HomeMy WebLinkAboutContract 56963 DocuSign Envelope ID:6CODCE06-A458-4940-BDC1-D03C5C4E21AC
CSC No. 56963
PARKING LICENSE AGREEMENT
This Parking License Agreement ("Agreement") is entered into this 10 day of Jan, 2022 2021
("Effective Date) by and between the City of Fort Worth, Texas, a home-rule municipal corporation of the State of
Texas ("City"), and Gatik AI,Inc., a Delaware corporation("Licensee").
WHEREAS, City owns a certain piece of property known as the Parts/Warehouse Building 411,located at
2070 Eagle Parkway, Fort Worth,Texas 76177 at the Alliance Maintenance Facility(the "Property"), said Property
being managed on behalf of City by Hillwood Properties ("Property Manager"); and
WHEREAS, Licensee has requested, and the City agrees to grant to Licensee, the use of approximately
5,000 square feet of the ground floor on the Property for temporary truck parking in accordance with the terms and
conditions of this Agreement.
WITNESSETH:
1. Premises. City hereby grants Licensee the license to park up to eight(8)trucks on the first floor of
the Property ("Premises") as described in Exhibit "A" located at the Alliance Maintenance Facility. Under no
circumstances during the Agreement will Licensee use or cause to be used on the Premises any hazardous or toxic
substances or materials, or store or dispose of any such substances or materials on the Premises;provided that the
presence of fuel, engine oil and hydraulic fluids as commonly used for or stored in vehicles parked on the
Premises will not be deemed a violation of this Section. Licensee shall not install signs, advertising media, or
lettering in or on the Premises without prior written approval of City. Licensee will have access to the Premises
twenty-four (24) hours a day, seven (7) days a week. City agrees to provide Licensee with reasonable prior notice
in the event City desires to access the Premises; however, the City reserves the right to use the Premises in any
way that does not materially interfere with Licensee's use of the Premises in accordance with this Agreement.
2. Condition of Premises. Licensee taking possession of the Premises shall be conclusive evidence
that (a) the Premises is suitable for the purposes and uses for which same are licensed; and (b) Licensee waives
any and all defects in and to the Premises, its appurtenances, and in all the appurtenances thereto. Further,
Licensee takes the Premises and all appurtenances in "AS IS" condition without warranty, expressed or implied,
on the part of City. City shall not be liable to Licensee, Licensee's agents, employees, invitees,licensees, or guests
for any damage to any person or property due to the Premises or any part of any appurtenance thereof being
improperly constructed or being or becoming in disrepair.
License Term: The Initial Term of this Lease shall commence on the date of its execution ("Effective Date
and continue on a month-to-month basis until either party terminates this Agreement, for any reason,by providing
the other party with not less than 30-days written notice prior to the effective date of such termination.
3. License Fee; Time of essence. Licensee will pay City a license fee of$2,916.67 per month to use
the Premises during the License Term. Fee is due to City on or before the V of each month via direct deposit into
the Alliance Maintenance Fund bank account,the information for which shall be provided by City and/or Property
Manager to Licensee promptly after the Effective Date hereof. If the payment of fees is not received by City as
License Agreement between the City of Fort Worth and OFFICIAL RECORD
Gatik Al,LLC
CITY SECRETARY
FT. WORTH, TX
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provided herein, then after ten (10) days after receipt of written notice from City, all amounts due and payable to
City hereunder shall bear interest from the date the payment of fees was due until paid, at a per annum rate of
interest equal to the lesser of (a) eighteen percent (18%) or (b) the highest non-usurious rate permitted by
applicable law.
4. Services. All utilities, common are fees and property management fees for the Premises are
included in the License fee and shall be furnish by the City to the Licensee. All other operating costs of Premises,
including but not limited to security and cleaning, shall be at Licensee's sole cost and expense. If Licensee wants
or needs any other items or services while occupying the Premises,then Licensee shall first obtain permission and
approval from the City to contract, add or install any of the above items and will be responsible for providing
same at Licensee's sole cost. Nothing herein shall constitute an obligation of City funds.
5. Alterations, Additions, Improvements, and Signage. Licensee shall make no alterations on or
additions to the Premises without the prior written consent of City. If approved by the City, any alterations made to
the Premises by the Licensee shall be at Licensee's sole cost and expense and shall not interfere with the
operations of other Licensees and/or other operations at the Alliance Maintenance Facility. If interference occurs,
Licensee will make changes and/or remove the alteration to remedy said interference within five (5) days of notice
from City. All alterations, additions and improvements made to or fixtures or other improvements placed in or
upon the Premises shall be deemed a part of the Premises and the property of City at the end of the License Term.
All such alterations, additions, improvements, and fixtures shall remain upon and be surrendered with the Premises
as a part thereof at the termination of this Agreement. Licensee may, at its sole option and expense, remove any
Licensee alterations at any time during the License Term with City approval. At the termination of this Agreement,
whether by lapse of time or otherwise, Licensee shall(i) deliver the Premises to City in as good a condition as the
same was as of the date of the taking of possession thereof by Licensee, subject only to ordinary wear and tear and
damage caused by casualty or condemnation, and (ii) upon City request, remove any alterations and make any
repairs to the Premises as needed in order to comply with the provisions of Section 13 below.
6. Indemnity. (a) LICENSEE SHALL AND DOES AGREE TO INDEMNIFY,
PROTECT, DEFEND AND HOLD HARMLESS CITY, CITY'S OFFICERS, AGENTS,
SERVANTS, AND EMPLOYEES (COLLECTIVELY, "INDEMNITEES") FOR, FROM AND
AGAINST ANY AND ALL CLAIMS, LIABILITIES, DAMAGES, LOSSES, LIENS, CAUSES OF
ACTION, SUITS, JUDGMENTS AND EXPENSES, (INCLUDING REASONABLE COURT
COSTS, REASONABLE ATTORNEYS' FEES AND REASONABLE COSTS OF
INVESTIGATION), OF ANY NATURE, KIND OR DESCRIPTION TO THE EXTENT 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, ITS EMPLOYEES, AGENTS AND LESSEES OR (2) BY
REASON OF ANY OTHER CLAIM WHATSOEVER OF ANY PERSON OR PARTY
OCCASIONED OR ALLEGED TO BE OCCASIONED BY ANY ACT OR OMISSION ON THE
PART OF LICENSEE OR ANY LESSEE, EMPLOYEE, DIRECTOR, OFFICER, SERVANT, OR
CONTRACTOR OF LICENSEE OR (3) BY ANY BREACH, VIOLATION OR
NONPERFORMANCE OF ANY COVENANT OF LICENSEE UNDER THIS AGREEMENT
(COLLECTIVELY, "LIABILITIES"), EXCEPT TO THE EXTENT ARISING OUT OF OR
License Agreement between the City of Fort Worth and
Gatik Al,LLC
DocuSign Envelope ID:6CODCE06-A458-4940-BDC1-DO3C5C4E21AC
RESULTING FROM THE GROSS NEGLIGENCE OR WILLFUL MISCONDUCT OF ANY
INDEMNITEE. IF ANY ACTION OR PROCEEDING SHALL BE BROUGHT BY OR
AGAINST ANY INDEMNITEE 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. THE PROVISIONS OF THIS PARAGRAPH SHALL APPLY TO
ALL ACTIVITIES OF LICENSEE WITH RESPECT TO THE USE AND OCCUPANCY OF
THE PREMISES, WHETHER OCCURRING BEFORE OR AFTER THE COMMENCEMENT
DATE OF THE LICENSE TERM AND BEFORE OR AFTER THE TERMINATION OF THIS
AGREEMENT. THIS INDEMNIFICATION SHALL NOT BE LIMITED TO DAMAGES,
COMPENSATION OR BENEFITS PAYABLE UNDER INSURANCE POLICIES, WORKERS'
COMPENSATION ACTS, DISABILITY BENEFIT ACTS OR OTHER EMPLOYEES' BENEFIT
ACTS.
(b) IT IS AGREED WITH RESPECT TO ANY LEGAL LIMITATIONS NOW OR
HEREAFTER IN EFFECT AND AFFECTING THE VALIDITY OR ENFORCEABILITY OF
THE INDEMNIFICATION OBLIGATION UNDER THIS PARAGRAPH 7, 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.
7. Waiver of Liability. ALL PERSONAL PROPERTY OF LICENSEE, INCLUDING
TRUCKS USING THE PREMISES, WHETHER PURSUANT TO THIS AGREEMENT OR
OTHERWISE, SHALL BE AT THE RISK OF LICENSEE ONLY, AND NO INDEMNITEES SHALL
BE LIABLE FOR ANY LOSS OR THEFT OF OR DAMAGE TO PROPERTY OF LICENSEE, ITS
EMPLOYEES, AGENTS, PATRONS, INVITEE, OR TO OTHERS, REGARDLESS OF WHETHER
SUCH PROPERTY IS ENTRUSTED TO EMPLOYEES OF CITY OR SUCH LOSS OR DAMAGE IS
OCCASIONED BY CASUALTY, THEFT OR ANY OTHER CAUSE OF WHATSOEVER NATURE,
UNLESS DUE IN WHOLE OR IN PART TO THE NEGLIGENCE OF ANY INDEMNITEE.
8. Insurance. Licensee shall procure and maintain at all times, in full force and effect, a policy or
policies of insurance as specified herein, which liability policy shall name the City of Fort Worth as an additional
insured and covering all public risks related to the leasing, use, occupancy, maintenance, existence or location of
the Premises. Licensee shall obtain the following insurance coverage at the limits specified herein:
* Commercial General Liability: $1,000,000.00 per occurrence (Including Products and Completed
Operations);
In addition, Licensee shall be responsible for all insurance to any personal property of Licensee or in
License Agreement between the City of Fort Worth and
Gatik Al,LLC
DocuSign Envelope ID:6CODCE06-A458-4940-BDC1-DO3C5C4E21AC
Licensee's care, custody or control. Licensee is allowed to self-insure without the prior written consent of City.
Any self-insured retention or other financial responsibility for claims shall be covered directly by Licensee in lieu of
insurance.
9. Abandoned Property. Licensee's personal property not promptly removed by Licensee from the
Premises at the termination of this Agreement, whether termination shall occur by the lapse of time or otherwise,
shall thereupon be conclusively presumed to have been abandoned by Licensee to City. Fixtures attached to the
Premises become the property of City, if not removed as required herein.
10. Assignment and Subletting. Licensee shall not assign this Agreement, or any right of Licensee
under this Agreement, or sublet the Premises, for consideration or no consideration, whether voluntarily, by
operation of law, or otherwise, and any attempt to do so shall be void, and any such attempt shall cause immediate
termination of this Agreement; all provided that Licensee's contractors and agents may use the Premises in
accordance with the terms and provisions hereof.
11. Damage to Premises or Property of City. If, at any time during the License Term,by the acts or
omissions of the Licensee, its employees, contractors, or agents of licensees,the Premises, or any property therein
is damaged or destroyed, Licensee shall be obligated to pay, on demand, all costs to repair or replace such
damaged or destroyed property.
12. Repairs and Maintenance. City has no obligation to make repairs of any sort to the Premises.
City's sole obligation hereunder being to make the Premises available to Licensee in accordance with and subject
to the covenants, restrictions and limitations set forth herein. Licensee shall, at its expense, use and maintain the
Premises in a neat, clean, careful, safe, and proper manner and comply with all applicable laws, ordinances, orders,
rules, and regulations of all governmental bodies (state, county, federal, and municipal). Licensee shall be
responsible, at their sole expense, for any and all clean up and/or repairs to damage to the Premises due to the
trucks accessing and parking in the Premises, including but not limited to, chemical spills and environmental
clean-up if required. At no time may there be any maintenance of any trailers or trucks within the Premises and if
a spill of any nature takes place arising from the actions of Licensee, Licensee must notify the Property Manager
immediately and is responsible for all required clean up and repairs to the extent arising from the spill.
13. Severability. If any clause or provision of this Agreement is or becomes illegal, invalid or
unenforceable because of present or future laws or any rule or regulation of any governmental body or entity,
effective during the License Term, the intention of the parties hereto is that the remaining parts of this Agreement
shall not be affected thereby unless such invalidity is,in the sole determination of the City, essential to the rights of
both parties, in which event City has the right, but not the obligation, to terminate the Agreement on written
notice to Licensee.
14. Default and Termination.
(a) Licensee's Default. If Licensee shall fail to perform or observe any of its obligations hereunder
then City may terminate this Agreement by giving Licensee twenty (20) days prior written notice thereof. If
Licensee fails to cure such default within fifteen (15) days of receipt of City's default notice than this Agreement
and all interest of Licensee hereunder shall automatically terminate, but if Licensee does so cure such default
within said 15 days, City's termination notice will be deemed withdrawn. Such rights of City in the case of a
License Agreement between the City of Fort Worth and
Gatik Al,LLC
DocuSign Envelope ID:6CODCE06-A458-4940-BDC1-D03C5C4E21AC
default by Licensee hereunder are not exclusive,but are cumulative of all other rights City may have hereunder, at
law or in equity; and any one or more of such rights may be exercised separately or concurrently to the extent
provided by law.
(b) City's Default. Should City commit a default under this Agreement, Licensee may terminate this
Agreement by giving City twenty (20) days prior written notice thereof. if City fails to cure such default within
fifteen (15) days of receipt notice then Licensee may terminate this Agreement Such rights of Licensee in the
case of a default by City hereunder are not exclusive, but are cumulative of all other rights Licensee may have
hereunder, at law or in equity; and any one or more of such rights may be exercised separately or concurrently to
the extent provided by law.
15. Notice.Any notice hereunder must be in writing. Notice deposited or sent by nationally recognized
overnight courier service, such as, but not limited to, Federal Express, by certified mail with return receipt
requested, or by express mail properly addressed, postage paid, shall be effective-upon deposit. Notice given in
any other manner herein shall be effective upon receipt at the address of the addressee. For purposes of notice,the
addresses of the parties shall,unless changed as hereinafter provided,be as follows:
To City: To Licensee:
City of Fort Worth Gatik AI, LLC
Lease Management c/o Hillwood Properties
Property Management Department 9800 Hillwood Parkway, Suite 300
900 Monroe, Suite 400 Fort Worth,Texas 76177
Fort Worth,TX 76102
With a copy to:
City Attorney's Office
Attn: Matt Murray
City of Fort Worth
200 Texas Street
Fort Worth,TX 76102
With a copy to the Property
Manager:
Jason Long
Hillwood Properties
9800 Hillwood Parkway, Suite 300
Fort Worth,TX 76177
The parties hereto shall have the continuing right to change their respective address by giving at least ten
(10) days'notice to the other party.
17. Audit. Pursuant to Chapter 2,Article IV, Division 3, Section 2-134,Administration,Powers and
Duties of the Department of Internal Audit, of the Code of Ordinances of the City of Fort Worth, City may at City's
sole cost and expense, at reasonable times during Licensee' normal business hours and upon reasonable notice, audit
License Agreement between the City of Fort Worth and
Gatik Al,LLC
DocuSign Envelope ID:6CODCE06-A458-4940-BDC1-DO3C5C4E21AC
Licensee' books and records, but only as it pertains to this Agreement and as necessary to evaluate compliance with
this Agreement.
18. Entire Agreement. This Agreement constitutes the entire agreement between City and Licensee
relating to the use of the Premises and no prior written or oral covenants or representations relating thereto not set
forth herein shall be binding on either party hereto.
19. Amendment. This Agreement may not be amended, modified, extended, or supplemented
except by written instrument executed by both City and Licensee.
20. Counterparts. This Agreement may be executed in several counterparts, each of which shall be
deemed an original,but all of which shall constitute but one and the same document.
In witness whereof,the parties hereto have caused this Lease to be executed as the day and year first above set forth.
CITY: LICENSEE:
CITY OF FORT WORTH GATIKAI,LLC
I �{
By: Dana Burghdoff( n 11,20 12:22 CST) By: �t`ZR�'NA"
Dana Burghdoff
Gautam Narang
Assistant City Manager Name:
Date: Jan 11,2022 Title: CEO
Date: 1/10/2022
CONTRACT COMPLIANCE MANAGER
By signing, I acknowledge that I am the person responsible
for the monitoring and administration of this contract, including
ensuring all performance and reporting requirements.
%
Name: Mark Bro n(Jan 11,202209:49 CST)
Lease Manager,Property Management Department
Title:
Date: Jan 11,2022
APPROVED AS TO FORM AND LEGALITY:
By: +►
Thomas Royce Hansen OFFICIAL RECORD
CITY SECRETARY
License Agreement between the City of Fort Worth and
Gatik Al,LLC FT. WORTH, TX
DocuSign Envelope ID:6CODCE06-A458-4940-BDC1-DO3C5C4E21AC
Assistant City Attorney
Jan 11,2022
Date: ;A'FOR���a�
O00000000 0
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ATTEST: °Pano O�4
1 0 0
By: J ette S.Goodall(Jan 11,2022 15 CST) Yj� o 0 _ �d
Jannette S. Goodall ��
City Secretary ��tl nEXASoAp
Date: Jan 11,2022
Form 1295:Not required
Contract Authorization:
M&C: Not required
Exhibit "A"
Aerial View
OFFICIAL RECORD
License Agreement between the City of Fort Worth and CITY SECRETARY
Gatik Al,LLC
FT. WORTH, TX
DocuSign Envelope ID:6CODCE06-A458-4940-BDC1-DO3C5C4E21AC
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Gatik Al,LLC
DocuSign Envelope ID:6CODCE06-A458-4940-BDC1-D03C5C4E21AC
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License Agreement between the City of Fort Worth and
Gatik Al,LLC
DocuSign Envelope ID:6CODCE06-A458-4940-BDC1-DO3C5C4E21AC