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HomeMy WebLinkAboutContract 46805 CITY SECRETAW CONTRACT N0. 4'u �V 5; - LEASE AGREEMENT This Lease Agreement (the "Lease") is entered in to on this the _Z?f b day of , 2015, between the City of Fort Worth, Texas, a home-rule municipal corp ration ("Landlord") and the Pocket Theatre, Inc., d/b/a Hip Pocket Theatre, a Texas non- profit corporation ("Tenant"). ARTICLE 1. LEASE OF PREMISES § 1.01. Leased Premises. In consideration of the mutual covenants and agreements of this Lease, and other good and valuable consideration, Landlords demises and leases to Tenant, and Tenant leases from Landlord, the premises situated in Fort Worth, Tarrant County, Texas, legally described as Exhibit A attached to this Lease, and made a part of this Lease for all purposes (collectively referred to as "the Premises" or the "the Leased Premises" in this Lease). ARTICLE 2. LEASE TERM §2.01 Primary Term. The term of the Lease ("Term") shall commence on2015, and shall continue for 5 years from said date, unless terminated sooner as provide in the Lease. So long as this Lease has not been terminated under Article 13, the Lease may be renewed for five one year extensions prior to the expiration of the Term or any extension. Tenant shall notify Landlord in writing 30 days prior to Tenant's commencement of on-site seasonal activities on the Leased Premises. It is specifically understood and agreed that the Leased Premises shall be used for an outdoor amphitheater for the Term and any extension in accordance with the permitted use described in Section 3.01 below. § 2.02. Termination. The lease will terminate without further notice when the Term or any extension specified in § 2.01 expires, and any holding over by Tenant after the Term expires, will not constitute a renewal of the Lease or give Tenant any rights under the Lease in or to the Premises, except as a tenant at will. § 2.03. Holdover Tenancy. If Tenant holds over and continues in possession of the Premises after the Term expires, Tenant will be considered to be occupying the Premises at will subject to all terms of this Lease. ARTICLE 3. USE OF PREMISES § 3.01. Permitted Use of Premises. Tenant may use the Premises only for the purpose of developing, construction, and operating a public theater known as the Hip Pocket Theatre (the "Theater") and for purposes ancillary to the operation of Theater, and for no other purpose without the written consent of Landlord. M M § 3.02. No hazardous or Toxic Substances. Under no circumstances during the Term and < extension of this Lease will Tenant use or cause to be used in the business operated on the M a z OFFICIAL RECORD a Lease Between the City of Fort Worth CITY SECRETARY and Hip Pocket Theatre 91 Page 1 of 14 FT. WORTH, TX Premises any hazardous or toxic substance or materials, or store or dispose of any such substances or materials on the Premises. § 3.03. Illegal Use Not Permitted. Tenant may not use all or any part of the Premises or any building situated on them for any use or purpose that violates any valid and 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. § 3.04. Prohibited Uses. Tenant shall not use or allow the Premises to be used for camping or outdoor cooking. Tenant also shall not use or allow all terrain vehicles to be use on the Premises. § 3.05. Condition of Premises. Tenant agrees to accept the Leased Premises in their present condition, finds them suitable for the purposes intended, and further agrees that it is thoroughly familiar with such condition by reason of a personal inspection and does not rely on any representation by Landlord as to the condition of the Premises or their suitability for the purposes intended. ARTICLE 4. RENT § 4.01. Rent. The rent for the Leased Premised shall be $14,702.00 the first year of the lease. For each succeeding lease year of this Lease, Rent shall be increased by a percentage equal to the percentage of increase in the Consumer Price Index for All Urban Users (CPI-U) (the "Index") in effect at the commencement of such lease year over the Index in effect on the date hereof. Within one month before the commencement of each lease year during the term hereof, Landlord shall notify Tenant in writing setting forth the new Rent rate. If the Index is discontinued, the parties shall select another, similar index that reflects consumer price changes. § 4.02. Payment of Rent. Tenant shallpay one half the annual rent biannually. The rent shall be due upon June 22"d and December 22" of each year of the Lease. ARTICLE 5. CONSTRUCTION BY TENANT § 5.01. General Conditions. Tenant may, at any time and from time to time during the Term, erect, maintain, alter, remodel reconstruct, rebuild, replace and remove buildings and other improvements on the Premises, and correct and change the contour of the Premises, subject to the following: a. Tenant bears the cost of any such work. Lease Between the City of Fort Worth and Hip Pocket Theatre Page 2 of 14 b. The Premises must at all times be kept free of mechanics' and materialman's liens. c. Tenant must provide performance and payment bonds covering any such work, in form acceptable to the City Attorney. d. Landlord must be notified of the time for beginning and the nature of any such work, other than routine maintenance of existing building or improvements, prior to the work being performed. e. Landlord shall not be responsible for reimbursing the Tenant for any improvements constructed on the Leased Property. All improvements costs are the sole responsibility of the Tenant. f. The condition of§ 5.03 concerning Landlord's approving plans must be followed. § 5.02. Easements, Dedications, Zoning, and Restrictions. Landlord will cooperate with Tenant concerning easements, dedications, zoning, and restrictions of the Premises as follows: a. Easements and Dedications. To provide for the more orderly development of the Premises, it may be necessary, desirable, or required that street, water, sewer, drainage, gas, power lines, and other easements and dedications and similar rights be granted or dedicated over or within portions of the Premises, Landlord will, on Tenant's request, join with Tenant in executing and delivering the documents, from time to time, and throughout the Term, as may be appropriate, necessary, or requited by any governmental agency, public utilities, and companies for the purpose of granting the easements and dedications. Provided, however, any such grant of easement or dedication shall be subject to City Council approval. b. Zoning. If tenant considers it necessary or appropriate to obtain use, zoning, or subdivision and plan approval and permits for the Premises or any part of them, Landlord, subject to any required approval by the City Council or other appropriate City board or commission, will execute the documents, petitions, applications, and authorizations as are appropriate or requited to submit the Premises, or any part of them, for the purposes of obtaining conditional use permits, zoning and rezoning, tentative and final tract approval, and plan approval. Landlord, at its sole discretion, will execute these documents from time to time as requested by Tenant. C. Expenses. Tenant exclusively bears the cost and expense of any action required of Landlord under subparagraphs a and b, above. § 5.03. Landlord's Approval of Plans. The following rules govern Landlord's approving construction, additions, and alterations of building or other improvements including cutting trees on the Premises: Lease Between the City of Fort Worth and Hip Pocket Theatre Page 3 of 14 a. Written Approval and Permits Required. No building or other improvements may be constructed on the Premises unless the plans, specifications, and proposed location of the building or other improvement has received Landlord's written approval and the building or other improvement complies with the approved plans, specifications, and proposed location. It shall be the responsibility of the Tenant to pay for and acquire all necessary building permits prior to initiating work approved through the city review process. No material addition to or alteration of any building or structure erected on the Premises may begin until plans and specifications covering the exterior of the proposed addition or alteration have been first submitted to and approved by Landlord. No cutting of trees or building of roads may occur until Tenant receives Landlord's written approval. b. Submission of Plans. Tenant must, at its own expense, engage a licensed architect or engineer to prepare plans and specifications for constructing the Theater or for constructing any other buildings or improvements or additions or alterations to any buildings or improvements that require Landlord's approval under subparagraphs a above. Tenant must submit two complete sets of construction plans of detailed working drawings, plans, and specifications and any additional copies of site plans as required by Landlord for constructing the Theater for Landlord's approval after this Lease is executed. If Tenant wishes to construct any other building or improvements or make any additions or alterations to building or improvements for which Landlord's approval is required under subparagraph a above, Tenant must submit two copies of detailed working drawings, plans, and specifications for any such projects for Landlord's approval before the project begins. c. Landlord's Approval. Landlords will promptly review and approve all plans submitted pursuant to subparagraph b above or note in writing any required changes or corrections that must be made to the plans. Any required changes or corrections must be made, and the plans resubmitted to Landlord. d. Exception to Landlord's Approval. The following items do not require submission to, and approval by, Landlord: i. Minor repairs and alterations necessary to maintain existing structures and improvements in a useful state of repair and operations. ii. Changes and alterations required by an authorized public official with authority or jurisdiction over the buildings or improvements, to comply with legal requirements. e. Effect of Approval. Landlord's approval does not constitute approval of the architectural or engineering design, and Landlords, by approving the plans and specifications, assumes no liability or responsibility for the architectural or engineering design or for any defect in any building or improvement constructed form the plans or specifications. Lease Between the City of Fort Worth and Hip Pocket Theatre Page 4 of 14 § 5.04. Ownership of Buildings, Improvements, and Fixtures. Any buildings, improvements, additions, alterations, and fixtures (except furniture and trade fixtures) constructed, placed or maintained on any part of the Lease Premises during the term and considered part of the real property of the Premises and must remain on the Premises and become Landlord's Property when the Lease terminates. § 5.05. Right to Remove Personal Property; Fixtures. Tenant may, at any time while it occupies the Premises, or within a reasonable time thereafter, not to exceed ninety (90) days, remove personal property, furniture, machinery, equipment, or other trade fixtures owned or placed by Tenant, its subtenants or licensees, in, under, or on the Premises, or acquired by Tenant, whether before or during the Term and any extension. Before the Lease terminates, Tenant must repair any damage to any buildings or improvements on the Premises resulting from the removal. Any such items not removed within a reasonable time after the Lease termination date, not to exceed ninety (90) days, will become Landlord's property on that date. ARTICLE 6. TAXES § 6.01. Payment by Tenant. In addition to the rent specified in Article 4, Tenant will pay and discharge all taxes, general and special assessments, and other charges of any kind levied on or assessed against the Premises and all interest in the Premises and all improvements and other property on them during the Term and any extension, whether belonging to Landlord or to Tenant. Tenant will pay all the taxes, charges, and assessments directly to the public officer charged with their collection before they become delinquent, AND TENANT WILL INDEMNIFY LANDLORD AND HOLD IT HARMLESS FROM ALL SUCH TAXES, CHARGES, AND ASSESSSMENTS. TENNAT 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. ARTICLE 7. UTILITIES § 7.01. Payment by Tenant. Tenant will pay or cause to be paid all charges for water, heat, gas, electricity, sewer, and all other utilities used or needed to be constructed to serve the Premises throughout the Term and any extension, including any connection fees. ARTICLE 8. REPAIRS, MAINTENANCE, AND RESTORATION § 8.01. Tenant's Duty to Maintain and Repair. At all times during the Term and any extension, Tenant will keep and maintain, or cause to be kept and maintained the Premises, all buildings and improvements erected on the Premises in a good state of appearance and repair at Tenant's own expense. § 8.02. Damage or Destruction. If any building or improvement constructed on the Premises is substantially damaged or destroyed by fire or any other casualty, Tenant must, within ninety Lease Between the City of Fort Worth and Hip Pocket Theatre Page 5 of 14 (90) days from the date of the damage or destruction, begin to repair, reconstruct, or replace the damaged or destroyed building or improvement and pursue the repair, reconstruction, or replacement with reasonable diligence so as to restore the building to substantially the condition it was in before the casualty. But if beginning or completing this restoration is prevented or delayed by war, civil commotion, acts of God, strikes, governmental restrictions, or regulations, or interferences, fire or other casualty, or any other reason beyond Tenant's control, whether similar to any or those enumerated or not, the time for beginning or completing the restoration (or both) will automatically be extended for the period of each side delay. ARTICLE 9. MECHANICS' LIENS § 9.01. Mechanics' Liens. Tenant will not cause or permit any mechanics' liens or other liens to be filed against the fee of the Premises or against Tenant's leasehold interest in the land or any buildings or improvements on the Premises by reason of any work, labor, services, or materials supplied or claimed to have been supplied to Tenant or anyone holding the Premises or any part of them through or under Tenant. If such a mechanic's lien or materialman's lien is recorded against the Premises or any buildings or improvements on them, Tenant must either cause it to be removed or, if Tenant in good faith wishes to contest the lien, take timely action to do so, at Tenant's sole expense. IF TENANT CONTESTS THE LIEN, TENANT WILL INDEMNIFY LANDLORD AND HOLD IT HARMLESS FROM ALL LIABILITY FOR DAMAGES OCCASIONED BY THE LIEN OR THE LIEN CONTEST AND WILL, IN THE EVENT OF A JUDGMENT OF FORECLOSURE ON THE LIEN, CAUSE THE LIEN TO BE DISCHARGED AND REMOVED BEFORE THE JUDGMENT IS EXECUTED. ARTICLE 10. INDEMNIFICATION AND INSURANCE § 10.01 IMDEMNITY. TENANT SHALL BE IN EXCLUSIVE CONTROL OF THE PREMISES, AND LANDLORD SHALL NOT HAVE ANY LIABILITY TO TENANT OR ANY THIRD PARTY IN CONNECTION WITH THE PREMISES. LANDLORD IS NOT LIABLE FOR ANY LOSS, DAMAGE, OR INJURY OR ANY KIND TO ANY PERSON OR PROPERTY ARISING FROM ANY USE OF THE PREMISES (OR ANY PART OF THEM), OR CAUSED BY ANY DEFECT IN ANY BUILDING, STRUCTURE, IMPROVEMENT, EQUIPMENT, OR FACILITY ON THE PREMISES OR CAUSED BY OR ARISING FOM ANY ACT OR OMISSION OF TENANT, OR ANY OF ITS AGENTS, EMPLOYEES, LICENSEES, OR INVITEES, OR BY OR FROM ANY ACCIDENT, FIRE, OR OTHER CASUALTY ON THE LAND, OR BROUGHT ABOUT BY TENANT'S FAILURE TO MAINTAIN THE PREMISES IN SAFE CONDITION. TENANT SHALL INDEMNIFY, HOLD HARMLESS AND DEFEND THE LANDLORD, AND LANDLORD'S OFFICERS, AGENTS AND EMPLOYEES FROM AND AGAINST SUCH LOSS, DAMAGE, INJURY, CLAIMS AND ATTORNEYS FEES INCURRED IN THE DEFENSE THEREOF, EVEN IN THE EVENT SUCH LOSS, DAMAGE, INJURY OR CLAIM RESULTING FROM THE Lease Between the City of Fort Worth and Hip Pocket Theatre Page 6 of 14 ALLEGED NEGLIGENCE OF THE LANDLORD, ITS OFFICERS, AGENTS, AND EMPLOYEES OR OTHERWISE. UNDER NO CIRCUMSTANCES WILL LANDLORD EVER BE LIABLE UNDER THIS LEASE FOR CONSEQUENTIAL OR SPECIAL DAMAGES. THIS INDEMNIFICATION SHALL NOT BE LIMITED TO DAMAGES, COMPENSATION OR BENEFITS PAYABLE UNDER INSURANCE POLICIES, WORKERS COMPENSATION ACTS, DISABILITY BENEFITS ACTS OR OTHER EMPLOYEES' BENEFIT ACTS. THE PROVISIONS OF THIS SECTION APPLY TO ALL ACTIVITIES OF TENANT WITH RESPOECT TO THIS LEASE, WHETHER OCCURING DURING ANY OCCUPANCY OR CONSTRUCTION BY TENANT DURINNG THE TERM OF THIS LEASE. § 10.02. WAIVER OF LIABILITY. TENANT WAIVES ALL CLAIMS AGAINST INDEMNITEES FOR INJURY TO OR DEATH OF PERSONS OR FOR ANY LOSS OF OR DAMAGE TO PROPERTY OF TENANT, ITS EMPLOYEE, AGENTS, CUSTOMERS, OR INVITEES REGARDLESS OF WHETHER THE LOSS OR DAMAGE IS DUE TO CASUALTY, THEFT, OR ANY OTHER CAUSE. ALL PERSONAL PROPERTY ON THE PREMISES IS AT THE RISK OF TENANT ONLY, AND TENANT WAIVES ALL CLAIMS AGAIST INDEMNITEES FOR ANY DAMAGE TO OR THEFT OF PERSONAL PROPERTY ON THE PROPERTY. §10.03. Insurance Required Related to Construction Tenant shall require the following lines of insurance and limits of coverage of contractors(s) and professionals during the development, design, and construction of improvements permitted by this Lease. In addition, Tenant shall require its contractor(s) and/or professionals to name the Landlord, its officers, agents, and employees as additional insureds on relevant policies and obtain such coverage through insurance companies admitted or approved to issue the coverage in the State of Texas and have an AM Best rating of A: VII. Landlord shall have no responsibility for any costs associated with the required insurance. 10.03.1. Worker's Compensation Tenant shall require its contractor(s) to obtain and maintain statutory worker's compensation insurance and business automobile liability insurance ($1,000,000 limit) during any construction work. Tenant shall require its contractor(s) to cover its subcontractor on its (their) policies or shall require the subcontractor(s) to obtain and maintain statutory worker's compensation coverage and business automobile liability insurance ($1,000,000 limit). 10.03.2. Professional Liability Insurance Tenant shall require any architects and/or engineers providing professional services in the development, design, and/or construction management of the project to obtain and/or maintain professional liability insurance at a limit of not less than $1,000,000. Coverage Lease Between the City of Fort Worth and Hip Pocket Theatre Page 7 of 14 underwritten on a claims-made basis shall include a retroactive date to be coincident with or prior to the date of construction. The certificate of insurance shall state both the retroactive date and that the coverage is claims-made. The policy shall be maintained in force for a minimum two (2) year period subsequent to the term of the respective project. 10.03.3. Commercial General Liability Tenant shall require its contractor(s) to obtain commercial general liability insurance at a limit of not less than $1,000,000 per occurrence with a $2,000;000 aggregate. 10.03.4. Builder's Risk Tenant shall require construction contractor to purchase and maintain, a Builder's Risk policy with a company or companies lawfully authorized to do business in the jurisdiction which the construction is located, property insurance written on a builder's risk "all-risk" or equivalent policy form in the amount of the initial construction cost, plus the value of subsequent construction modifications and cost of materials supplied or installed by others, comprising total value for the entire construction project at the site on a replacement cost basis without optional deductibles. Such property insurance shall be maintained, unless otherwise provided in the Agreement or otherwise agreed in writing by all persons and entities who are beneficiates of such insurance, until final payment has been made or until no person or entity other than the Owner has an insurable interest in the property. This insurance shall include interests of the Owner, the Tenant, construction manager, contractors, and subcontractors. Property insurance shall be on an "all-risk" or equivalent policy form and shall include, without limitations, insurance against the perils of fire (with extended coverage) and physical loss or damage including, without duplications of coverage, theft, vandalism, malicious mischief collapse, earthquake, flood, windstorm, falsework, testing, and startup, temporary buildings and debris removal including demolition occasioned by enforcement of any applicable legal requirements, and shall cover reasonable compensation for construction manager's and contractor's services and expenses required as a result of such insured loss. §10.04. Insured Required Related to On-Going Occupancy and Use of the Premises Insurance Tenant shall provide and maintain a Certificate of Insurance documenting the following insurance limits for the entire term of this Lease: Commercial General Liability Insurance Limits of Coverage $1,000,000.00 per occurrence $2,000,000.00 Aggregate Worker's Compensation Lease Between the City of Fort Worth and Hip Pocket Theatre Page 8 of 14 Workers Compensation Insurance is only applicable to employees of Tenant Statutory Limits Employer's Liability $100,000.00 per accident/ occurrence $1,000,000.00 disease per each employee $500,000.00 disease/employee limit Liquor Liability Lessee shall cause to remain in effect during the term of the lease, liquor liability insurance coverage for bodily injury or property damage which the lessee may be held liable. Minimum limit $1,000,000 per occurrence $2,000,000 aggregate Auto Liability $1,000,000.00 each accident or a combined single limit basis or $250,000.00 property damage and $500,000.0 per person per occurrence This shall be business auto to cover any auto owned, non-owned or hired. 10.04.1 Building and Improvements At all times during the Term and any extension, Tenant shall maintain commercial all- risk property insurance on all buildings and other improvements located or being constructed on the Premises at not less than eighty percent (80%) of the replacement cost of such improvements. Tenant shall pay all costs for such insurance and shall be responsible for any deductible required. The insurance policy or policies must name both the Landlord and Tenant as named insured and may provide that any loss of$100,000 or less will be payable solely to Tenant for restoration of the improvements. Any loss over $100,000 will be made payable jointly to the Landlord and Tenant, but Landlord shall promptly allow the release of insurance proceeds to enable Tenant to meet its repair obligations in Section 8.02 above. §10.05. Certificates of Insurance • The Landlord, its Officers, Employees and Volunteers shall be named, as its interest shall appear, as Loss Payee and as Additional Insured. Exception: the additional insured requirement does not apply to Workers' Compensation policies. • This insurance shall not be cancelled, limited in scope or coverage, cancelled or non- renewed, until after thirty days (30) prior written notice has been given to the Landlord. • Waiver of rights of recovery (subrogation) shall be in favor of the Landlord. Lease Between the City of Fort Worth and Hip Pocket Theatre Page 9 of 14 • The insurers for all policies must be licensed/ approved to do business in the State of Texas. Except for Workers' Compensation, all insurers must have a minimum rating of A: VII in the current A. M. Best Key Rating Guide or have reasonably equivalent financial strength and solvency to the satisfaction of Risk Management. If the ratings are below that required, written approval of Risk Management is required. • Such insurance policies shall be primary, without right of contribution and not subject to any offset by any other insurance carried by Landlord or the Contractor. • If insurance policies are not written for specified coverage limits, an Umbrella or Excess Liability insurance for any differences is required. Excess Liability shall follow form of the primary coverage. • Unless otherwise stated, all required insurance shall be written on the "occurrence basis". If coverage is underwritten on a claims-made basis, the retroactive date shall be coincident with or prior to the date of the contractual agreement and the certificate of insurance shall state that the coverage is claims-made and the retroactive date. The insurance coverage shall be maintained for the duration of the contractual agreement and for five (5) years following completion of the service provided under the contractual agreement or for the warranty period, whichever is longer. An annual certificate of insurance submitted to the Landlord shall evidence such insurance coverage. • The deductible or self-insured retention (SIR) affecting required insurance coverage shall be acceptable to and approved in writing by the Risk Manager of the City of Fort Worth in regards to asset value and stockholders' equity. In lieu of traditional insurance, alternative coverage maintained through insurance pools or risk retention groups, must also be approved by the City's Risk Manager. • The Landlord, at its sole discretion, reserves the right to review the insurance requirements and to make reasonable adjustments to insurance coverages and their limits when deemed necessary and prudent by the Landlord based upon changes in statutory law, court decision or claims history of the industry as well as of the contracting party to the Landlord. In the event the Landlord requires the insurance limits to be increased or changes in policy categories or types of coverage, the Landlord shall provide written notice to the contracting party. The contracting party will have ninety days from the date of the notice to comply with the additional requirements. • The Landlord shall be entitled, upon request and without expense, to receive copies of policies and endorsements thereto and may make any reasonable requests for deletion or revision or modifications of particular policy terms conditions, limitations, or exclusions except where policy provisions are established by law or regulations binding upon either of party or the underwriter on any such policies. Lease Between the City of Fort Worth and Hip Pocket Theatre Page 10 of 14 ARTICLE 11, ASSIGNMENT AND SUBLEASE §11.01. Assignment and Sublease. Tenant may not sell or assign its leasehold estate, or any portion of it, without the prior written approval of the Landlord. ARTICLE 12. MISCELLANEOUS PROVISIONS §12.01. Cutting of Trees, Brush and Grasses. Tenant has represented that trees, brush or grasses may need to be cut on the Premises. Before cutting any trees or brush on the Premises, Tenant shall physically flag and generate a diagram of the general area of trimming and clearing on the Premises. This diagram shall show the general manner of clearing. Once Tenant provides Landlord with the diagram, Tenant shall obtain Landlord's written consent prior to beginning any clearing or trimming on the Premises. Tenant shall contact Lester England, Lake Worth Coordinator, at 817-392-8366 to make arrangements for the inspection of the Premises prior to any trimming or clearing. Tenant shall remove all cuttings and trimmings. The Tenant shall be responsible for all costs associated with the cutting of trees, brush and grasses and removal. §12.02. Food Sold or Provided on the Premises. If food will be served on the Premises, Tenant shall ensure that all food vendors and food handlers are in compliance with State and City of Fort Worth regulations. In addition if food is served at the event, Landlord shall be named as an additional insured on all food vendors insurance policy. §12.03 Alcoholic Beverages. Alcohol beverage sales shall be permitted on the Premises. Tenant shall comply with all state, federal, and local laws and regulations regarding the sale and consumption of alcoholic beverages on the Premises. If Landlord discovers that Tenant has not complied with all state, federal, and local laws and regulations or that Tenant has failed to obtain and maintain insurance required under this Lease, Tenant acknowledges and agrees that Landlord may terminate the Lease and immediately proceed to escort all persons off the Premises and that TENANT AGREES TO INDEMNIFY LANDLORD AND HOLD LANDLORD HARMLESS FOR ANY CLAIM, SUIT FOR CAUSE OF ACTION THAT RESULTS IN THE LEASE BEING TERMINATED AS A RESULT OF TENANT'S FAILURE TO COMPLY WITH THIS SECTION. §12.04. Restroom Facilities. Tenant shall comply with all state, federal, and local laws regarding providing restroom facilities under the lease. Tenant shall provide sufficient restrooms for its patrons and guests. §12.05. Solid Waste. Tenant shall be responsible for the proper collection, storage, and disposal of solid waste generated on the Premises. Tenant shall comply with all state, federal, and local laws and regulations regarding collection, storage, and disposal of solid waste that is generated on the Premises. ARTICLE 13. TERMINATION AND REMEDIES §13.01. Termination on Default. If Tenant defaults in performing any covenant or term of this Lease and does not correct the default within thirty (30) days after receipt of written notice from Lease Between the City of Fort Worth and Hip Pocket Theatre Page 11 of 14 Landlord to Tenant or an additional reasonable period of Tenant is proceeding with diligence to cure the default, Landlord may declare this Lease, and all rights and interest created by it, terminated. If Landlord elects to terminate, this Lease will cease as if the day of the Landlord's election were the day originally fixed in the Lease for its expiration. §13.02. Termination Without Cause. The Landlord may terminate this lease without cause after the initial 5 year term with thirty (30) days notice. §13.03. Other Remedies. Any termination of this Lease as provided in this article will not relieve Tenant from paying any sum or sums due and payable to the Landlord under the Lease at the time of termination or any claim for damages then or previously accruing against Tenant under this Lease. Any such termination will not prevent Landlord 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 Tenant for any default under the Lease. All Landlord's rights, options, and remedies under this Lease will be construed to be cumulative, and not one of them is exclusive of the other. Landlord may pursue any or all such remedies or any other remedy or relief provided by law, whether or not stated in this Lease. ARTICLE 14. NOTICES §14.01. 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 Landlord: City Manager City of Fort Worth 1000 Throckmorton Street Fort Worth, TX 76102 Copy to: City Attorney City of Fort Worth 1000 Throckmorton Street Fort Worth, Texas 76102 (b) If to Tenant: Hip Pocket Theatre 1950 Silver Creek Rd. Fort Worth, TX 76108 ARTICLE 15. GENERAL PROVISIONS § 15.01. Right of Entry and Inspection. Tenant must permit Landlord or its agents, representatives, or employees to enter the Premises at any time for the purposes of inspection; Lease Between the City of Fort Worth and Hip Pocket Theatre Page 12 of 14 determining whether Tenant is complying with this Lease; maintaining repairing, or altering the Premises; or any other reasonable purpose. Tenant will schedule through the Landlord at least one annual Code Compliance inspection. This should be scheduled with adequate time to correct any violations found prior to the first theater performance of the season. § 15.02. No Partnership or Joint Venture. The relationship between Landlord and Tenant is at all times solely that of landlord and tenant and may not be deemed a partnership or a joint venture. § 15.03. Force Majeure. If curing any default (other than failure to pay rent, insurance premiums, or ad valorem taxes) or performing any other covenant or term is delayed by reason of war, civil commotion, act of God, governmental restrictions, regulations, or interference, fire or other casualty, or any other circumstances beyond Tenant's control or that of the party obligated or permitted under this Lease to do or perform the term or covenant, regardless of whether the circumstances is similar to any of those enumerated or not, each party so delayed is excused from performance during the delay period. § 15.04. Entire Agreement. This Lease shall constitute the entire agreement of the Landlord and Tenant, and shall supersede any prior agreements, either oral or written, pertaining to the Premises. § 15.05. Venus. This Lease and the relationship created hereby shall be governed by the laws of the State of Texas. Venue for any action brought to interpret or enforce the terms of the Lease or for any breach shall be in Tarrant County, Texas. CITY OF FORT WORTH POCKET THEATRE, INC. DB/S HIP POCKET THEATRE C.ss� By: ` Assistant City Manager Title: APPROVED AS TO FORM , �00o0I a % ssistance City Att ey c)$ rNO M&C REQUIRED a 0 0� 00000000 � TEX p5 ATTEST: Contract Authorization c S Date ASS JU City Secretary OFFICIAL RECORD Lease Between the City of Fort Worth CITY SECRETARY and Hip Pocket Theatre Page 13 of 14 FT WORTH,TX ACKNOWLEDGMENT STATE OF TEXAS § COUNTY OF TARARNT § On this 2-6 day of .Sc�,�,�+-- , 20h<the before undersigned, a Notary Public, duly commissioned, qualified and acting within and for the said County of State, appeared in person the within named Fernando Costa to me personally known, who stated the he was an Assistant City Manager for the City of Fort Worth, Texas, and was duly authorized in his respective capacity to execute the foregoing instrument and acknowledged that he had so signed, executed and delivered said instrument for the considerations, uses and purposes therein mentioned and set forth. IN TEULMONY WHEREOF, I have hereunto set my hand an official seal this ZSA� day of ,�cx-+4r- , 20 4!S- TRIKINYA L. JOHNSON Notary Publ' v =_A p ' Notary Put5ltc.Stale of Texas My Commission Expires '••y;qr-.;P= April 17, 20i 8 Printed Name of Notary: Ar r' � �o�nSoK- "'° My Commission Expires: ACKNOWLEDGMENT STATE OF TEXAS § COUNTY OF TARARNT § BEFORE ME, the undersigned authority, a Notary Public in and for the State of Texas, on this day personally appeared Robert Bourdage, known to me to be the persons whose names are subscribed to the foregoing instrument, and acknowledged to me that they executed the same for the purposes and consideration therein expressed. IN TESTIMONY WHEREOF, I have hereunto set my hand and official seal this day of ' 2014. EVAN MAEDGEN Notary Public, ate of Texas ESP- My Commission Expires May 22,2016 Lease Between the City of Fort Worth and Hip Pocket Theatre Page 14 of 14 M&C Review Page I of 2 ^r7r!a.sdc of the City of Fort Wortli,Texas CITY COUNCIL AGENDA r0R' H COUNCIL ACTION: Approved on 6/9/2015 DATE: 6/9/2015 REFERENCE NO.: ""L-15779 LOG NAME: 212015HIPPOCKET CODE: L TYPE: CONSENT PUBLIC NO HEARING: SUBJECT: Authorize Entering into a New Lease Agreement with Existing Tenant, Pocket Theatre, Inc. d/b/a Hip Pocket Theatre, for an Eleven Acre Tract of Land on Silver Creek Road in West Fort Worth (COUNCIL DISTRICT 7) RECOMMENDATION: It is recommended that the City Council authorize the City Manager to enter into a new Lease Agreement with the existing tenant, Pocket Theatre, Inc. d/b/a Hip Pocket Theatre, for an eleven acre tract of land on Silver Creek Road in West Fort Worth for a five year term with five optional one year extensions. DISCUSSION: Pocket Theatre, Inc. d/b/a Hip Pocket Theatre (Hip Pocket Theatre), is a Domestic Nonprofit Corporation under section (501)(c)(3) (Internal Revenue Code) that engages in the production of live outdoor theatrical performances. Hip Pocket Theatre desires to lease 11.25 acres with partial frontage on Silver Creek Road located near Lake Worth. Hip Pocket Theater has been a tenant of the City at this location for the last 10 years. Prior to the lease to Hip Pocket Theater, the property was part of a larger 70 plus acre tract leased to the Fort Worth Rifle and Pistol Club. The lease rate will be $14,702.00 for the first year of the lease. For each succeeding year of this lease, rent shall be increased by a percentage equal to the percentage of increase in the Consumer Price Index for All Urban Users (CPI-U) (Index) in effect at the commencement of such lease year over the Index in effect on the date hereof, unless the City elects to terminate the lease without cause. The new Lease Agreement reflects updated terms and conditions and requires that any permanent improvements constructed by the tenant during the term of the lease will become the property of the City of Fort Worth upon termination of the lease. The property is located in COUNCIL DISTRICT 7, Mapsco 58G and 58H. FISCAL INFORMATION/CERTIFICATION: The Financial Management Services Director certifies that Property Management Department is responsible for collection of funds due the City under this Agreement. TO Fund/Account/Centers FROM Fund/Account/Centers FE70 442352 030019010000 $14,702.00 Submitted for City Manager's Office by: Fernando Costa (6122) Originating Department Head: Wayne Corum (5118) http://apps.cfwnet.org/council_packet/mc_review.asp?ID=21 13 9&cou nei I date=6/9/201 5 07/06/2015 M&C Review Page 2 of 2 Additional Information Contact: Lester England (8366) Jean Petr (8367) ATTACHMENTS HIP POCKET MC.pdf http://apps.cfwnet.org/council_packet/mc_review,asp?ID=21 139&councildate=6/9/2015 07/06/2015 MAYOR AND COUNCIL COMMUNICATION MAP POCKET THEATRE INC l VERNA ti �Z r N W E S Feet 0 500 1,000 2,000 Copyright 2015 City of Fort Worth. Unauthorized reproduction is a violation of FORT WORTHo applicable laws This product is for informational purposes and may not have been General Location prepared for or be suitable for legal,engineering,or surveying purposes. It does not represent an on-the-ground surrey and represents only the approximate relative