HomeMy WebLinkAboutContract 58454 CSC No. 58454
NON-EXCLUSIVE PARKING SPACE LICENSE AGREEMENT
This Parking Space License Agreement ("Agreement") is entered into this Nov.11 2022
("Effective Date) by and between the City of Fort Worth,Texas, a home-rule municipal corporation of
the State of Texas ("City"), and Brave/R Together LLC, a domestic limited liability company
("Licensee"),
WHEREAS, City owns a certain piece of property known as the Hazel Harvey Peace Center for
Neighborhoods located at 883 Missouri Avenue, Fort Worth, Texas 76104 which includes two adjacent
surface parking lots ("Property"); and
WHEREAS, Licensee is organizing and putting on an event called the Phoenix Fest 76104 which is
intended to spotlight the kickoff of revitalization within the 76104 zipcode("Festival");
WHEREAS, to accommodate for parking needs for the Festival, Licensee has requested to use a portion
of the City's surface parking lot at the Property for its patrons to park as well as to allow a mammography
mobile unit to be stationed there for patrons to receive access to certain medical services;and
WHEREAS, the City agrees to grant to Licensee the use of a portion of the surface parking lot on the
Property in accordance with the terms and conditions of this Agreement,
WITNESSETH:
1, License Granted. City hereby grants Licensee the non-exclusive license to use the adjacent
parking lot located at the Property as more specifically described in Exhibit "A" of this Agreement
(collectively the "Licensed Space"). Licensee may use the Licensed Space to parking for its patrons for
the festival and to allow the Moncrief Cancer Institute to park their mobile mammography vehicle to
conduct screenings during the festival. The Licensed Premises shall be used for no other purpose.
Under no circumstances during the Agreement will Licensee use or cause to be used on the Licensed
Space any hazardous or toxic substances or materials, or store or dispose of any such substances or
materials on the Licensed Space; provided that the presence of Riel, engine oil and hydraulic fluids used
for or stored in vehicles parked on the Licensed Space will not be deemed a violation of this Section.
Licensee shall not install signs, advertising media, and lettering on the Licensed Space without prior
written approval of City.
2. Use Not Exclusive. This 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 Licensed 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 Licensed Premises as provided herein. This Agreement does not establish any priority for the
use of the Licensed Premises by Licensee or by any present or future licensees or other permit holders.
In the event of any dispute as to the priority of use of the Licensed 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 and other permit holders, as determined by the City in the exercise of its
powers.3. Condition of Licensed Space. Licensee's use of the Licensed Space shall be conclusive
License Agreement between the City of Fort Worth and
Brave/R Together,LLC OFFICIAL RECORD
CITY SECRETARY
_ 1 _ FT.WORTH,TX
evidence that(a)the Licensed Space is suitable for the purposes and uses for which same are licensed;and
(b) Licensee waives any and all defects in and to the Licensed Space, its appurtenances, and in all the
appurtenances thereto. Further, Licensee takes the Licensed Space and all appurtenances in "AS IS"
condition without warranty, expressed or implied, on the part of City. City shall not be liable to Licensee,
Licensee' agents, employees, invitees, licensees,or guests for any damage to any person or property due to
the Licensed Space or any part of any appurtenance thereof being improperly constructed or being or
becoming in disrepair.
3. Primary License Term: Subject to earlier termination as hereinafter set forth,the primary
term of this Agreement shall commence on Friday, November 1lth, 2022 at 4:00 pm and terminate on
Saturday,November 12, 2022 at 9:00 pm. ("License Term").
4. Consideration. Both parties agree that by allowing Licensee's the use of the space during the License
Term will benefit the City by(i)honoring the community by spotlighting leaders from the Historic Southside
and Morningside who have concentrated their efforts on revitalization of the Evans Plaza area and the 76104
zipcode as a whole; (ii) provide access to residents of the City to certain medical services during the event;
and(iii)shed light on the multiple planned projects in which the City is participating that will rejuvenate the
Evans and Rosedale area. City and Licensee expressly agree and stipulate that this Agreement is based on
valuable consideration and an exchange of promises that will be independently beneficial to both parties and
that, as a condition precedent to executing this Agreement, the consideration is valuable and sufficient and
that neither party shall be able to assert otherwise in the event of litigation.Nothing herein shall constitute an
obligation of City funds.
5. No Services. City shall not furnish Licensee with any utilities, cleaning, lighting,security,
or any other items or services for the Licensed Space. All operating costs of Licensed Space shall be
Licensee's sole cost and expense. If Licensee requires the use of any utilities, cleaning, lighting, security,
or any other items or services while occupying the Licensed Space, then Licensee shall first obtain
permission and approval from City to contract,add or install any of the above items and will be responsible
for providing the same at Licensee's sole cost and expense. Should City have to provide cleaning services
of Licensed Space due to the Licensee's use of the Licensed Space under this Agreement,Licensee will be
notified and billed for such service which will include any City administrative fees and an additional 15%
of the total cost for the cleaning services.
6. Right to Tow. City will have right to tow any vehicle parked in: (i) an identified reserved
spot,(ii)the Licensed Space itself if proper identification is not clearly visible as described below;and(iii)
any area on the Property outside of the Licensed Space.
7. Security.The City will not provide private security services for the Licensed Space.Licensee
will be responsible for any inspection and oversight ofthe Licensed Space during the term ofthis Agreement.
Licensee shall be solely responsible for initiating, maintaining, and supervising all safety precautions in
connection with Licensee's use of the Licensed Space,
8. Alterations, Additions, Improvements, and Signage. Licensee will make no alterations on or
additions to, the Licensed Space without the prior written consent of City. Any alterations made to the
Licensed Space by the Licensee shall be at Licensee's sole cost and expense and not interfere with other
operations at the Property.If interference occurs Licensee will make changes and/or remove the alteration to
remedy said interference immediately upon notice from City. All alterations, additions and improvements
made to or fixtures or other improvements placed in or upon the Licensed Space shall be deemed a part of the
Licensed Space and the property of City at the end of the License Term. All such alterations, additions,
License Agreement between the City of Fort Worth and
Brave/R Together,LLC
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improvements, and fixtures shall remain upon and be surrendered with the Licensed Space as a part thereof at
the termination of this Agreement. Licensee may at its sole option and expense remove any Licensee
alterations at any time during the License Term with City approval. At the termination of this Agreement,
whether by lapse of time or otherwise, Licensee shall (i) deliver the Licensed Space to City in as good a
condition as the same was as of the date of the taking of possession thereof by Licensee, subject only to
ordinary wear and tear and damage caused by casualty or condemnation and (ii) upon City request, remove
any alterations and make any repairs to the Licensed Space as needed in order to comply with the provisions
of Section 13 below.
9. Indemnity. (a) LICENSEE SHALL AND DOES AGREE TO INDEMNIFY,
PROTECT, DEFEND AND HOLD HARMLESS CITY, CITY'S OFFICERS, AGENTS,
SERVANTS, AND EMPLOYEES (COLLECTIVELY, "INDEMNITEES") FOR, FROM
AND AGAINST ANY AND ALL CLAIMS, LIABILITIES, DAMAGES, LOSSES. LIENS,
CAUSES OF ACTION, SUITS, JUDGMENTS AND EXPENSES, (INCLUDING
REASONABLE COURT COSTS, REASONABLE ATTORNEYS' FEES AND
REASONABLE COSTS OF INVESTIGATION), OF ANY NATURE, KIND OR
DESCRIPTION TO THE EXTENT ARISING OR ALLEGED TO ARISE BY REASON OF
INJURY TO OR DEATH OF ANY PERSON OR DAMAGE TO OR LOSS OF PROPERTY
(1) RELATING TO THE USE OR OCCUPANCY OF THE LICENSED SPACE BY
LICENSEE, ITS EMPLOYEES, AGENTS AND LESSEES OR (2) BY REASON OF ANY
OTHER CLAIM WHATSOEVER OF ANY PERSON OR PARTY OCCASIONED OR
ALLEGED TO BE OCCASIONED BY ANY ACT OR OMISSION ON THE PART OF
LICENSEE OR ANY LESSEE, EMPLOYEE, DIRECTOR, OFFICER, SERVANT, OR
CONTRACTOR OF LICENSEE OR (3) BY ANY BREACH, VIOLATION OR
NONPERFORMANCE OF ANY COVENANT OF LICENSEE UNDER THIS
AGREEMENT (COLLECTIVELY, "LIABILITIES"), EXCEPT TO THE EXTENT
ARISING OUT OF OR RESULTING FROM THE NEGLIGENCE OR WILLFUL
MISCONDUCT OF ANY INDEMNITEE. IF ANY ACTION OR PROCEEDING SHALL
BE BROUGHT BY OR AGAINST ANY INDEMNITEE IN CONNECTION WITH ANY
SUCH LIABILITY OR CLAIM,LICENSEE,ON NOTICE FROM CITY, SHALL DEFEND
SUCH ACTION OR PROCEEDING, AT LICENSEE' EXPENSE, BY OR THROUGH
ATTORNEYS REASONABLY SATISFACTORY TO CITY. THE PROVISIONS OF THIS
PARAGRAPH SHALL APPLY TO ALL ACTIVITIES OF LICENSEE WITH RESPECT
TO THE USE AND OCCUPANCY OF THE LICENSED SPACE, WHETHER
OCCURRING BEFORE OR AFTER THE COMMENCEMENT DATE OF THE LICENSE
TERM AND BEFORE OR AFTER THE TERMINATION OF THIS AGREEMENT. THIS
INDEMNIFICATION SHALL NOT BE LIMITED TO DAMAGES,COMPENSATION OR
BENEFITS PAYABLE UNDER INSURANCE POLICIES,WORKERS' COMPENSATION
ACTS,DISABILITY BENEFIT ACTS OR OTHER EMPLOYEES' BENEFIT ACTS.
(b) IT IS AGREED WITH RESPECT TO ANY LEGAL LIMITATIONS NOW
OR HEREAFTER IN EFFECT AND AFFECTING THE VALIDITY OR
ENFORCEABILITY OF THE INDEMNIFICATION OBLIGATION UNDER THIS
PARAGRAPH 7, SUCH LEGAL LIMITATIONS ARE MADE A PART OF THE
INDEMNIFICATION OBLIGATION AND SHALL OPERATE TO AMEND THE
License Agreement between the City of Fort Worth and
Brave/R Together, LLC
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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.
10. Waiver of Liability. ALL VEHICLES AND ALL PERSONAL PROPERTY WITHIN
VEHICLES USING THE LICENSED SPACE, WHETHER PURSUANT TO THIS AGREEMENT OR
OTHERWISE SHALL BE AT THE RISK OF LICENSEE ONLY, AND NO INDEMNITEES SHALL BE
LIABLE FOR ANY LOSS OR THEFT OF OR DAMAGE TO PROPERTY OF LICENSEE, ITS
EMPLOYEES,AGENTS,PATRONS,INVITEE, OR TO OTHERS, REGARDLESS OF WHETHER SUCH
PROPERTY IS ENTRUSTED TO EMPLOYEES OF CITY OR SUCH LOSS OR DAMAGE IS
OCCASIONED BY CASUALTY, THEFT OR ANY OTHER CAUSE OF WHATSOEVER NATURE,
UNLESS DUE IN WHOLE OR IN PART TO THE NEGLIGENCE OF ANY INDEMNITEE.
11. Charitable Immunity. 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.
12. Insurance. Licensee shall procure and maintain at all times,in full force and effect, a policy
or policies of insurance as specified herein, which liability policy shall name the City of Fort Worth as an
additional insured and covering all public risks related to the leasing,use, occupancy,maintenance,existence or
location of the Licensed Space. Licensee shall obtain the following insurance coverage at the limits specified
herein:
* Commercial General Liability: $1,000,000.00 per occurrence (Including Products and
Completed Operations);
In addition,Licensee shall be responsible for all insurance to any personal property of Licensee or in
Licensee's care,custody or control. Licensee is allowed to self-insure without the prior written consent of City.
Any self-insured retention or other financial responsibility for claims shall be covered directly by Licensee in
lieu of insurance.
13. Abandoned Property.Licensee' personal property not promptly removed by Licensee from
the Licensed Space at the termination of this Agreement,whether termination shall occur by the lapse of time
or otherwise,shall thereupon be conclusively presumed to have been abandoned by Licensee to City.Fixtures
attached to the Licensed Space become the property of City, if not removed as required herein.
14. Assignment and Subletting. Licensee shall not assign this Agreement, or any right of
Licensee under this Agreement, or sublet the Licensed Space,for consideration or no consideration,whether
voluntarily,by operation of law,or otherwise,unless specifically permitted by this Agreement or with separate
written consent from the City.Any attempt to do without such consent so shall be void, and any such attempt
shall cause immediate termination of this Agreement;all provided that Licensee's contractors and agents may
use the Licensed Space in accordance with the terms and provisions hereof.
15. Damage to Licensed Space or Property of City. If, at any time during the License Term,
License Agreement between the City of Fort Worth and
Brave/R Together,LLC
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by the acts or omissions of the Licensee, its employees, agents, or sublicensees of licensees, the Licensed
Space, or any property therein is damaged or destroyed, Licensee shall be obligated to pay, on demand, all
costs to repair same together.
16. Repairs and Maintenance. City has no obligation to make repairs of any sort to the
Licensed Space, City's sole obligation hereunder being to make the Licensed Space available to Licensee in
accordance with and subject to the covenants,restrictions and limitations set forth herein.Licensee shall,at its
expense,use and maintain the Licensed Space in a neat, clean,careful, safe, and proper manner including but
not limited to any snow and/or ice removal,and comply with all applicable laws,ordinances,orders,rules,and
regulations of all governmental bodies (state, county, federal, and municipal). At no time may there be any
maintenance of any vehicles within the Licensed Space or Property and if a spill of any nature takes place
arising from the actions of Licensee, Licensee must notify the City immediately and is responsible for all
required clean up and repairs to the extent arising from the spill.
17. Severability. If any clause or provision of this Agreement is or becomes illegal, invalid or
unenforceable because of present or future laws or any rule or regulation of any governmental body or entity,
effective during the License Term, the intention of the parties hereto is that the remaining parts of this
Agreement shall not be affected thereby unless such invalidity is,in the sole determination of the City,essential
to the rights of both parties, in which event City has the right, but not the obligation, to terminate the
Agreement on written notice to Licensee.
18. Default and Termination.
(a) Licensee'Default.If Licensee shall fail to perform or observe any of its obligations hereunder
then City may terminate this Agreement by giving Licensee one (1) day prior written notice thereof. If
Licensee fails to cure such default within one (1)day of receipt of City's default notice than this Agreement
and all interest of Licensee hereunder shall automatically terminate, but if Licensee does so cure such default
within said 1 day, City's termination notice will be deemed withdrawn. Such rights of City in the case of a
default by Licensee hereunder are not exclusive,but are cumulative of all other rights City may have hereunder,
at law or in equity; and any one or more of such rights may be exercised separately or concurrently to the
extent provided by law.
(b) City's Default. Should City commit a default under this Agreement.,Licensee may terminate
this Agreement by giving City one(1)day prior written notice thereof.If City fails to cure such default within
one(1)days of receipt notice then Licensee may terminate this Agreement Such rights of Licensee in the case
of a default by City hereunder are not exclusive, but are cumulative of all other rights Licensee may have
hereunder,at law or in equity;and any one or more of such rights may be exercised separately or concurrently
to the extent provided by law.
(c) Termination by Convenience: Either party may terminate this Agreement with one (1) day
written notice to other party prior to the festival.
19. Notice.Any notice hereunder must be in writing. Notice deposited or sent by nationally
recognized overnight courier service,such as, but not limited to,Federal Express,by certified mail with
return receipt requested,or by express mail properly addressed, postage paid,shall be effective-upon
deposit.Notice given in any other manner herein shall be effective upon receipt at the address of the
addressee. For purposes of notice,the addresses of the parties shall,unless changed as hereinafter provided,
be as follows:
License Agreement between the City of Fort Worth and
Brave/R Together,LLC
-5-
To City: To Licensee:
City of Fort Worth Brave/R Together,LLC
Lease Management 5500 E Loop 820 S,Ste 200
Property Management Department Fort Worth,TX 76119
900 Monroe,Suite 400
Fort Worth,TX 76102
With a copy to:
City Attorney
City of Fort Worth
200 Texas Street
Fort Worth,TX 76102
The parties hereto shall have the continuing right to change their respective address by giving at least ten
(10)days' notice to the other party,
20. Audit. City may at City's sole cost and expense, at reasonable times during Licensee's
normal business hours and upon reasonable notice, audit Licensee' books and records, but only as it pertains
to this Agreement and as necessary to evaluate compliance with this Agreement.
21. Entire Agreement. This Agreement constitutes the entire agreement between City and
Licensee relating to the use of the Licensed Space and no prior written or oral covenants or representations
relating thereto not set forth herein shall be binding on either party hereto.
22. Amendment.This Agreement may not be amended,modified,extended,or supplemented
except by written instrument executed by both City and Licensee.
23. Counterparts. This Agreement may be executed in several counterparts,each of which
shall be deemed an original,but all of which shall constitute but one and the same document.
(SIGNATURES APPEAR ON FOLLOWING PAGES)
License Agreement between the City of Port Worth and
Brave/R Together,LLC
-6-
In witness whereof, the parties hereto have caused this Lease to be executed as the day and year first above set forth.
CITY: LICENSEE:
CITY OF FORT WORTH BRAVER TOGETHER,LLC
Dana Burrah�Joff 11 `
By: DanaBurghdoff ov11,202216:49CST) By: t
Dana Burghdoff l�
Whitnee Boyd
Assistant City Manager Name:
Date:
Nov 11,2022 Title: Dir. of Strategic Initiatives
Date: Nov 11,2022
CONTRACT COMPLIANCE MANAGER
By signing, I acknowledge that I am the person responsible
for the monitoring and administration of this contract, including
ensuring all performance and reporting requirements,
Name: Mark n(NM11,202214:59 CST)
Title: Lease Manager,Property Management Department
Date: Nov 11,2022
APPROVED AS TO FORM AND LEGALITY:
By: � w�
Thomas Royce Hansen
Assistant City Attorney
Date; Nov 11,2022
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B Jannette S.Goodall(Nov 14,202213:57 CST) o o�;�
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Jannette S. Goodall °
City Secretary �d�� °°°°°°°°°°° p
Nov 14,2022 *XAsa�p
Date:
Form 1295:Not required
Contract Authorization:
M&C:Not required
License Agreement between the City of Fort Worth and
Brave/R Together,LLC
OFFICIAL RECORD
CITY SECRETARY
FT.WORTH,TX
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