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Home My WebLink AboutContract 50065 FC 20 2017 a CITY SECRETARY • 'OFFpgT .0 CONTRACT NO. J d�5 C17YS " � ASSIGNMENT AND ASSUMPTION AGREEMENT ,9 9 b ASSIGNMENT AND ASSUMPTION AGREEMENT (the "Agreement") is made this Z Iay of December, 2017, by and between 820/30 Interchange Ltd., a Texas limited partnership ("Interchange'), and Palladium Fort Worth, Ltd., a Texas limited partnership ("Palladium'), and consented to by the City of Fort Worth. WITNESSETH: WHEREAS, Interchange, as seller, entered into that certain Commercial Contract - Unimproved Property, dated on or about September 29, 2016, with Palladium USA International, Inc., as purchaser, who assigned its rights and interests under said contract to Housing Authority of the City of Fort Worth d/b/a Fort Worth Housing Solutions, a municipal housing authority organized under the laws of the State of Texas ("Housing Solutions"), for the sale and purchase of two tracts of land, one of which contains approximately 12.03 acres and is more particularly described on Exhibit A attached hereto (the "Prope ");and WHEREAS, Housing Solutions, as fee owner and ground lessor,has now leased the Property to Palladium;and WHEREAS, in connection with Palladium's planning for the development of the Property, the City of Fort Worth (the "CjV") required that Interchange, as the then-owner of the Property, enter into a Storm Water Facility Maintenance Agreement, dated December 2017, pertaining to the management of storm water within the confines of the Property(the"SWFMA"), which SWFMA is recorded at in the Real Property Records of Tarrant County,Texas; and WHEREAS, Interchange and Palladium have agreed that Palladium will assume all the obligations of Interchange under the SWFMA on the terms set forth in this Agreement; and WHEREAS, these recitals are incorporated into and made a part of this Agreement for all purposes. NOW, THEREFORE,for and in consideration of good and valuable consideration, Interchange hereby assigns all its rights, interests, duties and obligations under the SWFMA to Palladium, and Palladium hereby assumes all such duties and obligations of Interchange, as the Landowner, under the SWFMA and covenants and agrees with Interchange to pay, perform and discharge all of such duties and obligations under the SWFMA and agrees to indemnify and hold Interchange harmless from and against claims, losses, costs and expenses, including, without limitation, reasonable attorneys' fees and court costs, that Interchange may suffer or incur on account of Palladium's failure to perform the duties and obligations that it has hereby assumed; provided however, Interchange and Palladium acknowledge that the SWFMA is a covenant running with the Property and agree that, notwithstanding the foregoing, Palladium shall have no obligation to perform such duties or obligations or to indemnify Interchange as set forth in this Agreement in the event that Interchange hereafter again owns the Property. [Signatures follow on the next page.] (00038156.DMX;) OFFICIAL RECORD ASSIGNMENT AND ASSUMPTION AGREEMENT—Page 1 (SWFMA) FT. SECRETARY FT.WORTH,TX EXECUTED as of the date first set forth above. INTERCHANGE: 820/30 INTERCHANGE LTD., a Texas limited partnership By: 820/30 Holdings,LLC a Texas limited liability company, its general partner By: Printed Name: n A 2 e Title: (00038156DOC)Q ASSIGNMENT AND ASSUMPTION AGREEMENT—Page 2 (SWFMA) PALLADIUM: PALLADIUM FORT WORTH,LTD., a Texas limited partnership By: Palladium Fort Worth GP,LLC, a Texas limited liability company, its general partner By: Fort Worth Affordability,Inc., a Texas non-profit corporation, its managing member Njjr�By: -Mar et L ns, Secretary/ easurer j 00038156 DCCX;) ASSIGNMENT AND ASSUMPTION AGREEMENT—Page 3 (SWFMA) CONSENT The City consents to the foregoing assignment and assumption of the SWFMA and agrees that Interchange is released from all duties and obligations under,and will have no liability with respect to,the SWFMA,except in the event that Interchange hereafter again owns the Property. Date��` ` 10 _� CITY OF FORT WORTH By: /) Printed Name: �Q�'S J• ��°-' Its: zw Approved as to Form and Legality By: ; ' mv la, Printed�Name: �IAu IA �. �'-Aa � 2.� Its: cN S1 �A`��, I v ATTE 7 By: FORTS i Printed Name: (�- A e ...._...� Its: .•7�XA� . (00038156.DOCX;) OFFICIAL RECORD ASSIGNMENT AND ASSUMPTION AGREEMENT—Page 4 CITY SECRETARY (SWFMA) FT.WORM,TX STATE OF TEXAS § COUNTY OF TARRANT § This instrument was acknowledged before me on �� ,aDl7 by Jesus J. Chapa, Assistant City Manager of the City of Fort Worth, on behalf of the City of Fort Worth. Notary Public, State of TexasP +4;,%yP�dI.; LINDA M. HIRRLINGER Notary Public,state of Texas Comm. Expires 02-02-2018 "o Nofory ID 124 144 74-6 STORMWATER FACILITY MAINTENANCE AGREEMENT 6 Rev. 11/17/2018 EXHIBIT A Property Being a12.03 acre tract situated in the BUFFALO BAYOU, BRAZOS AND COLORADO RAILROAD COMPANY SURVEY,Abstract No. 219, JAMES W. OXFORD SURVEY, Abstract No. 1201 and the GEORGE WHITE SURVEY, Abstract No. 1751, City of Fort Worth, Tarrant County, Texas, and being all of Lot 1, Block 1 Sienna Hills Addition, an addition to the City of Fort Worth recorded in Clerk's File D217289103, Plat Records Tarrant County, Texas. Said 12.03 acre tract being more particularly described as follows: BEGINNING at a 1/2" capped iron rod found stamped "JBI"for the northeast corner of said Lot 1, Block 1, said point being in the south line of that certain tract of land described in deed to John B. Foster, recorded in Volume 15662, Page 414, Deed Records, Tarrant County, Texas, said BEGINNING point also being at the northwest corner of Block 1, Lot 1, WYNHAVEN AT WESTPOINT, an Addition to the City of Fort Worth, according to the Plat recorded in Plat Cabinet A, Slide 12389, Plat Records, Tarrant County, Texas, from which a 1/2"capped iron rod found stamped "JBI" at the northeast corner of said Block 1, Lot 1, WYNHAVEN AT WESTPOINT bears N 89054'08" E, a distance of 635.08 feet,for reference; THENCE S 14020'49"W, along the west line of said Block 1, Lot 1, WYNHAVEN AT WESTPOINT, a distance of 1015.57 feet to a 1/2"capped iron rod found stamped "JBI" at the southwest corner of said Block 1, Lot 1, WYNHAVEN AT WESTPOINT; THENCE N 84023'14" W, a distance of 444.07 feet to a 1/2"capped iron rod set stamped "C.F. Stark 5084" at the southwest corner of the herein described tract; THENCE N 14020'49" E, a distance of 634.42 feet to a 1/2"capped iron rod set stamped "C.F. Stark 5084"; THENCE N 61059'42"W, a distance of 48.08 feet to a 1/2" capped iron rod set stamped "C.F. Stark 5084"; THENCE S 89°54'08" W, a distance of 246.60 feet to a 1/2" capped iron rod set stamped "C.F. Stark 5084" at a westerly southwest corner of the herein described tract, at the beginning of a curve to the right, whose radius is 701.82 feet and whose long chord bears N 24017'48" E, a chord distance of 65.69 feet; THENCE along said curve, in a northeasterly direction, through a central angle of 05021'54", an arc distance of 65.72 feet to a 1/2"capped iron rod set stamped "C.F. Stark 5084" at the beginning of a curve to the left, whose radius is 298.18 feet and whose long chord bears N 02057'22" E, a chord distance of 242.78 feet; THENCE along said curve in a northeasterly direction,through a central angle of 48002'46", an arc distance of 250.04 feet to a 1/2"capped iron rod set stamped "C.F. Stark 5084" in the south line of said John B. Foster tract; THENCE N 89054'08" E, along the common line of said Lot 1, Block 1 and said John B. Foster tract, a distance of 785.89 feet to the POINT OF BEGINNING and containing 12.03 acres (524,027 square feet)of land, more or less. (00038156.nocx;) EXHIBIT A Contract Compliance Manager By signing I acknowledge that I am the person responsible for the monitoring and administration of this contract, including uring all performance and reporting requirements. (2� On JarLe S. Morales Development Manager