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HomeMy WebLinkAboutContract 32633 CITY SECRETARY a2 33 LEASE AGREEMENT CONTRACT NO. This indenture of Lease made and entered into by and between Town Center Mall, L.P. hereinafter referred to as "LANDLORD", and City of Fort Worth hereinafter referred to as "TENANT". WITNESSETH: ARTICLE 1. DEFINITIONS Except as otherwise defined hereinafter, the following terms, for the purpose of this Lease shall be defined as follows: 1.1 DATE OF LEASE: October 11, 2005 1.2 TERM OF LEASE: Thirty Days The term shall begin on October 11, 2005 and shall expire on November 9, 2005. The Tenant shall have the option to extend this agreement under the same terms and conditions for 60 days with 5 days written notice to Landlord. In addition,before the end of the 60 day term, Tenant shall have the option to extend this agreement under the same terms and conditions for 9 months with 10 days written notice to Landlord. 1.3 MONTHLY RENTAL: The rent shall be $12.00 psf on 3,749 rentable sq. ft. or $3,749 per month. The rental shall be payable two days after Tenant receives a signed agreement from Landlord. 1.4 ADDITIONAL RENT Tenant shall pay Landlord for the Landlord Improvements to the Network Space listed on Exhibit "C" within 30 days of execution of this Lease. 1.5 Intentionally Deleted. 1.6 Intentionally Deleted. 1.7 TRADE NAME OF TENANT: City of Fort Worth 1.8 PERMITTED USE: administrative offices. ADDRESS OF TENANT: 4200 S.Freeway, Suite 2200 Fort Worth, Texas 76115 cc: City Manager 1000 Throckmorton Street Fort Worth,Texas 76102 ADDRESS OF LANDLORD: Fort Worth Town Center 4200 S.Freeway, Suite 1800 Fort Worth, Texas 76115 Parks&Community Services Lease Pagel of 21 Tenant Initial Landlord Initial�l _ 1.9 OFFICE SUITES: All of the Fort Worth Town Center Office Suites, comprising that land situated in the City of Fort Worth, Texas,as described in Exhibit"A"hereto. 1.10 COMMON FACILITIES AND AREA: The parking area, streets, driveways, aisles, sidewalks, restrooms, malls and other common and service area within the Office Suites, as described above and shown on Exhibit`B", and the improvements thereon, and as same may be enlarged, reduced, or otherwise changed by Landlord from time to time. 1.11 GROSS LEASE AREA: The total area covered by all of the buildings situated at the Office Suites available for leasing to tenants, exclusive of the Common Facilities and Areas and exclusive of any portion of said buildings occupied by Landlord or devoted to maintenance and/or operation of the Office Suites. 1.12 DEMISED PREMISES: The space known as Suite 2300 containing approximately 3749 square feet, being substantially the same area as the area shaded on the attached Exhibit"C." 1.13 OCCUPANCY LEVELS: Tenant shall not exceed the occupancy levels in the Office Suites as determined by the Fire Marshall of the City of Fort Worth. In addition, Tenant agreement not to allow any of its clients or visitors to remain in the common area hallways while awaiting services from Tenant. ARTICLE 2: DEMISE AND TERM In consideration of the obligation of Tenant to pay rental as herein provided and in consideration of the other terms, covenants, and conditions hereof, Landlord hereby lets, demises, and leases unto Tenant, and Tenant hereby takes from Landlord,the Demised Premises as defined in Paragraph 1.12 of Article 1 (any measurements therein specified being from the exterior of outside walls and to the center of interior or common walls) and access and use of the Common Facilities and Area for a term commencing on the date of this Lease and ending on the date specified in Paragraph 1.2 of Article 1. ARTICLE 3. The"Rental Commencement Date" of this Lease shall be October 11, 2005. The Lease Year begins on the rental commencement date. ARTICLE 4. 4.1 Rental shall accrue hereunder from and after the Rental Commencement Date as defined above and shall be payable to Town Center Mall,L.P.,P.O.Box 4737, Houston,Texas 772104737,or such other place as may be designated by Landlord. 4.2 Tenant shall pay to Landlord Fixed Monthly Rental in the amount specified in Paragraph 1.3 of Article 1. Subject to the further provisions of this Paragraph 4.2,Fixed Monthly Rental shall be payable, in advance, on the first day of each month during the continuance of the term of this Lease. Parks&Community Services Lease Page 2 of 21 Tenant Initial l% Landlord Initial_ 4.3 Intentionally Deleted. 4.4 Intentionally Deleted. 4.5 Intentionally Deleted 4.6 Intentionally Deleted ARTICLE 5. Intentionally Deleted. ARTICLE 6. COMMON FACILITIES AND AREAS 6.1 The Common Facilities and Areas of the Office Suites are the part of the Office Suites designated by Landlord from time to time for the common use of all tenants including among other facilities, parking areas, sidewalks, landscaping, curbs, truckways, delivery passages, malls loading areas, private streets and alleys, lighting facilities, drinking fountains, meeting rooms, public toilets and the like which are shown on Exhibit "C", all of which shall be subject to Landlord's sole management and control and shall be operated and maintained in such manner as Landlord in its sole discretion shall determine, however if Tenant determines that additional maintenance or repairs are necessary in the Common Facilities and Area, Tenant shall request Landlord to perform the requested maintenance in writing. Landlord agrees to respond to Tenant's written notice immediately after receipt of such notice. If the request pertains to the maintenance and operation of the HVAC (Heating, Ventilation and Air Conditioning)system, the entry door, the water supply or electricity, Landlord shall begin repairs either the same day Landlord receives Tenant's written notice or the next day. For all other repairs, Landlord shall cause minor repairs to be completed either within forty-eight (48) hours after Landlord receives such notice or within a reasonable time thereafter; Landlord shall cause major repairs to be completed within a reasonable time, but in no event later than thirty (30) days after receipt of such notice; however if Landlord is unable to complete major repairs in thirty(30)days, Landlord shall notify Tenant and shall diligently pursue the completion of the repairs. Landlord reserves the right to change from time to time the dimensions and locations of the Common Facilities and Areas and to construct additional buildings or additional stories on existing buildings or other improvements in the Office Suites. 6.2 Upon three(3) months written notice to Tenant, Landlord may change from time to time the dimensions and locations of the Common Facilities and Areas of the Town Center Office Suites and to construct additional buildings or additional stories on existing buildings or other improvements in the Office Suites, however, in the event that Landlord reduces the amount of Common Facilities and Area so as to substantially hinder Tenant access to its space, Common Facilities area being the Town Center Suites on the second level of the building previously known as Sears and the lower level entrance lobby area, Tenant shall have the right and option of terminating this Lease, which option to terminate must be exercised by written notice to Landlord within fifteen (15) days after Landlord mails its notice of reducing the Common Area. Such termination of the Lease shall take effect thirty days after Tenant sends notice of termination to Landlord. 6.3 Tenant, and its employees, customers, subtenants, licensees, and concessionaires shall have the non-exclusive right to use the Common Facilities and Areas as constituted from time to time, such use to be in common with Landlord, other tenants in the Office Suites, and other persons entitled to use the same, and subject to such reasonable rules and regulations Parks&Community Services Lease Page 3 of 21 Tenant Initial- _A Landlord Initial_ governing use as Landlord may from time to time prescribe. Tenant may display information and distribute handbills regarding programs sponsored by Tenant in the first and second floor entrance area only. 6.4 If the amount of the Common Areas be diminished, Landlord shall not be subject to any liability nor shall Tenant, or any entity, or any entity claiming under it be entitled to any compensation or diminution or abatement of rental, nor shall such diminution of such areas be deemed constructive or actual eviction. 6.5. Landlord agrees to comply fully with all applicable Federal, state, and municipal laws, statutes, ordinances, codes, or regulations in connection with use of the Common Facilities and Area. 6.6 Landlord shall provide Tenant access to the Demised Premises through the Common Facilities and Area by Key Card Access. Landlord shall keep such Key Card Access in good repair. Landlord shall provide Tenant with additional Key Cards upon written request within ten(10)business days at no additional cost to Tenant. ARTICLE 7. USE AND CARE OF DEMISED PREMISES 7.1 The Demised Premises may be used and occupied solely for the Permitted Use (as defined in Article 1)and only under the Trade Name(as defined in Article 1). Tenant shall not at any time leave the Demised Premises vacant, but shall in good faith and with due diligence and efficiency continuously throughout the term of this Lease operate the business establishment for which the Demised Premises is leased. Tenant shall operate its business establishment in an efficient, high class and reputable manner, so as to produce the minimum amount of periods repairing, cleaning and decorating, keep the Demised Premises properly equipped with fixtures and with adequate personnel in attendance on all days it is open for business to the public. 7.2 Upon written notice to Tenant of increased costs , Tenant shall not, without Landlord's prior written consent, keep anything within the premises for any purpose which increases premium cost or invalidates any insurance policy carried on the Demised Premises or other part of the Office Suites. All property kept, stored or maintained within the premises of Tenant shall be at Tenant's sole risk. 7.3 Tenant shall not permit any objectionable or unpleasant odors to emanate from the premises, nor place or permit any radio, television, loud speaker or amplifier on the roof or outside of the Demised Premises or where the same can be seen or heard from outside the building; nor place an antenna, awning or other projection on the exterior of the Demised Premises; nor take any other action which would constitute a nuisance or would disturb or endanger other tenants of the Office Suites or unreasonably interfere with their use of their respective premises; nor do anything which would tend to injure the reputation of the Office Suites, however Tenant may distribute leaflets or other advertising material in the Common Area of the Office Suites. 7.4 Tenant shall take good care of the Demised Premises. Tenant shall keep the Demised Premises and sidewalks, service-ways, all hallways and loading areas adjacent to the premises neat, clean and free from all rubbish at all times. Landlord shall take all trash and garbage to the area designated by Landlord for trash removal. Tenant shall not operate an incinerator or burn trash or garbage within the Office Suites. Parks&Community Services Lease Page 4 of 21 Tenant Initial Landlord Initial_ 7. 5 Services. Landlord covenants and agrees to furnish the Demised Premises with electricity during normally accepted business hours suitable for the intended use as general office space, including fluorescent tube and ballast replacements, heating and air conditioning for the comfortable use and occupancy of the Leased Premises. Landlord shall also provide cleaning service and trash removal from Leased Premises after business hours five (5) days per week, on Mondays through Fridays. Landlord shall supply, and maintain building common areas and restroom facilities, including furnishing water and sewage disposal in the building in which the leased properties are located, at the Landlord's expense. Landlord shall provide a reasonable amount of free parking for Tenant's employees and visitors on Landlord's parking area adjacent to the building in which the Leased Premises are situated. Landlord shall connect and ensure the fire alarms are workable and heard throughout the Demised Area within ninety (90)days of Lease execution. Landlord shall replace and maintain the air filters in the air ducts in the Demised Premises. 7.6 Tenant shall procure at its sole expense any permits and licenses required for the transaction of business in the Demised Premises and otherwise comply with all applicable laws, ordinances and governmental regulations. ARTICLE 8. MAINTENANCE AND REPAIR OF PREMISES: ALTERATIONS LANDLORD'S RIGHT OF ACCESS 8.1 Landlord shall keep the foundation, the exterior walls, and roof of the Demised Premises in good repair, except that Landlord shall not be required to make any repairs occasioned by the act or negligence of Tenant, its employees, customers, subtenants, licensees and concessionaires. Landlord shall be responsible for any electrical problems serving the Demised Premises with the exception of incandescent light bulb replacement. 8.2 Tenant shall keep the Demised Premises in good, clean condition, except for repairs and replacements required to be made by Landlord under the provisions of Paragraph 8.1. At the expiration of this Lease, Tenant shall surrender the Demised Premises in good condition, reasonable wear and tear and loss by fire, or other casualty. 8.3 Tenant shall not make any alterations, additions, or improvements to the Demised Premises without the prior written consent of Landlord, except for the installation of unattached movable trade fixtures which may be installed without drilling, cutting or otherwise defacing the Demised Premises. All fixtures installed by Tenant shall be new or completely reconditioned. All alterations, additions, improvements and fixtures (other than unattached, movable trade fixtures) which may be made or installed by either party hereto upon the Demised Premises shall remain upon and be surrendered with Demised Premises and become the property of Landlord at the termination of this Lease, unless Landlord requests their removal in which event Tenant shall remove the same and restore the Demised Premises to its original condition at Tenant's expense. 8.4 Landlord shall have the right to enter upon the Demised Premises at any time for the purpose of inspecting same, or of making repairs or additions to the Demised Premises, or of making repairs, alterations, or additions to adjacent premises, or of showing the Demised Premises to prospective purchasers, lessors, or lenders. ARTICLE 9. UTILITIES Parks&Community Services Lease Page 5 of 21 Tenant Initial Landlord Initial, 9.1 Landlord agrees to cause to be provided and maintained at a common service court the necessary mains, conduits, and other equipment and facilities necessary to supply water, gas, electricity, and telephone service to the Demised Premises. Tenant accepts these utilities in their "as is"condition. 9.2 Landlord agrees to operate and maintain a central plant and distribution system designed to furnish heated and chilled water only for the space heating and cooling of the premises and other occupied space in the Office Suites. Landlord shall furnish heated water for the space heating and chilled water for the space cooling that shall be adequate to provide the heating and cooling requirements of the Premises. 9.3 Landlord agrees to pay for all utilities used exclusively by Tenant, including but not limited to electricity, gas, water and sewer service to the Demised Premises. Tenant shall be responsible for the payment of all charges for telephone service. 9.4 Landlord shall not be liable for interruptions in utility services furnished by it which are due to fire, accident, strike, acts of God, or other causes beyond the control of Landlord or in order to make alterations, repairs or improvements. If interruption continues for a period of two business days due to Landlord negligence, Tenant shall be entitled to an abatement of all rental attributable to the entire period of unavailability. ARTICLE 10. INDEMNITY AND PUBLIC LIABILITY INSURANCE 10.1 Landlord shall not be liable to Tenant or to Tenant's employees, agents or visitors, or to any other person whomsoever, for any injury to person or damage to property on or about the Demised Premises or the Common Facilities and Areas caused by the negligence or misconduct of Tenant, its employees, subtenants, licensees, and concessionaires, or any person entering the Office Suites under express or implied invitation of Tenant or other tenants of the Office Suites, or arising out of the use of the Demised Premises by Tenant and the conduct of its business therein or arising out of any breach or default by Tenant in the performance of its obligations hereunder; and Tenant hereby agrees to indemnify Landlord and hold it harmless from any loss, expense, or claims arising out of such damage or injury. 10.2 The City of Fort Worth is basically a self-funded entity and as such, generally, it does not maintain a commercial liability insurance policy to cover premises liability. Damages for which the City of Fort Worth would be found liable would be paid directly by the City of Fort Worth and not by a commercial insurance company. ARTICLE 11. NON-LIABILITY FOR CERTAIN DAMAGE Landlord and Landlord's agents and employees shall not be liable to Tenant for any injury to person or damage to property sustained by Tenant or any person claiming through Tenant resulting from any accident or occurrence in the Demised Premises or any other portions of the Office Suites, including but not limited to injury or damage caused by the Demised Premises or other portions of the Office Suites becoming out of repair or by defect in or failure of equipment, pipes, or wiring, or by broken glass, or by backing up of drains, or by gas, water, steam, electricity, or oil leaking, escaping or flowing, into the Demised Premises except where due to Landlord's failure to make repairs or meet Landlords' obligation hereunder. ARTICLE 12. DAMAGE BY CASUALTY Parks&Community Services Lease Page 6 of 21 Tenant Initial Landlord Initial e`��- 12.1 Landlord shall cause to be maintained upon all of the buildings situated within the Office Suites, fire and extended coverage insurance for not less than eighty (80%) of the full insurance value thereof. 12.2 Tenant shall give immediate written notice to Landlord of any damage caused to the Demised Premises by fire or other casualty. 12.3 In the event that the Demised Premises shall be damaged or destroyed by fire or any other casualty covered by Landlord's insurance and Landlord does not elect to terminate this Lease as hereinafter provided, Landlord shall proceed with reasonable diligence, at its sole cost and expense, to rebuild and repair the Demised Premises, but Landlord shall not be obligated to expend for such rebuilding and repair any amount in excess of the insurance proceeds recovered by Landlord as a result of such losses. However, if such damage or destruction shall occur during a time when the then current term of this Lease shall have less than two(2)years to run, Landlord shall not be obligated to rebuild and restore the Demised Premises. If the Demised Premises shall be (a) destroyed or substantially damaged by a casualty not covered by Landlord's insurance, or (b) destroyed or rendered untenable to an extent in excess of fifty (50%) of the floor area by a casualty covered by Landlord's insurance then in either such event Landlord may elect either to terminate this Lease or to proceed to rebuild and repair the Demised Premises. Landlord shall give written notice to Tenant of such election within sixty (60) days after the occurrence of such casualty and if Landlord elects to rebuild and repair it shall proceed to do so with reasonable diligence and its sole cost and expense, and this Lease will continue, however rent shall be abated while repairs are being completed and rent shall not accrue until Tenant is fully occupying the Demised Premises. 12.4 The City of Fort Worth is basically a self-funded entity and as such, generally, it does not maintain a commercial liability insurance policy to cover premises liability. Damages for which the City of Fort Worth would be found liable would be paid directly by the City of Fort Worth and not by a commercial insurance company. 12.5 In no event shall Landlord be liable to Tenant, its successors, customers, assigns or subrogees, or any person claiming under Tenant for any injury to persons, loss of life, damage to or loss of any property in or about the Demised Premises of the Office Suites. All public liability and property damage insurance, fire and extended coverage insurance, boiler insurance, and other insurance carried by either Landlord or Tenant covering losses arising out of destruction or damage to the Demised Premises or its contents or to other portions of the Office Suites or to Tenant's occupancy and operation of its store therein, shall provide for a waiver of rights of subrogation against Landlord and Tenant on the part of the insurance carriers, to the extent that same is permitted under the laws and regulations governing the writing of insurance within the State of Texas. Each party shall furnish the other with written acknowledgement of such waiver by its respective insurance carriers. 12.6 Intentionally Deleted. ARTICLE 13. ASSIGNMENT AND SUBLETTING 13.1 Tenant shall not assign or in any manner transfer this Lease or any estate or interest herein or sublet the Demised Premises or any part thereof without the prior written consent of Landlord, which consent will not be unreasonably withheld. The term"sublet" shall be deemed Parks&Community Services Lease Page 7 of 21 Tenant Initial cl� Landlord Initial to include the granting of licenses, concessions, and any other rights of occupancy of any portion of the Demised Premises. 13.2 Tenant shall not mortgage, pledge or otherwise encumber its interest in this Lease or in the Demised Premises nor may such interest be transferred by operation of law. ARTICLE 14. TAXES 14.1 Tenant shall be liable for all taxes levied against personal property and trade fixtures placed by Tenant in the Demised Premises. If any such taxes for which Tenant is liable are levied against Landlord or Landlord's property and if Landlord elects to pay the same or if the assessed value of Landlord's property is increased by inclusion of personal property and trade fixtures placed by Tenant in the Demised Premises and Landlord elects to pay the taxes based on such increase, Tenant shall pay to Landlord upon demand that part of such taxes for which Tenant is primarily liable hereunder. ARTICLE 15. DEFAULT BY TENANT AND LANDLORD'S REMEDIES 15.1 The following events shall be deemed to be events of default by Tenant under this Lease: (1) Tenant shall fail to pay any installment of rental hereunder and such failure shall continue for a period of ten(10)days after due date thereof. (2) Tenant shall fail to comply with any term, provision, or covenant of this Lease, other than the payment of rental, and shall not cure such failure within thirty(30)days after written notice thereof to Tenant. (3) Tenant shall become insolvent, or shall make a transfer in fraud of creditors, or shall make an assignment for the benefit of creditors. (4) Tenant shall file a petition under any section or chapter of the National Bankruptcy act,as amended, or under any similar law or statute of the United States or any State thereof, or Tenant shall be adjudged bankrupt or insolvent in proceedings filed against Tenant thereunder. (5) A receiver or trustee shall be appointed for the Demised Premises or for substantially all of the assets of Tenant (6) Tenant shall desert or vacate any portion of the Demised Premises. (7) Tenant shall do or permit to be done anything which creates a lien upon the Demised Premises. Upon the occurrence of any such events of default, Landlord shall have the option to pursue any one or more of the following remedies without any notice or demand whatsoever: A. Terminate this Lease, in which event Tenant shall immediately surrender the Demised Premises to Landlord, and if Tenant fails to do so, Landlord may, without prejudice to any other remedy which it may have for possession or arrearages in rental, enter upon and take possession of the Demised Premises and expel or remove Tenant and any other person who may be occupying the Demised Premises or any part thereof, by force if necessary, without being Parks&Community Services Lease Page 8 of 21 Tenant Initial Landlord Initial, liable for prosecution or any claim of damages thereof; and Tenant agrees to pay to Landlord on demand the amount of all loss and damage which Landlord may suffer by reason of such termination, whether through inability to relet the Demised Premises on satisfactory terms or otherwise. B. Enter upon and take possession of the Demised Premises and expel or remove Tenant and any other person who may be occupying the Demised Premises or any part thereof, by force if necessary, without being liable for prosecution or any claim for damages therefor, and if Landlord so elects, relet the Demised Premises on such terms as Landlord may deem advisable and receive the rental therefore; and Tenant agrees to pay Landlord on demand any deficiency that may arise by reason of such reletting. C. Enter upon the Demised Premises by force if necessary without being liable for prosecution or any claim for damage therefore and do whatever Tenant is obligated to do under the terms of this Lease, and Tenant agrees to reimburse Landlord on demand for any expenses which Landlord may incur in this effecting compliance with Tenant's obligation under this Lease, and Tenant further agrees that Landlord shall not be liable for any damages resulting to Tenant from such action,whether caused by negligence of Landlord or otherwise. 15.2 If, on account of any breach or default by Tenant in Tenant's obligations hereunder, it shall become necessary for Landlord to employ an attorney to enforce or defend any of the Landlord's rights or remedies hereunder, Tenant agrees to pay any reasonable attorney's fees incurred by Landlord in such connection. 15.3 A Security Deposit in the amount of$0 shall be held by Landlord without interest as security for the performance by Tenant's covenants and obligations under this Lease, it being expressly understood that such deposit is not an advance payment of rental or a measure of Landlord's damages in case of default by Tenant. Upon the occurrence of any event of default by Tenant, Landlord may, from time to time, without prejudice to any other remedy provided by law, use such fund to the extent necessary to make good any arrears of rent and any other damage, injury, expense or liability caused to Landlord by such event of default and Tenant shall pay to Landlord on demand the amount so applied in order to restore the security deposit to its original amount. If Tenant is not then in default hereunder, any remaining balance of such deposit shall be returned by Landlord to Tenant upon termination of this Lease providing Demised Premises is left in good condition(broom clean), with keys returned and repairs made after Tenant's removal of sign. 15.4 Any sums payable by Tenant pursuant to the provisions of this Article shall be due and payable unless specifically provided elsewhere herein upon the demand of Landlord and such sums shall bear interest at the rate of fifteen percent (15%) per annum from the date of such demand until paid. 15.5 In the event any rent payable pursuant to this agreement is not timely paid and remains unpaid for a period of ten (10) days after payment would otherwise be due then a late payment charge shall be due and payable upon demand of Landlord in an amount equal to the greater of fifty($50.00) dollars or five percent (5%) times the amount unpaid for each partial or full calendar month during which such rent remains unpaid. This charge shall be in addition to all other remedies provided for herein. The fee for checks returned unpaid to Landlord or marked insufficient funds shall be a minimum of $25.00. Landlord reserves the right to require a cashier's check for any sums due. Parks&Community Services Lease Page 9 of 21 Tenant Initial / Landlord Initial _ 15.6"Intentionally Deleted' 15.7 If Landlord commences any proceedings for non-payment of rent (minimum rent, percentage rent or additional rent), Tenant will not interpose any counterclaim of any nature or description in such proceedings. This shall not, however, be construed as a waiver of Tenant's right to assert such claims in a separate action brought by Tenant. The covenants to pay rent and other amounts hereunder are independent covenants and Tenant shall have no right to hold back offset or fail to pay any such amounts for default by Landlord or any other reason whatsoever. 15.8 The payment and acceptance of Rent(s) hereunder shall not be, or be construed to be, a waiver of any default under, or breach of, any term, covenant, condition or agreement of this Lease, other than the failure of Tenant to pay the particular Rent(s) so accepted. 15.9 If Landlord accepts a partial payment for Rent(s) due, this acceptance does not constitute accord and satisfaction or a waiver of the Landlord's right to the balance of the Rent(s) due as per this Lease. ARTICLE 16. NONAPPROPRIATION; DEFAULT BY LANDLORD AND TENANT'S REMEMDIES 16.1 This Lease shall terminate in the event that the governing body of Tenant shall fail to appropriate sufficient funds to satisfy any obligation of Tenant hereunder. Termination shall be effective as of the last day of the fiscal period for which sufficient funds were appropriated or upon expenditure of all appropriated funds, whichever comes first. 16.2 If Landlord should be in default in the performance of any of its obligations under this Lease, Landlord shall have thirty (30) days after receipt of written notice from Tenant specifying such default to cure such default; or if such default is of a nature to require more than thirty(30) days to remedy, Landlord shall have the time reasonably necessary to cure it. No such default shall entitle Tenant to any abatement or offset of rent, which Tenant shall continue to pay when due as provided herein. If Landlord fails to cure such default within the 30 days specified above, Tenant shall give Landlord a second written notice of default specifying that Landlord must cure such default within 30 days of receiving the second notice. If Landlord fails to cure such default within the time specified in the second default notice 30 days, Tenant may automatically terminate this Lease and Landlord and Tenant agree that each shall have no further obligation to each other. ARTICLE 17. HOLDING OVER In the event Tenant remains in possession of the Demised Premises after the expiration of the Lease and without the execution of a new Lease, it shall be deemed to be occupying the Demised Premises as a tenant from month to month at a rental equal to the rental (including any percentage rental) herein provided plus fifteen percent (15%) of such amount and otherwise subject to all the conditions, provisions and obligations to this Lease insofar as the same are applicable to a month to month tenancy. ARTICLE 18. SUBORDINATION Tenant accepts this Lease subject and subordinate to any mortgage, deed of trust or other lien presently existing or hereafter placed upon the Office Suites or any portion of the Office Parks&Community Services Lease Page 10 of 21 Tenant Initial Landlord Initial �� Suites which includes the Demised Premises, and to any renewals and extensions thereof. Tenant agrees that any mortgagee shall have the right at any time to subordinate its mortgage, deed of trust or other lien to this Lease, provided, however, notwithstanding that this Lease may be (or made to be) superior to a mortgage, deed of trust or other lien, the mortgagee shall not be liable for prepaid rentals, security deposits and claims accruing during Landlord's ownership; further provided that the provisions of a mortgage, deed of trust or other lien relative to the rights of the mortgage with respect to proceeds arising from an eminent domain taking (including a voluntary conveyance by Landlord) and provisions relative to proceeds arising from insurance payable by reason of damage to or destruction of the Demised Premises shall be prior and superior to any contrary provisions contained in this instrument with respect to the payment or usage thereof. Landlord is hereby irrevocably vested with full power and authority to subordinate this Lease to any mortgage, deed of trust or other lien hereafter placed upon the Demised Premises or the Office Suites as a whole and Tenant agrees upon demand to execute such further instruments subordinating this Lease as Landlord may request, provided, however that upon Tenant's written request and notice to Landlord, Landlord shall use good faith efforts to obtain from any such mortgagee a written agreement that the rights of Tenant shall remain in full force and effect during the term of this Lease so long as Tenant shall continue to recognize and perform all of the covenants and conditions of this Lease. ARTICLE 19. Intentionally Deleted ARTICLE 20. NOTICES Wherever any notice ("Notice") is required or permitted hereunder such Notice shall be in writing and shall be delivered by(a)the United States mail (postage prepaid), (b)registered or certified mail (return receipt requested), (c) hand delivered, or (d) delivered by a nationally recognized overnight courier addressed to the parties at the respective addresses set out in Article 1, or at such other addresses as specified by subsequent written Notice. If Notice is delivered by the United States mail as stated in (a) above, the date of actual receipt shall be deemed the date Notice is deposited in the United States mail, otherwise, the date of receipt shall be deemed the date of service of Notice. ARTICLE 21. EMINENT DOMAIN 21.1 If more than twenty percent(20%)of the floor area of the Demised Premises should be taken for any public or quasi-public use under any governmental law, ordinance or regulation or by right of eminent domain or by private purchase in lieu thereof, this Lease shall terminate and the rent shall be abated during the unexpired portion of this Lease, effective on the date the Tenant vacates the Demised Premises. 21.2 If less than twenty percent (20%) of the floor area of the Demised Premises should be taken as aforesaid, Tenant may elect to terminate this Lease, and the rent shall be abated during the unexpired portion of this Lease. 21.2 Intentionally Deleted 21.3 If any part of the Common Area shall be taken aforesaid, this Lease shall not terminate, nor shall the rent payable hereunder be reduced except that either Landlord or Tenant may terminate this Lease if the area of the Common Area remaining following such taking plus any additional parking area provided by Landlord in reasonable proximity to the Office Suites shall be less than seventy percent(70%)in the area of the Common Area immediately prior to the Parks&Community Services Lease Page 11 of 21 Tenant Initial-�� Landlord Initial ,1� taking. Any election to terminate in accordance with this provision shall be evidenced by written notice of termination delivered to the other party within thirty (30) days after the date physical possession is taken by the condemning authority. 21.4 All compensation awarded for any taking (or the proceeds of private sale in lieu thereof) of the Demised Premises or Common Area shall be the property of Landlord, and Tenant hereby assigns its interest in any such award to Landlord; provided, however, Landlord shall have no interest in any award made to Tenant for loss of business or for the taking of Tenant's fixtures and other property if a separate award for such items is made to Tenant. ARTICLE 22. MISCELLANEOUS 22.1 One or more waivers of any covenant, term or condition of this Lease by either party shall not be construed as a waiver of a subsequent breach of the same covenant, term or condition. The consent or approval by either party to or of any act by the other party requiring such consent or approval not be deemed to waive or render unnecessary consent to or approval of any subsequent similar act. 22.2 Whenever a period of time is herein prescribed for action to be taken by Landlord, Landlord shall not be liable or responsible for, and there shall be excluded from the computation of any such period of time, any delays due to strikes, riots, acts of God, shortages of labor or materials, war, governmental laws, regulations, or restrictions or any other causes of any kind whatsoever which are beyond the reasonable control of Landlord. At any time when there is outstanding a mortgage, deed of trust or similar security instrument covering Landlord's interest in the Demised Premises or the Office Suites, Tenant may not exercise any remedies for default by Landlord hereunder unless and until the holder of the indebtedness secured by such mortgage, deed of trust or similar security instrument shall have received written notice of such default and a reasonable time for curing such default shall thereafter have elapsed without such default having been cured. 22.3 Neither this Lease, nor Tenant's continued occupancy of the Demised Premises are conditioned upon the opening or continued occupancy of any store or business other than Tenant's in the Office Suites. 22.4 This Lease contains the entire agreement between the parties, and no agreement shall be effective to change, modify or terminate this Lease in whole or in part unless such agreement is in writing and duly signed by the party against whom enforcement of such change, modification or termination is sought. 22.5 Tenant agrees that it will from time to time upon request by Landlord execute and deliver to Landlord a statement in recordable form certifying that this Lease is unmodified and in full force and effect (or if there have been modifications, that this Lease is in full force and effect as so modified)and further stating the dates to which rental and other charges payable under this Lease have been paid. 22.6 Should any provision of this Lease be held invalid or unenforceable, the validity and enforceability of all remaining provisions of this Lease shall not be affected thereby. 22.7 The terms, provisions, and covenants, contained in this Lease shall apply to, inure to the benefit of and be binding upon the parties hereto and their respective heirs, successors in interest and legal representatives except as otherwise herein expressly provided. Parks&Community Services Lease Page 12 of 21 Tenant Initial Landlord Initial 22.8 All amounts, liabilities and obligations in addition to rent which Tenant assumes or agrees to pay or discharge pursuant to this Lease, together with any fine, penalty, interest or cost which may be added for late payment thereof, shall constitute additional rent, and in case of failure of Tenant to pay or discharge any of the foregoing, Landlord shall have the rights, powers and remedies provided in this Lease or by law in the case of non-payment of rent. 22.9 During the term of this Lease, without the written consent of Landlord, which consent shall not be unreasonably withheld, neither Tenant nor any person, firm or corporation, directly or indirectly controlling, controlled by or under common control with Tenant shall directly or indirectly operate, manage, conduct or have any interest in any commercial establishment within four (4) miles of the Office Suites, which performs any of the permitted uses as specified in Section 1.7 except that any such commercial establishment existing at the date of this Lease may continue to be operated, managed, conducted and owned in the same manner as on the date of this Lease, provided there is no change in the size or trade name of such commercial establishment. 22.10 Intentionally Deleted. 22.11 Tenant shall not, without Landlord's prior written consent (a) make any changes to or paint the store front or (b) install any exterior lighting, decorations or painting or (c)erect or install exterior signs, window, door lettering, placards, decorations or advertising media of any type. All exterior signs, decorations and advertising media shall conform in all respects to the sign criteria established by Landlord for the Office Suites from time to time in the exercise of its sole discretion, and shall be subject to prior written approval of Landlord as to construction, method of attachment, size, shape, height, lighting, color, and general appearance. All signs shall be kept in good condition and in proper operating order at all times. Landlord reserves the right to designate a uniform type of sign for the Office Suites to be installed and paid for by Tenants. 22.12 Landlord Improvements. Landlord agrees to perform the improvements indicated on Exhibit D. IN WITNESS WHEREOF, the parties hereto have executed this Lease as of the day and year first above written. ATTEST: Town Center Mall,L.P. BYm� fAMo�{` � l©�M By: P�1.� ­ C..oiyl�IGr Name: 7 Title: ' Contract Authoriza4-iost General Partner: I I/ gIQ-5-- Date ATTEST: TENANT, of Fort Wo By. Marty Hendrk ibby Wa on City Secretary Assistant City Manager Parks&Community Services Lease Page 13 of 13 Tenant Initial Zile-Z Landlord Initial— EXHIBITS: Exhibit A Description of Property Exhibit B Rules and Regulations Exhibit C Site Plan Exhibit D Landlord Improvements APPROVED AS TO FORML LEGALITY: ASSI TAN CITY ATTOf INCY: Parks&Community Services Lease Page 14 of 14 Tenant Initial Landlord Initial EXHIBIT A Legal Description A tract of land situated in the J.F. Ellis Survey Abstract No. 490, The John Thornhill Survey, Abstract No. 1519, and the Lewis Wetmore Survey, Abstract No. 1649, all of Tarrant County, Texas, also being all that certain tract of land known as Block 1, FORT WORTH TOWN CENTER, an Addition to the City of Fort Worth, Tarrant County, Texas, according to plat recorded in Volume 388-217,Pages 7-8,Deed Records of Tarrant County, Texas, and being more particularly described by metes and bounds as follows: BEGINNING at a 5/8 inch iron rod found for the intersection of the Southerly right-of-way line of East Bolt Street with the Westerly right-of-way line of Interstate Highway 35W; THENCE along the Westerly right-of-way line of said Interstate Highway 35W, the following courses and distances: South 00 degrees 26 minutes 49 seconds West, 446.76 feet to a 5/8 inch iron rod found; South 00 degrees 49 minutes 25 seconds East, 225.77 feet to a 5/8 inch iron rod found; South 00 degrees 00 minutes 50 seconds West, 147.70 feet to a 5/8 inch iron rod found, the beginning of a curve to the right; Along the arc of said curve to the right, through a central angle of 30 degrees 05 minutes 00 seconds, a radius of 660.07 feet, an arc length of 346.57 feet and a long chord of South 15 degrees 03 minutes 20 seconds West, 342.60 feet to a 5/8 inch iron rod found; South 30 degrees 05 minutes 50 seconds West, 138.52 feet to a 5/8 inch iron rod with cap stamped"Carter& Burgess"found, the beginning of a curve to the left; Along the arc of said curve to the left, through a central angle of 25 degrees 09 minutes 06 seconds, a radius of 407.97 feet, an arc length of 179.09 feet and a long chord of South 17 degrees 31 minutes 17 seconds West, 177.66 feet to a 5/8 inch iron rod with cap stamped"Carter & Burgess"found; South 47 degrees 15 minutes 16 seconds West, 8.37 feet to a"+"cut in concrete set in the Northerly right-of-way line of Seminary Drive; Parks&Community Services Lease Page 15 of 21 Tenant Initial_ Landlord Initial `Jr- Exhibit A(continued) THENCE along the Northerly right-of-way line of said Seminary Drive the following courses and distances: North 89 degrees 37 minutes 00 seconds West, 1279.29 feet to 5/8 inch rod set, the beginning of a curve to the right; Along the arc of said curve to the right, through a central angle of 27 degrees 48 minutes 00 seconds, a radius of 460.90 feet, an arc length of 223.63 feet, and a long chord of North 75 degrees 43 minutes 00 seconds West, 221.44 feet to a 5/8 inch iron rod with cap stamped"Carter & Burgess" found; North 61 degrees 49 minutes 00 seconds West, 60.21 feet to a 5/8 inch iron rod with cap stamped "Carter&Burgess" found, the beginning of a curve to the left; Along the arc of said curve to the left, through a central angle of 26 degrees 30 minutes 17 seconds, a radius of 838.94 feet, an arc length of 388.09 feet and a long chord of North 75 degrees 04 minutes 09 seconds West, 384.64 feet to a 5/8 inch iron rod with cap stamped"Carter & Burgess"set; North 75 degrees 45 minutes 52 seconds West, 52.83 feet to a 7/8 inch iron rod found; North 79 degrees 46 minutes 13 seconds West, 136.82 feet to a 5/8 inch iron rod set in the East line of Missouri, Kansas and Texas Railroad right-of-way; THENCE along the east line of the said railroad right-of-way, the following courses and distances: North 13 degrees 30 minutes 03 seconds West, 663.71 feet to a 5/8 inch iron rod set, the beginning of a curve to the right; Along the arc of said curve to the right though a central angle of 05 degrees 52 minutes 20 seconds, a radius of 5679.65 feet, an arc length of 582.10 feet, and a long chord of North 10 degrees 33 minutes 53 seconds West, 581.85 feet to a"Y"cut in concrete found, in the South right-of-way line of the aforementioned Bolt Street; THENCE North 89 degrees 59 minutes 13 seconds East,along the said South line of Bolt Street, 2584.43 feet to the POINT OF BEGINNING, and containing 77.087 acres of land, more or less. SAVE AND EXCEPT Lot 2,Block 1. Parks&Community Services Lease Page 16 of 21 Tenant Initial Landlord Initial Exhibit B (Office Building Rules and Regulations) Rules and regulations for the Office Building at the time of the execution of this Lease are as follows: 1. Exterior doors shall not remain braced open while the air conditioning is functioning. All doors braced open must use doorstops or hooks manufactured expressly for that purpose. 2. Use of the roof is reserved for Landlord. 3. Use of Common Areas for display racks, tables, sign standards, boxes or other purposes are expressly forbidden unless authorized in writing by Landlord, except that Tenant hereby has permission to continue to display a glass case with any of Tenant's signs in the first floor lobby and the sign on the wall facing the main elevator on the second floor. 4. Loud speakers, televisions, phonographs, radios, flashing lights, or other similar devices shall not be used in a manner so as to be heard or seen outside the Premises. 5. Tenant shall at all times keep the Premises in an orderly and sanitary condition and shall promptly remove all trash and garbage to the appropriate collection areas designated by Landlord. Common Areas shall not be used by Tenant for temporary trash storage, nor shall trash containers located in the Common Areas be used for trash disposal. 6. Tenant allows no animals of any kind in the Office Building (except for "seeing eye" dogs and those in pet stores). 7. Seasonal decorations are not to be attached to the exterior storefronts without Landlord's prior written consent. 8. All deliveries shall be accepted as quickly as possible in the designated loading zones. 9. Tenant shall keep the Premises at temperatures sufficiently high enough to prevent freezing of water pipes and fixtures. 10. Plumbing facilities will not be used for any purpose other than that for which they are constructed. No foreign substance of any kind shall be deposited therein. The expense of any breakage, stoppage, or damages resulting from a violation of this rule shall be borne by Tenant if Tenant or its employees or invitees shall have caused the breakage, stoppage or damage. Any restaurant facilities shall be responsible for the cost of regular maintenance in cleaning of the grease traps servicing their Premises. 11. Tenant's employees shall use only those portions of the parking areas of the Office Building as may be designated by Landlord from time to time. Tenant shall, if requested by Landlord, furnish to Landlord a complete list of the license plate numbers of all vehicles operated by Tenant's employees. Such vehicles may be towed at Tenant's expense if parked in areas other than those designated by Landlord. Parks&Community Services Lease Page 17 of 21 Tenant Initial Landlord Initial Exhibit B (Continued) 12. There shall be no cooking of food on an open flame in the Premises, sale or use of alcoholic beverages from or on the Premises other than as permitted pursuant to Section 7.01 of this Lease without the prior written consent of the Landlord. 13. Landlord reserves the right to amend, modify, delete or add new additional rules and regulations for the use and care of the Office Building, the Premises and the Common Areas with thirty (30) days written notice to Tenant. Landlord shall grant Tenant a right to respond and request consideration to Landlord's notice in writing within thirty (30) days of receiving said Landlord notice. 14. Intentionally Deleted. 15. The entrance doors to the Premises shall remain locked at all times when the Premises are not in use. 16. Tenant shall maintain control of, and be responsible for, all keys issued to Tenant for the Office Building and Premises, and shall return all such keys to Landlord upon termination of this Lease. No duplicate or copy keys shall be made or obtained by Tenant without the prior written consent of Landlord. The loss or theft of any key shall be reported to Landlord as soon as possible(but in any event within one business day)after Tenant becomes aware of it. 17. Office Building hours are 7:00 a.m. to 6:00 p.m. Monday through Friday 18. Landlord shall supply Tenant with key card access to Office Building for after hours use only. Tenant shall not be permitted to give the key card access to anyone other than his own employees. 19. Landlord shall have the right to control and operate the Common Areas and all facilities furnished for the common use of Landlord's tenants, in such manner, as it deems best for the benefit of such tenants generally. . 20. Freight, furniture, business equipment, merchandise and bulky matter of any description ordinarily shall be delivered to and removed from the Premises only at times and through the entrances and corridors designated by Landlord. Special arrangements shall be made for moving large quantities of furniture and equipment into or out of the Office Building. 21. Canvassing, soliciting or peddling in the Office Building or Common Areas is prohibited and each tenant shall cooperate to prevent it. 22. All deliveries or shipments of any kind to and from the Premises, including loading and unloading of goods, shall be made only by way of the rear of the Office Building or at any other location designated by Landlord, and only at such time as may be designated for such purpose by Landlord. Parks&Community Services Lease Page 18 of 21 Tenant Initial Landlord Initial Exhibit B (Continued) 23.Garbage and refuse shall be kept in the kind of container specified by Landlord and shall be placed at the location within the Office Building designated by Landlord for collection at the time specified by Landlord from time to time. Tenant shall store soiled or dirty linen in approved fire rating organization containers. 24.The outside areas immediately adjoining the Premises shall be kept clean and free from dirt and rubbish by Tenant, and Tenant shall not place, suffer or permit any obstructions or merchandise in such areas. 25.Intentionally Deleted 26.Tenant shall not place, suffer or permit displays; decorations or shopping carts in any Common Areas or on the sidewalk in front of or adjoining the Premises. 27.Landlord shall at all times maintain the heating and air-conditioning equipment within the Premises and at all times maintain temperatures in the Premises consistent with the temperatures in the enclosed Common Areas, if any, and in a manner which will not cause any decrease in the Common Area temperature while the areas are being heated or any increase in the Common Area temperatures while those areas are being cooled. 28.Tenant shall not use, permit or suffer the use of any portion of the Premises as living, sleeping or lodging quarters. Parks&Community Services Lease Page 19 of 21 Tenant Initial_ Landlord Initial f� EXHIBIT D (Landlord Improvements) For the Network Space, Landlord shall make the following improvements: 1) carpet pulled up and cleaned (dust removed) 2) concrete flooring sealed, second sealant applied after Network racks installed 3) 1 quad with 2 20 amps installed and mounted on the racks ( on their own breakers from other electrical) 4) fire suppressant system installed For the rest of the space, Landlord will 1. Install three doors as shown on exhibit "C". Landlord agrees to coordinate all improvements with Tenant to ensure that there is no interruption in Tenant's business. Parks&Community Services Lease Page 21 of 21 Tenant Initial_ Landlord Initial -,�fL Exhibit "C', X ROOF MECHANICAL --- m m Tena&Inifials Exhibit "C" 2530 23.35 ■ 2330 2, 320 2310 2300 Tenants Initials City of Fort Worth, Texas Mayor and Council Communication COUNCIL ACTION: Approved on 11/8/2005 DATE: Tuesday, November 08, 2005 LOG NAME: 80KATRINAOPS REFERENCE NO.: **C-21135 SUBJECT: Authorize the Extension of the Lease at La Gran Plaza for Katrina Emergency Operations RECOMMENDATION: It is recommended that the City Council: 1. Authorize the City Manager to extend the lease with La Gran Plaza for 3,749 square feet for an additional 60 days with an option to extend the lease another 9 months for the Katrina Emergency Operations; and 2. Authorize the extensions of the lease to begin November 10, 2005 and expire October 9, 2006. DISCUSSION: In order to continue the emergency response efforts for the Katrina Evacuees and vacate the Emergency Operations Center so that it is available for other emergencies, additional office space at La Gran Plaza, 4200 S. Freeway Suite 2300, 76115 was obtained for an initial 30 days and prepared for these operations at a cost of$12.00 per square foot or$3,749.00 per month. This leased space provides office area for the Transition Team, Housing Call Center, Logistics, Volunteer Call Center, Housing Transition Team, and Shelter Support Staff. The work continues to provide a final disposition for the many guests the City welcomed as a result of Hurricane Katrina. Although mass emergency shelters have closed, guests are still in motels, hotels and short term apartments. The final disposition of our guests will take several months to a year. This cost will be reimbursed to the City by the Federal Emergency Management Agency (FEMA). La Gran Plaza is located in COUNCIL DISTRICT 9; these efforts benefit all districts. FISCAL INFORMATION/CERTIFICATION: The Finance Director certifies that funds are available in the current operating fund, as appropriated, of the Grants Fund. TO Fund/Account/Centers FROM Fund/Account/Centers GR76 539120 080446055260 $41,239.00 Submitted for City Manager's Office by: Libby Watson (6183) Originatins� Department Head: Randle Harwood (5704) Additional Information Contact: Christine Taylor(5725) http://www.cfwnet.org/council_packet/Reports/mc_print.asp 11/11/2005