HomeMy WebLinkAboutContract 56051 CSC No. 56051
LICENSE AGREEMENT
BETWEEN THE CITY OF FORT WORTH AND CG NATION,LLC
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,acting
by and through its duly authorized Assistant City Manager ("City") and CG NATION, LLC, a Texas
limited liability company ("Licensee").
WHEREAS,the City owns various parks that contain open space;
WHEREAS, Licensee's mission is to impact the physical fitness and ultimately the lives of as
many people as possible;
WHEREAS,to carry out its mission, Licensee wishes to license the open space in City-owned
parks to conduct their fitness program for members of the public("Program Participants"); and
NOW, THEREFORE, in consideration of the covenants and agreements contained in this
License Agreement, City and Licensee hereby agree as follows:
SECTION 1
LICENSED PREMISES
1.1 Licensed Premises. For and in consideration of the License Fees to be paid under this
License Agreement and the agreements of the parties expressed herein, City does hereby grant to
Licensee the use of open space within the parks as set forth in greater detail in Exhibit A, which is
attached hereto and incorporated herein("Premises").
1.2 Condition of the 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. 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.
Licensee agrees that open park space is not prepared by the City for use as a fitness venue and may
contain hazardous conditions that are obvious or latent defects that could result in injury to Program
Participants. Licensee assumes the risk of injury to Licensee and Program Participants for use of open
space for Licensee's Program. City makes not warranty that the Premises are suitable for Licensees
intended use or Program. City will not provide,fitness equipment,cones,lighting,or any other equipment
for the Premises.
1.3 Any modifications to the Premises must be approved by the City and set forth in a written
amendment to this License Agreement.
SECTION 2
USE OF THE PREMISES
2.1 Licensee may use the Premises for the purpose of holding physical fitness programming
("Program")and for no other purpose.
2.2 Licensee shall have non-exclusive rights to use the Premises within the normal
OFFICIAL RECORD
LICENSE AGREEMENT CITY SECRETARY
CG NATION,LLC.
FT. WORTH, TX
operational hours in accordance with the schedule set forth in Exhibit B. All activities related to
Licensee's use must be completed within the time periods 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 City, reserves the right, in its sole discretion, to remove
Licensee from the Premises or charge Licensee a fee for use of the Premises for the time period beyond
that which the Premises is reserved. Any additional fee will be commensurate with that charged to other
patrons of the Premises using the same space for the same amount of time and shall 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 License Agreement.
2.4 The Premises will be unavailable for use by the Licensee pursuant to this License
Agreement 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 in the parks are not for the
exclusive use of the Licensee and that the City and patrons of the parks 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 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 future 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.
2.9 Licensee must obtain a park reservation permit from the City each time Licensee uses
the Premises. Licensee must have a copy of this License Agreement and a valid park reservation permit
for the Premises being used in Licensee's Possession when using the Premises. Licensee shall deliver to
the Director of the Park & Recreation Department ("Director") or the Director's designee a damage
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deposit in accordance with Exhibit D of this Agreement,which is attached hereto and incorporated herein
by reference.
SECTION 3
TERM OF LICENSE
3.1 Term. Unless terminated earlier pursuant to the terms herein, the term of this License
Agreement shall be effective beginning on July 1, 2021 and expire on June 30, 2023. This License
Agreement may be renewed for two (2) successive two-year terms, upon mutual written agreement of
the Parties (each a"Renewal Term").
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 atwill.
SECTION 4
LICENSE FEE
4.1 As consideration for the rights and privileges granted hereunder for this License
Agreement, Licensee will pay to the City a license fee in accordance with Exhibit D which is attached
hereto and incorporated herein by reference ("License Fee"). License Fees shall be paid by Licensee no
less than quarterly on January loth,April loth, July IOth, and October IOth of each year.
4.2 Licensee shall pay a single cleanup/damage deposit of One-Hundred Dollars($100.00)
for each location upon execution of the License Agreement("Deposit").
4.3 All payments shall be submitted to the following address in care of the Park&Recreation
Department: 4200 South Freeway, Suite 2200, Fort Worth, TX 76115. In the event of Park closure or
inclement weather, Licensee may reschedule the event within six months of the initial reservation date
or receive a refund of seventy-five percent (75%) of the reservation fee. If a cancellation is made ten
business days or more, prior to the event Licensee may receive a refund of seventy-five percent (75%)
of the reservation fee. If a cancellation is made less than ten business days,prior to the event a refund of
fifty percent(50%) of the reservation fee will be issued to the Licensee.
SECTION 5
DUTIES AND RESPONSIBILITIES
5.1 In addition to any other duties and responsibilities set forth in this License Agreement,
Licensee shall:
5.1.1 Provide annually a detailed program schedule by January 1 for all Programs to
be held within City parks for the foregoing year, and then two weeks advance notice for
any additional days and times.
5.1.2 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.
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5.1.3 Ensure each CG Trainer of Licensee's team is in possession of proper
certifications for safety and instruction, including safety training as mandated by CG
Nation, LLC.
5.1.4 Not occupy the Premises beyond the times listed in Exhibit B.
5.1.5 Not occupy the Non-Licensed Area within Trinity Park as further described in
Exhibit A.
5.1.6 May use Trinity Park Pavilion 41 (Shelter House) on a first-come first served
basis.Use of Trinity Park Pavilion#1 (Shelter House)is not permitted when there
is a scheduled reservation and/or event.
5.1.7 Provide notification of changes to Licensee's use of the Premises, including
cancellation but excluding Force Majeure Events,to the City no less than 24 hours prior
to the scheduled start time,according to Exhibit B. In case of Force Majeure Events,the
Licensee must notify the Director promptly upon learning of such Force Majeure Events.
5.1.8 Immediately report any maintenance or repair needs to the Park Operations
District Superintendent of the Premises.
5.1.9 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 certified coach is present at all times.
5.1.10 Abide by the insurance requirements set forth in Exhibit C, which is attached
hereto and incorporated herein for all purposes.
5.1.11 Submit to the City Point of Contact a monthly attendance report which includes
the number of participants per session.
5.1.10 Designate a point of contact for Program administration and reporting
requirements ("Program Point of Contact"). The initial Program Point of Contact shall
be:
Stacy Buky, Regional Director
CG Nation, LLC
Phone: (817)714-2535
Email: stacykcampgladiator.com
5.1.11 Address complaints related to the Program with 24 hours of notification by the
City.
5.2 The City shall:
5.2.1 Furnish existing utilities available at the Premises, if such utilities exist, at all
times, for the ordinary and intended use of such, which may include lighting and water
for ordinary and intended use. If electrical power is needed,Licensee will be charged by
the City for the additional cost in accordance with the City's standard reservation cost
for electrical power.
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5.2.2 Designate a City employee to serve as the point of contact for Program
administration and reporting requirements("City Point of Contact").The initial
City Point of Contact shall be:
Clinton S.Wyatt, District Superintendent
Park Operations
Office: (817) 392-5763
Email: clinton.w attkfortworthtexas.gov
5.2.3 As soon as is reasonably practical, notify Licensee, through its Program Point
of Contact,of any closure of the Premises. City will notify Licensee prior to scheduling
events which may impede with this program schedule as set forth in Exhibit B.
5.2.4 Notify Licensee, through its Program 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 part thereof by Licensee, by reason of
any labor or materials furnished or claimed to have been furnished, by, through, or under Licensee, by
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 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 they 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
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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, 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 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 MAJEURE
8.1 If either parry 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; pandemics and 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 parry'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.
SECTION 9
LIABILITY AND INDEMNIFICATION
9.1 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
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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, KIND 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 LICENSE 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
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
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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 Park & Recreation Department in the notice provision of this License
Agreement.
SECTION 12
TERMINATION
12.1 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. This License Agreement
may be terminated without cause by City immediately upon written notice to Licensee of such intent to
terminate.
12.2 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.
12.3 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.
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12.4 Licensee's Duties Upon Expiration or Termination.
12.4.1 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.
12.4.2 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.
12.4.3 Upon termination, all funds owed to the City shall be due and payable by the
tenth (10th) calendar day after the effective date of termination,unless stated otherwise
in this License Agreement.
12.5 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.
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.
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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.
SECTION 15
NOTICES
15.1 All notices required or permitted under this License Agreement, except for notifications
required to be given to a City Point of Contact or Program Point of Contact, may be given to a parry 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 CG Nation, LLC
Park&Recreation Director Attn.: Compliance
4200 South Freeway, Suite 2200 9158 Research Boulevard
Fort Worth,Texas 76115 Austin, Texas 78758
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.
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, 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 shall be construed in accordance
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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 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.
LICENSE AGREEMENT Page 11 of 22
CG NATION,LLC.
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 parry, 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 does
not waive or surrender any of its 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. For these purposes,"electronic signature"means electronically scanned and transmitted versions
(e.g. via pdf file or facsimile transmission)of an original signature,or signatures electronically inserted via
software such as Adobe Sign.
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.
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.
LICENSE AGREEMENT Page 12 of 22
CG NATION,LLC.
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.
SECTION 27
IMMIGRATION NATIONALITY ACT
27.1 Licensee must verify the identity and employment eligibility of its employees who perform
work under this Agreement, including completing the Employment Eligibility Verification Form (I-9).
Upon request by City, Licensee must provide City with copies of all I-9 forms and supporting eligibility
documentation for each employee who performs work under this Agreement. Licensee must adhere to all
Federal and State laws as well as establish appropriate procedures and controls so that no services will be
performed by any Licensee employee who is not legally eligible to perform such services. LICENSEE
MUST INDEMNIFY CITY AND HOLD CITY HARMLESS FROM ANY PENALTIES,
LIABILITIES, OR LOSSES DUE TO VIOLATIONS OF THIS PARAGRAPH BY
INSTRUCTOR, INSTRUCTOR'S EMPLOYEES, SUBCONTRACTORS, AGENTS, OR
LICENSEES. City, upon written notice to Licensee, will have the right to immediately terminate this
Agreement for violations of this provision by Licensee.
SECTION 28
BOYCOTTING ISRAEL PROHIBITED
28.1 If Licensee has fewer than 10 employees or the Agreement is for less than $100,000, this
section 28.1 does not apply. Licensee acknowledges that in accordance with Chapter 2270 of the Texas
Government Code,City is prohibited from entering into a contract with a company for goods or services
unless the contract contains a written verification from the company that it: (1) does not boycott
Israel; and (2) will not boycott Israel during the term of the contract. The terms "boycott Israel"
and "company" will have the meanings ascribed to those terms in Section 808.001 of the Texas
Government Code. By signing this Addendum, Licensee certifies that Licensee's signature
provides written verification to City that Licensee: (1) does not boycott Israel; and (2) will not
boycott Israel during the term of*the Agreement.
(SIGNATURES ON FOLLOWING PAGE)
LICENSE AGREEMENT Page 13 of 22
CG NATION,LLC.
IN WITNESS WHEREOF,the parties have executed this License Agreement in multiples in
Tarrant County,Fort Worth, Texas to be effective on the date set forth in Section 3.
CITY OF FORT WORTH: CONTRACT COMPLIANCE MANAGER:
By signing I acknowledge that I am the person
responsible for the monitoring and administration
see last page of this contract, including ensuring all
By: performance and reporting requirements.
Valerie Washington
Assistant City Manager
By:
see last page
Date: Clinton S.Wyatt, District Superintendent
Park&Recreation Department
APPROVAL RECOMMENDED:
By:
see last page
By: Michael Tovar, District Superintendent
Richard Zavala,Director Park&Recreation Department
Park&Recreation Department
APPROVED AS TO FORM AND
By:Sandra Y. .ngbiood(Jun 18,2021 16:24 CDT) LEGALITY:
Sandra Youngblood,Assistant Director
Park&Recreation Department
By: see last page
ATTEST: Nico Arias
Assistant City Attorney
see last page
By: CONTRACT AUTHORIZATION:
Mary Kayser M&C: N/A
City Secretary
LICENSEE:
CG Nation, LLC
By:
z�
'Phil Murray
Chief Financial Officer
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
LICENSE AGREEMENT Page 14 of 22
CG NATION,LLC.
EXHIBIT A
=PREMISES
Marion Samson Park
2501 Roberts Cut Off Road,Fort Worth,Texas 76114
A.
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r Marion Sansom Park
LICENSE AGREEMENT Page 15 of 22
CG NATION,LLC.
Oakland Lake Park
1645 Lake Shore Drive, Fort Worth, Texas 76103
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tt . .: ABC 'h J
LICENSE AGREEMENT Page 16 of 22
CG NATION,LLC.
Trinity Park
2401 University Dnive, FortWorth, • 1
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0 00 Non-Licensed Area
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EXHIBIT B
PROGRAM
DAY PARK LOCATION START END EXCLUSION
TIME TIME DATES
Mon Marion Samson Park 7:30 am 9:30 am
Tue Marion Samson Park 7:30 am 9:30 am
Wed
Thu
Fri Marion Samson Park 7:30 am 9:30 am
Sat
Sun
DAY PARK LOCATION START END EXCLUSION
TIME TIME DATES
Mon Oakland Lake Park 5:15 pm 7:15 pm
Tue
Wed Oakland Lake Park 5:15 pm 7:15 pm
Thu
Fri
Sat
Sun
DAY PARK LOCATION START END EXCLUSION
TIME TIME DATES
Mon Trinity Park 11:00 am 1:00 pm
Mon Trinity Park 5:45 pm 7:45 pm
Tue Trinity Park 5:30 am 7:30 am
Tue Trinity Park 5:00 pm 7:00 pm
Wed Trinity Park 11:00 am 1:00 pm
Wed Trinity Park 5:45 pm 7:45 pm
Thu Trinity Park 5:30 am 7:30 am
Thu Trinity Park 5:00 pm 7:00 pm
Fri
Sat
Sun
Adjustments to the Program Schedule will be subject to approval by the Director and/or Designee at their
discretion.
LICENSE AGREEMENT Page 18 of 22
CG NATION,LLC.
EXHIBIT C
INSURANCE
1. City Insurance.
1.1 Blanket Accident Insurance. Licensee acknowledges that City carries a blanket accident
insurance policy("Accident Policy")that provides first party insurance coverage to Licensee in the
event of a covered loss. This Accident Policy will be excess to any other insurance policies that the
Licensee carries. Licensee is responsible for reading and understanding the entire Accident Policy,
including,but not limited to,any exclusions to coverage.
1.2 Commercial General Liability. Licensee acknowledges that the City also carries limited
participant liability coverage for certain designated sport or athletic contests or exhibitions under
its commercial general liability insurance policy ("City CGL Policy"). The City CGL Policy is
intended to protect the City from third-party claims for personal injury and property damage.
Licensee is responsible for reading and understanding the entire City CGL Policy, including, but
not limited to,any exclusions to coverage.If the Program is excluded from coverage or not covered
for any reason under the City CGL Policy,then Licensee will provide or caused to be provided the
commercial general liability insurance set forth in section 2 of this Exhibit C. Each Program
Participant is required to pay City the applicable fee associated with maintaining such insurance
coverage prior to beginning the Program. Licensee is responsible for ensuring that each Program
Participant has fully paid the City the applicable fee,which will be in addition to any Program Fees.
1.3 Claims.Licensee will be responsible for ensuring that any claim under the Accident Policy
and City CGL Policy are properly reported to City and that all necessary paperwork is completed
and submitted to appropriate entity in a timely manner.
1.4 Liabili . City's liability, if any,to Licensee under this Agreement will be limited to the
maximum amounts payable under the Accident Policy or City CGL Policy, as applicable. To the
extent that the City incurs any liability outside of the Accident Policy or the City CGL Policy limits
attributable to Licensee or Licensee's representatives, agents,Program Participants,contractors,or
anyone acting on behalf of or for Licensee,then Licensee hereby agrees to INDEMNIFY,HOLD
HARMLESS, AND DEFEND THE CITY IN ACCORDANCE SECTION 9 OF THIS
AGREEMENT. City will not be liable to Licensee for any claims, damages, or losses beyond the
policy limits stated in the Accident Policy, City CGL Policy, or for any excluded coverages, and
Licensee hereby forever waives any such claims against the City.
2. Licensee -Provided Insurance. In the event that the Program being conducted by the Licensee is
excluded or not covered by the City's CGL Policy referenced above,Licensee will furnish to City,
in a timely manner, but not later than the start of the term of this Agreement, certificates of
insurance as proof that the policies of insurance specified herein have been purchased. Licensee is
solely responsible for reviewing the City's CGL Policy and determining whether its Programs are
covered under the City CGL Policy.If City has not received such certificates by such date,Licensee
will be in default of the Agreement and City may, at its option, terminate the Agreement
immediately and without penalty. Licensee will maintain or cause to be maintained the following
coverages and limits thereof.
2.1 Coverages and Limits
i. Commercial General Liability(CGL)Insurance
a. $1,000,000 each occurrence
b. $2,000,000 aggregate limit
LICENSE AGREEMENT Page 19 of 22
CG NATION,LLC.
ii. Business Automobile Liability Insurance
a. $1,000,000 each accident on a combined single limit
or
$250,000 Property Damage
$500,000 Bodily Injury per person per occurrence
b. Insurance policy will be endorsed to cover "Any Auto", defined as autos
owned, hired, and non-owned when said vehicle is used in the course of
the event Licensed herein.
iii. Accident Coverage
a. 1,000,000.00 each occurrence
b. 2,000,000.00 aggregate
C. $2,500.00 minimum dental benefits
d. $50,000.00 minimum death benefit to the estate of the deceased
e. $100,000.00 minimum hospitalization and medical bills benefits of an injured
Program Participant,with a maximum deductible of$250.00
f. $25,000.00 minimum benefits for the loss of one hand,one foot or sight of one eye
of an injured Program Participant
g. $12,500.00 minimum benefits for the loss of index finger and thumb of same hand
of an injured student
h. This policy will cover all Program Participants and provide comprehensive bodily
injury,dental,and death coverage and coverage while traveling in any automobile
used to transport Program Participants to and from the Program.
iv. Workers' Compensation Insurance
a. Part A: Statutory Limits
b. Part B: Employer's Liability
1. $100,000 each accident
2. $100,000 disease-each employee
3. $500,000 disease-policy limit
C. Licensee will not be required to carry the required workers' compensation
insurance if Licensee does not employ at least one full time employee.
2.2 Additional Requirements
i. Such insurance amounts will be revised upward at City's reasonable option and no more
frequently than once every six (6) months, and Licensee will revise such amounts within
thirty(30)calendar days following notice to Licensee of such requirements.
ii. Where applicable,insurance policies required herein will be endorsed to include City as an
additional insured as its interest may appear. Additional insured parties will include
employees, representatives, officers, agents, and volunteers of City.
iii. The Workers' Compensation Insurance policy will be endorsed to include a waiver of
subrogation, also referred to as a waiver of rights of recovery, in favor of City. Such
insurance will cover employees performing work on any and all projects. Licensee will
maintain coverages, if applicable.
iv. Any failure on part of City to request certificate(s) of insurance will not be construed as a
waiver of such requirement or as a waiver of the insurance requirements themselves.
LICENSE AGREEMENT Page 20 of 22
CG NATION,LLC.
V. Insurers of Licensee's insurance policies will be licensed to do business in the state of
Texas by the Department of Insurance or be otherwise eligible and authorized to do
business in the state of Texas. Insurers will be acceptable to City insofar as their financial
strength and solvency and each such company will have a current minimum A.M.Best Key
Rating Guide rating of A-: VII or other equivalent insurance industry standard rating
otherwise approved by City.
vi. Unless otherwise stated herein or approved by City,deductible limits on insurance policies
will not exceed $10,000 per occurrence.
vii. In the event there are any local, federal or other regulatory insurance or bonding
requirements for Licensee's operations, and such requirements exceed those specified
herein,the former will prevail.
viii. Licensee will contact the Park Director,as applicable,to determine whether any contractors
or subcontractors will need to provide insurance.
LICENSE AGREEMENT Page 21 of 22
CG NATION,LLC.
EXHIBIT D
FEE STRUCTURE
1. FEE STRUCTURE
A. Licensee shall pay a single cleanup/damage deposit of One-Hundred Dollars and Zero Cents
($100.00) for each location upon execution of this License Agreement ("Deposit"). The Deposit
shall cover all park reservation permits issued pursuant to this License Agreement. The Deposit is
refundable upon termination of the License Agreement if the Licensed Premises is in clean and
undamaged condition. If the City determines that the Licensed Premises are left unclean or
damaged at any time during this License Agreement and Licensee fails to clean or restore the
Licensed Premises, the City may use the Deposit to restore the Premises. Licensee shall be
responsible for all costs for damage or cleanup that exceed the Deposit amount. If City uses the
Deposit to clean or restore the Licensed Premises during the term of this License Agreement,
Licensee shall deliver a new Deposit in the amount of$100.00 (per location)with the City before
the Licensed Premises may be used by Licensee.
B. Licensee shall pay the City a License Fee for each class at each location as follows:
1) Classes/training fees will be according to the schedule below:
#of Class Participants Annual License Fee Pgyments
0—20 $1,000.00 $250.00
21 —35 $1,600.00 $400.00
36—50 $2,000.00 $500.00
51 —65 $2,600.00 $650.00
66— 80 $3,000.00 $750.00
81 —99 $3,600.00 $900.00
100+ $4,000.00 $1,000.00
2) The License Fees shall be paid by Licensee no less than quarterly on January loth,April
loth,July loth, and October loth of each year.Licensee has the option to pay the License Fee
in advance or the balance of the License Fee at any time (i.e. pay for the entire year after
execution of the License Agreement.
3) City will not charge Licensee any additional fees for Licensee sale of items on the Licensed
Premises related to Licensee's programs, including but not limited to t-shirts, cups, mats, and
bracelets.
LICENSE AGREEMENT Page 22 of 22
CG NATION,LLC.
Signature: Signature: Clint Wy
Micha ov Jul 16,202114:26 CDT) Clint Wyatt(Jul 19,202109:36 CDT)
Email: Michael.Tovar@fortworthtexas.gov Email: clinton.wyatt@fortworthtexas.gov
Signature: )0* � Signature: pia" '
Nico Arias(Jul 20,202109:46 CDT)
Email: dave.lewis@fortworthtexas.gov Email: Nico.Arias@fortworthtexas.gov
Signature: jar--) Signature: D`alw�, 6")ezalef
Valerie Washington(Jul 20,202109:47 CDT) Ronald P.Gonzales(Jul 21,202108:41 CDT)
Email: Valerie.Washington@fortworthtexas.gov Email: Ronald.Gonzales@fortworthtexas.gov