HomeMy WebLinkAboutContract 42578 CITY SECRETARY
CONTRACT NO. 4�'Zq;
TRACT 22 LEASE AGREEMENT
This .l.,ease Agreement (the "Agreement") is made and entered into to be effect'ive as of
the 2?day of July, 2011, by and between the Tarrant Regional'Water District, a Water Control
and Improvement District (the "District") and the City of Fort Worth, Texas, a home-rule
municipal corporation("Tenant").
WHEREAS, the District will acquire title to the tract of real property hereinafter
specifically described on Exhibit"I", and the improvements thereon(collectively, the"Property"
or the"Leased Premises"), from Tenant on or about July 29, 2011;
WHEREAS, Tenant utilizes the Property to perform certain public safety traitning
functions for its public safety employees and has not yet completed a replacement facility
("Replacement Facility") for such functions, and therefore needs continued use of the Property
until such time as the Replacement Facility is fully functional;
WHEREAS, notwithstanding the District's acquisition of the Property, the District has
agreed to permit Tenant to remain in and upon the Property upon the terms and conditions set
forth herein; and
WHEREAS, the District and Tenant desire to define and set forth their respective duties
and obligations with respect to the Property by this Agreement.
NOW THEREFORE, in consideration of the mutual covenants and agreements herein set
forth, the recitals set forth above, which are not recitals only but form part of this Agreement, and
other good and valuable consideration, including Tenant's obligation to make the rental payments
provided for herein, the District and Tenant do hereby agree as follows:
1. Lease of the Leased Premises. In consideration of the obligation of Tenant to pay
rent as herein provided and in consideration of the other terms, provisions, and covenants hereof,
the District hereby demises and leases to Tenant, and Tenant hereby takes and rents from the
District, the Leased Premises. District covenants that Tenant shall, upon paying the rent and
observing the other covenants and conditions herein, peaceably and quietly hold and enjoy the
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l,eased Premises during the term of this Agreement or as it may be extended and shall not be
disturbed or interfered with by District or by any person claiming by, through or under District.
2. Term.
A. The term of this Agreement shall begin on July 29, 2011 (the
"Commencement Date"), and unless sooner terminated as otherMse provided herein,
shall end on July 29, 2019 (the "Initial Term"}, provided, however, that this Agreement
shall sooner terminate upon the occurrence of an Event of Default (as defined below) or
as otherwise provided herein.
B. If, upon the expiration of the Initial Term, Tenant is diligently pursuing
the completion of construction of the Replacement Facility, this Agreer I renew
LE{%sE AGRf.EMENT PA S
1 ii
on an annual basis for two one-year renewal terms ("Renewal Terris"), subject to the
written agreement of both parties. The Renewal Terre shall be upon the same terms and
conditions as the Initial Term, as set forth herein.
C. If Tenant obtains a Certificate of occupancy for the Replacement Facility
during the Initial Term or the Renewal Terris, this Agreement shall terminate within 120
days of the date of the issuance of the Certificate of occupancy, unless otherwise agreed
by the parties. D. At the sole and absolute discretion of the District, the District may
permit Tenant to possess the Leased Premises after (i) expiration of the Renewal Term or
(ii) termination of this Agreement. Any such possession by Tenant shall be (1) subject to
the terms of this Agreement, (iii deemed to be a month-to-month tenancy, and (iii)
terminable by either party upon thirty (30) days written notice. Rent shall be due and
payable as provided by Paragraph 3(B) for any such period.
3. Rent.
A. For the tern of this Agreement, Tenant shall pay to the District as rent for
the Leased Premises $1 0.00 annually, and shall provide the additional consideration of
repair and maintenance to the Leased Premises as set forth in Section 8 herein,
commencing on the Commencement Date.
B. For any periods of possession of the Leased Premises by Tenant after the
Renewal Term or, if earlier, termination of this Agreement', Tenant shall pay to the
District as rent for the Leased Premises the sure of$10 per year on or before the first day
of each holdover period and on or before the same day of each year thereafter. Such
installments of rent shall be paid to the District without demand and without offset at the
address specified in Paragraph 18 below, or as elsewhere designated from time to time by
written notice from the District to Tenant.
4. Condition of the Leased Premises. Tenant expressly acknowledges and agrees
that it has conducted a full, complete physical examination of the Leased Premises and
hereby accepts the Leased Premises, AS IS, WHERE IS, AND WITHOUT ANY
WARRANTIES OF WHATEVER NATURE, EXPRESS OR IMPLIED, IT BEING THE
INTENTION OF THE DISTRICT AND TENANT TO EXPRESSLY NEGATE AND
EXCLUDE ALL WARRANTIES EXPRESS OR IMPLIED, IN FACT OR BY LAW,
INCLUDING WITHOUT LIMITATION, THE IMPLIED WARRANTY OF
SUITABILITY, AND THE WARRANTIES OF MERCHANTABILITY AND FITNESS
FOR ANY PARTICULAR PURPOSE, CONTAINED IN OR CREATED BY ANY
APPLICABLE LAW OF THE STATE OF TEXAS,
5. SecuTity Quosit. The District and Tenant each acknowledge and agree that
no security deposit for the Leased Premises has been received by the District from Tennant,
and therefore, the District shall have no obligation to refund any such amounts to Tenant
upon the termination of this Agreement.
6. Utilities. Tenant shall pay for all utilities used on the Leased Premises, including
any required deposits. Tenant shall be responsible for the termination of all utilities upon
LEASE A(,RFF,N NT PACE 2
termination of this Agreement. District shall cooperate with Tenant's requests for utility or other
easements necessary for Tenant's operations on the Leased Premises, provided however, (i)
District shall have the right, on behalf of itself and the United States Army Corps of Engineers
(USACE), to review and approve the location of such utility or other easements requested by
Tenant and (ii) District, in connection with such review, shall not unreasonably withhold its
consent to execute such utility or other easements.
7. Taxes.
A. Because the District is a governmental entity, it is anticipated that the
Leased Premises will be exempt from cad valorem taxes effective as of the
Commencement Date. In the event'that the Leased Premises is taxed, however, Tenant
shall be responsible for any ad valorem taxes attributable to the period that Tenant
possesses the Leased Premises hereunder.
B. Tenant shall pay any and all personal property taxes, charges and
assessments levied or imposed against (i) Tenant's personal property and equipment
located on, in, or about the Leased Premises or (ii) any other personal property used by
Tenant in its business. Tenant shall pay any and all income, franchise, or other faxes
payable with respect to the income, operations, or assets of Tenant.
8. Repairs and Maintenance. Tenant expressly acknowledges and agrees that the
District shall have no obligation' to male repairs or to generally maintain the Leased
Premises. if deemed necessary by Tenant, any such repairs (including structural repairs) or
general maintenance shall be Tenant's sole responsibility and expense. Tenant shall maintain the
Leased Premises as necessary to serve Tenant's purposes hereunder.
9. Alterations and Improvements.
A. Except as provided in Paragraph 9(B) below, Tenant shall male no
alterations or improvements to the Leased Premises ("Tenant Improvements") wi.thout
the prior written consent of the District after receipt and review of plans therefore,which
consent shall not be unreasonably withheld. Any Tenant Improvements approved by the
District and made by Tenant after the Commencement Date which remain on the Leased
Premises after the termination of this Agreement shall become the property of the District
and may be disposed of as the District may determine with no liability or obligation to
Tenant.
B. Notwithstanding the foregoing, Tenant may make minor repairs and
replacements to existing facilities that are performed in the ordinary course of its business
without the prior written consent of the District,
10. Right of Entry.
Upon request of the District, Tenant agrees to cooperate with the District to accommodate
the District's conduct of surveys, environmental site assessments, geotechnical assessments, and
subsurface utility investigations of the Property (Including structures), so long as such
assessments or investigations do not unreasonably interfere with Tenant's use of the Property, as
LEASE AGREEMENT PAGE 3
determined in Tenant's sole discretion. To the extent permitted by law, District agrees to
indemnify and hold harmless Tenant and its agents, attorneys, employees, contractors,
representatives, officers, directors, and related parties (the "Tenant Indemnified Parties") of and
from any claim, assertion, demand, right, or cause of action arising out of District's use of the
Leased Premises.
11. Insurance.
A. The District shall have no contractual obligation to insure the Leased
Premises or any of Tenant's personal Property located thereon or therein.
B. Lessee is a self-funded entity and as such may not maintain a commercial
liability insurance policy to cover-premises liability. Damages for which Lessee would
ultimately be found liable would be paid directly and primarily by the Lessee and not by a
commercial insurance.company.
C. In 'the event the Leased Premises or Tenant's contents or personalty
located thereon or therein are damaged or destroyed by fire or other casualty for which
insurance is maintained by Tenant, the rights of Tenant against the District with respect
to such damage or destruction or claim are waived; all rights of subrogation in favor of
any other third party are waived-, all policies of insurance shall contain a clause or
endorsement providing in substance that the insurance shall not be prejudiced if the
Tenant has waived right of recovery from any person or persons prior to the date and time
of loss or damage, if any. The failure of Tenant to obtain such endorsements, however,
shall not negate or otherwise adversely affect the waiver of subrogation herein set forth,
which waiver in all instances shall be binding upon the Tenant and its respective insurers,
as well as any other person asserting a claim by, through, or under Tenant.
12. ' rndemnit To the extent permitted by law, Tenant agrees to indemnify and
hold harmless the District and its agents, attorneys, employees, contractors, representatives,
officers, directors, and related parties (the"District Indemnified Parties'') of and from any claim,
assertion, demand, right, or cause of action arising out of Tenant's use of the Leased Premises or
the performance of this Agreement. Nothing contained herein shall ever be construed so as to
rewire Tenant to assess, levy and collect any tax to fund its obligations under this Section.
13. Environmental Matters.
A. For purposes of this Agreement, "Hazardous Materials" means and
includes those substances deemed hazardous, toxic or dangerous under any Hazardous
Material Law (defined below), including, without limitation, asbestos or any substance
containing asbestos, the group of organic compounds known as polychlorinated
biphenyls, flammable explosives, radioactive materials, chemicals known to cause cancer
or reproductive toxicity, pollutants, effluents, petroleum and fuels derived therefrom,
contaminants, emissions or related materials, and any items included in the definition of
LEASE AGREEMENT PACE 4
hazardous or toxic waste, materials, chemical compounds or substances under any
Hazardous Material Law. "Hazardous Material Laws" collectively means and includes
any present or future local, state or federal law or treaty, and any amendments thereto,
including any common law doctrine of liability, relating to the environment,
environmental protection or environmental conditions, including, without limitation, (i)
the Endangered Species Act Of 1973, 16 U.S.C. §§ 1531 et seq, ("ESA"), as amended
from time to time; (ii) the Solid waste Disposal Act, 42 U.S.C. §§ 6901 et seal., as
amended from time to time including, without limitation, as amended by the Resource
Conservation and Recovery Act of 1976 ("RCRA") and the Hazardous and Solid. waste
Amendment of 1984; (iii) the Comprehensive Environmental Response, Compensation
and Liability Act of 1980 ("CERCLA"), 42 U.S.C. §§ 9601 et seq., as amended from
time to time including, without limitation, as amended by the Superfund Amendments
and Reauthorization Act of 1986 ("SARA"); (iv) the Federal Water Pollution Prevention
and Control Act, 33 U.S.C. §§ 1251 et seq., as amended from time to time; (v) the Air
Pollution Prevention and Control Act, 42 U.S.C. §§ 7401 et seq., as amended from time
to time; (vi) the Toxic Substances Control Act, 15 U.S.C. §§ 2601 et seq., as amended
from time to tune; (vii) the Safe Drinking water Act, 42 U.S.C. §§ 300f-300j, as
amended from time to time; (viii) the Texas Hazard Communication Act, Tex. Health &
Safety Code §§ 502.001 et seq., as amended from time to time; (ix) the Texas Solid
Waste Disposal Act, Tex. Health & Safety Code §§ 361.001, et seq., as amended from
time to time; (x) Chapter 26 of the Texas water Code, as amended from time to tune; (xi)
the Texas Clean Air Act, Tex. Health & Safety Cade §§ 382.001, et seq., as amended
from time to time; and (xii) all rules; regulations, orders and decrees now or hereafter
promulgated under any Hazardous Material Law.
B. Tenant shall not allow or permit the Leased Premises to be used for the
handling, transportation, storage, treatment or other use of any Hazardous Material,
except those de rninirnus amounts customarily found in a police and fire training facility
or used in the operation, maintenance or repair of equipment, and improvements o�n the
Property and for cleaning.
C. Tenant shall comply with all Hazardous Material Laws throughout the
term of this Agreement. In the event Tenant should fail to perform such responsibility,
the District may do so and all costs and expenses incurred by the District shall be
reimbursed to the District by Tenant.
14. Assi nrnent or Encumbrance.
A. without the prior written consent of the District, which may be withheld
in the District's sole discretion, Tenant may not mortgage, pledge, encumber or assign
this Agreement or sublet the Leased Premises, in whole or in part., to any person, firm, or
corporation. Any attempted sublease or assignment without such consent shall be void
and of no effect.
B. Tenant agrees to prevent any mechanic's, materialmen's, laborer, or any
other lien from being placed upon all or any portion of the Leased Premises or
improvements thereto. In addition to any other indemnity obligations of Tenant herein,
U'.ASE AGREEMENT PACT,5
Tenant agrees to hold harmless the District Indemnified Parties from and against any and
all liabilities for damages occasioned by such liens.
15. Defaults and Remedies.
A. Tenant's failure to perform or observe any covenant or condition of this
Agreement shall, if continuing thirty (30) days after written notice thereof to Tenant,
constitute an"Event of Defaults'hereunder.
B. This Agreement and the term and estate hereby granted and the demise
hereby made are subject to the limitation that if and whenever any Event of Default shall
occur, the District may, at its option., terminate this Agreement, in which event Tenant
shall surrender possession of the Leased Premises to the District, and in connection
therewith the District may enter upon and take possession of the Leased. Premises and
expel or remove Tenant.after Tenant receives notice of such Event of Default.
C. In the event the District elects to terminate this Agreement by reason of an
Event of Default, then., notwithstanding such termination, Tenant shall be liable to the
District for the sum of any indebtedness accrued to the date of such termination.
16. Parkin .
A. District reserves the right to utilize the Property for parking purposes for
special events after-hours during the week, on week-ends and on holidays, and at other
times as agreed to between the parties, provided however, such parking shall not
unreasonably interfere with t'enant's activities on the Leased Premises. Tenant agrees to
not unreasonably withhold consent to District's parking requests.
B. Of even date herewith, Tenant agrees to grant to District a License to use
the Haws Athletic Center parking facility for parking purposes for special events after-
hours during the week, on week-ends and on holidays, and at other times as agreed to
between the parties, provided however, such parking shall not unreasonably interfere
with Tenant's activities on the Leased Premises. Tenant agrees to not unreasonably
withhold consent to District's parking requests.
17. Notices.
A. All notices to the District shall be sent to:
R. Steve Christian
Real Property Director
Tarrant Regional dater District
$00 E.North Side Drive
Fort Forth, TX 76102
With a copy to:
Ethel Allen Steele
LEASE AGREEMENT PAGE 5
Pape,Hardwicke, Christie, Schell, Kelly& Ray, L.L.P.
305 W. 7th Street, Suite 901
Fort worth, Texas 76102-4995
B. All notices to Tenant shall be sent to:
City of Fort North
1000 Throckmorton
Fort worth, Texas 76102
Attn: City Manager
With a copy to:
City of Fort worth
1 000 Throckrnorton
Fort worth, Texas 76102
Attn: City Attorney
C. Mailing of all notices under this Agreement shall be deemed sufficient if
mailed certiffied, return receipt requested and addressed as specified herein to the other
party's address. All time periods related to any notice requirements specified in this
Agreement shall commence upon the terms specified in the section requiring the notice.
In the absence of any such provision, notice shall be deemed effective on the earlger of
actual receipt or three (3)days after mailing.
18. No Options or f i is of First Refusal. It is expressly agreed and acknowledged
that this Agreement is limited to the Leased Premises. Tenant shall have no rights to lease from
the District any lands other than the Leased Premises, and all options or rights of first refusal in
and to any portion of the Property, 'if any, are hereby expressly terminated.
19. Entire A reement• Modification. This Agreement shall constitute the entire
agreement of the District and Tenant, and shall supersede any prior agreements, either oral or
written, pertaining to the Leased Premises. This Agreement cannot be changed or modified
orally, but only by an instrument in writing signed by both parties.
20. waivers. One or more waivers of any covenant, terra, or condition of this
Agreement by either the District or Tenant shall not be construed as a waiver of a subsequent
breach of the same covenant, term, or condition. The consent or approval by either the District
or Tenant to or of any act by the other party requiring such consent or approval shall not be
deemed a waiver or render unnecessary consent to or approval of any subsequent similar act.
21. No Partnershi_ . No provisions of this Agreement shall be deemed or construed to
constitute a P artnership or joint venture. Tenant shall have no express or implied right or
authority to assume or create any obligations on behalf of or in the name of the District.
22. Choice of Law; Venue. This Agreement and the relationship created hereby shall
be overned b the laws of the State of Texas. Exclusive venue for any action brought to
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interpret or enforce the terms of this Agreement or for any breach shall be in Tarrant County,
FADE 7
LEASE AGREEMENT
Texas,
23. Construction.
A. whenever used herein the singular number shall include the plural and the
plural number shall include the singular. whenever used herein the masculine gender
shall include the ferm"nine and neuter genders and the neuter gender shall refer to any
gender.
B. Paragraph headings used in this Agreement are intended for convenience
only and not necessarily to describe the intent of a particular Paragraph and therefore
shall not be construed as limiting the effect of any provision of this Agreement.
24. No Waiver of Sovereign lmmunit Nothing in this Agreement shall be deemed
or construed to waive either party's sovereign immunity.
25. Counterparts. This Agreement may be executed in any number of counterparts,
each of which shall be deemed an originals but all of which together shall constitute one and the
same instrument.
26, l This Agreement shall be binding upon the District only when
signed by its Real Property Director and shall be of no force and effect until so executed.
SIGNED this day of July, 2011, to be effective as of the Commencement Date.
(s*nature page follows)
LEASE AGREEMENT PAGE 8
DISTRICT:
TARRANT REGIONAL WATER DISTRICT,
a Water Control and Improvement District
By:
R. Steve Christian, Real Property Director
TENANT:
CITY OF FORT WORTH, TEXAS,
a home-rule municipal corporation
By:
Name: ffAM Mareyin E"_Asta
Title: Agalstant Cltv Ma agar
Approved as to Form and Legality: ia.n co en)by.-
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Director, Planning and Development
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LEASE AGREEMENT
STATE OF TEXAS §
COUNTY of TARRANT §
The fore oinR instrument was acknowledged before me on this day of
pU ��a 1 al Property Director of Tarrant Regional Water
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District `
, a Wat ' o d �� Est ct, on beh f of said district.
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STATE OF TEXAS
My f`r'mm-Exp.3-15-2015
Notary Public—State of Texas
STATE of TEXAS §
COUNTY of §
The foregoing instrument was ac wledged before me on this day of
2011 b rn�- , c.�6 15 f of City of Fort worth, Texas, a
a � y
home-rule municipal corporation, on behalf of said corporation.
zel
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otary Public---State of Texas
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PACE
M&C Review Page I of 2
Official site of the City of Fort Worth,Texas
CITY COUNCIL AGENDA Fo RTWo RT
COUNCIL ACTION: Approved on 1011812011
DATE: 10/18/2011 REFERENCE NO.: **L-15268 LOG NAME: 17CALVERTLEASE
CODE: L TYPE: CONSENT PUBLIC NO
HEARING:
SUBJECT: Authorize Execution of Leases for 1000 Calvert Street and 1076 Calvert Street, from
Tarrant Regional Water District for a Rental Rate of$10.00 Per Year per Lease
(COUNCIL DISTRICT 2)
RECOMMENDATION:
It is recommended that the City Council:
1. Authorize execution of leases for 1000 Calvert Street and 1076 Calvert Street, from Tarrant
Regional Water District for a Rental Rate of$10.00 per year per lease; and
2. Authorize execution and recording of the appropriate instruments concerning the lease of the
properties.
DISCUSSION:
Staff recommends leasing the Fort Worth Police and Fire Training Academy and Gun Range site
from Tarrant Regional Water District at a rate of$10.00 per year for each location.
ADDRESS LEGAL DESCRIPTION INITIAL LEASE TERM
1000 Calvert Street Lot 1 Block 3 Valley View Addn. $10 Per Year 8 Year
1076 Calvert Street Lot 1 Block A Valley View Addn. $10 Per Year 17
months
Lease Terms:
The eight-year lease for the Police and Fire Training Academy located at 1000 Calvert Street begins
July 29, 2011 and ends July 29, 2019 with two one-year renewal terms available, if construction of a
replacement facility is imminent, with the same terms and conditions as the initial Agreement.
The Lease for the Gun Range located at 1076 Calvert Street begins July 29, 2011 and ends
December 31, 2013 with month-to-month tenancy available for$1.00 per month.
Both leases require the City of Fort Worth to pay all utilities used on the leased premises, including
any required deposits. The City is also responsible for repairs and maintenance, but shall make no
alterations or improvements without the written consent of Tarrant Regional Water District. Tarrant
Regional Water District provides no insurance.
This property is located in COUNCIL DISTRICT 2, MAPSCO 62Y.
FISCAL INFORMATIONICERTIFICATION:
The Financial Management Services Director certifies that this action will have no material effect on
City funds.
TO Fund/Account/Centers FROM Fund/Account/Centers
GG0 1 537010 035370.0 $5.00
http://apps.cfwnet.org/council_packet/mc_review.asp?ID=15853&councildate=1 011812011 11/18/2011
M&C Review Page 2 of 2
GG01 537010 0368000 $5.00
Submitted for City Manager's Office W. Susan Alanis (8180)
Oriainatina Department Head: Jay Chapa (5804)
Additional Information Contact: Cynthia Garcia (8187)
Katherine Davenport(7923)
ATTACHMENTS
1_000and 1.076calvert.pdf
http://apps.cfwnet.org/council— acket/mc_review.asp?ID=15 853&councildate=l0/18/2011 11/18/2011