CM-08-06-176BLUE SHEET FORMAT
DATE: June 23, 2008
SUBJECT: City Manager Approval - June 27, 2008
ITEM: Authorization for the City Manager to sign an agreement
for the July 4th Trailer Lease with Sysco Food Services of
Austin, LP.
Department: PARD
Staff Person: Rick Atkins
Justification: For many years, the City has hosted the Annual 4th of July
Celebration and given away free cold watermelon to the
public. This lease agreement allows that tradition to
continue.
Funding:
Cost:
Source of funds:
Outside Resources:
Background Information:
Public Comment:
Blue Sheet Format
Updated 01/20/04
N/A
TRAILER LEASE AGREEMENT
This Agreement made this L day of June, 2008 by and between Sysco Food Services
of Austin, 101 S. Chisholm Trail, Round Rock, Texas 78681 ("Lessor") and the City of Round
Rock, Texas, 221 E. Main Street, Round Rock, Texas 78664 ("Lessee").
In consideration of the mutual covenants and promises contained in this Agreement, and
other good and valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, the parties hereto agree as follows:
1. Lease. Lessor leases to Lessee and Lessee hires from Lessor the trailer(s) identified
on Exhibit A attached hereto for a term as indicated on Exhibit A and for the location indicated
on Exhibit A (individually or collectively, the "Trailer".)
2. Rental. As rent for the Trailer, Lessee shall pay to Lessor the amount set forth on
Exhibit A. Whenever required, Lessee also shall pay to Lessor any sales, use or similar tax,
which at any time during the term of this Lease may be imposed on the letting herein provided.
Lessee shall pay rental fees within 30 days of receipt of an invoice from Lessor.
3. Delivery and Location. Lessor shall deliver the Trailer to the location specified on
Exhibit A or to such other locations reasonably specified by Lessee in any manner as Lessor, in
its sole discretion, may elect, and Lessee shall be solely responsible for and shall indemnify and
hold Lessor harmless from any liability or expense including reasonable attorneys' fees, arising
out of damage to any person or property due to the location of the Trailer.
4. Trailer Use.
A. Trained to Use.
' Lessee shall ensure that its duly
authorized agent or representative is present at the time of the delivery of the Trailer. Upon
delivery of the Trailer by Lessor, Lessee shall be deemed to have accepted the Trailer unless
Lessee through its authorized agent or representative rightly rejects the Trailer at the time of
delivery as being defective, unsafe or inconsistent with specifications agreed upon between
Lessor and Lessee. LESSOR MAKES NO WARRANTIES, EXPRESS OR IMPLIED, OF ANY
KIND CONCERNING THE TRAILER, INCLUDING NO IMPLIED WARRANTY OF
MERCHANTABILITY AND NO IMPLEID WARRANTY OF FITNESS FOR ANY
PARTICULAR PURPOSE.
B. Impermissible Uses. Lessee shall operate the Trailer in compliance with all
federal, state and local laws and in a reasonable and safe manner. Lessee shall not use or permit
the Trailer to be used for any illegal purpose or for the transportation or storage of any material
deemed extra hazardous by reason of being (i) explosive, (ii) inflammable or (iii) hazardous
waste or a hazardous substance or some other regulated category of waste as defined by
applicable law, ordinance, rule or regulation. Lessee shall indemnify and hold Lessor harmless
from and against all damages and expenses, including reasonable attorney's fees, sustained by
Lessor as a result of any such impermissible use.
00141000/jkg
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C. Damage to Goods; Title. Lessor shall not be responsible for loss or damage to
any goods or other property in the Trailer at the time of delivery or placed or carried in the
Trailer after delivery to Lessee, arising from any cause whatsoever. Lessee acknowledges that
title to any product located in the Trailer shall transfer to Lessee upon delivery of the Trailer to
Lessee. Lessor may, in its sole discretion and without any obligation to do so, accept the return
of "saleable" product. Lessor shall not be responsible for any product nonconformity as to
quantity, quality or price, unless noted on the original delivery receipt at the time of delivery of
the Trailer to Lessee.
5. Maintenance.
A. Repairs. Lessee shall bear all expenses of maintaining the leased Trailer in
good operating condition and shall be responsible for the cost of repairs and replacement of the
Trailer's parts or equipment, including, but not limited to, ramps, bulkheads, wheels, tires, doors,
flooring, interior and exterior panels, and refrigeration unit, if damaged by Lessee or its agents in
any respect during the term of this Lease. Lessee is expressly forbidden to repair or attempt to
repair the Trailer without the Lessor's prior consent. In the event the Trailer requires any such
repairs or replacement, Lessee shall give immediate notice to Lessor which shall have the option,
but not the obligation, to perform such repairs or replacement itself, the cost of which Lessee
immediately shall reimburse Lessor, or to require Lessee to cause any such repairs to be made as
Lessor otherwise shall direct.
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C. Training/Maintenance. -
operation of the Trailer's refrigeration system (if so equipped). Lessee's maintenance
obligations will include monitoring the fuel gauge 2 3 times daily, maintaining recommended
lighting.
-
D. Permits. Lessee shall be responsible, at its sole cost and expense, for
maintaining during the term of this Agreement, all permits, registrations or licenses (the
"Permits") which are required by the state, district, municipality or agency where the Trailer is
located, used and/or operated by Lessee.
6. Indemnification. Lessee hereby agrees to indemnify, defend and hold Lessor, its
subsidiaries, affiliates, divisions and/or agents, servants, employees, officers, directors, and
assigns (and any third party to whom any of the foregoing may owe a similar obligation pursuant
to contract, lease agreement or operation of law), hereinafter collectively referred to as
"Indemnitee," harmless from any suits, claims, losses, damages or expenses, including
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reasonable attorney's fees and expenses, which any Indemnitee may suffer, sustain or incur as a
result of or in connection with the operation, use, maintenance or possession by Lessee of the
Trailer.
7. Release. In consideration for the use of the Trailer by Lessee, Lessee does hereby
release, discharge and acquit Lessor from any and all claims, actions, causes of action, demands,
liabilities, damages, costs and expenses whatsoever which Lessee now has or may hereafter have
on account of Lessee's operation, possession, maintenance and/or use of the Trailer.
8. Holding Over. Any holding over by the Lessee at the expiration of the term of the
lease hereof shall, in the absence of any agreement to the contrary, create a tenancy from day-to-
day, with rent payable on a pro -rated basis at 5:00 EST each day at the principal address of
Lessor, and all other terms and conditions hereof shall remain in effect.
9. Condition of Trailer. Lessee agrees to return the Trailer to Lessee in the same
condition as delivered to Lessee. It will be presumed, unless indicated in writing to the contrary,
that the Trailer is in good repair and operating condition at the time of delivery to Lessee. Lessee
further agrees to cause the Trailer, at its sole cost and expense, to be repaired and returned to
good operating condition and repair (or alternatively reimburse Lessor for the cost thereof) in the
event of any damage to or breakdown of any Trailer during its use by Lessee.
10. Insurance. Lessee shall maintain such insurance in such amounts as described below
as will protect Lessor and Lessee from any damages arising as a result of Lessee's use, operation,
maintenance or possession of the Trailer. Lessee shall furnish a certificate acceptable to Lessor
that Lessee has in effect workmen's compensation insurance coverage in the statutory amount,
automobile liability insurance (any auto) in the amount of at least one million dollars
($1,000,000,000), premises liability and commercial general liability insurance coverage
providing such coverage in a liability amount of at least one million dollars ($1,000,000,000) per
occurrence and two million dollars ($2,000,000,000) in aggregate, excess liability or umbrella
insurance in at least the amount of three million dollars ($3,000,000,000) and physical damage to
tractor/trailer/equipment in the amount of actual cash value with no deductible for collision and
one thousand dollar ($1,000.00) deductible for other than collision. Such insurance shall include
a waiver of subrogation and a requirement of thirty (30) days notice of cancellation, non -renewal
or reduction of coverage or limits. The automobile, excess liability/umbrella, premises liability
and commercial general liability coverages shall name Lessor as an additional insured on a Form
CG20-26.
11. Notice. Any notice, request, demand or other communication, document or
instrument which may be required or permitted to be furnished by one of the parties hereto to the
other hereunder, shall be deemed sufficiently furnished or served if in writing and (i) delivered in
person, or (ii) mailed (by first class mail, registered or certified and postage prepaid), or (iii)
telexed or telefaxed, to the party entitled thereto, addressed as follows or such other address as
the party entitled thereto may have prior thereto specified by notice given as contemplated in this
paragraph 11:
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If to Lessee:
If to Lessor:
City of Round Rock, Texas
City Manager's Office
221 E. Main Street
Round Rock, TX 78664
Phone: 512-218-5401
Fax: 512-218-7097
Sysco Food Services of Austin
101 S. Chisholm Trail
Round Rock, TX 78681
Attn: Mike Fuller
Phone: 512-388-8000
12. Binding Effect. This Agreement shall be binding upon and inure to the benefit of the
parties hereto, their successors, legal representatives, and assigns, and jurisdiction shall be in
Williamson County, Texas. Lessee may not assign, pledge, or otherwise encumber this lease or
any interest therein or sublet the Trailer without Lessor's written consent, nor shall Lessee
encumber or otherwise suffer any lien to be placed against the Trailer, or abandon or conceal the
Trailer.
13. Entire Agreement. This Agreement represents the entire agreement between parties.
This Agreement shall not be modified or amended except by an agreement in writing signed by
the parties.
IN WITNESS WHEREOF, the parties have cause these presents to be executed the day
and year first above written.
LESSOR: SYSCQ FOQD SEES OF AUSTIN
By:
Printed Name:
Title:
Date Signed:
LESSEE: CITY OF ROUND ROCK, TEXAS
By:
Printed
Title:
Date Signed:
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TOMES IL.IVL
ATTEST:
Sara L. White, City Secretary
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FOR . Y, APP OVED AS TO FORM:
Steph. L. Sheets, City Attorney
TRAILER IDENTIFICATION:
Model/Make:
Identification No.:
EXHIBIT A
DELIVERY CHARGE: $7-S08 Not applicable
PICK UP CHARGE: $7-500 Not applicable
DAILY RENTAL FEE: $50.00 Not applicable
OPTIONS AVAILABLE
WEEKEND RENTAL FEE: $430.00 Not applicable
WEEKLY RENTAL FEE: $250700 Not applicable
SYSCO'S FUELING CHARGE: $
GALLON Not applicable
RENTAL AMOUNT:
$0, as this trailer is provided free of any charges to the
City of Round Rock for its use at a City July 4th event,
as per approval by Danny Lilly on June 25, 2008.
TERMS OF THE LEASE:
From:
LESSEE LOCATION OF TRAILER:
To:
[Street address]
[City, state, zip]
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