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HomeMy WebLinkAboutContract 35187C;i��r' ��CI�ETARY �j �Q!`J��ACT �R� . ����_-1-� CONSENT TO ASSIGNMENT OF CITY SECRETARY CONTRACT NOS. 33476, 33904, 34407, 34896, and 34897 (PUBLIC RIGHT-OF-WAY USE AGREEMENTS) This CONSENT TO ASSIGNMENT OF CITY SECRETARY CONTRACT NOS. 33476, 33904, 34407, 34896, and 34897 (��Consent") is made and entered into by and between the CITY OF FORT WORTH, TEXAS (the "City"), a home rule municipal corporation organized under the laws of the State of Texas; WEST FORK PIPELINE COMPANY, L.L.C. ("Assignor" or "Company"), a Texas limited partnership, and TEXAS MIDSTREAM GAS SERVICES, L.L.G ("Assignee"), an Olclahoma limited liability company. The following introductory provisions are true and correct and form the basis of this Consent: A. The City and Assignor previously entered into City Secretary Contract Nos. 33476, 33904, 34407, 34896, and 34897, each a license to erect, construct, install, ma.intain and transport Gas through a Pipeline in certain Public Rights-of-Way in the City (collectively the "License Agreements"). The License Agreements are public documents on file in the City Secretary's Office. B. Assignor now wishes to assign to Assignee all of Assignor's right, title and interest granted to Company under the License Agreements; Assignee wishes to accept such assignment; and the City is willing to consent to such assignment subject to the terms and conditions set forth in this Consent. NOW, THEREFORE, for good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the City, Assignor, and Assignee agree as follows: 1. The City hereby consents to an assignment by Assignor to Assignee of all right, title and interest granted to Company pursuant to the License Agreements (the "Assignment"), effective as of the last date that the City, Assignor and Assignee have executed this Consent ("Effective Date"). The License Agreements are incorporated herein by reference for all purposes. 2. The City does not adopt, ratify or approve the particular provisions of any written or oral agreement or understanding that may have made or reached by and between Assignor and Assignee as part of or in regard to the Assignment. The City does not grant any right, privilege or use to Assignee that is different from or more extensive than any right, privilege or use granted to Company pursuant to the License Agreements. In the event of any conflict between the License Agreements and the Assignment, the License Agreements shall control. 3. The City consents to the Assignment expressly upon the promise and covenant by Assignee, and Assignee hereby promises and covenants to the City, that as of the Effective Date Assignee will faithfully perform, as an independent contractor, all duties and obligations of Company set forth in the License Agreements. Consent to Assignment of CSC NOS. 33476, 33904, 34407, 34896, and 34897 by West Fork Pipeline Company, L.L.C. to Texas Midstream Gas Services L.L.C. Page 1 � ;,::,, : �;;,�,; � o �; =;;-;;,�; � _`' f i� v � i,::. �� � i:;: ,;, ��. ;, "p .. �=� p j�.?r� n ' �:;a��f ���vt,���}�t���; �' i�; .. `n �. �' �� f�ta? � 4. Assignor understands and agrees that Assignor and Assignee will be jointly and severally liable to the City for (i) any duty or obligation of Company that Assignor was required by the License Agreements to undertake or perform prior to the Effective Date and (ii) for any damages, including, but not limited to, property loss, property damage andlor personal injury off any kind, including death, to the extent caused by Assignor, its officers, agents, servants, employees or subcontractors. 5. Notices required puxsuant to the provisions of the License Agreements shall be conclusively determined to have been delivered when hand-delivered or mailed by United States Mail, postage prepaid, return receipt requested, addressed as follows: To Assignee: To Assignor: Texas Midstream Gas Services, L.L.C. c/o Chesapeake Energy Marketing, Inc. West Fork Pipeline Company L.L.C. Kerry Clapp, Area Operations Manager Attn: Lawrence B. Dale, President 6100 N. Western Avenue 2100 Ross Avenue, Suite 1870, LB-9 Oklahoma City, OK 73118 Dallas, Texas 75201 6. All terms in this Consent that are capitalized but not defined shall have the meanings assigned to them in the License Agreements. EXECUTED as of the latest date below: CITY OF FORT WORTH: ATTEST: � �� ^ ' '` Y � $y: �� � � /( r:� II i( i_ � i; C_i �•��_, By. Karen L.,Montgomery � � � Marty Hendrix Assistant City Manager / CFO City Secretary Date: APPROVED AS TO FORM AND LEGALITY: � � By: Peter Vaky Assistant City Attorney M&C: none required Consent to Assignment of CSC NOS. 33476, 33904, 34407, 34896, and 34897 by West Fork Pipeline Company, L.L.C. to Texas Midsiream Gas Services L.L.C. Page 2 ,.. _ .___�_._. � t.;' � I ���.� ��;i '� �'� S V�J .�i i�.>% � I \I '[ I�1 �V��,�� ������c�5���!U�,f ?5� _: ^ r. �U Q'1� '�V, :':`��'2!��ft�� ��}c�� :ST FO�tK PIPELINE COMPANY, L.L.C., exas 1' rted liability company � � B. Dale Date: �f �� �r� �� � TEXAS MIDSTREAM GAS SERVICES, L.L.C. an Oklahoma limited liability company By: C.. ��� ame C. Johns Pres' ent Date: i^.� 3 �GG % Consent to Assignment of CSC NOS. 33476, 33904, 34407, 34896, and 34897 by West Fork Pipeline Company, L.L.C. to Texas Midstream Gas Services L.L.C. Page 3