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HomeMy WebLinkAboutContract 52054 CITY SECRETARY THE STATE OF TEXAS § CONTRACT ISO. COUNTY OF TARRANT § SUBLEASE AGREEMENT This Sublease Agreement (the"Agreement")is made and entered into to be effective as of the 14th day of February, 2019, by and between the Boys and Girls Club of Greater Fort Worth,a domestic non-profit corporation(the"B&G Club")and the City of Fort Worth,Texas, a home-rule municipal corporation("CITY'), individually referred to as"Party"and collectively referred to as"Parties." WHEREAS, the B&G CLUB entered into a lease on June 5, 2018, ("Lease"), which is attached hereto as Exhibit A, with the Housing Authority of the City of Fort Worth, Texas d/b/a Fort Worth Housing Solutions ("Housing Solutions") for the use of approximately 1500 square feet of vacant clubhouse space located at 8124 Calmont,Fort Worth, Texas 76116("Property"); and WHEREAS, the Lease provides certain rights and responsibilities to B&G Club for the Property;and WHEREAS, the section 10 of the Lease requires that Housing Solutions provide written permission for any sublease of the Property;and WHEREAS, Housing Solutions has provided the necessary written permission, attached hereto as Exhibit B, for B&G Club to sublease a portion of the Property to the City for the purposes described herein;and WHEREAS,the CITY and B&G Club believe that having a library space available to the public on the Property is beneficial for the community and public of the City of Fort Worth;and WHEREAS, the City and B&G Club are entering into this sublease to provide a portion of the Property("Subleased Facilities") for the City to use as a library location, which is more fully described in Exhibit C;and WHEREAS, the B&G CLUB has agreed to permit the public use of the Subleased Facilities upon the terms and conditions set forth herein;and WHEREAS, the B&G CLUB and CITY desire to define and set forth their respective duties and obligations with respect to the Property and Subleased Facilities by this Agreement. NOW THEREFORE, in consideration of the mutual covenants and agreements herein set forth,the recitals set forth above, which are not recitals only but form part of this Agreement, and other good and valuable consideration, including CITY's obligation to pay certain costs provided for herein,the B&G CLUB and CITY do hereby agree as follows: SUBLEASE AGREEMENT-B&G CLUB-CAMBRIDGE COURT PAGE 1 r-_ 6 C�EGE1�2� t fflCIAL RECORD MpFt woR�� CITY SECRETARY c,c FOCRESPR� PT. WORTH,TX I. Sublease of the Facilities. A. In consideration of the obligation of CITY to pay certain costs as explicitly herein provided and the other terms, provisions, and covenants hereof, the B&G CLUB hereby demises and subleases to CITY, and CITY hereby takes and subleases from the B&G CLUB the Subleased Facilities immediately upon execution of this Agreement. B&G CLUB covenants that CITY shall peaceably and quietly enjoy the exclusive right to the Subleased Facilities during the Term of this Agreement or as it may be extended. B. The Subleased Facilities shall be used as a library during the Term of this Agreement.This can include support areas for City staff. C. City staff shall be allowed to use the bathroom located in the B&G Club Facilities. D. The Parties understand that this Agreement shall in no way alter any rights or duties of B&G Club under the Lease. This Agreement shall only be used to determine the rights and duties as between the B&G Club and the City. 2. Consideration. A. City shall operate the Subleased Facility as a library during the Term of this Agreement. City shall pay the specified portion of the identified utilities in subsection B of this section and in accordance with the terms included in subsection C of this section. B. City shall pay B&G Club twenty-one(21%)percent of the monthly fee for janitorial services, which shall include all trash removal, upkeep, and cleaning of the Subleased Facility. The Parties at the time of execution understand the total amount to be approximately six hundred dollars ($600.00) for the entire Property. B&G Club shall provide City with thirty (30) days written notice of any price increase for Janitorial services. City shall pay B&G Club twenty-one (21%) percent of any electricity bill for the Subleased Facilities for which B&G Club has actually paid. City shall not pay any portion of a bill that includes electrical service for a portion of the Property that is not included in Exhibit C. C. City shall pay B&G Club within thirty (30) days of receiving a correct invoice for Janitorial or Electrical services. All invoices must be provided to City within thirty(30) days of the date of the bill. The City shall have no liability to pay any portion of any bill that is not presented to the City within thirty(30)days of the date of the bill. D. City shall not be liable for any other payments to B&G Club of any kind or character for any use or services at the Subleased Facilities. 3. Term and Termination. A. The term of this Agreement shall begin upon the execution of this Agreement and shall continue until May 31, 2019, unless earlier terminated pursuant to the provisions of this Agreement. SUBLEASE AGREEMENT-B&G CLUB-CAMBRIDGE COURT PAGE 2 B. Thereafter, this Agreement shall automatically renew on a month-to- month basis, subject to termination by either Party as included herein. Any such use by CITY after the Initial Term or termination shall be (i) subject to the terms of this Agreement, and(ii)deemed to be a month-to-month tenancy. Any extension under this section and the Initial Term are collectively referred to as"Term." C. At any time during the Term, City may terminate this Agreement with thirty (30) days written notice to B&G Club. At any time during the term, and in the event that the Lease is terminated, B&G Club may terminate this Agreement by providing City with thirty(30)days written notice. D. CITY's or B&G CLUB's failure to perform or observe any covenant or condition of this Agreement shall, if continuing ninety (90) days after written notice thereof to the other Party shall constitute an"Event of Default"hereunder. E. This Agreement and the Term are subject to the limitation that if and whenever any Event of Default by CITY shall occur, the B&G CLUB may, at its option, terminate this Agreement, in which event CITY shall surrender possession of the Subleased Facilities to the B&G CLUB, and in connection therewith the B&G CLUB may enter upon and take possession of the Subleased Facilities and expel or remove CITY after CITY receives written notice of such Event of Default. F. In the event the B&G CLUB elects to terminate this Agreement by reason of an Event of Default by CITY,then, notwithstanding such termination, CITY shall not be liable to the B&G CLUB for any indebtedness accrued after the date of such termination. City shall only be liable for twenty-one (21%) of a pro-rated portion of the bills for janitorial services and electricity for the month in which this Agreement is Terminated.As an example,if this Agreement is terminated on the fifth day of the month, the City would only be liable for twenty-one (21%) of the cost of services for the first five days of the month. 5. Security Deposit. The B&G CLUB and CITY each acknowledge and agree that no security deposit for the Leased Facilities has been received by the B&G CLUB from CITY, and therefore, the B&G CLUB shall have no obligation to refund any such amounts to CITY upon the termination of this Agreement. 6. Utilities. B&G CLUB shall be responsible for the payment of all utility charges associated with the operation and maintenance of the Improvements, including any required deposits. If B&G CLUB does not maintain the utilities, the CITY may do so, and B&G CLUB agrees to reimburse the CITY for any and all such costs. If B&G CLUB does not reimburse the CITY for such utilities,the CITY may consider it a default of this Agreement and terminate this Agreement and receive reimbursement in accordance with Section 15(D) of this Agreement. Nothing in this section shall impact the enforceability of Section Two(2)of this Agreement. 7. Taxes. B&G CLUB shall be responsible for the payment of any ad valorem taxes attributable to the Property,the Subleased Facilities,and any improvements. SUBLEASE AGREEMENT-B&G CLUB-CAMBRIDGE COURT PAGE 8. Repairs, Maintenance, and Security of Leased Facilities. B&G CLUB agrees to maintain the Subleased Facilities in good and working condition at all times. B&G CLUB expressly acknowledges and agrees to make all repairs and perform all maintenance to the Subleased Facilities, including any capital repairs, routine maintenance, or providing toiletries for staff use. B&G CLUB will also be responsible for securing the Subleased Facilities. 9. Alterations and Improvements. CITY shall make no alterations or improvements to the Subleased Facilities without the prior written consent of the B&G CLUB after receipt and review of plans. 11. Insurance. A. B&G CLUB agrees to insure the Subleased Facilities and any improvements during the Term of this Agreement. Such insurance shall provide protection for liability,fire and casualty,and property damage for the Subleased Facilities and any improvements. B&G CLUB shall list CITY as an additional insured on the applicable insurance policy. Verification of this coverage shall be provided to CITY prior to the execution of this Agreement. CITY assumes no liability or financial obligation for the acquisition or maintenance of such insurance; all costs incurred during the course of insuring the Subleased Facilities and any improvements shall be borne solely by the B&G CLUB. B. CITY is a self-funded entity and as such may not maintain a commercial liability insurance policy to cover premises liability. Damages for which CITY would ultimately be found liable would be paid directly and primarily by the CITY and not by a commercial insurance company. C. In the event the Subleased Facilities or any improvements are damaged or destroyed by fire or other casualty for which insurance is maintained by B&G CLUB, B&G CLUB shall proceed with reasonable diligence, at its sole cost and expense, to rebuild and repair the Subleased Facilities and any improvements within a reasonable time. However, if B&G CLUB decides not to rebuild or repair the damaged Subleased Facilities and any improvements or fails to do so within a reasonable time, B&G CLUB agrees that this Agreement may be immediately terminated by City. 12. Indemnity. A. B&G Club agrees to indemnify, defend, and hold harmless the City and its agents, attorneys, employees, contractors, representatives, officers, employees, and agents from any and all claims, assertions, demands, expenses, losses, damages, and liability of every kind,for injury to or death of any person or for damage to or destruction of any property, arising out of or in connection with this Agreement except to the extent that the loss or iniury was solely caused by the act or inaction of City or its employees. B. This section shall survive the expiration or termination of this Agreement. SUBLEASE AGREEMENT-B&G CLUB-CAMBRIDGE COURT PAGE 4 13. Environmental Matters. A. For purposes of this Agreement, "Hazardous Materials" means and includes those substances deemed hazardous, toxic or dangerous under any Hazardous Material Law (defined below), including, without limitation, asbestos or any substance containing asbestos, the group of organic compounds known as polychlorinated biphenyls, flammable explosives,radioactive materials,chemicals known to cause cancer or reproductive toxicity, pollutants, effluents, petroleum and fuels derived therefrom, contaminants, emissions or related materials, and any items included in the definition of hazardous or toxic waste, materials, chemical compounds or substances under any Hazardous Material Law. "Hazardous Material Laws" collectively means and includes any present or future local, state or federal law or treaty, and any amendments thereto, including any common law doctrine of liability, relating to the environment, environmental protection or environmental conditions, including, without limitation, (i) the Endangered Species Act of 1973, 16 U.S.C. §§ 1531 et seq. ("ESA"), as amended from time to time; (ii) the Solid Waste Disposal Act, 42 U.S.C. §§ 6901 et seq., as amended from time to time, including, without limitation, as amended by the Resource Conservation and Recovery Act of 1976 ("RCRA") and the Hazardous and Solid Waste Amendment of 1984; (iii) the Comprehensive Environmental Response, Compensation and Liability Act of 1980 ("CERCLA"), 42 U.S.C. §§ 9601 et seq., as amended from time to time, including, without limitation, as amended by the Superfund Amendments and Reauthorization Act of 1986("SARA"); (iv)the Federal Water Pollution Prevention and Control Act, 33 U.S.C. §§ 1251 et seq., as amended from time to time; (v) the Air Pollution Prevention and Control Act, 42 U.S.C. §§ 7401 et seq., as amended from time to time; (vi) the Toxic Substances Control Act, 15 U.S.C. §§ 2601 et seq., as amended from time to time; (vii) the Safe Drinking Water Act, 42 U.S.C. §§ 300f-300j, as amended from time to time; (viii)the Texas Hazard Communication Act, Tex. Health & Safety Code §§ 502.001 et seq., as amended from time to time; (ix) the Texas Solid Waste Disposal Act, Tex. Health & Safety Code §§ 361.001, et seq., as amended from time to time; (x)Chapter 26 of the Texas Water Code,as amended from time to time;(xi) the Texas Clean Air Act, Tex. Health & Safety Code §§ 382.001, et seq., as amended from time to time; and (xii) all rules, regulations, orders and decrees now or hereafter promulgated under any Hazardous Material Law. B. CITY and B&G CLUB shall not allow or permit the Subleased Facilities to be used for the handling, transportation, storage, treatment or other use of any Hazardous Material. 14. Assignment,Encumbrance or Sale of Subleased Facilities. CITY will not mortgage, pledge, encumber or assign this Agreement or sublet the Subleased Facilities, in whole or in part,to any person,firm,or corporation. B&G CLUB shall not assign this Agreement or encumber the Leased Facilities without first receiving the CITY's written consent,which will not be unreasonably withheld. 15. Defaults and Remedies. All rights, options, and remedies of the Parties contained in this Agreement shall be construed and held to be cumulative and the exercise of one or more rights,remedies,or options shall not be taken to exclude or waive SUBLEASE AGREEMENT-B&G CLUB-CAMBRIDGE COURT PAGE 5 the right to the exercise of any other. All such rights, remedies, and options may be exercised and enforced concurrently and whenever and as often as deemed desirable. The Parties shall have the right to pursue any one or all of such remedies that may be provided herein or by law or in equity. 16. Notices. A. All notices to the B&G CLUB shall be sent to: Randall Thorpe Las Vegas Trail Branch Director rthorpe@becgtc.org 817-420-0656 Matt Sinclair Branch Site Director msinclair@bgcgtc.org 817-720-9371 B. All notices to CITY shall be sent to: Marilyn Marvin Assistant Library Director—System Wide Services Marilyn.Marvin@fortworthtexas.gov _817-392-7708 Michele Gorman Assistant Library Director—Public Services Michele.Gorrnan@fortworthtexas.gov 817-392-7712 City of Fort Worth Property Management Department 900 Monroe Street,Suite 400 Fort Worth,Texas 76102 With a copy to: City of Fort Worth City Attorney's Office 200 Texas Street Fort Worth,Texas 76102 Attn: City Attorney C. Mailing of all notices under this Agreement shall be deemed sufficient if mailed certified, return receipt requested and addressed as specified herein to the other SUBLEASE AGREEMENT-B&G CLUB-CAMBRIDGE COURT PAGE 6 Party's address. All time periods related to any notice requirements specified in this Agreement shall commence upon the terms specified in the section requiring the notice. In the absence of any such provision, notice shall be deemed effective on the earlier of actual receipt or three(3)days after mailing. 17. Entire Agreement; Modification. This Agreement shall constitute the entire agreement of the B&G CLUB and CITY, and shall supersede any prior agreements, either oral or written, pertaining to the Leased Facilities. This Agreement cannot be changed or modified orally,but only by an instrument in writing signed by both Parties. 18. Waivers. One or more waivers of any covenant, term, or condition of this Agreement by either the B&G CLUB or CITY shall not be construed as a waiver of a subsequent breach of the same covenant,term,or condition. The consent or approval by either the B&G CLUB or CITY to or of any act by the other Party requiring such consent or approval shall not be deemed a waiver or render unnecessary consent to or approval of any subsequent similar act. 19. No Partnership. No provisions of this Agreement shall be deemed or construed to constitute a partnership or joint venture. CITY shall have no express or implied right or authority to assume or create any obligations on behalf of or in the name of the B&G CLUB.B&G Club shall have no express or implied right or authority to assume or create any obligations on behalf of or in the name of the City. 20. Choice of Law;Venue. This Agreement and the relationship created hereby shall be governed by the laws of the State of Texas. Exclusive venue for any action brought to interpret or enforce the terms of this Agreement or for any breach shall be in Tarrant County,Texas. 21. Construction. A. Whenever used herein the singular number shall include the plural and the plural number shall include the singular. Whenever used herein the masculine gender shall include the feminine and neuter genders and the neuter gender shall refer to any gender. B. Section headings used in this Agreement are intended for convenience only and not necessarily to describe the intent of a particular Section and therefore shall not be construed as limiting the effect of any provision of this Agreement. C. This Agreement shall be deemed drafted equally by all Parties hereto. The language of all parts of this Agreement shall be construed as a whole according to its fair meaning, and any presumptions or principle that the language herein is to be construed against any Party shall not apply. 22. Governmental Powers. It is understood and agreed that by execution of this Agreement, CITY does not waive or surrender any of its governmental powers or immunities. SUBLEASE AGREEMENT-B&G CLUB-CAMBRIDGE COURT PAGE 7 23. Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original,but all of which together shall constitute one and the same instrument. 24. Effectiveness. This Agreement shall become effective and binding upon its execution by all Parties. 25. Right to Audit. B&G CLUB agrees that CITY shall, until the expiration of three (3) years after final payment under this Agreement, or the final conclusion of any audit commenced during the said three (3) years, have access to and the right to examine at reasonable times any directly pertinent books, documents, papers and records of B&G CLUB involving transactions relating to this Agreement at no additional cost to CITY. B&G CLUB agrees that CITY shall have access during normal working hours to all necessary B&G CLUB facilities and shall be provided adequate and appropriate work space in order to conduct audits in compliance with the provisions of this section. CITY shall give B&G CLUB reasonable advance notice of intended audits. 26. Compliance with Laws. B&G CLUB shall comply with all applicable local or general regulations, federal, state and local laws and ordinances, as well as lawful requirements of all competent authorities. 27. Quiet Enjoyment. B&G CLUB covenants that if and so long as CITY performs the terms,covenants,and conditions required on CITY's part by this Agreement,CITY shall peaceably and quietly have, hold and enjoy the Subleased Facilities for the Term of this Agreement,subject to the provisions of this Agreement. 28. Liens. Neither B&G CLUB nor CITY shall create any liens against the Leased Facilities. If any lien is created or filed against the Subleased Facilities,the Party causing the lien shall have the lien discharged within ten (10) days after the filing thereof at its sole expense. 29. No Third Party Beneficiary. For purposes of this Agreement, the Parties specifically agree that the Agreement only affects matters between the Parties to this Agreement, and is in no way intended by the Parties to benefit or otherwise affect any third person or entity,except to the extent of the public's use of the Subleased Facilities. 30. Authority to Execute. The individuals executing this Agreement on behalf of the respective Parties below represent to each other and to others that all appropriate and necessary action has been taken to authorize the individual who is executing this Agreement to do so for and on behalf of the Party for which his or her signature appears, that there are no other parties or entities required to execute this Agreement in order for the same to be an authorized and binding agreement on the Party for whom the individual is signing this Agreement and that each individual affixing his or her signature hereto is authorized to do so,and such authorization is valid and effective on the date hereof. 31. Savings/Severability. In case any one or more of the provisions contained in this agreement shall for any reason be held to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality or unenforceability shall not affect any other provision SUBLEASE AGREEMENT-B&G CLUB-CAMBRIDGE COURT PAGE 8 thereof,and this Agreement shall be construed as if such invalid,illegal,or unenforceable provision had never been contained herein. 32. Holdover. Any holding over by CITY after the expiration or termination of this Agreement shall deem CITY as a month-to-month tenant until such time as either Party provides the other Party a thirty (30) day written notice to vacate the Leased Facilities. During any holdover period after the Initial Term or, if earlier, termination of this Agreement, CITY shall pay to the B&G CLUB as rent for the Leased Facilities the sum of ONE DOLLAR AND NO CENTS($1.00)per month on or before the first day of each month. Such installments of rent shall be paid to the B&G CLUB without demand at the address specified in Section 16 above, or as elsewhere designated from time to time by written notice from the B&G CLUB to CITY. 33. Force Majeure. The Parties shall be excused for the period of any delay in the performance of any obligations hereunder when prevented from doing so by cause or causes beyond the Parties' absolute control, which shall include, without limitation, all labor disputes, civil commotion, civil disorder, riot, civil disturbance, war, war-like operations, invasion, rebellion, hostilities, military or usurped power, sabotage, governmental regulations,orders,moratoriums or controls,fire or other casualty,inability to obtain any material,services or financing or Acts of God. 34. Independent Contractor. It is expressly understood and agreed that the Parties shall perform their obligations and responsibilities hereunder as independent contractors and not as an officer, agent, representative or employee of the other Party; that each Party shall have exclusive control of and the exclusive right to control the details of their obligations and responsibilities and all persons performing same; that each Party shall be solely responsible for the acts or omissions of its officers, agents, employees or other persons under its supervision, management and control; that the doctrine of respondeat superior shall not apply as between City and B&G CLUB; and that nothing herein shall be construed as creating a partnership or joint enterprise between City and B&G CLUB. Any intention to create a joint venture or partnership relation between the Parties hereto is hereby expressly disclaimed. SIGNED this_1�'�tlay of MW,h ,2019. B&G CLUB: By: Daphne Barlow Stigliano President and CEO CITY: CITY OF FORT WORTH,TEXAS, a home-rule municipality SUBLEASE AGREEMENT-B&G CLUB-CAMBRIDGE COURT PAGE 9 N ICIAL RECORD! SECRETARY WORTH,TX Name: Je s J. ha a Title: Assistant City Manager Approved as to Form and Legality: 10 Jo Annt�- r Assistfit City A me r 1295: aolq-44'1FF®RT Attest: 0'� ty Sccr t M&C: C-ac*41 Date: F4 b►'Un i a,0101 q City of Fort Worth 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. Maril Marvin Assistant Direct of the Library Department SUBLEASE AGREEMENT-B&G CLUB-CAMBRIDGE COURT PAGE 10 OFF CCIAL RECORD CITY SECRE°F�RY FT WORTH,TX STATE OF TEXAS § COUNTY OF TARRANT § R The foregcmg instrument was acknowledged before me on MU I 20 tR, 2019,by GYj5tjj&, 'CAdYlglAei f the Boys and Girls Club of greater FortWorta domestic non-profit corporation,on behalf of such corporation. N-Notary Public—State of Texas GRISELDA RODRIGUEZ : o Notary Public i STATE OF TEXAS ab '•J'� tb ly ID N 1317 S"A N My comm.Exp.sw wnbw 25.207! STATE OF TE7 AS § COUNTY OF '[§ The foregoing instn 'qjt tyvVGac of1ljdg ,bgfgre me on this I day of 2019, by3ese ssist'a i anager, of City of FortWorth, Tex6,a home-rule municipal corporation of the State of Texas,on behalf of said corporation. MARIA S.SANCHEZ Nota&Public—State of Texas My Notary ID#2256490 `�:F• • E}'' Expires December 19,2021 OF SUBLEASE AGREEMENT-B&G CLUB-CAMBRIDGE COURT PAGE 11 OFFICIAL.RECORD CITY SECRETARY F"I. WORTH,TX EXHIBIT A LEASE AGREEMENT This Lease Agreement is made by and between the HOUSING AUTHORITY OF THE CITY OF FORTH WORTH,TEXAS D/B/A FORT WORTH HOUSING SOLUTIONS,a Texas public housing authority,hereinafter referred to as "FWHS",and the BOYS AND GIRLS CLUB OF GREATER FORT WORTH,a Texas not for profit corporation,hereinafter referred to as`B&G Club". SECTION I LEASED PREMISES FWHS hereby leases to B&G Club, and B&G Club hereby leases from FWHS, that certain real property, together with all improvements and fixtures thereon, situated in Tarrant County, Texas and described as follows: approximately 1500 square feet of vacant clubhouse space that will be commonly known as the Las Vegas Trail Boy and Girls Club Of Greater Fort Worth located at 8124 Calmont,Fort Worth,Texas 76116(the"Premises"). SECTION 2 TERM The initial Lease term shall commence on June 1. 2018 and continue to the end of the month on May 31. 2019, unless earlier terminated pursuant to the provisions of the Lease. Thereafter, the Lease will be automatically renewed on a month-to-month basis, subject to termination as hereinafter more particularly provided. SECTION 3 RENT B&G Club shall pay rent for the Premises in the amount of$1.00 per year, payable in advance and without demand on or before the first day of each year during any term of this Lease. Payment shall be made to FWHS at the address shown below. SECTION 4 USE OF PREMISES The Premises are leased to B&G Club to be used as a recreation,educational, leadership and cultural center for children, and for storage and general warehousing of materials and supplies in connection with the operation of Boys and Girls Club youth programs. B&G Club shall use the Premises solely for the permitted use and shall not use or permit the Premises to be used for any other purpose without first obtaining the written consent of the FWHS. SECTION 5 NO WASTE,NUISANCE,OR UNLAWFUL PURPOSE LEASE AGREEMENT PAGE 7 B&G Club shall not commit or allow to be committed,any waste in or upon the Premises. B&G Club shall not create or allow any nuisance to exist on the Premises,or use or allow the Premises to be used for an unlawful purpose. SECTION 6 TRASH REMOVAL B&G Club shall insure that all trash created at the Premises is properly disposed in the dumpster for trash pickup. SECTION 7 PAYMENT OF UTILITIES AND TAXES B&G Club shall pay for all utilities furnished to the Premises for the term of this Lease, including electricity,gas, and water,and telephone services. FWHS shall pay all state,city and county taxes which may be assessed on the lot and building comprising the Premises, while B&G Club shall pay for any personal property taxes which may be assessed against personalty used by B&G Club on the Premises. Further, B&G Club agrees to pay for any sales tax, franchise tax or other types of taxes which result from B&G Club's operation of its business on the Premises. SECTION 8 REPAIRS AND MAINTENANCE OF PREMISES B&G Club,at its expense, shall be responsible for cleaning and maintaining the Premises, including without limitation, windows, doors, skylights, adjacent sidewalks, patio, patio fencing, and interior walls in good repair. FWHS shall maintain in good condition the building roof and exterior walls. The B&G Club shall be responsible for the repair of any and all damages to the Premises caused by the B&G Club, its officers,directors,members,employees,agents,invitees,or participants,reasonable wear and tear excepted. SECTION 9 ACCEPTANCE AND SURRENDER OF PREMISES B&G Club agrees to accept the Premises as constructed with no express or implied warranties,including but not limited to no implied warranty of habitability and no implied warranty of suitability for any intended use or purpose. B&G Club agrees to surrender the Premises to FWHS at the expiration or termination of the lease term in the same condition as when the B&G Club took possession, reasonable wear and tear and damages by acts of God, including fire and storms,excepted. SECTION 10 ASSIGNMENT OR SUBLEASE B&G Club agrees not to assign or sublease the Premises, any part thereof,or any right or LEASE AGREEMENT PACE 7 privilege connected therewith,or to allow any other person except B&G Club's officers,directors, members,employees,agents,and participants,to occupy the Premises or any part thereof,without first obtaining the FWHS's written consent. B&G Club's interest in the lease is not assignable by operation of law,nor by any assignment of its interest herein,without FWHS's written consent. SECTION 11 TERMINATION OF LEASE A. FWHS may terminate this Lease by giving 30 days written notice if. (a) B&G Club uses the facility for any purpose other than the purpose as described in Section 4; (b) B&G Club fails to clean and maintain the Premises as set forth in Section 8: (c) B&G Club fails to repair any and all damages to the Premises caused by the B&G Club, its officers, directors, members, employees, agents, or participants, reasonable wear and tear and damages by acts of God, including fire and storms, excepted; (d) B&G Club violates the provision against sublease or assignment; (e) B&G Club fails to procure or maintain the required insurance; (f) B&G Club employees, agents,participants, or invitees are abusing persons or property at the Premises or in the apartment development where the Premises is located;or (g) for other good cause. In addition,the FWHS shall have the right to terminate the lease upon immediate written notice to the B&G Club should the B&G Club breach the Lease in a manner which is dangerous to the health or safety of persons occupying the Premises or adjacent buildings. In the event the Lease is terminated for any reason other than "good cause" by FWHS, then FWHS shall be entitled to recover all expenses of litigation incurred in connection with recovering possession of the Premises, including but not limited to attorneys fees and court costs. B. B&G Club may terminate the lease by giving 30 days written notice if: (a) FWHS fails to repair or maintain the Premises as provided herein;or (b) for other good cause. C. Upon termination of the Lease for any cause,all improvements and fixtures shall remain the property of the FWHS without any payment to B&G Club; and B&G Club shall remove its personalty from the Premises within 10 days of the effective date of termination,without charge to FWHS or damages to the Premises. If B&G Club fails to remove its personalty from the Premises within such 10 day period, then following the expiration of 5 days written notice from FWHS to remove said items, any remaining personalty will be deemed abandoned by B&G Club, and FWHS may dispose of any personalty remaining in the Premises in its sole discretion.B&G Club will have waived all claims to possession or compensation for such abandoned property following with expiration of the 5 day written notice. LEASE AGREEMENT PAGE 7 SECTION 12 WAIVER FWHS's waiver of breach of one covenant or condition of this Lease is not a waiver of breach of the others, or of subsequent breach of the one waived. FWHS's acceptance of rent installments after breach is not a waiver of the breach. SECTION 13 EFFECT OF EMINENT DOMAIN PROCEEDINGS Eminent domain proceedings resulting in the condemnation of a part of the Premises leased herein that leave the rest usable by B&G Club for purposes of the business for which the Premises are leased will not terminate the Lease, unless FWMS at its option terminates it by giving 30 days written notice of termination to B&G Club. The effect of such condemnation, should such option not be exercised, will be to terminate the Lease as to the portion of the Premises condemned, and leave it in effect as to the remainder of the Premises. B&G Club's rental for the remainder of the lease term shall in such case be reduced by the amount that the usefulness of the Premises to it for such business purposes is reduced. All compensation awarded in the eminent domain proceedings as a result of such condemnation shall be FWHS's. B&G Club hereby assigns and transfers to FWHS any claim it may have to compensation for damages as a result of such condemnation. SECTION 14 INSURANCE B&G Club agrees to maintain at its own expense during the term of this Lease general liability insurance to cover operation of its business on the Premises, in an amount of at least $100,000.00 per occurrence, $300,000.00 aggregate. Proof of such insurance shall be mailed to FWHS at the address below prior to beginning of the lease term and within 5 days of each annual renewal. B&G Club shall be solely responsible at its own expense to maintain whatever personal property insurance it deems necessary to protect its personalty used in connection with the Premises. FWHS shall provide during any term of this Lease at its own expense insurance to cover the loss of the building and fixtures involved in the Premises. SECTION 15 INDEMNIFICATION B&G Club agrees to indemnify, defend and hold harmless FWHS, its commissioners, officers, employees and agents from any and all claims, demands, expenses, losses, damages and liability of every kind, for injury to or death of any person or for damage to or destruction of any property,arising directly or indirectly out of or in connection with the occupation or possession of the Premises, or the operation of the B&G Club's programs and activities at the Premises. The obligations of the B&G Club under this section shall survive the termination of this Lease. LEASE AGREEMENT PAGE 7 SECTION 16 RENOVATIONS/REMODELING TO LEASED PREMISES A. B&G Club may perform renovations to or remodeling of the Premises, at no cost to FWHS, in order to bring the building into compliance with requirements to adequately accommodate the programs for children at the site, provided that plans for any such renovations or remodeling, including any exterior signage, are submitted to FWHS for review, and approved in writing by FWHS prior to the beginning of any work. FWHS shall have final approval, in its sole discretion,of any and all plans for exterior signage, modifications,remodeling or renovations done to the Premises. B. All work shall be in full compliance with local, city and state ordinances and codes. B&G Club shall provide FWHS with copies of all building permits, architectural/mechanical renderings and drawings, HVAC, mechanical, electrical, plumbing and miscellaneous schematic plans showing the relocation of new locations for service installed under any renovations/remodeling performed as well as approved inspection reports and applicable certificates of occupancy upon completion. C. During any renovation/remodeling work B&G Club shall require its contractor have in force the following policies: (i) Workmen's compensation insurance in statutory limits required by the state of Texas and containing a waiver of subrogation in favor of FWHS;and (ii) Commercial general liability insurance in broad form in an amount of at least $100,000.00 per occurrence, $300,000.00 aggregate, insuring bodily injury liability, property damage liability, independent contractor coverage and completed operations coverage and naming FWHS as an additional insured. D. Upon termination of this Lease, B&G Club shall make such modifications as are necessary, at no cost to FWHS, to return the Premises to full use as a resident's community center and gymnasium. SECTION 17 OWNERSHIP OF IMPROVEMENTS All betterments and improvements in or upon the Premises,made by either party(except B&G Club's personal property, furniture, signs and unattached trade fixtures which may be removed without damage to the Premises) including all affixed lighting fixtures, heating, ventilating and air conditioning equipment, and all pipes, ducts, conduits, wiring, paneling, partitions, floor coverings, railing, mezzanine floors, galleries and the like, shall become the property of FWHS and shall remain upon and be surrendered with the Premises at the expiration or sooner termination of the Lease Term. LEASE AGREEMENT PAGE 7 SECTION 18 MISCELLANEOUS PROVISIONS Texas Law to Apply (a) This agreement shall be governed by the laws of the State of Texas. All of the obligations contained in this Lease are performable in Tarrant County,Texas. Venue of any action brought under this agreement shall be in Tarrant County,Texas. Parties Bound (b) This agreement is binding on and inures to the benefit of the parties hereto and their respective legal representatives,successors,and assigns except as otherwise provided herein. Legal Construction (c) In case one or more provisions contained in this agreement shall for any reason be held to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or unenforceability shall in no way affect, impair,or invalidate any other provision hereof, and such other provision shall remain in full force and effect. Prior Agreements (d) This Lease contains all of the agreements of the parties hereto with respect to any matter covered or mentioned in this Lease,and no prior agreements or understanding pertaining to any such matters will be effective for any purpose.No provision of this Lease may be amended or added to except by an agreement in writing signed by the parties hereto or their respective successors in interest.This Lease shall not be effective or binding on any party until fully executed by both parties hereto. Attorney's Fees (e) If any action or proceeding is brought by either party against the other under this Lease, the prevailing party shall be entitled to recover its expenses and costs,including its attorneys'fees and expert witness fees in such action or proceeding,including costs of appeal, if any, in such amount as the court may adjudge reasonable. Counteniarts.One Agreement (f) This agreement may be executed concurrently in one or more counterparts,each of which shall be deemed an original,but all of which together shall constitute one and the same instrument. Notice (g) Unless otherwise provided herein, any notice, consent, tender, or delivery to be given hereunder by either party to the other must be in writing,and may be effected by personal delivery or by registered or certified mail, postage prepaid, return receipt requested, or by nationally recognized overnight express delivery service,and shall be deemed received as of LEASE AGREEMENT PAGE FWHS: B&G Club: Ms. Mary-Margaret Lemons Ms. Daphne Barlow Stigliano President Chief Executive Officer Fort Worth Housing Solutions Boys and Girls Club of Greater Fort Worth 1201 E. 13'h Street 3218 E. Belknap Fort Worth,Texas 75102 IN WITNESS THEREOF, both parties have caused this Lease to be executed at Fort Worth,Texas,on the indicated date. HOUSING AUTHORITY OF THE CITY OF FORT WORTH, TEXAS d/b/a FORT WORTH � ,f HOUSING SOLUTIONS - � ` BY: June-5,a0�Q Date Mary-Margaret Lemons President BOYS & GIRLS CLUBS OF GREATER FORT WORTH BY: Date Daphne Barlow Stigliano Chief Executive Officer LEASE AGREEMENT PAGE 7 EXHIBIT B X00 0 i r r .. •. M ..somesome.. unoo■ ■■::ii:: 1111■■■ of FORT WORTH HOUSING SOLUTIONS Noes g Wftha Mis W February 11,2019 Boys&Girls Club of Greater Fort Worth 3218 E.Belknap Fort Worth,Texas 76111 ATTN:Ms.Daphne Barlow Stigliano Re:Consent for Sublease of leased premises located at 8124 Calmont,Fort Worth,TX(the "Premises") Dear Ms.Stigliano, Boys&Girls Club of Greater Fort Worth(`B&G Club")and Fort Worth Housing Solutions entered into that certain Lease Agreement dated June 4,2018 for the above referenced Premises. B&G Club wishes to sublease approximately 453 square feet of the Premises to the Fort Worth Public Library for use as a library. B&G Club has requested Fort Worth Housing Solutions'("FWHS")permission to sublease a portion of the Premises referenced above to the Fort Worth Public Library. FWHS hereby grants its consent for such sublease,subject to B&G Club and the City of Fort Worth entering into the Sublease Agreement attached as an exhibit to this letter. HOUSING AUTHORITY OF THE CITY OF FORT WORTH,TEXAS d/b/a FORT WORTH HOUSING SOLUTIONS, a Texas public housing authority 'MMOJ LM6o� By: MM-- M1Jy-N4ar-ga-nW-tL s,President 1.�1 THE STATE OF TEXAS § COUNTY OF TARRANT § SUBLEASE AGREEMENT This Sublease Agreement(the"Agreement")is made and entered into to be effective as of the day of ,2019,by and between the Boys and Girls Club of Greater Fort Worth,a domestic non-profit corporation(the"B&G Club')and the City of Fort Worth,Texas,a home-rule municipal corporation("CITY'),individually referred to as"Party" and collectively referred to as"Parties." WHEREAS, the B&G CLUB entered into a lease on June 5, 2018, ("Lease'), which is attached hereto as Exhibit A,with the Housing Authority of the City of Fort Worth,Texas d/b/a Fort Worth Housing Solutions ("Housing Solutions')for the use of approximately 1500 square feet of vacant clubhouse space located at 8124 Calmont,Fort Worth,Texas 76116("Property"); and WHEREAS, the Lease provides certain rights and responsibilities to B&G Club for the Property;and WHEREAS, the section 10 of the Lease requires that Housing Solutions provide written permission for any sublease of the Property;and WHEREAS, Housing Solutions has provided the necessary written permission, attached hereto as Exhibit B, for B&G Club to sublease a portion of the Property to the City for the purposes described herein;and WHEREAS,the CITY and B&G Club believe that having a library space available to the public on the Property is beneficial for the community and public of the City of Fort Worth;and WHEREAS,the City and B&G Club are entering into this sublease to provide a portion of the Property ("Subleased Facilities") for the City to use as a library location, which is more fully described in Exhibit C;and WHEREAS, the B&G CLUB has agreed to permit the public use of the Subleased Facilities upon the terms and conditions set forth herein;and WHEREAS, the B&G CLUB and CITY desire to define and set forth their respective duties and obligations with respect to the Property and Subleased Facilities by this Agreement. NOW THEREFORE, in consideration of the mutual covenants and agreements herein set forth,the recitals set forth above,which are not recitals only but form part of this Agreement,and other good and valuable consideration, including CITY's obligation to pay certain costs provided for herein,the B&G CLUB and CITY do hereby agree as follows: 1. Sublease of the Facilities. SUBLEASE AGREEMENT-B&G CLUB-CAMBRIDGE COURT PAGE A. In consideration of the obligation of CITY to pay certain costs as explicitly herein provided and the other terms, provisions, and covenants hereof, the B&G CLUB hereby demises and subleases to CITY, and CITY hereby takes and subleases from the B&G CLUB the Subleased Facilities immediately upon execution of this Agreement. B&G CLUB covenants that CITY shall peaceably and quietly enjoy the exclusive right to the Subleased Facilities during the Term of this Agreement or as it may be extended. B. The Subleased Facilities shall be used as a library during the Term of this Agreement.This can include support areas for City staff. C. City staff"shall be allowed to use the bathroom located in the B&G Club Facilities. D. The Parties understand that this Agreement shall in no way alter any rights or duties of B&G Club under the Lease. This Agreement shall only be used to determine the rights and duties as between the B&G Club and the City. 2. Consideration. A. City shall operate the Subleased Facility as a library during the Term of this Agreement. City shall pay the specified portion of the identified utilities in subsection B of this section and in accordance with the terms included in subsection C of this section. B. City shall pay B&G Club twenty-one(21°/O)percent of the monthly fee for janitorial services, which shall include all trash removal, upkeep, and cleaning of the Subleased Facility.The Parties at the time of execution understand the total amount to be approximately six hundred dollars ($600.00) for the entire Property. B&G Club shall provide City with thirty (30) days written notice of any price increase for Janitorial services. City shall pay B&G Club twenty-one (211/o)percent of any electricity bill for the Subleased Facilities for which B&G Club has actually paid. City shall not pay any portion of a bill that includes electrical service for a portion of the Property that is not included in Exhibit C. C. City shall pay B&G Club within thirty (30) days of receiving a correct invoice for Janitorial or Electrical services.All invoices must be provided to City within thirty(30)days of the date of the bill. The City shall have no liability to pay any portion of any bill that is not presented to the City within thirty(30)days of the date of the bill. D. City shall not be liable for any other payments to B&G Club of any kind or character for any use or services at the Subleased Facilities. 3. Term and Termination. A. The term of this Agreement shall begin upon the execution of this Agreement and shall continue until May 31, 2019,unless earlier terminated pursuant to the provisions of this Agreement. B. Thereafter, this Agreement shall automatically renew on a month-to- SUBLEASE AGREEMENT—B&G CLUB-CAMBRIDGE COURT PAGE 2 month basis, subject to termination by either Party as included herein. Any such use by CITY after the Initial Term or termination shall be (i) subject to the terms of this Agreement, and(ii)deemed to be a month-to-month tenancy. Any extension under this section and the Initial Term are collectively referred to as"Term." C. At any time during the Term, City may terminate this Agreement with thirty (30) days written notice to B&G Club. At any time during the term, and in the event that the Lease is terminated, B&G Club may terminate this Agreement by providing City with thirty(30)days written notice. D. CITY's or B&G CLUB's failure to perform or observe any covenant or condition of this Agreement shall, if continuing ninety (90) days after written notice thereof to the other Party shall constitute an"Event of Default"hereunder. E. This Agreement and the Term are subject to the limitation that if and whenever any Event of Default by CITY shall occur,the B&G CLUB may, at its option, terminate this Agreement, in which event CITY shall surrender possession of the Subleased Facilities to the B&G CLUB, and in connection therewith the B&G CLUB may enter upon and take possession of the Subleased Facilities and expel or remove CITY after CITY receives written notice of such Event of Default. F. In the event the B&G CLUB elects to terminate this Agreement by reason of an Event of Default by CITY,then,notwithstanding such termination,CITY shall not be liable to the B&G CLUB for any indebtedness accrued after the date of such termination. City shall only be liable for twenty-one(21%)of a pro-rated portion of the bills for janitorial services and electricity for the month in which this Agreement is Terminated.As an example,if this Agreement is terminated on the fifth day of the month, the City would only be liable for twenty-one (21%) of the cost of services for the first five days of the month. 5. Security_Deposit. The B&G CLUB and CITY each acknowledge and agree that no security deposit for the Leased Facilities has been received by the B&G CLUB from CITY, and therefore, the B&G CLUB shall have no obligation to refund any such amounts to CITY upon the termination of this Agreement. 6. Utilities. B&G CLUB shall be responsible for the payment of all utility charges associated with the operation and maintenance of the Improvements, including any required deposits. If B&G CLUB does not maintain the utilities,the CITY may do so, and B&G CLUB agrees to reimburse the CITY for any and all such costs. If B&G CLUB does not reimburse the CITY for such utilities,the CITY may consider it a default of this Agreement and terminate this Agreement and receive reimbursement in accordance with Section 15(D) of this Agreement. Nothing in this section shall impact the enforceability of Section Two(2)of this Agreement. 7. Taxes. B&G CLUB shall be responsible for the payment of any ad valorem taxes attributable to the Property,the Subleased Facilities,and any improvements. 8. Repairs, Maintenance, and Security of Leased Facilities. B&G CLUB agrees to SUBLEASE AGREEMKW-B&G CLUB-CAMBRIDGE COURT PAGE 3 maintain the Subleased Facilities in good and working condition at all times. B&G CLUB expressly acknowledges and agrees to make all repairs and perform all maintenance to the Subleased Facilities, including any capital repairs, routine maintenance, or providing toiletries for staff use. B&G CLUB will also be responsible for securing the Subleased Facilities. 9. Alterations and Improvements. CITY shall make no alterations or improvements to the Subleased Facilities without the prior written consent of the B&G CLUB after receipt and review of plans. 11. Insurance. A. B&G CLUB agrees to insure the Subleased Facilities and any improvements during the Term of this Agreement. Such insurance shall provide protection for liability,fire and casualty,and property damage for the Subleased Facilities and any improvements. B&G CLUB shall list CITY as an additional insured on the applicable insurance policy. Verification of this coverage shall be provided to CITY prior to the execution of this Agreement. CITY assumes no liability or financial obligation for the acquisition or maintenance of such insurance;all costs incurred during the course of insuring the Subleased Facilities and any improvements shall be borne solely by the B&G CLUB. B. CITY is a self-funded entity and as such may not maintain a commercial liability insurance policy to cover premises liability. Damages for which CITY would ultimately be found liable would be paid directly and primarily by the CITY and not by a commercial insurance company. C. In the event the Subleased Facilities or any improvements are damaged or destroyed by fire or other casualty for which insurance is maintained by B&G CLUB, B&G CLUB shall proceed with reasonable diligence, at its sole cost and expense, to rebuild and repair the Subleased Facilities and any improvements within a reasonable time. However, if B&G CLUB decides not to rebuild or repair the damaged Subleased Facilities and any improvements or fails to do so within a reasonable time,B&G CLUB agrees that this Agreement may be immediately terminated by City. 12. Indemnity. A. B&G Club agrees to indemnify, defend, and hold harmless the City and its agents, attorneys, employees, contractors, representatives, officers, employees, and agents from any and all claims, assertions, demands, expenses, losses, damages,and liability of every kind,for injury to or death of any person or for damage to or destruction of any property. arising out of or in connection with this Agreement except to the extent that the loss or injury was solely caused by the act or inaction of City or its employees. B. This section shall survive the expiration or termination of this Agreement. 13. Environmental Matters. SUBLEASE AGREEMENT-B&G CLuB-CAMB1tIDGE CouAT PAGE A. For purposes of this Agreement, "Hazardous Materials" means and includes those substances deemed hazardous, toxic or dangerous under any Hazardous Material Law (defined below), including, without limitation, asbestos or any substance containing asbestos, the group of organic compounds known as polychlorinated biphenyls,flammable explosives,radioactive materials,chemicals known to cause cancer or reproductive toxicity, pollutants, effluents, petroleum and fuels derived therefrom, contaminants, emissions or related materials,and any items included in the definition of hazardous or toxic waste, materials, chemical compounds or substances under any Hazardous Material Law. "Hazardous Material Laws" collectively means and includes any present or future local, state or federal law or treaty, and any amendments thereto, including any common law doctrine of liability, relating to the environment, environmental protection or environmental conditions, including, without limitation, (i) the Endangered Species Act of 1973, 16 U.S.C. §§ 1531 et seq. ("ESA"), as amended from time to time; (ii) the Solid Waste Disposal Act, 42 U.S.C. §§ 6901 et seq., as amended from time to time, including, without limitation, as amended by the Resource Conservation and Recovery Act of 1976 ("RCRA')and the Hazardous and Solid Waste Amendment of 1984; (iii) the Comprehensive Environmental Response, Compensation and Liability Act of 1980 ("CERCLA'j, 42 U.S.C. §§ 9601 et seq., as amended from time to time, including, without limitation, as amended by the Superfund Amendments and Reauthorization Act of 1986("SARA'); (iv)the Federal Water Pollution Prevention and Control Act, 33 U.S.C. §§ 1251 et seq., as amended from time to time; (v)the Air Pollution Prevention and Control Act,42 U.S.C. §§ 7401 et seq.,as amended from time to time; (vi) the Toxic Substances Control Act, 15 U.S.C. §§ 2601 et seq., as amended from time to time; (vii) the Safe Drinking Water Act, 42 U.S.C. §§ 300f-300j, as amended from time to time;(viii)the Texas Hazard Communication Act,Tex. Health& Safety Code §§ 502.001 et seq., as amended from time to time; (ix) the Texas Solid Waste Disposal Act, Tex. Health& Safety Code §§ 361.001, et seq., as amended from time to time;(x)Chapter 26 of the Texas Water Code,as amended from time to time;(xi) the Texas Clean Air Act, Tex. Health & Safety Code §§ 382.001, et seq., as amended from time to time; and (xii) all rules, regulations, orders and decrees now or hereafter promulgated under any Hazardous Material Law. B. CITY and B&G CLUB shall not allow or permit the Subleased Facilities to be used for the handling, transportation, storage, treatment or other use of any Hazardous Material. 14. Assignment.Encumbrance or Sale of Subleased Facilities. CITY will not mortgage,pledge, encumber or assign this Agreement or sublet the Subleased Facilities, in whole or in part,to any person,firm,or corporation. B&G CLUB shall not assign this Agreement or encumber the Leased Facilities without first receiving the CITY's written consent,which will not be unreasonably withheld. 15. Defaults and Remedies. All rights, options, and remedies of the Parties contained in this Agreement shall be construed and held to be cumulative and the exercise of one or more rights,remedies,or options shall not be taken to exclude or waive the right to the exercise of any other. All such rights, remedies, and options may be exercised and enforced concurrently and whenever and as often as deemed desirable. SUBLEASE AGREEMENT-B&G CLUB-CAMBRIDGE COURT PAGE 5 The Parties shall have the right to pursue any one or all of such remedies that may be provided herein or by law or in equity. 16. Notices. A. All notices to the B&G CLUB shall be sent to: Randall Thorpe Las Vegas Trail Branch Director rthorpe@becgtc.org 817-420-0656 Matt Sinclair Branch Site Director msinclair@becgtc.org 817-720-9371 B. All notices to CITY shall be sent to: Marilyn Marvin Assistant Library Director—System Wide Services Marilyn.Marvin@fortworthtexas.gov 817-392-7708 Michele Gorman Assistant Library Director—Public Services Michele.Gorman@fortworthtexas.gov 817-392-7712 City of Fort Worth Property Management Department 900 Monroe Street,Suite 400 Fort Worth,Texas 76102 With a copy to: City of Fort Worth City Attorney's Office 200 Texas Street Fort Worth,Texas 76102 Attn:City Attorney C. Mailing of all notices under this Agreement shall be deemed sufficient if mailed certified, return receipt requested and addressed as specified herein to the other Party's address. All time periods related to any notice requirements specified in this Agreement shall commence upon the terms specified in the section requiring the notice. SUBLEASE AGREEMENT-B&G CLUB-CAMBRIDGE COURT PAGE 6 In the absence of any such provision, notice shall be deemed effective on the earlier of actual receipt or three(3)days after mailing. 17. Entire Agreement; Modification. This Agreement shall constitute the entire agreement of the B&G CLUB and CITY, and shall supersede any prior agreements, either oral or written, pertaining to the Leased Facilities. This Agreement cannot be changed or modified orally,but only by an instrument in writing signed by both Parties. 18. Waivers. One or more waivers of any covenant, term, or condition of this Agreement by either the B&G CLUB or CITY shall not be construed as a waiver of a subsequent breach of the same covenant,term,or condition. The consent or approval by either the B&G CLUB or CITY to or of any act by the other Party requiring such consent or approval shall not be deemed a waiver or render unnecessary consent to or approval of any subsequent similar act. 19. No Partnershiv. No provisions of this Agreement shall be deemed or construed to constitute a partnership or joint venture. CITY shall have no express or implied right or authority to assume or create any obligations on behalf of or in the name of the B&G CLUB.B&G Club shall have no express or implied right or authority to assume or create any obligations on behalf of or in the name of the City. 20. Choice of Law:Venue. This Agreement and the relationship created hereby shall be governed by the laws of the State of Texas. Exclusive venue for any action brought to interpret or enforce the terms of this Agreement or for any breach shall be in Tarrant County,Texas. 21. Construction. A. Whenever used herein the singular number shall include the plural and the plural number shall include the singular. Whenever used herein the masculine gender shall include the feminine and neuter genders and the neuter gender shall refer to any gender. B. Section headings used in this Agreement are intended for convenience only and not necessarily to describe the intent of a particular Section and therefore shall not be construed as limiting the effect of any provision of this Agreement. C. This Agreement shall be deemed drafted equally by all Parties hereto. The language of all parts of this Agreement shall be construed as a whole according to its fair meaning, and any presumptions or principle that the language herein is to be construed against any Party shall not apply. 22. Governmental Powers. It is understood and agreed that by execution of this Agreement, CITY does not waive or surrender any of its governmental powers or immunities. 23. Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original, but all of which together shall constitute one SUBLEASE AGREEMEYr-B&G CLUB-CAmnmE COURT PAGE 7 and the same instrument. 24. Effectiveness. This Agreement shall become effective and binding upon its execution by all Parties. 25. Right to Audit. B&G CLUB agrees that CITY shall,until the expiration of three (3) years after final payment under this Agreement, or the final conclusion of any audit commenced during the said three (3) years, have access to and the right to examine at reasonable times any directly pertinent books, documents, papers and records of B&G CLUB involving transactions relating to this Agreement at no additional cost to CITY. B&G CLUB agrees that CITY shall have access during normal working hours to all necessary B&G CLUB facilities and shall be provided adequate and appropriate work space in order to conduct audits in compliance with the provisions of this section. CITY shall give B&G CLUB reasonable advance notice of intended audits. 26. Compliance with Laws. B&G CLUB shall comply with all applicable local or general regulations, federal, state and local laws and ordinances, as well as lawful requirements of all competent authorities. 27. Quiet Enjoyment. B&G CLUB covenants that if and so long as CITY performs the terms,covenants,and conditions required on CITY's part by this Agreement,CITY shall peaceably and quietly have,hold and enjoy the Subleased Facilities for the Term of this Agreement,subject to the provisions of this Agreement. 28. Liens. Neither B&G CLUB nor CITY shall create any liens against the Leased Facilities. If any lien is created or filed against the Subleased Facilities,the Party causing the lien shall have the lien discharged within ten (10) days after the filing thereof at its sole expense. 29. No Third Party Beneficiary. For purposes of this Agreement,the Parties specifically agree that the Agreement only affects matters between the Parties to this Agreement,and is in no way intended by the Parties to benefit or otherwise affect any third person or entity,except to the extent of the public's use of the Subleased Facilities. 30. Authority to Execute. The individuals executing this Agreement on behalf of the respective Parties below represent to each other and to others that all appropriate and necessary action has been taken to authorize the individual who is executing this Agreement to do so for and on behalf of the Party for which his or her signature appears, that there are no other parties or entities required to execute this Agreement in order for the same to be an authorized and binding agreement on the Party for whom the individual is signing this Agreement and that each individual affixing his or her signature hereto is authorized to do so,and such authorization is valid and effective on the date hereof. 31. Savings/Severability. In case any one or more of the provisions contained in this agreement shall for any reason be held to be invalid, illegal, or unenforceable in any respect,such invalidity,illegality or unenforceability shall not affect any other provision thereof,and this Agreement shall be construed as if such invalid,illegal,or unenforceable provision bad never been contained herein. SUBLEASE AGREEMENT-B&G CLUB-CAMBRIDGE COURT PAGE 8 32. Holdover. Any holding over by CITY after the expiration or termination of this Agreement shall deem CITY as a month-to-month tenant until such time as either Party provides the other Party a thirty (30) day written notice to vacate the Leased Facilities. During any holdover period after the Initial Term or, if earlier, termination of this Agreement, CITY shall pay to the B&G CLUB as rent for the Leased Facilities the sum of ONE DOLLAR AND NO CENTS($1.00)per month on or before the first day of each month. Such installments of rent shall be paid to the B&G CLUB without demand at the address specified in Section 16 above, or as elsewhere designated from time to time by written notice from the B&G CLUB to CITY. 33. Force Majeure. The Parties shall be excused for the period of any delay in the performance of any obligations hereunder when prevented from doing so by cause or causes beyond the Parties' absolute control, which shall include, without limitation, all labor disputes, civil commotion, civil disorder, riot, civil disturbance, war, war-like operations, invasion, rebellion, hostilities, military or usurped power, sabotage, governmental regulations,orders,moratoriums or controls,fire or other casualty,inability to obtain any material,services or financing or Acts of God. 34. Independent Contractor. It is expressly understood and agreed that the Parties shall perform their obligations and responsibilities hereunder as independent contractors and not as an officer, agent, representative or employee of the other Party; that each Party shall have exclusive control of and the exclusive right to control the details of their obligations and responsibilities and all persons performing same;that each Party shall be solely responsible for the acts or omissions of its officers, agents, employees or other persons under its supervision, management and control; that the doctrine of respondeat superior shall not apply as between City and B&G CLUB;and that nothing herein shall be construed as creating a partnership or joint enterprise between City and B&G CLUB. Any intention to create a joint venture or partnership relation between the Parties hereto is hereby expressly disclaimed. SIGNED this day of .2018. B&G CLUB: By: Daphne Barlow Stigliano President and CEO CITY: CITY OF FORT WORTH,TEXAS, a home-rule municipal corporation By: Name: Jesus J.Chapa SUBLEASE AGREEMENT-B&G CLUB-CAMBRIDGE COURT PAGE 9 Title: Assistant City Manager Approved as to Form and Legality: Jo Ann Pate Assistant City Attorney 1295: Attest: City Secretary M&C: Date: City of Fort Worth Contra S16`) -fJA5 By signing I acknowledge th for the monitoring and admv ensuring all performance anc Marilyn Marvin Assistant Director of the Library Department SUBLEASE AGREEMENT-B&G CLUB-CAMBRIDGE COURT PAGE 10 STATE OF TEXAS § COUNTY OF TARRANT § The foregoing instrument was acknowledged before me on 2018, by <NAME>, of the Boys and Girls Club of greater Fort Worth, a domestic non-profit corporation,on behalf of such corporation. Notary Public—State of Texas STATE OF TEXAS § COUNTY OF § The foregoing instrument was acknowledged before me on this day of , 2018, by Jesus J. Chapa, Assistant City Manager, of City of Fort Worth, Texas,a home-rule municipal corporation of the State of Texas,on behalf of said corporation. Notary Public—State of Texas SUBLEASE AGRmmnmr—13&G CLUB-CAMBRIDGE COURT PAGE 11 i I I I i C1%Mls f m Room ym POOL SIDE MDE i I t / F �� a r� t i V COMna 00 o"//���r�la V W �B �0 I_ lF (Q NORTH puSE PLAN 42 HCLUBH City of Fort Worth, Texas Mayor and Council Communication COUNCIL ACTION: Approved on 2/12/2019 DATE: Tuesday,February 12,2019 REFERENCE NO.: **C-29041 LOG NAME: 84SUB-LEASE AGREEMENT WITH CAMBRIDGE COURT APARTMENTS SUBJECT: Authorize Negotiation and Execution of a S.ub-Lease Agreement with the Boys &Girls Club of Greater Tarrant County for Use of Approximately 453 Square Feet of Space within the Cambridge Court Apartments Clubhouse Located at 8124 Calmont Drive,Fort Worth, Texas,to Provide Library Services (COUNCIL DISTRICT 3) RECOMMENDATION: It is recommended that the City Council authorize the negotiation and execution of a Sub-Lease Agreement with the Boys&Girls Club of Greater Tarrant County for use of Approximately 453 square feet of space within the Cambridge Court Apartments clubhouse located at 8124 Calmont Drive,Fort Worth, Texas,to provide library services. DISCUSSION: The purpose of this Mayor and Council communication is to authorize the negotiation and execution of a sub-lease agreement with Boys&Girls Club of Greater Tarrant County (BGCGTC)for the use of space within the Cambridge Court Apartments clubhouse to support and supplement afterschool programming being provided by BGCGTC. BGCGTC has entered into a Lease Agreement with Fort Worth Housing Solutions (FWHS)for the use of 2,154 square feet of space within the apartment community's clubhouse to provide afterschool programming that includes recreation,education,and leadership training. BGCGTC and the City of Fort Worth Public Library are partnering to provide services to the Las Vegas Trail community. Services to be offered by the Library will include a small collection,public computers,Wi-Fi,and programs. 4 The City will not be charged a monthly lease but will be responsible for the following: • 21%of electric and janitorial services monthly invoices based on the total building size of 2,154 square feet. • Provide and pay for the library's internet service The lease can be terminated with 30-days written notice to the sub-lessor The sublease will begin upon execution and cWtinue until May 31,2019.After the Wtial term,the sublease will continue on a month-to-morlh basis until terminated by the parties,_ _ - FISCAL INFORMATION/CERTIFICATION: The Director of Finance certifies that upon approval of the above recommendation,funds are available in the current operating budget,as appropriated,of the General Fund and that prior to an expenditure being made, the participating Department has the responsibility to validate the availability of funds. ___-_. _ - _ FUND IDENTIFIERS (FIDs): To Department Account Project Program Activity Budget Reference# Amount Fund ID ID year (Chartfield 2) FROM Department Account Project Program Activity Budget Reference Amount # Fund ID ID year (Chartfield 2) CERTIFICATIONS: Submitted for City Manager's Office by: Jay Chapa (5804) Originating Department Head: Manya Shorr (7706) Additional Information Contact: Marilyn Marvin (7708) ATTACHMENTS 1. 84SUB-LEASE AGREEMENT WITH CAMBRIDGE COURT APARTMENTS_FID.pdf (CFw Intemal) 2. Boys Girls Club 1295 Redacted.pdf (Public)