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HomeMy WebLinkAboutContract 58523 CSC No. 58523 MONTH TO MONTH LEASE AGREEMENT This Month to Month Lease Agreement ("Agreement") is entered into this 1st day of �J.Ql( \2W022 ("Effective Date") by and between the Remington Western Center LLC, acting by and through duly authorized Kelsey L. Lanier, Asset Manager ("Lessor") and 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("Lessee"). WHEREAS Lessor owns a certain piece of property known as the Remington Western Center located at 6600 N.Freeway, Fort Worth, Texas 76137(the"RWC Property"); and WHEREAS Lessee has requested, and the Lessor agrees to grant to Lessee,the use of six parking stalls on the RWC Property for the storage of materials in support of an adjacent City of Fort Worth infrastructure project and in accordance with the terns and conditions of this Agreement. WITNESSETH: 1. Premises. Lessor hereby grants Lessee the right to occupy six parking stalls in the location and as indicated in Exhibit"A"(the"Premises")for temporary materials storage and for no other purposes. Under no circumstances during the Agreement will Lessee use or cause to be used on the Premises any hazardous or toxic substances or materials, or store or dispose of any such substances or materials on the Premises; provided that the presence of fuel, engine oil and hydraulic fluids as commonly used for and stored in vehicles parked on the Premises will not be deemed a violation of this Section, so long as such use is in compliance with all applicable laws and ordinances, and so long as Lessee does not allow such fuel, engine oil, or hydraulic fluid to be released onto the Premises. Lessee shall not install signs, advertising media, or lettering in or on the Premises without prior written approval of Lessor. Lessee will have access to the Premises twenty-four(24)hours a day, seven(7) days a week. Lessor agrees to provide Lessee with reasonable prior notice in the event Lessor desires to access the Premises;however,the Lessor reserves the right to use the Premises in any way that does not materially interfere with Lessee's use of the Premises in accordance with this Agreement. Lessee shall not block the access drives within the RWC Property and shall not unreasonably disturb the use and operation of the RWC Property by Lessor and Lessor's tenants or their customers and invitees. 2. Condition of Premises. Lessee taking possession of the Premises shall be conclusive evidence that (a) the Premises is suitable for the purposes and uses for which same are leased; and (b) Lessee waives any and all defects in and to the Premises, its appurtenances, and in all the appurtenances thereto. Further, Lessee takes the Premises and all appurtenances in "AS IS" condition without warranty, expressed or implied,on the part of Lessor.Lessor shall not be liable to Lessee,Lessee's agents,employees, invitees,Lessees,or guests for any damage to any person or property due to the Premises or any part of any appurtenance thereof being improperly constructed or being or becoming in disrepair. 3. Lease Term: The Initial Term of this Lease shall commence on the Effective Date and continue on a month-to-month basis until the earlier of i)four(4)months from the Effective Date,or ii)the date either party terminates this Agreement, for any reason, by providing the other party with not less than 30-days written notice prior to the effective date of such termination. OFFICIAL RECORD CITY SECRETARY Lease Agreement between the City of Fort Worth and FT.WORTH,TX Remington Western Center,LLC -1- 4. Lease Fee; Time of Essence. (a) Lessee will pay Lessor a Lease Fee of$1,200.00 per month to use the Premises during the Lease Term. (b) Lease Fee is due to Lessor on or before the 1"of each month and shall be paid as reasonably directed by Lessor. (c) If the payment of any Lease Fees or other amounts set forth herein is not received by Lessor as provided herein, then after thirty (30) days after receipt of written notice from Lessor, all amounts due and payable to Lessor hereunder shall bear interest from the date the payment of such fees or other amounts was due until paid,at a per annum rate of interest equal to the lesser of(a)eighteen percent(18%) or(b)the highest non-usurious rate permitted by applicable law. 5. Services. Lessee shall keep the Premises neat, clean, and free from trash, debris or other refuse. If Lessee fails to maintain the Premises in a neat and clean fashion and free from trash, debris or other refuse, and does not correct such failure within fifteen (15) days after written notice to Lessee from Lessor of such failure, then Lessor has the right, but not the obligation, to i) declare Lessee in default pursuant to Section 16(a), and/or ii) perform such maintenance at Lessee's expense (and Lessee shall reimburse such costs to Lessor within thirty(30)days after written notice of same,provided that such costs do not exceed $2,000.00). However, Subsection ii) above does not limit the amount of Lessee's liability for failure to maintain the Premises in a neat and clean fashion, free from trash, debris or other refuse, but sets a limit on the amount Lessor may seek as reimbursement for amounts incurred by Lessor in the event Lessor elects to pursue its self-help remedy set forth in Subsection ii). Lessor has no duty or obligation to provide cleaning services, security, additional lighting or any other services for the Premises during the Term. If Lessee wants or needs any other items or services while occupying the Premises,then Lessee shall first obtain permission and approval from the Lessor to contract, add or install any of the above items and will be responsible for providing same at Lessee's sole cost. Nothing herein shall constitute an obligation of Lessor funds. 6. Alterations,Additions,Improvements,and Signage.Lessee shall make no alterations on or additions to the Premises without the prior written consent of Lessor. If approved by the Lessor, any alterations made to the Premises by the Lessee shall be at Lessee's sole cost and expense and shall not interfere with the operations of Lessor or its tenants, customers, or invitees and/or other operations at the RWC Property.If interference occurs,Lessee will make changes and/or remove the alteration to remedy said interference within five(5)days of written notice from Lessor.All alterations, additions and improvements made to or fixtures or other improvements placed in or upon the Premises shall be deemed a part of the Premises and the property of Lessor at the end of the Lease Term. All such alterations, additions, improvements, and fixtures shall remain upon and be surrendered with the Premises as a part thereof at the termination of this Agreement.Lessee may,at its sole option and expense, remove any Lessee alterations at any time during the Lease Term with Lessor approval. At the termination of this Agreement, whether by lapse of time or otherwise,Lessee shall(i)deliver the Premises to Lessor in as good a condition as the same was as of the date of the taking of possession thereof by Lessee,subject only to ordinary wear and tear and damage caused by casualty or condemnation,and(ii)upon Lessor request,remove any alterations and make any repairs to the Premises as needed in order to comply with the provisions of Section 12 below. 7. Indemnity. (a) TO THE EXTENT PERMITTED BY TEXAS LAW AND WITHOUT WAIVING ITS GOVERNMENTAL IMMUNITY, IF ANY, LESSEE SHALL AND DOES AGREE TO INDEMNIFY, PROTECT, DEFEND AND HOLD HARMLESS LESSOR, LESSOR'S OFFICERS, AGENTS, SERVANTS, AND EMPLOYEES Lease Agreement between the City of Fort Worth and Remington Western Center,LLC -2- (COLLECTIVELY, "INDEMNITEES") FOR, FROM AND AGAINST ANY AND ALL CLAIMS, LIABILITIES, DAMAGES, LOSSES, LIENS, CAUSES OF ACTION, SUITS, JUDGMENTS AND EXPENSES, (INCLUDING REASONABLE COURT COSTS, REASONABLE ATTORNEYS' FEES AND REASONABLE COSTS OF INVESTIGATION), OF ANY NATURE, KIND OR DESCRIPTION TO THE EXTENT ARISING OR ALLEGED TO ARISE BY REASON OF INJURY TO OR DEATH OF ANY PERSON OR DAMAGE TO OR LOSS OF PROPERTY (1) RELATING TO THE USE OR OCCUPANCY OF THE PREMISES BY LESSEE, 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 LESSEE OR ANY LESSEE,EMPLOYEE,DIRECTOR, OFFICER, SERVANT, OR CONTRACTOR OF LESSEE OR (3) BY ANY BREACH, VIOLATION OR NONPERFORMANCE OF ANY COVENANT OF LESSEE UNDER THIS AGREEMENT (COLLECTIVELY, "LIABILITIES"), EXCEPT TO THE EXTENT ARISING OUT OF OR RESULTING FROM THE GROSS NEGLIGENCE OR WILLFUL MISCONDUCT OF ANY INDEMNITEE. IF ANY ACTION OR PROCEEDING SHALL BE BROUGHT BY OR AGAINST ANY INDEMNITEE IN CONNECTION WITH ANY SUCH LIABILITY OR CLAIM, LESSEE, ON NOTICE FROM LESSOR, SHALL DEFEND SUCH ACTION OR PROCEEDING, AT LESSEE'S EXPENSE, BY OR THROUGH ATTORNEYS REASONABLY SATISFACTORY TO LESSOR. THE PROVISIONS OF THIS PARAGRAPH SHALL APPLY TO ALL ACTIVITIES OF LESSEE WITH RESPECT TO THE USE AND OCCUPANCY OF THE PREMISES, WHETHER OCCURRING BEFORE OR AFTER THE COMMENCEMENT DATE OF THE LEASE 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) NOTHING CONTAINED HEREIN SHALL EVER BE CONSTRUED SO AS TO REQUIRE LESSEE TO ASSESS,LEVY AND COLLECT ANY TAX TO FUND ITS OBLIGATIONS UNDER THIS AGREEMENT. ARTICLE XI SECTION 5 OF THE TEXAS CONSTITUTION PROVIDES THAT A CITY IS PROHIBITED FROM CREATING A DEBT UNLESS THE CITY LEVIES AND COLLECTS A SUFFICIENT TAX TO PAY THE INTEREST ON THE DEBT AND PROVIDES A SINKING FUND.THE CITY OF FORT WORTH HAS NOT AND WILL NOT CREATE A SINKING FUND OR COLLECT ANY TAX TO PAY ANY OBLIGATION CREATED UNDER THIS AGREEMENT. IT IS AGREED WITH RESPECT TO ANY OTHER LEGAL LIMITATIONS NOW OR HEREAFTER IN EFFECT AND AFFECTING THE VALIDITY OR ENFORCEABILITY OF THE INDEMNIFICATION OBLIGATION UNDER THIS PARAGRAPH 7, SUCH LEGAL LIMITATIONS ARE MADE A PART OF THE INDEMNIFICATION OBLIGATION AND SHALL OPERATE TO AMEND THE INDEMNIFICATION OBLIGATION TO THE MINIMUM EXTENT NECESSARY TO BRING THE PROVISION INTO CONFORMITY WITH THE REQUIREMENTS OF SUCH LIMITATIONS, AND AS SO MODIFIED, THE INDEMNIFICATION OBLIGATION SHALL CONTINUE IN FULL FORCE AND EFFECT. (c) No Warranty. LESSOR MAKES NO WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, WITH RESPECT TO THE PREMISES (WITHOUT Lease Agreement between the City of Fort Worth and Remington Western Center,LLC -3- LIMITATION, LESSOR MAKES NO WARRANTY AS TO THE HABITABILITY, FITNESS OR SUITABILITY OF THE PREMISES FOR A PARTICULAR PURPOSE NOR AS TO THE ABSENCE OF ANY TOXIC OR OTHERWISE HAZARDOUS SUBSTANCES). LESSEE ACKNOWLEDGES THAT IT HAS BEEN GIVEN THE OPPORTUNITY TO INSPECT THE PREMISES PRIOR TO THE EXECUTION OF THIS LEASE, AND LESSEE IS RELYING ON LESSEE'S OWN INSPECTIONS OF THE PREMISES IN DETERMINING TO LEASE THE PREMISES AND EXECUTE THIS LEASE. The provisions of this paragraph expressly survive the termination or expiration of this Agreement. 8. Waiver of Liability. ALL PERSONAL PROPERTY OF LESSEE, INCLUDING TRUCKS USING THE PREMISES, WHETHER PURSUANT TO THIS AGREEMENT OR OTHERWISE, SHALL BE AT THE RISK OF LESSEE ONLY, AND NO INDEMNITEES SHALL BE LIABLE FOR ANY LOSS OR THEFT OF OR DAMAGE TO PROPERTY OF LESSEE, ITS EMPLOYEES, AGENTS, PATRONS, INVITEE, OR TO OTHERS, REGARDLESS OF WHETHER SUCH PROPERTY IS ENTRUSTED TO EMPLOYEES OF LESSOR 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 GROSS NEGLIGENCE OF ANY INDEMNITEE. 9. Insurance.Lessee 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 Lessor and its property manager as additional insureds and covering all public risks related to the leasing, use, occupancy, maintenance, existence or location of the Premises, and upon request, shall provide evidence to Lessor of such coverage. Lessee 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, Lessee shall be responsible for all insurance to any personal property of Lessee or in Lessee's care, custody or control. Lessee is allowed to self-insure without the prior written consent of Lessor. Any self-insured retention or other financial responsibility for claims shall be covered directly by Lessee in lieu of insurance. Furthermore,Lessee's contractor 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 Lessor and its property manager as additional insureds and covering all public risks related to the use, occupancy, maintenance, existence or location of the Premises, and prior to entering the RWC Property, shall provide evidence to Lessor of such coverage. Said contractor 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); 10. Abandoned Property. Lessee's personal property not promptly removed by Lessee from the Premises at the termination of this Agreement, whether termination shall occur by the lapse of time or Lease Agreement between the City of Fort Worth and Remington Western Center,LLC -4- otherwise,shall thereupon be conclusively presumed to have been abandoned by Lessee to Lessor. If Lessor is required to remove or store any of Lessee's personal property,it shall be at Lessee's expense(and Lessee shall reimburse such costs to Lessor within thirty(30)days after written notice of same). Fixtures attached to the Premises become the property of Lessor, if not removed as required herein. 11. Assignment and Subletting.Lessee shall not assign this Agreement,or any right of Lessee under this Agreement,or sublet the Premises, for consideration or no consideration,whether voluntarily, by operation of law, or otherwise, and any attempt to do so shall be void, and any such attempt shall cause immediate termination of this Agreement; all provided that Lessee's contractors and agents may use the Premises in accordance with the terms and provisions hereof. 12. Damage to Premises or Property of Lessor. If, at any time during the Lease Term, by the acts or omissions of the Lessee,its employees,contractors,or agents of Lessees,the Premises,the RWC Property,or any property therein is damaged or destroyed,Lessee shall be obligated to pay,on demand, all reasonable costs necessary to repair or replace such damaged or destroyed property. 13. Repairs and Maintenance. Lessor has no obligation to make repairs of any sort to the Premises.Lessor's sole obligation hereunder being to make the Premises available to Lessee in accordance with and subject to the covenants, restrictions and limitations set forth herein. Lessee shall, at its expense, use and maintain the Premises in a neat, clean, careful, safe, and proper manner and comply with all applicable laws,ordinances,orders,rules,and regulations of all governmental bodies(state,county,federal, and municipal). Lessee shall be responsible,at their sole expense,for any and all clean up and/or repairs to damage to the Premises due to the trucks accessing and parking in the Premises, including but not limited to,chemical spills and environmental clean-up if required.At no time may there be any maintenance of any trailers or trucks within the Premises and if a spill of any nature takes place arising from the actions of Lessee, Lessee must notify the Lessor and its property manager immediately and is responsible for all required clean up and repairs to the extent arising from the spill. The provisions of this paragraph expressly survive the termination or expiration of this Agreement. 14. Environmental Protection.Lessee shall not use or permit the use of the Premises for any purpose that may be in violation of any laws pertaining to health or the environment, including without limitation, the Comprehensive Environmental Response, Compensation and Liability Act of 1980 ("CERCLA"), the Resource Conservation and Recovery Act of 1976 ("RCRA"), the Texas Water Code and the Solid Waste Disposal. Lessee warrants that Lessee's use of the Premises will not result in the disposal or other release of any hazardous substance or solid waste on or to the Premises, and that it will take all steps necessary to ensure that no such hazardous substance or solid waste will ever be discharged onto the Premises by Lessee or its employees, agents, or contractors. LESSEE SHALL BE RESPONSIBLE, AT LESSEE'S SOLE COST AND EXPENSE, FOR ANY CLEAN UP AND REMOVAL OF ANY DISPOSAL OR RELEASE OF HAZARDOUS MATERIALS OR SOLID WASTE ON THE PREMISES OR THE RWC PROPERTY TO THE EXTENT CAUSED BY LESSEE, AND SHALL INDEMNIFY AND HOLD HARMLESS LESSOR FROM ANY CLAIMS OR DAMAGES, INCLUDING ATTORNEYS' FEES AND COSTS, ARISING FROM ANY SUCH DISPOSAL OR RELEASE. The terms"hazardous substance"and"release"shall have the meanings specified in CERCLA and the terms"solid waste"and"disposal"(or"disposed")shall have the meanings specified in the RCRA; PROVIDED, HOWEVER, that in the event either CERCLA or RCRA is amended so as to broaden the meaning of any term defined thereby, such broader meaning shall apply subsequent to the effective date of such amendment;and PROVIDED FURTHER,that to the extent that the laws of the State of Texas establish a meaning for "hazardous substance", "release", "solid waste", or "disposal", which is broader than that Lease Agreement between the City of Fort Worth and Remington Western Center,LLC -5- specified in either CERCLA or RCRA,such broader meaning shall apply. The provisions of this paragraph expressly survive the termination or expiration of this Agreement. 15. 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 Lease 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 Lessor, essential to the rights of both parties,in which event Lessor has the right,but not the obligation,to terminate the Agreement on written notice to Lessee. 16. Default and Termination. (a) Lessee's Default. If Lessee shall fail to perform or observe any of its obligations hereunder then Lessor may terminate this Agreement by giving Lessee fifteen(15)days prior written notice thereof. If Lessee fails to cure such default within fifteen (15) days of receipt of Lessor's default notice than this Agreement and all interest of Lessee hereunder shall automatically terminate,but if Lessee does so cure such default within said 15 days, Lessor's termination notice will be deemed withdrawn. Such rights of Lessor in the case of a default by Lessee hereunder are not exclusive,but are cumulative of all other rights Lessor 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) Lessor's Default. Should Lessor commit a default under this Agreement, Lessee may terminate this Agreement by giving Lessor fifteen(15)days prior written notice thereof.If Lessor fails to cure such default within fifteen(15)days of receipt notice then Lessee may terminate this Agreement. Such rights of Lessee in the case of a default by Lessor hereunder are not exclusive,but are cumulative of all other rights Lessee 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. 17. 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, shall be effective upon one(1)business day after deposit, and if sent by certified mail with return receipt requested,or by express mail properly addressed,postage paid, shall be effective upon three(3)business days after deposit.Notice given in any other manner herein shall be effective upon receipt at the address of the addressee.For purposes of notice,the addresses of the parties shall,unless changed as hereinafter provided,be as follows: To Lessee: To Lessor: City of Fort Worth Remington Western Center, LLC Property Management Department c/o Kelsey L. Lanier,Asset Manager 900 Monroe Street, suite 400 8901 Governors Row Fort Worth,Texas 76102 Dallas, Texas 75247 With a copy to: City Attorney's Office City of Fort Worth Attn: Matt Murray 200 Texas Street Fort Worth,TX 76102 Lease Agreement between the City of Fort Worth and Remington Western Center,LLC -6- 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. 18. Audit. Pursuant to Chapter 2, Article IV, Division 3, Section 2-134, Administration, Powers and Duties of the Department of Internal Audit, of the Code of Ordinances of the City of Fort Worth, Lessor may at Lessor's sole cost and expense, at reasonable times during Lessee' normal business hours and upon reasonable notice,audit Lessee' books and records,but only as it pertains to this Agreement and as necessary to evaluate compliance with this Agreement. 19. Entire Agreement. This Agreement constitutes the entire agreement between Lessor and Lessee relating to the use of the Premises and no prior written or oral covenants or representations relating thereto not set forth herein shall be binding on either party hereto. 20. Amendment. This Agreement may not be amended,modified,extended,or supplemented except by written instrument executed by both Lessor and Lessee. 21. Matters of Public Record. This Agreement is subject to all liens, easements, encumbrances,and other matters of public record. 22. Governing Law; Attorney's Fees. This Agreement shall be deemed to be made under the laws of the State of Texas and shall for all purposes be construed and enforced in accordance with the said laws except as federal law may apply. Venue for any suit arising out of this Agreement shall be proper in Tarrant County, Texas. If there is any litigation between Lessor and Lessee to enforce or interpret any provisions hereof or rights arising hereunder, the unsuccessful party in such litigation shall pay to the prevailing party all costs and expenses, including but not limited to reasonable attorneys' fees incurred by the prevailing party. 23. Time of the Essence. Time is of the essence in interpreting the provisions of this Agreement. 24. 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 ON FOLLOWING PAGE] Lease Agreement between the City of Port Worth and Remington Western Center,LLC -7- In witness whereof,the parties hereto have caused this Lease to be executed as the day and year first above set forth. LESSEE: LESSOR: CITY OF FORT WORTH REMING ERN CENTER,LLC T�ll./LCL By: Dana Burghdoff(Nov 30,20 17:48 CST By: --- Dana Burghdoff 4,-,��anier 5+6-n \J Assistant City Manager -A-s Mat er nnAL, a Date: Nov 30, 2022 Date: 130 l : a CONTRACT COMPLIANCE MANAGER By signing, I acknowledge that I am the person responsible for the monitoring and administration of this contract, including ensuring gall �performance and reporting requirements. Name: Y V&r N(C'Lr V4 Title: Project Manager Date: Dec 1) 2022 APPROVED AS TO FORM AND LEGALITY: By: . 4" "7 Matthew A. Murray Assistant City Attorney Date: Nov 30, 2022 ATTEST: a� on.��� ,7amett2 S C7000�aa ,p O°o°°°°°°°° ° By:Jannette S.Goodall(Dec 1,2022 08:50 CST) F��o oO 0 Jannette S. Goodall P"o oA 0. 0 City Secretary Wg 0=0 0 00 �� Date: Dec 1, 2022 �d °°° o° Ici °00000o a ��ti SEX Asap Form 1295:Not required Contract Authorization: M&C: Not required OFFICIAL RECORD CITY SECRETARY Lease Agreement between the City of Fort Worth and FT.WORTH,TX Remington Western Center,LLC -8- Exhibit A iv P' Lease Agreement between the City of Fort Worth and Remington Western Center,LLC -9-