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HomeMy WebLinkAboutC2009-058 - 2/10/2009 - ApprovedLEASE AGREEMENT BETWEEN THE CITY OF CORPUS CHRISTI AND CORPUS AF2 FOOTBALL, LLC STATE OF TEXAS § KNOW ALL BY THESE PRESENTS: COUNTY OF NUECES § This lease agreement ("Lease") is entered into by and between the City of Corpus Christi, a Texas home-rule municipal corporation ("City"), acting through its duly authorized City Manager, or his designee ("City Manager'), and.Corpus AF2 Football, LLC. WHEREAS, the City owns the Merriman-Bobys House located in Heritage Park at 1521 North Chaparral Street, Lots 5 and 6, Block 61, Beach Portion, Corpus Christi, Nueces County, Texas ("Premises"); WHEREAS, Lessee has requested the use of the Premises for the purpose of office space for business operations subject to the terms, conditions and covenants contained in this Lease; and, WHEREAS, City desires to allow Lessee to use the Premises for this purpose. NOW, THEREFORE, City and Lessee, in consideration of the mutual promises and covenants contained herein, agree as follows: Section 1 Definitions. (A) City means the City of Corpus Christi, Nueces County, Texas, a home rule municipal corporation. (B) City Manager means the City's City Manager or the City Manager's designee. (C) Council means the City's City Council. (D) Director means the City's Director of Park and Recreation or the Director of Park and Recreation's designee. (E) Finance Director means the City's Director of Finance or the Director of Finance's designee. (F) Gross Receipts is defined in Section 5(B) of this Lease. (G) Lease means this lease document, including all attached and incorporated exhibits. (H) Lessee means Corpus AF2 Football, LLC. (I) Parks means the City's Park and Recreation Department. (J) Premises means Lots 5 and 6, Block 61, Beach Portion, Corpus Christi, Nueces County, commonly known as the Merriman-Bobys House, located at 1521 North Chaparral Street, in the City. (K) Risk Manager means the City's Director of Risk Management or the Director of Risk Management's designee. Section 2 Purpose. The purpose of this Lease, between City and Lessee, is to enable Lessee to utilize Premises for office space for its business operations. Lessee shall not operate the Premises for any other purpose without Director's prior written approval. Section 3 Term. The City leases the Premises, subject to all terms and conditions of this Lease, to the lessee for a term of approximately six months period, beginning February 11, 2009, ending July 31, 2009, effective upon final City Council approval, unless sooner terminated as set out herein. 2009-OSS Ord. 028061 02/10/09 Corpus AF2 Football Section 4 Contact Person/Lease Administrator. For this Lease, the City's contact person and lease administrator is the Director. Section 5 Lease Payments. (A) For and in consideration of the rights and privileges herein granted, Lessee agrees to pay the City, on a monthly basis, 25% of monthly Gross Receipts, plus additional monthly rental fee of $500. The monthly rental payment is prorated for the period of February 11, 2009 through February 28, 2009 (B) "Gross Receipts "means all monies paid or payable to Lessee for merchandise sales made at or from the Premises, or within the Heritage Park premises. Gross Receipts do not include any taxes that are separately paid by a customer and directly payable to the taxing authority by the Lessee. (C) All rental fees are due and payable on or before the 10th day of each month for the term of this Lease. Payment must be made to the order of the City of Corpus Christi and mailed to the City Collections Department, P. O. Box 9257, Corpus Christi, TX, 78469, or delivered to City Hall at 1201 Leopard Street, Corpus Christi, TX, 78401. Section 6 Statements; Record Retention. (A) Lessee must furnish to the Finance Director a certified monthly statement of Gross Receipts and sales taxes on or before the 10th day of each month during this Lease, itemizing sales amounts and dates and times of operation for the preceding calendar month. The statement form will be approved, prior to commencement of this Lease, by the Finance Director. The statement form may be altered, during the term of this Lease, at the Finance Director's discretion. (B) Lessee must keep accurate books of account of all Gross Receipts collected. The books of account will be open for inspection, copying or audit by the City Manager at all reasonable times. Failure to provide the books of account, upon request of the Director, is cause to terminate this Lease. (C) All underlying documentation for Lessee's certified monthly statements of Gross Receipts including, but not limited to, cash register tapes, purchase orders, invoices, and sales receipts must be preserved by Lessee during the term of this Lease and for at least two years thereafter. Failure to preserve, or to provide to the Director on request, the documentation, is cause to terminate this Lease. (D) No later than the last day of the month in which such return is due, the Lessee must provide the Director with copies of its Texas sales and use tax returns for all sales at the Premises. Failure to provide said copies is cause to terminate this Lease. Section 7 Delinquency and Default Regarding Rental Payments. (A) Lessee is "delinquent" if the City has not received Lessee's monthly rental payment and statement of Gross Receipts on or before 5:00 p.m. on the 10th day of the month in which payment is due. If the 10th day on the month falls on a weekend or holiday, the payment and statement of Gross Receipts must be tendered on the first business day thereafter. (B) Lessee is in "default" for purposes of Section 24 of this Lease if Lessee fails or refuses to pay the amount due or provide the required statement of Gross Receipts within five (5) days after the City has sent a written notice of delinquency to Lessee. Section 8 Hours of Operation. Lessee will be open to the public and operate the Premises, during normal operating hours on ayear-round basis. Hours of operation may be adjusted, for scheduled seasonal activities and other special events scheduled by Parks, with the prior written approval of the Director. Section 9 Public Tours. Lessee grants to Parks the right to continue free public tours through the Premises. Section 70 Parking. (A) Lessee is given, during the term of this Lease, the right to designate up to eight (8) parking spaces within the general parking area of Heritage Park. If Lessee chooses to designate the parking spaces, the Director shall determine and approve Lessee's method and manner of designation of the spaces. Lessee shall bear any and all expense associated with designation of the parking spaces. (B) Lessee's designated parking spaces are for use by customers of the Premises during Lessee's hours of operation only. At all other times when Lessee is not open under normal operating hours, any member of the public can utilize the designated parking spaces. (C) Lessee's designated parking spaces are for use by passenger vehicles only and must not be utilized for commercial purposes, such as loading and unloading of equipment or supplies, by Lessee or Lessee's vendors or suppliers. Section 17 Utilities. (A) It is understood by and between the parties that scheduled, regular garbage collection service is available to the Premises and that the provision of this service shall be the responsibility of Parks under the City's present Heritage Park maintenance program. (B) The cost to Lessee, for the provision of garbage collection service by the City, is included and made a part of Lessee's monthly lease payment. (C) Lessee shall deposit, or cause to be deposited, all garbage and debris generated at the Premises into the garbage dumpster provided by City at the Premises. Any garbage needs Lessee may determine are required at Premises, beyond regular service, or in addition to existing park dumpster capacity, shall be the responsibility of, and at the sole expense of, Lessee. Lessee may request that City Director obtain a larger container (6 cubic yard approximately) from City contractor for Lessee's use, with Lessee to pay City the monthly rate of the difference between a four (4) cubic yard container and a six (6) cubic yard container. (D) The Premises is wired for telephone service; however, Lessee shall contract separately with a telephone service provider of Lessee's choice for the provision of active telephone service, which service is to be incurred at Lessee's sole expense. (E) The Premises is wired for electrical service. Lessee shall bear the cost of all electricity used at the Premises for the term of this Lease. Additionally, Lessee shall bear the cost for the use and maintenance of the existing security alarm system in the Premises for the term of this Lease. (F) Water and sewage service is available at the Premises, and the cost to Lessee, for the provision of water and sewage service by the City, is included and made a part of Lessee's monthly lease payment. (G) Should Lessee require any modification to the provision of the enumerated utilities in this section or require any additional utility service not herein covered during the term of this Lease, Lessee shall submit a request, in writing, to the Director for consideration and possible amendment of this Lease. (H) Lessee shall pay for all utilities related to usage of Premises, excluding water and sewage service as herein provided for, prior to the due date. Failure to pay any utility bill(s) prior to the due date constitutes grounds for termination of this Lease. Section 12. Taxes. In addition to rent specified herein, Lessee shall pay and discharge all taxes, general and specific assessments, and other charges of any kind levied on or assessed the Premises and all improvements and other property on them during the Lease term, whether belonging to the City or Lessee. Section 13. Abandonment, Interruption of Utilities, Removal of Lessee's Property, and Lockout. Chapter 93 of the Texas Property Code governs the rights and obligations of the parties with regard to: (a) abandonment of the leased premises; (b) interruption of utilities; (c) removal of Lessee's personal property; and (d) lock out of Lessee. Section 14 Maintenance. (A) The City will maintain the exterior of the Premises and adjacent park grounds, including buildings and public parking lots in the vicinity of the Premises, subject to sufficient annual budget appropriations. The City shall be responsible for major repairs to the exterior of the Premises, subject to sufficient annual budget appropriations, unless damage occasioned to the exterior is or was caused by Lessee's negligence. It is further understood and agreed that the City shall maintain the utility tines serving the Premises, subject to sufficient annual budget appropriations. (B) Lessee covenants and agrees to maintain the interior of the Premises during the term of this Lease, such maintenance to include, but not be limited to, interior painting (in a neutral color preapproved by the Director) and keeping in good repair the plumbing and light fixtures. (C) Lessee shall be responsible for cleaning the Premises and will supply paper goods and chemicals necessary for cleaning. (D) During Lessee's normal business hours, City may enter the Premises for any reasonable purpose, including but not limited to, repairs, maintenance, alterations and showing the premises to prospective tenants. City may access the premises at any time for emergency repairs. Section 15 Furniture, Fixtures, and Equipment. (A) It is understood that Lessee will be responsible for furnishing and equipping the Premises and that the City has no obligation to furnish any equipment or furnishings for Lessee. (B) All capital construction to the premises, such as installation of plumbing fixtures remain the property of the City. (C) In the interest of maintaining the current Victorian theme of Heritage Park, the Director shall retain the right to approve all furnishings and fixtures that may be installed in the Premises, during the term of this Lease, prior to installation. Section 16 City Use and Special Events. (A) If Lessee is not using the Premises, City has the right to use any or all of the Premises for City purposes. Lessee shall not be entitled to any compensation, in whatever form, either tangible or intangible, for the City's use of the Premises. (B) City retains the right to use or cross the Premises with utility lines and easements. City may exercise these rights without compensation to Lessee for damages to the Premises from installing, maintaining, repairing, or removing the utility lines and easements. City must use reasonable judgment in locating the utility lines and easements to minimize damage to the Premises. (C) Lessee acknowledges that Heritage park premises are used for special events which may occasionally interfere with Lessee's access to the Leased Premises and parking space availability. Lessee shall not be entitled to any compensation, in whatever form, either tangible or intangible, for such non-Lessee use. Section 17 Laws Affecting Operation of Premises and Performance. (A) Lessee shall ensure that its use of the Premises is in accordance with all applicable Federal, State, and local laws, ordinances, rules and regulations. (B) Lessee shall bear the expense and responsibility of meeting all requirements for acquiring all applicable licenses and permits. Lessee shall also bear the expense of meeting and complying with all health regulations and Certificate of Occupancy requirements. (C) Furthermore, Lessee shall comply with any other Federal, State and local laws, ordinances, rules and regulations applicable to Lessee's performance under this Lease. This Lease is also subject to applicable provisions of the City Charter. Section 18 Inspection. Any officer or authorized employee of the City may enter upon the Premises, at all reasonable times and without notice, to determine whether Lessee is providing maintenance in accordance with and as required by above, or for any other purpose incidental to City's retained rights of and in the Premises. Section 19 Capital Improvements. City may, from time to time, and in City's sole discretion, undertake capital improvements to the Premises. Prior to commencing any capital improvements, City shall notify Lessee, in writing, of the dates in which Lessee shall be required to vacate the Premises, should the Director deem this necessary. Lessee agrees that the term of this Lease shall not be prorated for the period in which Lessee is restricted from entering the Premises for the purposes of constructing capital improvements. Lessee acknowledges and understands that City shall have no obligation to provide an alternate location for Lessee during any period that Lessee must vacate the Premises. Section 20 Relationship of Parties. This Lease establishes alandlord/tenant relationship, and none other, and this Lease must be construed conclusively in favor of that relationship. In pertorming this Lease, both City and Lessee will act in an individual capacity and not as agents, representatives, employees, employers, partners, joint venturers, or associates of one another. The employees or agents of either party shall not be, nor be construed to be, the employees or agents of the other party for any purpose whatsoever. Section 21 Insurance. (A) Lessee shall secure and maintain at Lessee's expense, during the term of this Lease, insurance of the type and with the amount of coverage shown on the Attachment, which is incorporated in this Lease by reference. Lessee shall use an insurance company or companies acceptable to the Risk Manager. Failure to maintain the insurance during the term of this Lease, at the limits and requirements shown on Attachment constitutes grounds for termination of this Lease. (B) The Certificate of Insurance must be sent to the Risk Manager prior to occupancy of and operations at the Premises. The Certificate of Insurance must provide that the City will have thirty (30) days advance written notice of cancellation, intent to not renew, material change, or termination of any coverage required in this Lease. (C) Lessee shall provide, during the term of this Lease, copies of all insurance policies to the Risk Manager upon written request by the City Manager. (D) The Risk Manager shall retain the right to annually review the amount and types of insurance maintained by Lessee, to require increased coverage limits, if necessary in the interest of public health, safety, or welfare, and to decrease coverage, if so warranted. In the event of any necessary increase, Lessee shall receive thirty (30) days written notice prior to the effective date of the requirement to obtain increased coverage. (E) In the event alcoholic beverages are to be served or consumed on any Premises covered by this Lease, the Lessee shall additionally obtain or cause to be obtained alcoholic beverage liability insurance in the amount of one million dollars ($1,000,000.00) covering the event or time period when alcoholic beverages are to be served or consumed. (F) Lessee shall, prior to any addition or alteration to, in, on, or about the Premises, 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 Lessee. This clearance is in addition to the prior consent required by Section 21(A), as contained herein. Section 22 Indemnity. In consideration of allowing Lessee to use the Premises, Lessee ("Indemnitor") covenants to fully indemnify, save and hold harmless the City, its officers, agents, representatives, and employees (collectively, "Indemnitees") from and agalost 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: (1 j Lessee's performance pursuant to this Lease; (2) Lessee's use of the Premises and any and all activities associated therewith pursuant to this Lease; (3) the violation by Lessee, its officers, employees, agents, or representatives or by Indemnitees or any of them, of any law,- rule, regulation, ordinance, or government order of any kind pertaining, directly or indirectly, to this Lease; (4j the exercise of rights under this Lease; or (5) an act or omission on the part of Lessee, its officers, employees, agents, or representatives or of Indemnitees, or any of them, 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 Indemnitees, 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. Lessee covenants and agrees that, if City is made a party to any litigation against Lessee or in any litigation commenced by any party, other than Lessee relating to this Lease, Lessee 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 City in all actions based thereon with legal counsel satisfactory to City, and pay all charges of attorneys and all other costs and expenses of any kind whatsoever arising from any said liability, injury, damage, loss, demand, claim or action. Section 23 Alterations. (A) Lessee shall not make any alterations, additions, or improvements to, in, on, or about said Premises, without the prior written consent of the City Director of Parks and Recreation. Lessee must also obtain clearance from the Risk Manager as required by above. (B) The following are specifically prohibited: Lessee shall not nail into the walls of the Premises; Lessee shall not make remove any equipment, fixtures or hardware from the Premises. (B) All approved alterations, improvements, and additions made by the Lessee upon said Premises, although at his own expense, shall, if not removed by Lessee at any termination or cancellation hereof, become the property of the City in fee simple without any other action or process of law. Lessee agrees to be contractually and financially responsible for repairing any and all damage caused by such removal. If items are installed in such a manner as to become fixtures, such fixtures shall not be removed by Lessee upon termination and shall become the property of the City. Section 24 Signs. (A) Lessee shall not exhibit, inscribe, paint, erect, or affix any signs, advertisements, notices, or other lettering ("Signs") at, on, or about the Premises, or any part thereof, without the Director's prior written approval. (B) City may require Lessee to remove, repaint, or repair any Signs allowed. If Lessee does not remove, repaint, or repair the Signs within ten (10) days of Director's written demand, City may do or cause the work to be done, and Lessee will pay City's costs within thirty (30) days of receipt of Director's invoice. If payment is not timely made, the City may terminate this Lease upon ten (10) days written notice to Lessee. Alternatively, City may elect to terminate this Lease after ten (10) days written notice to Lessee. Section 25 Sublease and Assignment. Lessee understands and agrees that Lessee shall not sublease the Premises or any part thereof without obtaining the prior written consent of the City. Lessee shall not, in whole or in part, assign or transfer directly or indirectly this Lease unless prior written approval has been obtained from the City. Section 26 Default. (A) The following constitute Events of Default under this Lease: (i) default in the payment of rent or other payments hereunder; (ii) intentional, knowing, or fraudulent failure to maintain strict and accurate books of account; (iii) failure to furnish an accurate statement of Gross Receipts to the City, failure to furnish quarterly sales tax reports for all sales made on and at the Premises, or failure to furnish the books of account for inspection; (iv) failure to pay utilities before the due date; (v) failure to perform scheduled maintenance; (vi) abandonment of the Premises; (vii) failure to maintain any insurance coverage's required herein; (viii) failure to timely pay City's invoice for the removal, repainting, or repair of any Signs at the Premises; and (ix) failure to keep, perform, and observe any other promises, covenants and conditions contained in this Lease. (B) Upon the occurrence of any Event of Default, the City may, at its option, in addition to any other remedy or right given hereunder or by law: (i) give notice to Lessee that this Lease terminates upon the date specified in the notice, which date will be no earlier than five (5) days after the giving of such notice; or (ii) immediately or at any time after the occurrence of such Event of Default and without notice or demand, enter upon the Premises, or any part thereof in the name of the whole, and, upon the date specified in a notice, if given, or in any notice pursuant to law, or upon such entry, this Lease terminates. Section 27 No debts. Lessee shall not incur any debts or obligations on the credit of the City during the term of this Lease. Section 28 Notice. (A) All notices, demands, requests or replies provided for or permitted under this Lease by either party must be in writing and must be delivered by one of the following methods: (I) by personal delivery; (ii) by deposit with the United States Postal Service as certified or registered mail, return receipt requested, postage prepaid; (iii) by prepaid telegram; (iv) by deposit with an overnight express delivery service, for which service has been prepaid; or (v) by fax transmission. (B) Notice deposited with the United States Postal Service in the manner described above will be deemed effective two (2) business days after deposit with the United States Postal Service. Notice by telegram or overnight express delivery service will be deemed effective one (1) business day after transmission to the telegraph company or overnight express carrier. Notice by fax transmission will be deemed effective upon transmission with proof of delivery. (C) All these communications must only be made to the following: IF TO CITY: IF TO LESSEE: City of Corpus Christi Corpus Christi Sharks Park and Recreation Department Attn: General Manager P. O. Box 9277 101 North Shoreline Suite 208 Corpus Christi, Texas 78469-9277 Corpus Christi, Texas 78401 Attn: Director of Park and Recreation (D) Either party may change the address to which notice is sent by using a method set out above. Lessee shall notify the City of an address change within ten (10) days after the address is changed. Section 29 Nondiscrimination. Lessee covenants and agrees that it shall 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 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 such action as the United States may direct to enforce this covenant. Section 30 Modifications. No changes or modifications to this Lease may be made, nor any provisions waived, unless the change or modification is made in writing and signed by persons authorized to sign agreements on behalf of each party. Section 31 Waiver. (A) The failure of either party to complain of any act or omission on the part of the other party, no matter how long the same may continue, shall not be deemed a waiver by said party of any of its rights hereunder. No waiver of any covenant or condition or of the breach of any covenant or condition of this Lease by either party at any time, express or implied, shall be taken to constitute a waiver of any subsequent breach of the covenant or condition nor shall justify or authorize the nonobservance on any other occasion of the same or any other covenant or condition hereof. If any action by the Lessee requires the consent or approval of the City on one occasion, any consent or approval given on said occasion shall not be deemed a consent or approval of the same or any other action at any other occasion. (B) Any waiver or indulgence of Lessee's default of any provision of this Lease shall not be considered an estoppel against the City. It is expressly understood that, if at any time Lessee is in default in any of its conditions or covenants hereunder, the failure on the part of the City to promptly avail itself of said rights and remedies which the City may have shall not be considered a waiver on the part of the City, but City may at any time avail itself of said rights or remedies or elect to terminate this Lease on account of said default. Any waiver by the parties of a breach of any covenants, terms, obligations, or events of default shall not be construed to be a waiver of any subsequent breach, nor shall the failure to require full compliance with this Lease be construed as changing the terms of this Lease or estopping the parties from enforcing the terms of this Lease. Section 32 Force Majeure. No party to this Lease shall be liable for delays or failures in performance due to any cause beyond their 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. These delays or failures to perform shall extend the period of performance until these exigencies have been removed. The Lessee shall inform the City in writing of proof of such force majeure within three (3) business days or otherwise waive this right as a defense. Section 33 Surrender. Lessee acknowledges and understands that the lease of the Premises to Lessee is expressly conditioned on the understanding that the Premises must be surrendered, upon the expiration, termination, or cancellation of this Lease, in as good a condition as received, reasonable use and wear, acts of God, fire and flood damage or destruction where Lessee is without fault, excepted. Any reasonable costs incurred for repairs or corrections for which Lessee is responsible under this Lease are payable by Lessee to City as additional rental on the next rental payment date, or within 30 days written demand. Section 34 Enforcement Costs. In the event any legal action or proceeding is undertaken by the City to repossess the Premises, collect the lease payment(s) due hereunder, collect for any damages with regard to this Lease, to the Premises, or to in any way enforce the provisions of this Lease, Lessee agrees to pay all court costs and expenses and the sum as a court of competent jurisdiction may adjudge reasonable as attorneys' fees in said action or proceeding, or in the event of an appeal as allowed by an appellate court, if a judgment is rendered in favor of the City. Section 35 Publication Costs. Lessee shall pay for the cost of publishing the Lease description and related ordinance, as required by the City Charter, in the legal section of the local newspaper. Section 36 Interpretation. This Lease will be interpreted according to the Texas laws that govern the interpretation of contracts. Venue lies in Nueces County, Texas, where this Lease was entered into and will be performed. Section 37 Survival of Terms. Termination or expiration of this Lease for any reason shall not release either party from any liabilities or obligations set forth in this Lease that (a) the parties have expressly agreed shall survive any such termination or expiration, or (b) remain to be performed or by their nature would be intended to be applicable following any such termination or expiration. Section 38 Construction of Ambiguities. The parties expressly agree that they have each independently read and understood this Lease. Any ambiguities in this Lease shall not be construed against the drafter. Section 39 Captions. The captions utilized in this Lease are for convenience only and do not in any way limit or amplify the terms or provisions hereof. Section 40 Termination. It is Lessee's responsibility to remove its personal property from the Premises prior to termination or expiration of the Lease. Lessee agrees that any of personal property remaining on the Premises after the termination or expiration of the Lease automatically becomes City property without any notice, action, or process of law, for disposition by the City as City deems appropriate in City Manager sole discretion, with no compensation to Lessee. Section 47 Entirety Clause. This Lease and the incorporated and attached exhibits constitute the entire agreement between the City and Lessee for the purpose granted. All other agreements, promises, representations, and understandings, oral or otherwise, with reference to the subject matter hereof, unless contained in this Lease are expressly revoked, as the parties intend to provide for a complete understanding within the provisions of this lease and its exhibits of the terms, conditions, promises, and covenants relating to Lessee's operations and the Premises to be used in the operations. Section 42 Severability. (A) If, for any reason, any section, paragraph, subdivision, clause, provision, phrase, or word of this Lease or the application hereof to any person or circumstance is, to any extent, held illegal, invalid, or unenforceable under present or future law or by a final judgment of a court of competent jurisdiction, then the remainder of this Lease, or the application of said term or provision to persons or circumstances other than those as to which it is held illegal, invalid, or unenforceable, will not be affected thereby, for it is the definite intent of the parties to this Lease that every section, paragraph, subdivision, clause, provision, phrase or word hereof be given full force and effect for its purpose. (B) To the extent that any clause or provision is held illegal, invalid, or unenforceable under present or future law effective during the term of this Lease, then the remainder of this Lease is not affected thereby, and in lieu of each such illegal, invalid, or unenforceable clause or provision, a clause or provision, as similar in terms to such illegal, invalid, or unenforceable clause or provision as may be possible and be legal, valid and enforceable, will be added to this Lease automatically. EX U ED IN DUPLICATE, each of which shall be considered an original, on the /D`~~ay of 2009. to ATTEST: CITY OF CORPUS CHRISTI ~~~"~jS~ Armando Chapa g R. Escobar City Secretary Cit Manager APPROVED A$ TO LEGAL FORM this '~~ day of ~ , 2009. By: ~~" Lisa Aguilar Assistant City Attorney for City Attorney LESSEE: STATE OF TEXAS § COUNTY OF NUECES § DGGL~t.1L...~.°.~, AU fHUKIZ~D er counca., o~..~a..~~ -- - ---5ECafT ~• Before me the undersigned authority, on this day personally appeared L~1'~^~ ~~ nd~ the ~JI' S Li M for the Corpus AF2 Football, a limited liability company, known to me to be the person and officer whose name is subscribed above, and acknowledged to me that he executed the same as the act of Corpus AF2 Football, LLC for the purposes and consideration therein expressed and in the capacity stated. GIVEN UNDER MY HAND AND SEAL OF OFFICE THIS THE ~~ DAY OF ~ unuar' ~ 2009. Notary Public ~ 11 LESSEE'S LIABILITY INSURANCE A. Lessee must not commence work under this agreement until all insurance required has been obtained and such insurance has been approved by the City. Lessee must not allow any subcontractor to commence work until all similar insurance required of any subcontractor has been obtained. B. Lessee 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 on the General liability policy, and a blanket waiver of subrogation is required on all applicable policies. TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE 30-written day notice of cancellation, material Bodily Injury and Property Damage than e, non-renewal is re wired on all certificates Per occurrence a re ate Commercial General Liability including: $500,000 COMBINED SINGLE LIMIT 1. Commercial Form 2. Premises -Operations 3. Products/ Completed Operations Hazard 4. Contractual Liability 5. Broad Form Property Damage 6. Independent Contractors 7. Personal Injury-Advertising Injury LIQUOR LIABILITY COVERAGE $1,000,000 COMBINED SINGLE LIMIT If liquor being served Lessee will be responsible for any and all Property Coverage damage to equipment used regardless if owned, rented, leased or borrowed. WORKERS' COMPENSATION Applicable when employs paid employees, WHICH COMPLIES WITH THE TEXAS WORKERS' COMPENSATION ACT AND PARAGRAPH II OF THIS EXHIBIT EMPLOYERS' LIABILITY $500,000 C. In the event of accidents of any kind, Lessee must furnish the Risk Manager with copies of all reports of any accidents within 10 days of the accident. 2009 Merriman-Bobys House (ease agreement ins. req. 1-21-09 ep Risk Mgmt. II. ADDITIONAL REQUIREMENTS A. Applicable when employing paid employees, Lessee 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 an amount sufficient to assure that all workers' compensation obligations incurred by the Lessee will be promptly met. 12 B. Certificate of Insurance: • The City of Corpus Christi must be named as an additional insured on the General Liability coverage and a blanket waiver of subrogation in favor of the City is required on all applicable policies. • 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 lieu of modification of the ACORD form, separate policy endorsements addressing the same substantive requirements are mandatory. • Insurance Carrier must be rated in A. M. Best with a minimum acceptable ratinf of !-vii or better. • The name of the project must be listed under "Description of Operations" • At a minimum, a 30-day written notice to the Risk Manager of cancellation, material change, non-renewal or termination is required. 2009 Merriman-Bobys House lease agreement ins. req. 1-21-09 ep Risk Mgmt.