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HomeMy WebLinkAboutResolution - 2013-R0432 - Agreement - Redeemer Church Of Lubbock - Shared Parking And License - 12/12/2013Resolution No. 2013-RO432 December 12, 2013 Item No. 5.22 RESOLUTION BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK: THAT the Mayor of the City of Lubbock is hereby authorized and directed to execute for and on behalf of the City of Lubbock, an Agreement for services by and between the Redeemer Church of Lubbock for Shared Parking and License, and related documents. Said Agreement is attached hereto and incorporated in this resolution as if fully set forth herein and shall be included in the minutes of the Council. Passed by the City Council this December 12, 2013. G*j M.'�<OBEKTSON,MAYOR ATTEST: Rebe ca Garza, City Secret y APPROVED AS TO CONTENT: ,1 dy Truesdell, ommunity Services Director APPROVED AS TO FORM: Resolution No. 2013-R0432 SHARED PARKING AND LICENSE AGREEMENT THIS AGREEMENT is made and entered into by and between Redeemer Church of Lubbock (referred to herein as "Church") and the City of Lubbock, Texas, a Home Rule Municipal Corporation of Lubbock County, Texas (referred to herein as "City"). RECITALS WHEREAS, the City owns and controls certain property, as depicted in Exhibit "A," which is attached hereto and incorporated as if fully set forth herein upon which is located in a park commonly known as Leftwich Park (collectively referred to herein as the "Property"); WHEREAS, the Property may not contain sufficient parking for motor vehicles for that certain City owned facility located on the Property called the Burgess Rushing Tennis Center; WHEREAS, Church owns property and facilities adjacent to the Property and is in need of additional parking for use of its facilities; WHEREAS, the Church desires to construct a parking lot located on the Property located as depicted in Exhibit `B" (referred to herein as the "Parking Lot") and pay for the construction of the Parking Lot for use by both the City and the Church for their respective facilities; WHEREAS, the Parties desire, upon the conditions and covenants set forth below, to construct the Parking Lot for the parking of motor vehicles for the mutual benefit of the Parties. NOW THEREFORE, the Church and City agree as follows: (1) In consideration of the mutual covenants and agreements of this Agreement, and of other good and valuable consideration, the City hereby grants, upon the terms and conditions set forth in this Agreement, a license on and over the Property to the Church for the sole purpose of constructing and jointly utilizing the Parking Lot with the City, for the sole purpose of parking motor vehicles, the Property. The use of the Property granted herein is limited to the City and its citizens and the patrons and members of the Church. (2) The term of this license is twenty (20) years beginning on the date of the execution of this Agreement by the City, and ending on the twentieth anniversary of such date (the "Primary Term"), unless terminated sooner as provided elsewhere in this Agreement. For the consideration herein expressed, the City is hereby granted an option to extend the term of this Agreement, upon identical terms and conditions of this Agreement, for four (4) additional successive option periods of ten (10) years each (the "Option Period"). This Agreement shall terminate without further notice when the Primary Term or Option Period, whichever is applicable as specified in this Section (2) expires, and Church shall immediately vacate the Property. Any holding over by Church after that term expires, except as provided otherwise in this Agreement, shall not constitute a renewal of this Agreement, or provide Church any rights whatsoever under this Agreement and/or to the Property or the Parking Lot. (3) Church shall be responsible for the cost of any and all construction costs related to the initial construction of the Parking Lot. Church shall begin to construct the Parking Lot at such time Church determines it is able to fund said construction through completion. (4) City shall conduct all repair and maintenance on the Parking Lot, which shall be determined by joint agreement of the parties. City and owner agrees that during the term of this Agreement, Church shall reimburse fifty percent (50%) of the total costs of all maintenance and repair work to City. City shall be solely responsible for any and all landscaping that the City, in its sole discretion, installs in and around the Parking Lot. (5) No construction of the Parking Lot by Church may be commenced, unless the plans, specifications and proposed location of the Parking Lot have received the City's, and if required by the City or by law, any other entities' or parties', including, but not limited to, the State of Texas, Texas Parks and Wildlife Department and Texas Historical Commission, prior written approval, as described below. Church shall, at its own expense, engage a professional, who is licensed to construct such facilities as parking lots, to prepare plans and specifications for the construction of the Parking Lot. Church shall submit a copy of detailed working drawings, plans and specifications that are stamped by the above-described professional to the City for its approval not less than thirty (30) days before such construction of the Parking Lot is scheduled to commence. The City, and any other parties having the right of approval, as described herein, shall review all plans submitted under this section, and provide to Church, in writing, any required changes or corrections that must be made, that the City, and any other parties having the right of approval, as described herein, may deem necessary, in their sole discretion. Any required changes or corrections shall be made and the stamped plans resubmitted to the City, and any other parties having the right of approval, as described herein, prior to the commencement of such construction. No such construction shall be commenced unless and until the stamped plans are finally approved by the City and any other parties having the right of approval, as described herein. The failure to receive the approval Shared Parking and License Agreement described herein shall not excuse the performance by Church of any activity or covenant described in this Agreement. The City and/or any of the parties having the right of approval, as described herein, shall have the right at all times to observe any and all activities described in this Agreement. Notwithstanding the approval by the City and/or any of the parties having the right of approval, as described herein, of any plans and specifications, and/or the observation rights of the City and/or any of the parties having the right of approval, as described herein, the City assumes no liability or responsibility for the design or for any defect in any construction from such plans or specifications, nor shall such approval and/or observation relieve Church from any or all of its obligations hereunder. All activities described in this Section (5) shall be at the sole cost and expense of Church. (6) It is expressly agreed and understood that the Church and its members and patrons and the City and the patrons of the facilities located on the Property shall have the right to utilize the Parking Lot for the parking of motor vehicles during all times of the effective period of this Agreement. The Parking Lot shall remain open to the general public. Church shall not permit any discrimination in its use of the Parking Lot because of race, color, sex, religion, national origin, physical handicap or disability. (7) Nothing contained in this Agreement shall be construed to prohibit the right of entry by the City, in, on, over and/or across the Property and/or the Parking Lot, at any and all times, and for any and all purposes, and City expressly reserves the right to enter upon the Property and/or the Parking Lot to conduct any and all activities the City deems necessary. (8) The City shall retain all authority placed in it which is non -delegable. No provision of this Agreement shall be construed as delegating any non -delegable right, power or duty of the City, and in the event of a conflict between this Section (8) and any other term or provision of this Agreement, this Section (8) shall control and such conflicting term or provision shall be void and of no force and effect. (9) Church shall comply with all applicable federal, state and local rules, regulations, statutes, laws and ordinances governing, in any way, manner or form the construction activities contemplated herein, the construction, operation and maintenance of the Parking Lot, and/or any other aspect of the activities described Shared Parking and License Agreement in this Agreement, including, without limitation those regarding to access of the facilities by handicapped persons (10) The relationship between the City and Church is at all times solely that of licensor and licensee, and may not be deemed, in any event, a partnership or a joint venture. (11) Church shall not encumber any interest in the license granted herein, the Property, the Parking Lot, and/or this Agreement, in any way, manner or form, including, but not limited to, by deed of trust, mortgage or any other security instrument. (12) Any and all improvements constructed, placed, located and/or maintained on any part of the Property and/or the Parking Lot during the term of this Agreement are considered part of the real property and must remain on the Property and, subject to the terms of this Agreement, become property of the City, from and after the termination of this Agreement. (13) Any and all motor vehicles, and all property of any kind or nature contained in or appurtenant to said motor vehicles, which are parked and/or located on the Property by virtue of Church's utilization of the Parking Lot are the sole responsibility of the Church, and in no event shall City be liable for any loss or damage to such motor vehicles or property for any reason whatsoever. (14) In the event Church breaches any term and/or provision of this Agreement, City shall be entitled to immediate termination of this Agreement. (15) Notwithstanding anything to the contrary herein, in the event the parties shall desire to terminate this Agreement, for any reason or no reason, the party may, by providing one (1) year written notice of such termination to the other party, terminate this Agreement. Notice is to be provided by certified or registered mail as follows: Church: City: Redeemer Church of Lubbock City of Lubbock 6402 Elgin Ave. Parks and Recreation Lubbock, Texas Lubbock, Texas 79413 79457 (16) This license is personal to Church. Church shall not assign or sublet this license. Any attempt to assign or sublet this license shall terminate the license granted herein. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective permitted successors. Shared Parking and License Agreement (17) Church shall procure and carry, at its sole cost and expense through the life of this Agreement, insurance protection as hereinafter specified, in form and substance satisfactory to City, carried with an insurance company authorized to transact business in the state of Texas, covering all aspects and risks of loss of all operations in connection with this Agreement. Church shall obtain and maintain in full force and effect during the term of this Agreement, general liability coverage with insurance carriers admitted to do business in the state of Texas. The insurance companies must carry a Best's Rating of A -VII or better. The policies will be written on an occurrence basis, subject to the following minimum limits of liability: General Liability: Combined Single Limit: $500,000 The City shall be listed as an additional insured with respect to the Commercial General Liability. Church shall provide a Certificate of Insurance to the City as evidence of coverage. The Certificate shall provide 30 days notice to City of cancellation. A copy of the additional insured endorsement and waiver of subrogation attached to the policy will be included in the Certificate. (18) The City reserves the right to exercise any right or remedy available to it by law, contract, equity, or otherwise, including without limitation, the right to seek any and all forms of relief in a court of competent jurisdiction. Further, the City shall not be subject to any arbitration process prior to exercising its unrestricted right to seek judicial remedy. The remedies set forth herein are cumulative and not exclusive, and may be exercised concurrently. To the extent of any conflict between this provision and another provision in, or related to, this document, the former shall control. (19) This Agreement is to be construed under Texas law, without regard to conflict of law rules that would direct application of the laws of any other jurisdiction, and all obligations of the parties created by this Agreement are performable in Lubbock County, Texas. Venue for any action brought pursuant to this Agreement, or any activity contemplated hereby, shall lie exclusively in Lubbock County, Texas. (20) If any one or more of the provisions contained in this Agreement are for any reason held to be invalid, illegal, or unenforceable in any respect, the invalidity, illegality, or unenforceability will not affect any other provision of this Agreement, which shall be construed as if it had not included the invalid, illegal or unenforceable provision. Shared Parking and License Agreement (21) This Agreement constitutes the parties' sole agreement and supersedes any prior understandings or written or oral agreements between the parties with respect to the subject matter hereof. (22) No amendment, modification, or alteration of this Agreement is binding, unless in writing, dated subsequent to the date of this Agreement, and duly executed by the parties. (23) The exhibits which are referenced in, and attached to this Agreement, are incorporated in and made a part of this Agreement for all purposes. (24) Section captions are for convenience only and shall in no way affect the interpretation of this Agreement. (25) The intent of this Agreement is to grant a license to Church to utilize the Parking Lot solely for the purposes described herein. This Agreement shall not be construed, in any way, manner or form, as a lease of the Parking Lot or the Property or as conveying to Church any interest in the real property comprising the Property. Executed and effective as of the 12th day of December , 2013. 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