HomeMy WebLinkAboutContract 63394CSC No. 63394
AGREEMENT BETWEEN THE CITY OF FORT WORTH
AND ACCELERATE DFW FOUNDATION, INC.
FORMALLY KNOWN AS THE BAC EDUCATION FOUNDATION, INC.
FOR LEASE OF GUINN ELEMENTARY SCHOOL BUILDING
AND OPERATION OF BUSINESS INCUBATOR
This agreement (hereinafter referred to as "Agreement') is entered into by and between
the City of Fort Worth, acting by and through Jesica McEachern, its duly authorized Assistant City
Manager, hereinafter called "City" and Accelerate DFW Foundation, Inc., formally known as the
Fort Worth Business Assistance Center Education Foundation, Inc., a Texas non-profit
corporation, acting by and through Brian Harris, its duly authorized Executive Director, hereinafter
called the "Foundation."
WHEREAS, the City is the owner of the former Guinn Elementary School Building,
located at the Guinn School Complex at 600 East Rosedale, Fort Worth, Texas 76104;
WHEREAS, the City desires to lease to Foundation, and Foundation desires to lease from
City, the Guinn Elementary School Building for the purpose of operating a business accelerator;
WHEREAS, business accelerators are used as a successful mechanism to start, assist and
scale businesses and increase the probability that businesses will succeed, which, in turn, creates
jobs and contributes to economic growth;
WHEREAS, Foundation is a non-profit supporter of the Fort Worth Business Assistance
Center (the `BAC"), which is operated by the City and is located in the former Guinn Middle
School Building;
WHEREAS, the Foundation supports the mission of the BAC, is a non-profit corporation
that can seek and obtain corporate sponsorships, and represents a public -private partnership with
the City as reflected by its Board of Directors, which consists of major corporate representatives
and small business owners who possess a broad range of business expertise and experience;
WHEREAS, because the Foundation already supports the mission of the BAC, provides
business expertise and experience, has extensive history with supporting the mission of the BAC
and is able to seek private sector sponsorships and other funding sources, it is uniquely positioned
to manage and operate the business accelerator.
NOW, THEREFORE, in consideration of the mutual covenants and obligations and
responsibilities contained herein, including all Exhibits, and subject to the terms and conditions
hereinafter stated, the parties understand and agree as follows:
1. PREMISES AND TERM
Section 1.1 Premises. In consideration of a $1.00 annual lease fee and under the terms
included herein and the commitments made herein by Foundation and City, City leases to
Lease and Operating Agreement with Accelerate DFW Foundation, Inc. OFFICIAL RECORD
Page 1 of 13 CITY SECRETARY
FT. WORTH, TX
Foundation and Foundation takes from City the following property, collectively referred to in this
Lease as the "Premises:"
(a) the building known as the Guinn Elementary School Building, located at 600 East
Rosedale, Fort Worth, Texas, 76104 and more specifically depicted in the attached and
incorporated Exhibit "A;" and
(b) all the equipment, fixtures, furnishings, design, decor, decorations, installations,
appurtenances, and personal property that has been placed, installed, and erected in said building
by City or Foundation.
Section 1.2 Term. The term of this Agreement will be effective April 1, 2025 and will
end March 31, 2026, unless otherwise renewed or terminated pursuant to the terns hereof.
This Agreement may be renewed, upon sixty (60) days' notice from Foundation to City,
for successive terms of one year each up to a maximum of two successive one-year terms, subject
to the termination provisions of this Agreement. Four months prior to any renewal of this
Agreement, the Foundation shall provide to the City a report outlining the use of and services
provided by the Foundation under the terns of this Agreement. The terms of this Agreement shall
continue to govern and control the relationship of the parties during the renewal periods.
2. CONDITION OF PREMISES
Section 2.1 As -Is. Foundation agrees that they are taking the Premises in its current
"As Is" condition with no representations or warranties of any nature whatsoever by City.
Section 2.2 Surrender. Upon the expiration or termination of the Agreement,
Foundation shall surrender the Premises to City in the good and clean condition as received,
normal wear and tear excepted.
3. USE OF PREMISES
Section 3.1 Use of Premises. Foundation acknowledges that the use of the Premises is
as a Business Accelerator (hereinafter defined). Pursuant to this Agreement, Foundation is the
operator of the Business Accelerator, and therefore Foundation understands and agrees that the
failure to meet the requirements of the operation of the Business Accelerator is an event of default
and may result in termination if not cured as provided in Section 10. Foundation shall provide
any reports requested by City regarding the activities of Foundation relating to the Business
Accelerator.
Section 3.2 Non -Discrimination. In its use of the Premises and the operation of the
Business Accelerator, Foundation will not discriminate against any person because of race,
religion, color, sex, national origin, age, disability, familial status, gender expression, gender
identity, or transgender, and will operate the Premises and the Business Accelerator thereon in full
compliance with all applicable local, state, and federal laws and regulations.
Lease and Operating Agreement with Accelerate DFW Foundation, Inc.
Page 2 of 13
Section 3.3 General Use. Foundation will provide management services, and may enter
into rental agreements with businesses, entities, other organizations and individuals for use of the
Premises; provided, however, that any such agreements will be in accordance with and subject to
the terms and conditions of the Agreement. The Foundation shall furnish sufficient personnel to
conduct all its operations.
Section 3.4 Signs. Foundation may place on and in the Premises such signs as
Foundation deems necessary and proper in the conduct of Foundation's business; provided that all
signage shall conform to the sign code of the City of Fort Worth.
Section 3.5 No Hazardous or Toxic Substances. Under no circumstances during the
term of this Agreement will Foundation 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.
4. MAINTENANCE; IMPROVEMENTS
Section 4.1 Maintenance.
(a) Except where otherwise expressly provided herein, City agrees that it will, at its sole
expense, perform as determined in City's discretion all upkeep, maintenance, and repair necessary
to keep the Premises, and its operating systems, in good condition and in compliance with all
applicable codes and regulations.
(b) City will do all work and make all repairs necessary or advisable as determined in
City's discretion to keep the Premises from deteriorating in value or condition and to restore and
maintain the Premises in a good condition, normal wear and tear excepted.
(c) City will provide general grass mowing services on the premises, on a schedule it
deems appropriate to the season, in the manner such mowing is performed at other of City's
facilities. Foundation may perform additional landscaping and grounds keeping activities it deems
necessary. In addition, City shall maintain air filters.
Section 4.2 Liens. Foundation shall have no power to create any liens against the
Premises and shall indemnify City against any and all liens imposed or attempted to be imposed
against the Premises as a result of Foundation's actions. If any lien is created or filed against the
Premises, Foundation, at Foundation's sole cost and expense, shall have the lien discharged within
10 days after the filing thereof, and Foundation's failure to discharge the lien shall constitute a
breach of the Agreement.
Section 4.3 Ordinances, Inspection. Foundation covenants and agrees that neither it,
nor its officers, agents, employees, licensees, invitees or patrons shall make or suffer any unlawful,
improper or offensive use of the Premises or any part thereof. Foundation further agrees to
maintain and police the area in order to keep the Premises in a clean safe and sanitary condition at
Lease and Operating Agreement with Accelerate DFW Foundation, Inc.
Page 3 of 13
all times and shall comply with all ordinances of the City of Fort Worth. The City's agents, servants
or employees shall be permitted by Foundation to make inspection of the Premises to ascertain
compliance with the terms and provisions of this Agreement.
Section 4.4 Improvements to Premises. City must review and approve any proposed
improvements, changes, or enhancements to the Premises ("Improvements"). All Improvements
must adhere to all applicable federal, state and local ordinances, including that any contract for the
construction, alteration, or repair of Improvements must require the contractor to execute
performance and payment bonds in accordance with Government Code section 2252.90. The
Foundation must provide notice to the City at least ninety (90) days before commencing any such
Improvements. Further, City may assign a representative to oversee the construction or installation
of the Improvements. Such representative shall have final authority over any proposed work
relative to its conformance with City requirements. Any Improvements shall be at Foundation's
sole cost and expense, unless City, in advance, agrees in writing otherwise.
5. ASSIGNMENT; SUBLETTING
Section 5.1 Assignment of Agreement. Any assignment without the City's consent
shall be void.
Section 5.2. Subletting. Foundation may sublet portions of the Premises without City's
consent provided such uses are consistent with this Agreement and Foundation submits a copy of
the sublease to City within thirty (30) days of execution. Foundation will retain all rents for use
towards operation of the incubator. The amount of rents collected shall be included in periodic
reports to the City.
Section 5.3. Sublessees. Foundation shall be responsible for developing procedures for
ensuring that potential sublessees conform to criteria and standards that are consistent with the
intent and use of a general business incubator. Additionally, the Foundation shall ensure that its
potential tenants are not viable candidates for Tech Fort Worth, the technology -focused incubator
and that it does not compete with Tech Fort Worth. Foundation agrees that Foundation's general
business accelerator is intended to complement the Tech Fort Worth Incubator and not compete
with it. Further, all tenants shall present an image and behavior that is consistent with City
standards and applicable laws. The City, in the event that a sublessee is deemed unacceptable
(which is at the sole discretion of the City), may require the Foundation to not execute an initial
lease or to terminate, with acceptable notice, an existing sublease.
6. BASIC UTILITY SERVICES
City warrants that the Premises are served by electricity, water, gas, and sanitary sewer
utilities. All charges for utility services provided to the Premises shall be paid for by City.
Lease and Operating Agreement with Accelerate DFW Foundation, Inc.
Page 4 of 13
7. BUSINESS INCUBATOR
Section 7.1 Operations.
Section 7.1.1 Business Accelerator on Premises. Foundation shall be responsible for
developing and implementing the operation of a business accelerator at the Premises for the
purpose of providing programs that give developing companies access to mentorship, investors,
and other support that help them become stable, self-sufficient businesses (the "Business
Accelerator"). Foundation shall have the ability, in full compliance with all applicable local,
state, and federal laws and regulations, to determine the businesses assisted by Foundation.
Section 7.1.2 Personnel. Foundation shall be responsible for hiring appropriate
personnel required to effectively manage and operate the Business Accelerator. All personnel who
work on -site at the Premises shall be contracted service providers or employees of Foundation,
and the salary, wages, benefits shall be the sole responsibility of Foundation. Foundation shall
cooperate with City to address any reasonable objections of City to Foundation's personnel.
Section 7.1.3 Meeting. Foundation shall meet periodically or as needed with the City, at
City's sole discretion, to discuss the Business Accelerator and any other relevant matters.
Section 7.1.4 Liaison. City shall designate a primary liaison to the Foundation to serve
as its primary point of contact and for communication and discussion of relevant matters. This
designation shall be made in writing to Foundation, and may be changed by City from time to
time, at City's sole discretion.
Section 7.1.5 Reports. Foundation shall provide quarterly general reports and an annual
report to the City, in the format and containing all information specified by the City. Such reports
shall include, but not be limited to, the number of companies in the incubator, terms and duration
of subleases, basic client company information, entrance and exit criteria, training and support
services provided or referred, number of companies graduated, jobs created, jobs retained,
financial information regarding operations, and other reasonable information determined in City's
sole discretion.
Section 7.2 Audit. City and Foundation agree that, until the expiration of three (3)
years after the termination of this Agreement, City shall have access to and the right to
examine any directly pertinent books, documents, papers, subleases, agreements and records of
the Foundation involving transactions relating to this Contract. City reserves the right to
perform an audit of Foundation's operations and finances pertaining to this Agreement at any
time during the term of this Contract. Foundation agrees to allow access to all pertinent
materials. If such audit reveals a questioned practice or expenditure, such questions must be
resolved within fifteen (15) business days after notice to Foundation of such questioned
practice or expenditure. If questions are not resolved within this period, City reserves the right
to withhold further funding under this and/or future contract(s) with Foundation.
Lease and Operating Agreement with Accelerate DFW Foundation, Inc.
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8. INDEMNITY AND INSURANCE; INDEPENDENT CONTRACTOR
Section 8.1 Indemnification. FOUNDATION COVENANTS AND AGREES TO
INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY, ITS OFFICERS,
AGENTS, SERVANTS AND EMPLOYEES FROM AND AGAINST ANY AND ALL
CLAIMS OR SUITS FOR PROPERTY DAMAGE OR LOSS AND/OR PERSONAL
INJURY, INCLUDING DEATH, OF WHATSOEVER HIND OR CHARACTER;
ARISING OUT OF OR ALLEGED TO ARISE OUT OF OR IN CONNECTION
WITH, DIRECTLY OR INDIRECTLY, THE LEASING, OCCUPANCY, USE,
CONDITION AND/OR MAINTENANCE OF THE PREMISES AND ANY AND
ALL ACTIVITIES CONDUCTED THEREON, OR IN CONNECTION WITH THE
ACTS OR OMISSIONS OF FOUNDATION, ITS OFFICERS, AGENTS,
EMPLOYEES, CONTRACTORS, SUBCONTRACTORS, SUBLESSEES,
PATRONS, GUESTS, LICENSEES, INVITEES OR TRESPASSERS OR IN
CONNECTION WITH THE SALE AND/OR CONSUMPTION OF ANY FOOD,
BEVERAGE, OR OTHER ITEM HEREUNDER; AND SHALL INDEMNIFY AND
HOLD HARMLESS CITY FROM AND AGAINST ANY AND ALL INJURY OR
DAMAGE TO SAID PREMISES OR ANY OTHER PROPERTY OF CITY,
ARISING OUT OF OR IN CONNECTION WITH, DIRECTLY OR INDIRECTLY,
THE LEASING, OCCUPANCY, USE, CONDITION AND/OR MAINTENANCE OF
THE PREMISES.
Section 8.2. Liability Insurance. Foundation shall at all times during the tern hereof,
maintain a Commercial General Liability Policy of insurance with limits not less than $1,000,000
per occurrence, combined single limit for bodily injury or death and property damage, $2,000,000
aggregate. Said policy shall include the City as an additional insured, as its interests may appear
(ATIMA). Foundation shall furnish to City a certificate of insurance verifying such coverage with
a confirmation that such policy shall not be subject to cancellation except upon thirty (30) days'
prior written notice to City. City may, at its option, also require Foundation to submit a copy of
the policy or policies in effect as well as proof of payment of premiums. Insurance must be carried
with firms licensed to do business in the State of Texas, and that have financial capability
acceptable to City.
Section 8.3. Insurance for Contents of Buildings. Foundation shall be responsible for
maintaining any policy of insurance that will insure against loss of property owned by Foundation
that is located on the Premises. Said insurance shall waive any right of subrogation in favor of
City.
Section 8.4. Fire and Extended Coverage: Boiler and Machinery Coverage. City shall
maintain a policy of fire and extended coverage insurance to cover the structures and mechanical
systems included in the Premises and those structures immediately adjacent thereto. Such
insurance policies shall be for full replacement value. Said insurance shall waive any right of
subrogation in favor of Foundation.
Lease and Operating Agreement with Accelerate DFW Foundation, Inc.
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Section 8.5. Hazardous Use. Foundation will not permit the Premises to be used for any
purpose which would render the insurance thereon void or the insurance risk more hazardous and
will use its best efforts to use the Premises and to store its property in such a manner as to minimize
risk of loss by casualty, it being acknowledged that the use of the Premises in the proper and
ordinary conduct of Foundation's business for the purposes set forth herein shall not be considered
in violation of this Section.
Section 8.6 Independent Contractor. It is expressly understood and agreed that
Foundation shall perform its obligations and responsibilities hereunder as an independent
contractor and not as an officer, agent, representative or employee of the City; that Foundation
shall have exclusive control of and the exclusive right to control the details of its obligations and
responsibilities and all persons performing same; that Foundation shall be solely responsible for
the acts or omissions of its officers, agents, employees or other persons under its supervision,
management and control; that the doctrine of respondeat superior shall not apply as between City
and Foundation and that nothing herein shall be construed as creating a partnership or joint
enterprise between City and Foundation.
9. CASUALTY EVENT
Section 9.1. Substantial Casualtv.
(a) As used herein, the term "Substantial Casualty" shall mean (1) a fire, explosion,
flood, tornado or other casualty of like character, or (2) a structural defect in any part of the
Premises, or (3) any other act, condition or event, in any case not due to the negligence or breach
of this Agreement by Foundation and resulting in needed repairs, replacement or other expenditure
to the Premises that would require more than sixty (60) days for completion.
(b) If the Premises are the subject of a substantial casualty, Foundation shall give
immediate notice to the City and to Foundation's casualty insurance provider. Foundation shall
follow all required procedures to file a claim(s) for the damage caused by the casualty event, and
shall assign any and all proceeds for damage to or replacement costs for the building on the
Premises to City received as a result of the casualty event. Foundation will have the option,
exercisable by written notice given to City within ninety (90) days after the occurrence of such
substantial casualty, to terminate this Agreement upon the date specified in said notice, said date
not to exceed one (1) year from the date of the substantial casualty. In such event, the Agreement
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 Agreement term and Foundation shall have no
obligation to make any expenditure in connection with such substantial casualty or the results
thereof, unless Foundation's continued occupancy requires such expenditure.
(c) If Foundation does not give notice as specified in Subsection (b) or waives its right to
terminate, City 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,
Lease and Operating Agreement with Accelerate DFW Foundation, Inc.
Page 7 of 13
however, that City 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 City.
(d) If City chooses not to rebuild or restore the Premises, the Agreement will terminate. Such
choice shall be made by written notice to Foundation within ninety (90) days after the occurrence
of such substantial casualty.
Section 9.2. Minor Casualtv. The term "Minor Casualty" shall be defined in like manner
as "substantial casualty" in Section 9.1 except that the length of time for repairs, replacements or
other expenditures (the "needed repairs") to the Premises is less than sixty (60) days. If the
Premises are the subject of a minor casualty, Foundation shall give immediate notice to the City
and to Foundation's casualty insurance provider. Foundation shall follow all required procedures
to file a claim(s) for the damage caused by the casualty event, and shall assign any and all proceeds
for damage to or replacement costs for the building on the Premises to City received as a result of
the casualty event. If there are insurance proceeds available to the City in amounts sufficient to
cover the needed repairs, City will proceed with reasonable diligence to repair such damage. In the
event that insurance proceeds are not available or not sufficient to cover the needed repairs, City
shall have no obligation to make such repairs until either (1) it receives sufficient funds from
Foundation to cover the uninsured needed repairs or (2) Foundation agrees to make the needed
repairs at its own expense. In any case, if such repairs are not completed within ninety (90) days
after the casualty, Foundation or City may terminate this Agreement.
10. DEFAULT AND TERMINATION.
10.1 Failure to Submit Reports. If Foundation fails to maintain all records and
documentation as required herein, or fails to submit any report or documentation required by this
Agreement, or if the submitted report or documentation is not in compliance with this Agreement
as determined by City, City will notify Foundation in writing and Foundation will have 15 calendar
days to cure the issue of non-compliance. If Foundation fails to cure within such time, City shall
have the right to terminate this Agreement effective immediately upon written notice of such intent
with no penalty or liability to City, and Foundation shall vacate the Premises immediately.
10.2 In General. Unless specifically provided otherwise in this Agreement, Foundation
shall be in default under this Agreement if Foundation breaches any term or condition of this
Agreement. In the event that such a breach remains uncured after thirty (30) calendar days
following written notice by City (or such other notice period as may be specified herein), or if
Foundation has diligently and continuously attempted to cure following receipt of such written
notice but reasonably required more than 30 calendar days to cure, as determined by both parties
mutually and in good faith, City shall have the right to elect, in City's sole discretion, (i) to
terminate this Agreement effective immediately upon written notice of such intent to Foundation
or (ii) to pursue any other legal remedies available to City.
10.3 Rights of Citv Not Affected. Termination shall not affect or terminate any of the
existing rights of City against Foundation, or which may thereafter accrue because of such default,
Lease and Operating Agreement with Accelerate DFW Foundation, Inc.
Page 8 of 13
a
and this provision shall be in addition to any and all other rights and remedies available to City
under the law. Such termination does not terminate any applicable provisions of this Agreement
that have been expressly noted as surviving the term or termination of this Agreement.
10.4 Waiver of Breach Not Waiver of Subsequent Breach. The waiver of a breach of
any term, covenant, or condition of this Agreement shall not operate as a waiver of any subsequent
breach of the same or any other term, covenant or condition hereof.
10.5 Termination for Cause. City may terminate this Agreement in the event of
Foundation's default, inability, or failure to perform subject to notice, grace and cure periods.
10.6 Termination for Convenience. In addition to any other provisions of this
Agreement governing rights of termination, City or Foundation shall have the right at any time
during the term of this Agreement, for any reason, to terminate this Agreement on no less than
three (3) months' notice, by written notice to the other party.
10.7 Dissolution of Foundation Terminates Agreement. In the event Foundation is
dissolved or ceases to exist, this Agreement shall terminate.
10.8 Vacation of Premises Upon Termination. In the event of termination of this
Agreement, Foundation shall vacate the Premises immediately.
11. NOTICES
Any notice, demand, request, or other communication hereunder given or made by either
party to the other shall be in writing and shall be deemed to be duly given if hand -delivered or if
mailed by registered or certified mail in a postpaid envelope addressed as follows:
(a) If to Foundation: Accelerate DFW Foundation, Inc.
Attn: Brian Harris, Executive Director
1150 South Fwy
Suite No. 600
Fort Worth, Texas 76104
(b) If to City: City Manager
City of Fort Worth
100 Fort Worth Trail
Fort Worth, Texas 76102
With a copy to: City Attorney's Office
Attn: Matthew A. Murray
City of Fort Worth
100 Fort Worth Trail
Fort Worth, Texas 76102
Lease and Operating Agreement with Accelerate DFW Foundation, Inc.
Page 9 of 13
or at such other addresses or persons as Foundation or City, respectively, may designate in
writing by notice pursuant to this Section 11.
12. QUIET ENJOYMENT
Section 12.1. Quiet Eniovment. City covenants that if and so long as Foundation
performs the terms, covenants, and conditions required on Foundation's part by this Agreement,
Foundation shall peaceably and quietly have, hold and enjoy the Premises for the term of this
Agreement, subject to the provisions of this Agreement.
Section 12.2. Title Warrantv. City warrants and represents that City has good and
marketable title to the real property of which the Premises form a part, free and clear of all liens
and encumbrances.
13. MISCELLANEOUS PROVISIONS
Section 13.1. Written Modification. This Agreement cannot be changed or terminated
orally, but only by an instrument in writing signed by both parties.
Section 13.2. Access to Premises. City may enter the Premises at any reasonable time or
reasonable notice to Foundation for the purpose of inspection and to repair the Premises as required
herein.
Section 13.3. Captions. The captions in this Agreement are included for convenience only
and shall not be taken into consideration in any construction or interpretation of this Agreement or
any of its provisions.
Section 13.4. Partial Invaliditv. If any provision of this Agreement, or the application
thereof to any person or circumstances, shall to any extent be held invalid or unenforceable, the
remainder of this Agreement, or the application of such affected provision to persons or
circumstances other than those to which it is held invalid or unenforceable, shall not be affected
thereby, and each provision of this Agreement shall be valid and shall be enforced to the fullest
extent permitted by law. It is further the intention of City and Foundation that if any provision of
this Agreement is capable of two constructions, one of which would render the provision void and
other of which would render the provision valid, then the provision shall have the meaning which
renders it valid.
Section 13.5. Waiver of Immunitv. If Foundation is a charitable association, corporation,
entity, or individual enterprise, has or claims an immunity or exemption (statutory or otherwise)
from and against liability for damage or injury to persons or property, Foundation hereby expressly
waives its rights to plead defensively such immunity or exemption as against City.
Section 13.6. Removal of Personal Property. Upon termination of this Agreement for
any reason, Foundation shall have the right to remove from the Premises all personal property of
Lease and Operating Agreement with Accelerate DFW Foundation, Inc.
Page 10 of 13
Foundation, but may not remove improvements, alterations, or fixtures which may not be removed
without structural damage to the Premises.
Section 13.7. Venue. Venue of any action brought under this Agreement shall be in state
courts located in Tarrant County, Texas or the United States District Court for the Northern District
of Texas, Fort Worth Division.
Section 13.8. Entire Agreement. This Agreement constitutes the entire agreement of the
City and Foundation and it supersedes any prior oral or written agreements concerning the
Premises.
[SIGNATURES ON FOLLOWING PAGE.]
Lease and Operating Agreement with Accelerate DFW Foundation, Inc.
Page 11 of 13
This Agreement is executed by the parties to be effective as of
("Effective Date").
CITY:
By: O 4-
Jes McEachern
Assistant City Manager
Date: 06/05/2025
ATTEST:
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p o� FORr�add
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Jannette S. Goodall
°° b'
daa4 nEXo54
City Secretary
APPROVED AS TO FORM AND LEGALITY:
Mal -Phew Murray
Matthew Murray (May 27, 2025 09:17 CDT)
Matthew A. Murray
Assistant City Attorney
M&C Number: 25-0253 / March 25th, 2025
, 2025
FOUNDATION:
Accelerate DFW Foundation, Inc., formally known as the Fort Worth Business Assistance
Center Education Foundation, Inc.
8�cary tfi��i�
By: Brian Ha,ds(May 20,202515:47 CDT)
Brian Harris
Executive Director
OFFICIAL RECORD
Lease and Operating Agreement with Accelerate DFW Foundation, Inc. CITY SECRETARY
Page 12 of 13 FT. WORTH, TX
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.
By: -nP4>-�
Name: Ori A. Fernandez, MBA
Title: Assistant Director
Economic Development Department
Page 13 of 13
Guinn School Lease Agreement
Exhibit "A"
III
IS
Lease and Operating Agreement with Accelerate DFW Foundation, Inc.
Page 14 of 14
5/16/25, 10:35 AM
M&C Review
CITY COUNCIL AGENDA
Create New From This M&C
Official site of the City of Foit worth, Texas
FORTN ORTII
DATE: 3/25/2025 REFERENCE **M&C 25- LOG NAME: 17THIRD BAC LEASE &
NO.: 0253 OPERATING AGREEMENT
CODE: L TYPE: CONSENT PUBLIC NO
HEARING:
SUBJECT. (ALL) Authorize Execution of a One -Year Lease and Operating Agreement with Accelerate
DFW Foundation, Inc., Formerly Known as the Fort Worth Business Assistance Center
Education Foundation, Inc., for the Former Guinn Elementary School Building Located at
600 East Rosedale, Fort Worth, Texas, 76104 for $1.00 Per Year for Use as a Business
Accelerator and Find that the Lease and Operating Agreement Serves a Public Purpose
and that Adequate Controls are in Place to Ensure that the Public Purpose is
Accomplished
RECOMMENDATION:
It is recommended that the City Council:
1. Authorize the execution of a one-year Lease and Operating Agreement with two, one-year
renewal options with Accelerate DFW Foundation, Inc., formerly known as the Fort Worth
Business Assistance Center Foundation, Inc., for the former Guinn Elementary School
Building Located at 600 East Rosedale, Fort Worth, Texas, 76104 for $1.00 per year for use
as a business accelerator; and
2. Find that the Lease and Operating Agreement serves the public purpose of promoting
business within the City of Fort Worth and that the Lease and Operating Agreement includes
adequate controls to ensure that the public purpose is accomplished.
DISCUSSION:
On March 24, 2020, through Mayor & Council Communication 20-0196, the City Council authorized
the execution of the second Lease and Operating Agreement with Accelerate DFW Foundation, Inc.,
formerly known as the Fort Worth Business Assistance Center Education Foundation, Inc. (The
Foundation), to operate a business accelerator at the former Guinn Elementary School Building
located at 600 East Rosedale, Fort Worth, Texas, 76104.
Business accelerators are programs that give developing companies access to mentorship, investors,
and other support that can help them become stable and self-sufficient. In addition to mentorship and
investment opportunities, a business accelerator gives growing companies access to logistical and
technical resources, shared office space, and connection to a network of peers from whose
experience they can learn, which, in turn, creates jobs and contributes to economic growth.
The City's component of the Devoyd Jennings Business Assistance Center (BAC) is part of the
Economic Development Department. The BAC is located in the former Guinn Elementary School
Building, along with other business support organizations that provide business training, counseling,
and financing. Additionally, The Foundation is a non-profit component of the BAC. The Foundation
supports the mission of the BAC and its non-profit status allows it to seek and obtain corporate
sponsorships. The Foundation represents a public/private partnership with the City, as reflected by its
Board of Directors, which consists of corporate representatives and small business owners who
possess a broad range of business expertise and experience.
Because the Foundation already supports the mission of the BAC, provides business expertise and
experience, has extensive history with supporting the mission of the BAC, and is able to seek private
sector sponsorships and other funding sources, it is uniquely positioned to manage and operate the
business accelerator. To assist the Foundation in fulfilling its role of managing and operating the
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M&C Review
accelerator, the City intends to lease the former Guinn Elementary School Building to the Foundation
for $1.00 per year with two, one-year renewal options.
The terms of the Lease and Operating Agreement between the Foundation and the City would be as
follows:
Begins immediately upon execution and continues for one-year, with two one-year renewal terms;
The Foundation will use the building solely as a business accelerator and will sublease offices within
the building to its clients to support their growth and development;
The Foundation will retain all sublease revenue generated by its subtenants;
The City will cover building utilities, maintenance, security, janitorial, insurance, and taxes, if any,
imposed for the building under the existing Economic Development Department budget;
Either party may terminate the lease for convenience with no less than three months' notice;
The Foundation shall provide quarterly reports and an annual report to the City regarding
accelerator operations and shall include all relevant information requested by the City (i.e. number
of companies in the accelerator, terms and duration of subleases, basic client company information,
entrance and exit criteria, training and support services provided or referred, number of companies
graduated, jobs created, jobs retained, and financial information regarding operations);
The Foundation shall be responsible for hiring appropriate personnel required to effectively manage
and operate the accelerator;
The City shall designate a primary liaison to the Foundation to serve as its primary point of contact
and for communication and discussion of relevant matters; and
The Foundation shall meet periodically or as needed with the City to discuss accelerator operations
and other relevant matters.
The operations of the Foundation are housed within the former Guinn Elementary School at 600 East
Rosedale, located in COUNCIL DISTRICT 11, but will serve Fort Worth residents in ALL COUNCIL
DISTRICTS.
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 Economic Development
Department (and Financial Management Services) is responsible for the collection and deposit of
funds due to the City.
TO
Fund I
Department Account Project Program Activity Budget Reference # Amount
ID ID Year (Chartfield 2)
FROM
Fund I Department Account Project Program I Activity Budget I Reference #
ID ID Year (Chartfield 2)
Submitted for Citv Manager's Office bv_ Jesica McEachern (5804)
Originating Department Head:
Additional Information Contact:
ATTACHMENTS
Accelerate Form 1295 Sianed.pdf (CFW Internal)
Robert Sturns (2663)
Robert Sturns (2663)
Amount
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