HomeMy WebLinkAboutContract 57261 CSC No. 57261
LICENSE AGREEMENT
BETWEEN THE CITY OF FORT WORTH AND
TACOS AL PASTOR EL GUERRERENSE
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 TACOS AL
PASTOR EL GUERRERENSE, a sole proprietorship, acting by and through its duly authorized
representative ("Licensee"). City and Licensee are referred to herein individually as a ("Party")
and collectively as the ("Parties").
WHEREAS, the City through its Park & Recreation Department ("Park Department")
operates various City-owned parks throughout the City of Fort Worth;
WHEREAS, the City is committed to improving the quality of life for residents and
visitors by providing recreational and cultural opportunities;
WHEREAS, to help provide such opportunities to the community, the Park Department
allows certain vendors to provide outdoor programs and activities through written agreements;
WHEREAS, individuals or entities desiring to instruct a program must fill out a park
reservation application and receive approval from the Park Department prior to conducting any
program or activity within City parks;
WHEREAS, Licensee desires to operate a concession stand to provide food and non-
alcoholic drinks through use of a food truck ("Program") within the parking lot at Harmon Field
Park, located at 1501 Martin Luther King Freeway, Fort Worth, Texas 76102;
WHEREAS, city and Licensee wish to set out terms for License Agreement; 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 PRENHSES
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 park 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 PRENHSES IN ITS CURRENT "AS IS"
OFFICIAL RECORD
Tacos Al Pastor El Guerrerense
License Agreement CITY SECRETARY
FT. WORTH, TX
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 concession stand 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.
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 operating a concession stand to
sell food and non-alcoholic beverages through use of a food truck and for no other purpose.
2.2 Licensee shall have non-exclusive rights to use the Premises within the normal
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.
Tacos Al Pastor El Guerrerense
License Agreement Page 2 of 21
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.
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 February 1, 2022 and expire on January 31,
2023.
3.2 This License Agreement may be renewed for four (4) one-year periods upon
mutual written agreement of the Parties (each a"Renewal Term").
3.3 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 at will.
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 park reservation fee of $150.00/per day for each
Program ("License Fee"). License Fee shall be paid by Licensee prior to each Program.
Tacos Al Pastor El Guerrerense
License Agreement Page 3 of 21
4.2 All payments shall be submitted to the Park&Recreation Reservation Department:
via online account or credit card over the phone. Failure to make payment prior to each Program
shall constitute a breach of this License Agreement and City may terminate this License
Agreement without cause immediately upon written notice to Licensee of such intent to terminate.
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 a detailed program schedule two weeks in advance for all
Programs to be held within City parks.
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.
5.1.3 Not occupy the Premises beyond the times listed in Exhibit B.
5.1.4 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.
5.1.5 Immediately report any maintenance or repair needs to the Park Operations
District Superintendent of the Premises.
5.1.6 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.
5.1.7 Abide by the insurance requirements set forth in Exhibit C, which is
attached hereto and incorporated herein for all purposes.
5.1.8 Designate a point of contact for Program admiration and reporting
requirements ("Program Point of Contact"). The initial Program Point of Contact
shall be:
Maria G. Hernandez,Managing Member
Tacos Al Pastor El Guerrerense
Phone: 817-937-5997
Email: mariahernandezl988162gmail.com
Tacos Al Pastor El Guerrerense
License Agreement Page 4 of 21
5.1.9 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.
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:
Mario Rocha, Field Supervisor
Park Operations
Office: 817-392-5714
Email: Mari o.Rochakfortworthtexas.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.
Tacos Al Pastor El Guerrerense
License Agreement Page 5 of 21
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 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
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 party's reasonable control (collectively, "Force Majeure Event"), the obligations so
affected by such Force Maj eure Event will be suspended only during the continuance of such Force
Tacos Al Pastor El Guerrerense
License Agreement Page 6 of 21
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 Maj eure
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 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 (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
Tacos Al Pastor El Guerrerense
License Agreement Page 7 of 21
(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 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
Tacos Al Pastor El Guerrerense
License Agreement Page 8 of 21
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.
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.
Tacos Al Pastor El Guerrerense
License Agreement Page 9 of 21
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 (loth) 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.
Tacos Al Pastor El Guerrerense
License Agreement Page 10 of 21
SECTION 14
LICENSES AND PERNHTS
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 Tacos Al Pastor El Guerrerense
Park&Recreation Director Attn.: Maria G Hernandez
4200 South Freeway, Suite 2200 4361 Erikson Dr
Fort Worth, Texas 76115 Fort Worth, Texas 76114
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-DISCRINHNATION
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.
Tacos Al Pastor El Guerrerense
License Agreement Page 11 of 21
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 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 respondent 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
Tacos Al Pastor El Guerrerense
License Agreement Page 12 of 21
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 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
Tacos Al Pastor El Guerrerense
License Agreement Page 13 of 21
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.
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.
Tacos Al Pastor El Guerrerense
License Agreement Page 14 of 21
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)
Tacos Al Pastor El Guerrerense
License Agreement Page 15 of 21
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
V f of this contract, including ensuring all
By: Valerie Washington(Mar 17,202215:34 CDT) performance and reporting requirements.
Name: Valerie Washington
Title: Assistant City Manager /1iIy/O IFO(ha
Ma r 17 2022 By: Mario Rocha(Mar 17,2022 12:59 CDT)
Date: Name: Mario Rocha
Title: Field Supervisor
APPROVAL RECOMMENDED: Park& Recreation Department
Rzdw,rd ZA4
By: Richard Zavala(Mar 17,2022 15:31 CDT) APPROVED AS TO FORM AND
Name: Richard Zavala LEGALITY:
Title: Director /1
Park& Recreation Department
By: NicoAriaS(N1aC16,202211:55 CDT)
Name: Nico Arias
By: Sandra Youn d(Mar 16,2022 13:31 CDT) Title: Assistant City Attorney
Name: Sandra Youngblood
Title: Assistant Director CONTRACT AUTHORIZATION:
Park& Recreation Department
ATTEST: M&C: N/A
�ddG�z�� ap FOR r dad
°
By: J etteS.Goodall(Mar18,202207 CDT) ado 00°
Name: Jannette S. Goodall 0~o °0Xd°_
Title: City Secretary �� o
.d
T °OO°°°°°° C
ICY
n��EXASaQ'
LICENSEE:
Tacos Al Pastor El Guerrerense
.
VC
BY: Maria Hernandez(Mar 16,202218:49 CDT)
Name: Maria G Hernandez
Title: Managing Member
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
Tacos Al Pastor El Guerrerense
License Agreement Page 16 of 21
EXHIBIT A
=PREMISES
f
ems'
I �
Tacos Al Pastor El Guerrerense
License Agreement Page 17 of 21
EXHIBIT B
=SCHEDULE
Occurs every Sunday-ffecfve Feb 13, 2022 until Jul31. 2022 from 9:00 AM to 6:00 P
Feb 13, 2022 9:00 AM Feb 13, 2022 6:00 PM
Feb 20, 2022 9:00 AM Feb 20, 2022 6:00 PM
Feb 27, 2022 9:00 AM Feb 27, 2022 6:00 PM
Mar 6, 2022 9:00 AM Mar 6, 2022 6:00 PM
Mar 13, 2022 9:00 AM Mar 13, 2022 6:00 PM
Mar 20, 2022 9:00 AM Mar 20, 2022 6:00 PM
Mar 27, 2022 9:00 AM Mar 27, 2022 6:00 PM
Apr 3, 2022 9:00 AM Apr 3, 2022 :00 PM
Apr 10, 2022 9:00 AM Apr 10, 2022 6:00 PM
Apr 17, 2022 9:00 AM Apr 17, 2022 6:00 PM
Apr 24, 2022 9:00 AM Apr 24, 2022 6:00 PM
May 1, 2022 9:00 AM May 1, 2022 6:00 PM
May 8, 2022 9:00 AM May 8, 2022 6:00 PM
May 15, 2022 9:00 AM May 15, 2022 6:00 PM
May 22, 2022 9:00 AM May 22, 2022 6:00 PM
May 29, 2022 9:00 AM May 29, 2022 6:00 PM
Jul 31, 2022 9:00 AM Jul 31, 2022 6:00 P
Adjustments to the Program Schedule will be subject to approval by the Director and/or Designee at their
discretion.
Tacos Al Pastor El Guerrerense
License Agreement Page 18 of 21
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
Tacos Al Pastor El Guerrerense
License Agreement Page 19 of 21
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.
Tacos Al Pastor El Guerrerense
License Agreement Page 20 of 21
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.
Tacos Al Pastor El Guerrerense
License Agreement Page 21 of 21