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CONTRACT N( 5` ,—a -A
SECOND AMENDMENT TO LEASE AGREEMENT
This Second Amendment ("Second Amendment") to Lease Agreement is entered
into by and between the City of Fort Worth, a Texas home-rule municipal corporation
("Lessee") and RYLB FW Properties, LP, a Texas limited partnership ("Lessor"), as
successor-in-interest to Ft. Worth Plaza, LP, a Texas limited partnership .
RECITALS
A. Lessee and Ft. Worth Plaza, LP entered into a lease dated December 16, 2003
(City Secretary Contract Number 29391) ("Lease") for approximately 13,344 rentable
square feet of office space in the building located at 307 W. 7th Street, Fort Worth, Texas
and 10 non-reserved parking spaces in the parking garage.
B. Lessee and Ft. Worth Plaza, LP amended the Lease with a First Amendment to
Lease Agreement (City Secretary Contract Number 35426) ("First Amendment") dated
June 22, 2007 to add additional office space and parking space, and to extend the term of
the Lease,
C. Lessor purchased the building and became successor-in-interest to Ft. Worth
Plaza, LP on September 21, 2007.
D. Lessor end Lessee desire to amend the Lease to reduce the rentable square feet of
office space and to reduce the term of the Lease.
AGREEMENT
In consideration of the mutual covenants contained in this Second Amendment,
Lessor and Lessee agree to amend the Lease as follows:
I.
Section 1. Leased Premises and Common Area. Subsection A is amended in its
entirety to read as follows:
"A. For and in consideration of the rental payments to be paid under this
Lease, Lessor leases to Lessee and Lessee leases from Lessor the
following described property on a full service basis:
Approximately 13,344 rentable square feet of office space (the "Office
Space") in the 'Building" located at 307 W. 7th Street, Fort Worth, Texas,
and 10 non-reserved parking spaces in the "Parking Garage" located at
307 W. 7th Street, Fort Worth, Tarrant County, Texas, a more particular
description of which is attached as Exhibit"A".
'My A
1'. �
The Office Space and parking spaces as described above, together with
any and all structures, improvements, fixtures and appurtenances thereon,
thereunder or over, shall be referred to as the "Leased Premises".
2.
Section 1. Leased Premises and Common Area. Subsection F is hereby deleted in its
entirety.
3.
Section 2. Use of Premises. Subsection A is amended in its entirety to read as follows:
"A. The leased Premises shall be used primarily for administrative offices
of the City of Fort Worth and/or administrative offices of its
subtenants. "
4.
Section 3. Term and Rent. Subsection A is amended in its entirety to read as follows:
"A. This Lease shall commence upon execution and shall expire
September 30, 2010. Notwithstanding the above, after September
30, 2009, Lessor shall have the right to terminate this Lease in the
event another tenant is identified to lease the Leased Premises;
prior to September 30, 2009, Lessor shall' have the right to
terminate this Lease if Lessor obtains the agreement of Lessee's
subtenants to such termination. Lessee shall pay Lessor annual
rent of $13.48 per square foot, payable in equal monthly
installments of$14,989.76. Beginning on May 1, 2009 until the
expiration or termination of this Lease, Lessee shall pay Lessor
annual rent of $14.87, payable in equal monthly installments of
$16,535.44,"
4.
Section 3. Term and Rent. Subsection C is hereby deleted in its entirety.
5.
Section 5. Additional Parking Spaces. Subsection A is amended as follows:
"A. Lessor, upon written request by Lessee agrees to lease to Lessee up to
10 additional non-reserved parking spaces in the Parking Garage for
$70.00 per month."
6.
Section 6. Building Exterior; Signage. Subsection D is hereby deleted in its entirety.
7.
Section 7. Improvements,Services Provided. Subsection A is amended as follows:
"A. Lessor at his own expense shall construct and install to the
satisfaction of Lessee the "Tenant Improvements" to the Leased Premises
as described in Exhibit 'B", attached hereto and made a part hereof. If
Lessor fails to substantially complete the Tenant Improvements in the
manner described in Exhibit "B" by March 1, 2004, Lessor agrees to pay
Lessee a liquidated damages fee of $100.00 for every day the Tenant
Improvements are not completed by March 1, 2004; however, Lessor shall
not be responsible to pay liquidated damages for delays in completion
caused by Lessee. Lessee will designate a contact person to review and
inspect the work completed by Lessor and to assist Lessor and once
satisfied with the Tenant Improvements, Lessee shall commence
occupancy. The parties hereby affirm that all Tenant Improvements have
been completed as of the date of this Second Amendment."
8.
Exhibits A-1, A-2, B and C as set forth in the First Amendment are hereby amended and
replaced with Exhibits "A", "B", and "C" as attached to the original Lease.
Except as amended by this Second Amendment, all of the terms and conditions of
the Lease are ratified and remain in full force and effect.
[SIGNATURES APPEAR ON FOLLOWING PAGE.]
This Amendment shall be effective upon execution of the parties.
LESSOR: LESSEE:
RYLB FW Properties, LP, City of Fort Worth, a
a Texas limited partnership Texas municipal corporation
By: OGL Properties LLC, y:
its general partner ';!�Thomas Higgi s,
Assistant City Manager
By:
Name:
Title: ATTEST:
1
Marty He rix
City Secretary
APPROVED AS TO FORM
AND LEGALITY:
ann D. Guzman
Assistant City Attorney
S�-
contract AuthorixatioR
Date
(arty5F lY�4 O ff
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I
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Official site of the City of Fort Worth,Texas
CITY COUNCIL AGENDA FORTWORTI1
COUNCIL ACTION: Approved on 12/9/2008
DATE: 12/9/2008 REFERENCE NO.: **L-14684 LOG NAME: 17FWIC ERP
CODE: L TYPE: CONSENT PUBLIC HEARING: NO
SUBJECT: Authorize a Second Amendment to the Lease Agreement for Property Located at 307 West
7th Street between the City of Fort Worth and RYLB FW Properties, LP; Authorize
Execution of New Lease Agreement with RYLB FW Properties, LP, for Additional Space at
307 West 7th Street
RECOMMENDATION:
It is recommended that the City Council:
1. Authorize the City Manager to execute a Second Amendment to the lease agreement for the first
floor and Mezzanine floor of the Oil and Gas Building located at 307 West 7th Street between the City
of Fort Worth and RYLB FW Properties, LP, City Secretary Contract No. 29391, to reduce the
rentable square feet of office space, shorten the term of the lease until September 30, 2010, and to
remove the early cancellation penalty charge; and
2. Authorize the City Manager to execute a new Lease Agreement for a portion of the basement level
of the Oil and Gas Building located at 307 West 7th Street between the City of Fort Worth and RYLB
FW Properties, LP, for a term of five years with an option to renew one three year term.
DISCUSSION:
The City of Fort Worth and Fort Worth Plaza, LP, entered into a Lease Agreement for office space at
the Oil and Gas Building dated on December 16, 2003, for approximately 13,344 rentable square
feet. On ,lune 22, 2007, the City Council authorized the First Amendment to the lease to include
additional space for the Minority/Women Business Enterprise (M/WBE) Office and extend the term
until April 30, 2014. On September 21, 2007, RYLB FW Properties, LP, (RYLB) purchased the
building and became successor-in-interest to Fort Worth Plaza, LP. The Lease includes an early
cancellation penalty charge in order for the Lessor to amortize the Tenants Improvements.
Since October 1, 2008, the City discontinued the operation of the International Center and the
M/WBE Office relocated to the Annex Building. In addition staff has requested space for the
Enterprise Resource Planning (ERP) Phase 1 project. The goal of the ERP Phase 1 project is to
replace the City's aging and functionally deficient Human Resources and Payroll systems with
PeopleSoft, a state-of-the-art integrated ERP system. During the implementation of the PeopleSoft
system, 17 full-time City staff will be dedicated to the project. The implementation vendor, eVerge, will
also dedicate a similar number of resources to the project. The HR/Payroll implementation is
expected to last approximately 18 months, and during that time City staff and eVerge staff will need to
work side by side. The basement-level lease described herein will provide the necessary work space
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for the ERP project team during the implementation of the PeopleSoft system. This work space is
also expected to serve as the project work space for the second phase of the ERP project which will
involve replacing the City's aging and functionally deficient Financial Management systems. ERP
Phase 2 is currently planned to go live in October 2412.
Staff recommends amending the existing lease agreement to reduce the rentable square feet of office
space from 19,183 to 13,344, shorten the term of the lease to September 30, 2010, remove the early
cancellation penalty charge and to execute a new lease agreement for the ERP Program.
The terms of the Second Amendment and New Lease are as follows:
Second Amendment to Lease Agreement(City Secretary No. 29391)
First floor and Mezzanine
• Reduce space from 19,183 square feet to 13,344 square feet;
• Expires on September 30, 2010;
• 13,344 square feet at $13.48 per square feet, monthly installments of$14,989.76;
• Beginning on May 1, 2009, 13,344 square feet at$14.87, monthly installments of$16,535.44; and
• The cancellation penalty does not come due as long as the lease is not terminated before Sept 30,
2010.
New Lease Agreement between the City and RYLB
Basement level
• Total space 10,451 square feet;
• Five years Lease commencing on Lessor's completion of Tenant improvements;
• 10,451 square feet at $16.00, monthly installments of$13,934.67; and
• Lessee shall pay a termination fee in an amount equal to the unamortized portion of the amounts
expended by Lessor for Tenant Improvements if the Lease is terminated early.
The property is located in COUNCIL DISTRICT 9.
FISCAL INFORMATIONICERTIFICATION:
The Financial Management Service Director certifies that funds are available in the current operating
budget, as appropriated, of the General Fund and the ERP Capital Projects Fund.
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TO Fund/Account/Centers FROM Fund AccountlCenters
GG01 0171000 537090 $170,000.04
C296 539120 041030078480 $167,216.00
Submitted for City Manager's Office by: Tam Higgins (6192)
Originating Department Head: Jay Chapa (5804)
Additional Information Contact: RaTrice Tatum (8368)
ATTACHMENTS
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