HomeMy WebLinkAboutContract 54079�p
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CONTRACT NO, F+0 7
LICENSE AGREEMENT FOR THE 100X25 READING INSTRUCTION PROGRAM
BETWEEN THE CITY OF FORT WORTH
AND
KINGDOM MANIFESTORS INTERNATIONAL MINISTRIES, AT DUNCANVILLE,
TEXAS
THIS LICENSE AGREEMENT ("Agreement") is made and entered into by and between the
CITY OF FORT WORTH, a home rule municipal corporation of the State of Texas ("Licensee")
and KINGDOM MANIFESTORS INTERNATIONAL MINISTRIES, AT DUNCANVILLE,
TEXAS, a Texas Nonprofit Corporation, ("Licensor").
WHEREAS, Licensor is the owner of certain property located at 2401 McCurdy, Fort
Worth, Texas 76104; and
WHEREAS, Licensor has partnered with Licensee in support of programs to address third
grade reading, a community goal set by the Fort Worth Independent School District and supported
by Read Fort Worth; and
WHEREAS, Licensee's initiative to address third grade reading is named "The 100x25
Reading Instruction Program" and is designed to assure that by 2025 all third grade students in the
Fort Worth Independent School District are reading on grade level; and
WHEREAS, Licensor has offered to allow Licensee to conduct the "100x25: CFW
Reading instruction Program" at Licensor's facilities;
WHEREAS, Licensee and Licensor wish to set forth the terms by which Licensee may
use a portion of Licenser's facilities as instructional and classroom space for conducting the
"100x25: CFW Reading Instruction Program".
NOW, THEREFORE, inconsideration of the covenants and agreements contained in this
Agreement, Licensor and Licensee hereby agree as follows:
1.Licensed Premises: Use of Premises. For and in consideration of the agreements of the parties
expressed herein, Licensor does hereby grant to Licensee the use of approximately ,�'��
square feet of space located at 2401 McCurdy, Fort Worth, Texas 76104 as set forth in greater detail
in Exhibits A and B, which are attached hereto and incorporated herein ("Premises"). The Premises
will be open to the public and will be used solely as a classroom and instructioanal space for the
100x25: CFW Reading Instruction Program (the "Program") and for no other purpose.
.Term and License Fee.
2.1. Term. Unless terminated earlier pursuant to the terms herein, the initial term of
this Agreement shall be effective beginning on the 29� day of June, 2020 and ending on August
6`s, 2020 ("Primary Term"). The City will provide the Program at the Premises in accordance with
the schedule set fort in Exhibit C, which is attached hereto and incorporated herein for all purposes,
and at no other times. Times may be modified only by the mutual written agreement of the parties.
2.2. License Fee. Licensee agrees and shall pay to the Licensor as base rent for the
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FT. WORTH, TX
Premises during the said Term, the total sum of 0.00. Licensor and Licensee expressly agree and
stipulate that this Agreement is based on valuable consideration and an exchange of promises that
will be independently beneficial to both parties. Specifically, Licensor agrees that the Licensee
will provide a benefit to Licensor by increasing the literacy of area schoolchildren. Licensor has
accepted this as valuable consideration for its performance of the obligations of this Agreement.
Both parties agree as a condition precedent to executing this Agreement that the consideration is
valuable and sufficient and that neither party shall be able to assert otherwise in the event of
litigation. Nothing herein shall constitute an obligation of Licensee funds. Licensee shall not owe
any amount of money for any reason whatsoever to the Licensor for use of the Premises rendered
in connection with this Agreement. Licensee shall not be liable nor owe any payment, fee, cost,
penalty, or money for any other reason whatsoever to Licensor.
3. Licensoe's Duties and Resbonsibilities. In addition to any other duties and responsibilities
set forth in this License Agreement, Licensor shall:
3.1. Furnish the necessary furniture, existing utilities, including Internet, 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;
3.2.
3.3.
system;
3.4.
Licensee's use;
Ensure the Premises is suitable for its intended purpose;
Provide staff to lock and unlock the Premises and arm and disarm any security
Ensure that a Licensor employee is present at the Premises at all times during
3.5. Designate a Licensor employee to serve as the point of contact for logistic and
reporting requirements. The initial point of contact shall be: ,
r,
Contact
3.6. As soon as is reasonably practical, notify Licensee, through its point of contact, of
any unforeseen closure of the Premises;
3.7. Allow Licensee to photograph, video, graphically depict and publicly display the
Premises, Licensor's employees, and other documentation of the Program fox any non-commercial
purpose whatsoever;
3.g. Recognize that the Program is to be secular and conducted separately and
independently from any religious activities, such as worship, religious instruction, or
proselytization and ensure that Program Participants are not included in or unduly coerced into any
explicitly religious activities during the Program.
3.9. Ensure that Program Participants do not loiter on the Premises after the Program;
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3.10. Notify Licensee, through its point of contact, of all complaints received xelated to
Licensee's use of the Premises.
4. Licensee's Duties and Responsibilities. In addition to any other duties and responsibilities
set forth in this License Agreement, Licensee shall:
4.1. Deliver direct instruction to registered participants of the Program ages five
through thirteen years old ("Program Participants") which is based on best practices for reading in
accordance with Exhibit C and at no cost to Kingdom Manifester.
4.2. Assure that there a sufficient number of Licensee employees to satisfactorily
conduct the Program;
4.3. Not occupy the Premises beyond the times listed in Exhibit C or at any time during
which the Premises is holding religious congregations or services.
4.4. Designate a point of contact for Program administration and logistics. The initial
point of contact shall be:
Captain William Hackley
CFW Fire Department,
Phone: (817) 996=4991
5. Condition of the Premises. LICENSEE EXPRESSLY ACKNOWLEDGES AND
AGREES IT HEREBY ACCEPTS THE PREMISES, AS IS, WHERE IS, AND WITHOUT ANY
WARRANTIES OF WHATEVER NATURE, EXPRESS OR IMPLIED, IT BEING THE
INTENTION OF THE LICENSOR AND LICENSEE TO EXPRESSLY NEGATE AND
EXCLUDE ALL WARRANTIES EXPRESSeED OR IMPLIED, IN FACT OR BY LAW,
INCLUDING WITHOUT LIMITATION, THE IMPLIED WARRANTY OF SUITABILITY,
AND THE WARRANTIES OF MERCHANTABILITY AND FITNESS FOR ANY
PARTICULAR PURPOSE, CONTAINED IN OR CREATED BY ANY APPLICABLE LAW OF
THE STATE OF TEXAS.
6. Security Deposit. Licensor and Licensee each acknowledge and agree that no security
deposit for the Premises has been received by the Licensor from Licensee, and therefore, the
Licensor shall have no obligation to refund any such amounts to Licensee upon the termination of
this Agreement.
7. Utilities and taxes. All utilities and taxes related to the Premises will be paid by the
Licensor.
8. Repairs and Maintenance. If deemed necessary or desirable by Licensor, any such
repairs (including structural repairs) or general maintenance shall be Licensor's sole responsibility
and expense. Licensee shall maintain the Premises as necessary to serve Licensee's purposes
hereunder. Notwithstanding the foregoing, Licensor shall not be obligated to make any repair
necessitated by the negligence of Licensee or by any breach of this Agreement by Licensee.
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9. Alterations and improvements. Licensee shall make no alterations or improvements to
the Premises without the prior written consent of the Licensor. Any Licensee improvements
approved by the Licensor and made by Licensee after the Effective Date which remain on the
Premises after the termination of this Agreement may become the property of the Licensor and may
be disposed of as the Licensor may determine with no liability or obligation to Licensee.
10. Insurance.
10.1. The Licensor shall have no contractual obligation to insure the Premises or any of
Licensee's personal property located thereon or therein.
10.2. Licensee is aself-funded entity and as such may not maintain a commercial
liability insurance policy to cover premises liability. Damages for which Licensee would ultimately
be found liable would be paid directly and primarily by the Licensee and not by a commercial
insurance company.
11. Indemnity;_ Limitation of Right of Recovery against Licensee. Except for the gross
negligence or willful misconduct of Licensee, or a breach of this Agreement by Licensee or its
agents, attorneys, employees, contractors, representatives, officers, directors, and related parties,
Licensor agrees to indemnify and hold harmless the Licensee and its agents, attorneys, employees,
contractors, representatives, officers, directors, and related parties (the "Licensee Indemnified
Parties") of and from any claim, assertion, demand, right, or cause of action arising out of
Licensee's use of the Premises or the performance of this Agreement.
12. Assignment or Encumbrance.
12.1. Without the prior written consent of the Licensor, which may be withheld in the
Licensoe's sole discretion, Licensee may not mortgage, pledge, encumber or assign this Agreement
or sublet the Premises, in whole or in part, to any person, firm, or corporation. Any attempted
sublease or assignment without such consent shall be void and of no effect.
12.2. Licensee agrees to prevent any mechanic's, materialmen's, laborer, or any other
lien from being placed upon all or any portion of the Premises or improvements thereto. In addition
to any other indemnity obligations of Licensee herein, Licensee agrees to hold harmless the
Licensor Indemnified Parties from and against any and all liabilities for damages occasioned by
such liens, to the extent allowed by law.
13. Defaults and Remedies.
13.1. Licensee's failure to perform
Agreement shall, if continuing for thirty (30)
constitute an"Event of Default' hereunder.
or observe any covenant or condition of this
days after written notice thereof to Licensee,
13.2. This Agreement and the term and estate hereby granted and the demise hereby
made are subject to the limitation that if and whenever any Event of Default shall occur, the
Licensor may, at its option, terminate this Agreement, in which event Licensee shall surrender
possession of the Premises to the Licensor, and in connection therewith the Licensor may enter
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upon and take possession of the Premises and expel or remove Licensee after Licensee receives
notice of such Event of Default. .
13.3. In the event the Licensor elects to terminate this Agreement by reason of an Event
of Default, then, notwithstanding such termination, Licensee shall be liable to the Licensor for the
sum of any indebtedness accrued to the date of such termination.
14. Termination. Either party may terminate this agreement without cause by providing 30
day written notice to the other party.
I5. Notices.
15.1. All notices to the Licensor shall be sent to:
Kingdom Manifesters Church
2401 McCurdy St
Fort Worth, TX 76104
15.2. All notices to Licensee shall be sent to:
City of Fort Worth
Property Management Department
900 Monroe, Suite 404
Fort Worth, Texas 76102
Attention: Lease Management
With a copy to:
City of Fort Worth
City's Attorney Office
200 Texas Street
Fort Worth, Texas 76102
15.3. Mailing of all notices under this Agreement shall be deemed sufficient if mailed
certified, return receipt requested and addressed as specified herein to the ocher party's address.
UI 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.
16. No Options or Rights of First Refusal. It is expressly agreed and acknowledged that this
Agreement is limited to the Premises. Licensee shall have no rights to use from the Licensor any
lands other than this Premises, and all options or rights of first refusal in and to any portion of the
Premises, if any, are hereby expressly terminated.
17. Entire Agreement; Modification. This Agreement shall constitute the entire agreement
of the Licensor and Licensee, and shall supersede any prior agreements, either oral or written,
pertaining to the Premises. This Agreement cannot be changed or modified orally, but only by an
instrument in writing signed by both parties.
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i8. Waivers. One or more waivers of any covenant, term, or condition of this Agreement by
either the Licensor or Licensee 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 Licensor or Licensee 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. Licensee shall have no express or implied right or
authority to assume or create any obligations on behalf of or in the name of the Licensor.
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.
21.1. 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.
21.2. Paragraph headings used in this Agreement are intended for convenience only and
not necessarily to describe the intent of a particular Paragraph and therefore shall not be construed
s limiting the effect of any provision of this Agreement.
22. No Waiver of Sovereign Immunity. Nothing in this Agreement shall be deemed or
construed to waive either parry's sovereign immunity.
23. Charitable Immunity. Licensor 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 Licensor hereby expressly waives its right to assert or plead
defensively any such immunity or limitation of liability as against Licensee.
24. Counterparts. This Agreement may be executed in any number of counterparts, each of
which shall be deemed an original, but all of which #ogether shall constitute one and the same
instrument.
25. Effectiveness. This Agreement shall be binding upon the Licensee only when signed by
its Assistant City Manager and shall be of no force and effect until so executed.
26. Time is of the Essence. Time is of the essence of this Agreement and each and every
provision hereof.
[Signature Page Follows]
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I/
EXECUTED this � � v day of U#*��
LICENSEE:
City of Fort Worth, ahome-rule
municipal corporation of the State of Texas
Fernando Costa
Assistant City Manager
LICENSOR:
2020a
HINGDOM
MANIFESTORSINTERNATI
ONAL NIINISTRIES, AT
DUNCANVILLE, TEXAS
By: i
Name:
Its: EEO
�EFICIAL RECUR®,
CITY SECRETARY
G�To WORTH, TX
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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.
Name
Title:
APPROVED AS TO FORM AND LEGALITY:
By. �'�2�teur �y2G�L
Matthew Murray
Assistant City Attorney
No M&C required. Ordinance No, 24161-04-2020
ATTEST:
By.
/ 'CQ
&
la�y Kayser
City Secretary
Form 1295: Not required
M&C: Not Required
Supplemental Programming Agreement Page 8 of 11
idol McCurdy
Exhibit "A"
Premises
KINGDOM MANIFESTERS CHURCH
2401 McCurdy Street, Fort Worth, TX 76104 1 Othce: (817) 536-1100
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Exhibit "B"
Premises Floorplan
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Exhibit "C"
Program Schedule
PROGRAM: I OOx25: CFW Reading Instruction Program
SCOPE OF SERVICE: Licensee will provide direct reading instruction to registered participants
ages 5 43 years old. Reading instruction will be based on the six. (6) best practices for reading
instruction as evidenced by the Rand Corporation and the Wallace Foundation. These reading best
practices include phonemic awareness, phonics, fluency, comprehension, writing and vocabulary.
PROGRAM DURATION: Monday, June 29 —Thursday, August 6, 2010
DAY
PREMISES USE
START TIME*
END TIME
Sun
No
N/A
N/A
Mon
Yes
9:30 AM
1:00 PM
Tue
Yes
9:30 AM
1000 PM
Wed
Yes
9:30 AM
1:00 PM
Thu
Yes
9*30 AM
I:00 PM
Fri
No
N/A
NIA
Sat
No
N/A
N/A
*Program begins at 10:00AM, but Licensee staff may arrive at 9:30AM to begin set up. Lunch
will be served from 12:OOPM-1:OOPM.
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