HomeMy WebLinkAboutContract 52145 CITY SECRETARY
CONTRACT N0._ �5
LEASE AND MANAGEMENT AGREEMENT
WITH
LVTRISE, INC.
FOR CALMONT PARK COMMUNITY CENTER
THIS LEASE AND MANAGEMENT AGREEMENT ("Agreement") is made
and entered into by and between the CITY OF FORT WORTH, a Texas municipal
corporation ("City"), acting herein by and through Fernando Costa, its duly authorized
Assistant City Manager, and the LVTRISE, INC., a Texas nonprofit corporation
("LVTRise"), acting by and through its officers duly authorized by its Board of Directors.
RECITALS
WHEREAS, in order to serve its citizens of the City with a community center for
recreation, meeting space and other traditional and progressive recreational and
community service programs, the City purchased 5.033 acres of land, more or less, and
improvements, being all of Lot D, Block 6, West Plaza Addition, City of Fort Worth,
Tarrant County, Texas, also known as 8201 Calmont Avenue, Tarrant County, Texas,
76107, from YMCA of Metropolitan Fort Worth ("Property"), and dedicated 4.343 acres
of the Property as park land(M&C L-16192, March 19, 2019); and
WHEREAS, the Property is improved by two buildings containing in the
aggregate 12,650 square feet, a parking lot,: and recreation amenities (collectively, the
"Facility") and the Property and the Facility are referred to collectively herein as the
"Premises";
WHEREAS, LVTRise has coordinated a partnership of private companies,
human service organizations and government agencies dedicated to improving the lives
of people living in the Las Vegas Trail area, and partners are committed to providing
resources and financial support for LVTRise's program objectives that focus on
education, public safety, delivery of social services, economic development, and health
and wellness; and
WHEREAS, the bylaws for LVTRise provides for one (1) place on the Board of
Directors for LVTRise that is reserved for an individual appointed by the Fort Worth City
Council ("City Council Appointed Director"), and in Resolution 5023-12-2018, the
Fort Worth City Council appointed Dr. Brian Byrd, Councilmember, to that position in
order to further the City's and the public's interests in the revitalization of the Las Vegas
Trail area and the management of the community center; and
WHEREAS, the City recognizes the value and importance of the work performed
by LVTRise in the I.as Vegas Trail community to date in conducting and coordinated
outreach and services for citizens of west Fort Worth through its mobile facilities; and
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WHEREAS, the citizens of the City will derive substantial benefits from the
activities and programs to be provided and conducted by LVTRise for City's residents on
the Premises; and
WHEREAS, it is the mutual desire of the City and LVTRise that the Premises be
occupied and managed by LVTRise for the primary use of offering and conducting of
community-based programming as contemplated by this Agreement and in accordance
with its terms and conditions;
WHEREAS, the Facility is in need of renovation in order to accommodate new
programming needs, address ADA accessibility, and perform capital upgrades, including,
but not limited to, roof and HVAC replacement on the two buildings and it is the intent of
the parties to perform certain improvements to the Buildings in phases, as described in
more detail herein, with LVTRise continuing to occupy the portion of the Premises not
under renovation while performing management functions, and providing services and
programming; and
WHEREAS, it is the intent of the parties to have significant private investment in
the Facility and the programming of the community center, and the costs of the operating,
maintenance and programming shall be shared as set forth herein.
NOW THEREFORE, in consideration of the covenants and agreements
contained in this Agreement, the City and LVTRise hereby agree as follows:
ARTICLE 1. LEASE OF PREMISES
1.01 Lease of Premises. In consideration of a Ten Dollar and 00/100
($10.00) annual rent and the commitments made herein by City and LVTRise and the
mutual terms and covenants of this Agreement, and other good and valuable
consideration, City demises and leases to LVTRise, and LVTRise leases from City the
Premises, consisting of(a) the Property, as legally described on Exhibit "A" attached to
this Agreement, and (b) the Facility, which shall include any improvements to the
Facility or on the Property, or to be constructed on the Property throughout the term of
this Agreement. This Agreement is subject to all existing easements for public roads,
highways, public utilities, pipelines and electrical transmission lines or any other
easements of record.
1.02 Park Land. LVTRise acknowledges and understands that 4.343 acres of
the Property is dedicated park land (the "Park"), as shown on Exhibit `B", attached to
this Agreement and incorporated herein for all purposes (the "Park"). As park land, the
Park is subject to certain state and local laws, ordinances, and policies, and must be used
for recreational purposes, and LVTRise agrees to comply with all such applicable laws,
ordinances, and policies.
1.03 General Use Property. LVTRise acknowledges and understands that the
approximately 0.69 acre portion of the Property that is not part of the Park (the "General
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LVTRise—Catmont Park Community Center
Page 2
Use Property"), as shown on Exhibit "B", attached to this Agreement and incorporated
herein for all purposes, is currently included in this Agreement as part of the Premises,
but is intended by the City to be preserved for future growth opportunities aligned with
the LVTRise project or with other public purposes that are not park uses. Therefore, this
Agreement is terminable as to the General Use Property by City upon thirty (30) days'
written notice (the "General Use Property Termination"), with the Agreement
remaining in full force and effect for the Park, and with the definition of Premises and
Facility thereafter such General Use Property Termination including only the Park and all
site improvements on the Park, subject to any other valid expiration or termination of this
Agreement pursuant to Article 11. LVTRise shall not hold out, call, characterize,
publicize, or use the General Use Property as park land.
1.04 Cost of Operations. LVTRise shall be responsible for all costs
associated with the operation, maintenance and programming of the Facility, except as
follows:
(i) City shall contribute up to $170,000.00 annually for three years for
operations and programming ("City Operating Funds"), provided that in no
event shall the amount paid under the City Operating Funds exceed one-half of
the total costs for operations and programming. City shall pay the City Operating
Funds to LVTRise quarterly.
(d) City shall set aside in City's own accounts $130,000.00 annually for
three years to fund capital maintenance and repairs to the buildings and site
related improvements.
The City's funding commitments herein are subject to annual appropriations by
the Fort Worth City Council.
ARTICLE 2. LEASE TERM
2.01 Initial Term. The initial term of this Agreement ("Initial Term") shall
commence upon April 1, 2019 ("Commencement Date"), and shall continue for a period
of five (5) years from the date of acceptance by LVTRise.
2.02 Renewal Terms. This Agreements shall renew automatically for
successive one-year terms (each being a "Renewal Term") unless either party gives the
other party written notice of non-renewal within sixty (60) days of the end of the then-
current term, whether the Initial Term or any Renewal Term.
2.03 Holdover Tenancy. Unless terminated earlier by either party pursuant to
a right hereunder, this Agreement will expire without further notice when the Initial Term
and any properly exercised Renewal Term ("Expiration") expires. Any holding over by
LVTRise after the Expiration will not constitute a renewal of the Agreement or give
LVTRise any rights under the Agreement in or to the Premises, except as a tenant at will.
ARTICLE 3. USE OF LEASED PREMISES
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LVTRise—Calmont Park Community Center
Page 3
3.01 Recreational Use of Premises. The use of the Premises shall include
recreational activities and LVTRise agrees to offer recreation programs designed to
educate participants on the importance of healthy living. Course offerings include, but are
not limited to, swimming and water safety (coordinated off-site with YMCA), aerobics,
YOGA, strength training, and a variety of sports activities ("Recreational Activities").
LVTRise shall maintain documentation supporting the programming and events that are
Recreational Activities. YMCA shall not be charged rent for use of the Property to
conduct Recreational Activities. LVTRise understands and agrees that the failure to
program and hold Recreational Activities is an event of default that could result in
termination of this Lease pursuant to Article 11. LVTRise shall provide requested
information and reports to City quarterly relating to the Recreational Activities and the
use of the Premises. LVTRise shall keep copies of all such documentation for three (3)
years after the termination of this Agreement.
This Section 3.01 shall survive the termination or Expiration of this Lease
Agreement.
3.02 General Use of Premises. LVTRise may use the Premises only for the
purpose of operating the Facility to offer, conduct and operate recreation, wellness, youth
and family programs, education, public safety, delivery of social services, economic
development, and health and wellness, and related activities, and for no other purpose
without the prior written consent of City. The City has the right to monitor use of the
building at any point in time during the lease term. LVTRise shall commence operating
the Facility for the public within five (5) business days of the Commencement Date.
LVTRise shall have the Facility open, at minimum, Monday through Friday between the
hours of 8:00 a.m. and 5:00 p.m for activities and meetings, unless otherwise agreed to in
writing by the parties. LVTRise acknowledges hours of operation will be extended to
accommodate afterschool programs and other evening program objectives. City reserves
the right to use meeting space in the Facility one time per month. LVTRise shall utilize
the City's Community Center fee waiver policy for City use of the Facility, provided that
the City agrees to pay LVTRise the customary rental fees for use of the Facility at any
time when the Facility is normally closed. Scheduling will be coordinated through
LVTRise to prevent conflict with regularly scheduled programs of LVTRise.
3.03 Illegal Use Not Permitted. LVTRise may not use any part of the
Premises for any use or purpose that violates any applicable law, regulation, or ordinance
of the United States, the State of Texas, the County of Tarrant, or the City of Fort Worth,
or other lawful authority with jurisdiction over the Premises.
3.04 No Hazardous Materials. Under no circumstances during the term of this
Lease will LVTRise use or cause to be used on the Premises any hazardous or toxic
substances or materials, or store or dispose of any such substances or materials on the
Premises, other than de minir is quantities of household cleaning materials and office
supplies use in the ordinary course of LVTRise's operations and that are used, kept and
disposed of in compliance with applicable law
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3.05 Condition of Premises. LVTRise taking possession of the Premises shall
mean that LVTRise accepts the Premises in their present condition, finds them suitable
for the purposes intended, and further acknowledges that it is thoroughly familiar with
such condition by reason of a personal inspection and does not rely on any
representations by City as to the condition of the Premises or their suitability for the
purposes intended, subject, however, to (i) the City's maintenance, alterations,
improvements, repair and correction obligations as provided in this Agreement, (ii)
correction by the City of defects in equipment, materials and workmanship brought to the
City's attention in writing within one year from the Substantial Completion Date, as
defined herein, and (iii) City's express warranties as provided below. LVTRise accepts
the property herein described subject to all previous recorded easements, if any, that may
have been granted on, along, over, under or across said property, and releases City from
any and all damages, claims for damages, loss or liabilities that may be caused to all
invitees, licensees, or trespassers by reason of the exercise of such rights or privileges
granted in said easements. Notwithstanding anything herein to the contrary, the parties
acknowledge that the Work, as defined herein, is still to be completed by City.
3.06 Zoning, Restrictions and other laws. The Premises are subject to any
statement of facts which an accurate survey or physical inspection might show, all
zoning, restrictions, regulations, rulings and ordinances, building restrictions, and other
laws and restrictions now in effect or hereafter adopted by any governmental authority
having jurisdiction.
3.07 Fees. When deemed necessary by the Board of Directors of LVTRise to
defray costs of special activities, and provided LVTRise is in compliance with meeting
the requirement for Recreational Activities, fees may be imposed for participation in
programs and activities conducted by LVTRise at or from the Premises and/or for use of
the Facility. Fees for memberships and programs shall be priced in accordance with fees
established by LVTRise for community centers of similar size and amenities located in
the City of Fort Worth and consistent with LVTRise's goal to permit participation by all
socio-economic groups. All membership fees to Fort Worth residents using the Facility
shall be discounted by an amount no less than ten percent (10%) of the then-current
membership fees solely for the Facility. Schedule of fees must be provided to City
quarterly. Fees shall be approved by City; approval shall not be unreasonably withheld.
Should LVTRise charge for services provided throughout or access to the Premises, these
fees shall only be used for the operation of the Facility, unless approved by the City in
writing prior to use of the fees for other expenses.
3.08 Fire Code Inspections. LVTRise will permit City's Fire Marshal or his or
her authorized agents to inspect the Premises and LVTRise and City will comply with all
requirements of the Fire Marshal or his or her authorized agents that are necessary to
bring the Premises into compliance with City of Fort Worth Fire Code and Building Code
provisions regarding fire safety, as such provisions exist or may hereafter be amended
subject to City's maintenance and repair obligations under Article 5 below. LVTRise
shall maintain in proper condition accessible fire extinguishers of a number and type
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approved by the Fire Marshal or his or her authorized agents for the particular hazard
involved.
3.09 Ownership of Equipment and Furniture. No City funds shall be used to
acquire equipment and furniture to be used by LVTRise in operation of the facility and its
programming/service activities. LVTRise shall own all equipment and furniture
purchased by it for delivery of such programming. LVTRise, at its sole cost and expense
shall be responsible for repair and/or replacement of said furniture and equipment during
the term of the Agreement.
3.10 Ownership of Building and Fixtures. City shall own the Facility and all
fixtures attached thereto. The Facility and any other buildings, improvements, additions,
alterations, and fixtures (except furniture, movable equipment, and trade fixtures)
constructed, placed, or maintained on any part of the Premises during the Term are
considered part of the real property of the Premises and must remain on the Premises and
title to all permanent improvements on the Premises shall vest in City.
3.11 Recordkeeping and Reporting. In addition to any other records required
by this Agreement, LVTRise shall also maintain, and provide to City upon request, the
following records and retain them for the Term of this Agreement:
(a) Number of adults obtaining certificates for onsite training classes, i.e.
GED, IT and ESL classes, etc.
(b) The number of children served through Out of School and Summer
programming
(c) Number of social services partnerships
(d) Number of financial partnerships
(e) Number of clients served
(f) Reduction of the number of repeat participants for services
(g) Number of clients referred to service providers
(h) Number of volunteers
(i) Annual survey of user satisfaction
ARTICLE 4. IMPROVEMENTS
4.01 Planned Improvements. The parties acknowledge that the Facility is in
need of renovation in order to accommodate new programming needs, address ADA
accessibility, and perform capital upgrades, including, but not limited to, roof and HVAC
replacement. The total estimated cost for all building renovations and related site
improvements is $3,200,000.00; however, in order to meet current LVTRise project
objectives, building renovations and site improvements will take place in phases. Phase I
will include the renovation of one building containing approximately 5,625 SF, being
identified as the North Building, roof and HVAC repairs to both the North and South
Buildings and park related site improvements, all in accordance with and as more
particularly set forth in the scope of work in Exhibit "C", attached hereto and made apart
hereof for all purposes (the "Work"). Future building improvements will be proposed as
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funding becomes available, and shall be accomplished through an amendment to this
Agreement.
4.02 Cost of Work. Funding for the Work and for all future building
renovations shall be divided equally between the City and LVTRise, but in no event shall
City's portion for the current Work exceed $650,000.00, except that City will also
contribute $270,610.00 toward the development of park improvements and amenities, all
as set forth in the budget on Exhibit "D" (the "Capital Improvement Budget").
4.03 Programming During Work. LVTRise acknowledges that during the lease
term, City will be completing the Work on various portions of the Buildings. In
connection with such Work, City may, among other things, limit or eliminate access to
portions of the Premises, or perform work in the Buildings which work may create noise,
dust or leave debris in and around the Premises. LVTRise hereby agrees that such Work
and City's actions in connection with such Work shall in no way constitute a constructive
eviction of LVTRise. LVTRise commits to continue operations and programming in the
portions of the Premises that are functional, usable, accessible, and in working order.
LVTRise agrees not to interfere with or delay the construction of the Work.
4.04 Performance of Work. City's contractor shall perform the construction of
the Work in a good and workmanlike manner, and promptly upon the commencement of
the Work, City will furnish LVTRise with a construction schedule setting forth the
projected completion dates therefor and showing the deadlines for any actions required to
be taken by LVTRise during such construction, and City may from time to time during the
prosecution of the Work modify or amend such schedule due to unforeseeable delays
encountered by City. City shall make a reasonable effort to meet such schedule as the same
may be modified or amended.
4.05 Punch List. City shall promptly notify LVTRise in writing of the
substantial completion of the Work and include the date of substantial completion
("Substantial Completion Date"). Within five days after substantial completion of the
construction of the Premises and prior to LVTRise's installation of its fixtures, equipment
and furnishings in the Premises, LVTRise and City shall reasonably agree upon a "punch
list" of errors (if any) and omissions (if any) in the construction of the Work. City shall
promptly correct (or cause the contractor to correct) such punch list items. A failure by
LVTRise to include on the punch list any error or omission reasonably apparent upon
reasonable inspection and inquiry shall constitute a waiver and release by LVTRise of
any claim or cause of action for damages from City resulting from such error or omission.
Except for punch list items that materially interfere with LVTRise's ability to operate its
programming on and from the Premises, the existence of the punch list (and completion
of the items listed thereon) shall not affect LVTRise's obligation to continue
programming on the Premises.
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ARTICLE 5. MAINTENANCE AND REPAIR; ALTERATIONS
5.01 Maintenance and Repair.
(a) Except where otherwise expressly provided herein, LVTRise covenants and
agrees that it will, at its sole expense perform all upkeep, maintenance and repair
necessary to keep the Premises in good condition and in compliance with all applicable
codes and regulations.
(b) Except where otherwise expressly provided herein, LVTRise will do all work
and make all repairs necessary or advisable to keep the Premises from deteriorating in
value or condition and to restore and maintain the Premises in as good condition as
LVTRise found them at the time it took possession under this Lease, normal wear and
tear excepted. LVTRise shall perform, at its sole cost, maintenance and repair
necessitated by damages done to the Premises as a result of LVTRise's occupancy or the
permitted uses hereunder.
(c) City shall be responsible for maintaining, repairing, and replacing if
necessary, the "building envelope" of the Premises. For purposes of this Agreement, the
"building envelope" shall mean the roof, exterior walls, windows, exterior doors,
foundation, and slab. City shall also be responsible for the primary structural
components of the building, as well as utility lines such as plumbing, electrical, and
natural gas lines, both underground and within the building walls from the point of utility
service. The City shall be responsible for the fire protection system and required annual
inspections. The City shall be responsible for maintaining, repairing, and replacing if
necessary the major components of the heating, ventilation, and air conditioning system,
and shall be responsible for the changing of filters. The City shall also be responsible for
the structural integrity of the horizontal paved surfaces to include the sidewalks, parking
lot, and the paved recreational playing area. The City's responsibility for these horizontal
surfaces is limited to the structural integrity, not the striping painted on these surfaces.
The City shall also be responsible for the repair or replacement of any construction
defects of the Premises identified during the Term of this Lease. Collectively, the
maintenance responsibilities of City in this Section 5.01(c) shall be performed in a good,
workmanlike and timely fashion at City's sole expense and are referred to herein as
"Major Maintenance."
(d) City shall perform, in a good, workmanlike and timely fashion and at City's
sole expense, Preventative Maintenance to the Premises as necessary on the items
specified in Paragraph (c) above. For purposes of this Agreement, "Preventative
Maintenance" shall mean the care and servicing for the purpose of maintaining
equipment and facilities in satisfactory operating condition by providing for systematic
inspection, detection, and correction of incipient failures either before they occur or
before they develop into major defects, and includes tests, measurements, adjustments,
and parts replacement, performed specifically to prevent faults from occurring. City shall
be responsible for routine preventive maintenance of the heating, ventilation, and air
conditioning system, to include routine air filter replacements, adjusting/changing belts,
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lubricating bearings, refrigerant pressure testing, and programming thermostats. City
shall be responsible for all general grass mowing, maintenance/replacement of all living
plants, and inspection/maintenance/repair of the irrigation system, subject, however, to
City's standard schedule for such maintenance; LVTRise shall be responsible for any
maintenance above and beyond City's standard schedule, and shall be responsible for
general trash pick-up and site cleaning.
(e) City shall be responsible for performance of Major Maintenance and shall
perform such Major Maintenance as it reasonably determines necessary, prudent, and
expedient considering all factors relative to the Premises and the cost of maintenance,
provided that the Major Maintenance shall be performed (i) in a similar manner and
schedule to other similar City facilities, and (ii) to keep the Premises usable for its
intended purpose. If repairs are necessary to protect the health and safety of LVTRise's
clients (including for example, repairs to the HVAC), City will commence performance
of the necessary repairs within 24 hours of written notice.
(f) If City determines not to perform any Major Maintenance, LVTRise may
request to perform the repairs itself. LVTRise shall obtain City's written authorization
to proceed prior to the performance of any Major Maintenance, and shall promptly
perform any Major Maintenance authorized by City, provided that authorization will be
deemed given if City has not commenced the required repairs within fifteen (15) days of
the written request; any costs incurred by LVTRise will not be reimbursed by the City,
unless prior approval by the City is granted in writing.
(g) LVTRise shall be responsible for all security monitoring services and
associated security system equipment.
LVTRise shall perform, at its sole cost, such routine operational housekeeping as
is necessary to carry on LVTRise's business, including but not limited to janitorial
service, light bulb replacement, pest control, and trash and waste disposal. LVTRise
shall provide quarterly reports on the frequency and service levels of janitorial and pest
control services, and any issues related thereto.
0) LVTRise will not paint or decorate any part of the exterior of the Premises, or
any part of the interior visible from the exterior thereof, without first obtaining City's
written approval, and all other necessary governmental approvals.
5.02 Improvements.
(a) LVTRise covenants and agrees that it will not make or suffer any waste of the
Premises, nor shall LVTRise make any structural alterations nor Major Maintenance in
excess of$5,000 to the Premises, except such alterations or Major Maintenance as may
be first approved in writing by City. Any such requested alterations or Major
Maintenance, if permitted by City, shall be made at LVTRise's sole expense and shall be
done in a good and workmanlike fashion approved by and acceptable to the Assistant
City Manager of the City of Fort Worth who manages this Agreement, and shall be in full
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compliance with all local, state and federal requirements. However, the approval of City
of any plans or specifications shall not constitute approval of the architectural or
engineering design, and City, by approving the plans and specifications, assumes no
liability or responsibility for the architectural or engineering design or for any defect in
any building or improvement constructed from the plans or specifications.
(b) In no event shall any person participating in any such alterations or Major
Maintenance on the Premises be considered an officer, agent, servant, employee,
contractor or subcontractor of the City. Any such alteration or Major Maintenance which
is of a permanent nature and which cannot be removed without structural damage shall
become and be the properly of City and shall be surrendered as a part of the Premises
upon the expiration or termination of this Agreement. LVTRise may not make any
alterations that will permanently alter or remove City-owned property or fixtures without
the prior written permission of City.
(c) Any alterations or improvements that are funded in whole or in part with City
funds shall be performed in compliance with all state competitive bid requirements and
City purchasing regulations, including without limitation, the Minority and Women
Business Enterprise ordinance. Nothing herein shall be construed as a commitment or
appropriation of City funds for any alterations or improvements.
ARTICLE 6. INSURANCE REQUIREMENTS DURING TERM
6.01 Insurance Required. Prior to the time LVTRise is entitled to any right of
access to or use of the Premises, LVTRise shall obtain and maintain the following types
of insurance and minimum limits of coverage during the Initial Term and Renewal Term:
(a) Workers' Compensation Statutory limits
Employer's liability
$100,000 Each accident/occurrence
$100,000 Disease - each employee
$500,000 Disease -policy limit
(b) Commercial General Liability $1,000,000 each occurrence
$2,000,000 aggregate limit
Coverage shall include but not be limited to the following:
premises/operations, independent contractors, products/completed
operations, personal injury, and contractual liability.
(c) Automobile Liability $1,000,000 Each accident on a combined
single limit basis
A commercial business policy shall provide coverage on "Any Auto",
defined as autos owned, hired and non-owned.
(d) Umbrella or Excess Liability $5,000,000 Each occurrence
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$5,000,000 Aggregate
(e) Liquor Liability $1,000,000 (required only in the event
LVTRise allows liquor to be served, sold,
consumed or present on the Premises)
Additionally, LVTRise is required to have and maintain documentation that all
responsible parties that desire to carry out any of the above activities on the
Premises have this policy before the activities occur.
6.02 Additional Insurance Requirements.
(a) The City of Fort Worth, its officers, employees and volunteers shall be
named as an Additional Insured on the Automobile, Commercial General
Liability, Excess/Umbrella and Liquor Liability policies.
(b) Thirty days (30) prior written notice of cancellation or non-renewal is
required.
(c) Waiver of rights of recovery (subrogation) in favor of the City of Fort
Worth.
(d) The insurers for all policies must be licensed and/or approved to do
business in the State of Texas. Except for workers' compensation, all
insurers must have a minimum rating of A: VII in the current A. M. Best
Key Rating Guide or have reasonably equivalent financial strength and
solvency to the satisfaction of Risk Management. If the rating is below
that required, prior written approval of City's Risk Management Division
is required.
(e) If insurance policies are not written for specified coverage limits, an
Umbrella or Excess Liability insurance for any differences is required.
Excess Liability shall follow form of the primary coverage.
(f) "Unless otherwise stated, all required insurance shall be written on the
"occurrence basis". Prior written approval from City's Risk Management
Division is required for any claims-made policies. If coverage is
underwritten on a claims-made basis, the retroactive date shall be
coincident with or prior to the date of the contractual agreement and the
certificate of insurance shall state that the coverage is claims-made and the
retroactive date. The insurance coverage shall be maintained for the
duration of the contractual agreement and for five (5) years following
completion of the contractual agreement. An annual certificate of
insurance submitted to City shall evidence such insurance coverage.
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(g) Any deductible in excess of $5,000.00, for any policy (other than the
umbrella coverage), that does not provide coverage on a first-dollar basis,
must be approved in writing by City's Risk Management division.
(h) City, at its sole discretion, reserves the right to review the insurance
requirements and to make reasonable adjustments to insurance coverages
and their limits (to the extent such coverage and limits are commercially
available) when deemed necessary and prudent by City based upon
changes in statutory law, court decision or the claims history of the
industry as well as of the contracting party to City of Fort Worth. City
shall be required to provide prior written notice of ninety days.
(i) City shall be entitled, upon request and without expense, to receive copies
of policies and endorsements thereto and may make any reasonable
requests for deletion or revision or modifications of particular policy
terms, conditions, limitations, or exclusions except where policy
provisions are established by law or regulations binding upon either of
party or the underwriter on any such policies.
6.03 Minimum Coverage. Insurance coverage specified herein constitutes the
minimum requirements and said requirement shall in no way lessen or limit the liability
of LVTRise under the terms of this Agreement. LVTRise shall procure and maintain, at
its own cost and expense, any additional kinds and amounts of insurance that, in its own
judgment, it deems to be necessary
6.04 Property Insurance Coverage. During the Term of this Agreement and at
its sole cost and expense, LVTRise shall at all times maintain in effect insurance
coverages insuring its business property in or on the Premises and shall insure the
"betterments and improvements" made by LVTRise to the Premises. City shall insure or
self-insure the Premises for property and casualty insurance. City will obtain a waiver of
rights of recovery (subrogation) in favor of LVTRise for any property and casualty
insurance carried by City on the Premises.
ARTICLE 7. TAXES
In addition to the rent specified in Article 4, LVTRise will pay and discharge all
taxes, general and special assessments, and other charges of any kind levied on or
assessed against the Premises and all interests in the Premises and all improvements and
other property on them during the Term and any extension, whether belonging to City or
to LVTRise. LVTRise will pay all the taxes, charges, and assessments directly to the
public officer charged with their collection before they become delinquent, and, to the
extent permitted by law, LVTRise WILL INDEMNIFY CITY AND HOLD IT
HARMLESS FROM ALL SUCH TAXES, CHARGES, AND ASSESSMENTS.
LVTRise may, in good faith at its own expense (and in its own name) contest any such
taxes, charges, and assessments and must pay the contested amount, plus any penalties
and interest imposed, if and when finally determined to be due. LVTRise's failure to
Lease and Management Agreement
LVTRise—Calmont Park Community Center
Page 12
discharge any such tax, charge or assessment when finally due within ten (10) days after
the date City's written notice is received by LVTRise shall constitute an event of default
hereunder. However, LVTRise's financial obligation to City to liquidate and discharge
such lien shall survive following termination of this Agreement and until such a time as
the lien is discharged.
ARTICLE 8. UTILITIES
LVTRise, at its sole cost and expense, will incur the cost to provide all gas, water,
sewer, electric utilities, network and communication services for use by LVTRise at the
Premises. Nothing in this Article 8 shall relieve the City of its maintenance obligations
as provided herein.
ARTICLE 9. RESTORATION
9.01 Substantial Casualty.
(a) As used herein, the term "substantial casualty" shall mean (1) a fire,
explosion, flood, tornado or other casualty of like character, or (2) a structural defect in
any part of the Premises, or (3) any other act, condition or event, in any case not due to
the negligence or breach of this Agreement by LVTRise and resulting in needed repairs,
replacement or other expenditure to the Premises that would require more than sixty (60)
days for completion.
(b) If the Premises are the subject of a substantial casualty, LVTRise shall
give immediate notice to the City. City, at its sole discretion, may proceed to repair,
restore, and rebuild the Premises to its former condition within one hundred eighty (180)
days from the date of such damage; provided, however, if City does not self-insure, City
will be under no obligation to expend any amount on rebuilding or repairing the Premises
in excess of the amount of insurance proceeds actually received by City.
(c) If City chooses not to rebuild or restore the Premises, the Agreement will
terminate. Such choice shall be made by written notice to LVTRise within ninety (90)
days after the occurrence of such substantial casualty.
9.02 Minor Casualty. The term "minor casualty" shall be defined in like
manner as "substantial casualty" in Section 9.01 except that the length of time for
repairs, replacements or other expenditures (the "needed repairs") to the Premises is less
than sixty (60) days. If the Premises are the subject of a minor casualty, LVTRise shall
give immediate notice to City and City will proceed with reasonable diligence to repair
such damage. In any case, if such repairs are not completed within ninety (90) days after
the casualty, LVTRise may terminate this Agreement.
ARTICLE 10. INDEMNIFICATION
Lease and Management Agreement
LVTRise—Calmont Park Community Center
Page 13
10.01 Liability of City. CITY IS NOT LIABLE FOR ANY LOSS,
DAMAGE, OR INJURY OF ANY KIND TO ANY PERSON OR PROPERTY
ARISING FROM ANY USE OF THE LEASED PREMISES (OR ANY PART OF
THEM), OR CAUSED BY ANY DEFECT IN ANY BUILDING, STRUCTURE,
IMPROVEMENT, EQUIPMENT, OR FACILITY ON THE LEASED PREMISES
OR CAUSED BY OR ARISING PROM ANY ACT OR OMISSION OF LVTRISE,
OR OF ANY OF ITS AGENTS, EMPLOYEES, LICENSEES, OR INVITEES, OR
BY OR FROM ANY ACCIDENT, FIRE, OR OTHER CASUALTY ON THE
LEASED PREMISES OR BROUGHT ABOUT BY LVTRISE'S FAILURE TO
MAINTAIN THE LEASED PREMISES IN SAFE CONDITION.
10.02 INDEMNIFICATION. LVTRISE COVENANTS AND AGREES TO
INDEMNIFY, HOLD HARMLESS AND DEFEND, AT ITS OWN EXPENSE,
CITY AND ITS OFFICERS, AGENTS, SERVANTS AND EMPLOYEES FROM
AND AGAINST ANY AND ALL CLAIMS OR SUITS FOR PROPERTY LOSS OR
DAMAGE AND/OR PERSONAL INJURY, INCLUDING DEATH, TO ANY AND
ALL PERSONS, OF WHATSOEVER KIND OR CHARACTER, WHETHER
REAL OR ASSERTED, ARISING OUT OF OR IN CONNECTION WITH THE
EXECUTION, PERFORMANCE, ATTEMPTED PERFORMANCE OR
NONPERFORMANCE OF THIS LEASE AGREEMENT AND/OR THE
OPERATIONS, ACTIVITIES AND SERVICES OF THE PROGRAMS
DESCRIBED HEREIN, WHETHER OR NOT CAUSED, IN WHOLE OR IN
PART, BY ALLEGED NEGLIGENCE OF OFFICERS, AGENTS, SERVANTS,
EMPLOYEES, CONTRACTORS OR SUBCONTRACTORS OF CITY; AND
LVTRISE HEREBY ASSUMES ALL LIABILITY AND RESPONSIBILITY OF
CITY AND ITS OFFICERS, AGENTS, SERVANTS, AND EMPLOYEES FOR
ANY AND ALL CLAIMS OR SUITS FOR PROPERTY LOSS OR DAMAGE
AND/OR PERSONAL INJURY, INCLUDING DEATH, TO ANY AND ALL
PERSONS, OF WHATSOEVER KIND OR CHARACTER, WHETHER REAL OR
ASSERTED, ARISING OUT OF OR IN CONNECTION WITH THE
EXECUTION, PERFORMANCE, ATTEMPTED PERFORMANCE OR
NONPERFORMANCE OF THIS LEASE AGREEMENT AND/OR THE
OPERATIONS, ACTIVITIES AND SERVICES OF THE PROGRAMS
DESCRIBED HEREIN, WHETHER OR NOT CAUSED IN WHOLE OR IN
PART, BY ALLEGED NEGLIGENCE OF OFFICERS, AGENTS, SERVANTS,
EMPLOYEES, CONTRACTORS OF SUBCONTRACTORS OF CITY. LVTRISE
LIKEWISE CONVENANTS AND AGREES TO AND DOES HEREBY
INDEMNIFY AND HOLD HARMLESS CITY FROM AND AGAINST ANY AND
ALL INJURY, DAMAGE OR DESTRUCTION OF PROPERTY OF CITY,
ARISING OUT OF OR IN CONNECTION WITH ALL ACTS OR OMISSIONS
OF LVTRISE, ITS OFFICERS, MEMBERS, AGENTS, EMPLOYEES,
SUBCONTRACTORS, INVITEES, LICENSEES, OR PROGRAM
PARTICIPANTS, OR CAUSED, IN WHOLE OR IN PART, BY ALLEGED
NEGLIGENCE OF OFFICERS, AGENTS, SERVANTS, EMPLOYEES,
CONTACTORS OR SUBCONTRACTORS OF CITY. PROVIDED THAT
LVTRISE HAS CARRIED CONTRACTUAL LIABILITY COVERAGE IN
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LVTRise—Calmont Park Community Center
Page 14
COMPLIANCE WITH SECTION 6.01, LVTRISE'S INDEMNITY
OBLIGATIONS ARE LIMITED TO PROCEEDS PAID UNDER APPLICABLE
INSURANCE COVERAGE.
LVTRISE AGREES TO AND SHALL RELEASE CITY, ITS AGENTS,
EMPLOYEES, OFFICERS AND LEGAL REPRESENTATIVES FROM ALL
LIABILITY FOR INJURY, DEATH OR LOSS TO PERSONS OR PROPERTY
SUSTAINED IN CONNECTION WITH OR INCIDENTAL TO PERFORMANCE
UNDER THIS LEASE AGREEMENT, EVEN IF THE INJURY, DEATH,
DAMAGE OR LOSS IS CAUSED BY THE CITY'S SOLE OR CONCURRENT
NEGLIGENCE.
LVTRISE SHALL REQUIRE ALL OF ITS SUBCONTRACTORS TO INCLUDE
IN THEIR SUBCONTRACTS A RELEASE AND INDEMNITY IN FAVOR OF
THE CITY IN SUBSTANTIALLY THE SAME FORM AS ABOVE.
10.03 Notification.LVTRise agrees to notify City promptly upon the receipt of
any claim or lawsuit brought in connection with any injury, death or damages on the
Premises. LVTRise agrees to make its officers, agents, and employees available to City,
at all reasonable times for any statements and case preparation necessary for the defense
of any claims or litigation for which City may be accused of being responsible hereunder.
LVTRise shall place language in its contract with contractors that contractors shall notify
City as required by LVTRise in this subsection.
10.04 Waiver of Immunity. Nothing herein shall be deemed to constitute a
waiver of any immunity or affirmative defense, which may be asserted by City or
LVTRise as to any claim of any third party.
10.05 Cause of Action. Nothing herein shall be construed in any manner, to
create a cause of action for the benefit of any person not a parry to this Agreement, or to
create any rights for the benefit of any person not a party to this Agreement not otherwise
existing at law.
ARTICLE 11. DEFAULT AND REMEDIES; TERMINATION
11.01 Event of Default. The following shall be deemed events of default (herein
so called) by LVTRise under this Agreement:
a. LVTRise fails to use the Premises (i) to meet the recreational requirement
of Section 3.01 or (ii) for offering, conducting and operating the Facility to
offer, conduct and operate recreation, wellness, youth and family programs,
education, public safety, delivery of social services, economic development, and
health and wellness, and related activities;
b. LVTRise makes a transfer in fraud of creditors, or makes an assignment
for the benefit of creditors;
Lease and Management Agreement
LVTRise—Calmont Park Community Center
Page 15
C. LVTRise vacates the Premises for a period of longer than thirty (30) days,
unless (i) LVTRise can demonstrate to the reasonable satisfaction of City that
all reasonable efforts are being made by LVTRise to occupy said Premises or
(ii)performance of the Work requires such vacation in City's sole discretion; or
d. LVTRise is found to be in violation of any law; or
e. LVTRise fails to comply with any other term, provision or covenant of
this Agreement in any material respect.
11.02 Curing a Default.
(i) If an event of default occurs, City shall give written notice that describes
the default in reasonable detail to LVTRise. LVTRise must commence curing
such default within fourteen(14) calendar days after the time it receives the notice
from City, and then complete the cure within ninety (90) days thereafter.
(ii) If LVTRise does not substantially complete the cure within the stated time
in (i) of this section, City may terminate this Agreement by giving written notice
of the termination; provided, however, if the default is not reasonably susceptible
to cure within the stated time, City will not exercise its right to terminate this
Agreement so long as LVTRise has commenced to cure the default within the
required time and diligently completes the cure within a reasonable time without
unreasonable cessation of the work to complete the cure.
11.03 Other Remedies. Any termination of this Agreement as provided in this
article will not relieve LVTRise from paying any sum or sums due and payable to City
under this Agreement at the time of termination, or any claim for damages then or
previously accruing against LVTRise under this Agreement. Any such termination will
not prevent City from enforcing the payment of any such sum or sums or claim for
damages by any remedy provided for by law, or from recovering damages from LVTRise
for any default under the Agreement. All City's rights, options, and remedies under this
Agreement will be construed to be cumulative, and not one of them is exclusive of the
other. City may pursue any or all such remedies or any other remedy or relief provided
by law, whether or not stated in this Agreement, subject, however, to LVTRise's right to
cure under Section 11.02.
11.04 Removal of Personal Property_ Within twenty (20) days following
the effective date of termination or Expiration, LVTRise shall remove from the Premises
all trade fixtures, tools, machinery, equipment, materials and supplies placed on the
Premises by LVTRise pursuant to this Lease, and any items not removed as required shall
become the property of the City. After such time, City shall have the right to take full
possession of the Premises, by force if necessary, and to remove any and all parties and
property remaining on any part of the Premises. LVTRise agrees that it will assert no
claim of any kind against City, its agents, servants, employees or representatives, which
may stem from City's termination of this Lease or any act incident to City's assertion of
its right to terminate or City's exercise of any rights granted hereunder.
Lease and Management Agreement
LVTRise—Calmont Park Community Center
Page 16
11.05 No Set-Off. No default by City hereunder will constitute an eviction or
disturbance of LVTRise's use and possession of the Premises or entitle LVTRise to be
relieved from any of LVTRise's obligations hereunder (including the obligation to meet
the recreational requirement) or grant LVTRise any right of deduction, abatement,
set-off, or recoupment, or entitle LVTRise to take any action whatsoever with regard to
the Premises or City until thirty (30) days after LVTRise has given City written notice
specifically setting forth such default by City, and City has failed to cure such default
within said thirty (30) day period, or if such default cannot reasonably be cured within
said thirty (30) day period, then within an additional reasonable period of time so long as
City has commenced curative action within said thirty (30) day period and thereafter is
diligently attempting to cure such default.
11.06 No Waiver. No waiver by the parties to this Lease of any default or
breach of any term, condition or covenant of this Lease will be deemed to be a waiver of
any other breach of the same or other term, condition, or covenant contained in this
Lease. No provision of this Lease may under any circumstances be deemed to have been
waived by either party to this Lease unless such waiver is in writing and signed by the
party charged with such waiver. No provision of this Lease will be deemed to have been
waived by City unless such waiver is in a written instrument signed by City.
11.07 Condemnation. If the title to all or substantially all of the Premises
is taken by condemnation proceedings or any right of eminent domain, this Agreement
and all subleases will terminate on the date of such taking, and City shall be entitled to
receive the proceeds resulting from such taking, and LVTRise waives any right to any
compensation attributable to its leasehold interest in the Premises, provided that City,
subject to City Council approval, shall reimburse LVTRise for the amortized amount of
its prepaid rent calculated as of the effective date of the termination of the Agreement.
ARTICLE 12. CONCESSIONS; ASSIGNMENT; SUBLETTING
12.01 Concessions and Licenses. LVTRise shall have the right, without City's
consent, to grant concessions or licenses for sale of any or all of the merchandise,
products, food, beverages, and items within the Premises deemed necessary by LVTRise
for its operations, provided the grant of license or concessions comply with any
applicable laws or City contracts for concessions, or beverage or vending services.
12.02 Assignment or Sublease. LVTRise shall not assign this Lease or sublet any
portion of the Premises without obtaining prior written consent of City no less than sixty
(60) days prior to the assignment or sublease date, which written consent may be
unreasonably withheld. Notwithstanding any consent by City, LVTRise shall remain
jointly and severally liable (along with each approved assignee and sublessee, which shall
automatically become liable for all obligations of LVTRise hereunder with respect to that
portion of the Premises so transferred), and City shall be permitted to enforce the
provisions of this Lease directly against LVTRise or any assignee or sublessee without
proceeding in any way against any other party. In the event of an assignment,
contemporaneously with the granting of City's consent, LVTRise shall cause the assignee
Lease and Management Agreement
LVTRise—Calmont Park Community Center
Page 17
to expressly assume in writing and agree to perform all of the covenants, duties and
obligations of LVTRise hereunder and such assignee shall be jointly and severally liable
therefore along with LVTRise. No usage of the Premises different from the uses set forth
in Sections 3.01 and 3.02 shall be permitted, and all other terms and provisions of the
Agreement shall continue to apply after such assignment or sublease.
Furthermore, LVTRise shall not permit any leasehold, inventory or other
financing that may encumber LVTRise's rights under this Lease or any personal property
or furniture, fixtures, and equipment ("FF&E") of LVTRise located in the Premises,
without first obtaining the prior written consent of City and any required approvals by the
Fort Worth City Council. City may condition such consent upon the lender of LVTRise
entering into an agreement with City regarding conditions for removal of such personal
property and/or FF&E and other reasonable City protections.
ARTICLE 13. NON-DISCRIMINATION/DISABILITIES
LVTRise, for itself, its personal representatives, successors in interest and assigns, as part
of the consideration herein, agrees that no person shall be excluded from participation in
or denied the benefits of LVTRise's use of the Premises on the basis of race, color,
national origin, religion, handicap, gender, sexual orientation, familial status, gender
identity, gender expression, or transgender. LVTRise further agrees for itself, its
personal representatives, successors in interest and assigns that no person shall be
excluded from the provision of any services on or in the construction of any
improvements or alterations to the Premises on grounds of race, color, national origin,
religion, handicap, gender, sexual orientation, familial status, gender identity, gender
expression, or transgender.
ARTICLE 14. NOTICES
14.01 Notices. Any notice, demand, request or other communication hereunder
given or made by either party to the other shall be in writing and shall be deemed to be
delivered whether actually received or not, when deposited in the United States mail,
postage prepaid, certified or registered mail, return receipt requested, addressed to the
parties hereto at the respective addresses set out below, or at such other address as they
may hereafter specify by written notice so given.
a. If to City relating to Facility/Maintenance Plan:
Property Management Department
City of Fort Worth
200 Texas Street
Fort Worth, TX 76102
With a copy to:
Leann D. Guzman
Senior Assistant Attorney
Lease and Management Agreement
LVTRise—Calmont Park Community Center
Page 18
City of Fort Worth
1000 Throckmorton Street
Fort Worth, TX 76102
b. If to City relating to any other matter:
Neighborhood Services Department
City of Fort Worth
200 Texas Street
Fort Worth, TX 76102
With a copy to:
Leann D. Guzman
Senior Assistant Attorney
City of Fort Worth
200 Texas Street
Fort Worth, TX 76102
C. If to LVTRise:
P.O. Box 121746
3020 Cherry Lane
Fort Worth, Texas 76116
Attn: Karmen Rubin
Executive Director
With a copy to:
Karmen Rubin
Executive Director
LVTRise
8201 Calmont Avenue
Fort Worth, Texas 76107
ARTICLE 15. GENERAL PROVISIONS
15.01 Right of Entry and Inspection. LVTRise must permit City or its agents,
representatives, or employees to enter the Premises for the purposes of inspection;
determining whether LVTRise is complying with this Agreement; maintaining, repairing,
or altering the Premises; or any other reasonable purpose. During any inspection, City
may perform any obligations that City is authorized or required to perform under the
terms of this Agreement or pursuant to its governmental duties under federal state or local
laws, rules or regulations.
Lease and Management Agreement
LVTRise—Calmont Park Community Center
Page 19
15.02 Interpretation. In the event of any dispute over the meaning or application
of any provision of this Agreement, this Agreement shall be interpreted fairly and
reasonably, and neither more strongly for or against any party, regardless of the actual
drafter of this Agreement.
15.03 No Third Party Rights. The provisions and conditions of this Agreement
are solely for the benefit of City and LVTRise, and any lawful assign or successor of
LVTRise, and are not intended to create any rights, contractual or otherwise, to any other
person or entity.
15.04 No Partnership or Joint Venture. LVTRise shall operate hereunder as an
independent contractor and not as an officer, agent, servant, or employee of City.
LVTRise shall have the exclusive control of, and the exclusive right to, control the work
designated to LVTRise to be performed hereunder, and all persons performing the same,
and shall be solely responsible for the acts and omissions of its officers, agents, servants,
contractors, subcontractors and employees. Neither City nor LVTRise shall be
responsible under the Doctrine of Respondeat Superior for the acts and omissions of its
officers, agents, servants, contractors, subcontractors, or employees. It is understood and
agreed that City is not involved as a party to any activities that may be carried on by
LVTRise pursuant to this Agreement. LVTRise acknowledges itself solely responsible
for such activities and for all persons and property involved or used in connection with
LVTRise's use of the Premises. Provided, however, that no provision of this Agreement
shall operate or be construed as a waiver by either party of any immunity from liability
which it has or could be asserted under the doctrine of governmental immunity or any
other immunity which it has under law.
15.05 Declared Emergency.In the event of a declared City, state or federal
emergency, LVTRise will immediately make the Premises available for use as deemed
necessary by City in order to respond to the declared emergency. Should the declared
emergency extend beyond 72 hours, City will seek reimbursement from federal, state
and/or local funding and compensate LVTRise for any lost revenue as a result of declared
emergency use, to the extent funds are received from these sources.
15.06 Force Majeure. If LVTRise becomes unable, either in whole or part, to
fulfill its obligations under this Agreement due to acts of God, strikes, lockouts, or other
industrial disturbances, acts of public enemies, wars, blockades, insurrections, riots,
epidemics, earthquakes, fires, floods, restraints or prohibitions by any court, board,
department, commission or agency of the United States or of any States, any arrests and
restraints, civil disturbances, or explosions, or some other reason beyond such LVTRise's
control (collectively, "Force Majeure Event"), the obligations so affected by such
Force Majeure Event will be suspended only during the continuance of such event.
LVTRise will give City written notice of the existence, extent and nature of the Force
Majeure Event as soon as reasonably possible after the occurrence of the event. LVTRise
will use commercially reasonable efforts to remedy its inability to perform as soon as
possible. Failure to give notice will result in the continuance of LVTRise's obligation
regardless of the extent of any existing Force Majeure Event.
Lease and Management Agreement
LVTRise—Calmont Park Community Center
Page 20
15.07 Binding Covenants. Subject to the limitations contained herein, the
covenants, conditions and agreements made and entered into by the parties hereto are
declared to be for the benefit of and binding upon their respective successors,
representatives and assigns, if any.
15.08 Invalid Provision. It is agreed that, in the event any covenant,
condition or provision herein contained is held to be invalid by any court of competent
jurisdiction, the invalidity of such covenant, condition or provision shall in no way affect
any other covenant, condition or provision herein contained; provided, however, that the
invalidity of any such covenant, condition or provision does not materially prejudice
either LVTRise or City in connection with the rights and obligations contained in the
valid covenants, conditions or provisions of this agreement.
15.09 Waiver of Immunity. If LVTRise, as a charitable association, political
subdivision, corporation, entity or individual enterprise, has or claims an immunity or
exemption (statutory or otherwise) from and against liability for property damage or
injury to property, LVTRise, to the extent permitted by law, hereby expressly waives its
rights to plead defensively such immunity, including governmental immunity, or
exemption as against City arising under this Agreement.
15.10 Applicable Laws. The laws of the State of Texas shall govern this license
agreement and the relationship created hereby. Venue for any action brought to interpret
or enforce, or arising out of or incident to, the terms of this agreement shall be in Tarrant
County, Texas.
15.11 Governmental Powers. It is understood that by execution of this
Agreement, City does not waive or surrender any of it governmental powers
15.12 Captions. Captions and headings used in this Agreement are for reference
purposes only and shall not be deemed a part of this Agreement.
15.13 Sole Agreement. This Agreement constitutes the sole and only agreement
of the parties hereto and supersedes any prior understanding or written or oral agreements
between the parties respecting the subject matter.
15.14 Fiscal Funding_Limitation. In the event no funds or insufficient funds are
appropriated and budgeted or are otherwise unavailable by any means whatsoever in any
fiscal period for payments due under this Agreement, then the City will immediately
notify LVTRise of such occurrence and this Agreement shall be terminated on the last
day of the fiscal period for which appropriations were received without penalty or
expense to the City of any kind whatsoever, except to the portions of annual payments
herein agreed upon for which funds shall have been appropriated.
[SIGNATURES APPEAR ON FOLLOWING PAGE.]
Lease and Management Agreement
LVMse—Calmont Park Community Center
Page 21
EXECUTED this the day of `1 , 2019.
CITY OF FORT WORTH LVTRISE, INC.
By: � By: %OM v- �4-
Fernando Costa Name: Karmen L. Rubin
Title: Executive Director Assistant City Manager FOR)..
ATTEST: 4
C tary �tr
APPROVED AS O FORM AND LEGALITY
By: 4 N'44A I
Assistant ity, Att mey
Form 1295: Certificate Number 2019-463270
M&C: L-16192 03/19 /Iq
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.
&1;U
Name of Emplo ve
—A I
It�'L l S.tCj
Title
OFFICIAL RECORD
Lease and Management Agreement CITY SECRETARY
LVTRise—Calmont Park Community Center
Page 22 FT WORTH,TX
EXHIBIT "A"
THE PROPERTY
All of Lot D, Block 6, West Plaza Addition, City of Fort Worth, Tarrant County, Texas,
also known as 8201 Calmont Avenue, Tarrant County, Texas, 76107
Lease and Management Agreement
LVTRise—Calmont Park Community Center
Page 23
EXHIBIT "B"
PARK LAND AND GENERAL USE LAND
General Use Land being approximately 0.69 acre
Park Land being approximately 4.343 acres
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Lease and Management Agreement
LVTRise—Calmont Park Community Center
Page 24
EXHIBIT "C"
THE WORK
Proposed Phase I Building Renovations and Site Improvements
Building Improvements
• North Building interior renovation and upgrades
• North Building facade and exterior upgrades,subject to available project funds
• North Building roof upgrades and replacement/repairs
• North Building site accessibility upgrades
• North Building fire safety upgrades
• North Building utility and infrastructure updgrades, including electrical and heating
and air conditioning
• South Building roof upgrades and replacement/repairs
• South Building heating and air conditioning upgrades and associated electrical
upgrades
Park Improvements
• Parking lot repair
• Parking lot lighting
• Additional Park Improvements to be determined based on available project funds.
North Building—Approximately 5,625 Square Feet
South Building—Approximately 7,025 Square Feet
Lease and Management Agreement
LVTRise—Calmont Park Community Center
Page 25
EXHIBIT "D"
Capital Improvement Budget
Phase I Renovations Budget City Contribution LVTRise
Capital Improvements
Renovation Cost $1,300,000.00 $ 650,000.00 $ 650,000.00
Park Developmentl $ 270,610.00 $ 270,610.00
Capital Improvements budget include,but not limited to, architectural and engineering design services Fees,
construction costs and contingency allowances,and administrative services fees.
Lease and Management Agreement
LVTRise—Calmont Park Community Center
Page 26
i
City of Fort Worth, Texas
Mayor and Council Communication
I
t
DATE: Tuesday, March 19, 2019 REFERENCE NO.: L-16192
LOG NAME: 21YMCA CALMONT LVT RISE I
SUBJECT:
Authorize Acquisition of 8201 Calmont Avenue from YMCA of Metropolitan Fort Worth, in the Amount of
$245,500.00 and Pay Estimated Closing Costs Up to $3,000.00 for a Park and Community Center,
Dedicate a Portion of the Property as Park Land,Authorize the Execution of a Lease Agreement with
LVTRise, a Non-Profit Corporation, to Provide Programs and Services that Benefit the Community, and
Adopt Appropriation Ordinances (COUNCIL DISTRICT 3)
RECOMMENDATION:
It is recommended that the City Council: j
{
1. Authorize acquisition of fee simple interest in approximately 5.033 acres of.land, more or less, and
improvements, being all of Lot D, Block 6, West Plaza Addition, City of Fort Worth, Tarrant County, Texas,
also known as 8201 Calmont Avenue, Tarrant County, Texas, 76107, from YMCA of Metropolitan Fort
Worth, in the amount of$245,500.00 and pay estimated closing costs up to $3,000.00 for a park and
community center in west Fort Worth; 2. Authorize the City Manager or his designee to negotiate and
execute a contract of sale and purchase agreement with YMCA of Metropolitan Fort Worth, in the amount
of$245,500.00;
3. Authorize the City Manager or his designee to execute, accept, and record the appropriate closing
documents to complete the transaction;
4. Dedicate approximately 4.343 acres of land as Calmont Park, with the balance of land reserved for
other use as determined by the City;
5. Authorize the City Manager or his designee to negotiate and execute a Lease Agreement with
LVTRise, a non-profit corporation, for use of property and improvements located at 8201 Calmont Avenue
to provide programs and services that benefit the community;
6. Adopt the attached ordinance increasing appropriations in the PACS Dedication Fees Fund in the
amount of$500,000.00, from available funds, for the purpose of paying costs of parkland and recreational j
improvements; and
7. Adopt the attached ordinance adjusting appropriations in the General Capital Projects Fund by
reducing estimated receipts and appropriations in the Future Community Partnerships Project by
$692,400.00 and increasing estimated receipts and appropriations in the LVTRise Project by the same
amount, for the purpose of paying acquisition and closing costs of non-parkland and funding the City's half
of Phase I renovation of the buildings.
DISCUSSION:
Logname: 21YMCA CALMONT LVT RISE Page 1 of 4
i
The purpose of this M&C is to authorize the purchase of approximately 5.033 acres of land and
improvements located at 8201 Calmont Avenue, Fort Worth, Texas 76116 owned by the YMCA of
Metropolitan Fort Worth (YMCA)for use of the improvements as a community center, authorize the
execution of a lease agreement with LVTRise to facilitate the delivery of programs and services that
benefit the community, appropriate funding.for facility renovation, capital maintenance, park
improvements, and operating expenses, and dedicate 4.343 acres of the land as park land.
The LVTRise project is a cooperative effort by private companies, human service organizations and
government agencies dedicated to improving the lives of people living in the Las Vegas Trail area. Entities
participating in the project are committed to providing resources and financial support for LVTRise's
program objectives that focus on education, public safety, delivery of social services, economic
development, and health and wellness. The LVTRise non-profit was incorporated in late 2018 to take the
lead in implementing the project and providing programming.
Property Acquisition: The YMCA has agreed to sell the property to the City for$245,500.00, plus
estimated closing costs in the amount of$3,000.00. The property includes approximately 5.033 acres of
land, two buildings containing in the aggregate 12,650 square feet, a parking lot, and recreation amenities.
The purchase price includes the removal of the existing swimming pool which will be completed by the
YMCA prior to closing. Of the 5.033 acres of land and improvements being acquired, approximately 0.69
acre of land, as depicted on the attached site map, will be acquired with non-park funds and will'not be
dedicated park land and instead reserved for future growth opportunities aligned with the LVTRise project
or other public purposes. Park Dedication Fees in the amount of$206,100.00 and Community Partnership
Funds in the amount of$42,400.00 will be used for the purchase of the property.
Use of park dedication fees was determined to be appropriate in light of the stated purpose of the
Neighborhood and Community Park Dedication Policy, which is the "provision of adequate park and
recreational areas with needed facilities." (M&C G-14225R, M&C G-19470). [n addition;with the estimated
market value of the property being $1,680,000.06 according to a recent appraisal,-value in excess of the
purchase price more than provides the desired one-to-one match for expenditure of Community
Partnership dollars.
Building Renovations and Site Improvements: The existing building and site related improvements
are in need of renovation in order to accommodate new programming needs, address ADA accessibility,
and perform capital upgrades, including, but not limited to, roof and HVAC replacement. The total
estimated cost for all building renovation and related site improvements is $3,200,000.00. However, in
order to meet current LVTRise project objectives, building renovations and site improvements will take
place in phases.
Phase I will include the renovation of one building containing approximately 5,625 SF, replacement of
HVAC and roofs for both buildings, and park related site improvements. The building renovations included
In Phase I,have an estimated total budget of$1,300,000.00, which will be split equally between the City
and LVTRise. Future building improvements will be proposed as funding becomes available. Park related i
site improvements would be paid out of the $270,610.00 in park dedication funds that are projected to
remain after paying for park acquisition and related costs.
Design for Phase I building renovation and park improvements could begin as early as June 2019 with a
completion of December 2019.The estimated date to commence construction would be May 2020 with a
target completion date of April 2021.
Operating, Maintenance and Program Costs: As a government agency partner in the LVTRise project,
the City has committed $300,000.00 annually over the next three (3)years to fund a portion of the capital
maintenance and operating expenses associated with the project. The City will utilize$130,000.00 of the
annual amount to fund capital maintenance and repairs to the buildings and non-park site related
improvements, and will contribute$170,000.00 toward building operating'and programming expenses.
Logname: 21 YMCA CALMONT LVT RISE Page 2 of 4
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LVTRise will be responsible for remaining operating and programming expenses. i
In addition, through the Park and Recreation Department, the City will provide mowing and other park-type C
maintenance of grounds with the costs for FY2019 absorbed in the current budget, and full-year funding of
$14,000.00 is to be allocated in the Park & Recreation Department's base budget beginning in j
FY2020.
Phase I Budget _ _ City Contribution LVTRise
Property Acquisition $ 248,500.00 $ 248,500.00,
Preliminary Feasibility and Conceptual Design( $ -16,800.00 $ 16,800.0
Services 01
Survey 6,490.00( _$ - .6,490.0 E
Capital Improvements
Renovation CostF_$ 1,300-.000-00F $ 650,000.001 $ 650,000.0
Park Deveioprrien . $ 270,610.001 $ 270,610.00 j
Facility Maintenance,Repairs and Reserves $ 130,000.001 $ 130,000.0Q
Programming and Operating Expenses $ 340,000.001 $ 170,000.001 170,000.00
Totals _...
$ 2,312,400.001
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LVTRise Lease: The property and improvements will be leased to LVTRise, who, as consideration for the
lease, will be responsible for delivery of programs and services that align with the objectives of the
LVTRise project and provide recreational opportunities for the community. In addition, LVTRise will be
responsible for the general upkeep of the buildings,janitorial, pest control and utilities. The City will be
responsible for capital maintenance and repairs to the building envelope, and major mechanical and
electrical components. The term of the lease will be five (5) years with year to year renewal options_with
the City's consent.
Adoption of the attached.ordinances will:
1. Provide funding from Park Dedication Fees in the amount of$500,000.00 for the Park&
Recreation Department (PARD) for costs of due diligence on the site and structures, property acquisition,
.and a portion of the costs of design and construction of recreational and support facilities typically
associated with the development of traditional public park; and
2. Provide funding from Community Partnership Funds in the amount of$692,400.00 for acquisition
of the reserved site and the design, administration, and construction costs associated with the renovation
and repair of existing buildings and related infrastructure improvements.
Note - Funding for the City's contribution toward the first year of annual operating and capital maintenance E
costs in the amount of$300,000.00 was included in adopted budget of the Neighborhood Services
Department for FY2019.
FISCAL INFORMATION!CERTIFICATION:
The Director of Finance certifies that upon approval of the above recommendation, funds are available in
the current capital budgets, as appropriated, of the General Capital Projects Fund and the PACS
Dedication Fees Fund. Prior to an expenditure being incurred, the participating department has the
responsibility to validate the availability of funds.
FUND IDENTIFIERS (FIDs):
TO
Fund Department ccoun Project Program ctiviity Budget Reference# moun
ID ID Year Chartfield 2
Logname: 21 YMCA CALMONT LVT RISE Page 3 of 4
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FROM
IF—undl Department ccoun Project lProgramrctivityl Budget Reference# moun
ID ID Year ghartf[eld 2
CERTIFICATIONS:
Submitted for City Manager's Office by: Femando Costa (6122)
Roger Venables (6334)
Originating Department Head: Richard Zavala (5704)
Additional Information Contact: David Creek (5744)
ATTACHMENTS
1. 80LasVegasTrailRise FIDS.Pdf (CFW Intemal)
2. LVTRise 1295-Signed Redacted.pdf (Public)
3. MC 21 YMCA CALMONT LVTRISE'Non-Parkland Reservationdocx.pdf (Public)
4. MC FID ATTACHMENT v5 LVTRise(5621).0 (CFW Intemal)
5. MC FID ATTACHMENT y5 LVTRise.pdf (CM Internal)
6. Rec 6- Park Dedication AO v2.docx (Public)
7. Rec 7-Gen Capital AO.docx (Public)
8. YMCA Calmont Form 1295 Redacted.pdf (Public)
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