premises available), Licensee may, as its sole remedy
hereunder, terminate this License, and Licensee hereby waives any and all other remedies for any
such default by City.
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(c) Termination for Convenience. Either party may terminate this License with 30
days' written notice to the other party.
17. NOTICE.
Notices required pursuant to the provisions of this License shall be conclusively determined to
have been delivered when (1) hand -delivered to the other party, its agents, employees, servants or
representatives, or (2) deposited in the United States Mail, postage prepaid, addressed as follows:
To CITY:
City of Fort Worth
Aviation Department
201 American Concourse, Ste 330
Fort Worth, Texas 76106
18. AUDIT.
To LESSEE:
EAN Holdings, LLC
Vice President/General Manager
4201 N. State Hwy 161, Suite 150
Irving, Texas 75038
Pursuant to Chapter 2, Article IV, Division 3, Section 2-134, Administration, Powers and Duties
of the Department of Internal Audit, of the Code of Ordinances of the City of Fort Worth, City
may at City's sole cost and expense, at reasonable times during Licensee's normal business hours
and upon reasonable notice, audit Licensee's books and records, but only as it pertains to this
License and as necessary to evaluate compliance with this License.
19. ENTIRE AGREEMENT.
This License constitutes the entire agreement between City and Licensee relating to the use of the
Premises and no prior written or oral covenants or representations relating thereto not set forth
herein shall be binding on either party hereto.
20. AMENDMENT.
This License may not be amended, modified, extended, or supplemented except by written
instrument executed by both City and Licensee.
21. COUNTERPARTS.
This License may be executed in several counterparts, each of which shall be deemed an
original, but all of which shall constitute but one and the same document.
[Signature Pages Below]
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IN W NESS WH , RE F, the parties hereto have executed this Agreement in multiples
on this the day of , 2018.
CITY OF FORT WORTH:
William Welstead
Aviation Director
Date: / Q
STATE OF TEXAS
COUNTY OF TARRANT
BEFORE ME, the undersigned authority, a Notary Public in and for the State of Texas, on
this day personally appeared William Welstead, 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
City of Fort Worth and that he executed the same as the act of the City of Fort Worth for the
purposes and consideration therein expressed and in the capacity therein stated.
N1�
R MY HAND AND SEAL OF OFFICE this Q day
12018.
ANNE MARIE STOjTexas
R .
Notary Public, State of ...Comm. Expires 05-01-
6 ��`° Notary ID 459765
APPROVED AS TO FORM
AND LEGALITY:
Assistant City Attorney
M&C: No
H13 lags= NA
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Notary Public in and for the State of Texas
ATTEST:
City Secretary
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
Contract Compliance Manager:
By signing, I acknowledge that I am the person responsible for the monitoring and administration
of this contract, including ensuring all performance and reporting requirements.
,aw-172we S�22 -
Leasing Coordinator 47�z
Name Printed
LICENSEE:
EAN HOLDINGS, INC.
By:
Brent K. Russell,
Vice President/General Manager
Date: I&
STATE OF TEXAS
COUNTY OF %
ATTEST:
LOW
Ertl L. SeleS
BEFORE ME, the undersigned authority, a Notary Public in and for the State of Texas, on
this day personally appeared BRENT K. RUSSELL, 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 EAN
HOLDINGS, INC. and that he executed the same as the act of EAN HOLDINGS, INC. for the
purposes and consideration therein expressed and in the capacity therein stated.
rV, UNDER MY HAND AND SEAL OF OFFICE this
, 2018.
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CITY SECR Y
day
H G COOK
7rK;it' January 5, 2019
v
Notary Public in and for the State of Texas
EXHIBIT "A"
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INTEROFFICE MEMORANDUM
DATE: November 24, 2014
TO: William B. Welstead, Director of Aviation
FROM: David Cooke, City Manager
CC: Fernando Costa, Assistant City Manager
SUBJECT: Delegation of Approval Authority
To facilitate operational efficiencies within the City of Fort Worth's Aviation Department, I am
hezeby designating William Welstead, by this memorandum, and pursuant to the powers and
duties granted to me by the Charter of the City of Fort Worth, as acting Assistant City Manager
for the limited and sole purpose of executing the following types of documents and any
amendments or addenda thereto:
1. Month -to -Month leases (e.g., Administration Building, T -Hangar, Community Hangar)
(approximately 25-35 per year);
2. Annual Leases (e.g., Administration Building, T -Hangar, Community Hangar)
(approximately 12-20 per year);
3. Agreements with the Federal Aviation Administration (FAA) for access to FAA -owned
and -operated navigation equipment on airports (approximately 4 per year);
4. Agreements with the Texas Commission on Environmental Quality (TCEQ) for air
monitoring on airport property (1 every 5 years);
5. Documents from airport tenants that do not obligate the City to terms and conditions and
where no funds are expended (e.g., Obligee Riders) (approximately 5 per year).
6. Fixed Base Operator (FBO), Self -fueling and Operator permits issued by the Aviation
Department (approximately 30 per year).
This designation shall be effective on the above -stated date. I or any future City Manager has the
absolute right to terminate this designation, in whole or in part, for any reason whatsoever. This
designation does not include any duties, obligations, rights to acting pay or other compensation,
benefits, or other privileges of an Assistant City Manager.
I, or any other Assistant City Manager whom I may designate, will continue to have the authority
to execute the above -stated documents or any amendments or addenda related thereto as
authorized by the Charter and the Code of the City of Fort Worth.
If you have questions regarding the specific authority delegated herein, please contact me at your
convenience.
November 24, 2014
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Da Cooke
Ckry Manager
Recommended by:
Fernando Costa
Assistant City Manager
Approved as to Form and Legality:
Charlene Sanders
Assistant City Attorney