HomeMy WebLinkAboutContract 63025CSC No. 63025
LEASE AGREEMENT BETWEEN
CITY OF FORT WORTH AND FORT WORTH CITY CREDIT UNION
This Lease Agreement (the "Lease") is entered into by and between the City of Fort Worth,
a Texas home -rule municipal corporation ("Lessor") acting by and through its duly authorized
Assistant City Manager, Valerie Washington, and Fort Worth City Credit Union, a credit union
chartered by the State of Texas ("Lessee") acting by and through its duly authorized President,
Ron Fox.
RECITALS:
WHEREAS Lessor owns certain real property located at 505 West Felix Street, Fort
Worth, Texas 76115 (the "Property"); and
WHEREAS, Lessee is a member -owned, not -for -profit cooperative that offers banking
and financial services to its members; and
WHEREAS, effective February 12th, 2015, Lessor and Lessee entered into a lease
agreement, as City Secretary Contract No. 46491 to allow Lessee to occupy approximately 816
square feet of space located on the first floor of the Property, as described on Exhibit "A" attached
hereto and made a part of this Lease (the "Premises"); and
WHEREAS, City Secretary Contract No. 46491 expired on January 31st, 2025; and
WHEREAS, Lessor and Lessee desire that Lessee continue to occupy the Premises.
NOW THEREFORE, in consideration of the agreements and covenants contained in
this Lease, Lessor and Lessee agree as follows:
1. PREMISES.
a. Lease of Premises. Lessor hereby leases to Lessee, and Lessee hereby leases
from Lessor, the Premises.
b. Use of Premises. The Lessee shall use the Premises only as a satellite banking
operation for their credit union members during the regular business hours of the City of Fort
Worth (8:00 a.m. through 5:00 p.m. on Monday through Friday of each calendar week), except
for any day that the City of Fort Worth is closed due to a designated holiday or other reason where
there are no City of Fort Worth business operations. Lessee may not use any part of the Premises
for any purpose that violates any applicable law, regulation, or ordinance or that causes any
hazard or nuisance on the Premises. Under no circumstances will Lessee use or cause to be used
on the Premises any hazardous or toxic substances or materials, or store or dispose of any such
substances or materials on the Premises.
OFFICIAL RECORD
CITY SECRETARY page 1 of 10
FT. WORTH, TX
c. Parking at the Premises. The Lessee, its agents, employees, customers, guests,
and invitees shall have the right to park passenger vehicles in the parking lot adjacent to the
Premises at no charge during the Term of this Lease.
d. Condition of Premises. Lessee accepts the Premises in its current "AS IS"
condition. Lessor has not made and specifically disclaims any representations, guarantees,
promises, covenants, agreements or warranties of any kind whatsoever, whether express or
implied, oral or written, as to or concerning the nature, quality, or condition of the Premises or
its suitability for the permitted use, merchantability or fitness for a particular purpose.
e. Repairs and Maintenance of Premises.
i. Lessor Repairs. Lessor shall perform, at its sole discretion, all
upkeep, maintenance, and repairs necessary to keep the Premises and the Premises operating
systems in good condition and in compliance with all applicable regulations and codes. Lessor
shall provide janitorial and custodial services to the Premises in the same manner and schedule
as it provides for the Property.
ii. Lessee Repairs. Lessee shall maintain the Premises in a clean,
safe, and sanitary manner. Lessee shall, upon discovery of any condition that requires repair by
Lessor, notify the Lessor of the defect or condition. Lessee shall pay the costs of any repair due
to the negligent acts of Lessee or Lessee's invitees or licensees.
f. Alterations, Additions, or Improvements to Premises. Lessee shall make no
improvements, changes, or enhancements to the Premises without the express, prior written
authorization of Lessor, which may not be unreasonably withheld. Any approved alteration made
by Lessee to the Premises shall become the property of Lessor.
g. Right to Remove Personal Property from Premises. Lessee may, at any time
while it occupies the Premises, or within thirty (30) days thereafter, remove personal property,
furniture, machinery, equipment, or other trade fixtures owned solely by Lessee and used on the
Premises. On or before the expiration of this Lease, Lessee shall vacate the Premises, remove all
Lessee property, and repair any damage to any portion of, or improvements on, the Premises
resulting from the removal of Lessee's personal property. The Premises shall be restored to a
condition reasonably satisfactory to Lessor no later than thirty (30) days after Lessee vacates the
Premises. If Lessee fails to remove its personal property within the thirty (30) days, then said
personal property of Lessee shall become the property of Lessor.
h. Access to the Premises. Lessor agrees to provide Lessee with reasonable prior
notice in the event Lessor desires to access the Premises; however, Lessor reserves the right to
access and use the Premises in any way that does not materially interfere with Lessee's use of the
Premises in accordance with this Lease.
i. Signage at the Premises. Lessee may install signs inside the Premises only.
Lessee is not permitted to install any signage on the exterior of the Property.
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1ANV#X_t1VU"
a. Initial Term. The initial term of this Lease shall commence on the Effective Date
and continue until December 31, 2035 ("Initial Term").
b. Renewal Terms. Upon expiration of the Initial Term, this Lease will automatically
renew for up to two (2) successive five (5) year renewals (each a "Renewal Term"), unless a prior
termination is effected by either Lessor or Lessee under the termination provisions of this Lease
or Lessee is in default of the terms of the Lease. Both the Initial Term and any Renewal Term will
collectively be known as the "Term". The conditions of this Lease shall continue to govern and
control the relationship of the parties during any extensions or holdover.
c. Holdover. Unless terminated earlier pursuant to the terms herein, this Lease will
expire without further notice upon the expiration of the Term. Any holding over by the Lessee
after the expiration of the Term will not constitute a renewal of the Lease or give Lessee any rights
in or to the Premises other than as a Lessee at will. However, the Parties will operate under the
same terms of this Lease on a month -to -month basis.
d. Termination. Lessor and Lessee shall have the right to terminate this Lease at any
time and for any reason by giving ninety (90) days written notice to the other parry prior to the
intended date of termination. Upon Termination of this Lease under the provisions herein, neither
parry shall have any further obligation or liability to the other under this Lease. Lessor and Lessee
shall be bound by the terms, covenants and conditions expressed herein until Lessee vacates the
Premises, regardless of whether the date of vacation coincides with the date of the Lease
termination.
3. FEES.
a. Annual Fee. On or before June 15th of each year of the Initial Term, Lessee shall
pay to Lessor $3,300.00 as reimbursement for a portion of the janitorial expenses related to the
Premises as performed by vendors engaged by Lessor at Lessor's sole discretion ("Annual Fee").
The amount of the Annual Fee will be adjusted at the beginning of each Renewal Term.
If the Annual Fee is not received by Lessor as provided herein, then all amounts due and
payable to Lessor hereunder shall bear interest from the date of first due until paid at a per annum
interest rate of eighteen percent (18%) or the highest non -usurious interest rate permitted by
applicable law.
b. Remit Address. Lessee shall remit the Annual Fee to Lessor at the following
address or such other address as Lessor may designate.
City of Fort Worth
Property Management Department
100 Fort Worth Trail
Fort Worth, Texas 76102
Page 3 of 10
c. Taxes. Lessee shall pay and discharge all taxes, assessments, and other charges of
any kind levied on or assessed against the Premises because of Lessee's use or interests in the
Premises. LESSEE WILL PAY ALL TAXES, CHARGES, AND ASSESSMENTS DIRECTLY
TO THE ENTITY CHARGED WITH THEIR COLLECTION BEFORE THEY BECOME
DELINQUENT, AND LESSEE WILL INDEMNIFY LESSOR AND HOLD IT HARMLESS
FROM ALL SUCH TAXES, CHARGES, AND ASSESSMENTS. Lessee may, in good faith at
its own expense (and in its own name) contest any such taxes, charges, and assessments and must
pay the contested amount, plus any penalties and interest imposed, if and when finally determined
to be due. Lessee's failure to discharge any such tax, charge or assessment when finally due within
ten (10) days after the date Lessor's written notice is received by Lessee shall constitute an event
of default under Section 8. However, Lessee's obligation to Lessor to liquidate and discharge any
such lien shall survive the termination of this Lease and until such a time as the lien is discharged.
d. Utilities at the Premises.
i. Lessor Provided Utilities. Lessor will provide utility services for the Premises
during regular business hours at no cost to Lessee. Utility services provided by lessor include
electricity, heating, cooling, water, wastewater, trash and recycling pickup.
ii. Lessee Provided Utilities. Utility services provided by the Lessor do not
include telephone, internet, or wireless services. Lessee shall provide, at its sole cost and expense,
all telephony and internet connectivity services for its use at the Premises. Lessee agrees that
consuming abnormally high utility or other services on the Premises shall not be permitted.
4. INSURANCE. Lessee shall procure and maintain at all times while this Lease is in
effect, and at Lessee's sole expense, a policy or policies of insurance as specified in this
Section 4:
a. Commercial General Liability Insurance. Lessee shall maintain liability
insurance covering bodily injury and property damage on a "claims made" basis with limits of
no less than One Million Dollars ($1,000,000.00) per occurrence and Two Million Dollars
($2,000,000.00) in the aggregate;
b. All Risks Property Insurance. With respect to Lessee's interest in the Premises
and all personal property of Lessee located on or within the Premises, Lessee shall maintain
coverages in such amounts and against such risks as are customarily insured against, including,
without limitation, business interruption coverage with respect to Lessee's operations at the
Premises; and
c. Workers Compensation and Employer's Liability Insurance. Lessee represents
that Workers Compensation and Employer's Liability insurance coverages are maintained by
Lessee for all personnel working at the Premises with a limit of One Million Dollars
($1,000,000.00) for each accident for bodily injury by accident or One Million Dollars
($1,000,000.00) for each employee for bodily injury by disease.
Page 4 of 10
d. Lessee Insurance Policy Conditions. Each insurance policy required by this
Section 4 shall: (i) be issued by an insurer (or insurers) possessing an A-VII A.M. Best Rating
or better and of recognized standing and authorized to issue such policy of insurance in the State
of Texas; (ii) provide for a waiver of subrogation by each such insurer with respect to any claims
against Lessor solely to the extent of the amount of any payment of a loss by such insurer
pursuant to the applicable insurance coverages; and (iii) be endorsed to prohibit cancellation or
substantial reduction of coverage by the insurer without at least thirty (30) days' prior written
notice to Lessor.
The liability policies and coverages set forth in this Section 4 shall each contain an
endorsement naming Lessor as an additional insured as its interests may appear. Prior to the
Effective Date, and on a yearly basis thereafter, Lessee will provide to Lessor a certificate of
insurance evidencing the coverages and terms required by this Section 4.
Upon any modification to or renewal following termination or expiration of any insurance
coverages required hereunder, Lessee will provide to Lessor a certificate of the insurer or an
authorized broker evidencing the insurance coverages and terms required by this Section 4.
5. CASUALTY. As used herein, the term "casualty" shall mean: (i) a fire, explosion,
flood, tornado or other casualty of like character; or (ii) a structural defect in any part of the
Premises; or (iii) any other act, condition or event not due to the negligence or breach of this
Lease by Lessee and resulting in needed repairs, replacement, or other expenditure to the
Premises that would require more than sixty (60) days for completion.
If the Premises are the subject of a casualty, Lessee shall give immediate notice to the Lessor
and to Lessee's casualty insurance provider. Lessee shall follow all required procedures to file
a claim for the damage caused by the casualty event and shall assign any and all proceeds for
damage to or replacement costs for the Premises to Lessor that were received by Lessee as a
result of the casualty event. Lessee will have the option, exercisable by written notice given to
Lessor within ninety (90) days after the occurrence of such casualty, to terminate this Lease
upon the date specified in said notice, said date not to exceed one (1) year from the date of the
casualty. In such event, the Lease shall expire as of such date in the same manner as if the date
specified in said notice were the date herein originally specified for the expiration of the Term
and Lessee shall have no obligation to make any expenditure in connection with such casualty
or the results thereof, unless Lessee's continued occupancy requires such expenditure.
If Lessee does not give notice as specified in this Section 5, or waives its right to terminate,
Lessor at its sole discretion may proceed to repair, restore, and rebuild the Premises to its former
condition within one hundred eighty (180) days from the date of such damage; provided,
however, that Lessor will be under no obligation to expend any amount on rebuilding or
repairing the Premises in excess of the amount of insurance proceeds actually received by
Lessor.
If Lessor chooses not to rebuild or restore the Premises, the Lease will terminate. Such
choice shall be made by written notice to Lessee within ninety (90) days after the occurrence
of such casualty. In the event Lessor chooses not to rebuild or restore the Premises, any
Page 5 of 10
insurance proceeds received by Lessor for the purpose of rebuilding or restoring the Premises
shall be paid to Lessee, subject to any necessary City Council approvals.
6. INDEMNITY. LESSEE SHALL AND DOES AGREE TO INDEMNIFY,
PROTECT, DEFEND AND HOLD HARMLESS LESSOR, LESSOR'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 INVESTIGATION), OF ANY NATURE, KIND OR
DESCRIPTION TO THE EXTENT ARISING BY REASON OF INJURY TO OR DEATH
OF ANY PERSON OR DAMAGE TO OR LOSS OF PROPERTY: (1) RELATING TO THE
USE OR OCCUPANCY OF THE PREMISES BY LESSEE, ITS EMPLOYEES, AGENTS,
INVITEES AND CONTRACTORS; 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 LESSEE OR ANY
LESSEE, EMPLOYEE, DIRECTOR, OFFICER, SERVANT, OR CONTRACTOR OF
LESSEE; OR (3) BY ANY BREACH, VIOLATION OR NONPERFORMANCE OF ANY
COVENANT OF LESSEE UNDER THIS LEASE (COLLECTIVELY, "LIABILITIES"),
EXCEPT TO THE EXTENT ARISING OUT OF OR RESULTING FROM THE GROSS
NEGLIGENCE OR WILLFUL MISCONDUCT OF ANY INDEMNITEE. IF ANY ACTION
OR PROCEEDING SHALL BE BROUGHT BY OR AGAINST ANY INDEMNITEE IN
CONNECTION WITH ANY SUCH LIABILITY OR CLAIM, LESSEE, ON WRITTEN
NOTICE FROM LESSOR, SHALL DEFEND SUCH ACTION OR PROCEEDING, AT
LESSEE'S EXPENSE, BY OR THROUGH ATTORNEYS REASONABLY
SATISFACTORY TO LESSOR. THE PROVISIONS OF THIS PARAGRAPH SHALL
APPLY TO ALL ACTIVITIES OF LESSEE WITH RESPECT TO THE USE AND
OCCUPANCY OF THE PREMISES, WHETHER OCCURRING BEFORE OR AFTER THE
EFFECTIVE DATE AND BEFORE OR AFTER THE TERMINATION OF THIS LEASE.
THIS INDEMNIFICATION SHALL NOT BE LIMITED TO DAMAGES, COMPENSATION
OR BENEFITS PAYABLE UNDER INSURANCE POLICIES, WORKERS'
COMPENSATION ACTS, DISABILITY BENEFIT ACTS OR OTHER EMPLOYEES'
BENEFIT ACTS.
IT IS AGREED WITH RESPECT TO ANY LEGAL LIMITATIONS NOW OR HEREAFTER
IN EFFECT AND AFFECTING THE VALIDITY OR ENFORCEABILITY OF THE
INDEMNIFICATION OBLIGATION UNDER THIS PARAGRAPH 9, 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.
7. Waiver of Liability. ALL PERSONAL PROPERTY OF LESSEE, INCLUDING
VEHICLES, WHETHER PURSUANT TO THIS LEASE OR OTHERWISE, SHALL BE AT
THE RISK OF LESSEE ONLY, AND NO INDEMNITEES SHALL BE LIABLE FOR ANY
Page 6 of 10
LOSS OR THEFT OF OR DAMAGE TO PROPERTY OF LESSEE, ITS EMPLOYEES,
AGENTS, PATRONS, INVITEES, OR TO OTHERS, REGARDLESS OF WHETHER SUCH
PROPERTY IS ENTRUSTED TO EMPLOYEES OF LESSOR 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 GROSS
NEGLIGENCE OR WILLFUL MISCONDUCT OF ANY INDEMNITEE.
8. DEFAULT.
a. Lessee's Default. If Lessee shall fail to perform or observe any of its obligations
hereunder then Lessor may terminate this Lease by giving Lessee ten (10) days prior written
notice thereof. If Lessee fails to cure such default within ten (10) days of receipt of Lessor's
default notice then this Lease and all interest of Lessee hereunder shall automatically terminate,
but if Lessee does so cure such default within said ten (10) days, Lessor's termination notice
will be deemed withdrawn. Such rights of Lessor in the case of a default by Lessee hereunder
are not exclusive but are cumulative of all other rights Lessor may have hereunder at law or in
equity; and any one or more of such rights may be exercised separately or concurrently to the
extent provided by law.
b. Lessor's Default. Should Lessor commit a default under this Lease, Lessee may
terminate this Lease by giving Lessor ten (10) days prior written notice thereof. If Lessor fails
to cure such default within ten (10) days of receipt of Lessee's default notice, then Lessee may
terminate this Lease.
9. NOTICE.
If to Lessor:
City of Fort Worth
Property Management Department
100 Fort Worth Trail
Fort Worth, Texas 76102
With copy to:
City of Fort Worth
City Attorney's Office
100 Fort Worth Trail
Fort Worth, Texas 76102
If to Lessee
Fort Worth City Credit Union
Attn: Ron Fox, President
2309 Montgomery Street
Fort Worth, Texas 76107
10. Entire Agreement. This Lease constitutes the entire agreement between Lessor
and Lessee relating to the use of the Premises and no prior written or oral covenants or
representations relating thereto not set forth herein shall be binding on either party hereto.
Page 7 of 10
11. Severability. If any clause or provision of this Lease is or becomes illegal, invalid
or unenforceable because of present or future laws or any rule or regulation of any governmental
body or entity, effective during the Term, the intention of the parties hereto is that the remaining
parts of this Lease shall not be affected thereby unless such invalidity is, in the sole
determination of the Lessor, essential to the rights of both parties, in which event Lessor has
the right, but not the obligation, to terminate the Lease upon written notice to Lessee.
12. Amendment. This Lease may not be amended, modified, extended, or
supplemented except by written instrument executed by both Lessor and Lessee.
13. Counterparts. This Lease may be executed in several counterparts, each of which
shall be deemed an original, but all of which shall constitute but one and the same document.
[SIGNATURES ON FOLLOWING PAGE]
Page 8 of 10
14th March
The parties hereto have caused this Lease to be executed this day of 2025
("Effective Date").
LESSOR: LESSEE:
CITY OF FORT WORTH FORT WORTH CITY CREDIT UNION
j"—r Valerie (Mar2 202512:52 CDT)
Valerie Washington
Assistant City Manager
&VO!? 7O
Ron Fox
President
Date: March 14, 2025
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.
Mark (Mar 24, 202510:13 CDT)
24, 202510:13 CDT)
Mark Brown
Lease Manager
APPROVED AS TO FORM AND LEGALITY:
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Candace Pagliara (Mar24, 2511:44 CDT)
Candace Pagliara
Assistant City Attorney
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Jannette S. Goodall
City Secretary
Form 1295: 2025-1268730
M&C: 25-0231
Approved by:
Marilyn Marvin
Property Management Director
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
Page 9 of 10
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CITY COUNCIL AGENDA
Create New From This M&C
DATE: 3/11/2025 REFERENCE NO.: **M&C 25-0231 LOG NAME:
CODE: C TYPE:
CONSENT PUBLIC
HEARING:
Official site of the City of Fort Worth, Texas
FoR_ T�H
21 FWCCU
LEASE
NO
SUBJECT: (CD 9) Authorize Execution of a Lease Agreement with Fort Worth City Credit Union for
Approximately 816 Square Feet of Office Space at the Bob Bolen Public Safety Complex
Located at 505 West Felix Street, Fort Worth, Texas 76115 for Use as a Satellite Banking
Operation
RECOMMENDATION:
It is recommended that the City Council authorize the execution of a lease agreement with the Fort
Worth City Credit Union for approximately 816 square feet of office space at the Bob Bolen Public
Safety Complex located at 505 West Felix Street, Fort Worth, Texas 76115 for use as a satellite
banking operation.
DISCUSSION:
The City of Fort Worth (City) and the Fort Worth City Credit Union (FWCCU) entered into a lease
agreement effective February 12, 2015 (City Secretary Contract No. 46491) to allow FWCCU to
occupy approximately 816 square feet of office space at the Bob Bolen Public Safety Complex,
located at 505 West Felix Street, Fort Worth Texas 76115 (the Space), to operate a satellite banking
operation.
City Secretary Contract No. 46491 expired on January 31, 2025. The Property Management
Department and FWCCU have agreed to enter into a new lease for the Space under the following
terms:
Initial lease term to expire December 31, 2035. with 2 renewal terms of 5 years each;
Annual reimbursement of janitorial costs and utilities for the Space in the amount of $3,300.00,
with the annual reimbursement amount adjusting at the beginning of each exercised renewal;
Shared parking in the adjacent parking lot;
City performing all upkeep and maintenance at its sole discretion and on the same schedule as
provided to all other areas of the Public Safety Complex;
FWCCU paying all taxes, assessments, and other charges assessed against the Space due to
FWCCU's occupancy; and
City providing utility services, except for phone and internet services, during regular business
hours (8:00 a.m. to 5:00 p.m. Monday through Friday).
This property is located in COUNCIL DISTRICT 9.
FISCAL INFORMATION/CERTIFICATION:
The Director of Finance certifies that upon approval of the above recommendation and execution of
the lease agreement, funds will be deposited into the General Fund. The Property Management
Department (and Financial Management Services) is responsible for the collection and deposit
of funds due to the City.
TO
Fund Department Account Project ' Program Activity Budget Reference # Amount
ID ID Year (Chartfield 2)
FROM
Fund Department Account Project
ID ID
Submitted for City Manaqer's Office by_
Originating Department Head:
Additional Information Contact:
ATTACHMENTS
FWCCU Form 1295.pdf (CFW Internal)
FWCCU LEASE FID TABLE.xlsx (CFW Internal)
FWCCU LEASE 505 FELIX ST.pdf (CFW Internal)
Program Activity I Budget Reference # Amount
Year (Chartfield 2)
Dana Burghdoff (8018)
Marilyn Marvin (7708)
Mark Brown (5197)
Marilyn Schoening (7581)