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Home My WebLink AboutContract 51174-A1 Licensor Site Name/Number:Crowley/90354 Licensor Contract Number: 603368 MaR Licensee Site Name/Number: Crowley/90354 c5� p FIRST AMENDMENT TO CSC NUMBER 51174 CROWLEY, TX LICENSE AGREEMENT t�1`SECRETARY. cc�T� NO. cT No. C This First Amendment (the "First Amendment") to that certain License Agreement dated November 16, 2017 by and between Telecom Towers,-L.L.C. and Aqua Metric Sales Company, a registered d/b/a of Thirkettle Corporation (the "Agreement"), is made and entered into as of the latter signature date hereof, by and between Telecom Towers, L.L.C., a Delaware limited liability company(the "Licensor") and City of Fort Worth, a Texas municipality, successor by assignment to Aqua Metric Sales Company, a registered d/b/a of Thirkettle Corporation (the "Licensee") (collectively, the"Parties"). RECITALS WHEREAS, Licensor owns a certain communications tower and owns a certain parcel of land located at 3801 County Rd. 919, Crowley, TX 76036 known to Licensor as the Crowley,TX tower site (the"Tower Facility");and WHEREAS, the Agreement, as amended, was assigned to the City of Fort Worth as the current Licensee and is known as City Secretary Contract No. 51174; and WHEREAS, Licensor and Licensee entered into the Agreement for the use of a certain portion of the Tower Facility; and WHEREAS,the Parties desire to modify the terms of the Agreement to change the Monthly License Fee to be payable on an annual basis. NOW THEREFORE, in consideration of the foregoing promises and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Parties hereto agree as follows: 1) Notwithstanding anything to the contrary contained in the Agreement, effective upon the full execution of this First Amendment to City Secretary Contract No. 51174,Licensee will pay the twelve Monthly License Fee payments in a single payment, payable in advance of each anniversary of the Commencement Date of the Agreement beginning on the first anniversary of the Commencement Date of the Agreement. The Monthly License Fee payments owed from the effective date of this First Amendment through the anniversary date of the Commencement Date of the Agreement will be paid within 60 days of the effective date of this First Amendment. The Commencement Date for the Crowley site was established as November 16,2017. 2) Capitalized terms contained herein,unless otherwise defined,are intended to have the same meaning and effect as that set forth in the Agreement. 3) All other terms and provisions of the Agreement remain in full force and effect. r r FT VPOP-711fl- 1 Licensor Site Name/Number: Crowley/90354 Licensor Contract Number: 603368 Licensee Site Name/Number: Crowley/90354 IN WITNESS WHEREOF, the Parties hereto have set their hands to this First Amendment to that certain License Agreement as of the day and year written below: LICENSEE: LICENSOR: City of Fort Worth, Telecom Towers,L.L.C., a Delaware a Texas municipality limited liability company By: Name: Daniel Broe Title: Senior Ca-i 4,sa Date: ! 2 / ZGL By: Dana Burghdoff Assistant City Manager Date: (ZDW APPROVAL RECOMMENDED: By: is er Wate Director Date: (-.-t D APPROVED AS TO FORM AND LEGALITY: By: John,A. Strong Assistant City Attorney II ATTEST: By. Mary J.Kayser City Secretary No U'i g ®FFOCOAL RECORD, CITY SEGETARY FT. WORTH,TX 2 - = 1 Licensor Site Name/Number: Crowley/90354 Licensor Contract Number: 603368 Licensee Site Name/Number: Crowley/90354 Contract Authorization: M&C: NA Nv C R (AAA Contract Compliance Manager: By signing, I acknowledge that I am the person responsible for the monitoring and administration of this contract, including ensuring all performance and reporting requirements. By: Madelen Rafalko,P.E. MyH2O Program Manager r E 3 Assdoonncol cam�Va- CR �i 1"W ASSIG1 lye �1 iT 0F AEG i i EMEINTS This Assignment of Agreements(this"Assignment")is entered into as ofthe date sat forth belo,x bet-vwen Aqua Rletric Sales Company, a registered d/b/a of Thirkettle Corporation, a Califorinia corporation ("Assignor"), and the City of Fort Worth ("Assignee") (Assignor and Assignee are sometimes referred to herein individually as a "Party" and collectively as the "Parties"). RECITALS: A. Assignor, as "Consultant" or "Contractor", and Assignee, as "City" or "Client", entered into that certain Professional Services Agreement (the "PSA") on or about October 14"', 2016. B. Assignor has entered into one or more agreements with third parties in connection with its performance of the services set forth in the PSA (the "Agreements", as more specifically set forth on Exhibit"A", attached hereto and incorporated herein). C. Concurrently with the execution of this Assignment, Assignor has conveyed the Agreements to Assignee, and in connection with such conveyance, Assignor has agreed to assign the Agreements to Assignee. NOW, THEREFORE, in consideration of the premises and other good and valuable consideration in hand paid by Assignee to Assignor,the receipt and sufficiency of which are hereby acknowledged and confessed by Assignor, Assignor and Assignee hereby agree as follows: 1. Assignor's Assignment. Assignor does hereby ASSIGN, TRANSFER, SET OVER and DELIVER the Agreements to Assignee, its successors and assigns; TO HAVE AND TO HOLD the Agreement attached hereto, together with all and singular the rights and appurtenances thereto in anywise belonging, unto Assignee, its successors and assigns forever; and Assignor does hereby bind itself, its successors and assigns forever, so that neither Assignor, nor Assignor's successors or assigns, shall at any time hereafter have, claim or demand any right or title to the Agreements, or any part thereof. 2. Further Assurances. Assignor hereby agrees to perform, execute and/or deliver or cause to be performed, executed and/or delivered any and all such further acts and assurances as Assignee may reasonably require to perfect Assignee's interest in the Agreements. 3. Assignee's Duty. It is specifically agreed that Assignor shall not be responsible for the discharge and performance of any duties or obligations to be performed and/or discharged in connection with the Agreements after the effective date hereof. By acceptance of this Assignment and by execution hereof, Assignee accepts and agrees to perform all of the terms, is and conditions in connection with the Agreements required to be performed thereunder, fter the effective date hereof,but not prior thereto. 44 r� �9 d1114, '+ 4. AssignIor's ID—di CMM- . It is further agreed that Assignee shall not be responsible for the discharge and performance of any duties or obligations required to be performed and/or discharged in connection with the Agreements prior to the effective date hereof. In such regard Assignor agrees to indemnify and hold harmless Assignee, inclusive of attorneys' fees and court costs, from and against losses incurred by Assignee as a result of claims brought against Assignee, as Assignor's successor in interest to the Agreements,relating to causes of action arising from any failure by Assignor to perform or discharge the obligations of the landlord under the Agreements prior to the effective date hereof. 5. BlndinE Agreement. This Assignment is binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns. IN WITNESS 'WHEREOF, Assignor and Assignee have caused this Assignment to become effective the 1st day of September 2018. ASSIGNEE: ASSIGNOR: CITY OFF T 4V0� AQUA MET C S S OMPANYr /� By: By: LJ (, — Jesus J. Chapa Name: Michael Cartwright Assistant City Mana er Title: Vice side t of Operations Date: �� "1� Date: b�� g Contract Compliance Manager By signing, I acknowledge that I am the person responsible for the monitoring and administration of this contract, including ensuring all performance and reporting requirements. Name: Title: A icf)m EnSineer APPROVE TO RM AND EG Jessica San g . Senior Assi to t City orney OF P' Form 1295: N/A A Kayse / City Secretary M&C#N/A