HomeMy WebLinkAboutContract 61776OFFICIAL RECORD
CITY SECRETARY CSC No. 61776
FT. WORTH, Tx PROPERTY USE AGREEMENT
THIS PROPERTY USE AGREEMENT ("Agreement") is made and entered into to be effective as of July _, 2024, by
and between CASH AMERICA MANAGEMENT L.P., a Delaware limited partnership, ("Licensor") and the City of Fort Worth, a
home rule municipal corporation of the State of Texas ("Licensee"). In consideration of the use of the premises contained herein
and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Licensor and
Licensee hereby agree as follows:
1. LICENSE. Licensor hereby grants Licensee a non -assignable license to use approximately one hundred and
four (104) parking spaces on the fourth (4th) floor of Licensor's parking garage as shown on Exhibit "A" attached hereto ("Use
Property") located on that certain parcel of real property commonly known as 1600 W. 71h Street, Fort Worth, Texas ("Property")
for the sole purpose, and no other purpose, of permitting Licensee to park passenger vehicles during regular business hours
during the License Term (as defined below) on the Use Property. As consideration for the use of the Use Property, as provided
herein, Licensee shall pay to Licensor the sum of $0.00 on or before the first day of each month during the License Term.
Licensee acknowledges that Licensor will be using the Property simultaneously with Licensee's use of the Use Property and
Licensee agrees that its use and its customers' and employees' use of the Use Property will not interfere with Licensor's use of
the Property, as determined by Licensor, in Licensor's sole and absolute discretion.
2. LICENSE TERM. This License shall continue in force during a period beginning on July _, 2024 and continuing
through December 31, 2024, unless this License is sooner terminated or extended to a later date by mutual agreement
evidenced in writing (the "License Term"). Notwithstanding the foregoing, either party may terminate this License by delivering
thirty (30) days prior written notice of such termination to the other party. In the event of a termination of this License pursuant
to this section, neither party will thereafter have any further rights or obligations under the License.
3. ALTERATIONS. Licensee shall not make any alterations, additions or improvements to the Property without the
prior written consent of Licensor, and Licensee shall not permanently affix any signs, structures, buildings, or other
appurtenances of any kind on the Property without Licensor's prior written approval. Upon the termination or expiration of this
Agreement, Licensee shall leave the Property in as good or better condition than that which existed prior to Licensee's
commencing use of the Use Property. Alterations, additions, improvements, signs and/or appurtenances of any kind, placed
on the Use Property in accordance with this Agreement must be removed prior to the expiration or termination of this Agreement.
Licensee shall reimburse Licensor for the costs incurred by Licensor in repairing any damage caused by such removal.
4. COMPLIANCE WITH LAWS. Licensee will comply with all federal, state and local laws, rules, ordinances, orders,
regulations, restrictions, and codes applicable to Licensee, this Agreement, the Use Property, Licensee's and Licensee's
employees' and customers' use of the Use Property, and any signs Licensee uses in connection with the Use Property, as
contemplated hereunder.
5. INDEMNIFICATION. To the extent permitted by Texas law and without waiving its sovereign immunity, Licensee
shall indemnify, defend and save harmless Licensor and its respective agents, officers, directors, legal representatives, and
employees (collectively "Indemnitees") from and against any and all liabilities, damages, claims, injuries, liens, fines, expenses,
and costs (including court costs, attorneys' fees, and costs of investigation) of any kind arising or alleged to arise by reason of
injury to or death of any person or damage to or loss of property occurring on, in, or about the Property or by reason of any
other claim whatsoever of any person or party occasioned or alleged to be occasioned in whole or in part by any act or omission
on the part of Licensee or any invitee, licensee, customer, employee, contractor, or tenant of Licensee, or by any breach,
violation, or nonperformance of any covenant of Licensee under this Agreement (collectively, "Liabilities"), even if such Liabilities
arise from or are attributed to the concurrent negligence of any Indemnitee. If any action or proceeding shall be brought by or
against any Indemnitee in connection with any such Liabilities, Licensee, on notice from Licensor, shall defend such action or
proceeding, at Licensee's expense, by or through attorneys reasonably satisfactory to Licensor. Licensee's obligations under
this Section are not limited to the limits or coverage of insurance maintained or required to be maintained by Licensee under
this Agreement. Nothing contained herein shall ever be construed so as to require Licensee to assess, levy and collect any tax
to fund its obligations under this Agreement. Article XI Section 5 of the Texas Constitution provides that a city is prohibited from
creating a debt unless the city levies and collects a sufficient tax to pay the interest on the debt and provides a sinking fund.
The City of Fort Worth has not and will not create a sinking fund or collect any tax to pay any obligation created under this
Agreement.
6. WAIVER OF LIABILITY. All personal property, including, without limitation, all motor vehicles, upon the Property
shall be at the risk of Licensee only and the Indemnitees shall not be liable for any damage thereto or theft thereof, even if such
damage or theft is due in whole or in part to the negligence of an Indemnitee.
7. WAIVER OF SUBROGATION. No party shall have any right or claim against any Indemnitee for any property
damage (whether caused by negligence or the condition of the Use Property, the Property or any part thereof) by way of
subrogation or assignment, Licensee hereby waiving and relinquishing any such right. To the extent Licensee chooses to insure
any property, Licensee will request its insurance carrier to endorse all applicable policies waiving the carrier's right of recovery
under subrogation or otherwise in favor of the Indemnitees and Licensee shall provide Licensor with a certificate of insurance
verifying this waiver.
8. INSURANCE. Licensee shall, at its sole expense, maintain in effect at all times during the term of this
Agreement, with an insurer licensed to do business in the State of Texas, a commercial general liability insurance policy insuring
against bodily injury and property damage with minimum limits of $1,000,000.00 each occurrence or equivalent and a
comprehensive automobile liability insurance policy covering all owned, non -owned and hired vehicles with a minimum
combined single limit of $1,000,000.00 All of the policies must be on a form acceptable to Licensor, the commercial general
liability and comprehensive automobile liability policies must be endorsed to include the Indemnitees as additional insureds and
state that the insurance is primary over any other insurance carried by the Indemnitees. Evidence of these coverages,
represented by a certificate of insurance issued by the insurance carrier, must be furnished to Licensor upon the execution of
this Agreement. The certificate of insurance must specify the waivers of subrogation and the additional insured status mentioned
above. Notwithstanding the foregoing, Licensee shall be allowed to retain (self -insure) in whole or in part any insurance
obligation under this Agreement.
9. AS -IS. WHERE -IS. The Use Property is made available by Licensor to Licensee pursuant to this Agreement on
an "AS -IS, WHERE -IS" basis, and Licensee expressly acknowledges that, in consideration of the agreements of Licensor herein,
except as otherwise specified herein, LICENSOR MAKES NO WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED,
OR ARISING BY OPERATION OF LAW, INCLUDING, BUT IN NO WAY LIMITED TO, ANY WARRANTY OF CONDITION,
HABITABILITY, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE OF THE USE PROPERTY.
10. REPAIRS: UTILITIES. Licensee will not do or permit to be done any injury or any damage to any of the Property,
but in the event any damage is done, Licensor shall make all necessary repairs and Licensee, upon Licensor's demand, shall
reimburse Licensor for all expenses incurred in making such repairs. Licensee shall at all times keep the Use Property and all
of Licensee's signs and improvements made thereto in accordance with this Agreement in a neat, clean, and respectable
condition and shall continuously (and on no less than once each day) clean all debris from the Use Property. Licensor, its
agents, employees and designees shall have access to and the right to enter upon the Use Property at all times to examine the
conditions thereof, or for any other purpose deemed reasonable by Licensor.
11. LIENS. Licensee shall not permit any laborer's, materialmen's, mechanic's or other similar lien or claim to be filed
against the Property. If any such lien is filed or otherwise imposed, Licensee shall immediately cause such lien to be released
and discharged.
12. TOWING. Licensee agrees and acknowledges that Licensor may cause to be towed without notice to anyone
any vehicle of Licensees or Licensee's employees, guests, customers, invitees, agents or contractors if any of such vehicles
are parked on the Property (including the Use Property) in any manner that fails to comply with the terms of this Agreement.
13. RULES AND REGULATIONS. Licensee agrees to abide by and conform with all rules and regulations from time
to time adopted or prescribed by the Licensor for the government and management of the Property. Any and all matters not
expressly provided for herein shall be left to the sole discretion of Licensor. Licensee shall not conduct any activities on the
Property which could be deemed a nuisance to the Licensor, or its licensees, invitees and guests. Licensee shall not do or
permit to be done anything in or upon any portion of the Property, or bring or keep anything therein or thereupon which will in
any way conflict with the conditions of any insurance policy (or increase the premiums or rates of any insurance policy) held by
Licensor in connection with the Property. Licensee shall exercise good safety practices and shall use safe equipment when
using the Use Property and Licensee shall not use any flammable, combustible or any hazardous materials in, on or around the
Property. Notwithstanding the foregoing, Licensee shall use its best efforts to ensure that all employees and invitees of Licensee
comply with and cooperate fully with all requests of Licensor relating to pedestrian and traffic control.
14. DEFAULT. In the event that Licensee fails to perform or observe any covenant or obligation of this Agreement,
then Licensor may, at its option, in addition to all other rights and remedies available to Licensor at law or in equity, terminate
this Agreement, in which event Licensee shall immediately surrender possession of the Use Property to Licensor. No waiver of
any covenant of this Agreement or a breach of such covenant shall constitute a waiver of any other covenant or the continued
or any other breach of said covenant. The acceptance of rental or other sums of money by Licensor shall not be deemed a
waiver of any breach of this Agreement. No waiver will be effective unless express and in writing.
15. OMITTED.
16. GOVERNING LAW. This Agreement and the obligations of the parties hereunder shall be interpreted, construed,
and enforced in accordance with the laws of the State of Texas. Venue for any action under this Agreement shall be in Tarrant
County, Texas.
17. NOTICE. Any notice or request given under this Agreement must be in writing and must be either hand -delivered;
sent by United States certified mail, postage prepaid, return receipt requested; or sent via nationally recognized overnight
delivery service for next business day delivery. All notices must be addressed to the intended recipient at its respective address
set forth below. Either party may change its address from time to time by delivering the other party written notice of such change
in accordance with this Section. Notice will be deemed given when delivered (if hand -delivered), three days after postmarked
(if sent by United States certified mail), or one business day after deposit into a nationally recognized overnight delivery service
for next business day delivery (if sent by overnight delivery service).
18. MISCELLANEOUS. This Agreement constitutes the entire agreement between Licensor and Licensee. No prior
written or prior or contemporaneous oral promises or representations shall be binding. This Agreement shall not be amended,
changed, or extended except by written instrument signed by both parties hereto. If a court of competent jurisdiction determines
that any provision of this Agreement is invalid or unenforceable, then the invalidity or unenforceability of that provision shall not
affect the validity or enforceability of any other provision of this Agreement, and all other provisions of this Agreement shall
remain in full force and effect. Licensee shall not assign this Agreement in whole or in part, nor sublet the Use Property or any
part thereof without the prior written consent of the Licensor. The provisions of this Agreement shall be binding upon and inure
to the benefit of the heirs, executors, administrators, successors and permitted assigns of the parties. Nothing in this Agreement
shall create a partnership, joint venture, or other agency relationship between Licensor and Licensee, and the parties shall not
hold themselves out to others as partners or co -venturers. This Agreement may be executed in two or more counterparts, each
of which shall be an original, but all of which shall constitute but one instrument.
19. HAZARDOUS MATERIALS. Licensee or anyone acting by, through or under Licensee will not cause or permit
the handling, use, disposal, storage or release of any Hazardous Materials (as hereinafter defined) in, on or around the Property
or the Use Property. To the extent permitted by Texas law and without waiving its sovereign immunity, Licensee will indemnify,
protect, defend and hold harmless the Indemnitees for, from and against all Losses (including, without limitation, all reasonable
fees of consultants and experts, all costs of removing any environmental liens or claims filed against the Property, the Use
Property or the Indemnitees, and all costs of remediation and clean-up costs) which may be imposed upon, asserted against,
or incurred or paid by, the Indemnitees as a result of the introduction of any Hazardous Materials on, in, under, above or about
the Property or the Use Property during the term of this Agreement, any act or omission of Licensee or anyone acting by, through
or under Licensee, or the violation of any Environmental Law (as hereinafter defined) by Licensee or anyone acting by, through
or under Licensee. As used herein, the term "Environmental Laws" shall mean any federal, state or local laws, rules, regulations,
ordinances or codes relating to pollution, the environment, or public health, welfare or safety, and all regulations promulgated
thereunder, all as the same may be amended from time to time. As used herein, the term "Hazardous Materials" shall mean (i)
any chemicals, materials, wastes or substances that are defined, regulated, determined or identified as toxic or hazardous (or
that are otherwise regulated, limited or prohibited) under any Environmental Laws, but excluding hazardous materials typically
found in passenger vehicles, and (ii) any asbestos, underground or above -ground storage tanks, polychlorinated biphenyls,
urea formaldehyde, lead -based paint, petroleum products, natural gas liquids, solid wastes, or other pollutants and contaminants
regulated, limited or prohibited under any Environmental Laws.
EXECUTED to be effective as of July _, 2024 ("Effective Date").
LICENSOR: LICENSEE:
CASH AMERICA MANAGEMENT L.P.,
a Delaware limited partnership
By: CASH AMERICA HOLDING, INC.,
a Delaware corporation,
Its General Partner
21'6k L. We, Ife(
By: Rick L WcsscI (Ju 130. 202413:21 CDT)
Name: Rick L Wessel
Chief Executive Officer
Licensor's Address for Notices:
1600 West 71h Street
Fort Worth, Texas 76102
Attention: Facilities Department
Telephone: (817) 335-1100
Telecopy: (817) 570-1695
Email: jeff.cullum@firstcash.com
City of Fort Worth
By. Dana Burgh doff(AuR,�2024 CDT)
Dana Burghdoff
Assistant City Manager
Licensee's Address for Notices:
100 Fort Worth Trail
Fort Worth, Texas 76102
Attention: Greg Wingate
Telephone: (817) 392-0496
Email: Gregory.Wingate@fortworthtexas.gov
Approved as to form and legality:
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Matthew A. Murray
Assistant City Attorney ao�FORrad
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Jannette S. Goodall ednn nEop544
City Secretary
Contract Compliance Manage for Licensee:
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.
OFFICIAL RECORD
Greg Wingate, Facilities Superintendent CITY SECRETARY
Property Management Department FT. WORTH, Tx
Exhibit "A"
Use Property
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