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HomeMy WebLinkAboutContract 35846 CITY SECRETARY CONTRACT NO. CONTRACT FOR LEASE OF PROPERTY FORT WORTH MUSEUM OF SCIENCE AND HISTORY STATE OF TEXAS § § KNOW ALL PERSONS BY THESE PRESENTS: COUNTY OF TARRANT § THIS AGREEMENT ("Lease") is made and entered into this day of e ;2007 (the "Effective Date"), by and between the City of Fort Worth, a home rule municipal corporation situated in Denton, Johnson and Wise Counties, Texas (hereinafter referred to as "City") acting by and through its duly authorized Assistant City Manager, and the Fort Worth Museum of Science and History Corporation, a Texas non-profit corporation (hereinafter referred to as "Museum"), acting by and through Van Romans, its President. WHEREAS, on February 20, 1995, the City and Museum entered into a Lease Agreement (City Secretary Contract No. 20857) (the "Original Lease") covering land in Tract 1 of the J. P. Montgomery Survey in Tarrant County, Texas, as more particularly described therein; WHEREAS, on June 15, 2006, the City and Museum entered into a First Amendment to Lease Agreement (City Secretary Contract No. 33625) (the "First Amendment"), amending the Original Lease to provide that the leased premises are comprised of the land described in the First Amendment, and providing for the temporary lease of a portion of that land as shown on Exhibit"B"to the First Amendment for a term of thirty (30) days; WHEREAS, on August 8, 2006, the City and Museum entered into a Second Amendment to Lease Agreement (City Secretary Contract No. 33895) (the "Second Amendment"), amending the Lease to provide that the leased premises are comprised of the land described in the Second Amendment, and providing that the temporary lease of a portion of the land as shown on Exhibit `B" to the First Amendment will be for a term of one (1) year (the Original Lease, as amended by the First Amendment and the Second Amendment, is referred to herein as the "Existing Lease"); WHEREAS, Museum desires to extend the Existing Lease and to undertake a capital improvement project that will involve of the demolition of certain structures existing on a portion of the leased premises and the construction of a new facility and related improvements on portions of the leased premises; NOW THEREFORE, for and in consideration of the mutual covenants, promises and agreements contained herein, the City and Museum do hereby covenant, and agree as follows: K70 �II L'•:`C'l'1J�Jll' U�LLe 0 ARTICLE 1. TERMINATION OF EXISTING LEASE, CONTRACT NOS. 20857, 33625 AND 33895 § 1.01. The Existing Lease, as amended and identified as Contract Nos. 20857, 33625 and 33895, is hereby terminated as of the Effective Date of this Lease and fully substituted by this Lease, and neither party to the Existing Lease shall have any further duties or responsibilities under the Existing Lease following the Effective Date of this Lease. ARTICLE 2. LEASE OF PREMISES § 2.01. Premises. In consideration of the mutual covenants and agreements of this Lease, and other good and valuable consideration, City demises and leases to MUSEUM, and MUSEUM leases from City, the tract of land situated in Fort Worth, Tarrant County, Texas, more particularly described on Exhibits "A" and `B" attached to this Lease, and made a part of this Lease for all purposes, along with existing buildings and improvements located thereon (collectively, the "Premises" in this Lease). ARTICLE 3. LEASE TERM § 3.01. Primary Term. A. With regard to the portion of the Premises generally described on Exhibit "A" attached hereto (the "Permanent Premises"), the term of the Lease ("Term") shall commence on the Effective Date and shall continue until the date that is 35 years after the Effective Date, unless terminated sooner or renewed as provided in this Lease. The City and MUSEUM agree and acknowledge that the Permanent Premises will be replatted in connection with the demolition of existing structures and construction of a new facility on the Premises, and that a new description of the Permanent Premises shall be attached to this Lease and automatically deemed to replace the existing Exhibit "A" following completion of such replat. It is specifically understood and agreed that the Permanent Premises shall be used for the operation of a science and history museum, in accordance with the permitted use described in Section 4.01 below. B. With regard to the portion of the Premises described on Exhibit "B" attached hereto (the "Temporary Premises") the Term shall commence on the Effective Date and shall continue until the date that is sixty (60) days after MUSEUM has received a final certificate of occupancy for its new facility to be constructed on the Premises and has restored the Temporary Premises to their original condition. It is specifically understood and agreed that the Temporary Premises shall be used for the operation of a science and history museum, in accordance with the permitted use described in Section 4.01 below. 2 § 3.02. Right to Renew. With regard to the portion of the Premises described as the Permanent Premises in Section 3.01(A), the Term of this Lease shall automatically be renewed and extended for two (2) additional thirty (30) year periods (each a "Renewal Term") unless MUSEUM provides a written termination notice to the City at least thirty (30) days prior to the end of the then-existing Term or Renewal Term. The terms set forth herein shall govern and control the relationship of the parties hereto during the Primary Term and during any Renewal Term, except that the City may make reasonable increases or other changes to the limits of insurance set forth in Article 11 hereof for any Renewal Term by providing written notice of such increase or change at least six (6) months prior to the end of the then-existing Term or Renewal Term. § 3.03. Termination. This Lease will terminate without further notice when the Term (or Renewal Term, as applicable) expires, and any holding over by MUSEUM after such Term (or Renewal Term, as applicable) expires, will not constitute a renewal of this Lease or give MUSEUM any rights under this Lease in or to the Premises, except as a tenant at will. § 3.04. Holdover Tenancy. If MUSEUM holds over and continues in possession of the Premises after the Term (or Renewal Term, as applicable) expires, MUSEUM will be considered to be occupying the Premises at will subject to all the terms of this Lease. ARTICLE 4. USE OF PREMISES § 4.01. Permitted Use of Premises. MUSEUM may use the Premises only for the purpose of developing, constructing, and operating a science and history museum known as the Fort Worth Museum of Science and History and for purposes ancillary to the operation of the museum, and for no other purpose without the written consent of City. Notwithstanding the foregoing, MUSEUM may demolish portions of the structures and other improvements located on the Premises and construct new structures and other improvements on the Premises for operation of the museum and related activities with the written permission of City. Any temporary period of time in which the museum is not open to the public in connection with such demolition, construction and related activities shall not be considered a breach of this Lease. § 4.02. No Hazardous or Toxic Substances. Under no circumstances during the Term and extensions of this Lease will MUSEUM use or cause to be used in the business operated on the Premises any hazardous or toxic substances or materials, or store or dispose of any such substances or materials on the Premises; provided, however, that MUSEUM may store and use solvents, paints, preservation liquids and other such materials reasonably in connection with the operation of the Museum on the Premises so long as such use and storage does not violate any governmental law or regulation. § 4.03. Illegal Use Not Permitted. MUSEUM may not use all or any part of the Premises or any building situated on them for any use or purpose that violates any valid and 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 § 4.04. Condition of Premises. MUSEUM agrees to accept the Premises in their present condition, finds them suitable for the purposes intended, and further agrees 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. ARTICLE 5. RENT § 5.01. Rent. MUSEUM will pay City $ 1.00 annually as rent during the Term. ARTICLE 6. DEMOLITION AND CONSTRUCTION BY MUSEUM § 6.01. General Conditions. MUSEUM may, from time to time during the Term, erect, maintain, alter, remodel, reconstruct, rebuild, replace and remove buildings and other improvements on the Premises, and correct and change the contour of the Premises, subject to the following: a. MUSEUM bears the full and complete cost of any such work. b. The Premises must at all times be kept free of mechanics' and materialman's liens. C. MUSEUM must provide performance and payment bonds covering any such work, in form acceptable to the City Attorney, or another form of guaranty of completion acceptable to the City Attorney. d. City must be notified in writing of the time for beginning and the nature of any such work, other than routine maintenance of existing buildings or improvements, prior to the work being performed. e. The conditions of § 6.04 concerning City's approving plans must be followed. f. Any demolition on the Premises shall be done in full compliance with state and federal and local laws and regulations. § 6.02. Easements, Dedications, Zoning, and Restrictions. So long as MUSEUM is in compliance with the terms of this Lease Agreement, City will cooperate with MUSEUM concerning easements, dedications, zoning, and restrictions of the Premises as follows: 4 a. Easements and Dedications. To provide for the more orderly development of the Premises, it may be necessary, desirable, or required that street, water, sewer, drainage, gas, power lines, and other easements and dedications and similar rights be granted or dedicated over or within portions of the Premises. City will, on MUSEUM's request, join with MUSEUM in executing and delivering the documents, from time to time, and throughout the Term (or Renewal Term, as applicable), as may be appropriate, necessary, or required by any governmental agency, public utilities, and companies for the purpose of granting the easements and dedications. Provided, however, any such dedication shall be subject to City Council approval. b. Zoning. If MUSEUM considers it necessary or appropriate to obtain use, zoning, or subdivision and plan approval and permits for the Premises or any part of them, City, subject to any required approval by the City Council or other appropriate City board or commission, will execute the documents, petitions, applications, and authorizations as are appropriate or required to submit the Premises, or any part of them, for the purposes of obtaining conditional use permits, zoning and rezoning, tentative and final tract approval, and plan approval. City will execute these documents from time to time as requested by MUSEUM. C. Expenses. MUSEUM exclusively bears the cost and expense of any action required of City under subparagraphs a. and b. above. § 6.03. Beginning Construction. MUSEUM shall begin demolition of the existing facility and construction of the new facility on the Premises by December 31, 2007 in compliance with state, federal and local laws and regulations. MUSEUM shall use reasonable efforts to substantially follow the construction schedule approved by the City pursuant to Section 6.04 below, subject to force majeure. § 6.04. City's Approval of Plans. The following rules govern City's approving construction, additions, and alterations of buildings or other improvements on the Premises: a. Written Approval Required. No building or other improvement or demolition may be constructed on the Premises unless the plans, specifications, and proposed location of the building or other improvement has received City's written approval and the building or other improvement complies with the approved plans, specifications, and proposed location. No material exterior addition to or alteration of any building or structure erected on the Premises may begin until plans and specifications covering the exterior of the proposed addition or alteration have been first submitted to and approved by City. b. Submission of Plans. MUSEUM must, at its own expense, engage a licensed architect or engineer to prepare plans and specifications for constructing the museum or for constructing any other buildings or improvements or additions or alterations to any buildings or improvements that require City's approval under subparagraph a. above. 5 MUSEUM must submit two complete sets of construction plans of detailed working drawings, plans, and specifications, a construction schedule, and any additional copies of site plans as required by City for constructing the museum for City's approval prior to commencement of such construction. If MUSEUM wishes to construct any other buildings or improvements or make any additions or alterations to buildings or improvements for which City's approval is required under subparagraph a. above, MUSEUM must submit two copies of detailed working drawings, plans, and specifications for any such projects for City's approval before such projects begin. Before any demolition or construction can occur on the Premises, MUSEUM's plans must be approved in writing by the City. C. City's Approval. City will promptly review and approve all plans submitted under subparagraph b. above or note in writing any required changes or corrections that must be made to the plans. Any required changes or corrections must be made, and the plans resubmitted promptly to City. Minor changes in work or materials not affecting the general character of the building project may be made at any time without City's approval, but a copy of the altered plans and specifications must be furnished to City. d. Exception to City's Approval. The following items do not require submission to, and approval by, City: i. Minor repairs and alterations necessary to maintain existing structures and improvements in a useful state of repair and operation. ii. Changes and alterations required by an authorized public official with authority or jurisdiction over the buildings or improvements, to comply with legal requirements. e. Effect of Approval. City's approval does 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. § 6.05. Ownership of Buildings, Improvements, and Fixtures. Any buildings, improvements, additions, alterations, and fixtures (but not personal property, furniture and trade fixtures) constructed, placed, or maintained on any part of the Premises during the Term or any Renewal Term shall be MUSEUM'S property during the Term and any Renewal Term of this Lease, but must remain on the Premises and shall become City's property upon the termination or expiration of this Lease. Any personal property, furniture and trade fixtures placed upon the Premises during the Term or any Renewal Term shall be MUSEUM'S property during and after the termination or expiration of this Lease, subject to Section 6.06 below. § 6.06. Right to Remove Personal Property; Fixtures. MUSEUM may, at any time while it occupies the Premises, or within a reasonable time thereafter, not to exceed ninety (90) days, 6 remove personal property, furniture, machinery, equipment, or other trade fixtures owned or placed by MUSEUM, its subtenants or licensees, in, under, or on the Premises, or acquired by MUSEUM, whether before or during the Term and any Renewal Term. Before the Lease terminates, MUSEUM must repair any damage to any buildings or improvements on the Premises resulting from the removal. Any such items not removed within a reasonable time after the Lease termination date, not to exceed ninety (90) days, will become the City's property on that date. ARTICLE 7. TAXES § 7.01. Payment by MUSEUM. In addition to the rent specified in Article 4, MUSEUM will pay and discharge all taxes, general and special assessments, and other charges of any kind, if any, 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 Renewal Term, whether belonging to City or to MUSEUM. MUSEUM will pay all the taxes, charges, and assessments directly to the public officer charged with their collection before they become delinquent, and MUSEUM will indemnify City and hold it harmless from all such taxes, charges, and assessments. MUSEUM 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. ARTICLE 8. UTILITIES § 8.01. Payment by MUSEUM. MUSEUM will pay or cause to be paid all charges for water, heat, gas, electricity, sewers, and all other utilities used on the Premises throughout the Term and any Renewal Term, including any connection fees. ARTICLE 9. REPAIRS, MAINTENANCE, AND RESTORATION § 9.01. MUSEUM's Duty to Maintain and Repair. At all times during the Term and any Renewal Term, MUSEUM will keep and maintain, or cause to be kept and maintained, all buildings and improvements erected on the Premises in a good state of appearance and repair (except for reasonable wear and tear) at MUSEUM's own expense. Notwithstanding the foregoing, City will provide general grass mowing services on the Premises, on a schedule it deems appropriate to the season, in the manner such mowing is performed at City's other facilities. MUSEUM may perform additional landscaping and groundskeeping activities it deems necessary. § 9.02. Damage or Destruction. After construction of the new facility, if any building or improvement constructed on the Premises is substantially damaged or destroyed by fire or any other casualty, MUSEUM must, within ninety (90) days from the date of the damage or 7 destruction, begin to repair, reconstruct, or replace the damaged or destroyed building or improvement and pursue the repair, reconstruction, or replacement with reasonable diligence so as to restore the building to substantially the condition it was in before the casualty. But if beginning or completing this restoration is prevented or delayed by war, civil commotion, acts of God, strikes, governmental restrictions, regulations or interferences, fire or other casualty, or any other reason beyond MUSEUM's control, whether similar to any of those enumerated or not, the time for beginning or completing the restoration (or both) will automatically be extended for the period of each such delay. ARTICLE 10. MECHANICS' LIENS § 10.01. Mechanics' Liens. MUSEUM will not cause or permit any mechanics' liens or materialman's liens to be filed against the fee of the Premises or against MUSEUM's leasehold interest (excluding any leasehold mortgage or other security instrument) in the land or any buildings or improvements on the Premises by reason of any work, labor, services, or materials supplied or claimed to have been supplied to MUSEUM or anyone holding the Premises or any part of them through or under MUSEUM. If such a mechanic's lien or materialman's lien is recorded against the Premises or any buildings or improvements on them, MUSEUM must either cause it to be removed or, if MUSEUM in good faith wishes to contest the lien, take timely action to do so, at MUSEUM's sole expense. If MUSEUM contests the lien, MUSEUM will indemnify City and hold it harmless from all liability for damages occasioned by the lien or the lien contest and will, in the event of a judgment of foreclosure on the lien, cause the lien to be discharged and removed before the judgment is executed. ARTICLE 11. INDEMNIFICATION AND INSURANCE § 11.01. INDEMNIFICATION 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 PREMISES (OR ANY PART OF THEM), OR CAUSED BY ANY DEFECT IN ANY BUILDING, STRUCTURE, IMPROVEMENT, EQUIPMENT, OR FACILITY ON THE PREMISES OR CAUSED BY OR ARISING FROM ANY ACT OR OMISSION OF MUSEUM, OR ANY OF ITS AGENTS, EMPLOYEES, LICENSEES, OR INVITEES, OR BY OR FROM ANY ACCIDENT, FIRE, OR OTHER CASUALTY ON THE PREMISES, OR BROUGHT ABOUT BY MUSEUM'S FAILURE TO MAINTAIN THE PREMISES IN SAFE CONDITION. MUSEUM SHALL RELEASE, INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY, AND CITY'S OFFICERS, AGENTS AND EMPLOYEES FROM AND AGAINST SUCH LOSS, DAMAGE, INJURY, CLAIMS AND ATTORNEYS FEES INCURRED IN THE DEFENSE THEREOF, EVEN IN THE EVENT SUCH LOSS, DAMAGE, INJURY OR CLAIM RESULTS FROM THE ALLEGED NEGLIGENCE OF THE CITY, ITS OFFICERS, AGENTS, AND EMPLOYEES. 8 § 11.02. Insurance Required Related to Construction. MUSEUM shall require the following lines of insurance and limits of coverage of contractor(s) and professionals during the development, design, and construction of improvements permitted by this Lease. In addition, MUSEUM shall require its contractor(s) and/or professionals to name the City of Fort Worth, its officers, agents, and employees as additional insureds on relevant policies and obtain such coverage through insurance companies admitted or approved to issue the coverage in the State of Texas and have an AM Best rating of A:VII. City shall have no responsibility for any costs associated with the required insurance. 11.02.L Worker's Compensation. MUSEUM shall require its contractor(s) to obtain and maintain statutory worker's compensation insurance and business automobile liability insurance ($1,000,000 limit) during any construction work. MUSEUM shall require its contractor(s) to cover its subcontractor(s) on its (their) policies or shall require the subcontractor(s) to obtain and maintain statutory worker's compensation coverage and business automobile liability insurance ($1,000,000 limit). 11.02.2. Professional Liability Insurance. MUSEUM shall require any architects and/or engineers providing professional services in the development, design, and/or construction management of the project to obtain and/or maintain professional liability insurance at a limit of not less than $1,000,000. If this coverage is obtained on a "claims made" basis, the professional(s) will maintain coverage continuously in force for a period not less than five years after project acceptance. 11.02.3. Commercial General Liability. MUSEUM shall require its contractor(s) to obtain commercial general liability insurance at a limit of not less than $1,000,000 per occurrence. § 11.03. Insurance Required Related to On-Going Occupancy and Use of the Premises. On policies required to be maintained by MUSEUM as provided below, MUSEUM will name the City of Fort Worth, its officers, agents, and employees as additional insureds on relevant policies and obtain such coverage through insurance companies admitted or approved to issue the coverage in the State of Texas and have an AM Best rating of A:VII. 11.03.1. Building and Improvements. At all times during the Term and any extension, City shall maintain commercial all-risk property insurance on all buildings and other improvements located or being constructed on the Premises at not less than the full replacement cost of such improvements. City shall pay all costs for such insurance and shall be responsible for any deductible required. The insurance policy or policies must name both the City and MUSEUM as named insureds. 11.03.2. Commercial General Liability Insurance. At all times during the Term and any Renewal Term, MUSEUM shall maintain commercial general liability insurance covering City and MUSEUM for liability for property damage and personal injury at a limit of not less than $1,000,000 per occurrence. 9 § 11.04. Certificates of Insurance. MUSEUM must furnish City with certificates of all insurance required by this Section. If requested by the City, MUSEUM must also supply copies of the individual policies of insurance. If MUSEUM does not keep required insurance in full force and effect, City may notify MUSEUM of this failure, and if MUSEUM does not deliver certificates showing all such insurance to be in full force within ten (10) days after this notice, City may, at its option, acquire or pay premiums on the insurance needed to fulfill MUSEUM's obligations under this section. On City's demand, MUSEUM must reimburse City the full amount of any insurance premiums paid by City under this section, with interest at the rate of ten percent (10%) annually from the date of City's demand until reimbursement by MUSEUM. § 11.05. Waiver of Insurance. City shall not be responsible for the theft, loss, damage, or destruction of property of MUSEUM, its subtenants, and their respective employees, agents, licensee, invitees, contractors, and subcontractors, even if the damage is alleged to arise out of some condition on the Premises. ARTICLE 12. ASSIGNMENT, SUBLEASE AND MORTGAGE § 12.01. Assignment, Sublease and Mortgage. MUSEUM may not sell, sublease or assign its leasehold estate, or any portion of it, without the prior written approval of the City. Notwithstanding the foregoing, MUSEUM shall have the right, without the City's consent, to grant to third parties subleases, licenses or other rights to use space within the Premises for purposes ancillary to the operation of the museum including, without limitation, for classroom or instruction, concessions, restaurant, or cafe purposes, for the sale of any or all merchandise, products, food, beverages or other items, and for meetings, gatherings and functions as deemed necessary or desirable by MUSEUM, however MUSEUM shall not sublease more than twenty percent (20%) of the Premises. The City hereby acknowledges MUSEUM'S right to mortgage or otherwise encumber MUSEUM'S interest in the Premises and any buildings, improvements, additions, alterations, and fixtures constructed, placed, or maintained thereon. The City agrees to grant in favor of a mortgagee or lender of MUSEUM all reasonable estoppels, non-disturbance agreements, default cure periods, and other similar rights as are normally granted in such transactions. ARTICLE 13. DEFAULT AND REMEDIES § 13.01. Termination on Default. If MUSEUM defaults in performing any covenant or term of this Lease and does not correct the default within thirty (30) days after receipt of written notice from City to MUSEUM or an additional reasonable period if MUSEUM is proceeding with diligence to cure the default, City may declare this Lease, and all rights and interest created by it, terminated. If City elects to terminate, this Lease will cease as if the day of City's election were the day originally fixed in the Lease for its expiration. 10 § 13.02. Other Remedies. Any termination of this Lease as provided in this article will not relieve MUSEUM from paying any sum or sums due and payable to City under this Lease at the time of termination, or any claim for damages then or previously accruing against MUSEUM under this Lease. 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 MUSEUM for any default under this Lease. All City's rights, options, and remedies under this Lease 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 Lease. 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: City Manager City of Fort Worth 1000 Throckmorton Street Fort Worth, TX 76102 (b) If to MUSEUM: The Fort Worth Museum of Science and History Corporation 1501 Montgomery Street Fort Worth, Texas 76107 Attention: Van Romans, President ARTICLE 15. GENERAL PROVISIONS § 15.01. Right of Entry and Inspection. MUSEUM shall permit City or its agents, representatives, or employees to enter the Premises for the purposes of inspection; determining whether MUSEUM is complying with this Lease; maintaining, repairing, or altering the Premises; or any other reasonable purpose. § 15.02. No Partnership or Joint Venture. The relationship between City and MUSEUM is at all times solely that of City and MUSEUM and may not be deemed a partnership or a joint venture. § 15.03. Force Majeure. If constructing the building or curing any default (other than failure to pay rent, insurance premiums, or ad valorem taxes) or performing any other covenant or term is 11 delayed by reason of war, civil commotion, act of God, governmental restrictions, regulations, or interference, fire or other casualty, or any other circumstances beyond MUSEUM'S control or that of the party obligated or permitted under this Lease to do or perform the term or covenant, regardless of whether the circumstance is similar to any of those enumerated or not, each party so delayed is excused from performance during the delay period. § 15.04. No Termination on Bankruptcy. Bankruptcy, insolvency, assignment for the benefit of creditors, or the appointment of a receiver will not affect this Lease as long as MUSEUM and City or their respective successors or legal representatives continue to perform all covenants of this Lease. § 15.05. No Waiver. No waiver by either party of any default or breach of any covenant or term of this Lease may be treated as a waiver of any subsequent default or breach of the same or any other covenant or term of this Lease. 12 Executed to be effective as of the Effective Date. 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S? 1. r HaY<yA— a8 P.O.B. ® I IroeS ME1OMT5 IOORIOH JO • �O 1-i I I I I VOL F.0.T•.CPC 32 1 1 I , P I - I I `C LJ l ( I I I ` I' I I -aii Permanent Premises LEASE E IMIT September 2007 ❑�� Ae9aJefer,rc EXHIBIT "B" - DESCRIPTION OF THE TEMPORARY PREMISES FORTWORTH Real Property Description for a Proposed Lease Site at the Western Heritage Center Addition A parcel of land out of Lot 4,Block 1, Western Heritage Center Addition, an Addition to the City of Fort Worth, according to plat recorded in Cabinet A, Slide Number 5951, Plat Records, Tarrant County, Texas, and being more fully described by metes and bounds as follows; BEGINNING at the most south southwest comer of said Lot 4, from which a 5/8' iron rod found with an aluminum cap stamped "City of Fort Worth Survey" bears South 89 degrees 41 minutes 24 seconds East, 5.0 feet; THENCE:North 45 degrees 11 minutes 59 seconds West, 28.46 feet to the most west southwest corner of said Lot; THENCE: North 00 degrees 42 minutes 35 seconds West, at 5.0 feet in pass a 5/8" iron round found with an aluminum cap stamped " City of Fort Worth Survey" in all 138.41 feet to a tack hub set far the northwest corner of proposed lease site; THENCE:North 89 degrees 40 minutes 05 seconds East, at 251.98 feet,pass a 518' iron rod found with a red plastic cap marked "City of Fort Worth, Survey Division" for the southwest comer of Lot 3 according to said plat, in all 394.14 feet to a 5/8, iron rod found with a red plastic cap marked "City of Fort Worth, Survey Division" in the west right-of- way of Gendy Street according to a plat recorded in Cabinet A, Slide Number 8180, Plat Records Tarrant County Texas; THENCE: with the said west right-of-way line South 00 degrees 14 minutes 42 seconds West, 151.58 feet to a 5/8" iron rod found with an yellow cap stamped Cater and Burgess; THENCE: South 44 degrees 59 minutes 49 seconds West, 16.35 feet to a 5/8" iron rod found with an yellow cap stamped Cater and Burgess, the most south southeast corner of said Lot 4; THENCE: North 89 degrees 41 minutes 24 seconds West, 360.02 feet to the Place of Beginning, and containing some 1.44 acres(62,900 square feet) of land, more or less. _ ENGINEERING DEPARTMENT SURVEY DNISION THE CRY OF FORT WORTH * 1 OOO rHROCKMORTON STREET * FORT WORTH, TFxas 76102-6311 (817) 871-7925 * Fax (8)7) 871-8845 Cj Printed on recYcky paper Surveyed on the ground in the month of June, 2006. Bearing Base: Texas coordinate system, north Central Zone,NAD 83, Via the City of Fort Worth GPS network, distance are ground measurements. Note: In accordance with the Texas Board of Professional Land Surveying, general rules of Procedure and Practices, 6563.19(9),this"report" consists of the real property description included herein and a Map of Survey, attached herewith. I i i I { t T Q��tS7FRF'9S cq� O'. . . . . . .. . .. . . . . . ,Q HAMS K. HANSEM .09 47 Pv � g Cattle Kaisers Museum Preserving_ the Heritage of Ranch Life September 7, 2007 OFFICERS Bradford S.Bames President Kit Moncrief City of Fort Worth Vice President 1000 Throckmorton Street Pat Dean Boswell McCall Fort Worth, Texas 76102 Secretary Matt Brockman Re: Gift Agreement dated September, 2005 ("Gift Agreement") by and Assistant Secretary between Texas and Southwestern Cattle Raisers Foundation, a Texas J.Luther King,Jr. non-profit corporation (the "Foundation") and the Fort Worth 'treasurer Museum of Science and History, a Texas non-profit corporation(the Patricia W.Riley "Museum") Executive Director ` BOARD OF TRUSTEES Ladies and Gentlemen: C.Coney Burgess Richard Connor John E.Dudley In connection with the execution of a Contract for Lease of Property Windi Grimes ("Lease") by and between the City.of Fort Worth (the "City") and the Museum, Helen Kleberg Groves Elizabeth Horwood which allows the Museum to demolish a portion of the existing Museum of Science W.Clay Jones and History building and to construct a new Museum of Science and History Anne Marion Russell Noble building on real property owned by the City, as described in the Lease (the "Real Marty Richter Property"), the City has requested this letter from the Foundation. Chris Scharbauer J.Malcolm Shelton IV Pursuant to the Gift Agreement, the Museum has agreed to create a gallery Roger F.Welder � � g y Joline Wharton within the new Museum facility to house items from the Foundation's collection, Bat Wulff and the Foundation has agreed to provide the Museum with certain financial Ex OFFICIO support, all as described in the Gift Agreement. The Foundation acknowledges that Jon Means the Gift Agreement is not a sublease of space in the new Museum building and that Dave Scott C.R."Dick"Sherron the Foundation will have no leasehold or other possessory interest in the new ADVISORY TRUSTEES Museum building or with regard to any of the City's Real Property. Anne Armstrong Edward P.Bass Sincerely, Dolph Briscoe,Jr. Charlie Geren Higgins Susan R.Higgins TEXAS AND SOUTHWESTERN CATTLE RAISERS A.Ryland Howard FOUNDATION, a Texas non-profit corporation A.C.Jones IV Red McCombs W.Walter Negley Jesse H.Oppenheimer By: Scott Petty,Jr. James L.Powell Braolo d S. Barnes, President Nolan Ryan Chaunce O.Thompson,Jr. , W.R.Watt,Jr. J.A.Whittenburg III By: Helen Willingham Kit Moncri f, Vlce P S ent 8624943 Texas and Southwestern Cattle'Raisers Foundation www.cattleraisersmuseurn.org 1301 West Seventh Street• Fort Worth,Texas 76102-2665 •817.332.8551 • Fax:817.332.8749 Page 1 of 2 City of Fort Worth, Texas Mayor and Council Communication COUNCIL ACTION: Approved on 5/29/2007 DATE: Tuesday, May 29, 2007 LOG NAME: 25MUSEUM07 REFERENCE NO.: **C-22142 SUBJECT: Authorize Execution of a Contract for Lease of Property with the Fort Worth Museum of Science and History Corporation RECOMMENDATION: It is recommended that the City Council authorize the City Manager to execute a Contract for Lease of Property with the Fort Worth Museum of Science and History Corporation ("Corporation") for an initial term of 35 years, with two 30 year renewals. DISCUSSION: On January 17, 1995, (M&C C-14641) the City Council authorized a Lease Agreement with the Fort Worth Museum of Science and History Corporation for use of the Museum of Science and History building for a term of five years with two automatic five-year renewal terms at no cost to the Museum to expire on September 30, 2009. The lease provides that the Corporation is responsible for all maintenance, utilities, and liability insurance. On June 15, 2006, (City Secretary Contract Number 33625) the City entered into a First Amendment of the Lease Agreement for a period of 30 days to include the Temporary Building Site under the same terms and conditions as contained in the Lease to expire on July 14, 2006. On July 11, 2006, the City Council authorized the City Manager to execute a Second Amendment to the Lease Agreement with the Fort Worth Museum of Science and History Corporation to include property south of the National Cowgirl Museum and Hall of Fame for the placement of the temporary buildings for a period of one year. These temporary buildings were necessary for the continuity of museum operations during the design, demolition and construction of the Museum. The proposed Contract for Lease of Property would allow for the Museum to undertake a capital improvement project that will involve the demolition of certain structures existing on a portion of the leased premises and construct a new facility and related improvements on portions of the leased premise. Under this proposal, the current agreement will be terminated and substituted with a new agreement. The contract is for a 35 year term beginning on the effective date of the contract and shall automatically be renewed and extended for two additional 30 year periods unless written termination is given to the City. The Fort Worth Museum of Science and History and Temporary Buildings are located in COUNCIL DISTRICT 7. FISCAL INFORMATION/CERTIFICATION: The Finance Director certifies that this action will have no material effect on City funds. TO Fund/AccounVCenters FROM Fund/AccounVCenters http://www.cfwnet.org/council_packet/Reports/mc_print.asp 10/1/2007 Page 2 of 2 Submitted for City Manager's Office by: Joe Paniagua (6575) Originating Department Head: Kirk Slaughter(2501) Additional Information Contact: Betty Tanner (2502) http://www.cfwnet.org/council_packet/Reports/mc_print.asp 10/1/2007