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HomeMy WebLinkAboutContract 24642 C1TY SECRETARY CONTRACT NO, LIVESTOCK EXCHANGE BUILDING LEASE AGREEMENT THIS LEASE AG R ENT ("Lease") is made and entered into this day of 0 199) between ween HICKMAN INVESTMENTS, INC., a Texas corporation, by and ough its duly authorized Chairman of the Board & CEO (hereinafter referred to as "Lessor") and the City of Fort Worth by and through its duly authorized assistant city manager (hereinafter referred to as "Lessee"). SECTION I - GRANTING CLAUSE. That the Lessor, for and in consideration of the covenants, conditions, agreements and stipulations hereinafter contained, DOES HEREBY DEMISE AND LEASE to the Lessee, and the Lessee DOES HEREBY TAKE AND HIRE from the Lessor, as listed on attached Exhibit A ("Leased Premises") located at 130, 131 and other addresses on East Exchange Avenue, Fort Worth, Texas 76106, together as Leased Premises more fully described in the attached Exhibit A and made a part hereof. SECTION 2- TERM AND TERMINATION OF THE LEASE. To have and to hold L pai*d , , eased Premises for a period of five (5) years commencing on 199yl. e 'Ofiginal Term"), subject to earlier termination as provided for herein. Provided that the Leash may be extended for one(1)five-year term,upon mutual agreement. The Lease may be terminated by either party upon a one hundred and eighty day (180) written notice to the other. It is specifically understood that Lessee may only fund its program for which the Lease is sought on a year to year basis and in accordance with the Constitution of the State of Texas and other applicable laws and regulations. SECUON 3 - MONTHLY RENT. During the Original Tenn, Lessee shall pay to Lessor rent at the rate of$1.00 per year, in advance, payable on the first (1'� day of the Original Tenn. All rental shall be payable to Lessor in Tarrant County, Texas, at the following address: 130 East Exchange Avenue Fort Worth,Texas 76106 It PAGE 1 SECTION 4-SECURITY DEPOSIT. Intentionally omitted. SECTION 5- UTILITIES; MAINTENANCE, REPAIRS AND ACCEPTANCE OF LEASED PREMISES. A. Lessee shall pay for all electricity,telephone and all of the utilities famished it or consumed by Lessee in connection with its use and occupancy of the Leased Premises, including electricity, water and sewer charges. Electricity shall be billed to Lessee monthly and shall be due and payable the first of every month. Lessee shall be responsible for its own telephone bills. B. Lessee shall, at its own cost and expense, keep and maintain in good order, condition and repair(which includes, if necessary,replacement) and in a clean, safe and healthy condition, the interior of the Leased Premises all interior windows,doors, and plate glass. C. Lessee shall be fully responsible for repair or replacement of any items it is responsible to maintain as set forth above for any cause, including, but not limited to, any act of vandalism, burglary, riot or similar incident. It is the intent of this provision, and the understanding of Lessor and Lessee, that Lessor shall have the responsibility or liability whatsoever for the maintenance and/or repair of the Leased Premises or for any of these improvement or fixture located thereon which are the obligations of Lessee unless the damages to the improvement or fixture is caused by Lessee; only to the extent it applies to areas leased by Lessor. D. Lessee shall pay Lessor for improvements to the Leased Premises as agreed between Lessor and Lessee. It is estimated that these improvements will not exceed $20,000 in the first year of the Original Tenn. Payment to Lessor will be made after satisfactory completion of the improvements. The first year's estimated improvements, their costs and payments are specifically stated in the attached Exhibit B and made a part thereof. It is the intent of Lessor and Lessee to supplement and amend Exhibit B from time to time to update the improvements, their costs and payments as well as the amortization schedule for the improvements. E. Lessee and Lessor further agree that the costs of all improvements shall be amortized on a straight-line basis over sixty (60) months. At any time the Lease or its extension is terminated by the Lessor, Lessor shall reimburse Lessee for any improvements not fully amortized in accordance with the then current Exhibit B. At any time the Lease or its extension is terminated by Lessee, Lessor shall not be responsible to reimburse Lessee the unamortized improvements on the then current Exhibit B. F Lessee acknowledges that it has fully inspected the Leased Premises as of the beginning of the Original Term and acknowle4ges that the Leased Premises are suitable for the purposes for which it is being leased by Lessee. Lessor disclaims any warranty of suitability that PAGE 2 may otherwise have arisen by operation of law. Lessor dm not warrant(i)that there are no latent defects in the facilities that are vital for Lessee's use of the Leased Premises for its intended commercial purposes, and (ii) that these essential facilities will remain in suitable condition. Lessee acknowledges that,neither Lessor nor any agent of Lessor, has made any representation as to the condition of the Leased Premises or the suitability of the Leased Premises for Lessee's intended use. Lessee accepts the Leased Premises "AS IS" -whether suitable or not - and waives the implied warranty of suitability and "WITH ALL FAULTS". Landlord will add a demising wall as agreed upon. SECTION-6- INTERRUPTION OF UTI LITIES. Lessor shall not be liable for any damages from plumbing, gas, water, steam or sewage leaks or stoppage, nor for damage arising from acts or negligence from any third parties or owners of adjoining properties, unless such damage is occasioned by the gross negligence of Lessor, or its agents or contractors. SECTION 7- ALTERATIONS,-ADDITIONS SSEE WORK. A. Subject to the prior written approval of Lessor, Lessee may, at its own expense during the term of this Lease , make any alterations or additions to the Leased Premises which it may deem necessary. All such alterations or additions shall be completed in accordance with all applicable governmental regulations. Subject to Sections 5D and 5E, Lessor shall have the right to retain all salvage resulting from such work and all permanent improvements installed by Lessee shall become the property of Lessor upon the expiration or termination of this Lease . Lessee shall pay, when due, all claims for labor and materials famished to or for Lessee at or for use in the Leased Premises and shall keep the Leased Premises free of any mechanic's or materialmen lien claims. In the event any such lien claim is filed against the Leased Premises, or any portion thereof, Lessee shall, not later than thirty (30) days after the lien claim is filed in the Real Estate Records, cause such lien claim to be released of record or bonded pursuant to the provisions of Subchapter H of Chapter 53 of the Texas Property Code(Section 53.171,et. B. If Lessee is not in default under the terms of this Lease , all removable trade fixtures and equipment which are personal property owned by Lessee and installed or placed by it upon the Leased Premises may be removed by the Lessee upon the expiration thereof. Lessee agrees to repair any damages to the Leased Premises occasioned by such removal. Upon the termination of this Lease, Lessee shall surrender the Leased Premises to Lessor, broom clean and in the same condition as received(taking into consideration Lessee's Work and all alterations and additions made by Lessor or Lessee during the to of this Lease), SAv`E AND EXCEPT all ordinary wear and tear. In addition, Lessor may require Lessee to remove any alterations, additions or improvements(if not made with Lessor's consent)prior to the termination of this Lease and restore the Leased Premises to its prior condition, all at Lessee's expense. All alterations, additions and improvements which Lessor ha's not required Lessee to remove, shall become Lessor's properly and shall be surrendered to the Lessor upon termination of this Lease in accordance with Sections 5D and SE. In no event, fffA±M"M PAGE 3 however, shall Lessee remove any of the following materials or equipment without Lessor's prior written consent: any power wiring or power panels; lighting or lighting fixtures; wall coverings; draperies, blinds or other window coverings; carpets or other floor coverings; heaters, air-conditioners or any other heating or air-conditioning equipment; built-in coolers or refrigerators; fencing or security gates; Fuel System; or other similar Building operating equipment and decorations. C. Lessee may install signage related to its program on the Leased Premises. Further, Lessee may install signage on facilities that are not a part of this Lease upon Lessor's permission. D. It is specifically understood that the Leased Premises are located in a facility which is designated by the City as a highly significant and endangered building. Therefore, Lessor and Lessee agree that any improvements or alterations of the Leased Premises shall subject to the review and approval of the Fort Worth Historic and Cultural Landmarks Commission and in compliance with applicable laws and regulations. SECTION 8- INSURANIC ; INDEMNITY. A. Liability Insuran e-Premises. Lessee shall, at Lessee's expense, maintain in effect, bodily injury liability and property damage liability insurance naming Lessor as an insured in connection with the use or condition of the Leased Premises, in an amount not less than ONE MILLION AND NO1100 DOLLARS ($1,000,000.00) per occurrence and $1,000,000.00 aggregate limit. B. Certificates of Insumge. Lessee shall furnish Lessor a certificate of such insurance executed by the insurance company issuing such policy, stating that such insurance will not be cancelable by said company for any reason until after ten (10) days' written notice to Lessor. If Lessee shall fail to pay any premium upon any such insurance prior to its due date, then Lessor may, but shall not be obligated to, pay the amount of such premium, in which event Lessee agrees, upon demand of Lessor, to pay and to reimburse to Lessor the amount so paid by Lessor, together with interest thereon at the rate of twelve percent (12%) per annum from the date of payment by Lessor to date of reimbursement by Lessee. The amount of the reimbursement shall be considered as additional rental due hereunder. Lessee agrees that all policies of insurance obtained by it shall provide for a waiver of subrogation as against Lessor. SECTION 9- To the extent permitted by law and to the extent of the above stated insurance coverage, Lessee hereby agrees to indemnify, protect, defend and hold Lessor, its officers, directors, employees and agents harmless of and from any and all claims, causes of action, fines, damages and suits arising from Lessee's construction of or use, occupancy or enjoyment of the Leased Premises and its facilities for the conduct of its business or from any activity, work or things done, permitted or suffered by Lessee and its agents and employees in or about the Leased Premises and her agrees to indemnify, protect, defend and hold Lessor harinless from and against any and all claims arising r,A h, LEA SEAGRffMENJ-JQri_WmV1 Nerd_Programs PAGE 4 from any breach or default in the performance of any obligation on Lessee's part to be performed under the terms of this Lease or arising from any negligence or willful misconduct of Lessee, or any of its agents, contractors, employees, business invitees, or licensees and from and against all costs, attorney's fees, expenses and liabilities of any kind incurred because of any such claim or any action or proceeding brought thereon. In case, any action or proceeding shall be brought against Lessor by reason of any such claim, Lessee, upon notice from Lessor, shall defend the same at Lessee's sole cost and expense by counsel reasonably satisfactory to Lessor. Lessee, as a material part of the consideration to Lessor, hereby assumes all risk of damage to property or injury to or death of persons within the Leased Premises, EXCEPT THAT CAUSED BY LESSOR'S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT, and Lessee hereby waives all claims in respect thereof against Lessor, except for claims arising out of Lessor's gross negligence or willful misconduct. Except for injury or damage, if any, caused by Lessor's gross negligence or willful misconduct, Lessee hereby covenants that the Lessor, its officers, directors, employees and agents shall not be liable or responsible for any loss of damage which may sustained by the goods, wares, merchandise or property of Lessee, its employees, invitees or customers, or by any person in the Leased Premises or death or injury of any person caused by or resulting from theft, fire, act of God, public enemy, injunction, riot, strike, insurrection or any other action of any governmental body or authority, or any other matter, or for any injury or damage or inconvenience which may arise through the repair or alteration of any part of the Leased Premises, or from any cause whatsoever, including but not limited to, consequential loss or damage from any cause whatsoever by reason of the construction, use, occupancy or enjoyment of the Leased Premises by Lessee or any person therein or holding under Lessee. Lessor has hereby agreed not to be liable for any damage arising from any act or neglect of any other Lessee in the Building. Lessee's obligations under this paragraph shall not be limited to the limits or coverage of insurance maintained or request to be maintained by Lessee hereunder. SECTION 10-WAIVER OF SUBROGATION. No party shall have any right or claim against any Indemnity the other party for any property damage (whether caused by negligence or other condition of the Leased Premises or any part thereof)by way of subrogation or assignment, Lessor and Lessee hereby waiving and relinquishing any such right. To the extent Lessee is obligated to insure the Leased Premises, Lessee shall request its insurance carrier to endorse all applicable policies waiving the carrier's right of recovery under subrogation or otherwise in favor of any Indemnity the Lessor and provide a certificate of insurance verifying this waiver. Lessor hereby waives and relinquishes any right or claim against Lessee for damage to the Leased Premises by way of subrogation or assignment, to the extent covered by insurance proceeds. Lessor shall request its insurance carrier to endorse all applicable policies waiving the carrier's right of recovery under subrogation or otherwise in favor of Lessee and a certificate of insurance will be made available at the request of Lessee. -SE!CTJQN I I -EIRE AND CASIJ-ALn DASIA GE. A. Totl3etti If the Building should be totally destroyed by fire, tornado, or other casualty, or if it should be s o d amaged that rebuilding or repairs cannot reasonably be completed within 120-days from the date of destruction, then Lessor and Lessee shall each LEAUAOXMUH�h � PAGE 5 have the option to terminate this Lease by giving written notice of termination not later than thirty (30) days after notice of the casualty loss is given to Lessor, and rent shall be abated for the unexpired portion of this Lease, effective as of the date of said written notification- destruction. All insurance proceeds payable on account of loss to the Building and any personal property owned by Lessor shall belong to Lessor. Upon settlement of insurance claim, the Leased Premises will be restored to its conditions prior to the destruction. B. Partial Damaize. If the Building or the Leased Premises should be partially destroyed by fire, tomado, or other casualty and if the repairs can reasonably be completed within 120- days from the date of destruction, this Lease shall continue, and Lessor shall, upon receipt of the insurance claim proceeds in an amount sufficient to repair such damage, diligently proceed to cause the Building to be repaired. If the Building and other improvements are to be rebuilt or repaired and are untenantable (or not usable for purposes for which they were used prior to such damage) in whole or in part following such damage, Lessor and Lessee may terminate the Lease upon mutual written agreement. Said agreement shall provide the settlement with regard to the improvements made under Sections 5D and 5E. In no event, however, will Lessor be obligated to repair the Leased Premises if (i) Lessee is then in default under the terms of this Lease, or (ii) the insurance proceeds are insufficient to pay the estimated costs to repair. SECTION 12 -LESSOR'S RIGHT OF ENTRY. Lessor and its authorized agents shall have the right to enter the Leased Premises for the following purposes: (i) inspecting the general conditions and state of repair of the Leased Premises; (ii) the showing of the Leased Premises to any prospective purchaser; or (iii) for any other reasonable purpose. During the final Sixty(60) days of the Original Tenn or any extension period, Lessor and its authorized agents shall have the right to enter the Leased Premises during normal working hours for the purpose of showing the Leased Premises to prospective tenants. SECTION 13 -BUILDINCz RULES. Lessee, Lessee's agents, employees and invitees will comply fully with all rules and regulations of the Building as promulgated from time to time. SEU1QN 14-USE OF'THE LEASED PREMISES. The Leased Premises shall be used and occupied by Lessee only for general office purposes and other permitted uses specifically agreed to in the Lease. Lessee shall observe and comply with any conditions and requirements of any insurance policies covering all or part of the Leased Premises or the use thereof. Lessee shall not abandon the Leased Premises and shall keep the Leased Premises open for business as may be determined by Lessee, except as may be impracticable due to strikes, lock-outs, acts of God or other conditions beyond Lessee's control, except financial conditions. Lessee shall obtain and maintain all permits required for the operation of its business, at Lessee's sole expense. LEAU AGREE MENT-Fort_WAqhEgW_PMgram PAGE 6 SECTION 15-j2EFAUL T. The occurrence of any one (1) or more of the following events shall constitute an event of default ("Event of Default")under this Lease: (a) Failure by Lessee to make any payment of rent or other payment required to be made by Lessee hereunder on the date that same is due, and such failure shall continue for a period of ten(10)days(with no notice of default from Lessor being required); (b) Lessee shall fail to comply with any term, condition or covenant of this Lease, other than the payment of rent or any other payment required to be made by Lessee hereunder, and shall not cure such failure within thirty (30) days after written notice thereof is given to Lessee or commence to cure the default within the thirty day period if it is not immediately curable; (c) Lessee or any guarantor of Lessee shall become insolvent, or shall make a transfer in fraud of creditors, or shall make an assignment for the benefit of creditors; (d) Lessee or any guarantor of Lessee shall file a petition under any section or chapter of the United States Bankruptcy Code, as amended, or under any similar law or statute of the United States or any state thereof-, or an order for relief is entered against Lessee in connection with any involuntary bankruptcy proceeding filed against Lessee; (e) Abandonment by Lessee of any substantial portion of the Leased Premises or cessation of the use of the Leased Premises for the purpose as herein stated. SECTION 16-REMEDIES OF LESSOR. Upon the occurrence of any such Event of Default, Lessor shall have the option to pursue any one (1)or more of the following remedies without any notice or demand whatsoever: (a) Immediately reenter and remove all persons and property of Lessee from the Leased Premises, storing said property in a public warehouse or elsewhere at Lessee's expense without liability on the part of Lessor; (b) Should Lessor elect to reenter as herein provided, or should Lessor take possession pursuant to legal proceedings or pursuant to any notice provided for by law, Lessor ma,-,,,, either terminate this Lease; and/or (c) Collect by suit or otherwise, each installment of rent or others as it becomes due or ,enforce by suit or otherwise, any covenant, condition or term of this Lease required to be perfort-ned by Lessee. t EASE At',REEP�1ltdTrt Wirth Her Pre ram a PAGE 7 SECTION 17-LANDLORD'S LIEN. Intentionally omitted. SECTION 18-CONDEMNATION. A. If, during the term of this Lease or any extension or renewal thereof, all or a substantial part of the Building shall be taken for any public or quasi-public use under any governmental law, ordinance or regulation or by right of eminent domain, or should be sold to the condemning authority under threat of condemnation, this Lease shall terminate. B. If less than a substantial part of the Building shall be taken for any public or quasi-public use under any governmental law, ordinance or regulation or by right of eminent domain, or should be sold to the condemning authority under threat of condemnation, this Lease shall be adjusted equitably if the Leased Premises are affected. If the taking shall cause physical damage to the Leased Premises, Lessor shall be responsible for repairing same so long as the condemnation proceeds are sufficient to pay for such repairs. C. All compensation awarded upon such condemnation or taking for the value of the property so taken, damages to any improvements or damage to the remainder shall belong to Lessor subject to Sections 5D and 5E. Lessee shall be entitled to pursue any separate award to which it may be legally entitled for any damage to its business or for its relocation expenses. SECTION 19-ASSIGNMENT OR SUBLEASE. Lessee may not assign all or any portion of this Lease or sublet all or any portion of the Leased Premises without the prior written consent of Lessor. Any such assignment or sublease without such consent by Lessor shall be void and shall, at the option of Lessor, constitute an Event of Default under this Lease. In the event of any assignment or subletting, Lessee shall remain fully liable for the full performance of all the Lessee's obligations under this Lease. Should consent to an assignment or subletting be given by Lessor, it will be given upon the condition that the assignee or sublessee shall assume and be bound by the terms of this Lease , comply with all rules and regulations enacted pursuant hereto and use the Leased Premises only for the purpose herein stated. S-EMON 20-SUBSUME PUMISES. Lessee may request the use of other areas owned or managed by Lessor in or around the Building for the housing of livestock or other program supplies, equipment and personnel. If Lessor grants such request in writing, Lessor and Lessee may arnend the Lease to include said additional leased premises. ka, LEASE AQHUMOI--Fqq—w-qqb-Nerd_Pmuram PAGE 8 SECTION 21 -PARKING. Lessor reserves the right to designate specific areas and spaces within which Lessee, Lessee's employees, agents and invitees may park. Lessor may, in its sole discretion, re-assign the location of such parking space at any time. Landlord further reserves the right to issue and amend rules and regulations for the use of all parking areas at any time during the Term. SECTION 22-ESTOPPEL CERTIFICATE Lessee agrees that it will from time to time, upon request by Lessor, execute, acknowledge and deliver to Lessor within five (5) days after request therefor, an estoppel certificate certifying that this Lease is unmodified and in full force and effect (or if there have been modifications, that the same is in full force and effect as so modified), and containing such other certifications regarding this Lease as Lessor may reasonably request. CA 4F, SECTION 23 -LATE-CHARGES; INTEREST. Intentionally omitted. SECTION 24-HOLDING OVER. In the event Lessee remains in possession of the Leased Premises after the expiration of this Lease or any extension of it without the execution of a new lease, it shall be deemed to be occupying said Leased Premises as a tenant from month-to-month and otherwise subject to all the conditions, provisions and obligations of this Lease insofar as the same are applicable to a month-to-month tenancy. SECTION 25-SUBORDINATION. Lessor shall have the right to subordinate this Lease to any ground lease, deed of trust or mortgage encumbering the Building, and advances from on the security thereof and any renewals, modifications, consolidations,replacements or extensions thereof,whenever made or recorded. SECTION 26-COMPLIANCE WITH LAW. Lessee shall comply with all governmental laws, ordinances and regulations which may be applicable to the Leased Premises and Lessee's use thereby, and shall promptly comply with all governmental orders and directives for the correction, prevention and abatement of nuisances in or upon, or connected with the Leased Premises, at Lessee's sole expense. Provide -d Premises comply with the Americans With Disabilities Act of_199WADA-)—, 42 O.S.C. § 12101 tL-svU., shall fully indemnify and hgjd.-L-essre--h-Ahiit-6i�-ir—om and against any and all claims, losses, dam# ",6 ility of every kind, including all expenses of litigation, arising out 'AA " V iIF L EASE AGREEMENT-Fort WAdh_Herd p iqr PAGE 9 the Leased Premises. Less .QLand-Lessee-specrfinity--agfe--6—t6 the items stated in the Exhibit B, SECTION 2 -,ODOR AND PEST CONTROL. Lessee shall, as needed, maintain Suite 215 in a normal odor free and pest free condition with routine, professional services should it be requested by Lessor or Lessor's agent. Lessee agrees to accept the responsibility for pest and odor control should either of the adjacent premises to the Leased Premises suffer pest or odor problems originating from Lessee's Leased Premises. SECTION 2 -NOTICE. Wherever any notice is required or permitted hereunder, such notice shall be in writing. Any notice or document required or permitted to be delivered hereunder shall be deemed to be delivered whether actually received or not, when deposited in the United States mail, postage prepaid, certified or registered mail, return receipt requested, addressed to the parties hereto at the respective addresses set out on the signature page hereof, or at such other address as they may hereafter specify by written notice so given. SECTION 29-LESSOR'S LIABILITY. In the event Lessor should convey title to the Leased Premises, Lessor may assign this Lease after notifying Lessee in writing sixty(60) days prior to the assignment. Lessor shall have no liability for any of the obligations or liabilities of the Lessor hereunder arising after the date of such assignment. SECTION 30-WAIVERS; CUMULATIVE REMEDIES. No waiver by Lessor of any provision hereof shall be deemed a waiver of any other provision hereof or of any subsequent breach by Lessee of the same or any other provision. Lessor's consent to or approval of any act shall not be deemed to render unnecessary the obtaining of Lessor's consent to or approval of any subsequent act by Lessee. All remedies herein provided to the Lessor shall be cumulative of all other remedies available to Lessor at law or in equity. SEEMON-H-BIN DJNG- �E , T- Subject to any provisions hereof restricting assignment or subletting by Lessee, this Lease shall be binding upon and inure to the benefit of the parties hereto as well as their respective successors and assigns. PAGE 10 SECTION 32 -LESSOR'S RIGHT TO CURE. If Lessee should fail to make any payment or cure any default hereunder within the time herein provided, Lessor, without being under any obligation to do so and without thereby waiving such default, may make such payment and/or remedy such other default for the account of Lessee (and enter the Leased Premises for such purpose), and thereupon Lessee shall be obligated to and hereby agrees to pay Lessor upon demand all costs, expenses and disbursements (including reasonable attorneys' fees) incurred by Lessor in taking such remedial action. SECTION 33-QUIET ENJOYMENT. Lessor agrees that if Lessee shall perform all of the covenants and agreements herein required to be performed by Lessee, Lessee shall, subject to the terms of this Lease, at all times during the lease term have the peaceable and quiet enjoyment and possession of the Leased Premises. SECTION 3 -MERGER: AMENDMENTS. This Lease contains the entire agreement between the parties concerning the subject matter hereof, and no agreement shall be effective to change, modify or terminate this Lease in whole or in part unless such agreement is in writing and duly signed by the party against whom enforcement of such change,modification or termination is sought. SECTION 35-BROKERS. Lessee warrants that it has had no dealing with any broker or agent in connection with the negotiation or execution of this Lease. In the event any agent or broker shall make a claim for a commission or fee, Lessee shall be responsible for the payment thereof and hereby indemnifies and holds Lessor harmless from any such claim for commission or fee. SECTION 36-TIME OF ESSENCE. Time is of the essence of this Lease. SECTION 3 -INVALIDITY. If any term, covenant, condition or provision of this Lease is held by a court of competent jurisdiction to be invalid, void or unenforceable, the remainder of the provisions herein contained shall remain in full force and effect and shall in no way be affected, impaired or invalidated thereby. SECTION 38-A11ORN-EYS' FEES. In the event Lessee fails to pay any rental or other sums due by it hereunder, or otherwise breaches any of its obligations, or agreements herein contained, Lessor shall also be entitled to recover from LEASE AGREEMENI-Iqd-WsnkBmA-PLqgt-a—m PAGE 11 IV Lessee its reasonable attorneys' fees and collection expenses incurred in the enforcement of this Lease. SECTION 39-GOVERNING LAW, YENUE. THIS LEASE SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH H E LAWS OF THE STATE F TEXAS N H PERFORMABLE I TARRANT COUNTY, TEXAS VENUE FOR ANY LEGAL ACTION ARISING OUT OF THIS LEASE SHALL LIE EXCLUSIVELY IN TARRANI COUNTY.TEXAS. ADDRESS FOR NOTICE: LESSOR: 130 East Exchange Avenue Hickman Invest ents� r Fort Worth,Texas 76106 By: Malt Hickman Title: Chairman of the Board&CEO ADDRESS FOR NOTICE: LESSEE: 1000 Throckmorton Street ` Fort Worth, Texas 76102 City of,Fort W"rth Si tU _ By. _ AnESTED BY Authorization 1 r 7 CREEN1ENI FQ WN Afth rd o nm PAGE 12 ` Exhibits: "A" Description of Leased Premises (Exchange Building, , and Pure Breed Barn) "B" Improvements(I"Year) and ADA Provisions i ". IN UASE AGREEM-E T-fort Worth R d Prcrega PAGE 13 EXHIBIT A-1 Pay Stati©n & Manager's Office N HOG 6 1-0AMNG 0 PINS Ch, ES 4 0 STOCKYA,;DS C AT T LE Ti� PIN 1 It PARKING FOR TRA,*LERS CATTLF AND HORSE ti g PURE BRED BARN' S ii 4 C 0 b A U PROPEAr, W A,'W.I I S L E W AND CELAONSTRAT;ONS OVER HEAD 'WAI, K WA Y -,MR ARE* MAINAGEP'S OFFICE & PAY S7A'NON AA*A L C C K E R R C,IC M 2jo Livestock Exchange Building 131 E. ExchanaeAve. J, tv I EXHIBIT A-2 Pure Breed Barn z t E 1 , t l u i l x II i a 4 ] � 1 s 4 r � i w v EXHIBIT A-3 Office Suite 215 Livestock Exchange Building rt 7 7 1 '7� 1777,�77\ . ................. EXHIBIT B As noted in Section 5, Paragraph E in the proposal for the lease of facilities by the City of Fort Worth for use in the operation of the Fort Worth Herd Program, the Lessee will pay the Lessor for improvements to the leased facilities as agreed upon between the two parties. After reviewing the facilities with Gary Brinkley, General Manager Stockyards Station, the following build-out items were noted: 1. Fencing repairs to the area surrounding the Pure Bred Barn, cross fence 1/3 of the Pure Bred Barn, pedestrian safety fence constructed of cedar split rail fencing to be installed south of the Longhorn pen. 2. Construction of a lighted tack room to measure 12' x 14' in the Horse Barn, specifically noted to be a secure, lockable structure, additionally a hitching rail constructed in the vicinity of the tack room. 3. Pay station to be cleaned and painted as needed and be equipped with lights, heat, and air condition. 4. Office #215 in the Livestock Exchange Building to be partitioned and cleaned as needed for occupancy. 5. On the Drive route-, repair and replace all fencing up to and including the Branding Chute and Testing Lab to accommodate a safe and aesthetic presentation onto Exchange Avenue. It is estimated that these improvements will not exceed $20,000 in year one of the lease. Payment will be made upon satisfactory completion of the improvements. Exhibit B ADA In compliance with the American with Disabilities Act ("ADA"), Lessor and Lessee specifically agree to accomplish the following- 1. Lessor shall, at its sole expense, repair the ramp from the West parking lot up onto the front porch so that it will come up flush to the porch. 2. Lessor shall make arrangements to display the Fort Worth Herd Program materials on the first floor of the Building and assign specific employees to inform Lessee's staff on the second floor to come downstairs to assist disabled people if necessary. Lessor and Lessee agree to share the cost of said arrangements. 3. Lessor shall, at its sole expense, contact the City of Fort Worth Departments of Development or Transportation and Public Works for the requirements of accessible parking spaces and promptly mark the required parking spaces at both the East and West parking lots. 4. Lessor shall repair or replace the ramp that links the West parking lot to the Building to make it less steep for the wheelchair users. Lessor and Lessee agree to share the cost of said arrangements. 5. Lessor and Lessee agree to share the cost of construction of a short walkway from the existing back sidewalk adjacent to the West parking lot, to the pen area for the public's viewing of the herd and/or for access to the former ticket building to be used in lieu of the paymaster station. rA EXHIBIT C THE HERD CONSTRUCTION BUDGET PROJECT Fencing : Fencing along herd path LIVERY: Hitching post in Livery Tack Room Building Electrical Work ADA work ®n West side: Sidewalk ramp modification Additional sidewalk to pens Paystation: HVAC system Electrical work Repaint ® Inside Clean & Sanitze Carpet Replace 2 Window frames Install 3 Doors Exchange Building: Intercom system linking LL to 215 TOTAL CONSTRUCTION COST 20,000.00 Feeb-05-99 02 : I8P Stockyar�ds Station mmPs P'01 EXHIBIT D-I FORT WORTH HERD PROGRAM RIGHT-OF-ENTRY AGREEMENT B)CKMAN INVESTMENTS, INC.owner,herewith grants permission unthe City nfFort Worth and its ind pondcnt�m�aN�mo enter upon the owner's prupc�yiocmedot LOT l OF, FORT�VORT88TDCK\/^�RDDo|sud�ocri6��—` |22 � ��C8�\��G��T for the purpose o[mi}izingacou|ctrui|for the pouVvonb Herd, CO. "" E. ' HICKMAN INVESTMENTS,INC.reserves the right to designate an acceptable alternate access point through said property by providing om the City nf Fort Worth thirty(30)days written notice. The City o[Fort Worth agrees tm accept this alternate access point provided that the Fort Worth Herd Program can be accommodated in a safe and orderly manner. Any entry and use of the premises by the City of Fort Worth or its independent contractor under the Ri�bt'n�Emtg'agreement sboUbe penniasive and shall not consdt�eu�cspuautn the pvmpcnyby�e City orks independent con�o�or. '[othe extent permitted by law and mthe extent oy the above stated insurance coverage,'City '--oy Fort Worth hereby agrees to indemnify,prote"defend and hold HICKMAN INVESTMENTS,INC.,its officers,directors,employees and agents harmless off and n d 6omooyuodm||c|uims.uoumenofmzion.finen.dumuOrsandaudsuriy|ng from City myFort Worth's construction ofmr use,000upaocy mrenjnynencu[xhcOwnomPvopertyandisfbcUihosfbrtheconduct of iabumi mc»uorfr»mmnyocGrity,mmrkort6|ngodone.pcnniucdnrsuffercdbyCityufFurtyorthmod6augenmandcnp/oyeeyiooraoomomeownempnopertyandfurthcrugn:estu indcmoifv'protect,defend and hold H|{ KJ&4 INVESTMENTS, INC.harmless fromaoduQoi»ntaoyunda||c|uimmubu|ng6nmun any breach default in the performance of any obligation on City of Fort Worth's part to be performed under the terms of this Lease or arising from any negligence or willful misconduct o[CiryufmzYnnh.orunyoyitsmgeots`muu000tora employees,business invitees, nr|iccnuccaond6nmundugaiostu||costs.muomcy'ofeam.oxpenucomndUubi|ihesoyanykidinouned~eouusoufunymuohc|uimor aoymcbonmrpumceedin86rought thereon. In case,any action or proceeding shall be brought against HICKMAN INVESTMENTS, INC.by reason of any such claim,City of Fort Worth, upon notice from HICKMAN INVESTMENTS, INC.,shall defend the same at City of Fort Worth's sole cost and expense by counsel reasonably satisfactory to HICKMAN INVESTMENTS, lNC'' City of Fort Worth, aya material part of the consideration mH|CKMA4 INVESTMENTS, INC.,hereby assumes all risk of damage to property or injury to or death of persons within the Owners Property, EXCEPT THAT CAUSED BYu|CK48N INVESTMENTS,JNC''S]ROSSNEGL!GENCEDRV/LLFULMlSCONu DC/,a»dCig of P m t Worth ocre6yvui«e«a||c|a(myinrn»pe»t thereof against H|[KMANINVESTMENTS, INC., �PLfh/c|a/momrmimgmunD{ICKKAN {NV£8?hENTS, >NC."mgrnyonog|igenccorwiUFa| misconduct. Except for injury ordamage, if any,caused by;lCK4AM INVESTMENTS, INC.'s gross negligence orwillful misconduct,City o[Fort Worth hereby covenants that the D|CKMAN INVESTMENTS, }NC, its oQi—m directors,employees and agents shall not 6c liable or responsible for any loss nydo/nogowb�h may bcmumuioedbyd`c'goods ~--` me"ch`dimoorprnpc�� uf City of Fou\Vo�h, im employees. invitees ornusmmcrs.or6y any pcoon{n the O*ncoPuope�y' ~~~^~ori^�'=nf any peoon caused 6yurnzsu}boQ0nm theft,fire,act of(Iod.public enemy, i/�unchon.riot,n��e.iusur�cdon — ~^~~'hor':"'/ of govnrnmenta|bodyoroudmciry.o,unymhormu�cc«vforunyi/��yordamaQuucincunvenionuc- -�—` `^ ~�~~~^ which may arise through"the rc p air oruhmotionmfunypa�nf,he0*ncoPnmpe�y,nr6omanycuusox6a�oove�iuc|udinghutnot|i~ ^e~~`~~^^^v""= o= or dmmogc�amonycouscwhu�oeverhyroamonofdheconmumchon'me`occupancy azer�u y �o� fmrO*ncmpzopcuYby City mfpo �Ymn6oronypcsontkerrioorho|dioguuderCi?yo/FmnVonh- Hlu�KANTHV28T» um|U' �M[.hash«/e6yogneednottmbe|ioh>efbrooydomugeurixiog6nmanyuctorncglec\nfanymbc lessees in the Building, City or Fort Worth's obligations under this paragraph shall not be limited to the limits mr coverage uf insurance maintained ar request omUc maintained by City nf Fort Worth hereunder. The City of the premises to the same condition that existed prior zoeutry If restoration mqaircd,the work shall beperflonned |oudmc7ymuomec weather pnmmi�ing. ' ^ This agreement may be terminated by either party upon one hundred and eighty(180)days written notice to the other, This agreement ia executed this duyo[ 19 99 , Texo� Corporation.by Holt Hickman, i�Poruiden�� --- ' INC.,` OWNER(S)nBICKKdANINVESTMENTS, Page I i i CIA � Cdr •.•v 0 * w f E E I Ix-)JIS E c 4 *Awl r•r++ z City of Fort Worth, Texas "Invor Arid cou"Cil commu"icatio" DATE REFERENCE NUMBER LOG NAME PAGE 12/15198 L-12400 80HERD 1 1 of 1 SUBJECT LEASE AGREEMENT WITH HICKMAN INVESTMENTS, INC. FOR SPACE AT 130 EAST EXCHANGE AVENUE FOR THE FORT WORTH HERD PROGRAM RECOMMENDATION: It is recommended that the City Council authorize the City Manager to execute a lease agreement with Hickman Investments, Inc. for space to operate the Fort Worth Herd Program at the Livestock Exchange Building, 130 East Exchange Avenue for the Fort Worth Herd Program and other facilities specified in the lease agreement. DISCUSSION: On September 8, 1998, the City Council approved the Fort Worth Herd Program through the adoption of the 1998-99 budget of the Culture and Tourism Fund. Suitable space for livestock pens, horse stalls, equipment storage and an office has been located at 130 East Exchange Avenue and other facilities owned and manged by Hickman Investments, Inc. The annual lease fee will be $1.00 per year, with Lessee paying Lessor for improvements to the leased facilities as agreed upon between the two parties. Expenditures for any improvement will be amortized over the lease period if Lessor terminates the lease. The term of the recommended lease would be for five years, with one five-year option to renew. This program is located in COUNCIL DISTRICT 2. FISCAL INFORMATION/CERTIFICATION: The Finance Director certifies that funds are available in the current operating budget, as appropriated, of the Culture and Tourism Fund. MG:k i i Submitted for City Manager's F`U �D ACCC}ITNT CENTER AMOUNT 1 CITY'SECRETARY C7free by: JO) .ROVED s Mike Groomer 6122 Originating Department Head: MC I Richard Zavala 5704 (from) Ci i 4 53912 0240700 1,00 Additional Information Contact: r Richard Zavala 5704 , _