HomeMy WebLinkAboutContract 59184DocuSign Envelope ID: 04619EEE-36BC-425F-B6ED-0321E90E455D
UTAUS CN: 2023 3056
CSC No. 59184
AIRPORT USE AND LICENSE AGREEMENT BETWEEN
THE CITY OF FORT WORTH AND
THE UNIVERSITY OF TEXAS AT AUSTIN
This Airport Use and License Agreement ("Agreement") is entered into as of the date of full execution
herein(" Effective Date") by and between the City of Fort Worth, Texas, a home -rule municipal corporation
of the State of Texas ("Licensor"), and The University of Texas at Austin ("Licensee")
WHEREAS, The Licensor owns Fort Worth Meacham International Airport, hereinafter referred to
as "Airport", which is located at 201 American Concourse, Fort Worth, TX 76106;
WHEREAS, Licensee desires to utilize a small area on the Airport and its facilities for the placement
of a single mobile laboratory vehicle which will be used by Licensee for the sole purpose of conduction
research and analysis;
WHEREAS, The parties desire to enter into this Agreement to provide for the terms and conditions
of the use of the Airport and its facilities; and
WHEREAS, The parties recognize that the Licensee's use, in addition to the fees set out below, will
benefit the Licensor in addition to the rest of the North Texas region based on the data that is collected
related to air quality and pollution and this constitutes adequate consideration for this Agreement.
WITNESSETH:
1. Premises.
(a) Licensor hereby grants Licensee the non-exclusive license for its employees and contractors
to use 800 square feet of ground space, in a 20-foot by 40-foot pad site (as specified in Exhibit A, hereinafter
"Premises") at the Airport to allow for the placement of a single mobile laboratory vehicle which will be
used by Licensee for the sole purpose of conduction research and analysis during the term as defined herein.
Licensee may park the mobile laboratory overnight for sampling measurements. Licensee's use of the
Premises is accessible Monday through Sunday, from 6:00 AM to 10:00 PM CT. Licensee may not use the
Premises for any other purpose than those identified under this Agreement.
(b) Prior to use, Licensee and/or its employees and contractors must supply to the Licensor for
approval a list of all equipment and/or materials to be stored on the Premises (as specified in Exhibit `B").
(c) Under no circumstances during the Agreement will Licensee and/or its contractors 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.
2. Condition of Lot. Licensee and/or its contractors taking possession of the Premises shall be
conclusive evidence that (a) the Premises is suitable for the purposes and uses for which same are licensed;
and (b) waives any and all defects in and to the Premises, its appurtenances, and in all the appurtenances
thereto. Further, Licensee and/or its contractors, through Licensee, take the Premises and all appurtenances
in "AS IS" condition without warranty, expressed or implied, on the part of Licensor. Licensor shall not be
liable to Licensee or Licensee's contractors, agents, employees, invitees, licensees, or guests for any damage
to any person or Premises due to the Premises or any part of any appurtenance thereof being improperly
constructed or being or becoming in disrepair.
OFFICIAL RECORD
CITY SECRETARY
-1- FT. WORTH, TX
License Agreement between City of Fort Worth and The University of Texas at Austin
DocuSign Envelope ID: 04619EEE-36BC-425F-B6ED-0321E90E455D
3. Term. This Agreement shall commence on the date this Agreement is signed by all parties
("Effective Date") and terminate two (2) months thereafter ("Termination Date").
4. License Fee. Licensee will pay City an amount of forty-seven cents ($0.47) per square foot, for
a total of Thirty -One Dollars and 33/100 ($31.33) per month, that being a total of Sixty -Two Dollars and
66/100 ($62.66) during the Term of the Agreement ("Fee"). The Fee for the entirety of the Term is due to
Licensor on or before the Effective Date hereof. If the payment of fees is not received by Licensor as
provided herein, the Licensor may terminate this Agreement.
5. No Services. Licensor shall not furnish Licensee or its contractors with any utilities, cleaning,
lighting, security, or any other items or services for the Premises. All operating costs of Premises shall be
Licensee or its contractor's sole cost and expense. If Licensee or its contractors want or need any utilities,
cleaning, lighting, security, or any other items or services while occupying the Premises, then Licensee
and/or its contractors shall first obtain permission, any required permits and approval from the Licensor to
contract, add or install any of the above items and will be responsible for providing same at Licensee and/or
its contractor's sole cost.
6. Alterations, Additions, Improvements, and Approval of Plans. Licensee and its contractors
shall make no alterations, additions or improvements to the Premises during the term. Licensee is required
to return the Premises to the Licensor at the termination and/or expiration of this Agreement to a condition
acceptable to the Licensor. The Licensor reserves the right to conduct an inspection of the Premises prior to
termination and/or expiration of this Agreement to determine if the Premises is in acceptable condition. Any
additional alterations, repairs, etc. required to bring the Premises to an acceptable condition by the Licensor
is at the cost of Licensee to the extent funds are made available by the Texas Legislature for such purpose.
Any of Licensor's property adjacent to the Premises that are damaged during the course of performing any
alterations, additions and improvements shall be repaired by Licensee and/or its contractors and returned to
its previous condition or better, at Licensee's and/or its contractors 's sole cost and expense.
7. Liability and Indemnity. (a) The Licensee acknowledges that it is not an agent, servant, or
employee of the Licensor, and that it is responsible for its own acts and deeds and for those of its agents,
servants or employees to the extend provided by the Texas Tort claims Act, Civ. Rem & Prac. Code `Title
5 Chapter 101 (Vernon's 2000), provided the legislature appropriates funds to satisfy any such claims. Any
provision in this Agreement creating a debt against the State is void ab initio.
8. Insurance. The Licensee is a state agency and as such is self -insured and generally does not
maintain a commercial liability insurance policy to cover premises liability. Damages for which the Licensee would
be found liable would be paid directly by the Licensee and not by a commercial insurance company. Within ten
business days of receiving actual notice of a claim that alleges liability of the Licensee, Licensor shall forward such
notice of claim to The University of Texas at Austin's Accounting and Financial Risk Management Division, MAI
132, PO BOX 7159, Austin, TX 78713 OR email to oa.riskmgtgaustin.utexas.edu (CC:
rgoewey@utexas. edu)
9. Abandoned Property. Licensee's and its contractor's personal property not promptly removed
by Licensee or its contractors 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 Licensee and its contractors to Licensor. Fixtures attached to the Premises become the
property of the Licensor, if not removed as required herein.
10. Assignment and Subletting. Licensee shall not assign this Agreement, or any right of Licensee
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.
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License Agreement between City of Fort Worth and The University of Texas at Austin
DocuSign Envelope ID: 04619EEE-36BC-425F-B6ED-0321E90E455D
11. Signs. No signs or other advertising matter or devices shall be used or displayed in or about
Airport premises without the prior express approval of Licensor or the Airport Manager. Any such signs,
advertising, tickets, promotional devices, or the like, shall clearly and expressly designate Licensee as the
promoter of the Event, and shall in no fashion indicate, imply nor suggest that the Licensor is the sponsor
of or responsible for the Event.
12. Damage to Premises or Property of Licensor. If, at any time during the License Term, by the
acts or omissions of Licensee or its contractors, its employees, patrons, agents, invitees, or licensees, the
Premises, or any property therein is damaged or destroyed, Licensee shall be obligated to pay all costs to
repair same together to the extent such funds are made available by the Texas Legislature for such purpose.
If Licensee and/or its contractors expose, spill or dispose of any fuel, hazardous and/or toxic materials or
substances to or on the Premises, Licensee is responsible to have the Premises thoroughly cleaned and tested
to ensure the Premises cleanup has been completed per The University of Texas at Austin and the Fort
Worth Environmental Department standards.
13. Repairs and Maintenance. Licensor has no obligation to make repairs of any sort to the
Premises, Licensor's sole obligation hereunder being to make the Premises available to Licensee in
accordance with and subject to the covenants, restrictions and limitations set forth herein. Licensee and its
contractors 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). At the termination of this Agreement, whether by lapse of
time or otherwise, Licensee and its contractors shall deliver the Premises to Licensor in as good a condition
as the same was as of the date of the taking of possession thereof by Licensee, ordinary wear and tear only
excepted. Only those improvements authorized by Licensor under Section 7 of this Agreement shall remain
upon any expiration or termination of this Agreement.
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 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
Licensor, essential to the rights of both parties, in which event Licensor has the right, but not the obligation,
to terminate the Agreement on written notice to Licensee.
15. Default and Termination.
(a) Licensee's Default. If Licensee or its contractors shall fail to perform or observe any of its
obligations hereunder then Licensor may terminate this Agreement by giving Licensee written notice
thereof, in which event this Agreement and all interest of Licensee hereunder shall automatically terminate.
Such rights of Licensor in the case of a default by Licensee hereunder are not exclusive, but are cumulative
of all other rights Licensor 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. However, notwithstanding the
foregoing, Licensor shall terminate LICENSEE's rights under this Agreement only in the event of a default
by LICENSEE hereunder.
(b) Licensor's Default. Should Licensor commit a default under this Agreement (including but
not limited to Licensor's failure to make the Premises available), Licensee may, as its sole remedy hereunder,
terminate this Agreement, and Licensee hereby waives any and all other remedies for any such default by
Licensor.
(c) Termination for Convenience. Either party may terminate this Agreement with thirty (30) days'
written notice to the other party.
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License Agreement between City of Fort Worth and The University of Texas at Austin
DocuSign Envelope ID: 04619EEE-36BC-425F-B6ED-0321E90E455D
16. Notice. Any notice hereunder must be in writing. Notice deposited in the United States 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 Licensor:
To Licensee:
City of Fort Worth
The University of Texas at Austin
Aviation Department
Business Contracts Office (ATTN: L.Shaunessy)
1616 Guadalupe, Suite 3.304
Austin, TX 78759
With copies to:
With copies to:
City of Fort Worth
The University of Texas at Austin
City Attorney's Office
CEER (ATTN: R. Goewey)
200 Texas Street
10100 Burnet Rd., Bldg. EME
Fort Worth, Texas 76102
(#133),
Austin, TX 78758
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,
Licensor shall, until expiration of one (1) after the termination of this agreement have access to and the right
to examine at reasonable times any directly pertinent books, documents, papers and records of LICENSEE
involving transactions relating to this Agreement at no additional cost to the Licensor. LICENSEE agrees
that the Licensor shall have access during normal working hours to all necessary LICENSEE facilities and
shall be provided adequate and appropriate work space in order to conduct audits in compliance with the
provisions of this section. The Licensor shall give LICENSEE not less than ten (10) days written notice of
any intended audits.
18. Entire Agreement. This Agreement constitutes the entire agreement between Licensor and
LICENSEE 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 Licensor and Licensee.
20. Counterparts. This License 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.
21. Governmental Powers. It is understood and agreed that by execution of this Agreement,
neither the Licensor nor Licensee waives or surrender any of their respective governmental powers or
immunities.
22. Governing Law and Venue. This Agreement shall be construed in accordance with the laws
of the State of Texas. If any action, whether real or asserted, at law or in equity, is brought on the basis 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.
<SIGNATURES ON NEXT PAGE>
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License Agreement between City of Fort Worth and The University of Texas at Austin
DocuSign Envelope ID: 04619EEE-36BC-425F-B6ED-0321E90E455D
In witness whereof, the parties hereto have caused this Agreement to be executed as the day and
year first above set forth.
LICENSOR: City of Fort Worth
Dana BUi'GIG►doAc
By: Dana Burghdoff (Ap , 202310:50 CDT)
Dana Burghdoff
Assistant City Manager
Date: Apr 4, 2023
LICENSEE: The University of Texas at Austin
DocuSigned by:
By: (�w
D9E4716847F0426...
Name: Linda shaunessy
Date: 2023-04-03 1 07:07:31 PDT
CONTRACT COMPLIANCE MANAGER
By signing, I acknowledge that I am the person responsible
for the monitoring and administration of this contract, including
ensuring all perfo ance a d rep mg r irements.
Name:
Dakota Shaw
Title: Airport Operations Manager
APPROVED AS TO FORM AND LEGALITY:
0,1104000,111
ATTEST:
Thomas Royce Hansen
Assistant City Attorney
Janette Goodall
City Secretary
Form 1295: Not Applicable
Contract Authorization:
M&C: NA
Date:
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OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
-5-
License Agreement between City of Fort Worth and The University of Texas at Austin
DocuSign Envelope ID: 04619EEE-36BC-425F-B6ED-0321E90E455D
Exhibit A
Premises Details
The Premises subject to this agreement is a rectangular pad site measuring twenty feet by forty feet (20' x
40'). The pad site is located at the Fort Worth Meacham International Airport, which is located at 201
American Concourse, Fort Worth, TX 76106. The Premises is 800 square feet.
g Avae
-6-
License Agreement between City of Fort Worth and The University of Texas at Austin
DocuSign Envelope ID: 04619EEE-36BC-425F-B6ED-0321E90E455D
Mobile Laboratory Details:
Exhibit B
Equipment List
Aerodyne Mobile Laboratory ("AML'�
Large suite of'scientific instruments
2016 Freightliner M2 106
Commercial vehicle (Class B)
License plate- MA 88938
Registered weight: 33,000 lbs.
— 27' L, 8' W, 12.: H
Instrument Manifest for the Aerodyne Mobile Laboratory:
Instrument
Licor 6262
Cavity Enhanced Phase Shift Spectrometer for NO2 CAPS-NO2
Cavity Enhanced Phase Shift Spectrometer with Ozonator CAPS-NOx
2B Tech Ozone Monitor
Tunable Infrared Direct Absorption Spectrometer, Compact Single -Laser (TILDAS-CS): TILDAS-CS
CO/N2O analyzer.
TILDAS-CS CH4/C2H6 analyzer.
TILDAS-CS HCN analyzer.
TILDAS-CS HCHO analyzer.
Soot Particle Aerosol Mass Spectrometer SP-AMS with laser -on mode
SP-AMS with laser -on mode;
Aerosol Mass Spectrometer (AMS) /SP-AMS
Condensation Particle Counter CPC
Proton Transfer Reaction Mass Spectrometer PTR-MS
Gas Chromatogram with Mass Spec. detection
-7-
License Agreement between City of Fort Worth and The University of Texas at Austin
DocuSign
Certificate Of Completion
Envelope Id: 04619EEE36BC425FB6ED0321 E90E455D Status: Completed
Subject: Complete with DocuSign: Agreement. City of Fort Worth (Meacham International Airport) - Center...
Source Envelope:
Document Pages: 7 Signatures: 1 Envelope Originator:
Certificate Pages: 2 Initials: 0 UT Business Contracts
AutoNav: Enabled 1 University Station
Envelopeld Stamping: Enabled Austin, TX 78712
Time Zone: (UTC-06:00) Central Time (US & Canada) vpcfo.contracts@austin.utexas.edu
IP Address: 98.232.151.164
Record Tracking
Status: Original Holder: UT Business Contracts Location: DocuSign
4/3/2023 8:59:23 AM vpcfo.contracts@austin.utexas.edu
Signer Events Signature Timestamp
Linda Shaunessy CDll"Signedbv: Sent: 4/3/2023 8:59:23 AM
lis236@eid.utexas.edu �tVJ& S6""'_Ss� Viewed: 4/3/2023 9:07:24 AM
Business Contracts Administrator DSE4716847Fo42B... Signed: 4/3/2023 9:07:31 AM
University of Texas at Austin
Security Level: Email, Account Authentication Signature Adoption: Pre selected Style
(None) Using IP Address: 136.49.138.145
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
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Haven Koehler Sent: 4/3/2023 9:07:32 AM
hjk737@eid.utexas.edu ED Viewed: 4/3/2023 9:18:26 AM
Business Contracts Coordinator
University of Texas at Austin
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
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4/3/2023 8:59:24 AM
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4/3/2023 9:07:24 AM
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