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HomeMy WebLinkAboutContract 44721 (2)CITY SECRETARY VENDING SERVICE AGREEMENTCONTRACTNo. i.JL' BETWEEN THE CITY OF FORT WORTH AND PURE PROVISIONS, LLC This Agreement ("Agreement") is made and entered into on ? )of , 2013, by and between Pure Provisions, LLC, a Texas limited liability company, acting by and hrough Leah Dill, its duly authorized Manager ("Operator") and the City of Fort Worth, a home -rule municipal corporation of the State of Texas ("City"), acting by and through its duly authorized City Manager. WHEREAS, the City, through its Parks and Community Services Department, is seeking to offer healthy vending snack options at certain designated community centers; WHEREAS, Sprout Healthy Vending, LLC, a Wyoming Limited Liability Company, owns and operates a franchise of healthy vending machines; WHEREAS, Operator, who is a franchisee of Sprout Healthy Vending, LLC, desires to install and maintain Sprout Healthy Vending machines at certain designated community centers throughout the City; and WHEREAS, City wishes to engage the Operator to provide healthy vending snacks (excluding beverages) at the locations detailed herein on the terms set forth below. NOW, THEREFORE, in consideration of the mutual promises and obligations hereinafter set forth to be performed and observed by each of the parties, the parties hereby covenant and agree as follows: 1. Vending Rights 1.01 The City grants to Operator the non-exclusive right to sell, through City -approved vending machines, prepackaged snacks and confections; fruits, sandwiches, health foods, and other fresh foods; canned or dehydrated soups or meals; and other items agreed to by the parties ("Vending Items") at City facilities identified herein in accordance with the terms and conditions of this Agreement. 1.02 Operator understands and acknowledges that the City currently has an exclusive contract with Coca-Cola Enterprises d/b/a Coca-Cola Bottling Company of North Texas for sale and distribution of non- alcoholic beverages and, as such, Operator shall not engage in the sale of any beverages. 2. Term JS14" 2.01 The primary term of this Agreement shall be for a period of one (1) year, beginning on er 1, 2013 and expiring on August 31, 2014 ("Primary Term"), unless terminated sooner pursuant to the terms of this Agreement. 2.02 In addition to the Primary Term, the City may, at its sole discretion, renew this Agreement on a year-to-year basis on the same terms and conditions ("Renewal Term(s)"). In connection with any renewal, Operator shall provide notice of its desire to renew the primary term of the Agreement at least sixty (60) days prior to the expiration date. The City will, within thirty (30) days from receipt of the notice to extend, notify Operator if the term shall be extended for an additional year. No notice shall otherwise be required to effect a termination by its own terms. RECEIVED AUG 15 2013 Vending Service Agreement between the City of Fort Worth and Pure Provisions, LLC OFFICIAL RECORD CITY SECRETARY FT, WORM, T X 1 of 11 3. Consideration and Payment 3.01 In consideration of the nonexclusive rights granted herein, Operator shall pay City 15% of net receipts generated by the vending machines. "Net receipts" shall be defined as the total amount of money received or to be received by Operator or by any agent, employee, subcontractor, or franchisor of Operator from all sales, whether for cash or credit, whether collected or uncollected, made as a result of the service rights being granted under this Agreement after the cost of goods and taxes. 3.2 Payments shall be due to the City no later than ten (10) days after the close of each month that this Agreement is in effect, except that the last payment to be made shall be paid on the effective date of termination or expiration of the Agreement. 3.3 All payments due to the City shall be due and payable without demand by check at the office of the Director of the Parks and Community Services Department, or at such other place in Fort Worth, Texas as the Director of Parks and Community Services Department or his/her designee ("Director") may hereafter notify Operator (in writing with reasonable advance notice), and shall be made in legal tender of the United States. 3.4 At the time of each monthly payment, the Operator shall provide the City with monthly statements reflecting complete and accurate reports of all of the vending machine sales, including, but not limited to, net receipts from each of the vending machines. 4. Vending Machines and Services 4.1 Operator, at its sole cost and expense, shall furnish all labor, materials, and equipment necessary to provide three (3) snack vending machines in designated service areas at the following locations owned by the City ("Premises"): 4.1.1 Andrew Doc Session Community Center, 201 S. Sylvania Avenue, Fort Worth, Texas 76111; 43.1.2 Northside Community Center, 1801 NW 1 8`11 Street, Fort Worth, Texas 76106; and 4.1.3 Martin Luther King Community Center, 5565 Truman Drive, Fort Worth, Texas 76112. 4.2 The exact location of the vending machines within the Premises shall be mutually agreed upon by the City and Operator. City agrees to accept the vending machines and to furnish adequate space, utilities, and utility outlets in such locations, and to provide Operator with reasonable access during normal business hours to its vending machines on the Premises. 4.3 Pre-processed food items should be nationally advertised brands, unless otherwise agreed to by City, of unquestionable and superior quality. 4.4 All sandwiches must be made the same day they are placed in the vending machines and must be made from fresh bread or rolls. Sandwiches and other fresh foods must show the date of preparation and expiration in a conspicuous place on the wrapper. 4.5 Operator shall not place Vending Items in the vending machines after the expiration date contained on the Vending Items. Operator shall promptly remove all expired Vending Items from the vending machines. Vending Service Agreement between the City of Fort Worth and Pure Provisions, LLC 2 of 11 4.6 Prices of all items dispensed through the vending machines shall be subject to the approval of the City and any change of price must require City's approval. 4.7 All vending equipment must be new or in excellent operating condition and have an attractive appearance, which shall be subject to the sole discretion of the Director. All vending machines must have dollar bill acceptors and accept nickels, dimes and quarters in any combination, return the appropriate change for any Vending Item, and be equipped with a meter to accurately track sales. All machines must be maintained in good working order. 4.8 Operator shall be solely responsible for the management, operation, maintenance and repair of the vending machines on the City's Premises. All vending machines, together with the contents thereof, are and shall remain the property of the Operator, and only the Operator or its representatives may remove or replace the vending machines at the Premises. Operator reserves the right to remove unproductive or frequently vandalized or damaged equipment from the Premises. 4.9 City reserves the right to approve the specific location and relocation of vending machines, subject to this Agreement. 4.10 The City reserves the right to require replacement or removal of vending machines that, for any reason whatsoever, are not considered acceptable to the City and to require replacement of vending machines by another vending machine acceptable to the City. If City requests the removal or replacement of a vending machine, the Operator must comply with that request within fifteen (15) business days, unless otherwise agreed to in writing by the parties. 4.11 The Operator may ask the Director for permission to add or remove machines from the Premises. For each request, Vendor must provide supporting information and justification for the change. The Director will then decide whether to grant permission or deny the request. Vendor must adhere to the decision of the Director. Prior to adding any vending machines, the parties shall execute a written amendment to this Agreement reflecting such additions and any amendments to the terms and conditions. 4.12 Operator shall place instructions on each machine that detail (1) operation of the vending machines, (2) how to report malfunctions, (3) how to comment on product quality, and how to request refunds. 4.13 For refunds, Operator shall provide one cash fund of $10 at each of the Premises for refunds. Operator shall supply a form, to be approved by the Director, that will be used as a voucher system for making claims for refunds. The form shall include space for the (1) type of machine, (2) location (building, floor, etc.), (3) amount of loss, (4) description of how the loss occurred, (5) date of loss, and (6) signature of claimant. 4.14 Operator shall provide City reasonable free maintenance service to the vending machines under a routine schedule as provided by the Operator to biweekly service/inspection. All vending machines service will be provided during the City's normal business hours, i.e., 8:00 AM — 5:00 PM, Monday through Friday, City holidays excluded. 4.15 Upon receipt of a service request, Operator shall provide the City with a toll -free service number. Upon request by the City or the City's licensed and contracted concessionaries for vending machine service, Operator will respond within eight (8) hours during regular business hours and within twenty-four (24) hours during non -business hours and weekends, excluding holidays recognized by the City. All service requests must be completely resolved to the satisfaction of the Director within fifteen (15) calendar days of the initial request, unless otherwise agreed to in writing by the parties. Operator shall not be obligated to provide service hereunder during periods in which it is prevented from doing so due to strikes, civil disturbances, unavailability of parts or Vending Service Agreement between the City of Fort Worth and Pure Provisions, LLC 3 of 11 other causes beyond the control of Operator. Neither Operator nor City shall be liable for damages of any kind arising out of delays of the Operator in rendering service due to strikes, civil disturbances, unavailability of parts, or any other circumstances which are reasonably beyond the control of the Operator. 4.16 Delivery trucks shall be permitted only on existing service drives, and must be clearly identified with Operator's name. Where no service drives are available, delivery trucks should follow applicable parking regulations. All Operator's drivers and employees must have identification on their clothing clearly identifying who they are and the Operator's name and/or logo. 4.17 Commercially accepted practices shall apply to any detail not covered in this Agreement. 5. Installation Schedule 5.1 The City and Operator agree to the following installation schedule: 5.1.1 Installation of all three (3) vending machines shall be completed within four to six weeks after the execution date of this Agreement. 5.1.2 Future vending machines, if deemed necessary by the Director, shall be installed under normal service provisions as mutually agreed upon between the City and Operator and shall be subject to the terms of this Agreement. 6. Termination 6.1 This Agreement may be terminated by the parties for convenience, such termination to be effective only by written notice by certified or registered mail and specifying a termination date, which shall be no less than forty-five (45) days after the receipt thereof. 6.2 In the event that either party shall default in the performance of any of its obligations hereunder, and such default shall not be cured by the defaulting party within thirty (30) days after receipt by the defaulting party of a written notice sent by certified or registered mail from the aggrieved party specifying such default, the aggrieved party may terminate this Agreement by sending to the defaulting party termination notice. 6.3 Upon termination for any reason, the Operator shall be responsible for removing the vending machines at no charge to the City. 7. LIABILITY, INDEMNIFICATION, AND RELEASE 7.1 Liability. OPERATOR SHALL BE LIABLE AND RESPONSIBLE FOR ANY AND ALL PROPERTY LOSS, PROPERTY DAMAGE, AND/OR PERSONAL INJURY, INCLUDING, BUT NOT LIMITED TO, DEATH, TO ANY AND ALL PERSONS, OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, TO THE EXTENT CAUSED BY THE NEGLIGENT ACT(S), ERRORS, OR OMISSION(S), MALFEASANCE, OR INTENTIONAL MISCONDUCT OF OPERATOR. 7.2 INDEMNITY. OPERATOR COVENANTS AND AGREES TO, AND DOES HEREBY INDEMNIFY, HOLD HARMLESS, AND DEFEND, AT ITS OWN EXPENSE, THE CITY FROM AND AGAINST ANY AND ALL CLAIMS, LAWSUITS, JUDGMENTS, ACTIONS, CAUSES OF ACTION, LIENS, LOSSES, EXPENSES, COSTS, FEES (INCLUDING, BUT NOT LIMITED TO, ATTORNEY'S Vending Service Agreement between the City of Fort Worth and Pure Provisions, LLC 4 of 11 FEES AND COSTS OF DEFENSE), PROCEEDINGS, DEMANDS, DAMAGES, LIABILITIES, AND/OR SUITS OF ANY KIND OR NATURE, INCLUDING, BUT NOT LIMITED TO, THOSE FOR PROPERTY LOSS (INCLUDING, BUT NOT LIMITED TO, WORKERS' COMPENSATION ACT LIABILITY, LOST PROFITS, AND PROPERTY DAMAGE) AND/OR PERSONAL INJURY (INCLUDING, BUT NOT LIMITED TO, DEATH) TO ANY AND ALL PERSONS, OR OTHER HARM FOR WHICH RECOVERY OF DAMAGES IS SOUGHT, OF WHATSOEVER KIND OR CHARACTER, WHETHER REAL OR ASSERTED, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, TO THE EXTENT CAUSED BY THE NEGLIGENT ACTS, ERRORS, OR OMISSIONS, MALFEASANCE, OR INTENTIONAL MIDSCONDUCT OF OPERATOR. THIS MALL SURT(II"E THE EXPIRfITION OR TERM:MTIONOFTHIS/I GREEJIENT. 7.3 Release. Operator agrees to and shall release City from and against any and all liability for injury, death, damage, or loss to persons or property sustained or caused by Operator in connection with or incidental to performance under this Agreement. 7.4 Release and Indemnity by Operator's Contractors and Subcontractors. Operator shall require all of its contractors and subcontractors to include in their contracts and subcontracts a release and indemnity in favor of City in substantially the same form as above. 8. Insurance 8.1 Operator shall carry insurance in types and minimum amounts as described below acceptable to the City for the entire duration of this Agreement and shall furnish the Director with Certificates of Insurance. 8.1.1 Commercial General Liability (CGL) $1,000,000 each occurrence $2,000,000 aggregate limit Coverage shall include but not be limited to the following: premises operations, independent contractors, products/completed operations, personal injury, and contractual liability. Insurance shall be provided on an occurrence basis, be as comprehensive as the current Insurance Services Office (ISO) policy. 8.1.2 Automobile Liability $1,000,000 each accident on a combined single limit basis Or $250,000 Property Damage $500,000 Bodily Injury per person per occurrence A commercial business policy shall provide coverage on "Any Auto", defined as autos owned, hired and non -owned. 8.1.3 Workers' Compensation Statutory limits Employer's liability $100,000 Each accident/occurrence $100,000 Disease - per each employee $500,000 Disease - policy limit 8.2 Insurers shall have no right of recovery or subrogation against the City of Fort Worth, it being the Vending Service Agreement between the City of Fort Worth and Pure Provisions, LLC 5 of 11 intention that the insurance policy shall protect all parties to the Agreement and be primary coverage for all losses covered by the policies. 8.3 Operator issuing the insurance policy shall have no recourse against the City of Fort Worth for payment of any premiums or assessments for any deductibles which all are at the sole risk of Operator. 8.4 The terms "Owner," "City," or City of Fort Worth shall include all authorities, Boards, Bureaus, Commissions, Divisions, Departments, and Offices of the City and the individual members, employees and agents thereof in their official capacities and/or while acting on behalf of the City of Fort Worth. 8.5 The policy clause "Other Insurance" shall not apply to any insurance coverage currently held by City, to any future coverage, or to City's self -insured retention of whatever nature. 8.6 The City, its officials, employees, agents and officers shall be endorsed as an "Additional Insured" to Commercial General Liability and Auto Liability policies. The City, its officials, employees, agents and officers shall not be endorsed as an "Additional Insured" to Worker's Compensation and Employers Liability coverage. 8.7 General liability coverage shall be written on a Combined Single Limit Per Occurrence basis and the policy shall include Broad Form Property Damage Coverage with an insurance carrier satisfactory to City. If insurance policies are not written for specified coverage limits, an Umbrella or Excess Liability insurance for any differences is required. Excess Liability shall follow form of the primary coverage. 8.8 All policies shall be written by an insurer with an A-:VIII or better rating by the most current version of the A. M. Best Key Rating Guide or with such other financially sound insurance carriers acceptable to the City. 8.9 Deductibles shall be listed on the Certificate of Insurance and shall be on a "per occurrence" basis unless otherwise stipulated herein. 8.10 If coverage is underwritten on a claims -made basis, the retroactive date shall be coincident with or prior to the date of the contractual agreement and the certificate of insurance shall state that the coverage is claims -made and the retroactive date. The insurance coverage shall be maintained for the duration of the contractual agreement. An annual certificate of insurance submitted to the City shall evidence such insurance coverage. 8.11 Certificates of Insurance shall be delivered to the City of Fort Worth, 1000 Throckmorton Street, Fort Worth, Texas 76102, evidencing all the required coverages, including endorsements. 8.12 Operator shall not cause any insurance to be canceled nor permit any insurance to lapse during the term of this Agreement or the twenty -four -month period following completion, in the case of a claims -made policy. The City reserves the right to review the insurance requirements of this section during the effective period of this Agreement and to make reasonable adjustments to insurance coverage, their limits when deemed necessary, based upon changes in statutory law, court decisions or the claims history of the industry or financial condition of the insurance company, as well as that of the Operator. 9. Notice 9.1 Any notice or other communication hereunder shall be in writing, shall be sent via registered or certified mail, overnight courier, or confirmed facsimile transmission and shall be deemed given when deposited, Vending Service Agreement between the City of Fort Worth and Pure Provisions, LLC 6 of 11 postage prepaid, in the United States mail, addressed as set forth below, or to such other address as either of the parties shall advise the others in writing: If to City: City of Fort Worth 1201 Houston Street Fort Worth, Texas 76102 Attention: Director of Public Events Facsimile: 817-3 92-275 6 with a copy to: City of Fort Worth City Attorney's Office Attn: Public Events Attorney 1000 Throckmorton Fort Worth, Texas 76102 Operator: Pure Provisions, LLC 2600 West 7th Street, #2444 Fort Worth, Texas 76107 Attention: Leah Dill 10. Right to Audit 10.1 The City shall have, for three (3) years following the termination of this Agreement and upon reasonable advance notice, access to and the right to examine and audit any books, documents, papers, records or other data of Operator that involve transactions relating to this Agreement. Accordingly, Operator shall provide the City with access during normal working hours to all of Operator's facilities and with appropriate workspace at Operator's facilities necessary for the City to conduct examinations and audits in accordance with this Agreement. 11. Trademarks and Copyrights 11.1 No party shall obtain, by this Agreement, any right, title, or interest in the trademarks of the parties, nor, except as provided herein, shall this Agreement give any party the right to use, refer to, or incorporate in marketing or other materials the name, logos, trademarks or copyrights of the other parties. 11.2 Operator, its designees or assignees, shall not use, any designated Account Marks or copyrights of the City of Fort Worth, photographs and/or recordings, or sell, transfer, or give any original prints or reproductions for circulation and/or publication for use by a third party, without the prior written consent of the City and in any manner that reflects unfavorably upon the good name, goodwill, reputation, or image of the City of Fort Worth. Operator, its designees or assignees, shall not use any designated Account Marks, copyrights, photographs and/or recordings in any manner that would cause confusion in the public mind as to the permitted use for which Operator has been granted such rights. None of the designated Account Marks or copyrights of the City of Fort Worth shall be incorporated into a common graphic or be associated with third party trade names or marks. Operator, its designees or assignees, may not use any of the designated marks or copyrights of the City of Fort Worth or authorize such use on any World Wide Web site or on any other on-line site, except as specifically approved by the City of Fort Worth. Operator, its designees or assignees, shall not have the right or license to manufacture or case the production of merchandise items bearing the designated mark or copyright without the prior consent of the City. Vending Service Agreement between the City of Fort Worth and Pure Provisions, LLC 7 of 11 12. Assignment 12.1 Operator shall not assign or subcontract any of its duties, obligations, or rights under this Agreement without the prior written consent of City. If City grants consent to an assignment, the assignee shall execute a written agreement with City and Operator under which the assignee agrees to be bound by the duties and obligations of Operator under this Agreement. Operator and assignee shall be jointly liable for all obligations under this Agreement prior to the assignment. If City grants consent to a subcontractor, the subcontractor shall execute a written Agreement with Operator referencing this Agreement under which the subcontractor shall agree to be bound by the duties and obligations of Operator under this Agreement as such duties and obligations may apply. Operator shall provide City with a fully executed copy of any such subcontract. 13. Independent Contractor 13.1 It is expressly understood and agreed that Operator shall operate as an independent contractor as to all rights and privileges granted herein, and not as an agent, representative or employee of City. Subject to and in accordance with the conditions and provisions of this Agreement, Operator 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 officers, agents, servants, employees, contractors, and subcontractors. Operator acknowledges that the doctrine of respondeat superior shall not apply as between City, its officers, agents, servants and employees, and Operator, its officers, agents, employees, servants, contractors and subcontractors. Operator further agrees that nothing herein shall be construed as creating a partnership or joint enterprise between City and Operator. 14. Venue and Jurisdiction 14.1 If any action, whether real or asserted, at law or in equity, arises on the basis of any provision of this 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. This Agreement shall be construed in accordance with the laws of the State of Texas. 15. Governmental Powers 15.1 It is understood that by execution of this Agreement, the City does not waive or surrender any of its governmental powers. 16. Force Majeure 16.1 It is expressly understood and agreed by the parties to this Agreement that if the performance of any obligations hereunder is delayed by reason of war; civil commotion; acts of God; inclement weather; governmental restrictions, regulations, or interferences; fires; strikes; lockouts, national disasters; riots; material or labor restrictions; transportation problems; or any other circumstances which are reasonably beyond the control of the party obligated or permitted under the terms of this Agreement to do or perform the same, regardless of whether any such circumstance is similar to any of those enumerated or not, the party so obligated or permitted shall be excused from doing or performing the same during such period of delay, so that the Term shall be extended for a period of time equal to the period such party was delayed. Vending Service Agreement between the City of Fort Worth and Pure Prov s ons, LC 8of11 17. Severability; Heading 17.1 If any provision of this Agreement shall be held to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired. 17.2 The headings or captions of the various sections of this Agreement are for convenience of reference only and shall in no way modify or affect the meaning or construction of any of the terms or provisions of the applicable Agreement. 18. Compliance with Laws, Ordinances, Rules and Regulations 18.1 Each party hereto agrees that it will, in its performance of its obligations hereunder, fully comply with all applicable laws, regulations and ordinances of all relevant authorities and shall obtain all licenses, registrations or other approvals required in order to fully perform its obligations hereunder. 18.2 This Agreement will be 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. 19. Entirety of Agreement 19.1 This Agreement, including the exhibits attached hereto and any documents incorporated herein by reference, contains the entire understanding and agreement between the City and Operator, their assigns and successors in interest, 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 Agreement. This Agreement shall not be amended unless agreed to in writing by both parties and, if required, approved by the City's City Council. 20. Disclosure of Conflicts and Confidential Information 20.1 Operator hereby warrants to City that Operator has made full disclosure in writing of any existing or potential conflicts of interest related to Operator's services under this Agreement. In the event that any conflicts of interest arise after the execution of this Agreement, Operator hereby agrees immediately to make full disclosure to City in writing. Operator, for itself and its officers, agents, and employees, further agrees that it shall treat all information provided to it by City as confidential and shall not disclose any such information to a third party without the prior written approval of City. Operator shall store and maintain City information in a secure manner and shall not allow unauthorized users to access, modify, delete or otherwise corrupt City information in any way. Operator shall notify City immediately if the security or integrity of any City information has been compromised or is believed to have been compromised. 21. Non -Discrimination Covenant 21.1 Operator, for itself, its personal representatives, assigns, subcontractors, and successors in interest, as part of the consideration herein, agrees that, in the performance of Operator's duties and obligations hereunder, it shall not discriminate in the treatment or employment of any individual or group of individuals on any basis prohibited by law. If any claim arises from an alleged violation of this non-discrimination covenant by Operator, its personal representatives, assigns, subcontractors or successors in interest, Operator agrees to assume Vending Service Agreement between the City of Fort Worth and Pure Provisions, LLC 9 of 11 such liability and to INDEMNIFY AND DEFEND City and hold City harmless from such claim. 22. No Waiver 22.1 The failure of City or Operator to insist upon the performance of any term or provision of this Agreement or to exercise any right granted herein shall not constitute a waiver of City's or Operator's respective right to insist upon appropriate performance or to assert any such right on any future occasion. 23. Review of Counsel 23.1 The Parties acknowledge that each party and its counsel have reviewed and revised this Agreement and that the normal rules of construction to the effect that any ambiguities are to be resolved against the drafting party shall not be employed in the interpretation of this Agreement or exhibits hereto. 24. Amendments, Modifications, and Extensions 24.1 No extension, modification, or amendment of this Agreement shall be binding upon a party hereto unless such extension, modification, or amendment is set forth in a written instrument that is executed by an authorized representative and delivered on behalf of such party. 25. Signature Authority 25.1 The person signing this Agreement hereby warrants that he/she has the legal authority to execute this Agreement on behalf of the respective party, and that such binding authority has been granted by proper order, resolution, ordinance, or other authorization of the entity. The other party is fully entitled to rely on this warranty and representation in entering into this Agreement. 26. Taxes and Fees 26.1 Operator covenants and agrees to pay promptly all lawful general taxes, special -assessments, excises, license fees, and permit fees that arise solely on account of Operator's operation in the Premises and take out and keep current all licenses, municipal, state, or federal, required covenants and agrees not to permit any of said taxes, assessments, excises, fees, or charges to become delinquent. 27. Other Remedies 27.1 Any termination of this Agreement will not relieve Operator from paying any sum or sums due and payable to City under the Agreement at the time of termination, or any claim for damages then or previously accruing against Operator under this 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 Operator for any default under the Agreement. All City's rights, options, and remedies under this 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 Agreement. Vending Service Agreement between the City of Fort Worth and Pure Provisions, LLC 10 of 11 07/30/2013 05:08 2102220809 VIDORRA PAGE 11/11 28. Surrender of Possession 28.1 No notice to quit possession at the expiration date of the term of this Agreement shall be. necessary. Operator covenants and agrees that, at the expiration date of the terns of this Agreement, or at the: earlier termination thereof, it will peaceably surrender possession of the Premises and applicable licenses in good condition, reasonable wear and tear, and acts of God excepted. CITY OF FORT WORTH PURE PROVISIONS, LLC By; Susan Alois Assistant City Manager Approved as to Form and Legality: Tyler F. Wallach Assistant City Attorney ATTEST: Mary Kayser City Secretary No M&C Required By Leah Dill Member Vending Service Agreement between the City of Port Worth and Pure Provisions, LLC II of t 1 28. Surrender of Possession 28.1 No notice to quit possession at the expiration date of the term of this Agreement shall be necessary. Operator covenants and agrees that, at the expiration date of the term of this Agreement, or at the earlier termination thereof, it will peaceably surrender possession of the Premises and applicable licenses in good condition, reasonable wear and tear, and acts of God excepted. CITY OF FORT WORTH PURE PROVISIONS, LLC By: By: `Su an Alanis Leah Dill Asistant City Manager Member Approved as to Form and Legality: -47 Tyler F -a 1ach Assistant City Attorney ATTEST: Mary K City Sec l fary No M&C Required Vending Service Agreement between the City of Fort Worth and Pure Provisions, LLC -1 OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX 11 of 11