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HomeMy WebLinkAboutC2005-028 - 1/14/2005 - NASUBLEASE This sublease (the "Sublease") is made at Corpus Christi, Texas, between the City of Corpus Christi (the City), a municipal corporation, and Accion Texas, Inc., a Texas nonprofit corporation, hereafl.er referred to as "Subtenant". 1. Demise and Description of Property. The City leases to Subtenant, and Subtenant leases from the City, the property ("the subleased premises" or "the premises") located in Nueees County, Texas, described as follows: One office located at Suite 203 in Century South, 400 S.P.I.D., Corpus Christi, Nueces County, Texas. 2. Term. The sublease term begins on October 1, 2004, and ends on March 15, 2005 (the sublease term). But this Sublease shall terminate earlier in the event of termination of the lease authorized on August 27, 2004 (the "Main Lease"), between the City as Tenant and Jalyn Properties, Inc. as Landlord, leasing the property described above. This sublease takes effect upon execution by the City Manager. 3. Rent. In consideration of the Subtenant providing low interest loans to unbankable businesses for the sublease term, Subtenant shall pay the City monthly rent for the premises as follows: $1.00 per term, the receipt and sufficiency of which is hereby acknowledged. Use of Premises. Subtenant shall use the premises only for office space and for uses normally incident to that purpose, to provide services to Corpus Christi businesses in accordance with Subtenant's duly established articles of incorporation and bylaws, as authorized by law. Attached as Exhibit A is a list of the only individual(s) authorized to use the Premises. Use of the Premises by any other individual without the prior written approval of the City Manager shall result in the immediate termination of this agreement by the City Manager. 5. Limitation of Liability and Indemnity. Notwithstanding any contrary provision of the Main Lease, neither the Landlord nor the Sublandlord shall be liable to Subtenant, or any of its agents, employees, servants, or invitees, for any damage to persons or property due to the condition, design, or any defect in the building or its mechanical systems that may exist or subsequently occur. Subtenant, with respect to itself and its agents, employees, servants, and invitees, assumes all risks and damage to persons and property, either proximate or remote, by reason of the present or future condition of the premises or the building. Subtenant shall indemnify and hold Sublandlord and Landlord harmless from all suits, claims, and actions of every kind by reason of any breach, violation, or nonperformance of any term on the part of the Subtenant under this agreement. Additionally, Subtenant shall indemnify and hold Sublandlord and Landlord harmless from all claims, actions, damages, liabilities, and expenses asserted against the Sublandlord or Landlord on account of injuries to person or damage to property to the extent that any such damage or injury may be caused, either proximately or remotely, by any act or omission, whether negligent or not, of Subtenant or any of its agents, servants, employees, conlractors, pa~'ons, or invitees (while such invitees are on the premises) or of any other person entering upon the premises under or with Subtenant's express or implied invitation, or if any such injury or damage may in any other way arise out of the occupancy or use of Subtenant, its agents, employees, and invitees of the premises. This paragraph is for the benefit of the Sublandlord and Landlord ofthe premises only, Accion Texas 2005-028 01/14/05 and no right of action shall accrue under this paragraph to any third party by way of subrogation or otherwise. 6. Furniture and Fixtures. All furniture and fixtures and equipment placed in the premises by Subtenant shall remain Subtenant's property. Subtenant may, when the sublease term expires, remove the furniture and fixtures if removai is done so as not to damage the premises. 7. Assignment and Subletting. Subtenant shall not assign or Sublease the premises or any part of them without Sublandlord's prior written consent. 8. Default. (a) Sublandlord shall terminate this Sublease upon the happening of any one, or more, of the following events: (i) Subtenant's making an assignment for the benefit of its creditors (ii) The levying on or against Subtenant's property ora writ of execution or attachment that is not released or discharged within thirty (30) days; (iii) The institution in a court of competent jurisdiction of proceedings for the reorganization, liquidation, or involuntary dissolution of Subtenant, or for its adjudication as a bankrupt or insolvent, or for the appoinlment of a receiver of the Subtenant's property, if the proceedings are not dismissed, and any receiver, trustee, or liquidator appointed therein is not discharged within thirty (30) days aider the proceedings are instituted; (iv) Subtenant's doing or permitting to be done any act that creates a mechanics' lien or claim against the land or building of which the premises are a part that is not released or otherwise provided for indemnification satisfactory to Sublandlord within thirty (30) days; (v) Subtenant's leasing or assigning this sublease agreement to another entity without prior authorization from the City Manager; (vi) Subtenant's failure to limit users oftbe Premises to the individual(s) listed on the attached exhibit; or (vii) Subtenant's failing to perform any other covenant under this Sublease. (b) Upon any termination of the estate, Sublandlord may reenter the premises, with or without process of law using such force as necessary, and remove all persons and chattels. Sublandlord shall not be liable for damages or otherwise by reason of reentry or termination of the terms of this Subtease. Notwithstanding any termination by Sublandlord, Subtenant's liability for the rents and charges under this Sublease shall not be relinquished, diminished, or extinguished for the balance of the sublease term. Subtenant shall pay, in addition m the rent and other sums agreed to be paid under this Sublease, any additional sums as the court may adjudge reasonable as attorney's fees in any suit or action instituted by Sublandlord to enforce this Sublease, or the collection of the rent due Sublandlord if Sublandlord prevails in the suit or action. Any property belonging to Subtenant or any persons holding by, through, or under Subtenant, or otherwise found upon the premises, may be removed and stored in any public warehouse at the cost of and for the account of Subtenant. Should Subtenant abandon, vacate, or surrender the premises or be dispossessed by process of law, any personal property lef~ at or in the premises may be deemed abandoned, at Sublandlord's option. (c) If Subtenant breaches this Sublease, Sublandlord may immediately or at any time thereafter, without notice, cure the breach for the account and at the expense of Subtenant. If Sublandlord at any time, by reason of the breach, must pay, or elects to pay, any sum of money or do any act that shall require paying any sum of money, or must incur any expense, including reasonable attorney's fees, in instituting or prosecuting any action or proceeding to enforce Sublandlord's rights under this Sublease, the sums paid by Sublandlord, shall be considered additional rent and shall be due from Subtenant to Sublandlord on the first day of the month following payment of the respective sums or expenses. (d) All Sublandlord's rights and remedies enumerated in this Sublease are cumulative and shall not exclude any other right or remedy allowed by law. These rights and remedies may be exercised and enforced concurrently, whenever necessary. If Sublandlord is in default under this Sublease, Sublandlord shall have reasonable and adequate time to cure the default after written notice to Sublandlord by Subtenant. 9. Subtenant must immediately notify Sublandlord of any damage to the leased premises. 10. Subtenant shall obtain insurance as required in Exhibit B. Ml~cellaneeu~ I 1. This Sublease shall be construed under Texas law, and all obligations of the parties are performable in Nueces County, Texas. 12. This Sublease shall bind and inure to the benefit of the parties and their respective heirs, executors, administrators, legal representatives, successors, and assigns except as this Sublease otherwise specifies. 13. If any one or more of the provisions of this Sublease is for any reason held invalid, illegal, or unenforceable in any respect, that invalidity, illegality, or unen forceability shall not affect any other provision of this Sublease, which shall be construed as if it had never included the invalid, illegal, or unenforceable provision. 14. This Sublease constitutes the sole agreement of the parties and supersedes any prior undentandings or written or oral agreements between the parties respecting the subject matter. 15. If any action at law or in equity, including an action for declaratory relief, is brought to enforce or interpret this Sublease, the prevailing party is entitled to recover reasonable attorney's fees from the other. The fees may be set by the court in the trial of the action or may be enforced in a separate action for that purpose, and the fees shall be in addition to any other relief that may be awarded. 16. This Sublease and all other copies of it, insofar as they relate to the rights, duties, and remedies of the parties, shall be considered one agreement. This Sublease may be executed concurrently in one or more counterparts, each of which shall be considered an original, but all of which together shall constitute one instrument. 17. Unless this Sublease provides otherwise, any notice, tender, or delivery to be given by either party to the other may be effected by personal delivery in writing or by registered or certified mail, postage prepaid, return receipt requested, and shall be considered received as of actual receipt. Mailing address of Subtenant is: 3 Action Texas, Inc. Arm: Executive Director Mailing address of City: City of Corpus Christi Arm: Patricia Garcia, Economic Development Administrator P. O. Box 9277 Corpus Christi, Texas 78467-9277 18, Time is of the essence in this Sublease. City of,Corpus Christi By: //~ - k...~ City Manager Date: Approved as to form this I 131- Lisa Aguilar Assistant City Attorney for City Attorney day of N~:~Lrih'~r, 2004. Accion Texas, Inc. By: .(~~~, ,~ Executive Director STATE OF TEXAS § COLrNTY OFd~CL:'S This instrument was acknowledged before me on ~7~A/d/Or~ /4 4~' ,209~,4~by ~,o/v/3 ~'~2 ~E~ as Executive Director for Accinn Texas, Inc. a Texas nonprofit COl~oration, on behalf of said corporation. EXHIBIT B Authorized Subtenant User(s) of Premises EXHIBIT B INSURANCE REQUIREMENTS Subtenant's Liability Insurance Subtenant must not commence work under this agreement all insurance required herein has been obtained and such insurance has been approved by the City. Subtenant must not allow any subcontractor to commence work until all similar insurance required of the subcontractor has been obtained. Subtenant must furnish to the City's Risk Manager, 2 copies of Certificates of Insurance, showing the following minimum coverage by an insurance company(s) acceptable to the City's Risk Manager. The City must be named as an additional insured for the liability policies. II. TYPE OF INSURANCE 30 day written notice of cancellation, non-renewal, termination or material change and a 10 day written notice of cancellation for non-payment of premium is required on all certificatm. COMMERCIAL GENERAL LIABILITY including: 2. 3. 4. 5. 6. 7. 8. Commercial Form Premises Operations Producta/Completed Operations Hazard ConWactual Liability Independent Contractors Broad Form Property Damage Personal Injury Fke Damage Legal Liability MINIMUM INSURANCE COVERAGE Bodily Injury and Property Damage Per occurrence aggregate $500,000 Combined Single Limit C. In the event of accidents of any kind, Subtenant must furnish the Risk Manager with copies of all reports of such accidents within 10 days of any accident. ADDITIONAL REQUIREMENTS Ceaificate of Insunmce: The City of Corpus Christi must bc named as an additional insured on the liability coverage. If your insurance company uses the standard ACORD form, the cancellation clause (bottom right) must be amended by adding the wording "changed or" between "be" and "canceled", and deleting the words, "endeavor to", and deleting the wording after "left". In lien of modification of the ACORD form, separate policy endorsements addressing the same substantive requirements are mandatory. The name of the lease must be listed under "Description of Operations." 6 ACORD CERTIFICATE OF LIABILITY iNSURANCE IBC InSurance Agent3% Ltd. 5300 Walzem Rd,, Suite 200 San Arttonio 2014 $, Hackberry San Antonio TX 78218 TX 782J0 01/04/2005 THIS CERTIFICATE 15 ISSUED AS A MAT~ER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CER~FICA~ HOLDER. THIS CERTIFICA~ DOE5 NOT AMEND, ~END OR INSURERS AFFORDING CO~GE ~n~F ~ Zurich G~up THE POUCtES OF iNSURaNCE LIS Tmn ~ELOW HA VE BEEN ISSUED TO THE INSURED N~D ~0~ FOR TNE POUCY PERIOD INDICA TED. NO ~ITHSTAN~I~G MAY PERT~N, T~E INSUR~CE ~PO~ BY THE PO~CI~S DESC~B~ HEREIN ~S SU~ECT TO ~ THE TERMS, ~C~$10NS ~D COND~IONS OF SUCH POMCIES, AO GR~G4TE UM~S SHOWN MAY H~VE ~EN REDUCED BY ~O C~S. ra r~ neumr~ ~. ~umr~q 07/30/2004 07/30/2005 Cetlf. iTaate Holder is additional CERTIFICATE HOLDER ACORD ZS.~ (7]~p) ACOR~ IBC l~tsurgJ,l~e Agellcy, Ltd. 5500 WMzem Rd., Suite 200 San Antonio CERTIFICATE OF LIABILITY INSURANCE ~' 01/04/~005 THIS CERTIFICATE I$ ISSUED AS A ~A~ OF INFOR~TION ONLY AND CONFER$ NO ~HT¢ UPON THE CERTIFIGATE HOLDER, THIS CERTIFICA~ DO~ ~OT ~ND, ~fND OR 78218 TX 78210 2014 S, Hackberry San .4. ntonio INSURERS AFFORDING CDFERAG.E PAS 40985575 Certificate Holder is additional lnruretL C ER T1FICA TE HOLDER City of Coep~ C/tr~i CANCEI..~4 TION At a m~nimum, a 30-day written notice o£ cancellation, material change, non- renewal or termination and a 10 day written notice of cancellation £or non- payment o£premium is required. If the Certificate of Insurance does not show on its face the existence of the coverage required by items 1 .B (1)-(8), an authorized representative of the insurance company must include a letter specifically stating whether items 1 .B. (1)-(8) are included or excluded. 7