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HomeMy WebLinkAboutContract 56378 CSC No. 56378 LICENSE AGREEMENT BETWEEN THE CITY OF FORT WORTH AND ARLINGTON HEIGHTS CHRISTIAN CHURCH 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 ARLINGTON HEIGHTS CHRISTIAN CHURCH, a Texas non-profit corporation, acting by and through its duly authorized representative ('Licensee"). WHEREAS, the City owns and operates Thomas Place Community Center, located at 4237 Lafayette,Fort Worth,TX 76107("Premises"); WHEREAS,Licensee's mission is to provide church services and community outreach; WHEREAS, to carry out its mission, Licensee wishes to license the community center to hold small group gatherings to provide church services and community outreach; and NOW THEREFORE, in consideration of the covenants and agreements contained in this License Agreement,City and Licensee hereby agree asfollows: 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 Thomas Place Community Center as set forth in greater detail in Exhibit A, which is attached hereto and incorporated herein. 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 assumes the risk of injury to Licensee and Program Participants for use of space within the Community Center for Licensee's Program. 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 LICENSED PREMISES 2.1 Licensee may use the Premises for the purpose of holding small group gatherings to provide church services and community outreach(the"Program")and for no other purpose. 2.2 Licensee shall have non-exclusive rights to use the Premises within the normal OFFICIAL RECORD Arlington Heights Christian Church CITY SECRETARY License Agreement 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 Exhibit B. 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 are not for the exclusive use of the Licensee and that the City and patrons of the Community Center may use the parking spaces at any time. 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 September 19, 2021 and expire on March 5,2022. Licensee hereby agrees and acknowledges this Agreement may not be extended or renewed. 4W 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 covenants and agrees to pay City in accordance with the fee schedule set forth in Exhibit B. Arlington Heights Christian Church License Agreement Page 2 of 14 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 Ensure that the Licensee's use of the Premises complies with any and all policies,rules,and regulations governing the use of the Premises. The City will provide a copy of any such policies,rules,and regulations within a reasonable time after request by the Licensee. 5.1.2 Not occupy the Premises beyond the times listed in ExhibitB. 5.1.3 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. 5.1.4 Immediately report any maintenance or repair needs to the City staff present on the Premises. 5.1.5 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 swim instructor is present at alltimes. 5.1.6 Designate a point of contact for Program administration and reporting requirements ("Program Point of Contact"). The initial Program Point of Contact shall be: Arlington Heights Christian Church Karla Wagner,Managing Trustee Phone: 817-688-3930 Email:ksw30kaol.com 5.1.7 Address complaints related to the Program with 24 hours of notification bythe 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. 5.2.2 Ensure the Premises is suitable for its intended purpose. 5.2.3 Provide staff to lock and unlock the Center and arm and disarm any security system. 5.2.4 Ensure that a City employee is present at the Premises at all times during Arlington Heights Christian Church License Agreement Page 3 of 14 Licensee's use. 5.2.5 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: Park&Recreation Department Rebecca Victoria Leach,Community Center Supervisor Office: 817-392-7394 Email:Rebecca.Leach&fortworthtexas.gov 5.2.6 As soon as is reasonably practical, notify Licensee, through its Program Point of Contact,of any closure of the Premises. 5.2.7 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 will constitute a breach of this Agreement and City may terminate this Agreement upon thirty (30) days written notice. However, Licensee's financial obligation to City to liquidate and discharge such lien will survive following termination of this Agreement and until such a time as the lien is discharged. SECTION 7 CARE OF THE LICENSED PREMISES 7.1 Licensee,at Licensee's own expense,shall keep the Premises and maintain all equipment and other properties of City in a safe, sanitary, sightly condition and in good repair during its use of the Premises; provided, however, the foregoing shall not be construed to require the Licensee to provide general janitorial services at the Premises. Licensee shall restore and yield said Premises,equipment, and all other properties belonging to the City back to City,at the expiration of each scheduled time set forth in Exhibit B,in good or better condition as 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 Arlington Heights Christian Church License Agreement Page 4 of 14 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 party is unable, either in whole or part, to fulfill its obligations under this Agreement due to acts of God; strikes,lockouts, or other industrial disturbances;acts of public enemies; wars; blockades; insurrections; riots; pandemics and epidemics, including COVID-19; public health crises;earthquakes;fires; floods;restraints or prohibitions by any court,board,department,commission, or agency of the United States or of any state; declaration of a state of disaster or emergency by the federal, state, county, or City government in accordance with applicable law; issuance of an Imminent Threat Alert or Elevated Threat Alert by the United States Department of Homeland Security or any equivalent alert system that may be instituted by any agency of the United States; any arrests and restraints; civil disturbances; or explosions; or some other reason beyond the party's reasonable control (collectively, "Force Majeure Event"), the obligations so affected by such Force Majeure Event will be suspended only during the continuance of such Force Majeure Event. If a Force Majeure Event occurs, the City may,in its sole discretion,close or postpone the opening of its community centers,parks,or other City-owned and operated properties and facilities in the interest of public safety and operate them as the City sees fit. Licensee hereby waives any claims it may have against the City for damages resulting from any such Force Majeure Event. SECTION 9 LIABILITY AND INDEMNIFICATION 9.1 LICENSEE WILL 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 ACTS OR OMISSIONS OF LICENSEE,ITS DIRECTORS, OFFICERS, REPRESENTATIVES, AGENTS, SERVANTS, CONTRACTORS, SUBCONTRACTORS,EMPLOYEES,PATRONS,GUESTS,INVITEES,OR VOLUNTEERS. 9.2 LICENSEE, AT ITS SOLE COST AND EXPENSE, AGREES TO AND DOES HEREBY DEFEND, INDEMNIFY, PROTECT, AND HOLD HARMLESS CITY AND CITY'S DEPARTMENTS, OFFICERS, REPRESENTATIVES, AGENTS, EMPLOYEES, AND SERVANTS (COLLECTIVELY, "INDEMNITEES") FOR, FROM AND AGAINST ANY AND ALL CLAIMS, LIABILITIES, DAMAGES, LOSSES, LIENS, CAUSES OF ACTION, SUITS, JUDGMENTS, AND EXPENSES (INCLUDING, BUT NOT LIMITED TO, COURT COSTS, ATTORNEYS' FEES AND COSTS OF INVESTIGATION), OF ANY NATURE, HIND OR DESCRIPTION ARISING OR ALLEGED TO ARISE BY REASON OF INJURY TO OR DEATH OF ANY PERSON OR DAMAGE TO OR LOSS OF PROPERTY BY(i)LICENSEE'S BREACH OF ANY OF THE TERMS OR PROVISIONS OF THIS AGREEMENT OR (ii) ANY ACT OR OMISSION OF LICENSEE, ITS DIRECTORS, OFFICERS, REPRESENTATIVES, AGENTS, SERVANTS, CONTRACTORS (OTHER THAN THE CITY), SUBCONTRACTORS, Arlington Heights Christian Church License Agreement Page 5 of 14 EMPLOYEES, PATRONS, GUESTS, INVITEES, OR VOLUNTEERS RELATED TO THE SERVICES AND THE INSTALLATION AND MAINTENANCE OF ANY IMPROVEMENTS ON THE PREMISES,OR THE PERFORMANCE OF THIS AGREEMENT. a. If any action or proceeding is brought by or against the City in connection with any such liability or claim, Licensee, on notice from City, must defend such action or proceeding at Licensee's expense,by or through attorneys reasonably satisfactory to City. b. 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 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 will continue in full force and effect. c. 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 directors,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. 9.3 LICENSEE AGREES TO FOREVER RELEASE AND WAIVE ALL CLAIMS AGAINST THE CITY, ITS DEPARTMENTS, OFFICERS, REPRESENTATIVES, AGENTS, EMPLOYEES,AND SERVANTS FOR ANY AND ALL CLAIMS,LAWSUITS,DAMAGES,AND LIABILITIES, INCLUDING, BUT NOT LIMITED TO, PERSONAL INJURY (INCLUDING, BUT NOT LIMITED TO, DEATH) AND PROPERTY DAMAGE OR LOSS, FROM ANY ACT OR OMISSION OF LICENSEE, ITS DIRECTORS, OFFICERS, REPRESENTATIVES, AGENTS, SERVANTS, CONTRACTORS, SUBCONTRACTORS, EMPLOYEES, PATRONS, GUESTS,INVITEES,AND VOLUNTEERS IN CONNECTION WITH THIS AGREEMENT. 9.4 It is further agreed that the acceptance of this release will not constitute a waiver by the City of Fort Worth of any defense of governmental immunity, where applicable, or any other defense recognized by the Statutes and Court decisions of this State. SECTION 10 AUDIT 10.1 Licensee agrees that the City shall, until the expiration of three (3) years after the termination or expiration of this License Agreement,have access to and the right to examine any directly pertinent books, documents, papers, and records of Licensee involving transactions relating to this License Agreement. Licensee agrees that the City shall have access during normal working hours to all necessary Licensee facilities and shall be provided adequate and appropriate workspace in order to conduct audits in compliance with the provisions of this section. City shall give Licensee reasonable advance notice of intended audits. 10.2 Licensee further agrees to include in any contractor and subcontractor agreements pertaining to the licensed Premises, 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 Arlington Heights Christian Church License Agreement Page 6 of 14 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 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, atany 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 terminatethe portion of the License Agreement regarding such obligations to be effective on the last of(i)ninety(90) calendar days following delivery by the City to Licensee of written notice of the City's intention to terminate; or(ii)the last date for which funding has been appropriated by the Fort Worth City Council for the purposes set forth in this License Agreement. 12.4 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; Arlington Heights Christian Church License Agreement Page 7 of 14 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 managementof 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 isrequired. 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 party by receipted overnight courier (such as Federal Express or UPS) or by United States certified mail, return receipt requested, addressed to such party at the address stated below or to such other address as one party may from time-to-time notify the other in writing. Any notice so given shall be deemed to have been received when deposited in the United States mail so addressed with postage prepaid: CITY: LICENSEE: City of Fort Worth Arlington Heights Christian Church Arlington Heights Christian Church License Agreement Page 8 of 14 Park&Recreation Director Karla Wagner,Managing Trustee 4200 South Freeway, Suite 2200 4629 Bryce Ave. Fort Worth,Texas 76115 Fort Worth,Texas 76107 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 barred 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 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 bevoid. 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. Arlington Heights Christian Church License Agreement Page 9 of 14 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. 21.2 Captions and headings used in this License Agreement are for reference purposes only and shall not be deemed a part of this License Agreement. 21.3 In the event of any dispute over the meaning or application of any provision of this License Agreement,this License Agreement shall be interpreted fairly and reasonably, and neither more strongly for or against any party,regardless of the actual drafter of this LicenseAgreement. 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 andcorrect. 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 Arlington Heights Christian Church License Agreement Page 10 of 14 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 parry'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. 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. (SIGNATURES ON FOLLOWING PAGE) Arlington Heights Christian Church License Agreement Page 11 of 14 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 of this contract, including ensuring all By:Valerie Washington(Sep 28,202108:01 CDT) performance and reporting requirements. Valerie Washington Assistant City Manager Sep 28, 2021 By: Date: Rebecca Victoria Leach Community Center Supervisor APPROVAL RECOMMENDED: Park&Recreation Department APPROVED AS TO FORM AND By_Richard Zavala(Sep 27 2109:23 CDT) LEGALITY: Richard Zavala,Director Park&Recreation Department By: Ni(,... ., 202111:17CDT) Nico Arias By:Sandra You n 1)23,202114:33 CDT) Assistant City Attorney Sandra Youngblood, Assistant Director Park&Recreation Department CONTRACT AUTHORIZATION: pp M&C: N/A Y Kelli Pickard,Assistant Director Park&Recreation Department �pF Eo°Rr 4a ATTEST: F' �0 °00 p�o° �o °0" 000 ° o 0 By: ��*°oo° °o°*v Ronald P. Gonzle Acting City Secretary ICY dank�EXASgaa LICENSEE: Arlington Heights Christian Church -k<,j. - BY:KarlaTSep 25, 021 14:17 CDT) Karla Wagner Managing Trustee OFFICIAL RECORD Arlington Heights Christian Church CITY SECRETARY License Agreement FT. WORTH, TX EXHIBIT A PREMISES Thomas Place Community Center,4237 Lafayette Ave,Fort Worth,TX 76107 't wz p. Arlington Heights Christian Church License Agreement Page 13 of 14 EXHIBIT B PROGRAM DAY CENTER START END START END START END TIME TIME TIME TIME TIME TIME Mon Tue Wed Thu Fri Sat Sun Thomas 9:30am 11:30am Place *Extended hours: 9:30am— 1:OOpm. City and Licensee shall work in good faith to schedule the Programs. However,the City,in its sole discretion, shall ultimately determine the dates and times of the Programs. PROGRAM FEE: Arlington Heights Christian Church Rental Summary $ISO refundable deposit 9/19/21: $140 1/2/21: $140 *9/26/21: $245 1/9/21: $140 September Total: $535 1/16/21: $140 *1/23/21: $245 10/3/21: $140 1/30/21: $140 10/10/21: $140 January Total: $805 10/17/21: $140 *10/24/21: $245 2/6/21: $140 10/31/21: $140 2/13/21: $140 October Total: $805 2/20/21: $140 *2/27/21: $245 February Total: S665 11/7/21: $140 11/14/21: $140 3/6/21: $140 11/21/21: $140 3/13/21: $140 11/28/21: $140 March Total: $280 November Total: $560 12/5/21: $140 Total: $4,210 12/12/21: $140 12/19/21: $140 12/26/21: $140 December Total: $560 Arlington Heights Christian Church License Agreement Page 14 of 14