HomeMy WebLinkAboutContract 63606CSC No. 63606
LEASE AGREEMENT
This Lease Agreement (the "Agreement") is entered into by and between the City of Fort Worth, a
home -rule municipal corporation of the State of Texas acting by and through its duly authorized Assistant
City Manager, Valerie Washington ("Lessor"), and Arts Council of Fort Worth and Tarrant County, Inc.
D/B/A Arts Fort Worth. a Texas non-profit corporation, acting by and through its duly authorized President,
Wesley Gentle ("Lessee").
WHEREAS, Lessor owns a certain real Property located at 512 West 4th Street, Fort Worth, Texas
76102 (the "Downtown Library"); and
WHEREAS, Lessee is a nonprofit corporation established to promote artistic and cultural activities
benefiting the Fort Worth Community as a whole; and
WHEREAS, Lessee wishes to use space at the Downtown Library as an office; and
WHEREAS, Lessor has agreed to lease to Lessee office space on the ground floor of the Downtown
Library, consisting of approximately Eight Hundred Fifty (850) square feet under the terms and conditions
of this Agreement.
NOW THEREFORE, in consideration of the terms contained in this Agreement, Lessor and Lessee
hereby agree as follows:
1. Use of Premises, Parking.
(a) Use of Premises. Lessor hereby leases to Lessee the first -floor office space located in the
Downtown Library, consisting of approximately Eight Hundred Fifty (850) square feet, as further described
in Exhibit "A." attached hereto and incorporated herein (the "Premises"). The Lessee shall use the
Premises only as office space and for other public purposes acceptable to Lessor. 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. Lessee will have access to the Premises
twenty-four (24) hours a day, seven (7) days a week. Lessor agrees to provide Lessee with reasonable prior
notice in the event Lessor desires to access the Premises; however, the 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 Agreement.
(b) Parking. Lessee shall have the non-exclusive right use of the parking lot, as depicted in
Exhibit `B", as needed if available.
2. Condition of Premises. LESSEE ACCEPTS THE PREMISES IN ITS "AS IS"
CONDITION. LESSOR HAS NOT MADE AND DOES NOT MAKE AND SPECIFICALLY
DISCLAIMS ANY REPRESENTATIONS, GUARANTEES, PROM SES, COVENANTS,
AGREEMENTS OR WARRANTIES OF ANY KIND OR CHARACTER WHATSOEVER UNLESS
OTHERWISE PROVIDED FOR HEREIN, WHETHER EXPRESS OR IMPLIED, ORAL OR
WRITTEN, PAST, PRESENT OR FUTURE OF, AS TO, CONCERNING OR WITH RESPECT TO
THE NATURE, QUALITY OR CONDITION OF THE PREMISES, THE INCOM TO BE
DERIVED, THE SUITABILITY OF THE PREMISES FOR THE PERMITTED USE, OR
MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. LESSOR SHALL NOT
BE REQUIRED TO REPAIR, MAINTAIN OR RESTORE THE PREMISES, NOR TO MAKE ANY
IMPROVEMENTS, REPAIRS OR RESTORATIONS UPON OR TO ANY IMPROVEMENTS
LOCATED ON THE PREMISES DURING THE TERM OF THIS LEASE.
Lease Agreement between the City of Fort Worth and Arts Fort Worth - OFFICIAL RECORD
11 P a g e CITY SECRETARY
FT. WORTH, TX
3. Agreement Term. The term of this Agreement shall commence on the Effective Date and expire
on September 30, 2025 ("Term"), unless terminated earlier as provided in this Agreement. This Agreement
shall automatically renew every 12 months, commencing October 1 of each year. This agreement may be
terminated by either party by providing thirty (30) day written notice to the other party.
4. Rent. Lessee shall commence the payment of rent for the Premises on the Effective Date.
Lessee hereby promises and agrees to pay Lessor, as annual rent for the Premises, One Hundred Dollars and
00/100 ($100.00). Lessee and Lessor agree that Lessee's use and occupancy of the Premises will serve a
public purpose by promoting artistic and cultural activities benefiting the Fort Worth Community
5. Utilities and Maintenance. Lessor shall pay for all utilities and maintenance of the Premises.
6. Early Termination. Notwithstanding any other provision of this Agreement to the contrary,
either party may terminate this Agreement by giving the other party at least thirty (30) days' prior written
notice. Such termination will be effective on the date stated in the written notice.
7. Alterations, Additions, Improvements, and Signage. Lessee shall make no alterations or
additions to the Premises without the prior written consent of Lessor. All alterations, additions, or
improvements made to or fixtures or other improvements placed in or upon the Premises shall be deemed a
part of the Premises and the Property of Lessor at the end of the Term. All such alterations, additions,
improvements, and fixtures shall remain upon and be surrendered with the Premises as a part thereof at the
termination of this Agreement unless otherwise agreed upon writing by the parties. Lessee may, at its sole
option and expense, remove any Lessee alterations at any time during the Term with Lessor's written
approval. Lessee shall not install signs, advertising media, or lettering in or on the Premises without the
prior written approval of Lessor. At the termination of this Agreement, whether by lapse of time or
otherwise, Lessee shall (i) deliver the Premises to Lessor in as good a condition as the Premises was as of
the date of the Effective Date, subject only to ordinary wear and tear and damage caused by casualty or
condemnation; and (ii) upon Lessor's request, remove any alterations and make any repairs to the Premises
as needed in order to comply with the provisions this Agreement.
8. Construction Area and Relocation. Lessee understands Lessor is in the process of renovation
of the Downtown Library and agrees, due to construction, the Premises may be considered a construction
zone and Lessee may be required to follow certain safety precautions required for occupancy in a
construction zone. Lessee also understands and agrees, during the construction period, there may be times
Lessee will be required to vacate the Premises and/or the utilities to the Premises may the turned off with
little to no notice. Lessor shall make every effort, if possible, to provide Lessee with ten (10) days' notice
to temporarily relocate Lessee to another space in the Downtown Library, if needed and fifteen (15) days'
notice if Lessee must vacate the Premises.
9. Indemnity.
(a) 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, HIND OR DESCRIPTION TO THE EXTENT ARISING BY REASON
OF INJURY TO OR DEATH OF ANY PERSON OR DAMAGE TO OR LOSS OF
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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 AGREEMENT
(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 AGREEMENT. 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.
(b) 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.
10. Waiver of Liability. ALL PERSONAL PROPERTY OF LESSEE, INCLUDING VEHICLES,
WHETHER PURSUANT TO THIS AGREEMENT OR OTHERWISE, SHALL BE AT THE RISK OF
LESSEE ONLY, AND NO INDEMNITEES SHALL BE LIABLE FOR ANY LOSS OR THEFT OF OR
DAMAGE TO PERSONAL PROPERTY OF LESSEE, ITS EMPLOYEES, AGENTS, PATRONS,
INVITEES, OR TO OTHERS, REGARDLESS OF WHETHER SUCH PERSONAL 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.
11. Insurance. During the Term, Lessee, at its expense, shall procure and maintain in connection
with its use of the Premises, the following insurance coverages, naming the City of Fort Worth as an
additional insured, and in accordance with all other applicable terms and conditions of this Section 11.
(a) Commercial general liability insurance covering bodily injury and Downtown Library damage on a
"claims made" basis with limits of no less than One Million Dollars ($1,000,000.00) per occurrence and Two
Lease Agreement between the City of Fort Worth and Arts Fort Worth
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Million Dollars ($2,000,000.00) in the aggregate,
(b) All Risks Downtown Library insurance with respect to Lessee's leasehold interest in the Premises and
all personal property of Lessee located on or within the Premises, with 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) Automobile liability insurance covering any owned, non -owned and hired automotive vehicle (endorsed
to provide contractual liability coverage) covering bodily injury and Downtown Library damage with a limit
of One Million Dollars ($1,000,000.00) combined single limit.
(d) 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.
(e) Lessee Insurance Policy Conditions. Each insurance policy required by Section 11 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 Section 11 shall each contain an
endorsement naming Lessor as an additional insured as its interests may appear. Lessee shall be named loss
payee as its interests may appear with respect to the insurance coverages maintained by Lessee pursuant to
this Section 11. Prior to the Effective Date and 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 Section 11.
12. Assignment and Subletting. Lessee shall not assign this Agreement, or any right of Lessee
under this Agreement, or sublet the Premises, for consideration or no consideration, whether voluntarily, by
operation of law, or otherwise. Any attempt to do so shall be void and shall cause the immediate termination
of this Agreement.
13. Damage to Premises or Downtown Library of Lessor. If, at any time during the Term, by
the acts or omissions of the Lessee, its employees, contractors, or agents, the Premises or any area in the
Downtown Library therein is damaged or destroyed, Lessee shall be obligated to pay, on demand, all costs
to repair or replace such damaged or destroyed in the Downtown Library.
14. Repairs and Maintenance. Lessor has no obligation to make repairs of any sort to the
Premises unless it is caused by Lessor. Lessor's sole obligation hereunder being to make the Premises
available to Lessee in accordance with and subject to the covenants, restrictions, and limitations set forth
herein. Lessee shall, at its expense, use and maintain the Premises in a neat, clean, careful, safe, and proper
manner and comply with all applicable laws, ordinances, orders, rules, and regulations of all governmental
bodies.
15. Severability. If any clause or provision of this Agreement 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 Agreement
shall not be affected thereby unless such invalidity is, in the sole determination of the Lessor, essential to
Lease Agreement between the City of Fort Worth and Arts Fort Worth
4 1 P a g e
the rights of both parties, in which event Lessor has the right, but not the obligation, to terminate the
Agreement upon written notice to Lessee.
16. Default and Termination.
(a) Lessee's Default. If Lessee shall fail to perform or observe any of its obligations hereunder then Lessor
may terminate this Agreement 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 Agreement 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 Agreement, Lessee may terminate this
Agreement by giving Lessor twenty (20) days' prior written notice thereof. If Lessor fails to cure such
default within fifteen (15) days of receipt of Lessee's default notice then Lessee may terminate this
Agreement.
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 mail 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:
To Lessor:
City ofFort Worth
Downtown Library
512 West 4th Street
Fort Worth, Texas 76102
Attn. Midori Clark, Director
With a copies to:
City of Fort Worth
Property Management Department
100 Fort Worth Trail
Fort Worth, Texas 76102
Attn: Lease Management
To Lessee:
Arts Fort Worth
512 West 4th Street
Fort Worth, Texas 76102
Attn: Wesley Gentle, President
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, Administration, Powers
and Duties of the Department oflnternal Audit, of the Code of Ordinances of the City of Fort Worth, Lessor
may at Lessor's sole cost and expense, at reasonable times during Lessee's normal business hours and upon
reasonable notice, audit Lessee's books and records, but only as it pertains to this Agreement and as
necessary to evaluate compliance with this Agreement.
19. Entire Agreement. This Agreement 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
Lease Agreement between the City of Fort Worth and Arts Fort Worth
5 1 P a g e
thereto not set forth herein shall be binding on either party hereto.
20. Amendment. This Agreement may not be amended, modified, extended, or supplemented
except by written instrument executed by both Lessor and Lessee.
21. Counterparts. This Agreement 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]
Lease Agreement between the City of Fort Worth and Arts Fort Worth
6 1 P a g e
07/02/2025
The parties hereto have caused this Agreement to be executed this day of
("Effective Date").
LESSOR:
CITY OF FORT WORTH
_jj�._W44--,et
Valerie Washington (Jul 2, 202511:29 CDT)
Valerie Washington
Assistant City Manager
Date: 07/02/2025
APPROVED BY:
By: V'I�4—
Marilyn Marvin
Director, Property Management Department
Date: 07/01 /2025
APPROVED AS TO FORM AND LEGALITY:
C.aiidace Taal
By: Candace Pagliara(Jun 30,2 507:15 CDT)
Candace Pagliara
Assistant City Attorney
Date: 06/30/2025
vnnu
ATTEST:
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�.�a. is .�a.Smss PPP�F �, oe fro
Jannette S. Goodall
City Secretary
Date: 07/03/2025
Form 1295: 2025-1311930
Contract Authorization:
M&C: 25-0615
Date: 6/24/25
LESSEE:
ARTS FO O
Wesley Gentl
President
Date: June 24, 2025
, 2025
CONTRACT COMPLIANCE MANAGER
By signing, I acknowledge that I am the person
responsible for the monitoring and administration of
his contract, including ensuring all performance and
reporting requirements
—Id—
Name: Midon Clark (Jun 25, 202511:13 CDT)
Title: Fort Worth Public Library Director
Date: 06/25/2025
Lease Agreement between the City of Fort Worth and Arts Fort Worth
7 1 P a g e
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
Exhibit "A"
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Lease Agreement between the City of Fort Worth and Arts Fort Worth
8 1 P a g e
Exhibit `B"
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Lease Agreement between the City of Fort Worth and Arts Fort Worth
9 1 P a g e
M&C Review Page 1 of 2
0
Official site of the City of Fort Worth, Texas
CITY COUNCIL AGEND FORT V RRTTH_
Create New From This M&C
REFERENCE **M&C 25- 21ARTS FORT WORTH
DATE: 6/24/2025 NO.: 0615 LOG NAME: LEASE AT DOWNTOWN
LIBRARY
CODE: L TYPE: CONSENT PUBLIC NO
HEARING:
SUBJECT: (CD 9) Authorize the Execution of a Lease Agreement with Arts Council of Fort Worth for
Approximately 850 Square Feet of Space on the First Floor at the New Downtown
Library, Located at 512 West 4th Street, Fort Worth, Texas 76102 to be Used for
Temporary Offices
RECOMMENDATION:
It is recommended that the City Council authorize the execution of a Lease Agreement with Arts
Council of Fort Worth for approximately 850 square feet of space on the first floor at the new
downtown library, located at 512 West 4th Street, Fort Worth, Texas 76102 to be used for temporary
offices.
DISCUSSION:
Arts Fort Worth (ArtsFW) is a nonprofit organization with the mission to promote, nurture, and support
the arts in Fort Worth.
ArtsFW is currently leasing space at the Community Arts Center, located at 1300 Gendy Street. The
lease expires on July 31, 2025 and ArtsFW is in need of a temporary location to be used as offices
until a more permanent location is determined.
The City of Fort Worth Library Department (Library) and ArtsFW have been in discussions to provide
a temporary lease for use of approximately 850 square feet of space on the first floor of the new
downtown library until the building renovations are completed.
ArtsFW understands and agrees there may be circumstances, from time to time, during the
renovations they may not be able to use the lease space.
The lease terms are as follows:
Term: The lease term commences on the Effective Date of the Lease Agreement, expires on
September 30, 2025 and shall automatically renew every twelve (12) months until terminated by
either party by providing thirty (30) day written notice to the other party.
Base Rent: $100.00 per year. As consideration for the public purpose provided by ArtsFW to promote
and support the arts in Fort Worth, the base rent is below fair market value.
Utilities: City shall provide all utilities to the leased premises at no expense to ArtsFW
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 lease revenue account in 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
http://apps.cfwnet.org/council_packet/mc review.asp?ID=33476&councildate=6/24/2025 6/24/2025
M&C Review Page 2 of 2
Fund Department Account Project Program Activity Budget Reference # I Amount
ID ID Year (Chartfield 2)
FROM
Fund Department Account Project Program Activity ' Budget Reference # I Amount
ID ID Year (Chartfield 2)
Submitted for Citv Manager's Office bv: Valerie Washington (6199)
Oriqinatinq Department Head: Marilyn Marvin (7708)
Additional Information Contact: Mark Brown (5197)
ATTACHMENTS
FID Table ArtsFW Lease.Ddf (CFW Internal)
Form 1295 Certificate Lease Acireement.0df (CFW Internal)
M and C map Arts FW Lease.Ddf (Public)
http://apps.cfwnet.org/council_packet/mc review.asp?ID=33476&councildate=6/24/2025 6/24/2025