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HomeMy WebLinkAboutContract 28451STATE OF TEXAS � � Q,j �+�'T1( ���R�°A�� �0 `t'� � COUNTY OF TARRANT § �C)NT�A�Y (� . � UNIVERSITY OF NORTFI TEXAS HEALTH SCTENCE CENTER AT FORT WORTH LEASE AGREEMENT THIS AGREEMENT is made and entered intn bp and between the City of Fort V4'orthz a home rule muzaicipal corporatioz� of the State of Te�as, located in Tarrant and Dentan Couz�iies, T�xas, (hereinafter referred to as thc "Lessox") and the University of Norkh Texas Health Science Center at Fort Worth, {hereinafter referred to as th� "Lessee"). WITNESSETFi: SECTIO�'+T � PROPERTY LE,A�.SED Section 1.01. Lessor agrees, in return for the consideratian described herein to h� paid by the Les�ee anc� the covenants set out harein ta be ke�t by Lessee, to hereby lease unto the Lessae, the �ollawing described property, hereinafter referred to as the "Leased Premises" to be described and �ocated as foIlows: 1,974 square feet of net usabla space located at the Southside Mu�ti- Puxpose Center, 939 East Rosedal�, Fort Worth, Tarxant County, Texas, 76104 Sect�on 1.0�. The Leased 1'remzses includes a general waiting a.rea of approxirnateiy �"oux hundred (4Q0} net usable sc�uaxe feet at no charg� to Lessee. Section 1.03. The Lessor has provided off-streei paxking for twenty-four (24) vehicles, which zncludes one (1) parlcing space that meets appXicable handicap accessibility requirements. . Section 1.04, rf the Lessee requests additionaE space during the texm of this lease, Lessor rn.ay, at its sole discretio� and i� space is availabXe, furnish such space adjacent to space eovered lay thzs lease as is requested by the Lessee, at a rental not �nore than the znonthly cost per square foot, subject to the CPT Escalation Clause as indxcated in 5ection 2. The additionai lease space term shall be concurrent with the halance of the lease period outlined by this Agreement. The �.essar agrees to furnish alI services pra�ided in this Agreement to tkze additional space. The lease of additional space shall not be valid unless e�ecuted in writing and signed by 6oih parties. �`h"i'i�:W�, u��� `�` ��t�r��� :�,r,� � � SECTION � MONTHT�Y RENT,AL Section 2.01. Lessee agrees to pa� Lessor, for the use of the Leas�d Premises, as described above, .5353 cents �er square foot, to total f�ne Thousand Fifty-Six Uollars and 6711D0 cents ($1,DS6.67) per month duxzng the term of this lease, subject to tl�e CPI Escalation Clause cited in this section. Lessor agrees to subrnit montl�ly statements fax rent ta the accupying state agency. The manthly rentaIs provided for herein shall be due and payable by Lessee in advance on the first da� of the manth for which said rentals are due. Se�tion 2.p�. All monthly rental payme�ts or ather sums shal� be made by the Lessee to t17e Lessor, addz-essed to the Revenue Office, 1000 Thrackmorton, Fort Worth, Texas 76102. Sec#ian �.�3. This lease shall contain a CPI Escalation Clause as follows: 1) Ou each anniver�ary date of the lease, th� total �anthly cost o� the resulting contract may be adjusted by changes in the Co�sumer Price Tnde� reflecting percenta.ge increase or decreases. The Lessar must request by letter any incxease in rent no later than thirty (30} days from the anni�versary date. 2) The Formula for determaning the arnn�znt of escalation allowable in any given contract year sha11 be: Base Factor�x Percent Escalation Allawab�e = Arr�ount of Escalation Allowed The n�w monthly rental would be the rnonthly rental i� effect £or ihe previous year of the cc�nl�act inereased by the "Amount of Escalation Allowed." 3} Percent Escalation Allowable will be based on a p�rcent change in the Coz�sumer Price Index for Urban Wage Earrner� and CZerical Warkers (CPI-W,�U,S. City Average} pu�lished by the United States Department of Labor, Bureau of Labor Statistzcs, Washington, D.C. 20212. Percent changes shall be rounded to the nearest one tenth of one�percent. For Illustrative Purpose pnlv: J'anuary, 1995 = 312.6 Jarzuary, 1946 = 324.3 represer�#s 3.7% increase 4) Base Factor: Forty percen.t (4Q%) af the monthly cost will be the base iactor L1sed to calculate the escalation. Example: If the �atal cost per montli far the subject space is $1,D5�.67, th� base factor would be $�22.67 (4Q°/a of $I;Q56.,67 =$422.67). Base iactor being $422.67 and the esc�lation allowable is a.7% then the amouni of escalation allowed is $15.64 (422.67 x z 3.7% =$15,64} and the new monthly rental for the new year of the contract would be $1,072.21. 5) The firs� escalation �ould be December 1, 2005, based upon fhe percent change in the CPI-V� published in December 2002 and 5eptember 2005. The second escalatzan would be ba�ed upon the percent change in the CPI-W published fox September 20QS and September 2008. For the final extension term, the same procedure as ouilined above wzll be used. SECTION 3 TERM OF LEASE Sechon 3.41. The primary term of this lease shall be for 3b months commencing on the lst day of December 2002 and ending az� the 30th day of November 2005. Upon completion of tlie initial �welve (12) manfh period, the Lessee s�alZ have the right to cancel and terminate aIl ar az�y portion of the lease by giving the Lessor written notice of such cancellatian at least �0 days before the de�ired cancellatian. date. Section 3.0�. TI�e primary term may be renewed by n:�uhial agre�ment between the Lessee and the Lessor for two {2} successive 36-rnonth tezms under the same conditions and terms of this Agreezneni, subject to the CPI Escalation Clause in Section 2. Lessee must advise the Lessor i.z� wxiting of its intent to renew the lease no later than 30 days prior ta the termination date de�cribed abave in this paragraph. Sectian 3,03. This lease contract is made az�.d entered into in accordance with the provisions af Texas Government Code, Chapter 21b7, and is made cantingent upon the continuation of federally funded programs, or upon the a�ailahilifiy of state fur�ds appropriated by the Legzslatuare, to cover the full term and cost of this Iea�e. SECTIOl�d 4 RIGHT OF ACCESS Section 4.01. At a11 tzmes during the ferm of this leasc, Lessor or its agent shall na�e the righfi to enter upon the Leased Premises during reasonahle hours for the purpose of examini�g and insp�eting the same and detezmining whether Lessee has eomplied with al� the terms and canditions of this Agreement. Except in the event of an emergency, Lessox shall conduct inspections dwrzng Lessee's ord'mary business hours and sha11 use its best efforts to pxovide Lessee �t least two (2} hours notice prior to inspection. Section 4.0�. During any inspectian, Lessor may perform any obiigations that Lessor is au�.arized or required ta perform under the terms af this Lease ar pursuant to its governrnent�l duties under federal state or local laws, rules ar regulaiions. , � Section 4.03. L�55�E will perznit the City's Fire Marshal or his or her authorized agents to inspect the Prernises and Lessee and Lessar will comply with aIl requirements of the Fire Marsha� or his or �er aut�orized agents that are necessary to bring the Premises inta compliance with the City of Fnr� Worth Fire Code and Suilding Code provisians regaxding fire safet�, as sl�ch provisions exist or may hereafter be a�xaended. Lessee slxall maintain in proper condition accessible fire eYtinguishers o� a number and �ype approved by the Fire Marshal or his or her autharizad agents for tlae particular hazard involved. SECTIDN � TITLE AND CONSTRUCTION Section �,�1.. The Leased Prernises are Ieased subject to any staten:zent of facts which azi accurate survey or physieal inspection might show, aIl zoning, restrictions, regulations, rulings and ordinances, building restrict�ons, and otber laws and restrictions novv in e�fect or hereafter ada}�ted by any governmental authority having jurisdiction ar�d are leased in their present condition without representation or warranty by Lessor. Lessee agrees that Lessee has examined tha Leased Premises prior to the executio�z o� this Agreement and is satisfied with the physical condition of �he Leased Premises. Lessee's taking possessiaz� af the Lea�ed Premises shalI be conclusive evidence of its receipt of the pr�rnises in a safe, sanitary, and gaod conditian and repair, except for those conditions that the Lessee provides Lessor �written notice of priar to the execution of this Agreem�nt. Lessec agrees that it is taking the Leased Premises i�n their current "A5 IS" condition wi#h no represen#ations ar warranties of any �ature whatsoever by Lessor (e�cepi as otherwise speciiic�lly provided for in �his Lease). Sectian a.02. Lessor warrants to Lessee that Lessar has th� right and au�hority to ex�cute this Lease, and that L�ssee, upoz� payment of thc requir�d rents and subject to the terms, conditions, covenants, and agreerr�ents contained in this Lease, wi�1i have exclusive use and possession of the L�ased Prezarzises during the term of this Lease. SECTION G U�E 4F PREMISES; COMPLIANCE WITH LAW; EASEMEl�TTS 5ection 6.4I. Lessee is granted and shall have the right to use and occupy the Leas�d Premises for any and aIl Iawful cammercial purposes, provided that such putpose complies with existing zoning of the Leased Fremises. Lessee covenan.ts and agrees that it shall nofi engage i� any unlawfiil use of the Premises. Lessee further agrees that it shaIl not permit its officers, agenfs, servants, em�aloyees, contractars, subcontractars, patrons, Iicensees or invit�es to engage in any unlawful use a� the Pxemises and Lessee immediately shall rernove from the P:remises any person engaging in such unlawful activities. Unlawful use of the Leased Premises by Lessee itseif shall consiitut� an immediate breach of this Lease. Lessee hereby covez�ants and agrees to keep the Leased Premises occupied during normal business hours and to ne�rer allow the Leased Premises to become vacant. Section 6.0�. Lessee will not do or suffer any Waste to the Leasecf Premises. Lessee s�all, at zts cost and eYpense, co�nply with and cause the Leased Premises to cornply with: (i) all valid 4 federal, state, local, and other governmental laws, ordinances, rules, orders, and regulations a�fecting tha Leased Premises or a part th�reo� ox the use thereo�, and (ii} a�l ra,iles, orders, and regulations of the National Board of Underwriters or ather body exercising similar functions in cnnriectian with the preventzon of fire or the correction of hazardous canditions which apply to the Leas�d Premise�. If applicable, Lessee shall comply with the requirem�nts of aIi palicies of insuranee which at any time may be in fo�ce with resp�ct to the Leased Premises (other than any policies obtained by Lessor and not approved in �nrriting by Lessee} and, to the extent that Lessee has written notice thereof, with the pravisions of any contracts, agreements, and restrictions af'�'ecting the Leased Prexnises or a part thereof or the ownership, occupancy, or use thereof which shall kzave existed at the time of commencement of the Primary Term or shall have been ap�r�ved in writing by Lessee. Seetio� 6.03 Lessee witl cornply with all federal, state, and local laws, statutes and all ordinances, chart�r pravisions, rules and r�gulation.s of the City of Fart Worth; including alZ rules, regulations and/ar requzrerrients �f tk�e City of Fort Wortl� Police and Fire Departments; and azry and ail requirements specifically made by the City of Fort Warth Fire Marshal in connection with tk�.zs Lease Agreement. SECTION 7 TA�S AND OTHER CHAI2GES; UTILTI'IES; LTENS Section 7.01. Lessor agrees to pay all taxes le�ied and assessed against the Leased Premises az�d improvem�nts during the term of the �ease. Sectian �.02. L�ssar shall pay ali utilities and shall bear the cost of having �.e exterior of windows washed twice eack� year. Section'�.Q3. Lessee shall pay all janztorial costs. �ection i.04, Lessee acknowledges that rt has no authority to �ngage in any act or to malce any cantr�ct that may create or be the foundation far any lien upon the prop�rty ar interest in the property of Lessox. I� any such putported lien is cxeated or filed, Lessee will not permit it ta remain, and will at its cost and expense pramp�ly discharge, alllie�s, encurnbrances, and charges upon �the Lea�ed Premises or a part thereof, arising out of the use or occupancy of the Leasec� Premises or a part thereof by Lessee, by reason of any labor or mat�rials 1Fi�rnished or �claimed to have been fi.t.rnished, by, through, or under Lessee, by reason o� an.y construction, improvert�ent, alteration, addition, repair, �t dezx�alition of any part of the Leased Premises, Lessee's failure to discharge any such purported lien shall constitute a breacYi of this Lease and Lessor rnay texzninate this Lease upon thirty {30) days' written notice. However, Lessee's financial obligation to Lessor to liq�idate and disck�arge such lien shall conCinue in effact follawing termination of this Lease and until such a time as the Iier� is dischar�ed. SECTION 8 MAINTENANCE 5ection 8.01. Lessee shall keep and maintain t�ie Leased Preznises in a goad, cIean, and sanitary conditian at alI times. Lessee covenants and agrees r.�at it will not make or suffer any waste of the Preznises. Lessee shall be res�onsibl� for a11 damages caused by Lessee, its agents, servants, employees, contracfors, subcontractars, Iicensees, or invitees, and Lessee agrees to fi�lly repair or other�ise cure all such damages ai Lessee's sole cost and eYpense. The Lessor sh.all determine whetY�er any darnage �ias been done, the amount of the da�zaage, and the �•easonable costs of repairing the damage. Any da�rxage by the Lessee or athers incident to the eYercise of privil�ges herein granted shall be repaired or repfaced by the Lessee to the reasonable satisfaction af the Lessor within thirty {30) days of receipt of written notification from the Lessor. Section $.02. During the term of this Agreemenfi, Lessee shalZ notify the Lessar iz� writing in refexence thereto by registered mail of any conditions an the Leased Premises that in its opin�on, is not in reasonai�ly good repair amd condition, t'ea.sonable wear and tear excepted, an.d Lessor shall malce all reasonable necessary repairs io lea�ed premises. Section 8.03. Lessee will not do or perrnit to be done axiy injury or damage to any build'zngs or part thereo�, or permit to be done anything which vvzll damage or change the finish or appearance of the Leased Prernises ar the fiunishings thexeof or any other property belonging to the Lessar hy the ereciion or rez�oval of equipment ox any other i�npravezne�ts, a3.terations ar additions. No decorative or other materials shali be nailed, tack�d, screwed or otherwise physicaily attached to any part of the Leased Prernsies or fixtures of the Lessor wiihout t�e co�sent of the Lessox. Sectioa 8.04. Lessee agrees that, except a� otherwise ex�ressly provided hereirr, alI improvements, trade fixtures, fi.rnus�ings, ec�uipment azad ot�er persana� pxoperty of evexy kind or description which may at any tirne be on the Pxemises shall be at Lessee' sole risk ar at the sole risk of those claizning under Lessee. SECTIOI� 9. IMPR�JVEMENTS, REPLACEMENTS, ADDIT70NS, A1�I? REMOV,A,LS; L,ANDLORD'S LIE.l� Section 9.41. Lessor hereby covenants and �gxees that the Lessee may bring on�, to the leased premises any az�d aIl equi�ment and i�nprovements reasonably necessary for t�ie effzc�ent exereise af Lessee's governmen,tal responsibilities. Section 9.0�. Ai1y signs necessazy to indicate L�ssee's name, locatian, and governrnental purpose shall be prepared and installed by t�e Lessee, at the sole cost o� Lessee, in accordance vv�th applicable rules ar�d regulations of �he Lessor and in ic�eping with building decor. Any special requirements of Lesse� contrary to the above must be made a part of thi.s ]ease. � Section 9.Q3. Lessor assumes :no responsibility %r any property placed on the Leascd Prert�ises or any part thereof by the Lessee or any agent, officer, anci/or employee of the Lessee. Ta the extent permitted by the constitl.itian an.d the laws of �he Sfiate of T�xas, Lessee here�y exp�•essly releases and discharges Lessor from any and all liability for any pxoperty damage or lass and/or personal injury, including death, arising out of or in connection with, directly or indirectly the occupancy and/or use of �he Leased Facilities and any and all activities conducted tl�ereon sus�ained by reaso�s of t�1e o�cupancy of said buildings under this Agreement. SECTTON ZO INDEM�iIFICAT70N Sechon 14.01. TO THE EXTENT PERNIITTED BY THE COPTSTITUTION AND LAWS �F THE STATE OF TEXAS, LESSEE COVENANTS AND AGREE5, AT �TS EXPENSE, TO .INDENINIFY, PROTECT, DEFEND AND HOLD HARMLESS LESSOR, ITS �FFICERS, AGENTS, VOLUNTEERS AND EMPLOYEES AGAINST AND FROM ANY AND ALL CLAIMS, DAMAGES, LOSSES, INCLUDING ALLEGED DAMAGE QR LOSS TO LESSEE'� BUSINE�S AND ANY RESULTTNG LOST PROFrT5, LiEl�TS, FINES, PENALT�ES, CAUSES OF ACTION OR SUITS BY �R ON BEAALF OF ANY PER50N, �iRM, CORPORATION, OR GOVERNMEirTTAL AUTHORITY ARISING FROM THE �CCUPATIDN, USE, OR PQSSESSION OF THE LEASED PRENIISES BY LESSEE, 1NCLUDIl�TG ANY LIABIL�TY FOR VIOLATION OF CONDITIOI�S, RESTRTCTIONS, LAWS, ORDINANCES, OR REGULATIONS AFFECT`ING TFIE LEASED PRENIISES OR THE OWNERSHIP OR OCCUPANCY OR USE THEREOF, PROVIDED 5AID CLAiMS, DAMAGES, OR LOSSES ARE NOT DUE TO THE SOLE NEGLIGENCE OF LE5�OR, TTS OFFICERS, AGENTS, SERVANTS OR EMPLOYE�,�. Sectaion 14.02. LESSOR, ITS OFFICERS, AGEi�TTS, VOLiil�TEERS AND EMPLDYEES SHALL NOT BE LIABLE T4 LESSEE OR TO ANY OTHER PARTY WHOMSOEVER FOR A1�iY DEATH, INJURY, QR DAMAGE THAT MAY RESULT TO ANY PERSOI�T OR PROPERTY BY �R FROM ANY CAUSE WHATSOEVER IN 4R ON TH ELEASED PRE11rIISES 4R ANY PART THEREOF. T� THE EXTEI�TT PERNIITTED BY THE CONSTITUTION A.1�D LAWS OF THE STATE OF TEXA,S, LESSEE SH�LL INDEMNIFY AND HULD LESSOR, ITS OFFICERS, AGEI�ITS, VOL'U�TTEERS ANrD EMPLOYEES HARMLES5 FROM AND DEFEIiiD THEM AGA�NST .AllTY AND ALL CLA�MS, LOSSES, OR JUDGMENTS FOR DEATH OF OR INJ[JRY TO ANY PERSON OR DAMAGED PROPERTY WHATS�EVER INCURRED I1�T OR OIr1 THE LEASED PRENIISES, AND PART THEREOF RESULTIl�G FROM THE �TEGLIGENCE OF LESSEE, ITS OFFICERS OR EMPLaYEES. IN THE EVENT THAT ANY ACTION OR PROCEEDING IS BROUGHT AGAiNST LESSOR BY REASON OF ANY SUCH CLAIM, LESSEE, UPOI�T WRTTTEN NOTICE FROM LESSOR, SHALL, TO THE EXTENT PERMITTED BY THE CONSTITUTION AND LAWS OF THE STATE OF TEXAS, RESIST AND DEFEND SUCH ACTIOl�i OR PROCEEDING. 7 Section 10.03. TO THE EXTENT PERNiITTED BY THE CON5TITUTrON A�YD LAWS OF THE STATE OF TEXAS, LESSEE COVENANTS AND AGREES TO RELEASE, INDEMNIFY, DEFEND, REIMBURSE, A1�D HOLD HA�2IVILESS T'I� LESSOR, IT5 OFFICERS, AGENTS, EMPLOYEES AND VOLUl�iTEERS AGAINST ANY AND ALL ENVIRONMENTAL DAMAGES AND TH� VIOLATION OF ,ANY AND ALL EN:V�RONME�ITA.L REQ►UIREMENT� RESULTl.l'dG FROM LESSEE'� USE OF THE LEA5ED PRENIISES, IN AI�DY"��ON, TO THE EXTENT PERMYTTED BY TH� CONSTITYJ`TION AND LAWS OF THE STATE OF TEXAS, LESSEE COVENANTS AND AGREES TO RELEASE, Il�IDEMI�TIFY, DEFEND, RCIMBURSE, AND HOLD HARNII..ESS THE LESSOR, �TS OFFICERS, AGEI�TS, EMPLOYEES AND VOLUNTEERS AGAINST ANY A1�D ALL E�+iVIRONMENTAL Dt�MAGE5 AND THE VIOLATION OF �INY .AND AT1L ENV�R�P+TMEI'�TAL REQUIREMENTS WHEN SAID E1�IVIRONMENTAL DAMA�GES OR THE �iOLATION OF SAID E1�iVIltONMENTAL REQT�REMENTS ARE THE RESULT 4F .ANY ACT OR ONIISSION OF LESSEE, ITS OFFICERS, AGENTS, EMPLOYEES, OR 5UBCOl�TRACTORS, OR THE JOINT .A.CT OR ONIISS�ON QF LE5SEE, ITS OFF�CERS, AGENTS, EMPLOYEES, OR SUBLEASEES A1�D ANY OTHER PERS41'�+T QR EIriTITY, PROVTDED SAID CLAIlVIS, DAMAGES, OR LOSSES AI�E NOT DUE TO THE SOLE NEGLIGENCE 4�' LESSOR, IT5 OFFICERS, AG�liTTS, SERVANTS OR �NYPLO'Y�ES. S�c�io� 10.04. T� THE EXTENT PERMITTED BY THE COlWST�'TUTIOIiT AND LAWS OF THE STATE OF TEXAS, , LESSEE COVENANTS AND AGREES 'I`O, AND DOES HEREBY, IND�MNIFY, HOLD %1'ARMi.ESS AND DEFEND LESSOR, ITS CIFFICERS, AGEl�t'I'S, SERVANTS AND EMPLDYEES, FROM .AND AGAINST Al�TY A1�1D ALL CL�IlYIS, LAWSUITS OR 4THER ACTTONS FQR ANY DAMAGES OR LOSSES, INCL�TDIl�TG, BUT 1�QT LIMITED TO, PROPERTY DAMAG� OR LOSS (INCLUDING ALLEGED DAMAGE �R LOSS TO LESSEE'S BUS�TESS AND ANY RESULTING L()ST PROFITS) Al�TD101t PERS�NAL INJURY, �NCLUDI1�iG DEATH, TO AI�TY A1�D ALL PERS�NS, OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, AR�SIl�TG OUT UF QR Il�d COIii�TECTIQN V�'YTH THIS LEASE OR WITH THE LEASING, MAINTEi�ANCE, USE �R aCCUPANCY OF TH� PREMISES, PROVIDED SAID CLAIMS, DAMAGES, 4R LQSSES ARE I�TUT DUE T() THE S4LE NEGLIGEl�iCE OF LESSUR, ITS OFI'ICER�, AGE1�'TS, SERVANTS OR EMPIJOYEES. SECTIOl� 1� B,A.SiC INSURANCE REQUIREMEI1iTS Sectivn 11.0� Lessee is self-insuxed for general liability purposes thraugh the State af Te�as, subject to linaits of the T'e:cas Tort Claims Act. Lessee shall pro�ide Lessor a statement or other evidence af self' insurance status u�on execution of the Lease. 8 SECT�ON 12. C4NDEMNATION Sectiou i2.01. If the entire Leased Premises, or an�r substantial part thereof which is sufficient to render �e remaining portion af the Leased Premises untenantable for Lessee's business purposes, is to be taken by condemnatfon or sold under threat of conc�emnation by an entity, this Lease shall term'rnate. Upon receipt of a certificate signed by authori�ed o#'ficers of Lessor and Lessee stating that the entire Lease Pzeanises have been sa taken, or that the remaining portion of tl�e Leased Premises has been rendered untenanta6le by such taking for Lessee's business piuposes, the Insurance and Condemnation Trustee shall assign and pay to Lessor and Lessee, as their iinterests inay appear, the ez�tire avrrard for the taking, less any exp�nses inc�.irred by Lessar in collecting such award, and such rnoneys shal.l be divided betwee� Lessor and Lessee as their respective interests may app�ar as determinec� by appraisemeni. In the e�ent the entire Leased Premises or any substantial part thereof which is su�fficient to render the remaining portion a� the Leased Premises untenantable far Lessee's business p�zr�oses, be taken by condernnafiion or sold undex �reat of a cond�rnnation �y the City of Fort Worth, this lease shall tez�minate. In such event Lessor agrees to give Lessee 120 days notice to vacate and if Lessee has prepaid any rents, Lessor will reimburse Lessee a pro rata of such pr�paid rent for the unexpired term of this agreennent. Such reimbursement shall be the sole recovery to which L�ssee �vi1i be entitled to zn the event of a condemnation or threat of condezzanation. Under no circumstances shall Lessee be entitled to any datnages or recQvery of arzy costs except as provided herein. Seetion 12.02. If a portion of the Leased Premises which i� less than that c�escribed in Section 12.01 be taken by condemnation or sold under threat of condemnation by an entity other than the City of Fort Wox�th., Lessee shall hav� the option to adjust the Facilities to continue its business or to termiz�ate this Lease. If L�ssee elects to adjust the Facilitie� to continue its business, written notice thereof shall be given by Lessee to Lessar and to the Insurance and Condemnation Trustee within ninety (9Q) days after sueh taking or sale, and the rent shall he equitably ac�justed by the parties effective as of th� date of the taking ar sale to reflect such taicing, If Lessee elects to tez-minate the Lease, wri�ten notice thereof shall be given by Lessee within ninety (9D) days after such taking ar sale to the Lessar and the Insuarance and Condemnataon Trustee, the award or any remaining ba�ance to which Lessee is not entitled as reimbursement for cost of adjustment, less any ex�ensas incurred by Lessor in collecting such award, shall be paid by the Insurance and Cond�mnatzon Trustee, upon written notice given by Lessee to Lessar and Lessee as their respecti�e interests may appear, and upon said monies being divided between Lessor and Lessee this Lease shall te�-minate. � SECTI01� 13 SUBLETTII�IG, ASSIGNING, AND MORTGAGING Section 13.01. Lessee shall not asszgn its interest under this Lease without receiving the written consent of Lessor (wkuch shall not [ae unreasonably withheld), but will thereafter remain Iiable E far all ob�igations herein placed on Lessee. Neith�r this Lease nor �he term demised hereby shall be mortgaged by Lessee nor shall Lessee mortgage or pledge the interests of Lessee in and ta any sublease or ta rental payable thereunder. Section 13.0�. Lessee naay not sublease the Leased Premises in whole ar in part withoUt the written consent of Lessor. Sectian 13.Q3, In the event Lesse� shall nn.exge or consolidate with any other cozporation or transfex all ar substan�ially alI of its business and assets to another cor�avration, which in any such case succeeds to a�I or substantially all of the business and assets of Lessee, such successor earporation, without the requiremez�t of Lessor's consent, such corporation or entity shall succeecE to and be substituted for Lessee with tlie same effect as if it had been named hexein as Lessee. SECTION 14 EVEi�iTS OF DEFAZ]LT BY LESSEE; REMEDTES dF LESSOR, AND TERMIN,�i,TIO1�T 5ection 14.41. In the event one or more of �lae fallowing shall happen and be continuing {hereizi called an "event of default'): (a) Lessee defaults in the payment of any o�the rents provided to be paid hereunder and such default shall continue for thirty {30) days fallowing written notification from Lessar; {h) Lessee defaults in the observance or performazace of any other provision of this Agreement which is not remedied within thirtp (30) days after written notice of such defa�lt by L�;ssor ta Lessee properiy specifying wherein Lessee has fai�ed to perform any such provision.; it being understood that if by reason of force majeure Lessee shall be :rendered �un.able wholly ar in part to carry out the obligations re�erred to under this clause (b), Lessae shall not be in default during the continuance of the inabi�ity claimed. The tern� ' force majeupe" shall mean Acts of God, strzkes, lockouts ar other in.dustrial disturbances, acts af public enemies, orders af aziy kind of the Government of the United States Qr the State of Texas, or any civil ar military authority, insunrection, riotsa epidemics, landslides, lightning, earthquake, fire, hurricanes, tarnadoes, storms, floods, washauts, droughts, arrests, restraint of gavernment and people, civil disiurbances, explosions, breakage ar accident to machinery, transmission pipes or canals, partial or entire, failure of utilities, ar any other cause nat reasona�ly within the eontrol a� Lessee. It is understood anc� agreed that the settlement of strikes, lockouts, and other industrial dist�zrbances shall be entireIy within the discretion o# Lessee and that the above requirements tha# any force majeure shaI1 be remedi�d with �lI reasonable dispateh shall not require the settlement of strikes, lockouts, and other zndustrial disturbanc�s by acceding to the demands of the opposing party or parties when such course is unfavorab[e in the �udgment of Lessee (however, notwithstanding the preceding, in the even.t that Lessee's default is of a natuz�e that cannot reasonably be cured within thirty (30} days, no event of de�au�t will have occui�red if Lessee comznences to cure its de�'ault within suci� thirty (30) day periocE and thereaf'ter proceeds wi.th diligen�e to complete such cure}; 10 (c) Lessee files a �ol�ntary petitioza in bankruptcy, or sY�all be adjudicated a bankrapt or insolvent, • or shall make an assignment for the benefit of cr�ditors, or shall consez�t to the appointment o� a t�ustee or receiver for Lessee af a11 or any substantial par� of its praperties or of �he Leased Premises; (d) A trustee or receiver is appointed for Lessee or for all or any substantial part of its pxoperty withaut the corLsent af Lessee and is not discharged within ninety (9Q) days after suc11 app�intment, excluding any periad in which such appointment sha11 be stayed upan appeal or otherwise, (e) Ninety (9D) days shall have expired after the entry by' a court of competent jurisdiction of ordex approving a petition seelcing reorganization, readjustment, arrangement, co�npnsztion, or ather simiIar re�zef as ta Les�ee under the federal bankruptcy laws or any similar law fa� the relief o� de�tors; but such pe�od of ninety (90) days shail not include any period durzng which such order shall be stayed upon appeal ox otherwise; or (�} Lessee uses the Leased Premis�s in an unlawful mann�r. Section 14.02. In the event of default as provided for in �is Agreement in Section 14.D2 {a) through (e), Lessor may tern�inate this Lease by givi.z�.g to Lessee thiriy (30) days notzce of Lessox's intention so to da, in w�ieh event the Tezm of this Lease sball end, and all right, title, and inferest of Lessee hereunder shall exp�'e on the date stated in suci� notice. I,essor shall hav� the rig�t to enter upon and take possession of said premises, and shall hav� the rez�nedies now ar hereafter pxs�vided by Iaw for xecovering Df IErif, repassession of the premises an.d daFnages occasianed by each default. Any rights of the Lessee io the posse�si.on of the Leased Pxer�ises shall cease Qn the date stated in such notice. Lessor, in its discretion, may terminate the lease immediately if Lessee uses the Prexx�.ises in an unlawful maxiner. Sec�ion 14.03 Izx khe eveni of thE termination of t�iis Lease by Lessor, Lessee may r�move any improvements, fixtures, oz othex ifiems attached to any struoture on th� Premises belanging ta the Lessee and placed �n the Leased Premises k�� the Lessee, provided that Lessee shall reim�urse the Lessor for any damage to the Leased Premises caused by the removal o£ aa�y improv�ments or #��tuxes. If Lessee remaved any fixtures or improvenrients Ue3onging to Lessor during the term of this Agre�ment, at the terntination �f this lease, Lessee agrees to rep�ace or reinstall any fixtures or impro�ements to its original place and in its original condition, as found at the beginnin.g af this Agr�ement. Within twenty (20) days following the e�fective date of termin�tion ar expiration, Lessee shall remove from the Prernises all trade fixtures, tools, �nachinery, equipment, materials and supplies piaced on the Pr�mises by Lessee pursuant to this Lease. After such time, Lessor shal� have the right to take full possession of the Premises, by force if necessazy, and to remove any and all parties and property remaining on any part of the Premises, Lessee agrees that it wi�l assert no claim of any kind against Lessor, its agents, servanfs, employees or representatives, �vhich may 11 siem from Lessor's termination of this Lease or any act incident to Lessor's assertian of its right to terminate or Lessor's exercise of any rights granted kereunder. Section �4.04. No default �y Lessor hereunder wilI constitute an eviction or disturbaY�ce a� Lessee's u�e and possesszon of the Leased Premises or render Lessor liable for damages or entitle Lessee ta �e relieved from any of I�essee's obligations hereunder (including the obligatian to pay rent) or grant Lessee any right of deduction, abateznent, set-off; or r�caupment, or entitle Lessee to take any action whatsoever with regard to the Leased Premises or Lessor until thirty (30� days after Lessee has given Les�or w�ritt�n notice sp�cz�ically setting forth such default by Lessar, and Lessor h�.s failed to cure such defauft vvithin said thirty (30} day pexiod, or if such default carznot reasonably be cured witkun s�id thirty (30} day perzod, then within an additional reason�ble pexiod of time so long as Lessor has camzx�enced curative actian within said thir�y (30) day period and thereafter is diligently attempting to cure such de�ault. Section 14.0�. Na waiver by the parties to this Lease of any default or breach of any term, condition, or covenant af t�-iis Lease will be deemed to be a waiver of a.ny other breach of the same or other term, candition, or covenant cantained in this Lease. No pro�rision of this Lease may under any circumstancas be deemed to have been waived by either party ta �Zs Lease unless such waiver is in writing and signed by the party eharged with such �wvaiver. Lessee agrees that the receipt by Lessor of rent with the knowledge of the breach of any covenan.t or condition of this Leas� by Lessee will not be deez�ed to be a waiver of such breach, and no provisian of this Lease will be deemed to have been vtraived by Lessor unless such waiver is in a wr:itten instrument signed by Lessor. SECT�OI�i 1� REMEDIES; NO WAIVER Section 1�.01. Each right, power, and remedy of Lessor provided for in this Lease shall be cumulative and concurrez�t and shall be in addition to every other right, power, or rexnedy pravided for in this Lease, or, unl�ss prahibited by, the terms hexeo�, now or hereaftex existing at law or in equity or by statute ox atherwise, in any jurzsdiction where such ri.ghts, �owers, and remedies are sought to be enfarced, and the exexcise or beginning of the exercise by Lessor of any one or mc�xe of the ri�hts, povvers, ar remedies provided far in this Lease or z�ow or hereafter existing �.t law or inequit� or by statute Qr otherwise shall not preclude the s�multarieous or later exercise by Lessar af a�y or ai1 such other ri ghts, pQwers, or r��nedies. Section 1�.Q2. The failure ta insist ugon a strici performance of auy af the cvvenants or agreements herein set forth or to e�eclare a foxfeiture far any violation thex�o� shall n.ot be cor�sidered ar taken as a waiver ar relinquishment for the fiiture of Lessor's rigk�fis ta insist upon a strict compliance by Lessee with all th� covenants and conditions hereaf, or of Lessar's right to dectare a forfeiluxe £or violation of any co�enants or conditions if such vivlation be continued ar repeatecf beyond the curative peziods of time permitted in ai�ove. 12 SECTION 16 INDEPENDENT COI�fi'I'RACTOR Section 1b.0I. It is expressly understoad and agreed that Lessee shall operate as an independent contractor as io all rights and privileges granted herein, and not as an agent, representative, or employee of Lessor. Lessee shall have the exclusive right to control t�e details of its operations a:�d activities an the Leased Premises and shall be solely responsible for the acts and omissions of its officers, agents, servants, emp�oyees, contractors, subcontracto�s, patrons, licensees, arxd invitees. Lessee acknow�edges t1�at the doctrine of �espondeat superior shall noi appIy as between Lessar and Lessee, its officers, agents, employees, contractors and subcontractors. Lessee iurther agrees that nothing �.erein shali be constr�ed as the creation of a partnership or joint enterpt�se between Lessar and Lessee. SECTIOlY 19 N41�-DISCRIMIl�]-A.TI01'rl DISABIL�TIES Section 17.01. L�ssee, for itself, its personal re�resentatives, successors in interest and assigns, as part of the conszderation herein, agrees as a cavenant running with tha land that no person shall be excluded from par�zczpation in or denied the benefits of Lessee's use of the Leased Fr�mises on the basis o:F race, color, natianal origin, religion, handicap, sex, sexual oxientation or familial status. Lessee further agrees %r itself, its personal repr�sentatives, successors in interest and assigns that no person shall �e exc�uded fram the pravision af any servxces on or in the canstructian of any improvements ar alterations to the Premises on grounds- of race, color, nationa� arigin, religion, h.andicap, sex, sexual orientatior� ox familial status. Section I�'.0�, In signin� this Agreement, Lcssor and Lessee certify that at the time the leased premises is occu�ied by Lessee and thraughout the term of the lease an.� any additional tenancy, L�ssor and Lesse� wYill comply with all applicable provisians of the Americans with Disabilities Act of 19�0, Pub�ic Law 101-335, 42 United 5tates Code 12101 et seq and all applica�le Te�as Accessibility Requr�ernents. �A.ny renovaiions �ecessary far the Leased Prennises to comp�y with alt applicable provisions of the Americans with Disabi�ities Aci of 1990, Public Law 101-33b, 42 United States Code 12101 �t seq and aIl applicable Texas Accessibility Requirements shall be made bp Lessor. Section 1'�.03. The Les�or and Lessee agree that the elevator access complies with the TeYas Accessibility Siandard Requirement for persons with disabilities and was apprvv�d by the State of Texas. SECTI4N 18 . LiCENSES AND PERMI'i5. Seet�o�t 1�.�1. Lessee shall, at its sole expense, obtain and keep in effect all licenses and permits necessary for its operations. 13 SECTI4N 19 yENUi AND J iTRISDICTIOI'� Scctiun 19.Q1. If any action, whether real or asserted, at law or in equity, arises on the basis of any provision of this Lease or of Lessee's aperati�ns an the Leased Premises, venue for such action shal� lie in state courts located in Taxz�ant County, Texas ar the United States District Caurt for the Northern llistrict of Texas, Fort �Worth Divisian. 5ecrion 19.02. This Lease shall be construed in accordance with the laws of the State of Texas. SECTIUI�i 20 WAIVER, SECTiON HEADINGS, AND SEVERABILITY Secixoz� 20.01. Neither thu.s Lease nor any pravision hereaf may be changed, waived, di�cb.axged, or terxninated or�ly, except by an instrument in writing, signed by the parties. This Lease shall be binding upon and inure to the benefit of the parties hereta and their �'espective successors and assigns. � Section Z0.42. The headings in this Lease are ins�rted �nr reference only, and shall not define ar limir the pravisions hereo� Section �O.Q3. This Lease may be executed in several count�exparts, each of which shall be an ariginal, but al� of which shall cor�stitute ane instrum�nt. Sectian 2Q.44. Ir� the event that any clause or provision of this Lease shall be heId to be invalid by any court or competent jurisdiction, the invalidity of such clause or pravision shall not affect any of the reinaining provisions hereof. SEC IOliT �1 NOT�CES Section �4.01. All notices, consents, or other communications required or pexmitted hereundex shail be deemed sufficzez�t if given in writing addressed and �nai�ed by registered mail, vr deliverecf to the party far which the same is intended, as follows: Lessee: University of North Texas Health Scienc� Centex a� Fort Worth Facilitie� Managez�nent Department Terry Morgan, FIeet and Facilities Manager 3500 Camp Bowie Blvd. Fort Worth, Te�as 76� 17 �4 Lessor: Czty of Fort Worth C/o Richard Zavala, Director Parics and Comznunity Services Depa.rtment 4200 Sou�h Freeway, Suite 2200 Fort Worth, Texas 7G 115 With a copy to: Sa7rah I�ullenwider City flttorney's Office 1000 Throckmorton Fort Worth, TeYas 76102 Or to �uch other addrass as such party may hereafter designate by notice in writing addressed and mailed or delivered to tf�e other party her�to. SECTIOl�T 22 ENTIRE UliTDERSTANDING Section ��A1. T�iis Lease expresses the en,tire understanding and all agreements of the parties hereta with each other and neithex party hereto has made or shall be bound by any agreement or any representation to the ark�er party which is not e�presslp set forth in this Lease. SECTIQl� �3 D�SPUTE RESOLUT�OI�T Section �3.01. Chapier 2260 of the Texas Government Cod�; establzshes a dis�nte resolution process for contracts involving goods, �ervices, and certain types of projects. If Chapter 2260 ap�alies to this Agreement then the statutory dispute resolutian process must be u5ed by Lessor and the Lessee to aiiem�t to resolve all o�' its disputes arising under tkus Agreement. IN ViIITNE55 WHEREQF, the parties have executed this Lease in xriultiples, this day of , 20p . LESSOR: City of FQrt W h I By: � so� P � �u� Assista t Ci# � LE�SEE: University af North Texas Health Science Center at Fort Worth BY�� �' � • � - �w ��4��� Steve Russeli, Sr. V.P. Finance & Administration 15 ATTEST: ��1 . _ � , ' � -�`-��. City Secretary APPR4VED AS TO FORM AND LEGALITY: David Y�.ti, City Attorney BY� �C'�� f/�-t" �-��'l �` Assista 'ty Attorney 16 �.f f�,�3.3 f������t ]�u�florizr��i�x� ' � �_�_��.��-: . _ , �__ _ _ . t���� �`ity of �ort Wo�th, Texas ��y�� ��� �.��n��� �,��������t��� DAT� REFERENCE NUMB�R LOG NAME PAGE 1115102 *��A19333 80RENEW � 1 of 2 SUBJ�GT RENEWAL OF LEASE AT THE SOUTHSIDE COMMUNlTY CENTER AND NINETY DAY EXTENSION OF LEASE AT THE NORTHSI�� �p��r,�NITy CENTER FOR l7SE BY TH.E UI��V�#��Il'Y �f NORTH TEX�� 1��AL1"H ��I�h��E ��P�T�F� OF ���5 1NO�TM REC�MMENDATION; it is recomm�nded that the City Council: Authorize the City Manager to extend the lease agreement with the University of North T�xas Heaft� Science Center of Fort Worth far 90 days beginning October 1, 2q02, and �xpiring Dec�mher 31, 2002, for rentaf space ta operate a medical clinic at tE�e Nart�side Camm�nity Center; and 2. Authorize the City Manager to renew the agreement with the University af Narth Texas Health Science Center of Fort Worth to cantinu� ta operate a medical clinic at the So�thside Cam�nunity Center for fhree mnre years beginning Qecember 1, 2Q02, and expiring Nov�m�er 30, 2005, with two 3-year options to renew. DISCUSSI�N: On ❑ecember 16, 1997 {M&C L-12152}, the City Council appraved a five-year fease agreement with the University af Nort� Texas Health Science Center of Fort Worth (UNTIHSC) to operate medical clinics at the Narthside and Southside Camm�nity Centers ta provide primary care for general and family practice. The agency was formerly known as the Texas College of Osteopathic Medicine (TCOM). City Secretary Contract N�. 23690, executed on March 10, 1998, authorized UNTIHSC to lease 2,008 square feet of space to o�erate the clinic located in the Northside Community Center from Octaber 1, 1998, ti�rough September 3Q, 2002. City Secretary Contrac# No. 23689, also exeeuted on March 10, 1998, authorized UNTIHSC to lease 4,974 square feet of space ta operate the cfinic Iocat�d in the Sout�side Communi�y Center from ❑ecember �, 1998, through November 30, 20D2. These agreements continued (State af Texas, Lease No. 753-7920-E2 for tl�e Northside Community Center, and State of Texas, Lease No. 753-7919-E2 for the Southside Community Center) in full force and effect, except as modified by the above referenced City Secretary contracts� On January S, 2002, staff made a presentation to the G�vernmental Relations Committee (Committee) regarding fe�s to be c}�arged for use of space at variaus facilities managed by the Parks and Community 5ervices Department. The Committee dec9ded to leave the rental fee charged for lease of space at the Northside and Sauthside Community Centers at �he current annual rental rate af approximately $6.43 per square foot. The pro-rated renta! for the 2,Q48 square feet used at �h� Northside Cammunity Center wif� be $3,227.67 during the 90-day extension period. UNTIHSC plans to vacate these premises prior to the end of the 90-day extension period. TF�e annual rer�tal for tF�e 1,974 square fieet used af the Southside Community Center will be $12,892.04. The lease rental rate will be adjusf�d annually by the Consumer Price Index.