HomeMy WebLinkAboutContract 45061 CITY SECRETARY
CONTRACT NO.
LEASE AGREEMENT
THE STATE OF TEXAS §
COUNTY OF TARRANT §
THIS LEASE AGREEMENT("Agreement")is made and entered into by and between Event
Facilities Fort Worth, Inc., a Texas non-profit corporation,acting by and through Mike Groomer,its
duly authorized President("EFFW"),and 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("City"), as
of September 26, 2013 ("Effective Date").
RECITALS
WHEREAS,the City owns certain parkland located at 3220 Botanic Garden Boulevard,Fort
Worth, Texas 76107, commonly known as the Fort Worth Botanic Garden ("City Property"); and
WHEREAS, EFFW, as a support organization to Southwestern Exposition and Livestock
Show, is the owner of an approximately 18.746 acre tract("EFFW's Property")located immediately
adjacent to the north and west of the City Property; and
WHEREAS, as part of its construction of a parking lot on EFFW's Property, EFFW has
constructed a new retaining wall("New Wall")on EFFW's Property along the northern boundary of
the Fuller Garden in the City Property to provide a more attractive and stable retaining structure;and
WHEREAS, EFFW and the City entered into a License Agreement dated as of November
16, 2011, the City Secretary Contract No. 42559 ("2011 Agreement") pertaining to EFFW's
construction of the New Wall; and
WHEREAS,pursuant to the 2011 Agreement, EFFW has continuing maintenance and repair
obligations for the New Wall and the responsibility for paying for the initial landscaping on the south
side of the New Wall adjacent to the City Property; and
WHEREAS, pursuant to Section 5(a)of the 2011 Agreement, the City has elected to install
and maintain the landscaping on the south side of the New Wall adjacent to the City Property
pursuant to a mutually approved landscape plan with EFFW paying the City $ $21,225.86 to apply
against the costs of this landscaping; and
WHEREAS, EFFW desires to lease to the City an area of approximately 0.258 acres, as
shown as "Lease Area" on the attached Exhibit "A", so that the City may install and maintain the
landscaping and use the Lease Area throughout the Term in a manner consistent with the City
Property.
OFFICIAL RECORD
1 CIT Y SECRETARY
Lease Agreement between City o ffort Worth
and Events Facilities Fort Worth,Inc, I
REC M F n 0
1 age I of 8
11
NOW THEREFORE, for and in consideration of the mutual agreements stated herein and
other good and valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, the parties agree as follows:
1. LEASE AREA. EFFW leases to the City, and the City leases from EFFW the Lease
Area for the City's uses associated with the City Property. Other than EFFW's continuing obligation
to maintain and repair the New Wall, the City shall have the exclusive right to control the Lease Area
throughout the Term.
2. TERM. The term ("Term") of this Lease commences on the Effective Date and
continues for a term coterminous with the 2011 Agreement which expires on November 30, 2031
(the "Term"). The Term shall renew automatically for two additional ten (10) year renewal terms
unless either party gives the other party written notice at least sixty (60) days prior to the
commencement date of the applicable renewal term that the renewal term shall not be exercised or
approved.
3. LEASE RENTAL.,. The City shall pay EFFW $1.00 per year as rental for the lease and
use of the Lease Area.
4. MAINTENANCE AND REPAIR. EFFW shall have the right, upon no less than ten(10)
days prior notice to the City (except in an emergency when no notice is required) to enter the Lease
Area for the purpose of maintenance and repair of the New Wall. The City shall not make any
alterations to the New Wall without EFFW's express prior written consent, and the City shall
promptly notify EFFW if the City becomes aware of the need for any repair or maintenance of the
New Wall. Other than EFFW's responsibility to maintain and repair the New Wall, EFFW shall
have no obligation to perform or pay for any maintenance or replacement of landscaping, irrigation
systems, or any other improvements on the Lease Area. The City shall, at the City's sole cost and
expense, maintain the landscaping and irrigation systems in the Lease Area in a manner consistent
with the City Property.
5. COMPLIANCE WITH LAW. The City's use of the Lease Area must be in accordance
with all applicable laws, rules, regulations, ordinances, and restrictions in effect during the Term.
6. WAIVER OF LIABILITY. EFFW shall not be responsible for any claims arising out the
use and occupancy of the Lease Area by the City,its employees,agents, contractors, subcontractors,
and invitees, and the City waives all claims against EFFW for any property damage or personal
injury occurring in the Lease Area during the Term, even if the damage or injury is alleged to arise
out of some condition on the Lease Area.
7. As Is. The City accepts the Lease Area in "as Is" condition as of the Effective Date.
8. EVENT OF DEFAULT. If either party fails to comply with its obligations under this
Lease, the non-defaulting party may terminate this Lease upon written notice to the other party and
may pursue any remedies available at law or in equity.
Lease Agreement between City of Worth
and Events Facilities Fort Worth,Inc. Page 2 of 8
9. RELATIONSHIP. Neither EFFW nor the City shall be construed, by virtue of this
Lease, to be the agent, partner, joint venturer, or associate of the other.
10. CONTRACTOR'S INDEMNIFICATION. The City must include the following language in
any contract it enters into with any contractor, subcontractor,or vendor that the City hires to perform
work in the Lease Area:
[Contractor]shall indemnify,defend,and hold harmless the City of Fort Worth,
Southwestern Exposition and Livestock Show,Event Facilities Fort Worth,Inc.
, and Fort Worth Botanical Society, Inc., and any and all parties claiming by,
through, or under those entities (collectively, "Indemnified Parties")from and
against, any and all liabilities, losses, damages, costs, expenses (including,
without limitation,court costs, reasonable attorneys'fees,and expenses),causes
of action,suits,claims,demands,or judgments,of any nature,whether foreseen
or unforeseen, ordinary or extraordinary (collectively, "Claims"), arising or
alleged to arise from or in connection with any injury to or death of any person
or any damage to or loss of vehicles or any other property of[Contractor], its
employees,agents,volunteers,invitees,contractors,and subcontractors,or any
other third party on or about the Lease Area arising out of or connected with
[Contractor's] use of the Lease Area or in connection with or arising out of
[Contractor's]obligations under this agreement,even if such claims result from
or are claimed to have resulted from the concurrent negligence of the
Indemnified Parties.
At least ten days prior to the commencement date of the Term, the City shall furnish EFFW with a
copy of its agreement(s)with the contractors,subcontractors or vendors showing the inclusion of the
indemnification provision provided above.
11. CONTRACTOR'S INSURANCE. The City must include the following language in any
contract it enters into with any contractor, subcontractor, or vendor that the City hires to perform
work in the Lease Area:
/Contractor] shall, at its sole expense,maintain in effect at all times during its work
in the Lease Area the following insurance coverages from insurance companies
licensed to do business in the State of Texas covering/Contractor]for its operations
on, in, or about the Lease Area with limits not less than the following:
Coverage Limits
(a) Workers' Compensation Policy
Workers' Compensation Statutory Limits
Employer's Liability $500,000.00
Lease Agreement between City of Fort Worth
and Events Facilities Fort Worth,Inc, Page 3 of 3
This policy must include a Waiver of Subrogation in favor of the City of Fort
Worth, Southwestern Exposition and Livestock Show, and Event Facilities
Fort Worth, Inc.
(b) Commercial General Liability Policy
Bodily Injury/Property Damage $1,000,000.00 combined single limit
$1,000,000.00 aggregate
This policy shall include broad form contractual coverage and must name the
City of Fort Worth, Southwestern Exposition and Livestock Show, and Event
Facilities Fort Worth, Inc. as additional Insured parties. This policy shall be
primary insurance to Licensor as respects any other insurance carried by
Licensor.
At least ten days prior to the commencement date of the Term, the City shall require the
contractors, subcontractors and/or vendors to furnish EFFW with certificates of insurance
evidencing these coverages and the waiver and naming the City of Fort Worth, Southwestern
Exposition and Livestock Show, and Event Facilities Fort Worth, Inc. as additional insured
parties.
12. No'ricEs. Any notice provided for or permitted under this Lease shall be made in
writing and may be given or served by(i)delivering the same in person to the party to be notified,or
(ii) depositing the same in the mail, postage prepaid, certified with return receipt requested, and
addressed to the party to be notified, or (iii) sending by facsimile, with a copy thereof sent by
registered mail on the same day. If notice is deposited in the mail pursuant to (ii) or (111) of this
Section 12, It will be effective upon receipt or refusal. For the purpose of notice,the addresses of the
parties are, until changed as provided below, as follows:
If to the City: If to EF,F,W.
City of Fort Worth Events Facilities Fort Worth, Inc.
Attn: City Manager Attn: Mike Groomer
1000 Throckmorton 505 Main Street, Suite 240, MS-21
Fort Worth, Texas 76102 Fort Worth, TX 76102
with copies to: with copies to:
City of Fort Worth Kelly Hart & Hallman LLP
Attn: Parks and Community Services Director Attn: Jared P. Harrell
4200 South Freeway, Suite 2200 201 Main Street, Suite 2500
Fort Worth, TX 76115-1499 Fort Worth, TX 76102
City of Fort Worth
Attn: Assistant City Attorney
1000 Throckmorton Street
Lease Agreement between City of Fort Worth
and Events Facilities Fort Worth,Inc. Page 4 of 8
Fort Worth, TX 76102
However,the parties may from time to time change their respective addresses,and each has the right
to specify as its address any other address upon at least ten days written notice to the other party.
13. BINDING. All provisions contained in this Lease are binding upon, inure to the
benefit of, and are enforceable by the respective successors and assigns of EFFW and the City. The
provisions of this Lease may be amended, waived, or terminated only by an instrument signed by
EFFW and the City.
14. GovERING LAW; VENUE. This Lease shall be construed in accordance with and
governed by applicable laws of the State of Texas. Venue for any action brought to interpret or
enforce, or arising out of or incident to, the terms of this Agreement shall be in Tarrant County,
Texas or the United States District Court for the Northern District of Texas, Fort Worth Division.
15. SEVERABILITY. The provisions of this Lease are severable, and if any word, phrase,
clause, sentence, paragraph, section, or other part of this Lease or the application thereof to any
person or circumstance shall ever be held by any court of competent jurisdiction to be invalid or
unconstitutional for any reason,the remainder of this Lease and the application of such word,phrase,
clause, sentence, paragraph, section, or other part of this Lease to other persons or circumstances
shall not be affected thereby, and this Lease shall be construed as if such invalid or unconstitutional
portion had never been contained therein.
16. GOVERNMENTAL POWERS. By execution of this Lease, the City does not waive or
surrender any of its governmental powers.
17. ENTIRE CONTRACT. This Lease(including the attached exhibits)contains the entire
agreement between EFFW and the City, and no oral statements or prior written matters not
s peci f ically incorporated herein are of any force and effect. No modifications are binding on either
party unless set forth in a document executed by that party.
18. COUNTERPARTS. This Lease may be executed in several counterparts, all of which
when taken together shall constitute one and the same agreement.
[Remainder of Page Intentionally Blank]
Lease Agreement between City of Fort Worth
and Events Facilities Fort Worth,Inc. Page 5 ot'8
IN WITNESS WHEREOF, the parties have executed this Lease to be effective as of the date first
above written in Fort Worth, Tarrant County, Texas.
EFFW: CITY:
Event Facilities Fort Worth, Inc., City of Fort Worth,
a Texas non-profit corpoTation a Texas municipal corporation
Mike Groomer Sun Alan>s
President ""Assistant City Manager
APPROVED AS TO FORM AND
LEGALITY:
vier F. Wallach
Assistant City Attorney
ATTEST:
Mary J. Kays
City Secretary
L! M&C REQUIRED
OFFICIAL RECORD
OR
CITYSECRETARY
Lease Agreement between City of Fort Worth i 7%
and Events Facilities Fort Worth,Inc. o� Page 6 of 8
ACKNOWLEDGMENT
STATE OF TEXAS §
COUNTY OF TARRANT §
This instrument was acknowledged before me on f w 6&74�r- 2013, by
Mike Groomer, President of Event Facilities Fort Worth, Inc., a Texas non-profit corporation.
,)A P&
Sharon Lee McClung
rt i,; My Commission Expires
O;e15
01/10/20 EEI Notary Public, State of Texas
ACKNOWLEDGMENT
STATE OF TEXAS §
COUNTY OF TARRANT §
This instrument was acknowledged before me on �A 2013, by
Susan Alanis, Assistant City Manager of the City of Fort Worth, a Texas municipal corporation,on
behalf of the City of Fort Worth.
W .-
LINDA M.HIRRUNGER
?I My COMMISSION EXPIRES
Februety 2,2014 Notary Public, State of Texa�
Lease Agreement between City of Worth
and Events Facilities Fort Worth,Inc Page 7 of 8
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