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HomeMy WebLinkAboutContract 46491 CITY SECRE1gW CONTRACT N0. LEASE AGREEMENT BETWEEN CITY OF FORT WORTH AND FORT WORTH CITY CREDIT UNION This lease agreement ("Lease") is entered into effective February 12, 2015, by and between the City of Fort Worth, a Texas home rule municipal corporation acting by and through its duly authorized Assistant City Manager, and Fort Worth City Credit Union a credit union chartered by the State of Texas, acting by and through its duly authorized President, Ron Fox ("Lessee"). RECITALS WHEREAS, Lessor warrants and represents that it owns that certain parcel of land located at 505 W. Felix, Fort Worth, Texas ("Parcel") and the office building located on that parcel ("Building"); and WHEREAS, on January 6, 2015 (M&C G-18383), the Lessor's City Council authorized the execution of a ten (10) year lease with Lessee for office space in the Building; WHEREAS, Lessor wishes to lease to Lessee, and Lessee wishes to lease from Lessor, under the terms and conditions of this agreement that certain 816 square feet of floor space on the first floor of the Building, as outlined on Exhibit "A" attached hereto and made a part of this lease for description purposes, more commonly known as Credit Union Suite, and referred to herein as the "Premises". NOW THEREFORE, in consideration of the covenants and agreements contained in this Agreement, Lessor and Lessee hereby agree as follows: ARTICLE 1. LEASE OF LEASED PREMISES 1.01 Premises. In consideration of the mutual terms and covenants of this Agreement, and other good and valuable consideration, Lessor demises and leases to Lessee, and Lessee leases from Lessor the Premises 1.02 Parking. It is agreed that Lessee, its agents, servants, employees, customers, guests, and invitees, shall have the right to park without charge, throughout the term of this lease and any renewal term, in the adjacent parking lot ("Parking Lot"). Lessee agrees not to hinder the use of the remaining parking places in the parking lot. M m ARTICLE 2. LEASE TERM 0 2.01 Term. The initial term of this Agreement ("Primary Term") shall commence on February 12,2015 and shall expire on January 31, 2025. C."' 2.02 Holdover Tenancy. Unless terminated earlier by either party pursuant to a right :v hereunder, this Agreement will expire without further notice wh the Term expires. Any Lease with Fort Worth City Credit Union Police and Fire Training Center G-18383 �Ff�Ci�AI..RECORD Page 1 of 11 (06201440.DOC) CITY SECRETARY FT.WORTH,TX holding over by Lessee after the Term expires will not constitute a renewal of the Agreement or give Lessee any rights under the Agreement in or to the Premises, except as a Lessee at will. ARTICLE 3. USE OF LEASED PREMISES 3.01 Permitted Use of Premises. Lessee may use the Premises only for the purpose of Credit Union office space during the hours of 8:00 a.m. through 5:00 p.m. Monday through Friday, however, the Premises will not be open or available for Lessee's use on city of Fort Worth holidays. 3.02 Illegal Use Not Permitted. Lessee may not use any part of the Premises or any building situated on them for any use or purpose that violates any applicable law, regulation, or ordinance of the United States, the State of Texas, the County of Tarrant, or the City of Fort Worth, or other lawful authority with jurisdiction over the Premises. 3.03 Condition of Premises. Upon Lessee's satisfaction of the construction of Lessee Improvements as described in Article 4, Lessee finds the Premises suitable for the purposes intended. 3.04 Ordinances; Inspection. Lessee 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. Lessee further agrees to maintain the Premises in a clean safe and sanitary condition at all times and shall comply with all ordinances of the City of Fort Worth. Lessor's agents, servants or employees shall be permitted by Lessee to make inspection of the Premises to ascertain compliance with the terms and provisions of this Agreement. 3.05 Si na e. Lessee can have signage inside the Leased Premises, however no signage on the outside of the building will be allowed. 3.06 Right to Remove Personal Property; Trade Fixtures. Lessee may, at any time while it occupies the Premises, or within a reasonable time thereafter, not to exceed thirty (30) days, remove personal property, furniture, machinery, equipment, or other trade fixtures owned solely by Lessee, in, under, or on the Premises, or acquired by Lessee, whether before or during the Term and any extension, such property being here and after referred to as "Lessee Property." On or before the date of expiration of this Agreement, Lessee shall vacate the Premises, remove all Lessee Property and must repair any damage to any buildings or improvements on the Premises resulting from the removal, restoring the Premises to a condition reasonably satisfactory to the Lessor. If the Lessor or Lessee terminates this Agreement, Lessee shall vacate the Premises, remove said Lessee Property and restore the Premises aforesaid within such time as the Lessor shall reasonably designate, but in no event less than thirty (30) days after termination. In either event, if Lessee shall fail or neglect to remove said Lessee Property within a reasonable time after the Agreement termination date, not to exceed thirty (30) days and so restore the Premises, then said Lessee Property shall become the property of the Lessor. Lease with Fort Worth City Credit Union Police and Fire Training Center G-18383 Page 2of11 f 00201440.DOC) ARTICLE 4. TENANT IMPROVEMENTS 4.01 Lessee Improvements. Lessor agrees to construct the Lessee Improvements pursuant to the terms of the Work Letter attached hereto as Exhibit "B & Bl" and made apart hereof for all purposes. 4.02 Cost of Lessee Improvements. Notwithstanding anything contained herein or in the Work Letter to the contrary, Lessor shall not be obligated to expend more than $124,554.71 (the"Maximum Sum") to complete the Lessee Improvements. 4.03 Completion of Improvements. (a) Within fifteen (15) business days after Lessee's receipt of written notice from Lessor of completion of the Lessee Improvements, Lessee shall conduct a walk-through inspection of the Leased Premises with Lessor and complete a punch list of items needing additional work. Other than the items specified in the punch list, if any, and subject to Lessor's representations and warranties described below, by taking possession of the Leased premises, Lessee shall be deemed to have accepted the Leased premises in good, clean and completed condition, subject to all applicable laws, codes and ordinances. Any damage to the Leased Premises caused by Lessee's move-in shall be repaired or corrected by Lessor at Lessee's expense. Lessor's contractor shall complete all punch-list items within thirty (30) days after the walk-through inspection or as soon as practicable thereafter. Upon completion of such punch-list items, Lessee shall approve or disapprove such completed items in writing to Lessor. If Lessee fails to disapprove such items within twenty (20) business days of Lessee's receipt of written notice from Lessor of completion, such items shall be deemed approved by Lessee. The Leased Premises are accepted by Lessee in "as is" condition and configuration subject to any Lessor obligation to perform work described in the attached Work Letter. BY TAKING POSSESION OF THE LEASED PREMISES, LESSEE AGREES THAT THE LEASED PREMISES ARE IN GOOD ORDER AND SATISFACTORY CONDITION, SUBJECT ONLY TO THE PUNCH- LIST ITEMS, AND AGREES THAT THERE ARE NO REPRESENTIONS OR WARRANTIES, EXPRESS OF IMPLIED, BY LESSOR REGARDING THE CONDITION OF THE LEASED PREMISES. FROM AND AFTER THE DATE THAT LESSEE TAKES POSSESSION OF THE LEASED PREMISES, EXCLUDING ONLY THE PUCH-LIST ITEMS. UPON COMPLETION, LESSOR WARRANTIES THAT LEASED PREMISES ARE IN COMPLIANCE WITH ALL APPLICABLE LAWS AND REGULATIONS. (b) Lessor will be deemed to have "Substantially Completed" Lessor's Work (as defined in Exhibit "B") if Lessor has caused all of Lessor's Work to be substantially completed in accordance with the Final Plans (as defined in Exhibit `B") and Lessor will have received a certificate of occupancy with respect to the Leased Premises form the appropriate governmental authority with Jurisdiction over the Leased Premises allowing Lessee to occupy and use the Leased Premises as provided in the Leases and Lessee can occupy and use the Leased Premises as provided in the Lease. 4.04 Alterations and Fixtures. After the commencement Date, Lessee may request, at Lessee's sole cost and expense, for Lessor to make alterations, additions or improvements on or Lease with Fort Worth City Credit Union Police and Fire Training Center G-18383 Page 3 of 11 {00201440.DOC} about the Leased Premises ("Alterations"), such alterations shall be made at Lessor's sole discretion. All Alterations made shall be and become the property of Lessor upon installation. Lessor herein agrees that no property or equipment, owned or installed by Lessee, or any representative of Lessee, shall, under any circumstances, become a fixture, and that Lessee shall reserve the right to remove any and all such property or equipment at any time during the term of this Lease, or subsequent to its termination by either party provided that such removal does not cause damage to the Leased Premises or that any such damages are repaired by Lessee, at its sole cost and expense, to the satisfaction of Lessor. Lessor further agrees that it will, at no time, hold or retain, any property owned or installed by Lessee, for any reason whatsoever. 4.05 Alterations. Lessee shall not make any improvements, changes, or enhancements to the Premises without Lessor's express written authorization, which may be unreasonably withheld. 4.06 Maintenance and Repair. (a) Lessor Obligations. Lessor shall perform all upkeep, maintenance and repair necessary, as determined by Lessor in its sole discretion, to keep the Premises and its operating systems in good condition and in compliance with all applicable codes and regulations. Lessor shall maintain air filters and light bulbs. Lessor shall provide janitorial and custodial service, including carpet cleaning and painting, for the Premises on the same schedule and at the same level as it provides for in the remainder of the Building and its own facilities adjacent to the Premises. (b) Lessee Obligations. Lessee shall neither commit nor allow to be committed any waste on the Premises, nor shall Lessee maintain, commit or permit the maintenance or commission of any nuisance on the Premises or use the Premises for any unlawful purpose. Upon discovery of any condition that requires the Lessor to make needed repairs under (a) above, the Lessee shall notify the Lessor of the defect or condition. Lessee shall pay the costs of any repair needed because of negligence by or acts of Lessee or its invitees or licensees. ARTICLE 5. RENT 5.01 Rent. Upon occupancy, Lessee shall pay to Lessor annual rent of $2,448.00 ("Rent") at the City of Fort Worth, Housing and Economic Development Department, Attn: Bette Chapman, 1000 Throckmorton, Fort Worth, Texas 76102, or such other address as the Lessor may designate from time to time during each year the Lease remains in effect. Thereafter, Rent shall be due by the occupancy date. If the payment of Rent is not received by Lessor as provided herein, then all amounts due and payable to Lessor hereunder shall bear interest from the date the payment of Rent was due until paid, at a per annum rate of interest equal to the lesser of(a) twelve percent (12%) or (b) the highest non-usurious rate permitted by applicable law. Time is specifically of the essence of this provision and of every provision of this Lease. 5.02 Additional Rent. Within two weeks of execution of the Lease, Lessee shall pay Lessor at the address listed in Section 5.01 $124,554.71. The failure to pay these funds as Lease with Fort Worth City Credit Union Police and Fire Training Center G-18383 Page 4 of 11 {00201440.DOC} provided herein shall result in automatic termination upon Lessee receiving written notice from Lessor. ARTICLE 6. TAXES 6.01 Payment by Lessee. In addition to the rent specified in Article 4, Lessee will pay and discharge all taxes, general and special assessments, and other charges of any kind levied on or assessed against the Premises because of Lessee's use, and all interests in the Premises and all improvements and other property on them during the Term and any extension. LESSEE WILL PAY ALL THE TAXES, CHARGES, AND ASSESSMENTS DIRECTLY TO THE PUBLIC OFFICER CHARGED WITH THEIR COLLECTION BEFORE THEY BECOME DELINQUENT, AND LESSEE WILL INDEMNIFY LESSOR AND HOLD IT HARMLESS FROM ALL SUCH TAXES, CHARGES, AND ASSESSMENTS. Lessee may, in good faith at its own expense (and in its own name) contest any such taxes, charges, and assessments and must pay the contested amount, plus any penalties and interest imposed, if and when finally determined to be due. Lessee's failure to discharge any such tax, charge or assessment when finally due within ten (10) days after the date Lessor's written notice is received by Lessee shall constitute an event of default under Section 12.01 (d) below. However, Lessee's financial obligation to Lessor to liquidate and discharge such lien shall survive following termination of this Agreement and until such a time as the lien is discharged. ARTICLE 7. UTILITIES 7.01 Payment by Lessor. Lessor will provide utility services during regular business hours at no cost to Lessee. Utility service includes electricity, heating, cooling, water, and wastewater, trash and recycling pickup. Utility service usage does not include telephone, Internet or wireless services, which Lessee will provide at Lessee's expense. Lessee agrees that no use consuming abnormally high utility or other service costs shall be permitted in the Premises. ARTICLE 8. CASUALTY 8.01 Substantial Casualty. (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 Lessee 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, Lessee shall give immediate notice to the Lessor and to Lessee's casualty insurance provider. Lessee shall follow all required procedures to file a claim(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 Lessor received as a result of the casualty event. Lessee will have the option, exercisable by written notice given to Lessor within ninety (90) days after the occurrence of such substantial Lease with Fort Worth City Credit Union Police and Fire Training Center G-18383 Page 5 of 11 f 00201440.DOC) 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 Lessee shall have no obligation to make any expenditure in connection with such substantial casualty or the results thereof, unless Lessee's continued occupancy requires such expenditure. (c) If Lessee does not give notice as specified in Subsection (b) or waives its right to terminate, Lessor at its sole discretion may proceed to repair, restore, and rebuild the Premises to its former condition within one hundred eighty (180) days from the date of such damage; provided, however, that Lessor will be under no obligation to expend any amount on rebuilding or repairing the Premises in excess of the amount of insurance proceeds actually received by Lessor. (d) If Lessor chooses not to rebuild or restore the Premises, the Agreement will terminate. Such choice shall be made by written notice to Lessee within ninety (90) days after the occurrence of such substantial casualty. In the event Lessor chooses not to rebuild or restore the Premises, any insurance proceeds received by Lessor for the purpose of rebuilding or restoring the Premises shall be paid to Lessee, subject to any necessary City Council approvals 8.02 Minor Casualty. The term "minor casualty" shall be defined in like manner as "substantial casualty" in Section 7.01 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, Lessee shall give immediate notice to Lessor and to Lessee's casualty insurance provider. Lessee 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 Lessor received as a result of the casualty event. If there are insurance proceeds available to Lessor in amounts sufficient to cover the needed repairs, Lessor 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, Lessor shall have no obligation to make such repairs until either (1) it receives sufficient funds from Lessee to cover the uninsured needed repairs or (2) Lessee 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, Lessee or Lessor may terminate this Agreement. ARTICLE 9. INDEMNIFICATION AND INSURANCE 9.01 Indemnification. LESSEE COVENANTS AND AGREES TO INDEMNIFY, HOLD HARMLESS AND DEFEND THE LESSOR, 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 KIND 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 LESSEE, ITS OFFICERS, AGENTS, EMPLOYEES, Lease with Fort Worth City Credit Union Police and Fire Training Center G-18383 Page 6 of 11 ,00201440.DOC) 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 LESSOR FROM AND AGAINST ANY AND ALL INJURY OR DAMAGE TO SAID PREMISES OR ANY OTHER PROPERTY OF LESSOR, ARISING OUT OF OR IN CONNECTION WITH, DIRECTLY OR INDIRECTLY, THE LEASING, OCCUPANCY, USE, CONDITION AND/OR MAINTENANCE OF THE PREMISES. 9.02 Liability Insurance. Lessee shall at all times during the term 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 Lessor as an additional insured, as its interests may appear (ATIMA). Lessee shall furnish to Lessor 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 Lessor. Lessor may, at its option, also require Lessee 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 Lessor. 9.03 Insurance for Contents of Buildings. Lessee shall be responsible for maintaining any policy of insurance that will insure against loss of property owned by Lessee that is located on the Premises. Said insurance shall waive any right of subrogation in favor of Lessor. 9.04 Fire and Extended Coverage: Boiler and Machinery Coverage. Lessor 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 Lessee. 9.05 Hazardous Use. Lessee 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 Lessee's business for the purposes set forth herein shall not be considered in violation of this Section. 9.06 Independent Contractor. It is expressly understood and agreed that Lessee shall perform its obligations and responsibilities hereunder as an independent contractor and not as an officer, agent, representative or employee of the Lessor; that Lessee shall have exclusive control of and the exclusive right to control the details of its obligations and responsibilities and all persons performing same; that Lessee 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 Lessor and Lessee and that nothing herein shall be construed as creating a partnership or joint enterprise between Lessor and Lease with Fort Worth City Credit Union Police and Fire Training Center G-18383 Page 7 of 11 f 00201440.DOC) Lessee. ARTICLE 10. DEFAULT AND REMEDIES 10.01 Event of Default. The following shall be deemed events of default (herein so called) by Lessee under this Agreement: a. Lessee fails to pay rent in accordance with Section 4.01; b. Lessee fails to use the Premises for office space; c. Lessee makes a transfer in fraud of creditors, or makes an assignment for the benefit of creditors; d. Lessee vacates any substantial portion of the Premises for a period of longer than thirty (30) days, unless Lessee can demonstrate to the reasonable satisfaction of the Lessor that all reasonable efforts are being made by Lessee to occupy said Premises; or e. Lessee fails to comply with any other term, provision or covenant of this Agreement in any material respect. 10.02 Curing a Default. (i) If an event of default occurs, Lessor shall give written notice that describes the default in reasonable detail to Lessee. Lessee must commence curing such default within fourteen (14) calendar days after the time it receives the notice from Lessor, and then complete the cure within ninety(90) days thereafter. (ii) If Lessee does not substantially complete the cure within the stated time in (i) of this section, Lessor may terminate this Agreement by giving written notice of the termination; provided, however, if the default is not reasonably susceptible to cure within the stated time, Lessor will not exercise its right to terminate this Agreement so long as Lessee has commenced to cure the default within the required time and diligently completes the cure within a reasonable time without unreasonable cessation of the work to complete the cure. 10.03 Other Remedies. Any termination of this Agreement as provided in this article will not relieve Lessee from paying any sum or sums due and payable to Lessor under this Agreement at the time of termination, or any claim for damages then or previously accruing against Lessee under this Agreement. Any such termination will not prevent Lessor from enforcing the payment of any such sum or sums or claim for damages by any remedy provided for by law, or from recovering damages from Lessee for any default under the Agreement. All Lessor's rights, options, and remedies under this Agreement will be construed to be cumulative, and not one of them is exclusive of the other. Lessor may pursue any or all such remedies or any other remedy or relief provided by law, whether or not stated in this Agreement. Lease with Fort Worth City Credit Union Police and Fire Training Center G-18383 Page 8of11 {00201 aa0 DOC) ARTICLE 11. NOTICES 11.01 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 delivered whether actually received or not, when deposited in the United States mail, postage prepaid, certified or registered mail, return receipt requested, addressed to the parties hereto at the respective addresses set out below, or at such other address as they may hereafter specify by written notice so given. a. If to Lessor: Housing & Economic Development Dep't City of Fort Worth 1000 Throckmorton Street Fort Worth, TX 76102 Attn: Real Property Manager b. Ifto Lessee: President, Fort Worth City Credit Union 2309 Montgomery St. Fort Worth, TX 76107 ARTICLE 12. GENERAL PROVISIONS 12.01 Right of Entry and Inspection. Lessee must permit Lessor or its agents, representatives, or employees to enter the Premises for the purposes of inspection; determining whether Lessee is complying with this Agreement; maintaining, repairing, or altering the Premises; or any other reasonable purpose During any inspection, Lessor may perform any obligations that Lessor is authorized or required to perform under the terms of this Agreement or pursuant to its governmental duties under federal state or local laws, rules or regulations. 12.02 Interpretation. In the event of any dispute over the meaning or application of any provision of this Agreement, this Agreement shall be interpreted fairly and reasonably, and neither more strongly for or against any party, regardless of the actual drafter of this Agreement. 12.03 No Third Party Rights. The provisions and conditions of this Agreement are solely for the benefit of the Lessor and Lessee, and any lawful assign or successor of the Lessee, and are not intended to create any rights, contractual or otherwise, to any other person or entity. 12.04 No Partnership or Joint Venture. Lessee shall operate hereunder as an independent contractor and not as an officer, agent, servant, or employee of the Lessor. Lessee shall have the exclusive control of, and the exclusive right to, control the work designated to the Lessee to be performed hereunder, and all persons performing the same, and shall be solely responsible for the acts and omissions of .its officers, agents, servants, contractors, subcontractors and employees. Neither Lessor nor Lessee shall be responsible under the Doctrine of Respondeat Superior for the acts and omissions of its officers, agents, servants, contractors, subcontractors, or employees. It is understood and agreed that the Lessor is not involved as a party to any activities that may be carried on by Lessee pursuant to this Agreement. Lease with Fort Worth City Credit Union Police and Fire Training Center G-18383 Page 9 of 11 (00201440.DOC) Lessee acknowledges itself solely responsible for such activities and for all persons and property involved or used in connection with Lessee's use of the Premises. Provided, however, that no provision of this Agreement shall operate or be construed as a waiver by either party of any immunity from liability which it has or could be asserted under the doctrine of governmental immunity or any other immunity which it has under law. 12.05 Declared Emergency. In the event of a declared local, state or federal emergency, the Lessee will immediately make the facility available for use as deemed necessary by the Lessor in order to respond to the declared emergency. Should the declared emergency extend beyond 72 hours, the Lessor will seek reimbursement from federal, state and/or local funding and compensate the Lessee for any lost revenue as a result of declared emergency use, to the extent funds are received from these sources. 12.06 Force Majeure. If the Lessee becomes unable, either in whole or part, to fulfill its obligations under this Agreement due to acts of God, strikes, lockouts, or other industrial disturbances, acts of public enemies, wars, blockades, insurrections, riots, epidemics, earthquakes, fires, floods, restraints or prohibitions by any court, board, department, commission or agency of the United States or of any States, any arrests and restraints, civil disturbances, or explosions, or some other reason beyond such the Lessee's control (collectively, "Force Majeure Event"), the obligations so affected by such Force Majeure Event will be suspended only during the continuance of such event. Lessee will give the Lessor written notice of the existence, extent and nature of the Force Majeure Event as soon as reasonably possible after the occurrence of the event. The Lessee will use commercially reasonable efforts to remedy its inability to perform as soon as possible. Failure to give notice will result in the continuance of the Lessee's obligation regardless of the extent of any existing Force Majeure Event. 12.07 Binding Covenants. Subject to the limitations contained herein, the covenants, conditions and agreements made and entered into by the parties hereto are declared to be for the benefit of and binding upon their respective successors, representatives and assigns, if any. 12.08 Invalid Provision. It is agreed that, in the event any covenant, condition or provision herein contained is held to be invalid by any court of competent jurisdiction, the invalidity of such covenant, condition or provision shall in no way affect any other covenant, condition or provision herein contained; provided, however, that the invalidity of any such covenant, condition or provision does not materially prejudice either Lessee or Lessor in connection with the rights and obligations contained in the valid covenants, conditions or provisions of this agreement. 12.09 Sublease, Assignment and Successors. Lessee may not license or sublease the Premises without Lessor's express written permission. Lessee may not assign, transfer or otherwise convey any of its rights or obligations under this Agreement to any party without the prior written consent of the Lessor. An attempt to license, sublease or assign this contract without the consent of the Lessee shall be considered an event of default. 12.10 Waiver of Immunity. If Lessee, as a charitable association, political subdivision, corporation, entity or individual enterprise, has or claims an immunity or exemption (statutory or Lease with Fort Worth City Credit Union Police and Fire Training Center G-18383 Page 10 of 11 {0020I440.DOC} otherwise) from and against liability for damage or injury to property or persons, Lessee, to the extent permitted by law, hereby expressly waives its rights to plead defensively such immunity, including governmental immunity, or exemption as against Lessor arising under this Agreement. 12.11 Applicable Laws. The laws of the State of Texas shall govern this license agreement and the relationship created hereby. 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. 12.12 Severability of Provisions. If any of the provisions contained in this Agreement shall be held, for any reason, to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or unenforceability, shall be construed as if such invalid, illegal, or unenforceable provision had never been contained herein. 12.13 Governmental Powers. It is understood that by execution of this Agreement, the Lessor does not waive or surrender any of it governmental powers 12.14 Captions. Captions and headings used in this Agreement are for reference purposes only and shall not be deemed a part of this Agreement. 12.15 Sole Agreement. This Agreement constitutes the sole and only agreement of the parties hereto and supersedes any prior understanding or written or oral agreements between the parties respecting the subject matter. EXECUTED this the day of 201,1. CITY OF FORT WORTH FORT H,CCIIT�Y CREDIT UNION By: & / Iwo By: r' Fernando Costa Ron Fox Assistant City Manager Q��OR r�� President ATTEST: r a` �.s o7� �0 8x $0 0 �000000aooQo City Secretary TEXAS APPROVED AS TO FORM AND LEGALITY By: Assistant City Attorney Lease with Fort Worth City Credit Union Police and Fire Training Center G-18383 OFFICIAL RECORD Page 11 of 11 (00201440.DOC) CITY SECRETARY FT. WORTH, TX L- I Li r■in _� r-�- E oil u* oil oil ExbIbit"B" .17 ir,7,77 ............ =X-4 I Lt. Exhibit"B.1" SECTION 8—CREDIT UNION SCHEDULE OF UNIT PRICES NO KEY MFG DESCRIPTION UNIT PRICE 1 CH.15 Executive Tasic Chair 494.85 2 CH-16 _ TtiMSALL 51eculive Side Chah. 361.12 IU ALL -- 5045,53 3 DE.11 Deslc with Return,Table&Credenza _ 4 LS.06 ALL Lounge Chair 99633 5 OT.07 KIMBALL Occasional Table,Square 311,5 6 ST,04 1W trrH Counter Stool 527A1 7 ST.05 VAlO Stool wilii Casters 47b,03 8 10 11 12 13 i4 --- - 15 1 I Sectlon 8-credit Union PAGE9OF9 M&C Review Page 1 of 2 Official site of the City of Fort Worth,Texas CITY COUNCIL AGENDA FoR` TII COUNCIL ACTION: Approved on 1/6/2015 - Ordinance No. 21597-01-2015 DATE: 1/6/2015 REFERENCE NO.: **G-18383 LOG NAME: 06FWCCLI LEASE CODE: G TYPE: CONSENT PUBLIC HEARING: NO SUBJECT: Authorize Execution of a Ten Year Lease for 816 Square Feet of Office Space at the Public Safety Training Center Located at 505 West Felix with the Fort Worth City Credit Union for Purposes of a Satellite Banking Operation and Adopt Appropriation Ordinance (COUNCIL DISTRICT 9) RECOMMENDATION: It is recommended that the City Council: 1. Authorize the execution of a 10-year lease for 816 square feet of office space at the Public Safety Training Center located at 505 West Felix with the Fort Worth City Credit Union for purposes of a satellite banking operation for a lease amount of$127,002.71 for the first year, which includes $124,554.71 for the costs of tenant improvements and $2,448.00 for annual utility/janitorial costs; and $2,448.00 for years 2 through 10 for the lease for annual utility/janitorial costs; and 2. Adopt the attached appropriation ordinance increasing estimated receipts and appropriations in the General Fund in the amount of$2,448.00. DISCUSSION: The City has been approached by the Fort Worth City Credit Union (FWCCU) to lease 816 square feet of office space on the first floor of the new Police and Fire Training Center located at 505 West Felix for the purpose of providing a satellite banking operation at that location. Staff has met with FWCCU representatives and is recommending the approval of a lease with the following terms: 10 year lease term for 816 square feet of space inside the new Public Safety Training Center Administration Headquarters; Rent - $127,002.71 for the first year, which includes $124,554.71 for the costs of tenant improvements and $2,448.00 for annual utility/janitorial costs and $2,448.00 for years 2 through 10 for annual utility/janitorial costs; The effective rent is $18.26 square feet; Shared parking in the adjacent parking lot; The City will perform all upkeep and maintenance at its sole discretion and at the same schedule as provided to the rest of the building; The FWCCU will pay all taxes, general and special assessments, and other charges of any kind levied on or against the premises because of the Lessee's use; The City will provide utility services, except for phone and internet services, during regular business hours (8:00 a.m. to 5:00 p.m.); and The Lessee shall at all times maintain a Commercial General Liability Policy of insurance with limits not less than $1,000,000.00 per occurrence, combine single limit for bodily injury or death and property damage, $2,000,000.00 aggregate. A future appropriation Mayor and Council Communication will be needed to appropriate the capital funds to complete the tenant improvements. http://apps.cfwnet.org/council_packet/mc_rcview.asp?ID=20649&councildate=1/6/2015 2/22/2015 M&C Review Page 2 of 2 This project is located in COUNCIL DISTRICT 9. FISCAL INFORMATION/CERTIFICATION: The Financial Management Services Director certifies that upon approval of the above recommendation the Housing and Economic Development Department will be responsible for collection of funds due to the City under this Lease. Upon receipt of these funds$124,554.71 will be deposited into Public Safety Training Facility Fund, Revenue from Lease/Rentals; and $2,448.00 will be deposited into the General Fund-Police Department, Revenue from Lease/Rentals which has no estimated revenue for Fiscal Year 2015 and no year-to-date receipts. TO Fund/Account/Centers FROM Fund/Account/Centers GG01 442320 0351000 $2,448.00 C236 44222 061070198780 $124,554.71 Submitted for City Manager's Office by- Fernando Costa (6122) Originating Department Head: Randle Harwood (6101) Additional Information Contact: Doug Rademaker (6571) ATTACHMENTS 06FWCCU LEASE GG01 AO.docx PUBLIC SAFETY TRAINING CENTER SITE MC MAP 08 21 12.pdf http://apps.cfwnet.org/council_ packet/mc_review.asp?ID=20649&councildate=1/6/2015 2/22/2015