HomeMy WebLinkAboutContract 51024 CITY SECRETARY
CONTRACT NO.
THE STATE OF TEXAS §
COUNTY OF TARRANT §
LEASE AGREEMENT
This Lease Agre t (the "Agreement") is made and entered into to be effective as of
the _� me_ day of , 2018, by and between the Young Men's Christian
Association of Metropolitan F rt Worth, a domestic non-profit corporation (the "YMCA") 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 YMCA owns a tract of real property hereinafter specifically described
on Exhibit"A" (the"Property");
WHEREAS, the YMCA intends to construct certain improvements on the Property as
generally described on Exhibit"B" (herein referred to as"Improvements");
WHEREAS, the CITY desires to have available for public use the restroom facilities and
parking lot being part of the Improvements, including necessary ingress and egress between the
Improvements and the Recreation Trail Easement (defined below) (herein collectively referred to
as "Leased Facilities"depicted in the attached Exhibit"C");
WHEREAS, the YMCA has agreed to permit the public use of the Leased Facilities upon
the terms and conditions set forth herein, and to convey a Recreation Trail Easement to CITY
across a portion of the Property; and
WHEREAS, the YMCA and CITY desire to define and set forth their respective duties
and obligations with respect to the Property, Improvements, and Leased 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 consideration provided
for herein,the YMCA and CITY do hereby agree as follows:
1. Lease of the Facilities.
A. In consideration of the obligation of CITY to pay consideration as herein
provided and the other terms, provisions, and covenants hereof, the YMCA
hereby demises and leases to CITY, and CITY hereby takes and leases from
the YMCA the Leased Facilities immediately upon completion of
construction. YMCA covenants that CITY shall, upon paying the
consideration and observing the other covenants and conditions herein,
peaceably and quietly enjoy the non-exclusive right to the Leased Facilities
during the Term of this Agreement or as it may be extended.
OFFICIAL RECORD
LEASE AGREEMENT—YMCA LAKE WORTH TRAIL CoUt
FT.WORTH,TX
B. YMCA agrees during the Term of this Agreement to allow the public use of
the Leased Facilities seven (7)days a week between dawn and dusk.
2. Term.
A. The term of this Agreement shall begin on the Commencement Date as
herein defined, and shall continue for a period of fifty (50) years (the "Initial Term"),
provided, however, that this Agreement shall sooner terminate upon the occurrence of an
Event of Default(as defined below)or as otherwise provided herein.
B. "Commencement Date" — the date upon which the Leased Facilities are
made available to the CITY for public use. Upon the establishment of the actual
Commencement Date, YMCA and CITY shall execute a Commencement Date
Memorandum in the form set forth in Exhibit"D."
C. At the sole and absolute discretion of the YMCA, the YMCA may permit
CITY to use the Leased Facilities after (i) expiration of the Initial Term or (ii)
termination of this Agreement. Any such use by CITY after the Initial Term or
termination shall be (i) subject to the terms of this Agreement, (ii) deemed to be a month-
to-month tenancy, and (iii) terminable by either Party upon thirty (30) days written
notice. Rent shall be due and payable as provided by Section 32. Any extension under
this section and the Initial Term are collectively referred to as "Term."
3. Consideration.
A. CITY shall pay to the YMCA as consideration for the non-exclusive use
of the Leased Facilities and the conveyance of a Recreation Trail Easement FOUR
HUNDRED SIXTY-FIVE THOUSAND DOLLARS AND NO CENTS ($465,000.00)
which shall be payable within ten (10) days upon execution of this Agreement by both
Parties ("Consideration").
4. Recreation Trail Easement.
A. YMCA agrees, in addition to the receipt of Consideration as described in
Section 3 above, to grant, transfer and convey to CITY a thirty-foot(30') wide perpetual,
exclusive easement over, under and across a portion of YMCA's Property for the
construction of a recreation trail in the area described on the attached Exhibit "E" and in
the form attached as Exhibit"F," which form will be recorded in the Tarrant County Real
Property Records ("Recreation Trail Easement"). The location included in Exhibit E is
an approximate location of the Recreation Trail Easement, and the exact location of the
Recreation Trail Easement will be agreed upon by both Parties, which agreement will not
be unreasonably withheld. YMCA's obligation under this section shall survive any
termination or expiration of this Agreement.
B. YMCA acknowledges that the grant of the Recreation Trail Easement is
being made for the public's benefit and acknowledges that the public will be granted use
of the Recreation Trail Easement. YMCA also agrees not to impede public use of the
LEASE AGREEMENT-YMCA LAKE WORTH TRAIL PAGE 2
Recreation Trail Easement.
C. CITY will be responsible for the construction, reconstruction, maintenance
and operation of the recreation trail to be located within the Recreation Trail Easement.
5. Security Deposit. The YMCA and CITY each acknowledge and agree that no
security deposit for the Leased Facilities has been received by the YMCA from CITY, and
therefore, the YMCA shall have no obligation to refund any such amounts to CITY upon the
termination of this Agreement.
6. Utilities. YMCA shall be responsible for the payment of all utility charges
associated with the operation and maintenance of the Improvements, including any required
deposits. If YMCA does not maintain the utilities, the CITY may do so, and YMCA agrees to
reimburse the CITY for any such costs. If YMCA 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.
7. Taxes. YMCA shall be responsible for the payment of any ad valorem taxes
attributable to the Property, the Leased Facilities, and Improvements.
8. Repairs, Maintenance, and Security of Leased Facilities. YMCA agrees to
maintain the Leased Facilities in good and working condition at all times. YMCA expressly
acknowledges and agrees to make all repairs and perform all maintenance to the Leased
Facilities, including any capital repairs, routine maintenance, or providing toiletries such as toilet
paper, paper towels, and soap for public use. YMCA will also be responsible for securing the
Leased Facilities. If YMCA does not repair and maintain the Leased Facilities in a good and
working condition at all time or does not provide adequate security, the CITY may elect to
perform such actions, and CITY may seek reimbursement of all costs. If YMCA does not
reimburse the CITY for such repairs, maintenance, and security, 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.
9. Alterations and Improvements. CITY shall make no alterations or improvements
to the Leased Facilities without the prior written consent of the YMCA after receipt and review
of plans. Any CITY improvements approved by the YMCA and made by CITY after the
Commencement Date shall become property of the YMCA and may be disposed of as the
YMCA may determine with no liability or obligation to CITY.
10. Right of Entry.
Upon request of the CITY, YMCA agrees to cooperate with the CITY to accommodate the CITY
to conduct surveys, environmental site assessments, geotechnical assessments, and subsurface
utility investigations of the Property, so long as such assessments or investigations do not
unreasonably interfere with YMCA's use of the Property.
11. Insurance.
A. YMCA agrees to insure the Leased Facilities and Improvements during
LEASE AGREEMENT-YMCA LAKE WORTH TRAIL PAGE 3
the Term of this Agreement. Such insurance shall provide protection for liability, fire
and casualty, and property damage for the Leased Facilities and Improvements owned by
YMCA. YMCA shall list CITY as an additional insured on the applicable insurance
policy. Verification of this coverage shall be provided to CITY prior to the
Commencement Date. CITY assumes no liability or financial obligation for the
acquisition or maintenance of such insurance; all costs incurred during the course of
insuring the Leased Facilities and Improvements shall be borne solely by the YMCA.
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 Leased Facilities or Improvements are damaged or
destroyed by fire or other casualty for which insurance is maintained by YMCA, YMCA
shall proceed with reasonable diligence, at its sole cost and expense, to rebuild and repair
the Leased Facilities and Improvements within a reasonable time. However, if YMCA
decides not to rebuild or repair the damaged Leased Facilities and Improvements or fails
to do so within a reasonable time, YMCA agrees to repay CITY the amount of SEVEN
THOUSAND DOLLARS AND NO CENTS ($7,000.00) times the number of years
remaining in the Initial Term.
12. Indemnity. To the extent permitted by law, CITY agrees to hold harmless the
YMCA and its agents, attorneys, employees, contractors, representatives, officers, directors, and
related parties of and from any claim, assertion, demand, right, or cause of action arising out of
CITY's use of the Leased Facilities or the performance of this Agreement. Nothing contained
herein shall ever be construed so as to require CITY to assess, levy and collect any tax to fund
its obligations under this section.
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
LEASE AGREEMENT-YMCA LAKE WORTH TRAIL PAGE 4
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 YMCA shall not allow or permit the Leased Facilities to be
used for the handling, transportation, storage, treatment or other use of any Hazardous
Material.
C. YMCA shall be responsible for compliance with all Hazardous Material
Laws throughout the Term of this Agreement and agrees to perform any necessary
remediation at YMCA's sole cost.
14. Assignment, Encumbrance or Sale of Leased Facilities. CITY will not
mortgage,pledge, encumber or assign this Agreement or sublet the Leased Facilities, in whole or
in part, to any person, firm, or corporation. YMCA shall not assign this Agreement or encumber
the Leased Facilities without first receiving the CITY's written consent, which will not be
unreasonably withheld. YMCA shall not sell the Leased Facilities without first receiving City's
written consent, and this Agreement shall be binding on any future owner of the Leased
Facilities. CITY may, at its sole cost and expense, record a short form or memorandum of this
Agreement.
15. Defaults and Remedies.
A. CITY's or YMCA'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.
B. This Agreement and the Term are subject to the limitation that if and
whenever any Event of Default by CITY shall occur, the YMCA may, at its option,
terminate this Agreement, in which event CITY shall surrender possession of the Leased
Facilities to the YMCA, and in connection therewith the YMCA may enter upon and take
possession of the Leased Facilities and expel or remove CITY after CITY receives
written notice of such Event of Default.
C. In the event the YMCA elects to terminate this Agreement by reason of an
LEASE AGREEMENT-YMCA LAKE WORTH TRAIL PAGE 5
Event of Default by CITY, then, notwithstanding such termination, CITY shall not be
liable to the YMCA for any indebtedness accrued to the date of such termination.
D. CITY may terminate this Agreement at any time and for any reason by
providing YMCA with thirty (30) days' written notice of termination. In the event CITY
elects to terminate this Agreement for convenience, YMCA shall not be liable to CITY
for repayment of any consideration pre-paid for the Initial Term. In the event CITY
elects to terminate this Agreement because of an Event of Default by YMCA, the CITY
will be reimbursed by YMCA in the amount of SEVEN THOUSAND DOLLARS AND
NO CENTS ($7,000.00)times the number of years remaining in the Initial Term.
E. If YMCA fails to construct the Leased Facilities and Improvements,
CITY may immediately terminate this Agreement, and YMCA agrees to refund CITY
THREE HUNDRED FIFTY DOLLARS AND NO CENTS ($350,000.00). Regardless
of termination under this section, YMCA shall convey the Recreation Trail Easement to
the City as described in this Agreement.
F. 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. 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 YMCA shall be sent to:
Young Men's Christian Association of Metropolitan Fort Worth
512 Lamar Street, Suite#400
Fort Worth, Texas 76102
Attn: Anthony Shuman, President/CEO
With a copy to:
YMCA of Metropolitan Fort Worth
512 Lamar Street, Suite#400
Fort Worth, Texas 76012
Attn: Todd Baker, Senior Vice-President/CPO
B. All notices to CITY shall be sent to:
City of Fort Worth
Property Management Department
900 Monroe Street, Suite 400
Fort Worth, Texas 76102
LEASE AGREEMENT-YMCA LAKE WORTH TRAIL PAGE 6
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.
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 YMCA 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 YMCA 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 YMCA
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 YMCA.
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
LEASE AGREEMENT-YMCA LAKE WORTH TRAIL PAGE 7
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 and the
same instrument.
24. Effectiveness. This Agreement shall become effective and binding upon its
execution by all Parties.
25. Right to Audit. YMCA 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 YMCA involving transactions
relating to this Agreement at no additional cost to CITY. YMCA agrees that CITY shall have
access during normal working hours to all necessary YMCA 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 YMCA reasonable advance notice of intended audits.
26. Compliance with Laws. YMCA 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 Enjoy. YMCA 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 Leased Facilities for the Term of this Agreement, subject to the
provisions of this Agreement.
28. Liens. Neither YMCA nor CITY shall create any liens against the Leased Facilities.
If any lien is created or filed against the Leased 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 Leased Facilities and the public's use of the Recreation Trail
Easement granted pursuant to the terms of this Agreement.
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
LEASE AGREEMENT-YMCA LAKE WORTH TRAIL PAGE 8
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 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 YMCA 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 YMCA without demand at the address specified in Section 16 above, or as elsewhere
designated from time to time by written notice from the YMCA 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 YMCA;
and that nothing herein shall be construed as creating a partnership or joint enterprise between
City and YMCA. Any intention to create a joint venture or partnership relation between the
Parties hereto is hereby expressly disclaimed.
SIGNED this 5day of Lk- , 2018.
YMCA:
Young Men's C isti socia i n Metropolitan Fort Worth,
a domestic non- rof ration
By:
hu
Pr Sid
LEASE AGREEMENT-YMCA LAKE WORTH TRAIL PAGE 9
CITY:
CITY OF FORT WORTH,TEXAS,
a home-rule municipal corporation
By: — .--
Name: Jesus J. Chapa
Title: Assistant City Manager
Approved as to Form and Legality:
Jessica Sa vang
Senior Assistant City Attorney
1295: Certificate No. 2018-361276
Attest: F OR T
U •�
City Secretary
M&C: L-16127p`S,
Date: 06-26-18
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
ensur' formance and reporting requirements.
Roe nt
)reor
i
As is D of Property Management
OFFICIAL RECORD
CITY SECRETARY
!T-WORTH,TX
LEASE AGREEMENT-YMCA LAKE WORTH TRAIL PAGE 10
STATE OF TEXAS §
COUNTY OF TARRANT §
The foregoing instrument was acknowledged before me on
2018, by Anthony Shuman, President, of the Young Men's Christian Association of
Metropolitan Fort Worth, a domestic non-profit corporation, on behalf of ch corporation. )
DIME DIXON Nota ublic—State of Texas_.
_��'•��,�--b a Notary Public,State of Texas
V Comm.Expires 01-21-2020
Notary ID 6766047
STATE OF TEXAS §
COUNTY OF TARRANT §
The foregoing instrument was acknowledged before me on this Moay o ,2018,by Jesus J.
Chapa,Assistant City Manager,of City of Fort Worth,Texas,a home-rule municipal corpor ion o0the State of Texas,on behalf
of said corporation.
El'
MARIAS.SANCHEZMy Notary ID#2256490 Notal Public—State of Texas
Expires December 19.2021F`
LEASE AGREEMENT—YMCA LAKE WORTH TRAIL PAGE 11
Exhibit "A"
YMCA Property
Being all those certain tracts of land lying and being situated in the N. H. Carroll
Survey, Abstract No. 264, and J.S. Hansborough Survey, Abstract No. 721, as
conveyed to the Young Men's Christian Association of Fort Worth, Texas by deed
recorded in Volume 5626, Page 12, of the deed records of Tarrant County, Texas.
Exhibit "B"
(See attached)
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(See attached)
Leased Facilities
Being situated on Lots 10 and 11,Trinity Gardens Addition, City of Fort Worth,Tarrant
County,Texas,with a physical address being 6086 Anahuac Avenue, Fort Worth,Texas 76114.
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Exhibit "D"
COMMENCEMENT DATE MEMORANDUM
THIS MEMORANDUM is made this day of 201 by and
between Young Men's Christian Association of Metropolitan Fort Worth, a domestic
non-profit corporation (the "YMCA") and the City of Fort Worth, Texas, a home-rule
municipal corporation ("CITY").
Recitals:
WHEREAS, YMCA and CITY are parties to that certain Lease Agreement dated
(the "Lease") for certain leased facilities (the "Leased Facilities")
being situated on Lots 10 and 11, Trinity Gardens Addition, City of Fort Worth, Tarrant
County, Texas, with a physical address being 6086 Anahuac Avenue, Fort Worth, Texas;
WHEREAS, CITY is in possession of the Leased Facilities and the Initial Term of
the Lease has commenced; and
WHEREAS, YMCA and CITY desire to enter into this Memorandum confirming
the Commencement Date, the expiration date of the Term, and other matters under the
Lease.
NOW, THEREFORE, YMCA and CITY agree as follows:
1. The actual Commencement Date is
2. The actual expiration date of the Term is
Capitalized terms not defined herein shall have the same meaning as set forth in the
Lease.
SIGNED this day of , 201_
YMCA:
Young Men's Christian Association of Metropolitan Fort Worth,
a domestic non-profit corporation
By:
Anthony Shuman
President
CITY:
CITY OF FORT WORTH,TEXAS,
a home-rule municipal corporation
By:
Name: Jesus J. Chapa
Title: Assistant City Manager
Approved as to Form and Legality:
Jessica Sangsvang
Senior Assistant City Attorney
1295: Certificate No. 2018-361276
Attest:
City Secretary
M&C: L-16127
Date: 06-26-18
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.
Roger Venables
Assistant Director of Property Management
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Exhibit 'T'
(See attached)
Recreation Trail Easement Form
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RECREATION TRAIL EASEMENT
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STATE OF TEXAS §
COUNTY OF TARRANT §
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EFFECTIVE DATE: j
GRANTOR: Young Men's Christian Association of Metropolitan Fort Worth,
a domestic non-profit corporation
GRANTOR'S MAILING ADDRESS (including County): j
512 LAMAR STREET,SUITE 4400 j
FORT WORTH,TARRANT COUNTY,TEXAS 76102
GRANTEE: CITY OF FORT WORTH i
GRANTEE'S MAILING ADDRESS (including County):_
200 TEXAS ST.
FORT WORTH,TARRANT COUNTY,TEXAS 76102
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CONSIDERATION: Ten Dollars ($10.00) and other good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged.
That Young Men's Christian Association of Metropolitan Fort Worth, a domestic non-profit
corporation company, hereinafter referred to as "Grantor," for and in consideration of the benefit to be
received by Grantor, its successors and assigns, from the establishment and maintenance by CITY OF
FORT WORTH, a home rule municipal corporation organized under the laws of the State of Texas,
hereinafter referred to as "Grantee," of recreation trail facilities and appurtenant facilities on, over and
across the property described below, and for other good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged and confessed, has GRANTED, GIFTED and
CONVEYED, and does by these presents GRANT, GIFT and CONVEY unto the City, a recreation trail
easement, on, over and across all that certain tract or parcel of land described in EXHIBITS "A" and`B"
attached hereto and made a part hereof for all purposes.
1. Grant of Easement. Subject to the terms and conditions of this Agreement, Grantor hereby grants,
transfers and conveys to Grantee a perpetual,exclusive easement(the 'Basement")over,under and across
the property described in Exhibit "A" attached hereto and as depicted in Exhibit "B" attached hereto (the
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"Grantor's Land"). This grant and conveyance is made subject to all matters of record affecting the
Grantor's Land as of the date shown above.
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2. Purpose of Easement. The Easement shall only be used for the purpose of a recreation trail.
Grantee shall have the right,at its sole cost,to install,construct,use,operate, inspect,maintain,repair and II
replace the recreation trial over and across the Grantor's Land. Grantor acknowledges that this grant is
being made for the public's benefit and acknowledges that the public is hereby granted use of the
Easement.
3. Grantor Reservation of Rights. Grantor and its heirs and assigns,expressly reserve the right to use
the Easement and Grantor's Land for any purpose not inconsistent with the purpose of this Easement
including but not limited to the following:
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a. Construct, maintain, repair and operate underground communication conduits, electric
transmission and distribution lines, telephone lines, water, drainage, oil and gas pipelines, sewer
pipelines,and other utilities across or under the Easement;and
b. The right to explore, drill, mine, produce or operate for minerals from under Grantor's Land,
including the Easement, by directional drilling or other means, from land located outside the boundaries
of the Easement, provided, however, that Grantor hereby waives any and all rights to conduct drilling,
mining, exploratory and producing operations on the surface of the Easement or to construct houses,pits,
tanks,pipelines, compressors or similar structures thereon.
Grantor shall be obligated to restore the surface of the Easement at Grantor's sole cost and expense,
including the restoration of any sidewalks, trails, or similar surface improvements located upon the !
Easement which may have been removed, relocated, altered, damaged, or destroyed as a result of the
Grantor's use of the Easement granted in this Section 3.
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4. Grantee Obligations. Grantee agrees the Easement shall be maintained and operated by Grantee at
no expense to Grantor, and Grantor shall not be responsible for any cost of construction, reconstruction,
operation,maintenance or removal of the Easement. Grantee shall, at its own cost and expense, comply
with all applicable laws, governmental rules and regulations because of Grantee's use thereof. In i
addition, Grantee shall be limited to the right of ingress and egress only within the boundaries of the
Easement.
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5. Limitation on Liability. Grantor shall not be liable to Grantee for any damage to such Easement
or other contents thereof, except when caused by the negligence or gross misconduct of Grantor, its j
agents, servants or employees. Grantor and Grantee each agree that if any claim or liability shall arise
from the joint or concurring negligence of both parties hereto, it shall be borne by them in proportion to
their negligence. It is understood that it is not the intention of the parties hereto to create liability for the
benefit of third parties, but that this Easement shall be solely for the benefit of the parties hereto.
Moreover,by making this statement,Grantee does not waive or release any and all right and power it may
have to claim immunity from suit or liability.
Recreational Trail Easement Agreement—Page 2
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6. Repairs/Maintenance. Grantee shall, at no cost to Grantor, promptly repair any physical damage
to the Grantor's Land caused by Grantee.
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7. No Waiver.No waiver by either party of any provision hereof shall be deemed to have been made
unless expressed in writing and signed by such party.No delay or omission in the exercise of any right or
remedy accruing to either party upon any breach of this Agreement by the other party hereto shall impair
such right or remedy or be construed as a waiver of such breach,and the waiver of any breach shall not be
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deemed a waiver of any other breach of the same or any other provision of this Agreement.
S. Notices. All notices given pursuant to or in connection with this Agreement shall be in writing
and shall be effective when deposited in the U.S. mail, postage prepaid, certified or registered delivery
with return receipt requested.Notices to the parties shall be addressed as follows:
Grantor: Young Men's Christian Association of Metropolitan Fort Worth
512 Lamar Street,Suite#400
Fort Worth,Texas 76102
Attn: Anthony Shuman,President/CEO
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Grantee: City of Fort Worth
Property Management Department
900 Monroe Street, Suite 400
Fort Worth, Texas 76102
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with a copy to:
City of Fort Worth
Attn: City Attorney's Office(real property)
200 Texas St.
Fort Worth,Texas 76102 I
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From time to time a party may designate a new address for the purpose of receiving notices hereunder by
giving notice of its new address to the other party in the manner provided above.
9. Exhibits. The parties acknowledge that all exhibits referenced herein are attached to this
Agreement and are incorporated herein by reference.
10. Covenants Running With the Land. All provisions of this Agreement shall be interpreted as
running with the land, so that the provisions hereof are binding upon and inure to the benefit of all present
and future owners of all or any portion of the Grantee Property and the Grantor Property, as applicable.
Notwithstanding anything to the contrary contained herein, Grantor, Grantee and their respective
successors in interest shall only be obligated under this Agreement to the extent the terms hereof relate to
the period during which they own all or any portion of the Grantee Property or the Grantor Property, as
applicable.
Recreational Trail Easement Agreement—Page 3
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11. Severability. In case anyone 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 hereof, and, to the greatest extent legally possible,
effect shall be given to the intent manifested by the portion held invalid or inoperative.
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12. Governing_Law.The terms and provisions of this Agreement shall be governed by and construed
in accordance with the laws of the State of Texas.
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TO HAVE AND TO HOLD the Easement, together with all rights and interests appurtenant thereto, to
Grantee and Grantee's successors and assigns forever. Grantor does hereby bind itself, its successors and
assigns,to warrant and forever defend,all and singular,the Easement unto Grantee and its successors and
assigns, against every person whomsoever lawfully claiming or to claim the same or any part thereof. I
Notwithstanding anything to the contrary, this grant and conveyance is made subject to all matters of
record as of the Effective Date, but only to the extent such matters are valid, existing and affect the j
Grantor's Land.
IN WITNESS WHEREOF, the parties have executed this instrument to be effective as of the Effective
Date.
GRANTOR:
Young Men's Christian Association of Metropolitan Fort
Worth
By:
Anthony Shuman,President
STATE OF TEXAS §
COUNTY OF TARRANT §
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Before me,the undersigned authority, on this day personally appeared Anthony Shuman,known
to me to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me
that he executed the same as the act and deed of the Young Men's Christian Association of
Metropolitan Fort Worth,and for the purposes and consideration therein expressed, and in the capacity
therein stated, and that he was authorized to do so.
GIVEN UNDER MY HAND AND SEAL OF OFFICE this day of A.D.
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Recreational Trail Easement Agreement—Page 4
GRANTEE:
City of Fort Worth
a home rule municipality
By:
Jesus J.Chapa
Assistant City Manager
APPROVED AS TO FORM AND LEGALITY:
By:
Assistant City Attorney
STATE OF TEXAS §
COUNTY OF TARRANT §
Before me,the undersigned authority,on this day personally appeared Jesus J. Chapa,Assistant
City Manager,known to me to be the person whose name is subscribed to the foregoing instrument, and
acknowledged to me that she executed the same as the act and deed of the City of Fort Worth,Texas, and
for the purposes and consideration therein expressed, and in the capacity therein stated, and that he was
authorized to do so.
GIVEN UNDER MY HAND AND SEAL OF OFFICE this day of A.D.
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Recreational Trail Easement Agreement—Page 5
M&C Review Page 1 of 2
official site of the City of Fort Worth,Texas
CITY COUNCIL AGENDA FoRIr—
TII
REFERENCE 21 YMCA LEASE
DATE: 6/26/2018 NO.: L-16127 LOG NAME: AGREEMENT LAKE
WORTH TRAIL
CODE: L TYPE: CONSENT PUBLIC NO
HEARING:
SUBJECT: Authorize Execution of a Lease Agreement with the YMCA of Metropolitan Fort Worth for
Use of Restroom and Parking Lot Facilities Situated on Property Being Lots 10 and 11,
Trinity Gardens Addition, City of Fort Worth,with a Physical Address of 6086 Anahuac
Avenue, Fort Worth, Texas,Authorize a One-Time Payment of$465,000.00 as
Consideration for the Lease and Recreation Trail Easement Rights, and Accept
Conveyance of Recreation Trail Easement Rights Across a Portion of Lands Out of the J.
Hansbourough Survey,Abstract No. 721 and N.H. Carroll Survey, Abstract No. 264,
Tarrant County, Texas, Required for the Extension of the Lake Worth Trail (COUNCIL
DISTRICT 7)
RECOMMENDATION:
It is recommended that the City Council:
1. Authorize the execution of a Lease Agreement with the YMCA of Metropolitan Fort Worth for the use of
restroom and parking lot facilities situated on property being Lots 10 and 11, Trinity Gardens Addition, with
a physical address of 6086 Anahuac Avenue, Fort Worth,Texas;
2. Authorize a one-time payment of$465,000.00 to the YMCA of Metropolitan Fort Worth as consideration
for the Lease Agreement and Recreation Trail Easement rights across portions of land being out of the
J.Hansborough Survey, Abstract No. 721 and N. H. Carroll Survey, Abstract No. 264, Tarrant County,
Texas, required for the extension of the Lake Worth Trail; and
3. Authorize the execution and recording of the appropriate instrument conveying the recreation trail
easement rights to the City of Fort Worth.
DISCUSSION:
The purpose of this Mayor and Council Communication (M&C) is to authorize the execution of a lease with
the YMCA of Metropolitan Fort Worth (YMCA)for the use of a restroom and parking lot,which will serve as
a trailhead for the Trinity Trails, and to authorize the execution and acceptance of a recreation trail
easement.
The YMCA has agreed to lease restroom and parking lot facilities at its new Camp Carter Welcome Center
to be constructed this year to the City of Fort Worth (City)for public use. The facilities will be available
during normal park hours to users of the Lake Worth trail. The YMCA will be responsible for repairs and
maintenance of the leased facilities, including regular janitorial services, during the term of the lease. The
proposed lease is for 50 years with extension options. Consideration for the lease is a one-time payment of
$465,000.00,which also includes compensation for the YMCA's conveyance of a 30 foot wide Recreation
Trail Easement to the City required to extend the Lake Worth trail across the YMCA's property.
The Lake Worth trail is an extension of the Trinity Trails around Lake Worth. The first phase includes the
construction of approximately 5.6 miles of trail beginning at the current terminus of the Trinity Trails near
Anahuac Avenue. This trail will go through YMCA Camp Carter, Marion Sansom Park, Windswept Circle
Park, and Plover Circle Park terminating at a trailhead in Arrow S. Park.
The YMCA anticipates the Welcome Center and associated improvements will be completed by Fall of
2018. Alignment and design of the Lake Worth trail is currently underway.
On January 8,2008, (M&C G-16013)the City Council amended the Gas Well Revenue Distribution Policy
to allow for revenues derived from the lease bonuses and royalties from properties in and around Lake
Worth to be used for the execution of the 2007 Lake Worth Capital Improvements Implementation Plan,
http://apps.fortworthtexas.gov/council_packet/mc review.asp?ID=25891&councildate=6/2... 6/25/2018
M&C Review Page 2 of 2
which will be use to pay the one-time payment of$465,000.00 due under this lease.
Project location is in COUNCIL DISTRICT 7.
FISCAL INFORMATION/CERTIFICATION:
The Financial Management Services Director certifies that funds are available in the current capital budget,
as appropriated of the PACS Gas Lease Capital Legacy Fund. The department has the responsibility to
validate the availability of funds prior to an expenditure being made.
TO
Fund Department Account Project Program Activity Budget Reference# Amount
ID ID Year Chartneld 2
FROM
Fund Department Account Project Program Activity Budget Reference# Amount
ID I I ID I Year Chartfield 2
Submitted for City Manager's Office by: Jay Chapa (5804)
Originating Department Head: Steve Cooke (5118)
Additional Information Contact: David Creek(5744)Roger Venables (6334)
ATTACHMENTS
PMD 21 YMCA Recreation Trail Esmt Exhibit.pdf
YMCA Lease Agr Form 1295.pdf
YMCA Proposed Facility Improvements .pdf
http://apps.fortworthtexas.gov/council_packet/mc review.asp?ID=25891&councildate=6/2... 6/25/2018