HomeMy WebLinkAboutContract 41065 SERVICE AGREEMENT
CITY SECRETARY
CONTRACT NO,
Client: Center:
City of Fort Worth, Texas The Suite @ 823 Congress
Address: Address:
823 Congress Avenue Suite 810 823 Congress Avenue
City,State or Zip: City,State,and Zip:
Austin, Texas 78701 Austin, Texas 78701
Email Address: Email Address-
tj .patterson@fortworthgov.org www.tstacy.com
Phone: Phone:
817-392-7504 (512) 476. 9999
Fax: T.J. Patterson Fax: Fredrick Cornelius
817-392-8017 (512) 476.9099
Billing Address(if different from above):
1000 Throckmorton Street Room 350 Fort Worth,Texas 76102
Nature of Client's Business or Service:
Office of Governmental Relations
Type of Entity:Texas Municipal Corporation
Persons authorized to charge to account:
T. J. Patterson, Evonia Daniels
Program Selected (check one) : ❑X Office Program TAX EXEMPT ID 75-60000528
Total #of offices assigned: 1
Located in Suite 810
Fj Office Access Program
Plan
Length of Service Agreement: 7 month(s),subject to automatic renewal(see Section 4 of the Terms and Conditions)
Service Agreement Commencement Date: November 1, 2010
Expiration Date of Service Agreement: May 31, 2011
Recurring Monthly Fees: Security Deposit:$1,480.00
Set Up Fees:Tenant Solutions Set Up Fee:$100.00
$900.00 per month(Office)
$200.00 per month(Intern Cubicle-Through May 31,2011) Attested by:
$150.00 per month(2 Telephones)
$130.00 per month(Parking)
$100.00 per month(2 Internet Connections)
TOTAL:$1,480.00 per month Marty Heed&, City SeCre p_pa4�O flit,,
The Terms and Conditions on Page 2 hereof,and the exhibits(if any)attached hereto,are made part of this Agreement 10000000���
AF& 00�d
CLIENT: City of Fort Worth,Texas AMSTAR/STACY 823 L.P. gai Q r„a o
1000 Throckmorton Street A Colorado limited partnership p Fort Worth,Texas 76102 By: TS CONGRESS GP,Inc. �
A Texas corporation,its General Part o v �( d
By:
By: �`'� �a� ACAS o�d
Authorize ture Authorized Signatule
///S//U :�To m STA e t
T.M. Higgins Date Print Namc nmte
Deputy City Manager Title: 71 'S
AFJPJJ 11 FOR. NDLF.GALITI: Page I of4 OFFICIAL RECOKU
CITY SECRETARY
Mal shia B. Xarmer As31s ant ilty Attorne
NO M&C REQUIRED
TERMS AND CONDITIONS 6. DAMAGE AND INDEMNITY. You are liable to 823 for the cost to repair
any damage you or your employees or agents cause to the center or your office beyond
1. USE OF OFFICE. This is an Agreement between the AMSTAR/STACY normal wear and tear. To the extent permitted by applicable law, You also agree to
823,L.P.("823"or"we")and the client name on Page 1 of this Agreement("client"or indemnify and hold 823 and its officers, directors, employees, shareholders, principals,
"you")providing for the use by you of the office(s)and/or other services identified herein. partners,agents,or representatives harnless from all claims,expenses and liabilities(not
THIS AGREEMENT IS NOT A LEASE OR ANY OTHER INTEREST IN REAL including attorneys' fees) resulting from the negligent act or omission of you or your
PROPERTY. IT IS A CONTRACTUAL ARRANGEMENT THAT CREATES A employees and agents. You must maintain adequate insurance for your personal property
REVOCABLE LICENSE. We retain legal possession and control of the center and the located at the center against all risks,and you have the risk of loss with respect to any such
office assigned to you,including changes,modifications and renovations. Upon termination personal property. You waive any right of recovery against 823, its officers,directors,
of this Agreement due to expiration of the term or otherwise,your license to occupy the employees,shareholders,principals,partners,agents,and representatives for any damage or
center is deemed revoked. Our obligation to provide you space and services is subject to the theft or loss to property under your control,and all property in your office is deemed to be
terms of our lease with the owner of the building in which the center is located,and this under your control.Notwithstanding the foregoing or Section 5 above,823 shall be liable for
agreement shall terminate simultaneously with the termination of such lease for any reason. any losses for personal injury and/or damages to property not under Client's control due the
You do not have any rights with respect to our lease with the building landlord. You are negligent acts or omissions of 823's employees, contractors, directors, officers,agents,
responsible for any cost,expense,damage or liability incurred by us under such lease to the partners or representatives.
extent arising out of any act or omission of you or your employees or agents.
Use of your assigned office is limited to general office purposes. You shall 7. DEFAULT;TERMINATION. You are in default under this agreement if
not use your office for any illegal operations or purposes or in a matter that unreasonably 1)you do not pay your fees in full on the designated payment date and,with respect to the
interferes with the operations of the center or any other client in the center. You are entitled first such incident only during the term of this agreement,such failure continues for five(5)
to shared use of common areas in the center. days after notice thereof to you;or 2)you fail to abide by the rules and regulations of the
We reserve the right,at our expense,to require that you relocate to another center(see page 4),or you do not comply with any other term of this agreement,and,with
office in the center from time to time,provided that such new office is of equal or larger size respect to the first such incident only during the term of this agreement, such failure
and configuration. We reserve the right to show your office to prospective clients and other continues for ten(10)days after notice thereof to you. If you are in default,823 has the
interested parties,provided that we will use reasonable efforts not to disrupt your business in right,in addition to any other rights and remedies available to 823 at law or in equity,to
doing so. We also have the right to inspect the condition of the office from time to time and terminate this agreement and/or suspend any services provided to you hereunder upon notice
make any necessary repairs or perform any necessary maintenance therein. thereof to you. In addition,if you are in default for nonpayment of your fees,then 823 shall
be entitled to change or modify door locks on all entry doors of the office(s)assigned to you
2. SERVICES. In addition to use of your office and the services covered by and you shall not be entitled to a key to re-enter the office(s)assigned to you until all
your fixed fees, we will provide you with certain additional office services on an as- delinquent fees are paid in full. In addition,client hereby grants 823 a continuing security
requested basis. A list of these services,and a fee schedule for the services,is available at interest for all sums of money becoming due hereunder from client, upon all goods,
the center upon request. 823 and vendors designated by 823 are the only service providers equipment,furniture,inventory and other tangible personal property owned by client situated
authorized to provide services in the center. You agree that neither you nor your employees at the center. 823 shall have all rights and remedies under the Uniform Commercial Code
will solicit other clients of the center to provide any service provided by 823 or its with respect thereto in the event of a default hereunder. 823's exercise, or failure to
designated vendors,or otherwise. exercise,any remedy hereunder shall not be deemed a waiver of any other or subsequent
Subject to the terms of our building lease,we will ensure that office cleaning, remedy. Upon termination of this agreement for any reason,you and your agents and
general maintenance,electricity and heating and air conditioning services are provided to the employees agree to remove your personal property from the center and vacate your office,
center during normal business hours at no additional charge. except that if client is in default hereunder,such property shall not be removed without the
consent of 823. 823 is not responsible for property remaining in the office after termination.
3. PAYMENTS. You agree to pay the fixed fees specified herein monthly,in Continued occupancy of the center after termination shall be considered a trespass.
advance,on or before the first day of each month. You also agree to pay all applicable sales
or use taxes and all fees for additional services requested or authorized by you or your 8, RESTRICTION ON HIRING. You acknowledge that our employees are an
employees,based on the center's fee schedule as updated from time to time,on or before the essential part of our ability to deliver our services. Accordingly,you agree that,during the
first day of each month following the date of our invoice to you. Payments not received by term of your agreement and for six(6)months afterward,you will not hire any of our
Amstar/Stacy 823 L.P.by their due date are subject to a late fee of up to five percent employees.
(5%)of the overdue amount. If you dispute the validity of any additional service fee
charged,you must bring it to our attention within 30 days of invoice for resolution,or else 9. TELECOMMUNICATIONS SYSTEMS. Clients will use only
such charges will be deemed final. telecommunications systems and services as provided by 823. Client will pay to 823 a
When you sign this agreement,you are required to pay the retainer specified monthly equipment rental fee for the use of each telephone instrument and voice lines. In
herein,together with the first month's fixed fees and any set-up fees. The retainer will not the event 823 discontinues the offering of long distance service,Client will provide its own
be kept in a separate account from other funds of 823 and no interest will be paid to you on long distance service through a locally accessed long distance carrier.
this amount. The retainer may be applied to amounts owed by you at any time at our
discretion. We have the right to require that you deposit additional retainer funds to match 10. MISCELLANEOUS.
any increase in your monthly total fixed fee amount during the term hereof and/or to replace A. All notices are to be in writing and may be given by registered or certified mail,postage
retainer funds that we apply to your outstanding amounts. We will refund you the retainer, prepaid,overnight mail service or hand delivered with proof of delivery,addressed to 823 or
less any amounts applied as aforesaid,within sixty (60)days after termination of this client,as applicable,at the address listed herein.
agreement. B. You acknowledge that 823 is subject to U.S.Postal Service regulations regarding client
mail. Upon termination of this agreement,you must notify all parties with whom you do
4. TERM; RENEWAL AND EXTENSION. Unless sooner terminated business of your change of address. You agree not to file a change of address form with the
pursuant to the terms of this agreement,this agreement shall be effective for the term stated postal service(filing a change of address form may result in all mail addressed to the center
herein,and shall automatically be renewed and extended for successive thirty(30)day being forwarded to your new address). All telephone and facsimile numbers and IP
periods("month-to-month"). The fixed fee during any renewal tern shall be 106%of the addresses used at the center are the property of 823,and will not be transferred to you at the
fixed fee for the immediately preceding tern,but the agreement shall otherwise continue on end of the term. For a period of thirty(30)days after termination of this agreement,823
the same terms and conditions hereof. Notwithstanding the foregoing,either you or we may agrees to provide your new telephone number and address to all incoming callers and will
cancel the automatic renewal and extension of this agreement by delivering written notice hold or forward your mail,packages,and facsimiles pursuant to your reasonable requests,at
thereof to the other party at least sixty(60)days prior to the expiration of the then-current no cost. You will be charged if you desire to continue this service after such 30-day period.
term,in which event the term of this agreement will end on such expiration date. If no such Office Access clients must pay for the additional five (5) months of mail forwarding
cancellation notice is timely given,the term shall be automatically renewed and extended as required by the USPS regulations,which obligation survives termination of this agreement
a foresaid,without the necessity of any further action or documentation by either party. If C. In the event a dispute arises under this agreement,each party shall pay its own attorney's
the term under this agreement is month-to-month,the 60-day notice period stated above shall fees and court costs.
instead be a 30-day period. If client is occupying 5 or more office suites under this D. The laws of the State of Texas shall govern this agreement,
agreement,the 60-day notice period stated above shall instead be a 90-day period. E. Client may not assign this agreement without 823's prior written consent. In the event
823 assigns this agreement, 823 shall give Client as much advanced written notice as
5. LIMITATION OF LIABILITY. Neither 823 nor any of its officers, possible. Upon such assignment by Client,the Client remains liable under the terms and
directors,employees,shareholders,principals,partners,agents,or representatives shall be conditions of this agreement up to the effective date of the assignment.
responsible for damages,direct or consequential,that may result from the failure of 823 to F. This agreement is the entire agreement between you and 823. It supercedes any and all
furnish any service to client,including but not limited to the service of conveying messages prior agreements.
and other communications. Your sole remedy for a delay or interruption of,or failure to G. This agreement shall be binding on and inure to the benefit of successors and assigns.
furnish,any service is limited to an adjustment to your bill in an amount equal to the charge H. The person signing this agreement for client represents to 823 that he/she is duly
for such service for the period during which the delay,- - authorized by client to do so.
pe g interruption or failure continues I. Exhibit"A"of this Service Agreement is the Environmental Notice and Acknowledge
WITH THE SOLE EXCEPTION OF THE REMEDY DESCRIBED .�-
ABOVE, CLIENT EXPRESSLY WAIVES ALL CLAIMS AND REMEDIES form.INITIALS OF 823 SIGNATORY:
ARISING OUT OF ANY FAILURE TO FURNISH ANY SERVICE OR ANY DELAY INITIALS OF CLIENT SIGNATORY:
OR INTERRUPTION OF SERVICES. 823 DISCLAIMS,AND CLIENT WAIVES, -
ALL EXPRESS AND IMPLIED WARRANTIES,INCLUDING ANY WARRANTY '
OF MERCHANTABILITY OR FITNESS FOR A PARTICI LAR PURPOSE.
page'_of 4
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
EXHIBIT A
ENVIRONMENTAL NOTICE AND ACKNOWLEDGMENT
SERVICE AGREEMENT DATED BETWEEN AMSTAR/STACY 823,L.P.,AS LANDLORD
AND ,AS CLIENT IS HEREBY AMENDED AS FOLLOWS:
As you may know,asbestos is often present in buildings constructed between the mid-1930 and the late
1970's when it was commonly used for fire insulation purposes. For background information purposes,asbestos
is a term used to describe a group of six (6)naturally occurring crystalline fiber minerals. Asbestos has been
used extensively throughout the world in the textile,insulation and building industries. With respect to its use in
buildings,surveys conducted by the Environmental Protection Agency(E.P.A.)indicate that asbestos-containing
construction and building materials occur in more than 750,000 buildings, including schools, public buildings,
and office buildings throughout the country.
Because the 823 Congress Building was constructed during the period in which asbestos was commonly
used, Landlord retained the services of an engineering and testing consulting firm to conduct a survey of the
building to determine the possible presence of asbestos-containing materials. The test results from material
samples obtained during the survey indicated that the building's fireproofing material, some pipe insulation
material, some vinyl floor material, some equipment insulation, and some HVAC duct insulation joint material
contain varying amounts of asbestos. These materials were observed to be in good condition and intact at the
time of the survey. Although these materials exist in the building,no friable asbestos-containing materials
are exposed to the normally occupied tenant suaces in the building. According to our consultants the
materials noted above as containing asbestos do not currently present a hazard to the building occupants
if they are not disturbed.
Upon notification of the results of this survey,and in the continuing interest in the safety of the building
occupants,the consulting firm conducted a series of air-sampling tests to determine if there was any measurable
concentration of airborne fiber content in the building's air. This "prevalent-level air-sampling" serves to
indicate the concentration of any and all types of airborne fibers(including carpet, dust, etc.)of a specific size
and shape. The results of these tests, which were taken in accordance with E.P.A. and the Occupational Safety
and Health Administration(OSHA)guidelines, indicated that the air in the 823 Congress Building had airborne
fiber concentrations which were below the testing method limit of detection and well within EPA and OSHA
established guidelines. In conjunction with our consultants, we will conduct periodic air-sample tests to ensure
that the air concentrations remain within established guidelines. The results of these tests are,and will be,kept
in the building management office and available for your inspection at any time.
Additionally,our consultant has prepared an Operations and Maintenance Program,which includes
periodic re-inspection of the asbestos-containing materials,periodic prevalent-level air monitoring,and a
program manual detailing established guidelines to be followed during construction or renovation work in the
823 Congress Building to assure that such work presents minimal exposure risk to building occupants. In
addition,a Building Asbestos Coordinator will coordinate all construction and renovation work performed within
the 823 Congress Building,utilizing subcontractors fully aware of the Operations and Maintenance Program.
Because of the strict guidelines established by this Operations and Maintenance Program, Building
Management requires that all work performed within lease space in the 823 Congress Building be conducted
only after obtaining written approval from Building Management. Tenants shall submit to Building Management
a detailed written request of any and all work that Tenant wants to perform. This requirement is critical to
consistent and continued safe maintenance activities.
INITIALS OF 823 SIGNATORY:
INITIALS OF CLIENT SIGNATORY:
page 3 of 4
N CIAL RECORD SECRETARY WORTH, TX
RULES AND REGULATIONS
1. Client's employees and guests will conduct themselves in a 14. Client will not occupy or permit any portion of the 823 Center to
businesslike manner;proper business attire will be worn at all times; be occupied or used for the manufacture, sale, gift or use of liquor,
noise level will be kept to a level so as not to interfere with or annoy narcotics or tobacco in any form.
other clients and Client will abide by 823 directives regarding
security,keys,parking,and other common to all occupants. 15. Client will not use the Office(s)for lodging or sleeping or for any
immoral or illegal purposes.
2. Client agrees to use chair mats and desk pads in the Office(s)and
any damage from failure to use the same will be the responsibility of 16. No additional locks or bolts of any kind shall be placed upon any
Client. Client will not affix anything to the windows, walls, or any of the doors or windows of the 823 Center by Client nor shall any
other part of the Office(s)or the 823 Center without the prior written changes be made on existing locks or the mechanisms thereof
consent of 823.
17. Client shall, before leaving the Office(s) unattended for an
3. Client will not prop open any corridor doors,exit doors, or doors extended period of time,close and securely lock all doors and shut off
connecting corridors during or after business hours. all lights and other electrical apparatus. Any damage resulting from
failure to do so shall be paid by client.
4. Client can only use public areas with the consent of 823 and those
areas must be kept neat and attractive at all times. 18. Canvassing,soliciting and peddling in the Building are prohibited
and Client shall not solicit other clients for any business or other
5. All corridors,halls,elevators,and stairways shall not be obstructed purpose without the prior written approval of 823.
by client or used for any purpose other than egress and ingress.
19. All property belonging to Client or any employee,agent or invitee
6. No advertisement or identifying signs,other than provided by 823, of Client shall be at risk of such person only and 823 shall not be
or other notices shall be inscribed, painted or affixed on any part of liable for damages thereto or for theft or misappropriation thereof
the corridors,doors or public areas.
20. If client does not remove any property belonging to Client from
7. Client shall not,without 823 prior written consent,store or operate the 823 Center by the end of the term, at the option of 823 shall be
in the Office(s)or the 823 Center any computer(excepting a personal conclusively presumed to have conveyed such property to 823 under
computer) or any large business machine, reproduction equipment, this Agreement as a bill of sale without further payment of credit by
heating equipment, stove, radio, stereo equipment, or other 823 to Client and 823 may remove the same and Client shall pay 823
mechanical amplification equipment, vending or coin operated all cost such-removal upon demand.
machine, refrigerator or coffee equipment, or conduct a mechanical
business therein, or use or allow to be used in the Building, oil 21. Smoking shall be prohibited in all public areas, including
burning fluids, gasoline, kerosene for heating, warming or lighting. conference and training rooms. No smoking at any time in any areas
No article deemed hazardous on account of fire or any explosives of the 823 Center(including open office and workstations).
shall be brought into the 823 Center. No offensive gases, odor or
liquids will be permitted. No firearms will be permitted. 22. Client or Client's officers, directors, employees, shareholders,
partners, agents, representatives, contractors, customers, or invitees
8. The electrical current shall be used for ordinary lighting purposes shall be prohibited from participating in any type of harassment,
only unless written permission to do otherwise shall first have been verbal or physical in the 823 Center for any reason.
obtained from 823 at an agreed cost to client.
9. If Client requires any special installation or wiring for electrical
use, telephone equipment or otherwise, the personnel shall do such
wiring at Client's expense designated by 823.
823 reserves the right to make such other rules and regulations as in
10.Client may not conduct business in the hallways,reception area or its judgments may from time to time be needed for the safety, care,
any other area except in its designated Office(s) without the prior and cleanliness of the offices. 823 shall have no responsibility to
written consent of 823. Client for the violation or non-performance by any other 823 clients of
any of the Rules and Regulations but shall use reasonable efforts to
11. Client will bring no animals other than seeing-eye dogs in the uniformly enforce all Rules and Regulations.
company of blind persons into the Building.
12. Client shall not remove furniture; fixtures or decorative material
from the Office(s) without the written consent of 823 and such
removal shall be under the supervision and regulations of the 823
Center.
13. Client will not use the 823 Center for manufacturing or storage of
merchandise except as such storage may be incidental to general INITIALS OF 823 SIGNATORY:
office purposes. INITIALS OF CLIENT SIGNATORY T page 4 of
A L RECORD
CRETARY
RTH, TX