HomeMy WebLinkAboutContract 61468CSC No. 61468
PARKING LOT LICENSE AGREEMENT
This Parking Lot License Agreement ("Agreement") is entered into by and between
the City of Fort Worth, Texas, a home-rule municipal corporation of the State of Texas
(1 1 City 11 ), and Dyna Ten Corporation ("Tenant").
WHEREAS, City owns a ce1iain piece of property known as Lot 2 (the "Lot")
located on the north side of the Commerce Street Garage, at 1301 Commerce Street, Fort
Worth, Texas, 76102 ("Property"), which Property is managed on behalf of the City by SP
Plus ("Property Manager"); and
WHEREAS, Tenant has requested, and the City agrees to grant to Tenant, the use
of a portion of the Property and parking spaces on the Lot in accordance with the terms
and conditions of this Agreement.
WITNESS ETH:
1.Premises. City hereby grants Tenant the exclusive license to use 2 of the 22
spaces of the Lot as described in Exhibit "A" located on the north end of the Property for
placement of a small temporary office building (the "Licensed Space"). Tenant shall have
no vehicular access to the Commerce Street Garage. Under no circumstances during the
Agreement will Tenant use or cause to be used on the Lot any hazardous or toxic
substances or materials, or store or dispose of any such substances or materials on the Lot;
provided that the presence of engine oil and hydraulic fluids used for or stored in
containers on the Lot will not be deemed a violation of this Section. Tenant shall not
install signs, advertising media, and lettering on the Lot without prior written apprnval of
City. Tenant will have access to the Lot 24 hours a day, 7 days a week.
2.Condition of Lot. Tenant taking possession of the Licensed Space shall be
conclusive evidence that (a) the Lot and Licensed Space are suitable for the purposes and
uses for which same are licensed to the extent Tenant has had the opportunity to inspect
the Lot; and (b) Tenant waives any and all defects in and to the Lot, its appurtenances,
and in all the appurtenances thereto. Further, Tenant takes the Lot and all appmienances
in "AS IS" con dition wi thout warranty, expressed or implied, on the part of City. Except
to the extent arising from City's negligence or willful misconduct, City shall not be Hable
to Tenant, Tenant' agents, employees, invitees, licensees, or guests for any damage to any
person or property due to the Lot or any paii of any appmienance thereof being improperly
constructed or being or becoming in disrepair.
3.License Term: The Initial Term of this Lease shall commence on the date of
its execution ("Effective Date") and expire 6 months from the Effective Date ("Expiration
Date"), unless terminated earlier in accordance with this agreement, for any reason, by
providing the other party with not less than 30-days written notice pri or to the effective date
of such termination. City shall have the option, in its sole discretion, to renew this agreeinent
under the same terms and conditions, for up to 4 six-month renewal options.
4, License Fee; Time of essence. Tenant will pay City a license fee of
$1,200.00 perinonth to usethe Licensed Space duringtheLicense Term (the "Fee"), The
Fee is due to City on or before the 1S' of each month via check delivered to Property
Manager at the Houston Street Garage, located at 1200 Houston Street Fort Worth, TX
76102. If the payinent of the Fee is not received by City as provided herein, then after
five (5) days after receipt of written notice fi�om City, all amounts due and payable to City
hereunder shall beac interest fi•om the date the payment of fees was due until paid, at a
per annum rate of interest equal to the lesser of (a) eighteen percent (18%) or (b) the highest
non-usurious rate permitted by applicable law. Time is specifically of the essence of this
provision and of every provision of this Agreement.
S. Limited Services. City shall provide access to electricity and water. City shall
not fiirnish Tenant with any other utilities, cleaning, lighting, security, or any other items or
services for the Licensed Space. All operating costs of the Licensed Space shall be Tenant's
sole cost and expense. If Tenant wants or needs any utilities, cleaning, lighting, security, or
any other items or services while occupying the Licensed Space, then Tenant shall first obtain
permission and approval from the City to contract, add or install any of the above items and
will be responsible for providing same at Tenant' sole cost.
6. Alterations, Additions, Improvements, and Signage. Tenant shall malce no
alterations on or additions to the Lot without the prior written consent of City. Tenant will
provide notice to the City prior to any approved alterations, additions, improvements, or
signage. All alterations, additions and improvements inade to or fixtures or other
improvements placed in or upon the Lot shall be deemed a part of the Lot and the property of
City at the end of the License Term. All such alterations, additions, improvements, and
fixtures shall remain upon and be surrendered with the Lot as a part thereof at the termination
of this Agreement. At the termination of this Agreement, whether by lapse of time or
otherwise, Tenant shall (i) deliver the Licensed Space to City in as good a condition as the
same was as of the date of the taking of possession thereof by Tenant, subject only to ordinary
wear and tear and damage caused by casualty or condemnation and (ii) upon City request,
remove any alterations and make any repairs to the Lot as needed in order to comply with the
provisions of Section 13 below,
7. Indemnity. (a) TENANT SHAI,L AND DOES AGREE TO INDEMNIFY,
PROTECT, DEFEND AND HOLD HARMLESS CITY, CITY'S OFFICERS, AGENTS,
SERVANTS, AND EMPLOYEES (COLLECTIVELY, "INDEMNITEES") FOR, FROM
AND AGAINST ANY AND ALL CLAIMS, LIABILITIES, DAMAGES, LOSSES, LIENS,
CAUSES OF ACTION, SUITS, JUDGMENTS AND EXPENSES, (INCLUDING
REASONABLE COURT COSTS, REASONABLE ATTORNEYS' FEES AND
REASONABLE COSTS OF TNVESTIGATION), OF ANY NATURE, IC1ND OR
DESCRIPTION TO THE EXTENT ARISING OR ALLEGED TO ARISE BY R�ASON OF
INJTJRY TO OR DEATH OF ANY PERSON OR DAMAGE TO OR LOSS OF
PROPERTY (1) RELATING TO THE USE OR OCCUPANCY OF THE LOT BY
TENANT, ITS
EMPLOYEES, AGENTS AND LESSEES OR
(2) BY REASON OF ANY OTHER CLAIM WHATSOEVER OF ANY PERSON OR
PARTY OCCASIONED OR ALLEGED TO BE OCCASIONED BY ANY ACT OR
OMISSION ON THE PART OF TENANT OR ANY LESSEE, EMPLOYEE, DIRECTOR,
OFFICER, SERVANT, OR CONTRACTOR OF TENANT OR (3) BY ANY BREACH,
VIOLATION OR NONPERFORMANCE OF ANY COVENANT OF TENANT UNDER
THIS AGREEMENT (COLLECTIVELY, "LIABILITIES"), EXCEPT TO THE EXTENT
ARISING OUT OF OR RESULTING FROM THE NEGLIGENCE OR WILLFUL
NIISCONDUCT OF ANY INDEMNITEE. IF ANY ACTION OR PROCEEDJNG SHALL
BE BROUGHT BY OR AGAINST ANY INDEMNITEE IN CONNECTION WITH ANY
SUCH LIABILITY OR CLAIM, TENANT, ON NOTICE FROM CITY, SHALL DEFEND
SUCH ACTION OR PROCEEDING, AT TENANT'S EXPENSE, BY OR THROUGH
ATTORNEYS REASONABLY SATISFACTORYTO CITY, THE PROVISIONS OF THIS
PARAGRAPH SHALL APPLY TO ALL ACTIVITIES OF TENANT WITH RESPECT TO
THE USE AND OCCUPANCY OF THE LOT, WHETHER OCCURRING BEFORE OR
AFTER THE CONIMENCEMENT DATE OF THE LICENSE TERM AND BEFORE OR
AFTER THE TERMINATION OF THIS AGREEMENT. THIS INDENINIFICATION
SHALL NOT BE LIMITED TO DAMAGES, COMPENSATION OR BENEFITS
PAYABLE UNDER INSURANCE POLICIES, WORKERS' COMPENSATION ACTS,
DISABILITY BENEFIT ACTS OR OTHER EMPLOYEES' BENEFIT ACTS.
(b) IT IS AGREED WITH R�SPECT TO ANY LEGAL LIMITATIONS NOW
OR HEREAFTER IN EFFECT AND AFFECTING THE VALIDITY OR
ENFORCEABILITY OF THE INDEMNIFICATION OBLIGATION UNDER THIS
PARAGRAPH 7, SUCH LEGAL LIMITATIONS ARE MADE A PART OF THE
INDEMNIFICATION OBLIGATION AND SHALL OPERATE TO AMEND THE
INDEMNIFICATION OBLIGATION TO THE MINIMUM EXTENT NECESSARY
TO BRING THE PROVISION INTO CONFORMITY WITH THE REQUIREMENTS
OF SUCH LIMITATIONS, AND AS SO MODIFIED, THE INDEMNIFICATION
OBLIGATION SHALL CONTINUE IN FULL FORCE AND EFFECT.
8. Waiver of Liability. ALL VEHICLES AND ALL PERSONAL
PROPERTY WITf�N VEHICLES USING THE LOT, WHETHER PURSUANT TO
THIS AGREEMENT OR OTHER WISE SHALL BE AT THE RISK OF TENANT
ONLY, AND NO INDEMNITEES SHALL BE LIABLE FOR ANY LOSS OR THEFT
OF OR DAMAGE TO PROPERTY OF TENANT, ITS EMPLOYEES, AGENTS,
PATRONS, INVITEE, OR TO OTHERS, REGARDLESS OF WHETHER SUCH
PROPERTY IS ENTRUSTED TO EMPLOYEES OF CITY OR SUCH LOSS OR
DAMAGE IS OCCASIONED BY CASUALTY, THEFT OR ANY OTHER CAUSE OF
WHATSOEVER NATURE, UNLESS DUE IN WHOLE OR IN PART TO THE
NEGLIGENCE OF ANY INDEMNITEE,
9. Insurance. Tenant sliall procure and maintain at all times, in full force and
effect, a policy or policies of insurance as specified herein, which liability policy s(tall name
the City of Foi�t Wocth as an additional insured to the extent of Tenant's indemnity obligations
and covering all public rislcs related to Che leasing, use, occupancy, inaintenance, existence or
location of the Lot. Tenant shall obtain the following insurance coverage at the limits
specified herein:
* Commercial General Liability: $1,000,000.00 per occurrence (Including Products
and Coinpleted Operations);
In addition, Tenant shall be responsible for all insurance to any personal property of
Tenant or in Tenant's care, custody or control. Tenant is allowed to self-insure without the
pcior written consent of City. Any self-insured retention or other financial responsibility for
claims shall be covered directly by Tenant in lieu of insurance.
10. Abandoned Property. Tenant's personal property not promptly removed
by Tenant fi•om the Lot within 30 days fi•om 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 Tenant to City. Fixtures attached to the Lot become
the property of City, if not removed as required herein.
1 1. Assignment and Subletting. Tenant shall not assign this Agreement, or any
right of Tenant under this Agreement, or sublet the Lot, for consideration or no
consideration, whether voluntarily, by operation of law, or otherwise without City's
approval, and any attempt to do so shall be void, and any such attempt shall cause
immediate termination of this Agreement; all provided that Tenant's contractors and
agents may use the Lot in accordance with the terms and provisions hereof.
12. Damage to Lot or Property of City. If, at any time during the License
Term, by the acts or omissions of the Tenant, its employees, agents, or licensees, the Lot, or
any property therein is damaged or destcoyed, Tenant shall be obligated to pay, within thirty
(30) days of' demand, all costs to repair same together.
13. Repairs and Maintenance. City has no obligation to make any repairs to the Lot
prior to Tenant occupancy other than what has been mutually agreed upon in writing between City
and Tenant prior to Tenant occupancy. Furthertnore, City has no obligation to repair any damage
to the Lot due to Tenant occupancy and/or use of the Lot. Other than what has been mutually
agreed upon in writing between City and Tenant, City's sole obligation hereunder being to make
the Lot available to Tenant in accordance with and subject to the covenants, resti•ictions and
limitations set forth herein, Tenant shall, at its expense, use and maintain the Lot in a neat,
clean, careful, safe, and proper manner including but not limited to any snow and/or ice
removal, and comply with all applicable laws, ordinances, ordeis, r�iles, and regulations of all
governmental bodies (state, county, federal, and municipal). At no time may there be any
maintenance of any t�•ailers or tcucks within the Lot or Property and if a spill of any nature talces
place arising fi•om the actions of Tenant, Tenant must notify the Property Manager immediately
and is responsible for all required clean up and repairs to the extent arising fi•om the spill.
14. Severability. If any clause or provision of this Agreement is or becomes illegal,
invalid or unenforceable because of present or fi►ture laws or any rule or regulation of any
govertunental body or entity, effective during the License Term, the intention of the pat�ties
hereto is that the remaining parts of this Agreement shall not be affected thereby unless such
invalidity is, in the reasonable determination of the parties, essential to the rights of both
parties, in which event either party has the right, but not the obligation, to terminate the
Agreeinent on written notice to the other party.
15. Default and Termination.
(a) Tenant's Default. If Tenant shall fail to perform or observe any of its
obligations hereunder then City may terininate this Agreement by giving Tenant twenty (20)
days prior written notice thereof. If Tenant fails to ciire such default within fifteen (15) days
of receipt of City's default notice than this Agreement and all interest of Tenant hereunder
shall automatically terminate, but if Tenant does so cLue such default within said 15 days,
City's termination notice will be deeined withdrawn. Such rights ofCity in the case of a default
by Tenant hereunder are not exclusive, but are cumulative of all other rights City may have
hereunder, at law or in equity; and any one or more of such rights inay be exercised separately
or concurrently to the extent pcovided by law.
(b) City's Default. Should City commit a default under this Agreement, Tenant
may terininate this Agreement by giving City twenty (20) days prior written notice thereo£ If
City fails to cure such default within fifteen (15) days of receipt notice then Tenant may
terininate this Agreement- Such rights of Tenant in the case of a default by City hereunder are
not exclusive, but are cumulative of all other rights Tenant may have hereunder, at law or in
equity; and any one or more of such rights inay be exercised separately or concurrently to the
extent provided by law.
16. Day Termination Option: Either party shall have the right to terminate this
Agreement by providing the other party a 30 days written notice of termination. Tenant must
vacate the Lot by the end of the 30 days after the notice was subinitted to the other party and
return the Lot to an acceptable condition to City.
17, Notice. Any notice hereunder must be in writing. Notice deposited or sent
by nationally recognized overnight courier service, such as, but not limited to, Federal
Express, by certified mail with return receipt requested, or by express inail 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:
CITY:
of Fort Worth
. Jesica McEachern, Assistant C
0 Texas Street
rt Worth, TX 76102-6314
TENANT:
DynaTen Corporation
Attn: Eli Kimberlv
4375 Diplomacy Road
Fort Worth TX 76155
Facsimile: (817) ###-####
imile; (817) 392-8654
ith copy to Fort Worth City Attorney's
same address
The parties hereto shall have the continuing right to change their respective address by
giving at least ten (10) days' notice to the other party.
18. Audit. Pursuant to Chapter 2, Article IV, Division 3, Section 2-134,
Adininistration, Powers nnd Dztties of the Department of InternaX Ai�dit, of the Code of
Ordinances of the City of Fort Worth, City inay at City's sole cost and expense, at
reasonable tiines during Tenant normal business hours and upon reasonable notice, audit
Tenant boolcs and eecords, but only as it pertains to this Agreement and as necessary to
evaluate coinpliance with this Agreeinent,
19. Entire Agreexnent. This Agreeinent constitutes the entire agreeinent between City
and Tenant relating to tl�e use of the Lot and no prior written or oral covenants or
representations relatingthereto not set forth herein shall be binding on either party hereto.
20. Amendment. This Agreement may not be ainended, modified, extended, or
supplemented except by written inst�vment executed by both City and Tenant.
21. Counterparts. This Agreeinent inay be executed in several counterparts, each of
which shall be deemed an original, but all of which shall constitute but one and the sa�ne
document.
(SIGNATURES APPEAR ON
FOLLOWING PAGES)
ACCEPTED AND AGREED: CITY OF FORT WORTH: By:�
ame: Jesica McEachern
itle: Assistant City Manager PROV AL RECOMMENDED: By: Lauren Prieur (May 22, 202413:07 CDT)
ame: Lauren Prieur
itle: Director of TPW TTEST: By:�,uf-0ct:
ame: Jannette Goodall
itle: City Secretary TENANT: Dyna Ten Corporation
By: Ell Klmberl{�'lfu':::'.:::
Name: Ell Kimberly
Title: Project Manager
Date: April 3rd , 2024
May 29, 2024 CONTRACT COMPLIANCE MANAGER: By signing I acknowledge that I am the person
responsible for the monitoring and
administration of this contract, including
ensuring all performance and reporting
requirements.
B /Jd:u- �t:t" y: ----------ame: Peter Elliott
itle: Parking Operations Manager PROVED AS TO FORM AND LEGALITY: By:�¥
ame: Samuel Angel
itle: Assistant City Attorney
�� �
F(�RTWORTH�
Routing and Transmittal Slip
Transportation & Public Works Department
DOCUMENT TITLE: parking Lot License Agreement
For: Parking Lot License Agreement between the City of Fort Worth and Dyna Ten Corporation
to allow Dyna Ten Corporation to use parking spaces in Lot 2 located on the north side of the
Commerce Street Garage.
M&C: N/A CPN: CSO: N/A DOC#:
Date:
To: Name Department Initials Date Out
1. Lora Carosielli TPW- Initial .�
«
2. Peter Elliott TPW- Signature �E�
3. Chelsea St. Louis TPW- Initial �
CSL
4. Martin Phillips TPW- Initial �9�'
5. Lauren Prieur TPW- Signature ��
6. Samuel Angel Legal- Signature �-
7. Jesica McEachern CMO- Signature
8. Ronald Gonzales CMO- Initial Kc
9. Jannette Goodall CMO- Signature
10. Allison Tidwell CMO
11. Charles Yarbro TPW
DOCUMENTS FOR CITY MANAGER'S SIGNATURE: A(I documents received fi�om any and all
City Depai�tments requesting City Manager's signature for approval MUST BE ROUTED TO THE
APPROPRIATE ACM for approval first. Once the ACM has signed the routing slip, David will review
and take the next steps.
NEEDS TO BE NOTARIZED: DYES �No
RUSH: ❑YES �No
ROUTING TO CSO
SAME DAY: ❑YES �No
�YES ❑No
As Requested
For Your Information
Signature/Routing and or Recording
Comment
File
NEXT DAY: ❑YES �No
❑ Attach Signature, Initial and Notary Tabs