HomeMy WebLinkAboutContract 52754 CSC No. 52754
SEP 13 2019
u1r,GISSCRt A( LICENSE AGREEMENT BETWEEN THE CITY OF FORT WORTH
AND TEXAS T TIAN UNIVERSITY
THIS LICENSE AGREEMENT ("License Agreement") is made and entered into by and
between the CITY OF FORT WORTH, a home-rule municipal corporation of the State of Texas,
("City")and TEXAS CHRISTIAN UNIVERSITY,a Texas non-profit corporation("Licensee").
WHEREAS,the City owns and operates Forest Park Swimming Pool,located at 2850 Park Place
Avenue,Fort Worth,TX 76110; and
WHEREAS, Licensee's mission is to encourage participation, fitness, health, and the lifelong
pursuit of excellence through competitive swimming; and
WHEREAS, to carry out its mission, Licensee wishes to license the swimming pool to conduct
swim team practices.
NOW, THEREFORE, in consideration of the covenants and agreements contained in this
License,City and Licensee hereby agree as follows:
SECTION 1
LICENSED PREMISES
1.1 Licensed Premises.For and in consideration of the rental payments to be paid under this
License Agreement and the agreements of the parties expressed herein,City does hereby grant to Licensee
the use of the Pool as set forth in greater detail in Exhibit A, which is attached hereto and incorporated
herein("Premises").
1.2 Condition of the Leased Premises. Licensee agrees that Licensee has examined the
Premises prior to the execution of this License Agreement and is satisfied with the physical condition of
the Premises. Licensee's taking possession of the Premises shall be conclusive evidence of its receipt of
the Premises in a safe, sanitary, and good condition and repair, except for those conditions that the
Licensee provides City written notice of prior to the execution of this License Agreement. Licensee
agrees that it is taking the Premises in its current "AS IS" condition with no representations or
warranties of any nature whatsoever by City (except as otherwise specifically provided for in this
License Agreement).
1.3 Any modifications to the Premises must be set forth in a written amendment to this
License Agreement.
SECTION 2
USE OF THE LICENSED PREMISES
2.1 Licensee may use the Premises for the purpose of holding Texas Christian University
swim team practices(the"Program") and for no other purpose.
2,2 Licensee shall only have use of the Premises outside of the Premise's normal operational
hours in accordance with the schedule set forth in Exhibit B. All activities related to any Licensee's use
must be completed within the time period set forth in the schedule in Exhibit B,including,but not limited
to, set-up and clean-up. If Licensee, for any reason, holds over beyond the scheduled times set forth in
Exhibit B, the Director of the City's Park & Recreation Department, or that person's designee
("Director"), reserves the right, in his or her sole discretion, to remove Licensee from the Premises or
charge Licensee a fee for use of the Premises for the time period beyond that whi h tlFe remises is
reserved. Any additional fee will be commensurate with that charged to other patrons cM ICIAL RECORD
CITY SECRETARY
License Agreement FT W00fift .TX
Premises using the same space for the same amount of time and sha�be paid along with the Licensee
Fee in accordance with Section 4 below.
2.3 Either party may request a temporary modification of the schedule set forth in Exhibit B
with ten(10)days prior written notice,but no such change will take effect without the prior written consent
of both parties.Any permanent revisions to the schedule set forth in Exhibit B will require an amendment
to this Agreement.
2.4 The Premises will be closed and unavailable for use by the Licensee on all regular City
holidays.Except due to emergency circumstances or Force Majeure Events,City agrees to notify Licensee
of any change in the hours of operation of the Premises by providing Licensee with written notice,within
a reasonable time prior to the change taking effect.City agrees to provide similar notice to Licensee should
the Premises not be available to the Licensee due to special events, scheduled maintenance or other non-
emergency closures. In the event of a change in hours or availability, such change shall not give rise to
any claim against the City by the Licensee,whether for lost profits, cost,overhead,or otherwise.
2.5 Licensee may bring into the Premises any equipment reasonably necessary to further the
intended use of the Premises. However,the City reserves the right to prohibit any equipment which, in
the City's sole discretion,may be dangerous or harmful to Program participants or the Premises.
2.6 Licensee 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 of the Premises.
2.7 Licensee understands and agrees that the parking areas at the Premises are not for the
exclusive use of the Licensee and that the City and patrons of the Premises may use the parking spaces at
any time.
2.8 This License Agreement and all rights granted to Licensee herein are strictly non-
exclusive. The City reserves the right to enter into and grant other and future licenses, leases, and other
authorizations for use of the Premises to other persons and entities as the City deems appropriate in
accordance with applicable law;provided,however,that in granting subsequent authorization for use,the
City will not allow a use that will unreasonably interfere with the Licensee's use of the Licensed Premises
as provided herein.This License Agreement does not establish any priority for the use of the Premises by
the Licensee or by any present or fixture licensees.In the event of any dispute as to the priority of use of
the Premises, the first priority shall be to the public generally, the second priority to the City in the
performance of its various functions, and thereafter, as between licensees, as determined by the City in
the exercise of its powers,including the police power and other powers reserved to and conferred on it by
the State of Texas.
SECTION 3
TERM OF LICENSE
3.1 Term. Unless terminated earlier pursuant to the terms herein, the term of this License
Agreement shall be for the period of four months, for the dates schedule set forth in Exhibit B,effective
upon execution of this Agreement and ending on September 30, 2019. This Agreement may be renewed
for three additional one-year periods upon written agreement of the Parties.
3.2 Holdover Tenancy. Unless terminated earlier pursuant the terms herein, this License
Agreement will expire without further notice when the Term expires.Any holding over by Licensee after
the Term expires will not constitute a renewal of the License Agreement or give Licensee any rights under
the License Agreement in or to the Premises,except as a tenant at will.
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SECTION 4
LICENSE FEE
4.1 As consideration for the rights and privileges granted hereunder for this License
Agreement,Licensee covenants and agrees to pay to City a sum of Eighty Dollars and No Cents($80.00)
per hour("License Fee")to be paid on a monthly basis in advance. In the event that swim practices must
be canceled at the direction of the City (e.g., due to weather or mechanical failure), make-up practices
shall be agreed upon and added to the last month of the License at no additional charge. Licensee shall
pay the License Fee for the first month on or before the tenth (lot'') calendar day after the City executes
this License Agreement. Please submit payment to the following address in care of the Aquatics
Coordinator: 4200 S. Freeway, Suite 2200,Fort Worth, TX 76115.
SECTION 5
DUTIES ND RESPONSIBILITIES
5.1 In addition to any other duties and responsibilities set forth in this License Agreement,
Licensee shall:
5.1.1 Ensure that the Licensee's use of the Premises complies with any and all policies,
rules,and regulations governing the use of the Premises. The City will provide a copy of
any such policies, rules, and regulations within a reasonable time after request by the
Licensee.
5.1.2 Provide a listing of all participants in Licensee's swim team to the point of
contact and ensure each coach of any Licensee's team is in possession of proper
certifications for safety and instruction, including safety training for swim coaches as
mandated by USA Swimming.
5.1.3 Not occupy the Premises beyond the times listed in Exhibit B.
5.1.4 Provide notification of changes to Licensee's use of the Premises, including
cancellation but excluding emergencies or Force Majeure Events, must be provided to
the City within 24 hours prior to scheduled start time, according to Exhibit B. In case of
emergency or Force Majeure Events,the Licensee must notify the Director promptly upon
learning of such emergency or Force Majeure Events.
5.1.5 Immediately report any maintenance or repair needs to the point of contact for
the Program and to the City employee present on the Premises.
5.1.6 Be solely responsible for initiating, maintaining, and supervising all safety
precautions and programs in connection with Licensee's use of the Premises, including,
but not limited to,ensuring that at least one USA Swimmming certified coach is present at
all times.
5.1.7 Abide by the insurance requirements set forth in Exhibit C, which is attached
hereto and incorporated herein for all purposes.
5.1.8 Submit to the point of contact a monthly attendance report which includes the
number of participants per session.
5.1.9 Require that each Program participant sign the Individual Waiver, Release, and
Indemnity Agreement, attached hereto as Exhibit D.
5.1.10. Designate a point of contact for Program administration and reporting
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requirements.The initial point of contact shall be:
TEXAS CHRISTIAN UNIVERSITY SWIMrG AND DIVING
Attn: James Winchester,Head Coach
TCU Box 297600,
Fort Worth TX,76129
Phone: (817) 266-5924
Email:j.winchester(a),tcu.edu
5.1.11 Address complaints related to the Program u-.t f7 24 hours of notification by the
City.
5.2 The City shall:
5.2.1 Furnish the necessary existing utilities and electrical power available at the
Premises,at all times, for the ordinary and intended use of such,which includes lighting
and water for ordinary and intended use. City shall not be liable or responsible for
accidents or unavoidable delays.
5.2.2 Ensure the Premises is suitable for its intended purpose.
5.2.3 Provide staff to lock and unlock the Center and arm and disarm any security
system.
5.2.4 Ensure that a City employee is present at the Premises at all times during
Licensee's use.
5.2.5 Designate a City employee to serve as the point of contact for Program
administration and reporting requirements.The initial point of contact shall be:
Cory M. Stuhmer,CPO
Athletics Coordinator,Aquatics and Youth Athletics
Park and Recreation
Office-817-392-7691
Fax-81.7-392-5776
Cory.Stuhmerofortworthtexas.gov
5.2.6 As soon as is reasonably practical,notify Licensee,through its point of contact,
of any closure of the Premises due to weather or mechanical issues.
5.2.7 Notify Licensee,through its point of contact, of all complaints received related
to the Program.
SECTION 6
LIENS
6.1 Licensee acknowledges that it has no authority to engage in any act or to make any
contract that may create or be the foundation for any lien upon the property or interest in the property of
City. If any such purported lien is created or filed, Licensee will not permit it to remain, and will, at its
cost and expense,promptly discharge, all liens, encumbrances, and charges upon the Premises or a part
thereof, arising out of the use or occupancy of the Premises or a pant thereof by Licensee,by reason of
any labor or materials furnished or claimed to have been furnished,by, through, or under Licensee, by
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reason of any construction, improvement, alteration, addition, repair, or demolition of any part of the
Premises.Licensee's failure to discharge any such purported lien shall constitute a breach of this License
Agreement and City may terminate this License Agreement upon thirty(30)days written notice.However,
Licensee's financial obligation to City to liquidate and discharge such lien shall survive following
termination of this License Agreement and until such a time as the lien is discharged.
SECTION 7
CARE OF THE LICENSED PREMISES
7.1 Licensee,at Licensee's own expense,shall keep the Premises and maintain all equipment
and other properties of City in a safe, sanitary, sightly condition and in good repair during its use of the
Premises; provided, however, the foregoing shall not be construed to require the Licensee to provide
general janitorial services at the Premises.Licensee shall restore and yield said Premises,equipment,and
all other properties belonging to the City back to City, at the expiration of each scheduled time set forth
in Exhibit B, in good or better condition as existed at the beginning of each scheduled time set forth in
Exhibit B and in which Licensee found them. This shall only apply during such time as the Licensee has
use of the Premises as set forth in this License Agreement.
7.2 Licensee will not do, or permit to be done,any injury or damage to the Premises,or any
parts thereof, or permit to be done anything that will damage or change the finish or appearance of the
Premises or the furnishings thereof or any other property belonging to the City by the erection or removal
of equipment or any other improvements, alterations or additions.No decorative or other materials shall
be nailed, tacked, screwed or otherwise physically attached to any part of the Premises or to any of the
furnishings or fixtures of the City without the prior written consent of the Director.
7.3 Subject to ordinary wear and tear and to the extent allowed by law,Licensee will pay the
costs of repairing any damage that may be done to the Premises or any of the fixtures, furniture or
furnishings by any act of Licensee or any of Licensee's officers, representatives, servants, employees,
agents, invitees, swim program participants, or anyone visiting the Premises upon the invitation of the
Licensee. The City shall determine, in its reasonable discretion, whether any damage has occurred, the
amount of the damage,the reasonable costs of repairing the damage,and whether,under the terms of the
License Agreement, the Licensee is responsible. The quality of the maintenance and damage of the
Premises,furnishings,fixtures or furniture by the Licensee shall be reasonably acceptable to the City.The
costs of repairing any damage to the Premises shall be immediately due and payable by the Licensee upon
Licensee's receipt of a written invoice from City.
SECTION 8
FORCE MA TE J E
8.1 If either party is unable,either in whole or part,to fulfill its obligations under this License
Agreement due to acts of God;strikes, lockouts, or other industrial disturbances; acts of public enemies;
wars;blockades;insurrections;riots;epidemics;public health crises;earthquakes;fires; floods;restraints
or prohibitions by any court, board, department, commission, or agency of the United States or of any
state; declaration of a state of disaster or emergency by the federal, state, county, or City government in
accordance with applicable law; issuance of an Imminent Threat Alert or Elevated Threat Alert by the
United States Department of Homeland Security or any equivalent alert system that may be instituted by
any agency of the United States; any arrests and restraints; civil disturbances; or explosions; or some
other reason beyond the party's reasonable control(collectively,"Force Majeure Event"),the obligations
so affected by such Force Majeure Event will be suspended only during the continuance of such Force
Majeure Event. If a Force Majeure Event occurs, the City may, in its sole discretion, close or postpone
the opening of its community centers,parks,or other City-owned and operated properties and facilities in
the interest of public safety and operate them as the City sees fit. Licensee hereby waives any claims it
may have against the City for damages resulting from any such Force Majeure Event.
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SECTION 9
LIABILITY AND INDEMNIFICATION
9.1 TO THE EXTENT ALLOWED BY LAW,LICENSEE SHALL BE LIABLE AND
RESPONSIBLE FOR ANY AND ALL DAMAGES, INCLUDING, BUT NOT LIMITED TO,
PROPERTY LOSS, PROPERTY DAMAGE AND PERSONAL INJURY OF ANY HIND OR
CHARACTER, WHETHER REAL OR ASSERTED, TO THE EXTENT CAUSED BY THE
NEGLIGENT ACT(S) OR OMISSION(S), MALFEASANCE OR INTENTIONAL
MISCONDUCT OF LICENSEE, OR ITS DIRECTORS, OFFICERS, REPRESENTATIVES,
AGENTS, SERVANTS, CONTRACTORS, EMPLOYEES, PATRONS, GUESTS, INVITEES,
PROGRAM PARTICIPANTS, OR SUBLICENSEES. LICENSEE HEREBY EXPRESSLY
RELEASES AND DISCHARGES CITY FROM ANY AND ALL LIABILITY FOR ANY
DAMAGE,INCLUDING,BUT NOT LIMITED TO, PROPERTY DAMAGE OR LOSS AND/OR
PERSONAL INJURY ARISING OUT OF OR IN CONNECTION WITH, DIRECTLY OR
INDIRECTLY, THE OCCUPANCY AND USE OF THE PREMISES AND ANY AND ALL
ACTIVITIES CONDUCTED THEREON SUSTAINED BY REASONS OF THE OCCUPANCY
OF SAID PREMISES UNDER THIS LICENSE AGREEMENT.
9.2 INDEMNIFICATION—LICENSEE,AT NO COST TO THE CITY,AGREES TO
AND DOES HEREBY DEFEND, INDEMNIFY, PROTECT, AND HOLD HARMLESS CITY
AND CITY'S OFFICERS, REPRESENTATIVES, AGENTS EMPLOYEES, AND SERVANTS
(COLLECTIVELY, "INDEMNITEES")FOR,FROM AND AGAINST ANY AND ALL CLAIMS,
LIABILITIES,DAMAGES,LOSSES,LIENS,CAUSES OF ACTION,SUITS,JUDGMENTS AND
EXPENSES (INCLUDING, BUT NOT LIMITED TO, COURT COSTS, ATTORNEYS' FEES
AND COSTS OF INVESTIGATION), OF ANY NATURE, HIND OR DESCRIPTION ARISING
OR ALLEGED TO ARISE BY REASON OF INJURY TO OR DEATH OF ANY PERSON OR
DAMAGE TO OR LOSS OF PROPERTY (1) RELATING TO THE USE OR OCCUPANCY OF
THE PREMISES BY LICENSEE OR ANY OF ITS OFFICERS,REPRESENTATIVES,AGENTS,
SERVANTS, EMPLOYEES, CONTRACTORS, PATRONS, GUESTS, SUBLICENSEES,
PROGRAM PARTICIPANTS, OR INVITEES; (2) BY REASON OF ANY OTHER CLAIM
WHATSOEVER OF ANY PERSON OR PARTY OCCASIONED OR ALLEGED TO BE
OCCASIONED IN WHOLE OR IN PART BY ANY ACT OR OMISSION ON THE PART OF
LICENSEE OR ANY OF ITS OFFICERS, REPRESENTATIVES, AGENTS, SERVANTS,
EMPLOYEES, CONTRACTORS, PATRONS, GUESTS, SUBLICENSEES, PROGRAM
PARTICIPANTS, OR INVITEES OR OF ANY OTHER PERSON ENTERING UPON THE
PREMISES WITH THE EXPRESS OR IMPLIED INVITATION OR PERMISSION OF
LICENSEE; OR (3) BY ANY BREACH, VIOLATION OR NONPERFORMANCE OF ANY
COVENANT OF LICENSEE UNDER THIS AGREEMENT (COLLECTIVELY,
"LIABILITIES"), EVEN IF SUCH LIABILITIES ARISE FROM OR ARE ATTRIBUATABLE
TO ANY ACT,OMISSION,NEGLIGENCE,GROSS NEGLIGENCE,BREACH OF CONTRACT,
INTENTIONAL CONDUCT, VIOLATION OF STATUTE OR COMMON LAW, BREACH OF
WARRANTY, PRODUCT DEFECT, STRICT PRODUCT LIABILITY, OR ANY OTHER ACT,
OMISSION,OR CONDITION WHATSOEVER OF THE CITY OR ITS PROPERTY.
9.3 If any action or proceeding shall be brought by or against the City in connection with any
such liability or claim,Licensee,on notice from City,shall defend such action or proceeding at Licensee's
expense,by or through attorneys reasonably satisfactory to City.
9.4 It is agreed with respect to any legal limitations now or hereafter in effect and affecting
the validity or enforceability of the indemnification obligations under this Section, such legal limitations
are made a part of the indemnification obligation and shall operate to amend the indemnification
obligation to the minimum extent necessary to bring the provision into conformity with the requirements
License Agreement 6 of 19
of such limitations,and as so modified,the indemnification obligation shall continue in full force and
effect.
9.5 Licensee 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. Licensee agrees to make its officers,
representatives, 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 responsible
hereunder. Licensee shall place language in its contracts with contractors and subcontractors that
contractors shall notify City as required by Licensee in this subsection.
9.6 Licensee shall require all of its subcontractors to include in their subcontracts liability
and indemnification language in favor of the City in substantially the same form as above.
SECTION 10
AUDIT
10.1 Licensee agrees that the City shall, until the expiration of three (3) years after the
termination or expiration of this License Agreement,have access to and the right to examine any directly
pertinent books,documents,papers,and records of Licensee involving transactions relating to this License
Agreement. Licensee agrees that the City shall have access during normal working hours to all necessary
Licensee facilities and shall be provided adequate and appropriate workspace in order to conduct audits
in compliance with the provisions of this section. City shall give Licensee reasonable advance notice of
intended audits.
10.2 Licensee further agrees to include in any contractor and subcontractor agreements
hereunder a provision to the effect that the contractor and subcontractors agree that the City shall,until
the expiration of three (3) years after the expiration or termination of the contract or subcontract, have
access to and the right to examine any directly pertinent books, documents, papers, and records of such
contractor or subcontractor involving transactions of the contract or subcontract, and further that City
shall have access during normal working hours to all contractor and subcontractor facilities and shall be
provided adequate and appropriate work space in order to conduct audits in compliance with the
provisions of this paragraph. City shall give the contractor and subcontractor reasonable advance notice
of intended audits.
SECTION 11
CHARITABLE IMMUNITY
11.1 Licensee agrees that if it is a charitable organization, corporations, entity or individual
enterprise having, claiming or entitled to any immunity, exemption(statutory or otherwise)or limitation
from and against liability for damage or injury to property or persons under the provisions of the
Charitable Immunity and Liability Act of 1987, C.P. R.C., § 84.001 et seq., or other applicable law,that
Licensee hereby expressly waives its right to assert or plead defensively any such immunity or limitation
of liability as against City. Copy of the documentation stating this organization's status is due annually to
the address specified for Parks and Community Services in notice provision of this License Agreement.
SECTION 12
TERMINATION
12.1 Termination by Licensee. This License Agreement may be terminated without cause by
the Licensee upon thirty(30)days written notice of such intent to terminate being delivered to the City.
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12.2 Termination by Citv. This License Agreement may be terminated without cause by City
immediately upon written notice to Licensee of such intent to terminate.
12.3 Gratuities. City may terminate this License Agreement if it is found that gratuities in the
form of entertainment,gifts or otherwise were offered or given by Licensee or any agent or representative
to any City official or employee with a view toward securing favorable treatment with respect to the
awarding, amending, or making of any determinations with respect to the performance of this License
Agreement.In the event this License Agreement is canceled by the City pursuant to this section,City shall
be entitled,in addition to any other rights and remedies,to recover from Licensee a sum equal in amount
to the cost incurred by Licensee in providing such gratuities.
12.4 Fiscal Funding Out.Notwithstanding anything to the contrary, if, for any reason, at any
time during the term of the License Agreement, the Fort Worth City Council fails to appropriate funds
sufficient for the City to fulfill its obligations under this License Agreement, the City may terminate the
portion of the License Agreement regarding such obligations to be effective on the last of(i)ninety(90)
calendar days following delivery by the City to Licensee of written notice of the City's intention to
terminate;or(ii)the last date for which funding has been appropriated by the Fort Worth City Council for
the purposes set forth in this License Agreement.
12.5 Licensee's Duties Upon Expiration or Termination.
12.5.1 Prior to the effective date for expiration or termination of this License
Agreement, Licensee shall promptly remove all of its personal property; provided,
however, Licensee shall not be obligated to remove any fixtures. Licensee shall also
repair any Licensee-caused damage to the Premises, including, but not limited to, any
damage that Licensee causes during removal of Licensee's property, to the reasonable
satisfaction of the Director.
12.5.2 If Licensee fails to comply with its obligations in this Section, City may, at its
sole discretion,(i)remove Licensee's personal property and otherwise repair the Premises
and invoice Licensee for City's costs and expenses incurred, such invoice to be due and
payable to City within thirty (30) calendar days of its delivery to Licensee; or (ii)
following no less than thirty(30)calendar days prior written notice to Licensee,take and
hold any Licensee personal property as City's sole property; or(iii)pursue any remedy
at law or in equity available to City. If Licensee fails to surrender the Premises to City
following termination or expiration, all liabilities and obligations of Licensee hereunder
shall continue in effect until such is surrendered.
12.5.3 Upon termination, all funds owed to the City shall be due and payable by the
tenth(loth) calendar day after the effective date of termination,unless stated otherwise
in this License Agreement.
12.6 Other Remedies.Any termination of this License Agreement as provided in this License
Agreement will not relieve Licensee from paying any sum or sums due and payable to City under this
License Agreement that remains unpaid and due at the time of termination,or any claim for damages then
or previously accruing against Licensee under this License 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 Licensee :for any default under the License
Agreement.All City's rights,options,and remedies under this License 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 License Agreement. No such
termination shall relieve City from any obligation it may have to Licensee hereunder and City may pursue
any and all rights and remedies or relief provided by law,whether or not stated in this License Agreement.
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SECTION 13
RIGHT OF ENTRY AND INSPECTION
13.1 In licensing the Premises,City does not relinquish the right to control the management of the
Premises, or the right to enforce all necessary and proper rules for the management and operation of the
same. After receiving notice sent by City at least 24 hours in advance, Licensee must permit City or its
agents, representatives, or employees to enter the Premises for the purposes of inspection; determining
whether Licensee is complying with this License 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 License Agreement or pursuant to its
governmental duties under federal state or local laws,rules or regulations. In the event of an emergency,
no advance notice from City is required.
SECTION 14
LICENSES AND PERMITS
14.1 Licensee shall,at its sole expense,obtain and keep in effect all licenses and permits necessary
for its operations.
14.2 Copy of the documentation stating this organization's status is due annually to the address
specified for Parks and Community Services in the notice provisions of this License Agreement.
SECTION 15
NOTICES
15.1 All notices required or permitted under this License Agreement may be given to a party by
receipted overnight courier(such as Federal Express or UPS) or by United States certified mail, return
receipt requested,addressed to such party at the address stated below or to such other address as one party
may from time-to-time notify the other in writing. Any notice so given shall be deemed to have been
received when deposited in the United States mail so addressed with postage prepaid:
CITY: LICENSEE
City of Fort Worth Texas Christian University
Park&Recreation Director ATTN:Kenneth Janak
4200 South Freeway, Suite 2200 TCU Box 297600
Fort Worth,Texas 76115 Fort Worth,TX 76129
With copies to:
City of Fort Worth
Attn: Assistant City Attorney and
Assistant City Manager
200 Texas Street
Fort Worth,Texas 76102
Or to such other address as such party may hereafter designate by notice in writing addressed and
mailed or delivered to the other party hereto.
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SECTION 16
NON-DISCRIMINATION
16.1 Licensee shall not engage in any unlawful discrimination based on race, creed, color,
national origin, sex, age, religion, disability, marital status, citizenship status, sexual orientation or any
other prohibited criteria in any employment decisions relating to this License Agreement, and Licensee
represents and warrants that to the extent required by applicable laws,it is an equal opportunity employer
and shall comply with all applicable laws and regulations in any employment decisions.
16.2 In the event of Licensee noncompliance with the nondiscrimination clauses of this
License Agreement,which is not cured within ninety(90)calendar days of notice of such noncompliance,
this License Agreement may be canceled,terminated,or suspended in whole or in part,and Licensee may
be debarred from further agreements with City.
SECTION 17
VENUE AND CHOICE OF LAW
17.1 Licensee and City agree that this License Agreement s aall be construed in accordance with
the laws of the State of Texas. If any action, whether real or asserted, at law or in equity, arises on the
basis of any provision of this License Agreement,venue for such action shall lie in state courts located in
Tarrant County,Texas or the United States District Court for the Northern District of Texas—Fort Worth
Division.
SECTION 18
THIRD-PARTY RIGHTS AND ASSIGNMENTS
18.1 The provisions and conditions of this License Agreement are solely for the benefit of the
City and Licensee, and any lawful assign or successor of Licensee, and are not intended to create any
rights,contractual or otherwise,to any other person or entity.
18.2 Licensee agrees that it will not subcontract or assign all or any part of its rights,privileges
or duties hereunder without the prior written consent of the City, and any attempted subcontract or
assignment of same without such prior consent of the City shall be void.
SECTION 19
BINDING COVENANTS
19.1 Subject to the limitations contained herein,the covenants,conditions and agreements made
and entered into by the parties hereunder are declared to be for the benefit of and binding on their
respective successors,representatives and permitted assigns,if any.
SECTION 20
INDEPENDENT CONTRACTOR
20.1 It is expressly understood and agreed that Licensee and its employees, representatives,
agents, servants, officers, contractors, subcontractors, and volunteers shall operate as independent
contractors as to all rights and privileges and work performed under this License Agreement, and not as
agents, representatives or employees of the City. Subject to and in accordance with the conditions and
provisions of this License Agreement,Licensee shall have the exclusive right to control the details of its
operations and activities and be solely responsible for the acts and omissions of its employees,
representatives, agents, servants, officers, contractors, subcontractors, and volunteers. Licensee
acknowledges that the doctrine of respondeat superior shall not apply as between the City and its officers,
representatives,agents,servants and employees,and Licensee and its employees,representatives,agents,,
servants,officers,contractors, subcontractors,and volunteers. Licensee further
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agrees that nothing herein shall be construed as the creation of a partnership or joint enterprise between
City and Licensee. It is further understood that the City shall in no way be considered a Co-employer or
a Joint employer of Licensee or any employees, representatives, agents, servants, officers, contractors,
subcontractors, and volunteers of Licensee. Neither Licensee, nor any officers, agents, servants,
employees or subcontractors of Licensee shall be entitled to any employment benefits from the City.
Licensee shall be responsible and liable for any and all payment and reporting of taxes on behalf of itself,
and any of employees, representatives, agents, servants, officers, contractors, subcontractors, and
volunteers.
SECTION 21
AMENDMENTS.CAPTIONS.AND INTERPRETATION
21.1 Except as otherwise provided in this License Agreement,the terms and provisions of this
License Agreement may not be modified or amended except upon the written consent of both the City
and Licensee.
21.2 Captions and headings used in this License Agreement are for reference purposes only
and shall not be deemed a part of this License Agreement.
21.3 In the event of any dispute over the meaning or application of any provision of this
License Agreement,this License Agreement shall be interpreted fairly and reasonably, and neither more
strongly for or against any party,regardless of the actual drafter of this License Agreement.
SECTION 22
GOVERNMENTAL POWERS AND IMMUNITIES
22.1 It is understood that by execution of this License Agreement, the City and Licensee do
not waive or surrender any of their governmental powers or immunities.
SECTION 23
AUTHORIZATION AND COUNTERPARTS AND ELECTRONIC SIGNATURES
23.1 By executing this License Agreement, Licensee's agent affirms that he or she is
authorized by Licensee to execute this License Agreement and that all representations made herein with
regard to Licensee's identity, address,and legal status are true and correct.
23.2 This License Agreement may be executed in several counterparts, each of which will be
deemed an original, but all of which together will constitute one and the same instrument. A signature
received via facsimile or electronically via email shall be as legally binding for all purposes as an original
signature.
SECTION 24
SEVERABILITY AND NO WAIVER
24.1 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 does not materially prejudice either
Licensee or City in connection with the right and obligations contained in the valid covenants,conditions
or provisions of this License Agreement.
24.2 The failure of either party to insist upon the performance of any term or provision of this
License Agreement or to exercise any right granted hereunder shall not constitute a waiver of that party's
right to insist upon appropriate performance or to assert any such right on any future occasion.
License Agreement 11 of 19
SECTION 25
COMPLIANCE WITH LAWS
25.1 This License Agreement is subject to all applicable federal, state and local laws,
ordinances, rules and regulations, including, but not limited to, all provisions of the City's Charter and
ordinances,as amended.
25.2 If City notifies Licensee or any of its officers, agents, employees, contractors,
subcontractors, licensees, volunteers, or invitees of any violation of such laws, ordinances, rules or
regulations,Licensee shall immediately desist from and correct the violation.
SECTION 26
SOLE AGREEMENT
26.1 This License Agreement, including any exhibits attached hereto and any documents
incorporated herein,contains the entire understanding and agreement between the City and Licensee,and
any lawful assign and successor of Licensee, as to the matters contained herein. Any prior or
contemporaneous oral or written agreement is hereby declared null and void to the extent in conflict with
any provision of this License Agreement.
REMAINDER OF PAGE LEFT INTENTIONALLY BLANK
License Agreement 12 of 19
IN WITNESS WHEREOF,the parties have executed this License Agreement in multiples in
Tarrant County,Texas to be effective on the date set forth in Section 3.
THE CITY OF FORT WORTH RECOMMENDED BY:
Fernando Costa(Sep 12,2019) David Creek(Sep 11,2019)
Fernando Costa, Assistant City Manager David Creek,Acting Director
Park&Recreation Department
Sep 12, 2019
Date
ATTEST: A, Q�
'3:
Mary J.Kayser,City Secretary
APPROVED AS TO FORM AND LE
Matt Murray(Sep 12,20 9)
Matthew Murray,Assistant City Attorney '
CONTRACT AUTHORIZATION
M&C:No M&C Required
TEXAS CHRISTIAN UNIVERSITY:
Kenneth Janak, Senior Associate AD/CFO
Aug 19, 2019
Date
OFFICIAL.RECORD
CITY SECRETARY
FT WORTH,TX
License Agreement 13 of 19
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.
Alex Ritzhaupt(Ajg 28,2019)
Cory Stuhmer,Athletics Coordinator
OffiUAL
CITY SECRETARY
FT WORTH,TX
License Agreement 14 of 19
EXHIBIT A
LOCATION
Forest Park Swimming Pool,2850 Park Place Avenue,Fort Worth,TX 76110
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License Agreement 15 of 19
EXHIBIT B
PROGRAM DESCRIPTION AND SCHEDULE
PROGRAM: Swim Team Practice
SCOPE OF SERVICE: Texas Christian University Swim Team will conduct swim team practices at
Forest Park Swimming Pool on the following days and times,beginrang as of execution of the
Agreement and continuing through Monday, September 30.
TCU Swim Team will be sharing the pool with Masters/Fort Worth Area Swim Team("FAST")
between May to August,and with Masters only from end of August onwards.TCU Swim Team will
take a break in late July/early August when students are not on campus. TCU Swim Team will share
the pool on Saturdays with FAST requirements.
START END START END START END
DAY TIME TIME TIME TIME TIME TIME
Mon 06:30 AM 08:30 AM 02:00 PM 04:00 PM
Tue 06:30 AM 08:30 AM 02:00 PM 04:00 PM
Wed 02:00 PM 04:00 PM
Thu 06:30 AM 08:30 AM 02:00 PM 04:00 PM
Fri I 1 1 02:00 PM 04:00 PM
Sat 08:30 AM 10:30 AM
Sun
License Agreement 16 of 19
EXHIBIT C
INSURANCE.REQUIREMENTS
Licensee shall maintain its current insurance coverage, as documented in the certificate(s)
of insurance attached hereto, for the duration of the Contract. Where applicable, Licensee shall
arrange for its insurance policies to be endorsed to include the City as an additional insured as its
interest may appear.
s�co d CERTIFICATE OF LIABILITY INSURANCE °'n"'O°"Y"
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1H/I8 CERTIRCATE IS ISSUED AS A MATTER OF IIFORI ATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE MOLDER THIS
COtTEICATE DOES NOT AFFINNIATIVELY OR NEGATIVELY ALONG.EXTEND OR ALTER THE COVERAGE AFFORDED SY THE POLICIES
MOW. 'IRS CERTIFICATE OF INSURANCE DOEAT NOT CONiRTUTE A CONTRACT BETWEEN THE ISSUING INStMtERM AU7HORUMD
f�RESONTAWE Oft PRODUCER.AND THE COMFICATE HDLDM
MPORTAMr. N Ow cotelaeta holder Is an ADDRIONAL INSURED,the palicy(rs)neat have ADDRIOINL INSURED ptovlebna or be sndorssd.
V SU1SR0GA7ION IS WArVED.subject to the Istme and condtlora of the Policy,certain peldee may reWre an erdotseawd. A ssafto m I on
tNs cor Messe does not confer rights to Ow oedtMdar holew In eau of such erdotso s
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CKIMFICATE HOLDER CANCELLATION
SH OLLD ANY OF TH R ABOVE 0Eae1a@=POLICE!Y CALCLL.ED STORE
THE OLPRATON DATE THEREOF. NOTIQ V LL M OR AllRVID N
ACCOROANCRYSM TH RFOLICYPROM101M.
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License A4 h cc men: 17 of 19
EXHIBIT D
INDIVIDUAL WAIVER. RELEASE.AND INDEMNITY AGREEMENT
1, , the undersigned, for myself, my heirs and assigns, hereby
affirm that I am aware that my use of the Forest Park Swimming Pool,located at 2850 Park Place Avenue,
Fort Worth, TX 76110 ("Pool'), has inherent risks. As a condition precedent to my use of the Pool, I
confirm that I understand and accept all risks, dangers and hazards(resented by my use of the Pool,and
that I am choosing to use the Pool freely and voluntarily.In consideration of my being permitted to utilize
the Pool,I hereby assume all risk of harm and injury to myself and others, as well as to the property of
others,which may result from my use of the Pool,regardless of the cause or blame.
Further,I, for myself,my heirs and assigns,in consideration of my being able to utilize the Pool,
do hereby FOREVER RELEASE AND WAIVE all claims against the City of Fort Worth, its officers,
agents and employees, for injuries, death or property damage which may arise from my use of the Pool.
This waiver and release is intended to release and forever discharge the Ci1x of Fort Worth, its
officers.servants,agents and emlilovees from any and all claims.;actions,causes of action,damages,
losses or expenses. including a torn y's fees whether real or asserted. of every kind or character.
arising out of my use of the Pool. This waiver is intended to release the City of Fort Worth. its
officers.servants.agents and employees even if said injuries.death or other damages are caused in
whole or in part by the alleged acts of commissjon, omjssjon. negligence. groom negligence. breach
of contract. intentional conduct, violation of statute or common law, breach of warranty, product
defect, strict 12roduct liability, or any other conduct whatsoever of the City, its officers, servants.
agents or emiljovees.I,for myself,and my heirs and assigns hereby assume all responsibility and liability
for such injuries or damages, including death, and hereby covenant not to sue the entities and parties
named above for such injuries or damages.
I FURTHER AGREE TO INDEMNIFY AND DEFEND THE CITY AND HOLD THE CITY
HARMLESS FROM ALL CLAIMS,TOGETHER WITH ALL COSTS,EXPENSES,AND LEGAL
FEES IN DEFENDING ALL CLAIMS DIRECTLY OR INDIRECTLY ATTRIBUTABLE TO MY
USE OF THE POOL. THIS INDEMNITY PROVISION(INCLUDING,WITHOUT LIMITATION,
INDEMNITY FOR COSTS,EXPENSES AND LEGAL FEES)IS SPECIFICALLY INTENDED TO
OPERATE AND BE APPLICABLE EVEN IF IT IS ALLEGED OR PROVED THAT ALL OR
SOME OF THE DAMAGES BEING SOUGHT WERE CAUSED AS A WHOLE OR IN PART BY
ANY ACT, OMISSION, NEGLIGENCE, GROSS NEGLIGENCE, BREACH OF CONTRACT,
INTENTIONAL CONDUCT, VIOLATION OF STATUTE OR COMMON LAW, BREACH OF
WARRANTY, PRODUCT DEFECT, STRICT PRODUCT LIABILITY, OR ANY OTHER
CONDUCT WHATSOEVER OF THE CITY. I REALIZE THAT BY SIGNING THIS
AGREEMENT,I AM GIVING UP MY RIGHT TO SUE THE CITY FOR INJURY,DEATH OR
DAMAGE I MAY SUFFER THROUGH MY USE OF THE POOL. IF ANY COURT FINDS A
PORTION OF THIS AGREEMENT TO BE INVALID, THE REMAINDER OF THE
AGREEMENT WILL NOT BE AFFECTED.
License Agreement 18 of 19
I have read this Waiver, Release, and Indemnity Agreement and fully understand its terms,
provisions and conditions. I have not been influenced to any extent whatsoever by any representations or
statements not contained within this agreement. I also represent that I am at least 18 years ofage.
Dated this day of ,2019.
Participant Information
Printed Name
Address
Signature
License Agreement 19 of 19