HomeMy WebLinkAboutContract 55787DocuSign Envelope ID: 681485C0-42D2�103-BA99-34D346B2A6A9
Date Received:
Time Received:
06/O1/2021
10:33 a m
City Secretary
55787
Number:
PUBLIC PROPERTY RIGHT-OF-WAY ENCROACHMENT LICENSE
AGREEMENT
TIER //
THIS AGREEMENT is made and entered into hy and between THE CITY OF
FORT WORTH, a home rule municipal corporation of Tarrant County, Texas ("City"),
acting by and through its duly authorized City Manager, Assistant City Manager, or
Director of the Development Services Department, and CFT NV DEVELOPMENTS,
LLC, a Nevada limited liability company {"Licensee"), acting by and through its duly
authorized Manager.
RECITALS
WHEREAS, Licensee is the owner of the real property located at 5625 South
Hulen Street, Fort Worth, Texas 76132 ("Property"), being more particularly descrbed
in the attached Exhibit "A" which is mcorporated herein for all purposes; and
WHEREAS, the City owns a sidewalk (the "Public Praperty"} adjacent to the
Property as shown in the attached Exhibit "B," which is incorporated herein for all
purposes, [and as recorded in the pla.t records of Tarrant County by instrument number
D215262811; and
WHEREAS, Licensee desires to construct, place, and maintain certain
improvements which will encroach in, on, above, or below the Pubtic Property; and
WHEREAS, to accommodate the needs of the Licensee, the City will allow the
encroachment under the terms and conditions as set forth in this Agreement.
NOW, THEREFORE, the City and Licensee agree as follows:
AGREEMENT
1.
The City, in consideration af the payment by Licensee of the fee set out below and
covenants and agreements hereinafter contained to be kept and performed by Licensee,
hereby grants permission to Licensee to encroach in, on, above, ar below and occupy a
portion of the City's Public Property as descrbed 'm and at the location shown on Exhibit
"C," but only to the extent shown thereon, for the purpose of constructing, installing, and
maintaining a flume (the "Encroachment"). Upon completion of the Encroachment,
Licensee agrees to be responsble for maintaining the Encroachment
Tier II ROW Fncroachment
Agreement
PN21-00073
within the Public
OFFICIAL RECORD
CITY SECRETARY
R FT. W�RTH, TX
DocuSign Envelope ID: 681485C0-42D2-4103-BA99-34D34B62A6A9
Property. Licensee shall not expand or otherwise cause the Encroachment to further
infringe in or on the Public Properly beyond what is specifically descrbed in Exhibit "C:'
2.
All construction, installation, maintenance, and operation of the Encroachment and
the use or occupancy of the Public Praperly shall comply with and be performed 'm strict
compliance with this Agreement and with the charter, ord'mances, codes, and policies of
the City. Prior to the construction or installation of the Encroachment, Licensee shall
submit all plans and specifications to the Director ofthe Development Services Department
or duly authorized representative. Licensee shall not commence construction or
installation of the Encroachment nor make any use of the Public Property until after the
execution of this Agreement.
3.
Licensee, at no expense to the City, shall make proper provisions for the relocation
and installation of any existing or future utilities affected by such Encroachment and the
use and occupancy of the Public Property, includ'mg the securing the approval and consent
of the appropriate utility companies and agencies of the State of Teacas and its political
subdivisions. In the event that any mstallation, reinstallation, relocation, or repair of any
e�cisting or future utility or irnprovements owned by or constructed by or on behalf of the
public or at public expense is made more costly by virtue of the construction, maintenance,
or existence of the Encroachment and use of Public Property, Licensee shall pay to City an
additional amount equal to such additional cost as determined by the Director of
Transportation and Public Works, the Director of the Water Department, the Director of
the Development Services Department, or their duly authorized representative.
4.
Licensee agrees that City may enter and utilize the Public Property at any time for
any public purpose, including installing, repairing, replacing, or maintaining improvements
to its public facilities or utilities necessary for the health, safety, and welfare of the public
provided that City, except in the event of an emergency, provides reasonable notice to
Licensee prior to its entry and that City's entry does not unreasonably interfere with
Licensee's business operations on the Property. The City shall have no responsbility or
liability for any damages related to the Encroachment resuhing from the City's use of the
Public Property; however, the City shall make reasonable efforts to minimize such damage.
5.
Upon termmation of this Agreement, Licensee shall, at the option of and at no
expense to the City, remove the Encroachment and restore the Public Property to a
condition acceptable to the Director of Transportation and Public Works, the Director of
the Water Department, the Director of the Development Services Deparhnent or their duly
authorized representative. Any such removal of the Encroachment shall be in accordance
Tier II ROW Fx►croachment
Agreement Page 2 of ] 3
PN21-00073 Revised 11/2020
DocuSign Envelope ID: 681485C0-42D2�103-BA99-34D34B62A6A9
with then-eacisting City regulations and policies. It is understood and agreed to by Licensee
that if this Agreement terminates and Licensee fails to remove the Encroachment and
restore the Public Property, Licensee hereby gives City permission to remove the
Encroachment and any supporting structures from the Public Property, to restore the Public
Property, and to assess a Gen on the Property for the costs expended by the City in taking
such actions.
6.
In order to defray all costs of inspection and supervision which the City has incurred
or will incur as a result of the construction, maintenance, inspection or management of the
Encroachment and use of Public Property as provided for by this Agreement, Licensee
agrees to pay to City at the time this Agreement is requested an application fee in the sum
of Seven Hundred Dollars ($700.00). Additionally, Licensee agrees to pay a fee in the
amount of $2.00 per square/linear foot of the encroachment area upon execution of this
Agreement and annually thereafter.
7.
The term of this Agreement shall be for thirty (30) years, commencing on the date
this Agreement is executed by City. However, the City may terminate this Agreement
upon Licensee's material noncompliance with any of the terms of this Agreement. City
shall notify Licensee in writing of any such noncompliance and if Licensee does not cure
the noncompliance within thuTy (30) days of notice from City, the City may terminate this
Agreement. However, the City may, at its sole option, allow the Agreement to remain in
effect so long as Licensee has taken reasonable measures to cure the noncompliance or is
continuing to diligently attempt to remedy the noncompliance.
8.
It is further understood and agreed between the parties hereto that the Public
Property to be used and encroached upan is held by City as trustee far the public; that City
exercises such powers over the Public Property as have been delegated to it by the
Constitution of the State of Texas ar by the Texas Legisla.ture; and that City cannot contract
away its duty and its legislative power to control the Public Property for the use and benefit
of the public. It is accordingly agreed that if the governing body of City may at any time
during the term hereof determine m its sole discretion to use or cause or permit the Public
Property to be used for any other public purpose, including but not being limited to
underground, surface, or overhead communication, drainage, sanitary sewerage,
transmission of natural gas or electricity, or any other public purpose, whether presently
contemplated or not, that the parties agree to negotiate in good faith in order to
accommodate both the Encroachment and the public purpose.
Tier II ROW Fncroachment
Agreement Page 3 of 13
PN21-00073 Revised 11/2020
DocuSign Envelope ID: 681485C0-42D2-4103-BA99-34D34BB2A6A9
9.
LICENSEE COVENANTS AND AGREES TO INDEMNIFY, AND DOES HEREBY
INDEMNIFY, HOLD HARMLESS, AND DEFEND CITY, ITS OFFICERS,
AGENTS, SERVANTS, EMPLOYEES, AND ELECTED OFFICIALS FROM AND
AGAINST ANY AND ALL CLAIMS OR SUITS FOR PROPERTY DAMAGE OR
LOSS AND/OR PERSONAL INJiJRY, INCLUDING DEATH, TO ANY AND ALL
PERSONS, OF WHATSOEVER KIND OR CHARACTER, WHETHER REAL OR
ASSERTED, ARISING OUT OF OR IN CONNECTION WITH, DIRECTLY OR
INDIRECTLY, THE CONSTRUCTION, MAINTENANCE, OCCUPANCY, USE,
EXISTENCE, OR LOCATION OF THE ENCROACHMENT AND USES
GRANTED HEREUNDER, WHETHER OR NOT CAUSED, IN WFIOLE OR IN
PART, BY THE ALLEGED NEGLIGENCE OF OFFICERS, AGENTS,
SERVANTS, EMPLOYEES, CONTRACTORS, SUBCONTRACTORSy
LICENSEES, OR ELECTED OFFICIALS; AND LICENSEE HEREBYASSUMES
ALL LIABILITY AND RESPONSIBILITY FOR SUCH CLAIMS OR SUITS.
LICENSEE SHALL LIKEWISE ASSUME ALL LIABILITY AND
RESPONSIBILITY AND SHALL INDEMNIFY CITY FOR ANY AND ALL
INJURY OR DAMAGE TO CITY PROPERTY ARISING OUT OF OR IN
CONNECTION WITH THE ENCROACHMENTS AND ANY AND ALL ACTS OR
OMISSIONS OF LICENSEE, ITS OFFICERS, AGENTS, SERVANTS,
EMPLOYEES, CONTRACTORS, SUBCONTRACTORS, OR LICENSEES.
10.
While this Agreement is in effect, Licensee agrees to furnish City with a Certificate
of Insurance naming City as cert�cate holder as proof that is has secured and paid for a
poGcy of public Gability insurance covering all public risks related to the proposed use and
occupancy of public properiy as located and descrbed in Exhibit "C." The amounts of
such insurance shall be not less than
$1,000,000
with the understanding and agreement by Licensee that such insurance amounts may be
revised upward at City's option and that Licensee shall so revise such amounts immediate ly
following notice to Licensee of such requirement. Such insurance policy shall not be
canceled or amended withoui at least thirty (30) days prior written notice to the Building
Official of the City. A copy of such Cert�cate of Insurance is attached as Exhibit "D"
and incorporated herein for all purposes. Licensee agrees, binds, and obligates itself and
its successors and assigns to maintain and keep in force such public liability insurance at
all times during the term of this Agreement and until the removal of the Encroachment and
restoration of the PubGc Property. All insurance coverage required herein shall include
coverage of all Licensee's contractors and subcontractors.
Tier II ROW Encroachment
Agreement Page 4 of 13
PN21-00073 Revised 11/2020
DocuSign Envelope ID: 681485C0-42D2-4103-BA99-34D34662A6A9
11.
Licensee agrees to deposit with the City when this Agreement is executed a
sufficient sum of money to be used to pay necessary fees to record this Agreement m the
real property records of the county in which the Encroachment is located. After being
recorded, the original shall be returned to the City Secretary of the City of Fort Worth.
12.
Licensee agrees to comply fully with all applicable federal, state, and local laws,
statutes, ord'mances, codes, and regulations in connection with the construction, operation,
and maintenance of the Encroachment and use of the Public Property.
13.
Licensee agees to pay promptly when due all fees, taxes, or rentals provided for
by this Agreement or by any federal, state, or local statute, law, or regulation.
14.
Licensee covenants and agees that it shall operate hereunder as an independent
contractor as to all rights and privileges granted hereunder and not as an officer, agent,
servant, or employee of City, and Licensee shall have exclusive control of and the exclusive
right to control the details of its operations, and all persons performing same, and shall be
solely responsble for the acts and omissions of its officers, agents, servants, employees,
contractors, subcontractors, and licensees. The doctrine of respondeat superior shall not
apply as between City and Licensee, its officers, agents, servants, employees, contractors,
and subcontractors, and nothing herein shall be construed as creating a partnership or joint
enterprise between City and Licensee.
15.
Licensee agrees and acknowledges that this Ageement is solely for the purpose of
permitting Licensee to construct, maintain, and tocate the Encroachment over or within the
Public Property and is not a conveyance of any right, title, or interest in or to the Public
Property, nor is it meant to convey any right to use or occupy property in which a third-
party may have an interest. Licensee agrees that it will obtain all necessary permissions
before occupying such property.
16.
In any action brought by the City for the enforcement of the obligations of the
Licensee, City shall be entitled to recover interest and reasonable attorneys' fees.
Tier II ROW Faicroachment
Agreement Page S of 13
PN21-00073 Revised I1/2020
DocuSign Envelope ID: 681485C0-42D2�103-BA99-34D346B2A6A9
1 %.
The parties agree that the duties and obligations contained in Section 5 shall survive
the termination of this Agreement.
18.
Licensee covenants and agrees that it will not assign all or any of its rights,
privileges, ar duties under this Agreement without the written approval of the City, and
any attempted assignment without such written approval shall be void. In the event
Licensee conveys the Property, Licensee may assign all of its rights and obligations under
this Agreement to the new owner of the Property, and Licensee shall be deemed released
from its duties and obligations hereunder upon City's approval in writing of such
assignment, which approval shall not be unreasonably conditioned or withheld.
Foreclosure by a secured lender of Licensee or assignment to a secured lender by Licensee
in the event of defauh or otherwise shall not require City approval provided that said lender
notifies City in writing within sixty (60) days of such foreclosure or assignment and
assumes all of Licensee's rights and obligations hereunder. However, no change of
ownership due to foreclosure or assignment to any secured lender of Licensee shall be
effective as to City unless and until written notice of such forectosure or assignment is
provided to City.
19.
Any cause of action far breach of this Agreement shall be brought in Tarrant
County, Texas. This Ageement shall be governed by the laws of the State of Texas.
20.
assigns.
This Agreement shall be binding upon the parties hereto and their successors and
21.
This Agreement may be executed 'm muhiple counterparts, each of which shall be
considered an original, but all af which shall constitute one instrument
[SIGNATURES APPEAR ON FOLLOWING PAGE]
Tier II ROW Encroachment
Agreement Page b of 13
PN21-00073 Revised 11/2020
DocuSign Envelope ID: 681485C0-42D2-4103-BA99-34D34BB2A6A9
City: Licensee:
CITY OF FORT WORTH CFT NV DEVELOPMENTS, LLC
By: DJ Harrell (May 27, 202110:21 CDT)
D.J. Harrell, Director of the
Development Services Department
Name: Winnie Chan
Title: Manager
Date: May 27, 2021
ATTEST:
City Secretary
Tier II ROW Fncroachment Agreement
PN21-00073
Date: �C\\.I I], 'ZoZ--1
Appr oved as to Form'e_°t,_,, i,...:J�";,,..y:"' .... ·---CM1F1078Afe!5.cu
Approved As To Form and Legality
� Murr� Matthew Murray (May 20, 20211:41 CDT)
Matthew A. Murray
Assistant City Attorney
Ordinance No. 24161-04-2020
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.
(7a11ie Sc&lett 11PtaleJ Janie Scarlett Morales (May 20, 202114:56 CDT) Janie S. Morales Development Services
Page7 of13
Revised 11/2020
DocuSign Envelope ID: 681485C0-42D2-4103-BA99-34D34B62A6A9
STATE OF TEXAS §
COUNTY OF TARRANT §
BEFORE ME, the undersigned authority, a Notary Public in and for the State of
Texas, on this day personally appeared D.J. Harrell, known to me to be the person whose
name is subscrbed to the foregoing instrument, and acknowledged to me that he executed
the same for the purposes and consideration therein expressed, as the act and deed of the
City of Fort Worth, and 'm the capacity therein stated.
GIVEN iJNDER MY HAND AND SEAL OF OFFICE this27th day of
May , 2021.
Jennifer L DigitallysignedbyJenniferLEzernack
Date: 2021.0527 13:4920 -OS'00'
Ezernack AdobeAcrobatversion:
2021.001.20155
Notary Public in and for the State of Teacas
o,�p,RY/'ve, JENNIFER L. EZERNACK
_ n � Notary Public
* �7 + STATE OF TEXAS
NT G� Q Notary I.D. 130561630
9�F�F�+ My Comm. Exp. Mar. 1, 2024
After record'mg return to:
Development Services Department
Development Coordination Office
200 Texas Sireet
Fort Worth, Texas 76102
Tier II ROW Fa7croachment
Agreement
PN21-00073
OFFICIAL RECORD
CITY SECRETARY
FT. W�RTH, TX
ACKNOWLEDGMENT
A notary public or other officer completing this certificate verifies oniy the identity of the individuaf
who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or
validity of that document.
STATE OF CALIFORNIA
COUNTY OF LOS ANGELES
)
) ss.
)
On May 17, 2021, before me, FIONA LE, Notary Public, personally appeared WINNIE
CHAN, who proved to me on the basis of satisfactory evidence to be the person(�) whose
name(s) is/�g subscribed to the within ins#rument and acknowledged to me that �/she/�
executed the same in �/her/�i€ authorized capacity(i�, and that by �/her/� signature(s)
on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed
the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the
foregoing paragraph is true and correct.
WITNESS my name and official seal.
.d �, ., ta.o �� �•- -
- FIONA LE
�r �� , �� Notary Puhlic - California �
`'iY�''�l��� Y
_ `a^+� --.. �'� Las Angeles County
`'b � � Commission � 2281640
.,+.Jr- -
— My Comm. Expires Mar 19, 2023
� Le
ry Public in and for the
: of California
My commission expires: March 19, 2023
PUBLIC PROPERTY RIGHT-OF-WAY ENCROACHMENT LICENSE AGREEMENT
Re: Certain Real Property located at Fort Worth, TX
Signer: Winnie Chan, Manager of CFT NV Developments, LLC, a Nevada limited liability
company
OFFICIAL RECORD
CITY SECRETARY
FT. W�RTH, TX
DocuSign Envelope ID: 681485C0-42D2-4103-BA99-34D346B2A6A9
EXHIBIT A
Description ofthe Licensee's Property
Tier II ROW Encroachment
Agreement Page 10 of 13
PN21-00073 Revised 11/2020
DaCuSign Envalope ID: 681485C0�2D2-4103-BA99-34D34862A6A9
ENCROACHMENT AGREEMENT
VICINITY MAP
PROPOSED PANDA EXPRESS
5625 S. HULEN ST.
FORT WORTH, TEXAS 76132
LOT 3-R2A-2, BLOCK 1
HULEN RETAIL
r�B.�.NNI�TER
E N G I N E E R{ N G
2ad North M�[ctsep lioad ; Mansileld,'fX 76p63 I 817.&12.2094 i Bt7.842.2095 Fak
J TSPLS REG1S[RATIpN NQ,141S38Z3
VICI N ITY MAP
NOT TO SCALE
FORT WORTH, TEXAS
DocuSign Envelope ID: 681485C0-42D2-4103-BA99-34D34662A6A9
EXHIBIT B
Depiction ofthe Public Property
Tier II ROW Encroachment
Agreement Page 11 of 13
PN21-00073 Revised 11/2020
DocuSign Envelope ID: 681485C0-42D2-4103-BA99-34D346B2A6A9 1
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DocuSign Envelope ID: 681485C0-42D2-4103-BA99-34D34882A6A9
EXHIBIT C
Depiction and description ofthe Encroachment
Tier II ROW Encroachment
Agreement Page 12 of 13
PN21-00073 Revised 11J2020
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PANDA EXPRESS
5625 S. HULEN ST.
FORT WORTH, TX 76132
LOT 3-R2A-2, BLOCK 1
HULEN RETAIL
ENCROACHMENT �� B A N N I S T E R
AGREEMENT 1ENGINEERING
FLUM E EXH I BIT �i T8PL5 REG[SfRA ON'N0. 10193 ��fi3 I 817.6nZ.209a I S17.842.2�95 rax
Cf1V610p2 IU: bt5"14tSbGU-4LUZ�lU3-tiHyy-34UJ4tltSLA6Ay
PROPOSED
SIDEWALK
0.45'
3.0'
ANCHOR BOLT
�n'P)
O
fi.5'
0.45'
-1 I I�.r 53�� � -�
II- , , � • . • , '
_- I
i� II' Z„ Ijj- ��� ���_ i i
#3 BARS 5^ #3 BARS � 18" O.C.E.W.
%4' THICK, DIAMOND
PATTERNED STEEL PLATE
NOTE:
1%" 4" ANCHOR BOLTS T BE PLA
PROPOSED
SIDEWALK
0.45'
3.0'
/-/ y/-/'�I �
/
�
. 4 x O CED WITH CONCRETE AND FLUME FLOW DATA
FLUSH WITH TOP OF PLATE. BOLTS TO BE SPACED 12" ON
CENTER. Q,5=2.83 CFS
2. CONCRETE SHALL BE "CLASS A��. SLOPE=3.1%
N-VALUE=0.017
DEPTH=0.13' (1.6")
VELOCITY=3.6 FPS
CONCRETE DRAINAGE FLUME UNDER PROPOSED SIDEWALK
N.T.S.
ENCROACHMENT
AGREEMENT
FLUME DETAIL
f'�BANN I STER
E N G I N E E R I N G
240 Narth Mitchell Road I Mansfieltl, TX 760fi3 I 8F7.842.209A � 817.342-2995 1ax
J TBPLS REGISfRAT[ON N0.10193823
DocuSign Envelope ID: 681485C0-42D2-4103-BA99-34D346B2A6A9
EXHIBIT D
Ce rtificate of Ins urance
Tier II ROW Fa�croachment
Agreement Page 13 of 13
PN21-00073 Revised 11/2020