HomeMy WebLinkAboutContract 43835 (2)CITY SECRETARY
CONTRACT NO.�
LICENSE AGREEMENT
This License Agreement ("License") is made and entered into as of the 23rd day of
October, 2012 ("Effective Date"), by and between AUTOBAHN IMPORTS, L.P., a Delaware
limited partnership ("Licensor"), and the CITY OF FORT WORTH, TEXAS, a municipal
corporation ("Licensee").
RECITALS
WHEREAS, Licensor is the tenant under that one certain Lease Agreement (the "Lease")
dated May 23, 2011, with LARJ, L.P. ("Landlord"), as landlord, pertaining to the land and two
buildings, and other improvements situated thereon, located at 2802 Cullen Street, Fort Worth,
Tarrant County, Texas (the "Leased Premises"); and
WHEREAS, one of the buildings in the Leased Premises has office space of
approximately 2,024 square feet, as more particularly shown on the floor plan attached as
Exhibit "A" (the "Licensed Site");
WHEREAS, Licensor warrants that it has the ability under the Lease to license the
Licensed Site to third parties, and that all necessary permissions or approvals required under the
Lease have been obtained by Licensor and/or Landlord; and
WHEREAS, Licensor wishes to license to Licensee, and Licensee wishes to accept a
license from Licensor, of the Licensed Site, together with all structures, improvements, fixtures
and appurtenances thereon, thereunder or thereover (collectively, the "Licensed Premises").
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, Licensor and Licensee hereby agree as follows:
1. Licensed Premises. Subject to the terms and conditions set forth below, and in
consideration of the mutual covenants set forth below, Licensor licenses to Licensee the
Licensed Premises. Licensee may use the Licensed Premises only as office space for the City of
Fort Worth police department.
2. License Term. The term of this License ("Term") commences on October 24,
2012, and expires on October 24, 2014, unless sooner terminated by Licensee upon not less than
thirty (30) days' prior written notice. The Term will automatically renew for ten 1-year terms
unless terminated by either party at least 30 days prior to the expiration of the then current term
year.
3. No Rent. Licensee is not required to pay any rental for this License or the use of
the Licensed Premises.
4. Condition of Licensed Premises/Maintenance. Licensee accepts the Licensed
Premises in an "as is" condition with Licensor to make no further improvements; however,
Licensor shall make any and all repairs to the Licensed Premises, and sl alL_mai:ntair h& _
Licensed Premises and the remainder of the Leased Premises, as required by the Lease
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shall return the Licensed Premises to Licensor at the termination of the Term in the same
condition as existed at the commencement of the Term, ordinary wear and tear excepted.
5. Taxes, Insurance, Utilities. Licensor shall be responsible for the payment of all
electricity, water, natural gas (if any), local telephone, or other utility charges for the Licensed
Premises that come due and payable during the Teu n. Additionally, Licensor agrees to maintain
all insurance coverages required by the Lease and to pay all taxes and insurance premiums
before they become delinquent.
6. Fixtures and Improvements Licensor agrees that no property or equipment,
owned or installed by Licensee, or any representative of Licensee shall, under any circumstances,
become a fixture, and that Licensee shall have the right to remove any and all such property or
equipment at any time during the Term or within thirty (30) days after the Term. Licensor agrees
that it will, at no time, hold or retain any property owned or installed by Licensee, for any reason
whatsoever. Licensee may paint, erect or display a sign, placard or lettering which is visible
from the exterior of the Licensed Premises, subject to Licensor's prior approval, which shall not
be unreasonably withheld or delayed.
7. Damages or Destruction. If the Licensed Premises should be damaged or
destroyed by fire, tornado or other casualty, (a) Licensee shall promptly give written notice
thereof to Licensor and (b) Licensor will repair the Licensed Premises as required by, and within
the time periods required under, the Lease.
8. INDEMNITY. To THE FULLEST EXTENT PERMITTED BY LAW, LICENSOR,
LANDLORD, THEIR AFFILIATED COMPANIES, AND THEIR RESPECTIVE AGENTS, DIRECTORS,
PARTNERS, OFFICERS, AND EMPLOYEES (COLLECTIVELY "INDEMNITEES' ) SHALL NOT BE LIABLE OR
RESPONSIBLE FOR AND SHALL BE SAVED, DEFENDED, AND HELD HARMLESS BY LICENSEE FROM AND
AGAINST ANY AND ALL CLAIMS AND DAMAGES OF EVERY KIND, INCLUDING THE COST OF DEFENSE,
FOR INJURY TO OR DEATH OF ANY PERSON OR PERSONS AND FOR DAMAGE TO OR LOSS OF PROPERTY
ARISING OUT OF OR ATTRIBUTED, DIRECTLY OR INDIRECTLY, TO THE USE BY LICENSEE OF THE
LICENSED PREMISES EVEN IF SUCH CLAIM OR DAMAGE IS OCCASIONED BY THE CONCURRENT
NEGLIGENCE OF ANY INDEMNIIEE. NOTHING CONTAINED HEREIN SHALL EVER BE CONSTRUED SO
AS TO REQUIRE LICENSEE TO CREATE A SINKING FUND OR TO ACCESS, LEVY AND COLLECT ANY TAX
TO FUND ITS OBLIGATIONS UNDER THIS PARAGRAPH.
9. Waiver of Liability. ALL PERSONAL PROPERTY BROUGHT INTO THE LICENSED
PREMISES DURING THE TERM IS AT THE RISK OF LICENSEE ONLY, AND LICENSEE WAIVES ALL
CLAIMS AGAINST INDEMNTTEES FOR ANY DAMAGE TO OR THEN`' OF PERSONAL PROPERTY IN THE
LICENSED PREMISES, WHETHER OR NOT DUE IN WHOLE OR IN PART TO THE NEGLIGENCE OF ANY
INDEMNITEE.
10. Mutual Waiver of Subrogation. LICENSOR AND LICENSEE (AND THE INDEMNTTEES)
EACH WAIVE FOR THEMSELVES AND THEIR RESPECTIVE INSURERS, ANY CLAIMS AGAINST THE
OTHER FOR ANY PROPERTY DAMAGE (WHETHER CAUSED BY NEGLIGENCE, STRICT LIABILITY, OR
THE CONDITION OF THE LICENSED PREMISES), ANY CONSEQUENTIAL DAMAGES, OR ANY RESULTING
LOSS OF INCOME AND BENEFITS RESULTING FROM SUCH DAMAGE EVEN THOUGH THE LOSS OR
DAMAGE WAS OCCASIONED BY THE NEGLIGENCE OF THE OTHER PARTY, ITS AGENTS, OR
EMPLOYEES. LICENSOR AND LICENSEE SHALL REQUIRE THEIR RESPECTIVE INSURANCE COMPANIES
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TO INCLUDE A STANDARD WAIVER OF SUBROGATION PROVISION IN THEIR RESPECTIVE POLICIES IN
FAVOR OF LICENSOR, INDEMNITEES, AND LICENSEE, RESPECTIVELY.
11. Licensee's Insurance. Licensee is basically a self -funded entity and as such,
generally, it does 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 Licensee and not by a commercial insurance company.
12. Notices. Any notice under this License must be in writing and delivered to the
other party at the address specified below or to such other address upon written notice to the
other party.
13. Amendment. This License may be amended, supplemented, or changed only by
instrument in writing duly executed by each of the parties hereto.
14. Police Protection. Licensor agrees and understands that Licensee in no way
promises to provide increased Police protection or more rapid emergency response time because
of this License Agreement. No special relationship shall exist between Licensor or Licensee
other than that of sublandlord and subtenant. Licensee shall provide no greater police protection
to Landlord or Licensor than is provided to all other persons or businesses.
EXECUTED as of the date first above written.
LICENSOR:
AUTOBAHN IMPORTS, L.P., a Delaware limited
partnership
By• - -
S. Chase, Presi ent
3000 White Settlement Road
Fort Worth, Texas 76107
Attention: President
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LICENSEE:
CITY OF FORT WORTH, TEXAS, a
municipal corporation
BY: �L�y14kw6
Name: Fernando Costa
Title: Assistant City Manager
Fiscal Management
Fort Worth Police Department
350 West Belknap Street
Fort Worth, Texas 76102
APPROVED AS TO FORM AND LEGALITY
M Vinfit
Assistant City Attorney
ATTEST:
City S ecretar
M&C C-25 93 6
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
11
1
EXHIBIT "A"
FLOOR PLAN OF LICENSED SITE
Foch Street
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Mayor and CCojrTcu
COUNCIL AC T IOb`\9: A
DATh:: Tuesday, October 23, 2012
LOG NAME: 17AUTOBAHN
SUBJECT:
Authorize Execution of a License Agreement with Autobahn Imports, L.P., for 2,024 Square Feet of Space
at 2802 Cullen to be Used by the Police Department for Office Space (COUNCIL DISTRICT 9)
rib, ens
proved . n 10/23/2012
1 n(Gardt)
REFERENCE NO.: **C-25936
RNCOMMENDATION:
It is recommended that the City Council authorize the execution of a License Agreement with Autobahn
Imports, L P., for 2,024 square feet of space at 2802 Cullen to be used by the Police Department for office
space.
DISCUSSION:
At the request of the Police Department, the Real Property Division of the Housing and Economic
Development Department negotiated a License Agreement with Autobahn Imports, L P., for 2,024 square
Development V V 1 V1 /'L Department �1 1 1 1 I \ �• �/ • • ♦ • . V v• • • v• • � �
feet of office space at 2802 Cullen. The space will house the Major Case Unit of the Police Department.
The term of the Agreement will be for two years commencing on October 24, 2012. The term will
automatically renew for 10 one-year terms unless either party gives notice of termination 30 days prior to
such renewal.
The City of Fort Worth will pay no rent for this space and Autobahn Imports, L.P., will pay all utilities, taxes
and insurance.
The office space is located in COUNCIL DISTRICT 9.
FISCAL INFORMATION / CERTIFICATION:
The Financial Management Services Director certifies that this action will have no material effect on City
funds.
FUND CENTERS:
TO Fund/Account/Centers FROM Fund/Account/Centers
CERTIFICATIONS:
Submitted for Citv Manager's Office by:
Originating Department Head:
Additional Information Contact:
ATTACHMENTS
1. 2802 Cullen.pdf (Public)
Fernando Costa (6122)
Jesus Chapa (5804)
Cynthia Garcia (8187)
Robin Bentley (7315)
Logname: 17AUTOBAHN Page 1 of 1