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HomeMy WebLinkAboutC2024-196 - 10/22/2024 - Approved LEASE AGREEMENT THE STATE OF TEXAS ' ' KNOW ALL MEN BY THESE PRESENTS: COUNTY OF NUECES ' This Lease Agreement(referred to as this"Agreement"or this"Lease")is made and entered into by and between The City of Corpus Christi, a Texas home rule municipality (referred to as the "City" or as "City") and Elizondo Tennis Foundation ("Operator"), a Texas nonprofit organization. Definitions. "Annual Review"means the process as described in Section 6.17 below. "City"means the City of Corpus Christi, Texas. "City Manager"means the City Manager of Corpus Christi or designee. "Contract Administrator" means the Director of Parks and Recreation. "City Council"means the City Council of the City of Corpus Christi, Texas. "Extended Term" means the either of the one-year extension terms authorized in accordance with Section 3.2. "Financial Reports" mean the following monthly reports prepared by Operator for Contract Administrator: (i) monthly Sales Reports; (ii) monthly Play Sheets with itemized play record; (iii) monthly Deposit Summary, Reconciliation and Cash Drawer Reports; (iv) monthly Concession Reports;(v) monthly calculations of the Operations Reserve Fund;(vi)annual audited Balance Sheet,Statement of Profit and Loss and Changes in Financial Condition for the operations of the Facility prepared in accordance with GAAP; (vii) all calculations of rent paid. Operator shall also provide to City such other financial reports as are reasonably available as requested by the Contract Administrator. "GAAP"means Generally Accepted Accounting Principles. "Facilities"means the H-E-B Tennis Center and Al Kruse Tennis Center. "Net Revenues"shall have the definition laid out in Section 4.1 below. "Leased Premises"means the Facility,and any real property improvements located at the Facility, and personal property equipment as identified in Exhibit A. "Operating Expenses of the Facility" shall have the definition laid out in Section 4.2 below. "Operator"means Elizondo Tennis Foundation. SCANNED "Performance Standards" mean the maintenance and operating standards to be employed at the Facility, listed on Exhibit B to this Agreement. "Rent" shall be calculated as laid out in Section 4.1 below. "Risk Manager"means the City Risk Manager. "Term"means the Initial Term or any Extended Term. "Trade Fixture"means personal property equipment owned by Operator or purchased solely with Operator's funds installed on the Leased Premises for operation of the Facility during the Term. Section 1. Leased Premises: For and in consideration of the conditions, covenants and agreements to be kept and performed by Operator, City does hereby lease and let unto Operator, and Operator does hereby lease from City all of that real and personal property equipment described on Exhibit A attached hereto and incorporated herein by reference located in Corpus Christi,Nueces County,Texas,(the "Leased Premises") commonly known as the Tennis Centers (the"Facilities"). Section 2. Term of Lease,Termination: 3.1 Initial Term. This Lease shall have an initial term of three years, effective upon final City Council approval, unless sooner terminated as set out in this Lease. 3.2 Extension Term. This Lease may be extended upon written agreement of the Operator for two additional one-year terms(each extension referred to as an"Extended Term")upon written approval of City Manager. Operator shall notify the City Manager in writing at least 180 days before the end of the Initial Term or Extended Term if Operator elects not to renew this Lease for the next Extended Term. 3.3 Termination for Default. The City may terminate this Lease, in accordance with Section 14 below, following an event of default by Operator as described in Section 14 below, without any cost to City. 3.4 Termination Without Cause. The City may terminate this Agreement at any time without cause upon 90 days prior written notice to Operator. 3.5 Duties and Responsibilities Upon Termination. In addition to any other duties and obligations identified in this Agreement, Operator shall have the following duties and responsibilities at the termination of this Lease, whether occurring by normal expiration or as otherwise herein provided: 3.5.1 Operator shall yield up the Leased Premises including all equipment that constitute part of the Leased Premises to City in good and operable condition and repair, damage for ordinary wear and tear,fire or casualty excepted where Operator is not at fault. 3.5.2 Operator shall make available to City any Trade Fixtures upon payment of market value for such Trade Fixtures. If City elects not to purchase Trade Fixtures, Operator may remove such Trade Fixtures from the Leased Premises provided Operator repairs any damage caused by such removal. 3.5.3 All Trade Fixtures or any other Operator-owned property which remain at the Leased Premises after the termination or expiration of the Agreement automatically becomes City property without the necessity of any further notice or legal action. Section 3. Rental: 4.1 Calculation of Rent. Operator shall pay to City for the Lease of the Leased Premises rent equal to 15% of the Net Revenue earned on the operations of the Facilities with Operator responsible for funding any negative cash flow each year or an annual minimum of $30,000 ($2,500 a month) in year one; 20% of the Net Revenue earned on the operations of the Facilities with Operator responsible for funding any negative cash flow each year or an annual minimum of $31,500 ($2,625 a month) in year two; and 25% of the Net Revenue earned on the operations of the Facilities with Operator responsible for funding any negative cash flow each year or an annual minimum of$33,075 ($2,765.25 a month) in years three, four, and five (see table below). ITEM DESCRIPTION QTY UNIT PERCENTAGE OF REVENUE 1 Percentage of the Net Revenue 1 Year 15% —Year 1 2 Percentage of the Net Revenue 1 Year 20% —Year 2 3 Percentage of the Net Revenue 3 Year 25% —Year 3,4,&5 The term Net Revenue will mean the dollar amount of net revenues received by Operator from operations of all the Facilities, less (i) amounts collected from retail sales tax, federal retailer's excise tax, state,county, or municipal tax on the sale of alcoholic beverages or future tax of like applications,(ii)the Operations Reserve Fund,and(iii)operating expenses of the Facilities. Net revenues shall not include Pro Shop revenues or revenues from snack bar food and beverages. Net revenues shall include revenues derived from sale of alcohol. 4.2 Operating Expenses. Operator is responsible for paying all Operating Expenses of the Facility. "Operating Expenses of the Facilities" shall mean (i) salaries, wages, overtime and benefits expenses and reimbursed reasonable costs of travel and continuing education for the employees employed at the Facilities; (ii) building and equipment maintenance, lease and replacement expenses incurred, including lease or finance payments for office equipment, tools and equipment purchases in the ordinary course of business;(iii)customary memberships and dues expenses; (iv) insurance premiums paid; (v) costs of tennis balls, employee uniforms, fuel, lubricants and other supplies purchased in the ordinary course of business; (vi)costs of inventory purchased for sale in the Pro Shops; (vii)utility charges incurred including electric and telephone services; (viii) accounting services for preparation of financial reports and financial statements; and(ix) such other operating expenses that may be incurred. 4.3 Schedule of Rent Payment. Starting on Effective Date and continuing on the 10th day of each month during the Term, Operator shall pay the Rent [the percentage of Net Revenue for the previous month or in the amount of 1/12 of the annual minimum in accordance with Section 4.1 above]. Operator will provide,along with the payment,a statement of monthly Gross Revenue and monthly Net Revenue at the Facilities for the previous month. Section 4. Use of Premises: Operator shall use the Leased Premises only for business purposes as a municipal tennis center and for no other purpose without the prior written consent of City. Operator shall comply with all rules, regulations, ordinances, the City Charter, and laws of public authorities applicable to its operations of the Facilities and its obligations in connection with the Leased Premises. Operator will not discriminate nor permit discrimination against any person or group of persons with regard to employment and the provision of services at, on, or in the Leased Premises, on the grounds of race, religion, national origin, marital status, sex, age disability, or in any manner prohibited by the laws of the United States or the State of Texas.The City hereby reserves the right to take action necessary to enforce this covenant. Section 5. Operation of Facilities: 6.1 Operating Hours. Operator shall operate the Facilities 363 days of the year, except Christmas Day and Thanksgiving Day, with the minimum hours of operation as provided in Exhibit B. If Operator wishes to close the Facilities for any holidays or for other reasons,Operator must provide written notice to the Contract Administrator at least six weeks prior to the date of closing. Operator shall maintain the tennis courts, regularly pick up tennis balls, and clean the Facilities daily. Operation of the Facilities and the tennis courts are subject to weather conditions, and as determined by Operator,the Facilities or tennis courts may be closed in response to certain weather conditions, but the Pro Shop shall remain open during such minimum hours. Operator shall provide its operations manual and any amendments,additions, or deletions to the operations manual to the City Manager immediately upon adoption or amendment. 6.2 Approval of Changes to Operating Days and Operating Hours.After the first 12 months of the Initial Term, City Manager or designee has the authority to approve any changes to the operating days and operating hours without Council approval.Approval of any changes under this Section shall be made in writing and filed with the City Secretary's office. 6.3 Operations Activities. Operations of the Facilities includes the day-to-day tennis court maintenance, equipment maintenance, landscaping maintenance, pro shop operations, tennis professional services, retail operations and operation of the food and beverage sales at the snack bar. Performance standards including operations mission statement, customer satisfaction, maintenance of facilities, and maintenance of the tennis court conditions are as defined in Exhibit B. 6.4 Fee Structure. Fees shall be charged in accordance with the fee schedule approved by City Council. The current fee schedule is included as Exhibit D. Operator may propose changes to the fee schedule for Contract Administrator's review. If the Contract Administrator wishes to accept the proposed fee changes,he or she may present those changes to City Council for approval. Operator shall record all fees collected in Operator's point of sale accounting system, and shall maintain at the Leased Premises books of account with respect to its management and operations of the Facilities in accordance with generally accepted accounting principles("GAAP"). Operator shall collect applicable sales taxes on the fees as required by State law. 6.5 Maintenance of Books and Records. All books and records of Operator shall be subject to review by the City Manager for compliance with GAAP. Operator shall maintain such books and records for a period of five years following the expiration or sooner termination of this Lease. 6.6 Audit. At City's option, City may cause, at any reasonable time, upon five days prior written notice to Operator,a complete audit to be made of Operator's books of account with respect to its management and operation of the Facilities. Such audit may be made by a Certified Public Accountant or other qualified representative selected by City. If any Operator reports of Gross Revenue provided to City or any payments of rent are questioned and determined to be in error and the Gross Revenue reported and resulting rental paid are three percent or more below the actual rent due and owing based on actual Gross Revenue for the period reported by such report, then the reasonable expenses of such audit shall be paid by Operator in addition to the deficiency in rental payment, which sums shall be promptly paid to City. If Operator elects to dispute any such City audit, Operator may engage an independent Certified Public Accountant or other qualified representative selected by Operator to a complete a second audit of Operator's books of account with respect to its management and operations of the Facilities.If Operator's audit determines there is no error or that the error in calculation of the Gross Revenue reported and resulting rental paid is less than three percent below the actual rent due for the period reported by such report, then upon either parties' written request, City and Operator shall negotiate in good faith to resolve such discrepancy and the costs of the audits by mutual agreement. 6.7 Financial Reports and Budget. Operator shall collect appropriate data and prepare the following financial reports of operations of the Facilities to be submitted to City Contract Administrator (the "Financial Reports"): (i) monthly Sales Reports; (ii) monthly Court Fees with itemized play record; (iii)monthly Deposit Summary, Reconciliation and Cash Drawer Reports; (iv) monthly Concession Reports; (v)monthly Play Reports; (vi) monthly calculations of the Operations Reserve Fund; (vii) annual audited Balance Sheet, Statement of Profit and Loss and Changes in Financial Condition for the operations of the Facilities prepared in accordance with GAAP; (vii) all calculations of rent paid. Operator shall also provide to City such other financial reports as are reasonably available as requested by the Contract Administrator. 6.8 At the Facilities,Operator shall provide a minimum of the following personnel: (i)one Manager or Director of Tennis/Pickleball Operations, (ii)a Teaching Professional or an Assistant Tennis/Pickleball Professional to provide tennis lessons who may also serve as the Manager or Director of Tennis/Pickleball Operations, and (iii) a Tennis/Pickleball Court Maintenance Superintendent. 6.9 Manager or Director of Tennis Operations. The Manager or Director of Tennis Operations shall meet the following minimum qualifications (i) advanced knowledge of tennis court operations and management practices, with experience and knowledge of financial accounting of tennis court operations,tennis play management and marketing,tennis merchandise marketing, and tennis facilities operations; (ii) a professional understanding of the rules and strategies of tennis; (iii) a high degree of administrative and executive ability; (iv) excellent oral and written communication skills; and (v)knowledge of current federal, state and local laws and regulations affecting the management of tennis court operations. 6.10 Teaching Professional or Assistant Tennis/Pickleball Professional. The Teaching Professional or Assistant shall meet the following minimum qualifications (i) advanced professional knowledge of mechanics of tennis/pickleball teaching techniques, with an advanced knowledge of tennis swing methods and practices; (ii) a professional understanding of the rules and strategies of tennis; (iii) advanced knowledge of available tennis equipment and accessories; (iv)excellent oral and written communication skills;(v)participation in continuing education,and (vi)maintain US Profession Tennis Association certification or possess equivalent knowledge and experience to a US Professional Tennis Association certified pro. 6.11 Tennis Court Maintenance Superintendent. The Tennis Court Maintenance Superintendent shall meet the follow minimum qualifications: (i) advanced knowledge of tennis court maintenance practices; (ii) a high degree of administrative and executive ability; (iii) excellent oral and written communication skills; (iv)knowledge of current federal, state and local laws and regulations affecting the management of tennis court operations; and(v)participation in continuing education. 6.12 Staffing. Operator's staff operations and services shall include providing adequate staffing to provide goods and services as set forth in this Lease and promoting goodwill with the tennis playing public by treating the public in a courteous manner and providing information, directions and review of customers concerns and issues. Operator shall provide a defibrillation machine and trained certified staff to use it. 6.13 Defibrillation machine. City shall provide a defibrillation machine and City's Risk Management shall train staff to use it. 6.14 Rules and Regulations. Operator shall enforce all rules, regulations, and policies governing use of the facilities. Rules and regulations may be proposed by the Operator, but are subject to approval by the City Manager, prior to implementation. The Operator shall likewise comply with City policies concerning violence in the workplace and controlled substance abuse. 6.15 Food and Beverage. Operator shall provide the food and beverage service operations for the Facilities. Operator shall insure the snack bars are open daily with regular hours approved by the City Manager and posted on site at the Facilities. The snack bar minimum hours shall be as laid out in Exhibit B. Operator shall develop and establish a food and beverage theme and a menu of food items and beverages to be served in the snack bar facilities on the Leased Premises that are usual and customary for similar tennis center operations and appropriate for the Facilities' operating market. The snack bars shall be cleaned daily, with adequate trash and recycle receptacles available. Operator is responsible for compliance with applicable laws and regulations with respect to the food and beverage service on the Leased Premises. 6.16 TABC Compliance. Alcoholic beverages may be served or sold at the Facilities. Operator shall ensure compliance with all permits issued under the Texas Alcoholic Beverage Code, the Texas Alcoholic Beverage Code, and rules and regulations issued by the Texas Alcoholic Beverage Commission regarding alcohol services and sales at the Leased Premises. Operator shall employ, train, and supervise personnel with appropriate qualifications and experience appropriate for the duties to be performed with regard to alcohol services and sales. All such personnel shall be employees, agents or independent contractors of Operator, and not of City. Operator may subcontract with third parties for the actual management of alcohol sales, but Operator shall remain obligated to City for all subcontracted management services, and in the event this Agreement is terminated, such subcontracts are likewise terminated. Operator shall provide City with copy of all subcontracts for alcohol services and sales within thirty days of execution. Operator shall timely collect and pay all taxes imposed on alcohol sales. 6.17 Pro Shop Inventory and Operations. As of the Possession Date,Operator has assumed from City the existing inventory of tennis merchandise and tennis equipment located in the Pro Shop at the Facilities based on the inventory valuation provided by City. During the Term, in connection with Facilities operations, Operator shall purchase and stock tennis merchandise and tennis equipment in the Pro Shop for sale to the public as determined by Operator. Operator shall ensure the Pro Shop at the Facilities is open daily with regular hours posted conspicuously and adequately on site at each Facilities. Operator shall also provide tennis equipment repair, rental of tennis balls, and racket stringing services. 6.18 Annual Review. Annually,representatives of Operator and the City Manager or City Manager's designee shall meet at the offices of the City or such other mutually acceptable location, to review the operations and performance of the Operator under this lease for the prior year (the "Annual Review"). Each Annual Review shall include a review of(i)the financial performance of the Facilities for the prior year as evidenced by the Financial Reports and other financial information either party may elect to submit for review; (ii) the operations of the Facilities including the Gross Revenue, fees, food and beverage operations, rules and regulations for the Facilities,and court conditions at the Facilities;(iii)Operator's performance under the Performance Standards and review of customer satisfaction surveys from patrons of the Facilities; (iv) any proposed capital improvement projects, and (v) any other information deemed material to operation of the Facilities. Section 6. Care of Lease Premises: 7.1 Maintenance and Repairs. Exhibit C outlines the responsibility of the Operator and City, attached hereto and incorporated herein by reference. Additionally, Operator shall maintain the Leased Premises in good clean condition. Operator shall be responsible for repairs and maintenance of the Leased Premises,with costs of such repairs and maintenance to be included as Operating Expenses of the Facilities. Operator shall maintain the Facilities area in a clean, well- kept and orderly manner, ordinary wear and tear excepted, and shall provide such personnel, cleaning supplies,equipment,and consumable supplies as are necessary for this purpose. Operator shall cause public spaces to be vacuumed and cleaned daily. Windows and glass surfaces and all entry doors to be cleaned monthly or sooner as needed. Restrooms to be cleaned prior to business each morning and during the day as needed. Carpet cleaning shall be completed a minimum of twice yearly. Operator shall be responsible for the repair and maintenance of light fixtures as needed. Operator shall be responsible for regular maintenance and cleaning,as well as repairs and replacement, of all equipment at Leased Premises. Operator shall be responsible for annual exterior cleaning of building walls, doors and windows, and light fixtures. 7.2 Advertising Signage on Leased Premises. Operator shall not install additional signs or other advertising devices on the Leased Premises without City's prior written approval. The expense of installation, operation or removal of all such signs shall be paid by Operator as an expense of operations of the Facilities. Operator shall comply with applicable City ordinances related to signage. 7.3 Maintenance Operations. Operator shall be responsible for the upkeep and maintenance of all playing areas of the Facilities in accordance with the standards set forth in the Performance Standards, except for capital projects and expenditures,that shall be performed on a regular basis to assure well maintained tennis courts that are available for play by the general public. Any changes to the maintenance provisions of the Performance Standards shall be subject to the approval of the Contract Administrator. 7.4 Naming of facilities on Leased Premises. Any naming of any Facilities on Leased Premises requires prior approval of the City Council. 7.5 Alterations or Improvements to Leased Premises. Operator shall not remove any improvements,nor make any alternations or additions to the building improvements located on the Leased Premises, nor perform any construction at the Leased Premises, without the prior written consent of the Director, and any such additions, changes and alterations made by Operator shall become and remain the property of City at the termination of this Lease. Any additions, changes and alterations made by improvements or any construction at Leased Premises by Operator must be agreed to by the City and approved in advance in writing executed by the Director and are subject to Operator's compliance with bonding requirements of Chapter 2253,Texas Government Code,as may be amended,and to compliance with all insurance requirements provide by the City's Risk Manager. 7.6 Surrender of Leased Premises. Operator acknowledges and understands that the City's agreement to lease the Leased Premises to Operator is expressly conditioned on the understanding that the Leased Premises must be surrendered,upon the expiration,termination, or cancellation of the Term of this Lease, in as good a condition as received, reasonable use and wear and tear, acts of God, fire and flood damage or destruction where such damage in not Operator's fault excepted. Section 7. Trade Fixtures: Operator shall be permitted to install Trade Fixtures on the Leased Premises, and all such Trade Fixtures owned by Operator and not permanently attached to the Leased Premises may be removed by Operator at the end of the Term, provided that any damage to the Leased Premises caused by such removal shall be repaired by and at the expense of Operator at or prior to the expiration of the Term. Section 8. Insurance: 9.1 Insurance Coverage. During the Term, Operator shall maintain a policy or policies of insurance providing for the following insurance coverage: (i) broad commercial general liability insurance providing personal injury and property damage liability coverage with respect to the Leased Premises and the business conducted thereon, (ii) physical damage coverage for tennis court maintenance equipment, (iii) business automobile liability—owned, non-owned and rented, (iv)alcoholic beverage liability in the amount of one million dollars ($1,000,000.00)covering the event or time period when alcoholic beverages are to be served, (v) crime and fidelity coverage, (vi) worker's compensation and (vii) employer's liability all in accordance with the provisions described on Exhibit E, attached hereto and incorporated by reference. Such insurance policy or policies shall name Operator as named insured and City as additional insured for auto and general liability coverage. For worker's compensation and employer's liability, Operator shall provide a waiver of subrogation in favor of the City. Prior to any addition or alteration to any building or real estate improvements located on the Leased Premises, Operator shall obtain prior clearance in writing, from the Risk Manager that the proposed addition or alteration will not necessitate a change or modification in the existing insurance coverage maintained by Operator or City. This clearance is in addition to the prior consent required by Section 7.5 of this Lease. 9.2 Form of Policies. The foregoing policies of insurance shall be in form and written by insurers be issued by insurance companies reasonably acceptable to the Risk Manager for the City (the "Risk Manager") which acceptance shall not be unreasonably withheld, and shall meet the requirements of Exhibit E. The Risk Manager shall be furnished two (2) copies of certificates of such insurance policies for the benefit of the City prior to the Possession Date. The certificate of insurance shall provide that the City shall have thirty (30) days advance written notice of cancellation, intent to not renew, material change, or termination of any coverage required in this Lease. Upon written request of the City Manager, Operator shall provide copies of all required insurance policies to the Risk Manager. City and Operator acknowledge that over the Term it is probable that there will be changes in the insurance industry or the commercial real estate industry. Accordingly, City and Operator agree that if, during the Term, if the amount of insurance customarily maintained for tennis center businesses similar to those then conducted from the Leased Premises increases,then the Risk Manager retains the right at the Annual Review to modify the amount and types of insurance maintained by Operator, and to require increased coverage limits, as commercially reasonable and as necessary in the interest of public health, safety, or welfare, and to decrease the required coverage, if so warranted. In the event of any necessary increase, City must provide Operator no less than sixty (60) days written notice to obtain the increased coverage prior to the effective date of the requirement. 9.3 City Insurance.During the Term,City shall secure and cause to be maintained in effect, as part of and included with the City's blanket coverage of City real property improvements, a policy or policies of property insurance covering the real property improvements and fixtures of the Leased Premises, subject to applicable deductibles. Section 10. Indemnification: In consideration of allowing Operator to occupy the Leased Premises, Operator("Indemnitor") shall fully indemnify, defend, save and hold harmless the City, its officers, agents, representatives, and employees (collectively, "Indemnitees") from and against any and all liability, loss, damages, claims, demands, suits, and causes of action of any nature whatsoever asserted against or recovered from City on account of injury or damage to person including, without limitation on the foregoing, premises defects, workers' compensation and death claims, or property loss or damage of any other kind whatsoever, to the extent any injury, damage, or loss may be incident to, arise out of, be caused by, or be in any way connected with, either proximately or remotely, wholly or in part: (i) Operator's performance under this Lease; (ii) Operator's occupancy of the Leased Premises and any and all activities associated with the Operator's use of the Leased Premises under this Lease; (iii) the violation by Operator, its officers, employees, agents, contractors, subcontractors or representatives of any law, rule, regulation, ordinance, or government order of any kind pertaining, directly or indirectly, to this Lease; (iv) the exercise of rights under this Lease; or(v) an act or omission on the part of Operator, its officers, employees, agents, contractors, subcontractors or representatives pertaining to this Lease, regardless of whether the injury, damage, loss, violation, exercise of rights, act, or omission is caused or is claimed to be caused by the contributing or concurrent negligence of lndemnitees, or any of them, but not if caused by the sole negligence of Indemnitees, or any of them, unmixed with the fault of any other person or entity, and including all expenses of litigation, court costs, and attorneys'fees, which arise, or are claimed to arise, out of or in connection with the asserted or recovered incident. Operator covenants and agrees that, if any of the lndemnitees is made a party to any litigation against Operator or in any litigation commenced by any party, other than Operator relating to this Lease, Operator shall, upon receipt of reasonable notice regarding commencement of litigation, at its own expense, investigate all claims and demands, attend to their settlement or other disposition, defend any of the Indemnitees in all actions based thereon with legal counsel satisfactory to the City Attorney, and pay all charges of attorneys and all other costs and expenses of any kind whatsoever arising from any the liability, injury, damage, loss, demand, claim, or action. Section 11. Assignment and Subleasing: 11.1 Assignment by Operator. Neither party may assign this Agreement without the prior written approval of the other party. City Council approval is required for the assignment of the Lease by Operator. Any such approved assignment shall not relieve Operator or Operator's authorized assignees from liability under this Lease. 11.2 Subleases. Operator shall not sublease all or any part of the Leased Premises without prior written approval of the City Manager. 11.3 Mortgages. Operator shall not mortgage, encumber or pledge the leasehold interest under this Lease. Operator may not incur debts or obligations on the credit of the City. 11.4 Approvals by City. The approval by City or the City Manager of any of the acts specified in this section shall not be unreasonably withheld and shall not relieve Operator or Operator's authorized assignee,transferee or sublessee from liability under this Lease. 11.5 Corpus Christi Tennis Association(CCTA). Operator shall allow CCTA to maintain an office on Leased Premises. Operator is allowed to negotiate a sublease with CCTA, subject to final approval by Director. Section 12. Repairs and Operator improvements: 12.1 Repairs in Ordinary Course.As mentioned in Section 7,Operator shall be responsible for repairs and maintenance of the Leased Premises, with costs of such repairs to be included as Operating Expenses of the Facilities. However, subject to appropriation of funds, in the case of ordinary wear and tear to improvements, City may choose to make general repairs and replacement, at its expense, any damage to the buildings and other real property improvements and fixtures(other than those caused by the Operator, agent or employee). 12.2 Operator Caused Repairs. All costs of repairs and replacements with respect to the buildings attributable to the negligence of Operator, his agents or employees shall be borne by Operator. 12.3 Operating Expenses. Operator agrees to pay any and all expenses of operation of the Leased Premises, it being the sense and intention of this Lease that the amounts payable to City hereunder as rent shall be absolutely net to the City,without diminution by reason of any expense of operation of the Leased Premises. HVAC. City shall be solely responsible for all HVAC operation,maintenance, repair, and replacement. Operator shall inform the City immediately in writing, but no more than 48 hours, of any repair or maintenance required for HVAC. JANITORIAL SERVICE. Operator shall be solely responsible for all janitorial services in the Leased Premises. ELEVATOR(if applicable). Operator shall be solely responsible for all elevator expense, including without limitation, State inspections, maintenance, repair and replacement of same, if any located within the Leased Premises. UTILITY EXPENSE. Operator shall have the entire responsibility to contract for and maintain trash services for the HEB Tennis Center, internet services, and alarm and security services. Operator shall not in any event be relieved of any of Operator's obligations under this Lease by reason of Operator failure or inability to contract for or maintain any such service. City shall be responsible for trash services for Al Kruse Tennis Center, water, gas, heat, electricity, sewage, and stormwater for Leased Premises during the term of this Lease. LANDSCAPING. Operator shall be solely responsible for all landscaping up to 25 feet from the building. Operator shall not be responsible for landscaping beyond the 25 ft from the perimeter of the building. Park and Recreation will be responsible for those areas not assigned to the Operator. 12.4 CONDITION OF PREMISES. The Leased Premises shall be delivered to Operator in an "AS IS", "WHERE IS", and "WITH ALL FAULTS" condition and The City shall have no obligation whatsoever to alter,remodel,improve,repair,decorate,or paint the Leased Premises or any part thereof either prior to or during the Lease Term. THE CITY SHALL NOT BE LIABLE TO OPERATOR OR ANY OF ITS AGENTS, EMPLOYEES, LICENSEES, CONTRACTORS, SERVANTS, OR INVITEES FOR ANY INJURY OR DAMAGE TO PERSONS OR PROPERTY DUE TO THE CONDITION OR DESIGN OF, OR ANY DEFECT IN THE BUILDING OR ITS MECHANICAL SYSTEMS AND EQUIPMENT WHICH MAY EXIST OR OCCUR, AND OPERATOR FOR ITSELF AND ITS AGENTS, EMPLOYEES, LICENSEES, SERVANTS, AND INVITEES EXPRESSLY ASSUMES ALL RISKS OF INJURY OR DAMAGE TO PERSONS, EITHER PROXIMATE OR REMOTE, RESULTING FROM THE CONDITION OF THE LEASED PREMISES,THE BUILDING OR THE COMPLEX. 12.5 REPAIRS BY OPERATOR. Operator shall,at all times during the Lease Term and at Operator's sole cost and expense, keep the Leased Premises and every part thereof(including all landscaping that Operator is required to maintain) in good condition and repair. Operator shall be responsible for repairs up to $1,000 per repair or replacement of any damage or injury to the Leased Premises or the Complex or any part thereof, caused by Operator or Operators agents, contractors, employees, invitees, or visitors. City agrees to be responsible for any repair that exceeds $1,000. Notwithstanding the foregoing, Qperator shall not be required to replace any Systems to the extent that the useful life of the replacement System would exceed the remaining term of this Lease, without regard to renewal options. Operator understands that any repairs or maintenance paid by City is subject to Section 19.10 below. 12.6 ALTERATIONS AND ADDITIONS. All alterations, improvements, additions or changes made by Operator to the Leased Premises shall be subject to the prior written approval of The City, which approval shall not be unreasonably withheld, and shall (i)be made at Operator's sole cost,expense and risk;(ii)be performed in a prompt,good,and workmanlike manner; (iii)be constructed in accordance with all applicable laws, rules, regulations, and other codes and governmental and insurance requirements; (iv)not alter the exterior appearance,the public areas, corridors, or common areas of the Building, except as expressly permitted hereunder; and (v) be performed by a contractor or contractors approved by The City. Any and all such alterations, physical additions, improvements and changes, when made to the Leased Premises as permitted hereunder by Operator, shall at once become the property of The City and shall be surrendered to The City upon termination of this Lease, subject, however, to the provisions of Section 4.2 below. Operator shall not make any structural alterations or any changes to the building systems, including electrical and plumbing systems(other than as necessary to provide such services to the Leased Premises and only after approval thereof by The City),without the prior written consent of The City, which consent shall not be unreasonably withheld. Operator shall deliver to The City prior to commencing any work copies of all plans and specifications for all alterations or improvements to be made to the Leased Premises. 12.7 LEASEHOLD IMPROVEMENTS AND TRADE FIXTURES. Subject to the other provisions of this Lease,The City and Operator agree that all Trade Fixtures installed in the Leased Premises shall be and remain the property of Operator and may be removed by Operator,and shall be so removed if required by The City,upon the expiration of the Lease Term;provided,however, (i) if such Trade Fixtures are not so removed they shall, at the option of The City, become the property of The City or shall be removed by The City at Operator's sole cost and expense; and(ii) that if any such Trade Fixture is affixed to the Leased Premises and therefore requires severance therefrom, such severance may be effected only if Operator repairs any damage to the Building, the Leased Premises, its demising walls, and other structural elements of the Building caused by such removal. Any such removal and restoration shall be accomplished within fifteen (15) days following the expiration or earlier termination of this Lease and in a good and workmanlike manner so as not to damage the Building or any improvements situated therein.The term "Trade Fixtures" as used herein shall mean any and all items of personal property used and installed by Operator in the Leased Premises,limited to telephone systems,furniture,equipment,and fixtures,and any and all signs placed by Operator pursuant to provisions hereof. The term "Trade Fixtures" shall not include any permanent leasehold improvements other than those described in the preceding sentence (all of which permanent leasehold improvements, as between The City and Operator, shall become the property of The City upon the incorporation in or affixation to the Leased Premises), including but not limited to any floor, wall, window, or ceiling coverings, any interior walls or partitions,any built-in bookcases or raised floors, any lighting fixtures, or any property a part of or associated with any electrical,plumbing or mechanical system,notwithstanding that the same may have been installed within the Leased Premises by Operator. All items which become incorporated in or permanently affixed to the Leased Premises shall become the property of The City upon their incorporation or affixation and,at the option of The City,may be removed by The City at Operator's sole cost and expense. All such other items shall be surrendered by Operator coincident with its surrender of the Leased Premises, and Operator shall have no (and hereby waives all)rights to any payment or compensation for such items. 12.8 Capital improvements or additions to buildings by Operator must be approved in advance by the City Manager,and subject to Operator's compliance with bonding requirements of Chapter 2253, Texas Government Code, as may be amended, and subject to compliance with insurance requirements of Risk Manager. Ownership thereof shall revert to the City upon termination of this Lease. Section 13. Destruction of Leased Premises: 13.1 Casualty Losses. If a building or other improvements of Leased Premises are damaged by fire,windstorm,flooding,hurricane,or other casualty during the Term,Operator shall give prompt notice thereof to City,and unless Operator elects to terminate this Lease in such notice as a result of such casualty loss, City may reconstruct and repair the Leased Premises to at least substantially the same condition as existed prior to such casualty with reasonable due diligence, subject to appropriation of funds for such purpose by the City Council or receipt of applicable insurance payments. City shall use, and Operator shall provide, consulting services to City in connection with any such reconstruction and repair to the Leased Premises. Operator shall be relieved of the obligation to pay rent during the period Leased Premises are not in use by Operator due to such destruction of Leased Premises. 13.2 No Repairs. In the event City elects not to complete such reconstruction and repair of such damage caused by casualty described in Section 13.1 or fails to complete the reconstruction and repair with reasonable due diligence, either party shall have the right to terminate this lease pursuant to this section. If City has received insurance proceeds for the full and replacement value of the building or other improvement for reconstruction and repair of such damage caused by such a casualty and elects not to complete such reconstruction and repair,then a termination as a result of City's election or failure to reconstruct or repair shall be deemed a termination without cause by the City as described in Section 3.4. Also, any such termination shall be effective as of the date upon which such damage or destruction occurred if business has not been conducted in the damaged improvement on the Leased Premises after such date. Section 14. Operator or City Default: 14.1 Operator Default.Any of the following events shall be an event of default by Operator under this Lease: (i) if Operator shall fail to pay any installment of the Rent or other sum of money due under this Lease when due; (ii) if Operator shall abandon or vacate the Leased Premises; (iii) if Operator shall fail to comply with any term,provision, obligation or covenant of this Lease (and shall not cure or correct such failure within 14 days after written notice of such failure from City to Operator); or(iv)if any proceedings shall be commenced to declare Operator as bankrupt or insolvent,reduce or modify its debts or obligations or to delay the payment thereof, or if any assignment of its property be made for the benefit of creditors, or if a receiver or trustee be appointed for it or its property or business,then,to the extent permitted by applicable law, City may treat the occurrence of any one or more of the foregoing events as an event of default by Operator. 14.2 Termination Upon Default. If any event of default by Operator shall have occurred, City shall have the right, without further notice or demand of any kind to Operator or any other party, to terminate this Lease and repossess the Leased Premises and shall be entitled to recover as damages a sum of money equal to the total of(i)the reasonable cost of recovering the Leased Premises, and (ii)the unpaid Rent and other sums due at the rate herein provided, and to pursue any other rights or remedies provided herein or at law or in equity. 14.3 City Default. In the event City defaults under any provision of this Lease, Operator agrees to give City written notice of such default and 30 days to cure such default prior to pursuing remedies against City. However,non-appropriation of funds for any purpose shall not be deemed to be an event of City default with respect to any payment or expenditure obligation of the City. If any event of default by City shall have occurred and not been cured in such time frame,Operator shall have the right, without further notice or demand of any kind to City or any other party, to terminate this Lease. Upon such a termination due to City's default, Operator shall be entitled to pursue any other rights or remedies provided herein or at law or in equity. Section 15. Force Majeure: Neither City or Operator shall be liable for delays or failures in performance due to an event of force majeure that is beyond such party's reasonable control including,without limitation, any delays or failures in performance caused by strikes, lock outs, fires, acts of God or the public enemy, common carrier, severe inclement weather, riots or interference by civil or military authorities. The delays or failures to perform extend the period of performance until these exigencies have been removed. The Operator shall inform the City in writing of an event of force majeure within five (5) business days or otherwise waive this right as a defense. Section 16. Relationship of Parties: This Lease establishes the City/Operator relationship, and no other relationship. This Lease must be construed conclusively in favor of that relationship. In performing this Lease,both the City and Operator shall act in an individual capacity as independent contractors, and not as agents, representatives, employees, employers, partners, or associates of one another. The employees or agents of either party may not be, nor be construed to be, the employees or agents of the other party for any purpose. Section 17. Mechanic's Lien: Operator shall not permit any mechanic's,materialman's or similar liens to remain upon the Leased Premises for labor or material furnished to Operator or claimed to have been furnished to Operator in connection with work of any character performed or claimed to have been performed on the Leased Premises or at the direction of or with the consent of Operator. Operator shall keep the Leased Premises free from any liens arising from any work performed, materials furnished, or obligations incurred by or at the request of the Operator. All persons either contracting with Operator or furnishing or rendering labor and material s to Operator shall be notified in writing by Operator that they must look only to Operator for payment for such labor and materials. Nothing contained in this Lease shall be construed as The City 's consent to any contractor, subcontractor, laborer, or materialman for the performance of any labor or the furnishing of any materials for any specific improvement,alteration,or repair of,or to,the Leased Premises, nor as giving Operator any right to contract for, or permit the performance of, any services or the furnishing of any materials that would result in any liens against the Leased Premises. If any lien is filed against the Leased Premises or Operator's leasehold interest therein, Operator shall discharge same within twenty(20)days after its filing. If Operator fails to discharge such lien within such period,then, in addition to any'other right or remedy of The City, The City may, at its election, discharge the lien by either paying the amount claimed to be due or obtaining the discharge by deposit with a court or a title company or by bonding. Operator shall pay on demand any amount paid by The City for the discharge or satisfaction of any lien, and all reasonable attorney's fees and other legal expenses of The City together with all necessary disbursement s in connection therewith. Notwithstanding the foregoing, Operator may contest the amount or validity of any such lien,provided that Operator first posts with The City an indemnity bond issued by a corporate surety reasonably satisfactory to The City in an amount equal to the amount of the lien claim plus a sufficient amount to cover any penalties, interest, attorney 's fees, court costs and other legal expenses resulting from such contest. This bond shall name The City and such other parties as The City may direct as obligees thereunder. Section 18. City's Right of Access to and Use of the Leased Premises for Utility or Other Construction Work: Operator acknowledges that there are City utility lines located on or under the Leased • Premises. City reserves the right to excavate at the Leased Premises as necessary to repair,replace or maintain such utility lines. Additionally, Operator acknowledges that City may occasionally undertake additional utility or other construction projects which may require City or its contractor to have access to, on, in, above, across,through or under the Leased Premises. City reserves the right to access and construct upon the Leased Premises for City utility or construction project when deemed necessary by the City Manager. In connection with any such access, excavation or construction, City and Operator will cooperate in good faith in planning the timing, location and extent of such activities so as to minimize,to the extent reasonably possible,the adverse effect of such activities on the operations of the Facilities. City is not responsible to Operator for any damages or loss of revenues which may occur during City construction or utility work on Leased Premises. Section 19. Miscellaneous: 19.1 Utility Charges. All utilities serving the Leased Premises shall be paid by Operator prior to delinquency. 19.2 Successors. All rights and liabilities herein given or imposed upon the respective parties shall extend to and bind the respective successors and assigns of such parties. 19.3 Right of Inspection by City. City, acting through any authorized employee of the City, shall have the right to enter upon the Leased Premises at all reasonable hours for the purpose of inspecting the Leased Premises. Such entrance by City shall never be deemed or held to be an ejection or disposition of Operator, and City shall incur no liability by reason thereof. Operator shall provide the Contract Administrator with keys to the Leased Premises, and a current list of names and phone numbers,for use by the Contract Administrator, in the event of an emergency at the Leased Premises. The Contract Administrator or his authorized designee has the right to enter the Leased Premises during the regular hours of normal operation or at any time in the event of an emergency. 19.4 Construction of Lease and Venue. In the event any provision of this Lease shall be held to be invalid or unenforceable, such holding shall not be deemed to affect the validity and enforceability of the remainder of this Lease, or of the same provision as applied to other persons or circumstances. This Lease shall be construed with the express intention of the parties to it that it shall be valid and enforceable in every respect to the extent permitted by law. By agreement of the parties, any ambiguities in the Lease shall not be construed against the drafter. This Lease is only for the benefit of the City,the Indemnitees and Operator, and no third party has any rights or claims under this Lease or against the City. This Lease shall be interpreted according to the Texas laws which govern the interpretation of contracts, and venue lies in Nueces County,Texas,where this Lease was entered into and shall be performed. 19.5 Notice and Contract Administrator. Any notice, request, demand, or other communication which, under the terms of this Lease or under any statute or other law, must or may be given or made by the parties to this Lease, shall be in writing, shall be directed to the contract administrator designated below on behalf of the City, and to Ronald Elizondo, on behalf of the Operator. Such notices shall be sent by hand delivery,established overnight courier service or United States mail,registered or certified mail,postage prepaid, return receipt requested,to the following address of the party to receive notice or such other addresses as may hereafter be designated in writing from time to time by the parties hereto in the manner provided in this paragraph. Any such notice shall be deemed received when actually received as evidenced by written receipt or three days after deposit with the United States mail in accordance with this paragraph. The contract administrator for the City shall be the City Director of Parks and Recreation. The contract administrator for the Operator shall be Ronald Elizondo. Notice to the City shall be sent to: City of Corpus Christi Attn: Director of Parks and Recreation 1201 Leopard Street Corpus Christi, Texas 78401 With copy to: City of Corpus Christi Attn: City Attorney 1201 Leopard Street Corpus Christi,Texas 78401 With copy to: City of Corpus Christi Attn: City Manager 1201 Leopard Street Corpus Christi, Texas 78401 Notice to the Operator shall be sent to: HEB Tennis Center Attn: Ronald Elizondo 152 Shely Street Corpus Christi, Texas 78404 19.6 Waiver. No provision of this Agreement may be waived orally. The waiver by either party to this Lease of any breach of or default under any provision of this Lease shall not be deemed to be a waiver of such provision or of any rights as to any subsequent breach or default thereof. The subsequent acceptance of any rental or sums hereunder by City from Operator shall not be deemed to be a waiver of any preceding breach by Operator of any provision of this Lease (other than the failure of Operator to pay the particular rental or sum so accepted). The partial performance of any of City's covenants shall not be deemed to be a waiver of any preceding breach or default by City of any provision of this Lease. No provision of this Lease shall be deemed to have been waived by any party hereto unless such waiver is in writing and signed by the party charged with such waiver. 19.7 Amendments. No subsequent alteration, amendment, change, deletion, or addition to this Lease shall be binding upon City or Operator unless in writing and signed by authorized representatives of both City and Operator. 19.8 Compliance with Laws. Operator must comply with all applicable laws,regulations, and ordinances of the City, State and Federal governments. 19.9 Contract Documents. The fully executed Lease Agreement and the Operator's proposal shall constitute the contract documents and are incorporated herein by reference. In case of a conflict in any of the terms of the contract documents, first precedence shall be given to the fully executed Lease Agreement and second precedence shall be given to the Operator's proposal. 19.10 Fiscal Funding and Non-Appropriation. City's payment obligations under this Lease are subject to City's annual budget process. Notwithstanding anything to the contrary herein,the City's obligation to make any payment or expenditure under this Agreement is expressly contingent upon the availability of City funding for each payment item and obligation of the City contained herein. Operator shall have no right of action against the City as regards this Agreement, in the event that the City is unable to fulfill its payment obligations under this Agreement as a result of the lack of sufficient funding. Section 20. Acknowledgement: The parties expressly agree that they have each independently read and understood this Lease. By Operator's execution of this Lease, Operator acknowledges and understands that this Lease is not binding on the City until properly authorized by the Council and executed by the City Manager or by his designee. Signatures on next page. EXECUTED by the authorized representative of the parties. OPERATOR: OPERATOR NAME By:� President THE STATE OF TEXAS § COUNTY OF NUECES § This instrument was acknowledged before me on C�i d a,e , 2024,by pp, 2v1i(0 ,as President of , �o , on behalf of such ompany. <v�QJ �, ••' Notary Pub ic, State of Texas o 6 ': 02 ' o 'E 6F CORPUS CHRISTI ATTEST: STa�`` �.`�: ./// gyp • •\�\\`� //,��,llllll I I I II1N�` gaff-a/ By: � �.t( Ll� By: Re ecca Huerta �q Robert Dodd City Secretary 64.' 1 `5 AUBicagDof Parks and Recreation BY COUNCIL laaa'a THE STATE OF TEXAS § (1-f)15b COUNTY OF NUECES § SECRETARY This instrument was acknowledged before me on the 29 day of bct 2024,by Robert Dodd, Director of Parks and Recreation, for the City Of Corpus Christi, a Texas home-rule municipality, on behalf of the municipality. .),$,:4 „ DANIEL MAX DE LEON i19 ?:.Notary Public,State of Texas ! i!! Cores 03-22028 Notary Public, State Of Texas Notary ID 1348220,4 APPROVED AS TO FORM: Thisgaa day of v , 2024 BY: 4.46,47e� Assistant City Attorney For Miles Risley, City Attorney EXHIBIT A DESCRIPTION OF PROPERTY HEB TENNIS CENTER SITE MAP The Contractor is responsible for all landscaping and trash pickup within the perimeter boundaries. Perimeter Boundaries are outlined in yellow. ry 1- B Tennis Court 44/ twi g' AL KRUSE TENNIS CENTER SITE MAP Contractor is responsible for all landscaping within the perimeter boundaries. Contractor will also be responsible for picking up all trash located in both designated parking lots. Perimeter Boundaries are out lined in red. D I e ifttr kJ t �._ EXHIBIT B PERFORMANCE STANDARDS Tennis Centers Facility Inspection Form Tennis Facility Date Employee on Site City Staffs Name Yes No 1 Is the pro-shop clean and free of trash and debris? 0 Q 2 Are the days and hours of operation clearly visible on the door or window? © i 3 Is information about programs/tournament/clinics offered clearly displayed? © 0 4 Are the fire extinguishers and First Aid Kits current on inspections and readily accessible? 0 0 5 Have the AC/Heating filters been cleaned or changed? Q 0 6 Is the staffs appearance clean/appropriate for a tennis center? © 0 7 Are storage areas organized and maintained? 0 Q 8 Are Restrooms clean and properly stocked? Q 0 4 Are locker rooms clean and in sanitary condition? ED El 10 Is there a fire evacuation plan posted in a conspicuous location? 0 0 11 Are the courts free of debris? El El 12 Are the benches in good condition and available to every court? 0 0 13 Are the windscreens in good condition and secured to the fence? 0 El 14 Are the nets and center straps all in good playable condition? El Q 15 Is a backboard available to the public and In good condition? E 16 Is the grass mowed and properly edged? Q 0 17 Are the trees trimmed in accordance to City Standards? Notes: Each question is worth 1 pt.Add up all boxes checked yes and divide by the total number of questions. SCORE / 17 GRADE Tennis Centers Programming Form Tennis Facility Date Employee on Site City Staffs Name 1 2 3 4 1 Does the tennis center offer tennis Open Play to the public? CI Q ❑ 2 Does the tennis center offer tennis lessons? Cl CI ❑ 3 Does the tennis center offer tennis leagues? a 4 Does the tennis center offer tennis tournaments? a 0 0 CI 5 Annual revenue generated at the facility? CI Q CI Notes: SCORE / 20 GRADE Grading Scale Pts Does the tennis center offer tennis Open Play to the public? 1 Less than 500 open court fees reported,(number of players not revenue generated) 2 500-999 open court fees reported,(number of players not revenue generated) 3 1,000-1,500 open court fees reported,(number of players not revenue generated) 4 More than 1,500 open court fees reported,(number of players not revenue generated) Pts Does the tennis center offer tennis lessons? 1 Generated less than$25,000.00 in revenue from lessons 2 Generated$25,000.00-$49,999.99 in revenue from lessons 3 Generated$50,000.00-$99,999.99 in revenue from lessons 4 Generated more than$100,000.00 in revenue from lessons Pts Does the tennis center offer tennis leagues? I Less than 5 leagues offered at the tennis center 2 5-9 leagues offered at the tennis center 3 10-14 leagues offered at the tennis center 4 More than 15 leagues offered at the tennis center Pts Does the tennis center offer tennis tournaments? 1 Less than 5 tournaments a year 2 5-9 tournaments a year 3 5-9 tournaments a year including at least 1 national tournament 4 10+tournaments a year including at least 1 national tournament Pts Annual Revenue Targets 1 Less than$150,000.00 revenue generated 2 $150,000.00-$199,999.99 revenue generated 3 $200,000.00-$249,99999 revenue generated 4 More than$250,000.00 revenue generated Parks and Recreation /4, Tennis Center Contractor Compliance CORPUS Policy and Procedure CHRISTI PARKS& ReCpE^*�� Effective Date: April 10, 2023 Revised Date: t, Approved by: � � Date: Li/UV Robert Dodd,Director 1. PURPOSE: 1.1.Establish a departmental policy and procedure for monitoring contractor compliance over tennis center activities, up to and including financial reporting, facility maintenance, programming services,and management. 2. SCOPE: 2.1.This policy applies to all tennis center activities at HEB Tennis Center and Al Kruse Tennis Center. 3. AUTHORITY: 3.1.The Director of the City of Corpus Christi Parks and Recreation Department is granted authority under Section 36-1 of the City Code of Ordinance to establish rules and procedures for the department. 4. POLICY: 4.1.The Contracts Funds Administrator ("CFA") will monitor and account for all tennis center activities and programs to ensure contract compliance. 5. PROCEDURE: Financial Reviews— 5.1. Pursuant to the contract, (1)the contractor shall submit a statement of earned revenue on or before the 10th day of each month,and(2)the contractor shall submit a monthly programming schedule of all programs and activities for the coming month before the 1st day of the month. Failure by the contractor to submit reports timely may result in termination of the contract. 5.1.1. To ensure that all revenue from programs and activities are recorded, the CFA will reconcile the contractor's monthly programming schedule to the revenue report. 5.1.2. The CFA will review each revenue line to ensure compliance with the City's approved fee schedule. If there are any discrepancies, the CFA will ensure that the contractor makes corrections to adhere to the city approved fee schedule. 112 5.1.3. For spedal situations, including all pilot program fees, any fees not outlined in the fee schedule shall be submitted to the Parks and Recreation Director,for review and approval,prior to use. Facility Reviews— 6.1. Pursuant to the contract, random facility inspections will be conducted by the City on a quarterly basis. 6.1.1 The CFA shall utilize the Tennis Centers Fadlity Inspection Form(Attachment A-2 of the contract)to conduct the facility inspections. Areas to be inspected are deanliness of pro shop and restrooms/locker rooms,court maintenance,premises maintenance,fire safety compliance,and hours of operation. 6.1.2. The CFA will score the inspection and calculate a grade. The contractor shall maintain an 85%or above. If the contractor does not meet the score,the CFA will issue a"needs improvement"rating and will allow additional time to allow the contractor to meet the minimum score of 85%. If the contractor continues to fail to obtain the minimum score, the CFA will issue a cure notice,outlining the possibility of contract termination. 6.1.3. At each quarterly inspection, the CFA will monitor the facilities to ensure no banners/signs,except those that promote items sold in the pro shop,are displayed. The CFA will make a notation in Attachment A-2 in the"Notes"section that a banner/sign check was conducted,and what the result was. Programming Reviews- 7.1. The City will conduct quarterly programming reviews. 7.1.1. The CFA shall utilize the Tennis Centers Programming Form (Attachment A-3 of the contract) to conduct the programming reviews. Areas to be reviewed are number of participants, types of programs being offered, types of tournaments, lessons offered, and the court hours used for adults, junior, leagues, mixer/social groups, and tournaments. 7.1.2. The CFA will review the programming numbers to ensure that services are distributed equitably across all age groups and that various types of programming is being offered. 7.1.3. The CFA will score the inspection and calculate a grade. The contractor shall maintain an 80%or above. If the contractor does not meet the score,the CFA will issue a"needs improvement"rating and will allow additional time to allow the contractor to meet the minimum score of 80%. If the contractor continues to fail to obtain the minimum score, the CFA will issue a cure notice,outlining the possibility of contract termination. i,AF,F 2 I 2 EXHIBIT C FACILITY MAINTENANCE Item Responsible Party Structure: includes foundation,walls,roof,windows (regular& storm), storm City shutters, doors, flooring, ceilings, & fixtures Building Systems includes electrical (parts& labor), HVAC,Plumbing, Fire City Alarm(parts& labor)and Security Alarm (parts& labor) Building Fixtures: all quarterly and annual preventative maintenance on HVAC system,replacing interior and exterior light fixtures/ballasts,major toilet or City sink repair, gate system major repairs including electrical boxes, door repair, Fire Sprinkler System preventative maintenance and repairs Building Fixtures: air filters, light bulbs, simple toilet repair, simple sink repair, strip and wax floors, shampoo carpets, maintain wall dividers in restrooms, doorknobs, ceiling tiles, gate systems minor* repairs,monitor boiler for leaks, Operator minor* exhibit repair, exterior pressure washing of sidewalks and plaza, minor* interior paint touch up, annual fire extinguisher inspection and upkeep. Parking lots, Sidewalks, Gates, & Signage City Utilities to include Electric, Water, and phone lines City Landscaping: includes flower beds, ground cover, shrubs&trees Operator Fence Repairs or Replacement to include wind screens, and nets Operator Fire Alarm System Service Operator Water Coolers and Benches Operator Security Alarm System Service Operator Janitorial: includes supplies and services for cleaning facility and exhibits Operator Pest Control Service Operator Dumpster Rental Operator Radios Operator * Minor is defined as under$5,000 EXHIBIT D TENNIS CENTER'S FEE SCHEDULE The City reserves the right to make any changes to the fee schedule. A. Annual and Semi-Annual Fees Fee Unit Adult Annual $ 300.00 per/year Adult Semi-Annual $ 175.00 per/6months Youth Annual $ 95.00 per/year Youth Semi-Annual $ 75.00 per/6months Non-Resident(3 Month Pass) $ 75.00 per/3months B. Court Fees Outdoor Standard Court Play(per/player) $ 3.00 per/1.5hrs Open Play(per/player) $ 5.00 per/1.5hrs Private/Semi Private/Group Lesson(court fee) $ 1.50 per/hrs Covered Pavilians(HEB) Standard Court Play(per/player) $ 5.00 per/1.5hrs Adult Open Play(per/player) $ 7.00 per/1.5hrs Private Lesson $ 4.50 per/hrs Semi-Private/Group Lesson(court fee) $ 2.25 per/hrs C. Lesson Fees Director of Tennis PrivateTennis Lessons $ 75.00 (per/hr) PrivateTennis Lessons $ 60.00 (per/45min) PrivateTennis Lessons $ 40.00 (per/30min) Semi-Private Lesson(per/player)(2 player) $ 38.00 (per/hr) Group Lesson(per/player)(3 player) $ 25.00 (per/hr) Group Lesson(per/player)(4+player) $ 19.00 (per/hr) Head Pro PrivateTennis Lessons $ 60.00 (per/hr) PrivateTennis Lessons $ 30.00 (per/30min) Semi-Private Lesson(per/player)(2 player) $ 30.00 (per/hr) Group Lesson(per/player)(3 player) $ 20.00 (per/hr) Group Lesson(per/player)(4 player) $ 15.00 (per/hr) Assistant Pro PrivateTennis Lessons $ 50.00 (per/hr) PrivateTennis Lessons $ 25.00 (per/30min) Semi-Private Lesson(per/player)(2 player) $ 25.00 (per/hr) Group Lesson(per/player)(3 player) $ 18.00 (per/hr) Group Lesson(per/player)(4 player) $ 16.00 (per/hr) D. League Fees USTA Sanctioned Leagues Adult 18&Over Leagues(2 singles&3 doubles: $ 59.20 per/league match Adult 40&Over Leagues(2 singles&3 doubles) $ 59.20 per/league match Adult 55&Over Leagues(3 doubles) $ 44.50 per/league match Mixed 18&Over Leagues(3 doubles) $ 43.00 per/league match Mixed 40&Over Leagues(3 doubles) $ 43.00 per/league match E. Facility Rental Fees HEB Tennis Center 22max courts(Full day more than 6hrs) $ 800.00 per/rental 22max courts(Half day less than 6hrs) $ 500.00 per/rental 11max courts(Full day more than 6hrs) $ 400.00 per/rental llmax courts(Half day less than 6hrs) $ 300.00 per/rental Al Kruse Tennis Center 7 tennis courts(Full day more than 6hrs) $ 400.00 per/rental 7 tennis courts(Half day less than 6hrs) $ 250.00 per/rental 10 pickleball courts(Full day more than 6hrs) $ 500.00 per/rental EXHIBIT E INSURANCE REQUIREMENTS OPERATOR'S LIABILITY INSURANCE A. Operator must not commence work under this contract until all insurance required has been obtained and such insurance has been approved by the City. Operator must not allow any subcontractor,to commence work until all similar insurance required of any subcontractor has been obtained. B. Operator must furnish to the City's Risk Manager and Contract Administrator one(1)copy of Certificates of Insurance with applicable policy endorsements showing the following minimum coverage by an insurance company(s) acceptable to the City's Risk Manager. The City of Corpus Christi and American Bank, N.A. must be listed as an additional insured on the General liability and Auto Liability policies by endorsement,and a waiver of subrogation endorsement is required on GL,AL and WC if applicable. Endorsements must be provided with Certificate of Insurance. Project name and/or number must be listed in Description Box of Certificate of Insurance. TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE 30-day advance written notice of Bodily Injury and Property Damage cancellation, non-renewal, material change Per occurrence - aggregate or termination required on all certificates and policies. COMMERCIAL GENERAL LIABILITY $1,000,000 Per Occurrence including: 1. Commercial Broad Form 2. Premises—Operations 3. Products/Completed Operations 4. Contractual Liability 5. Independent Contractors 6. Personal Injury-Advertising Injury AUTO LIABILITY(including) $500,000 Combined Single Limit 1. Owned 2. Hired and Non-Owned 3. Rented/Leased WORKERS'S COMPENSATION Statutory and complies with Part II of this (All States Endorsement if Company is not Exhibit. domiciled in Texas) Employers Liability $500,000/$500,000/$500,000 CRIME/EMPLOYEE DISHONESTY $25,000 Per Occurrence Operator shall name the City of Corpus Christi, Texas as Loss Payee Insurance Limit Subject to Change Based on Risk Management Annual Review of Actual Receipts LIQUOR LIABILITY $1,000,000 Per Occurrence (Required When Selling Liquor/Alcohol) HOST LIQUOR LIABILITY $1,000,000 Per Occurrence Required When Alcohol is Served,Not Sold. (Liquor Sales Requires Liquor Liability) PERSONAL PROPERTY INSURANCE Operator and any subcontractors, at their own expense, shall be responsible for insuring all owned, leased or rented equipment or personal property. C. In the event of accidents of any kind related to this contract,Operator must furnish the Risk Manager with copies of all reports of any accidents within 10 days of the accident. II. ADDITIONAL REQUIREMENTS A. Applicable for paid employees, Operator must obtain workers' compensation coverage through a licensed insurance company. The coverage must be written on a policy and endorsements approved by the Texas Department of Insurance. The workers' compensation coverage provided must be in statutory amounts according to the Texas Department of Insurance,Division of Workers' Compensation. An All States Endorsement shall be required if Operator is not domiciled in the State of Texas. B. Operator shall obtain and maintain in full force and effect for the duration of this Contract, and any extension hereof, at Operator's sole expense, insurance coverage written on an occurrence basis by companies authorized and admitted to do business in the State of Texas and with an A.M. Best's rating of no less than A-VII. C. Operator shall be required to submit renewal certificates of insurance throughout the term of this contract and any extensions within 10 days of the policy expiration dates. All notices under this Exhibit shall be given to City at the following address: City of Corpus Christi Attn: Risk Manager P.O. Box 9277 Corpus Christi, TX 78469-9277 D. Operator agrees that, with respect to the above required insurance, all insurance policies are to contain or be endorsed to contain the following required provisions: • List the City and its officers, officials, employees, and volunteers, as additional insureds by endorsement with regard to operations, completed operations, and activities of or on behalf of the named insured performed under contract with the City,with the exception of the workers'compensation policy; • Provide for an endorsement that the "other insurance" clause shall not apply to the City of Corpus Christi where the City is an additional insured shown on the policy; • Workers' compensation and employers' liability policies will provide a waiver of subrogation in favor of the City; and • Provide thirty (30) calendar days advance written notice directly to City of any, cancellation,non-renewal,material change or termination in coverage and not less than ten (10)calendar days advance written notice for nonpayment of premium. E. Within five (5) calendar days of a cancellation, non-renewal, material change or termination of coverage, Operator shall provide a replacement Certificate of Insurance and applicable endorsements to City. City shall have the option to suspend Operator's performance should there be a lapse in coverage at any time during this contract. Failure to provide and to maintain the required insurance shall constitute a material breach of this contract. F. In addition to any other remedies the City may have upon Operator's failure to provide and maintain any insurance or policy endorsements to the extent and within the time herein required, the City shall have the right to order Operator to stop work hereunder, and/or withhold any payment(s) which become due to Operator hereunder until Operator demonstrates compliance with the requirements hereof. G. Nothing herein contained shall be construed as limiting in any way the extent to which Operator may be held responsible for payments of damages to persons or property resulting from Operator's or its subcontractor's performance of the work covered under this contract. H. It is agreed that Operator's insurance shall be deemed primary and non-contributory with respect to any insurance or self insurance carried by the City of Corpus Christi for liability arising out of operations under this contract. I. It is understood and agreed that the insurance required is in addition to and separate from any other obligation contained in this contract. 2024 Insurance Requirements Exhibit • Parks&Recreation—Al Kruse& HEB Tennis Centers Lease Agreement—Facility Management 4/15/2024 Risk Management—Legal Dept.