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HomeMy WebLinkAboutContract 46986-CA1Date Received: 4/3/2024 Permit Number: PN24-00028 Time Received: 4:09 p.m. City Secretary Number: 46986-CAl PARTIAL ASSIGNMENT, CONSENT AND AMENDMENT OF EASEMENT ENCROACHMENT LICENSE AGREEMENT City Secretary Contract No. 46986 THIS PARTIAL ASSIGNMENT, CONSENT, AND AMENDMENT OF ENCROACHMENT LICENSE AGREEMENT ("Assignment") is made and entered into as of this 3rd day of April 12024 , by and between the CITY OF FORT WORTH, a Texas home -rule municipal corporation ("City"), LG Centreport 1, LLC, a Texas limited liability company ("Assignor"), and E & A Centreport, LLC, a Texas limited liability company ("Assignee"), and Taco Bell of America, LLC, a Delaware limited liability company ("Licensee"). City, Assignor, Assignee or Licensee may also be referred to individually as a "Party" or collectively as the "Parties" herein. WITNESSETH: WHEREAS, the City entered into an encroachment agreement, City Secretary No. 46986 (the "Encroachment Agreement") on the 4th day of September, 2015, with Assignor, which was at the time the owner of Lots, 5, 6 and 7 in Block A, Centreport, an addition to the City of Fort Worth, Tarrant County Texas, according to the plat recorded under Instrument No, D215252860 in the Real Property Records of Tarrant County, Texas, as shown on Exhibit "A" attached hereto and incorporated herein for all purposes and such property is located adjacent to or near the City's 15-foot wide Water easement. Lot 7 shall be referred to herein as "Lot 7" and is shown on Exhibit "A" attached hereto; WHEREAS, the Encroachment Agreement was recorded the 11 th day of September, 2015, as Instrument No. D215207026 in the Real Property Records of Tarrant County, Texas, a copy of which is attached hereto as Exhibit `B" attached hereto and incorporated herein; WHEREAS, the Encroachment Agreement allowed for certain infrastructure systems including Private Underground Storm Drain Lines and Inlets to encroach upon the City's Water easement in three (3) separate locations, one encroachment being located on Lot 7; WHEREAS, the Assignor has conveyed Lot 7 to Assignee and now desires to assign its interest in the Encroachment Agreement as related to Lot 7 to Assignee; WHEREAS, Taco Bell of America, LLC presently maintains a leasehold interest on a Lot 7, effective from May 29 2015 to May 31, 2041, with options to extend; WHEREAS, the City approves of this Assignment; and WHEREAS, it is the mutual desire of Parties to execute this Assignment. 4873-2546-3986, v. 2 OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX AGREEMENT: NOW, THEREFORE, for and in consideration of the above and foregoing premises and the mutual covenants, terms, and conditions herein contained, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Parties hereby agree as follows: 1. The effective date of this Assignment shall be the date of its execution by the City (the "Effective Date"). All rights, duties, and obligations under the Encroachment Agreement arising, accruing, or relating to the period before the Effective Date are allocated to Assignor. All rights, duties, and obligations arising, accruing, or relating to the period after the Effective Date pertaining to Lot 7 shall be allocated to Assignee. All rights, duties, and obligations arising, accruing, or relating to the period after the Effective Date pertaining to Lot 5 and Lot 6 shall remain allocated to Assignor per the existing Encroachment Agreement. 2. Assignor hereby assigns, transfers, and conveys all of its rights and interests, and Assignor hereby delegates it duties and obligations under the Encroachment Agreement as related to Lot 7 to Assignee. 3. Assignee hereby accepts the Assignment granted herein, and beginning on the Effective Date, hereby assumes all of Assignor's rights, duties, and obligations arising under the Encroachment Agreement as related to Lot 7. 4. Assignor has full right, power, and authority to enter into this Assignment, to make the representations set forth herein, and to carry out Assignor's obligations hereunder. Assignee has the full right, power, and authority to enter into this Assignment, to make the representations set forth herein, and to carry out Assignee's obligations hereunder. 5. Except as otherwise expressly set forth in this Assignment, Assignor will be discharged from any and all further obligations under the Encroachment Agreement as related to Lot 7. Assignee will have no obligations under the Encroachment Agreement except as related to Lot 7. 6. Assignor represents, warrants, and covenants with City and Assignee that as of the Effective Date, Assignor is not in default of any of its obligations contained in the Encroachment Agreement. 7. City hereby consents to this Assignment upon the terms and conditions set forth herein. Unless and until City has executed this Assignment, it is of no effect. The consent granted herein should not be construed as consent to any further assignments. The failure or delay of City in seeking to enforce any provision of the Encroachment Agreement or this Assignment shall not be deemed a waiver of rights or remedies that City may have or a waiver of any subsequent breach of the terms and provisions therein or herein contained. 4873-2546-3986, v. 2 8. Any notice given by any Party to another Party must be in writing and shall be effective upon receipt when (i) sent by U.S. mail with proper postage, certified mail return receipt requested, or by a nationally recognized overnight delivery service, and (ii) addressed to the other Party at the address set out below or at such other address as the receiving Party designates by proper notice to the sending Party. City Development Services Department 200 Texas Street Fort Worth TX 76102 Attention: Director Assignor LG Centreport 1, LLC 3500 Maple Ave Suite 1600 Dallas, TX 75219 Assignee E & A Centreport, LLC 5301 Southwest Parkway Suite 400 Corpora Austin, TX 78735 Licensee Taco Bell of America, LLC One Glen Bell Way Irvine, Ca 92618 9. Except as herein otherwise provided, this Assignment will be binding upon and inure to the benefit of the Parties and their respective successors and assigns. 10. Assignee shall cause this Assignment to be filed of record at Assignee's expense in the Real Property Records for Tarrant County, Texas. 11. The Certificate of Insurance for the Assignor attached as Exhibit `B" to the Encroachment Agreement is hereby deleted and replaced with the attached Certificate of Insurance from the Assignee attached to this Assignment as Exhibit "C". So long as the Licensee has a leasehold interest in Lot 7, Licensee shall obtain and maintain the insurance required in Section 8 of the Encroachment Agreement. 12. Section 16 of the Agreement is hereby deleted in its entirety and replaced with the following: 16. Licensee covenants and agrees that it will not assign all or any of its rights, privileges, or duties under this Agreement without the written approval of the City, 4873-2546-3986, v. 2 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 default 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 foreclosure or assignment is provided to City." 13. All terms and conditions of the Encroachment Agreement not amended herein remain unaffected and in full force and effect, are binding on the Parties, and are hereby ratified by the Parties. Capitalized terms not defined herein shall have meanings assigned to them in the Encroachment Agreement. 14. This Assignment may be executed in multiple counterparts, each of which shall be deemed an original, and all of which, when taken together, shall constitute one and the same document which may be evidenced by one counterpart. [SIGNATURES APPEAR ON FOLLOWING PAGES] 4873-2546-3986, v. 2 ASSIGNOR: LG Centerport 1, LLC, a Texas limited liability company by: LG Capital, LLC, a Texas limited liability company, its manager 13y: 9-1.4 (�� Name: Joshua Canafax Title: CIO Date: 2d, 2c)2L/ I STATE OF Coio RPm o § COUNTY OF EL PAS& § This instrument was acknowledged before me by Joshua Canafax, as the CIO of LG Capital, LLC, a Texas limited liability company, the manager of LG Centerport 1, LLC, a Texas limited liability company on behalf of said company. CRYSTAL Y SHEPLEY NOTARY PUBLIC STATE OF COLORADO NOTARY ID 20194035076 My Commission Exipime: September 12, 2027 XStaf � Notary ublic,Gol �aclo 4873-2546-3986, v. 1 LICENSEE: Taco Bell of America, LLC, a Del wa e limited liability company By: kR C - Name: Kristina de la Rosa Title: Assistant Secretary Date: �A AfVl h 29, 2o A q STATE OF COUNTY OF M P vj t-, § ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual 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 Orange ) On March 28, 2024, before me, Christy L. Sobiesiak, Notary Public, notary public, personally appeared Kristina de la Rosa, who proved to me on the basis of satisfactory evidence to be the person whose name is subscribed to the within instrument and acknowledged to me that she executed the same in her authorized capacity, and that by her signature on the instrument the person, 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 hand and official seal. CHRISTY L. SOBIESIAK Notary public - California San Bernardino County (Seal) Commissions Mar 23. [ `"t�°�`"My Comm. Expires Mar 23. 2025,e Signature Seal � l 4873-2546-3986, v. 2 ASSIGNEE: E & A Centreport, LLC, a Texas limited liability company Eddie Harouni, Manager Date: `3 -- Z-� '?-- 0 Z-�k ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual 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 4r ) On "A V--C'A 2024, before me, Lesb'a ku w A � A notary public, personally appeared Eddie Harouni, who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their 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 hand and official seal. Signature *my LESLIE KUWABARA Notary Public • California Los Angeles County Commission p 2359931 Comm. Expires Jun 29, 2025 (Seal) ! 4873-2546-3986, v. 1 APPROVED AS TO FORM AND LEGALITY: FWBC Sec. 3210 Jeremy Anato Mensah, Assistant City Attorney City Attorney's Office Date: Apr 3, 2024 FORT➢P �ATTEST• =o CJ, Pa� °E�p564a Jannette Goodall City Secretary (M&C not Required) Date: Apr 3, 2024 STATE OF TEXAS § COUNTY OF TARRANT § CITY OF FORT WORTH Da[to n J. Harrell VXr3, 2024 11:34 CDT) DJ Harrell, Director Development Services Department Date: Apr 3, 2024 Contract Compliance Specialist: 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. -,Pebeccg -Plane �wen Rebecca Diane Owen (Apr 3, 202411:31 CDT) Date: Apr 3, 2024 Rebecca Owen Development Manager This instrument was acknowledged before me on the 3rd day if April , 2024 by DJ Harrell, Interim Director, as the Director of the Development Services Department of the City of Fort Worth, a Texas municipal corporation on behalf of the City of Fort Worth. �Pa� PLe WENDY L BEARDSLEE o Notary Public EXAS STATE OF T 2 ti Notary I.D. 13323719-2 July 28,025 My Comm. Exp: 4873-2546-3986, v. 2 Notary Public,, State of Texas OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX EXHIBIT A W,Sp0yE'Se•W it \\rlui wl•0-,l w 94Q $p' fA�6.38e'32, Uui �4 KA BLOCKIA , 1: A? aJ� `' gaga �.M 5 � ygx :k P CD Of ' LOT 3 BLOCK A .\N LAr s I II u a IN 6� BWLOLK A gg BLOCK A J L g of a• 6g j� 3 '-- x lair LEGEND n6 s� �Km �ro st wni Cwr > 5/e PYn UKN RN fauM] fat .� � uaxrrNr LOCATT P OWNERS PLATMIM 6H51L LP, A TEXAS IIMITEO PARTNERSHIP 6350 0ER RIOL BLMT. FORT WORTH, TK 76132 PHONE: C017) A - .. CONTACT. APRL. KEKOWN LC CEAIREPORT 1, LLG A TEXAS LIMITED PARTNERSHW 2311 CEDAR SPRP . 12W DALLAS. TEAS 75201 PNONE: C21A) .5-B000 CONTACT: 2ALL TOLIV R MiaoN NORTH SCALE t' � SO' ix .lr, :zA•a- cAs: NUMBE< FP-+s-ope PRELIMINARY PLAT CASE NUMBER PP-16-016 MAL RAT LOT 1-7, BLOCK A CENTREPORT LOCATED N 1M WiIZNT .IIBH0— 6U— A-68t AH AowTLN 10 THE CRY OF —T WCR1N TARRANT —1. TEXA6 CbAMEREAL LOTS OCTOBER 2ms 6NEET 1 a 3 �'d' EERS A1'P TR141'P'rF Y.:� C,GBSf '. lNT H 'M S wwO5 I'm P I Sc,NL�. w'�5'�am¢oa ce+I .o®mm»rse ii PnNT. ��I „�,ep..P"emmmm3. z5�. a 'ay`mmxro Pm<, m< ✓aP`1. a <nu.e mr aW 21- - s1,1x��ira «A. »d.:1: .. m� :....I.m. cLNERu Worts ae� a<.e 9NaW«owa aep�l`e`r`.'e a. �+rkesg"eP uvnm"".e a Aiwa PAYa wo a .and .o.a m=vepnmee< W >.vt�i'me.1 rcl erects i ' 8 ��mY"eAm�µA g•A «� a ro. �4 �:��1�_�s.,. =pT -ZEE i 0 ms PIATINUN IS II, "1 A TE%AS LWITED PARTNERSHIP 8350 O—To RIM Bm. PORT WORTH, TX 76132 PHONE. (8TT) 989-TB00 CONTACT. APRIL KCHOWN LO CFNTREPORT 1, L-C, tEXAS LIXNTEo PARTNERSHIP 231' CEOAR SPRNOS. 8200 D—S TEXAS 75201 PHON_: (2,4) 885-8080 CONTACT: 1 1 ..— QM. - W-o-, SE NUMBER FP-15-OBB PoTEIIAnNARY PLAT .. xLMBER PP-11 — PLAT LOT 1-7, BLOCK A CENTREPORT IDLATEo IN RIf NNCFNT J. HUT— SI.RbEY A — AN A T. TO — CITY OF FORT NORTH, TARRANT C .TY. TIXAs --AL Lon AuC 2015 91f£i 2 OF 2 :r: um x r, EXHIBITIC Jq'7 TARRANT COUNTY TAX OFFICE RONWRIGHT 100 E. WwOrerford, Rwm 105 • FoH Worth, To- 7619"301 • 817.884-1100 Tax Assettas-CoBaler ., * •*•. ddalraco—decoenry.cam TAJt CERTIFICATEFOR AC COUNT' 0-3E7367 DATE: 11/42 PAGE 1011 AD NUMIIER' A, 1 2805 FEE' 510.00 OF-ItCATE NO: 56213005 Cd I ECTING AGENCY HUTTON, VIN NTURVEY RON MIGHT A.1 TR MD6 PO BOX Mall; FORT WORTH TX 76151-0018 OOc000DXIGHWAY3 0 raFOl STED BY 4U8ACRES CRES LODGEBTAR INVESTMENTS, LTD PROPETYIY OWNER FORT WORTH CITY OF 6550 OVERTON RIDGE BLVO FORTWORTH TX M132 1DOOTHROCKMORTONST FORTWORTH TX 761026311 -I Is to certify that the ad valorem records of Ns To— County Tex Asseeaw-CoOeeloi reOEcl the tat. Interest. and alher siatutnyfeed Thalhavebee^assessed awl we now tluetothe d, enl10esantl Tarfheyearssalout Of tow farthe tles odoe, p%erly herein. The Tarrant County Tax Aasessyfor tthe Y makes no ter "lie ion as b 0le amount of Mx, peed- Inll.— .ner foes esseased Dr «due any 11." ,^lily far the year w ypara fw d" the Torrent Counr Tax gssesaor I I too did net have 01e atalldery duty IP ethed t ar keep h a s, s of asea wlledlon. Atldi;ioI, taxes may became due on tho deswtbed prat m y. which are not elk P,. herein, If tau add, described property has or is recewm9 ffi sf—. vp.—II d inai may tlpgerlax ro0back prpyisiona. This cemdwN apalies W atl valorem taxes only and tloes not apply to ang specal assessmerd levies. YEM TAx UNI, I AMOUNT WE 2015 CITY OF FORT WORTH D,00 2015 HURST-EULESSBEDFORD IGO 0.00 2015 JPS HEALTH NETWORK OOO 2015 Tsoand County DW 2015 TARRANTCOUNTY COLLEGE moo 2015 TARRANT REGIONAL WATER DIST, 000 Tura. I 560D� ISSUED TO LCDGB2I INVEBThIENTS. LTO ACCOUNS IiUMSER: aD0A138T307 TOTAL Cy .-. iAX: So ad eY; l7 /)��`1lV\ TMRhtlT COUNTY TA%OFFICE 1 Illf rrr.. TARRANTCOLNTYTAXOFFICE MARY LOUISE GARCIA - ••c"6mjf., Sas '1i COUNTY CLERK LOOGESTAR INVESTMENTS 6350 OVERTON RIDGE BLVD FT WORTH, TX 81798-9780 '`aR 11dIp1Y••. TARRANT COUNTY TAX OFFICE RON WRIGHT 100B. wdlw(oN.Romt IM • Fart Worth. lNuos 761960301 • 917-884-IIWI 2 YAs"sti:ildBF-GBIIEdIDe mxoffrce®Iarred—dayconl YI 7 TAXCERTIFICATEFOFIACCOU -0413E7375 GA1E: 111-011 PAGE 1 OF 1 AD NUMBER'AEEI ffi E Ces-ICATENO: BE214000 FF—rTpSF101k1 CY�Iaui�,�ON Yt COILECr m—ENOY HUlYON. I I fEI�R J SURVEY r RON WRIGHT A681 TR 2P PO BOX 0101a FORTWORTH TX 76161.001 .I OIX W TRINITY BLVD REDUESTC-0 BY LODGESTAR INVESTMENTS, TO FROPERTy ORTWORTH.CI- FORT WORTH, CITY OF 6350 OVERTRIDGE BLVD FORT WORTH TX 76132 1000 THROCKMOR7 FORTWORTH TX 761026311 This is to derdly that the ad v0I rem Mosall of Iha Tananl COUmy Tax Ass ... w COIIaCIw reflect the tax, i^lemst, and ¢thee staluloyhouslhmhseebeenaa s da^tlarenowdueiolha laxinUenfidae and fwihs ye rssal ON below for the described propertyharem. The Tenant e u � Tes sasessor-Coflagor makes no cxOfrcMfon ae fo the amount or,. penahy, i.. bad r trar fees assessed by ar d ny taen0 enbly fw the year or years far which the TermM LOanIY Taz Assessor-Coll¢etar did nol have the sIeINOry do to Ilacl o keep records of such .1-Ion. Add'teral taxes may became due on the cniretl propclY. whiN om I mflectetl herein if fhe saltl tlescribetl property nee or is racgving any special statutory valualtons Ihst may IdBDert� Ilbaak provisions. This ceHlflwb: apples to ad valorem level only and does rat apply to any 1� special aa.—r e s lewas. yEPR I TAx U4R -I AMUDNTOUE ` 1'� 201a CITY OFFOR WORTH O.Do 2014 HURST{ULE 5-BEOFORD 1tiD Opp 2014 JPS HEALTH E-TWORN 0.00 201a Tamant County OOO 2U14 1 H7T NTY COLLEGE O.W 2014 TARRANT R IDNAL WATER DIST. 000 TDTAL 50.00 ISSUED TO WDGESTAR INVEST ENTS, LTD ACCOUNTNlhABFT X, S".w73T ' TOTAL Cheri TAx: S3.DD BY: f - IARRANT COUNTY TAx OFFICE BY: �a / yaNFgNT COUMY TAx .,VICE IYl TAXER FOR THE CURRENT 7 �ENOT!'BEEN , RFvaF ma y-_ Y I s connTy' 100West Weathertprd Foa Wodh,TX 76196-G401 PHONE (817) 884-1195 Submitt- LODGESTAR INVESTMENTS - DO NOT DESTROY WARNING - THIS IS PART OE THE OEFIL'fAl RFrnun Filed For Regislrahon: 1102015 11 A6 AM Instrument#: D215252860 PLAT B PGS $77.00 D215252850 ANY PROVISION WHICH RESTRICTS THE SALE, RENTAL OR USE OF THE OESCRI8ED REAL PROPERTY BECAUSE OF COLOR OR RACE IS INVALID AND UNENFORCEABLE UNDER FEDERAL TAW' 9 0 T COUNTY TAX OFFICE RON WRIGHT 105 • Fen Waab, Tiod, 76196-0301 • 81T-88e-1100 Tax Assessor-Callertar toxamesemrred.-Y.wm TAXCEFITIFTCATE FORA T:OOWG4TI03) 1107E il-15 PAGE 1 OF 1 PD NUMOER A6at.2D@ CERTIFICATE NO 66213906 FEE '510.0 4 R ERTY(1 TION d11_�n� 10N, VMICENT J SURVEY RON WRIGHT A681 TR 2DO2 PO BOX 961018 FORTWORTH TX 78161.001 ODODIXp HIGHWAY360 5.343 ACRES LO 1 VESTMENTS, PROPFRIY D CITY TO FORT WORTHH CITY Of 63WOVERTON RIDGE BLVD FORT WORTH TX 76132 i0pp 7HROCKMORTON ST FORT WORTH TX 761026311 Thla a is cw5fy that the ad reau d, of the Tarrant County Tax Aseesso, Cdldoha o;Bed the lax, "I""" antl Other statutory fees that have been aLsued and are now due to the faxirg enfities antl for the years set out below for the described property herein. The Tarrant CWWWWQQuuMn Tax AssessorLallecformakw npcertifxatipn as 10 the amount of lax, penally, interest. or oNer fees assessed by Or da did -1 have the statutory dui y taxing entdy for the year or years far WtIGI the Tenanl CowN Tax AssessoLGnllec[Of to tolled or keep records of such call -ion. Additional taxes may become due On the described Ixapedy, which are —ii.ns chat maytrigger lax 1 reflected herein, if the .0 described pmpe^y has ar is --il airy sP--d st'toutory ]the. provisions. This certilood. applies fo ad valorem taxes only antl does rot aFpN Y t spec.a!assessmenticries YEPA TAx UNIT AMOUNT— 1 2015 CITY OF FORT WORTH O.DO 1 2015 HURSTEUL S-SEOFORD IRO - 0.00 2015 .1PSHEAI.TN TWORK 090 W15 Tatranf CaandY DDO M15 TARRANTCOUNTY COLLEGE 0.00 MH5 TARRANT RE ZONAL WATER OIST D.DD TOTAL 50,00 I ISSUED TO: LODGESTAR INVE ME—. LTD , ACCOUNTNUMBER ODWE47— TOTAL BY: _ _ TARRANTCOUNTYTAXOFFICE Ip" �JAIiRANT,000NTYTAXOFFICE i'l `�:i.'1lH (t (' , (I i. EXHIBIT B GUYSECRIRAW CONTR T NO. EASEMENT ENCROACHMENT LICENSE AGREEMENT. d ff oo j` Commercial THIS AGREEMENT is made and entered into by and between THE CITY OF FORT WORTH, a home rule municipal corporation of Tarrant County, Texas ("City"), acting by and through its duly authorized Planning and Development Director, and LG Centreport 1, LLC, a Texas limited liability company, hereinafter referred to as "Licensee", owner of the property located at 4290 Highway 360, Fort Worth, TX 76155 ("Property"). RECITALS WHEREAS, Licensee is the owner of certain real property described as Tract 2b05, Tract 202, Tract 2p in the Vincent J. Hutton Survey, Abstract 681, an addition to the City of Fort Worth, Tarrant County, Texas as recorded in County Clerks Document No. D215048411 or Volume and Page No. (N/A) of the Real Property records of Tarrant County ("Property"); and WHEREAS, the City has a 15 foot wide Water easement (the "Easement") in the property as shown on the map attached to this Agreement as Exhibit "A" and incorporated herein; and WHEREAS, Licensee desires to construct/place and maintain Private Underground Storm Drain Lines and Inlets which will be into the Water Easement in three (3) separate locations (the "Encroachment") and which will encroach onto the City's Easement as shown on the attached survey and only to the extent shown thereon; 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 of the payment by the Licensee of the fee set out below and covenants and agreements hereinafter contained, to be kept and performed by the Licensee, hereby grants permission to the Licensee to encroach upon and occupy a portion of the City's Easement as described in and at the location shown Exhibit A for the purpose of constructing private storm dra&r_system-,,-(thc "Ever achment"). Upon 2014 Easement Encroachment Agreement -Commercial , FICIA �`� IC Y Page 1 of 10 RECO i completion of the Encroachment, Licensee agrees to be responsible for maintaining any and all structures and buildings within and above the Easement. Licensee shall not expand or otherwise cause the Encroachment to further infringe in or on the City's Easement beyond what is specifically described in the exhibit(s) attached hereto. 2. All construction, maintenance and operation in connection with such Encroachment, use and occupancy shall comply and be performed in strict compliance with the Charter, Ordinance and Codes of the City and in accordance with the directions of the Director of the Transportation and Public Works Department or the Director of the Water Department of City, or his duly authorized representative. Prior to the construction of the Encroachment, Licensee shall submit all plans and specifications to the applicable Director or his duly authorized representative. Licensee shall not commence construction of the Encroachment until such approval shall be indicated in writing by the Director. However, such approval shall not relieve Licensee of responsibility and liability for concept, design and computation in the preparation of such plans and specifications. 3. Licensee agrees that City may enter and utilize the referenced areas at any time for the purpose of installing, repairing, replacing or maintaining improvements to its public facilities or utilities necessary for the health, safety and welfare of the public for any other public purpose. City shall bear no responsibility or liability for any damage or disruption or other adverse consequences resulting from the Encroachment installed by Licensee, but City will make reasonable efforts to minimize such damage. In the event that any installation, reinstallation, relocation or repair of any existing or future utility or improvements owned by, 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, Licensee shall pay to City an additional amount equal to such additional cost as reasonably determined by the Director of Transportation and Public 2014 Easement Encroachment Agreement -Commercial Page 2 of 10 Works or the Director of the Water Department of the City, or his duly authorized representative. U In order to defray all costs of inspection and supervision which City has incurred or will incur as a result of the construction, maintenance, inspection or management of the encroachments and uses 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 Three Hundred and Twenty Five Dollars ($325.00). 5. The term of this Agreement shall be for thirty (30) years, commencing on the date this Agreement is executed by the City of Fort Worth. Provided however, this Agreement shall terminate upon the non-compliance of any of the terms of this Agreement by the Licensee. City shall notify Licensee of the non-compliance and if not cured within thirty days this Agreement shall be deemed terminated. 6. It is further understood and agreed upon between the parties hereto that the easements to be used and encroached upon as described herein, are held by City as trustee for the public; that City exercises such powers over the easement as have been delegated to it by the Constitution of the State of Texas or by the Legislature; and that City cannot contract away its duty and its legislative power to control the easement 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 in its sole discretion to use or cause or permit the right of way to be used for any other public purpose, that does not preclude the use of the Encroachment on the Property for a office building or activities related thereto, including but not being limited to underground, surface of overhead communication, drainage, sanitary sewerage, transmission of natural 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 the Encroachment and the public purpose. 2014 Easement Encroachment Agreement -Commercial Page 3 of 10 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 INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS, OF WHATSOEVER KIND OR CHARACTER, ARISING OUT OF OR IN CONNECTION WITH, THE CONSTRUCTION, MAINTENANCE, OCCUPANCY, USE, EXISTENCE OR LOCATION OF SAID ENCROACHMENTS AND USES GRANTED HEREUNDER, WHETHER OR NOT CAUSED, IN WHOLE OR IN PART, BY THE NEGLIGENCE OF OFFICERS, AGENTS, SERVANTS, EMPLOYEES, CONTRACTORS, SUBCONTRACTORS, LICENSEES, ELECTED OFFICIALS OR INVITEES OF THE CITY; AND LICENSEE HEREBY ASSUMES 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, LICENSEES, OR INVITEES. 8. While this Agreement is in effect, Licensee agrees to furnish City with a Certificate of Insurance, naming City as certificate holder, as proof that it has secured and paid for a policy of public liability insurance covering all public risks related to the proposed use and occupancy of public property as located and described in Exhibit "A". The amounts of such insurance shall be not less than the following: $1,000,000 Commercial General Liability with the understanding of and agreement by Licensee that such insurance amounts shall be revised upward at City's option and that Licensee shall so revise such amounts immediately following notice to Grantee of such requirement. Such insurance policy shall provide that it cannot be canceled or amended without at least ten (10) days prior written notice to the Building Official of the City of Fort Worth. A copy of such 2014 Easement Encroachment Agreement -Commercial Page 4 of 10 Certificate of Insurance is attached as attached as Exhibit "B". Licensee agrees to submit a similar Certificate of Insurance annually to City on the anniversary date of the execution of this Agreement. Licensee agrees, binds and obligates itself, 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 all encroachments and the cleaning and restoration of the city streets. All insurance coverage required herein shall include coverage of all Licensees' contractors. 9. 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 Encroachment on Easement Agreement in its entirety in the deed records of Tarrant County, Texas. After being recorded, the original shall be returned to the City Secretary of the City of Fort Worth, Texas. 10. Licensee agrees to comply fully with all applicable federal, state and local laws, statutes, ordinances, codes or regulations in connection with the construction, operation and maintenance of said Encroachment and uses. 11. Licensee agrees 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. 2014 Easement Encroachment Agreement -Commercial Page 5 of 10 12. Licensee covenants and agrees 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 responsible for the acts and omissions of its officers, agents, servants, employees, contractors, subcontractors, licensees and invitees. 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. 13. Licensee agrees and acknowledges that this Agreement is solely for the purpose of permitting Licensee to construct, maintain and locate the Encroachment over or within the described Easement and is not a conveyance of any right, title or interest in or to the Easement 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 permission before occupying such property. 14. 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 attorney's fees. 15. The parties agree that the duties and obligation contained paragraphs 3 and 4 shall survive the termination of this Agreement. 2014 Easement Encroachment Agreement -Commercial Page 6 of 10 16. Licensee covenants and agrees that it will not assign all or any of its rights, privileges or duties under this contract without the written approval of City Planning and Development Director, and any attempted assignment without such written approval should be void. 17. Any cause of action for breach of this Agreement shall be brought in Tarrant County, Texas. This Agreement shall be governed by the laws of the State of Texas. 18. This agreement shall be binding upon the parties hereto, their successors and assigns. r EXECUTED this day of°;� , 20-S i' City Licensee: City of Fort Worth LG Centreport 1, LLC, a Texas limited liability company C Candle Planning and Development By: LG Capital, LLC, a Texas limited liability company �vs\ By: 2014 Easement Encroachment Agreement -Commercial Name: Title: �. & OFFICIAL ECORI CITY SECRrA3,?V Page 7 of 10 T. VVORTH' ATTEST: k_)3` City Secretary Approved As To Form and Legality Ulf, Assistant City Attorney 2014 Easement Encroachment Agreement -Commercial Page 8 of 10 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 Randle Harwood, known to me to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that he/she executed the same for the purposes and consideration therein expressed, as the act and deed of the City of Fort Worth, and in the capacity therein stated. GIVEN UNDER MY HAND AND SEAL OF OFFICE this day of 20 l C IRMA SAENZ Notary Public Notary Public in and for the State of�exas STATE OF TEXAS o'e' My Comm. Exp. Jan. 28, 2016 2014 Easement Encroachment Agreement -Commercial Page 9 of 10 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 Will Toliver„ Executive Vice President, known to me to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that he/she executed the same for the purposes and consideration therein expressed, as the act and deed of LG Centreport I, LLC, and in the capacity therein stated. GIVEN UNDER MY HAND AND SEAL OF OFFICE this .day of �.� W..„ �. __,. �,... �... ......... .�„..... NE®R A LEACH Notary Public, State of Texas My Garnmission Expires June 07, 2fl16 Notar tub,�ic in and for the State of Texas 2014 Easement Encroachment Agreement -Commercial Page 10 of 10 LOT 1, BLOCK ADDITION I CENTREPORT ADDITION J INST. NO. D211180645 )E _ REGGIS COURT c (60' RIGHT—OF—WAY)— I I I � I I I I I LOT 2 135,722 SQ. FT. I i 3.1157 ACRES I r r PRIVATE LRM DRAIN ENCROACHMENT NO. 3 INTO WATER EASEMENT — 33 SQ. FT. PRIVATE STORM DRAIN r ENCROACHMENT NO. 2 INTO r Q -------- I WATER EASEMENT — 70 SO. FT. / -� _ _ _ __ O .?�: ------------------ o --------- I ��------------- _ ``' r __ _ _ _ _ _T` 6' PUBLIC PEDESTRIAN ACC EASEMENT 15' WATER EASEMENT ESS I — — — — t- — I itLRE F I I I Z ci I I I } 6' PUBLIC PEDESTRIAN ti¢ I I F c I ACCESS EASEMENT oM�_ WW i I I } W z LOT 7 U a am I 1 Io w 1 N N 39,189 SQ. FT. II 1 0 1 I irm� LOT 6 -w w ui ( W a 0.8997 ACRES w m m mw i ( I w (L' 60,747 SQ. FT. � w w a i s 11 Y a .- < j D.uI ¢< 1.3946 ACRES a ix ¢w U� 1R+g II 1c'7 a �wz Paz ----- --'--------- !— ----- ZT- z - �---1----------- — - 1--------y coi �-- - - — -_ _ WATER LJNE EASEMENT - V ----- — — NORTH BOUND SERVICE ROAD — — — — — — — — — — — — — — — — — — — — — — — — — — — — — — — — — — — — — — — naeo RIVATE STORM DRAIN STATE HIGHWAY 360 ENCROACHMENT NO. 1 INTO (VARIABLE WIDTH RIGHT—OF—WAY) WATER EASEMENT — 101 SQ. FT. O' 100' 200' GRAPHIC SCALE Hl8ON NORTH ENCROACHMENT TABLE ENCROACHMENTITEM SQUARE FEET PRIVATE STORM DRAIN 33 PRIVATE STORM DRAIN 70 PRIVATE STORM DRAIN 101 TOTAL ENCROACHEMENT AREA = 204 SQ. FT EXHIBIT A EASEMENT ENCROACHMENTS LCG CENTREPORT PHASE III SH 360 AT SOVEREIGN ROAD AND CENTRE STATION DRIVE FORT WORTH, TEXAS j Dj ENGINEERS AND CONSULTANTS, INC. ' R ` TSBPE REGISTRATION NUMBER F-8527 ENGINEERS • SURVEYORS • LAND PLANNERS 2500 Texas Drive Sate 100 Irvmg, Texas 75062 Tel 972-252-5357 (JDJR) Fax 972-252-8958 1 of 4 a m t- I m . 0r� tn� ism 1 00 V)) aZ Z Ld Wd' 4Lm N Q 2 N� -- W ZY �Z =U �D_m M< ' J J W U � _ 0 a + 3 m 04 +,L + � + � 0 00" v' c -I , I —a.a — ■ I V HN 0�U 0w ii¢ -H� -H0 0zF ►� FX �O F¢-X FX Fa-X FWX Cn 0 to w to w cn w cn m w to Ln o II �� a _) (( I== �4L IIII 1 w100 = a.00 Lora S = 0.0010 F/F V = 1.88 F/S = rm 5281 1 5241 5201 1 5161 5121 1 L 5081 I TOP OF EX. 4" WATER I INISTAL� �1'351 ±507.75 (FR M PLAN) 1 LF OF 1 18 III 5041 MCP � .. ICI o' 5001 EXHIBIT A _I I c I N I ( PROFILE ENCROACHMENT NO. 1 X X I I LINE SD-4 mI m °°) m ( LCG CENTREPORT PHASE III SH 360 AT SOVEREIGN ROAD AND CENTRE +50 0 STATION DRIVE FORT WORTH, TEXAS ENGINEERS AND CONSULTANTS, INC. j Dj R TSBPE REGISTRATION NUMBER F-8527 ENGINEERS • SURVEYORS • LAND PLANNERS SCALE: 1 " = 50' H 1 is = 5' V. 2500 Texas Drive Suite 100 kving, Texas 75062 Tel 972-252-5357 1JDJR1 Fax 972-252-8058 2 of 4 U N I Z F W ZVO Wes- _... �Q _ Z „ za pa�I rna �� Z En w l in Q- I 1 vrilm 24 LNE-SM 520 516 I l I I PROPOSED OR ODE EXISTINf GRADE I I 512 I I y III 30»I 1.0;i 1508 EX. 42' -- PROPOSED Q10D = 48.79 CFS i �Ar = L FLOW I D=1.90FT �- i nm —v C =157.0 CFS I I I INSTALL 164 LF 1017 I 500 30" HDPE I �I I � M 496 EXHIBIT A FILE ENCROACHMENT NO. 2 I I PRO ml M �I �I ZIP 0 0 0 0 0 LINE SD-6 mI " I t 1 toI m LCG CENTREPORT PHASE III +50 1 +50 0 SH 360 AT SOVEREIGN ROAD AND CENTRE STATION DRIVE FORT WORTH, TEXAS j Dj R ENGINEERS AND CONSULTANTS, INC. TSBPE REGISTRATION NUMBER F-8527 ENGINEERS • SURVEYORS • LAND PLANNERS SCALE: 1" = 50' H 1 to = 5' V. 2500 Texas Drive Sdte 100 Irving Texas 75062 Tel 072-252-5357 1JDJRt Fax 972-252-8958 3 of 4 5321 5281 5241 I 5201 1 I 5161 1 5121 I 5081 5041 to 4-- I II a�l—i $" METER I 1 1 IQioo � 4.1 CFS c = n 3 n 1-1 � I I I in II I IN$TALI 5V LF I I I OP *1 HOPE II ZEd 5I I I % I _Iq N n �I =1 mgl +50 4 SCALE: 1" = 50' H 1 " = 5' V. +50 EXHIBIT A PROFILE ENCROACHMENT NO. 3 LINE SD-7 LCG CENTREPORT PHASE III SH 360 AT SOVEREIGN ROAD AND CENTRE STATION DRIVE FORT WORTH, TEXAS j Dj RI ENGINEERS AND CONSULTANTS, INC. TSBPE REGISTRATION NUMBER F-8527 ENGINEERS • SURVEYORS • LAND PLANNERS 2500 Texas Drive Me 100 Irving, Texas 75062 Tel 972-252-5357 (JDJR) Fax 972-252-8958 4 of 4 EXHIBIT C REVISED CERTIFICATE OF INSURANCE