HomeMy WebLinkAboutContract 59118DocuSign Envelope ID: CD686437-131C-4B93-8A59-C8FE006B43FE
CSC No. 59118
MONTH TO MONTH LEASE AGREEMENT
This Month to Month Lease Agreement ("Agreement") is entered into by and between the City of Fort
Worth, Texas, a home -rule municipal corporation of the State of Texas, acting by and through its duly authorized
Assistant City Manager, Dana Burghdoff ("Lessor"), and Einride US, Incorporated, acting by and through it
duly authorized General Manager, North America at Einride, Niklas Reinedahl ("Lessee").
WHEREAS, Lessor owns a certain piece of property known as the Parts / Warehouse Building #11, located
at 2050 Eagle Parkway, Fort Worth, Texas 76177 at the Alliance Maintenance Facility ("Property"), said Property
being managed on behalf of Lessor by Hillwood Properties ("Property Manager"); and
WHEREAS, Lessee has requested, and the Lessor agrees to grant to Lessee, the use a portion of the Property
for autonomous pod storage in accordance with the terms and conditions of this Agreement.
WITNESSETH:
1. Premises. Lessor hereby grants Lessee the Agreement to occupy approximately 1,000 square feet of
space on the first floor of the Property ("Premises") as described in Exhibit "A" located at the Alliance Maintenance
Facility for autonomous pod storage. 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
or stored in vehicles parked on the Premises will not be deemed a violation of this Section. 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.
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. Notwithstanding the foregoing, Lessor represents, warrants and covenants that, as
of the Commencement Date (as defined below in the Lease Term), there are no hazardous substances located on or
in any part of the Premises except those located in strict compliance with all federal, state and local statutes, by-
laws, regulations or guidelines, and the Lessor agrees to and does hereby indemnify and save harmless the Lessee
and its directors, officers, employees, agents, successors and assigns, from all costs, losses, liabilities, damages,
fines, claims, suits, causes of action and judgments of any kind whatsoever, and all reasonable expenses incurred,
including, without limitation, all legal fees, costs and disbursements, which at any time and from time to time may
be paid or incurred by or asserted against the Lessee or its directors, officers, employees, agents successors or
assigns, as a direct or indirect result of the presence of any hazardous substances on or under the Premises as of the
Commencement Date. This indemnification shall continue for the full term of this Lease and any extensions or
Lease Agreement between the City of Fort Worth and
Einride AB
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
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renewals thereof and shall survive the expiration or sooner termination of this Lease.
3. Lease Term: The Initial Term of this Lease shall commence on the Effective Date and continue on a month -
to -month basis until either parry 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.
4. Lease Fee; Time of essence.
(a) Lessee will pay Lessor a Lease fee of $2,000.00 per month to use the Premises during the Lease
Term beginning on the Effective Date.
(b) Fee is due to Lessor on or before the I" of each month via direct deposit into the Alliance
Maintenance Fund bank account, the information for which shall be provided by Lessor and/or
Property Manager to Lessee promptly after the Effective Date hereof. Checks will not be accepted.
(c) If the payment of fees is not received by Lessor as provided herein, then after ten (10) 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 fees 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. All utilities, (water, electricity, etc.) common area fees and property management fees for the
Premises are included in the Lease fee and shall be furnish by the Lessor to the Lessee. All other operating costs of
Premises, including but not limited to security and cleaning, shall be at Lessee's sole cost and expense. If Lessee
wants or needs any other items or services while occupying the Premises, then Lessee shall first obtain written
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 other
Lessees and/or other operations at the Alliance Maintenance Facility. If interference occurs, Lessee will make
changes and/or remove the alteration to remedy said interference within five (5) days of 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 unless otherwise agreed in writing by the parties. Lessee may, at its sole option
and expense, remove any Lessee alterations at any time during the Lease Term. 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.
7. Indemnity. (a) LESSEE SHALL AND DOES AGREE TO INDEMNIFY, PROTECT,
DEFEND AND HOLD HARMLESS LESSOR, LESSOR'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,
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REASONABLE ATTORNEYS' FEES AND REASONABLE COSTS OF INVESTIGATION), OF
ANY NATURE, HIND OR DESCRIPTION TO THE EXTENT ARISING 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 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 PROMPT WRITTEN NOTICE FROM LESSOR, SHALL
DEFEND SUCH ACTION OR PROCEEDING, AT LESSEE'S EXPENSE, BY OR THROUGH
ATTORNEYS CHOSEN AT LESSEE'S SOLE DISCRETION. THE PROVISIONS OF THIS
PARAGRAPH SHALL APPLY TO ALL ACTIVITIES OF LESSEE WITH RESPECT TO THE
USE AND OCCUPANCY OF THE PREMISES, WHETHER OCCURRING DURING OR AFTER
THE COMMENCEMENT DATE OF THE LEASE TERM AND BEFORE THE TERMINATION
OF THIS AGREEMENT. THIS INDEMNIFICATION SHALL 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 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.
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, 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.
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 of Fort Worth as an additional insured and
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covering all public risks related to the leasing, use, occupancy, maintenance, existence or location of the Premises.
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.
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 otherwise, shall
thereupon be conclusively presumed to have been abandoned by Lessee to Lessor. 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, subcontractors 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, or any property therein is
damaged or destroyed, Lessee shall be obligated to timely pay, reasonable costs 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 use of 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 vehicles or equipment within the Premises and if a spill of any nature takes place arising from
the actions of Lessee, Lessee must notify the Property Manager immediately and is responsible for all required clean
up and repairs to the extent arising from the spill. Notwithstanding the foregoing, Lessor will be solely responsible
for any hazardous waste, remediation, environmental spills, damage or clean up from any activity that happened
prior to the Commencement Date pursuant to Section 2 above.
14. 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.
15. Default and Termination.
Lease Agreement between the City of Fort Worth and
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(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 twenty (20) 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 shall provide Lessor
twenty (20) days prior written notice thereof of its intent to terminate the Lease in the event such default is not cured.
If Lessor fails to cure such default within the 20 days of receipt of 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.
16. 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:
To City:
City of Fort Worth
Lease Management
Property Management Department
900 Monroe, Suite 400
Fort Worth, TX 76102
With a copy to:
City Attorney's Office
City of Fort Worth
200 Texas Street
Fort Worth, TX 76102
With a copy to the Property Manager:
Alliance Fort Worth
Maintenance Base
Hillwood Properties
9800 Hillwood Parkway, Suite 300
Fort Worth, TX 76177
To Lessee:
Einride AB
c/o Hillwood Properties
9800 Hillwood Parkway, Suite 300
Fort Worth, Texas 76177
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.
17. 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
Lease Agreement between the City of Fort Worth and
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DocuSign Envelope ID: CD686437-131C-4B93-8A59-C8FE006B43FE
sole cost and expense, at reasonable times during Lessee's normal business hours and upon reasonable notice, audit
Lessee's books and records, but only as it pertains to this Agreement and as necessary to evaluate compliance with this
Agreement.
18. 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.
19. Amendment. This Agreement may not be amended, modified, extended, or supplemented except
by written instrument executed by both Lessor and Lessee.
20. 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 Fort Worth and
Einride AB
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hi witness whereof, the parties hereto have caused this Lease to be executed this 22 day of March � 2023.
LESSOR:
LESSEE:
CITY OF FORT WORTH EINRIDE AB DocuSigned by:
Dana $
By: Dana Burghdoff (Ma 27, 20231 :24 CDT) By:
Dana Burghdoff MT-
l�
Assistant City Manager Name: Niklas Reineclahl
Date:
Mar 27, 2023 Title: GM North America
Date: 21-Mar-2023
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 Br° n(Mar22, 202308.52 CDT)
Title: Lease Manager, Property Management Department
M a r 22, 2023
Date:
APPROVED AS TO FORM AND LEGALITY:
By:
Jeremy Anato-Mensah
Assistant City Attorney
Date: Mar 27, 2023
,dovaonq
ATTEST: poF FORraa
A 1 4des 9Ajo
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Bo
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Jannette S. Goodall000000 IV
City Secretary aaa� aExAsaap
Date: Mar 27, 2023
Form 1295: Not required
Contract Authorization:
M&C: Not required
Lease Agreement between the City of Fort Worth and
Einride AB
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
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Lease Agreement between the City of Fort Worth and
Einride AB
Exhibit "A"
Aerial View
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r .
r
Lease Agreement between the City of Fort Worth and
Einride AB
Exhibit "A"
Premises
Outlined in red
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