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CONTRACT TA
MUTUAL RELEASE '
WHEREAS, on October 28, 2002, the City of Fort Worth entered into City of
Fort Worth City Secretary Contract No. 28342, Ground Lease Agreement and Option to
Purchase with Fort Worth Mercado I, L.P., hereinafter referred to as the "Ground Lease",
for the lease of the real property more particularly described in Exhibit "A" attached
hereto, such real property being hereinafter referred to as the "Premises";
WHEREAS, Fort Worth Mercado I, L.P. has entered into a construction contract
with HM & MF Ltd., d/b/a Muckleroy and Falls, a Texas limited partnership, for the
construction of certain improvements to the Premises; and
WHEREAS, Fort Worth Mercado I, L.P. has entered into various other contracts
related to the Premises; and
WHEREAS, differences have arisen between the City of Fort Worth and Fort
Worth Mercado I, L.P. regarding the Ground Lease and believe that it is in their best
interests to resolve those differences in an amicable manner.
NOW THEREFORE the Cit of Qr ,°mirth, hereinafter referred to as "City",
acting herein by and through , is duly authorized assistant city manager, and
Fort Worth Mercado I, L.P., acting herein by and through its general partner, Fort Worth
Mercado, Inc., hereinafter referred to as "Mercado', acting herein by and through Deyla
Guadiana, its duly authorized president, do hereby agree as follows:
1.
Lessee shall assign to the City all its rights, title and interest in and to the
construction contract between it and HM & MF Ltd., d/b/a Muckleroy and Falls, a Texas
limited partnership, hereinafter referred to as "Contractor", such contract being dated
August 8, 2003, a copy of which is attached hereto as Exhibit `B" "Construction
Contract". Lessee_represents and warrants to City that Lessee has paid all sums due and
owing to Contractor as of the 31St of July, 2004,
2.
Based upon its reliance upon the representations and warranties made by Mercado
herein, City hereby forever releases, discharges and acquits Mercado, and its
shareholders, directors, officers, employees, agents, attorneys, successors and assigns of
and from any and all claims and causes of action, of any nature whatsoever, which it had
or now has arising out of or related to the Construction Contract.
3.
Mercado hereby forever releases, discharges and acquits City, its officers,
employees, agents, attorneys, successors and assigns of and from any and all claims and
causes of action, of any nature whatsoever, which it had or now has arising out of or
related to the Construction Contract.
4.
City of Fort Worth City Secretary Contract No. 28342 is terminated effective as
of the date that this Mutual Release is executed.
5.
Further, Mercado and City agree to work cooperatively to resolve all issues
related to any contract, verbal or written that Mercado has entered into related to the
construction of the improvements on the Premises, including but not limited to expenses
that Mercado incurred for architectural and engineering design fees, and the purchase of
services and materials and supplies, either incorporated into the improvements or stored
on the Premises to be incorporated into the improvements or stored in other locations.
6.
City and Lessee mutually agree to execute any and all documents necessary to
effectuate this Mutual Release.
7.
All the agreements and understandings between City and Lessee are expressed
herein, and the terms of this Mutual Release are contractual and not mere recitals.
Executed thisQ-dday of September, 2004.
ATTEST: CITY OF FORT WORTH
By:
Marty Hendrix Dale Fisseler
City Secretary Acting Assistant City Manager
Appro d a o Form and Legality:
ssistant City Attorney
1-11110 ff ./godod,
Contract authorizatioa
Pate
FORT NORTH MERCADO 1.LPMUTUAL RELEASE
Page 2 of 2 �" IJ r
Approved By Counsel for Lessee LESSEE:
FORT WORTH MERCADO I, L.P.
By: FORT WORTH MERCADO, INC.
Its General Partner
Ji j ulbertson D la Guadiana
President
FORT WORTH MERCADO I,LP
MUTUAL RELEASE u
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THE STATE OF TEXAS §
COUNTY OF TARRANT §
BEFORE ME, the undersigned authority, on this day personally appeared +ee
2aaiagua, assistant city mana,ger of the City of Fort Worth, known to me to be the person
whose name is subscribed to the foregoing Mutual Release, and acknowledged to me that
he executed the same for the purposes and considerations therein expressed.
GIVEN UNDER MY HAND AND SEAL OF OFFICE THEA y of
September, 2004.
FL(c
HETTIE LANE
MY COMMISSION EXPIRES Notary Public in and for the
,,ti July 2s,2007 State of Texas
-------
THE STATE OF TEXAS
COUNTY OF TARRANT
BEFORE ME, the undersigned authority, on this day personally appeared Deyla
Guadiana, know to me to be the president of Fort Worth Mercado, Inc., general partner of
Fort Worth Mercado I, L.P., known to me to be the person whose name is subscribed to
the foregoing Mutual Release, and acknowledged to me that she executed the same for
the purposes and considerations therein expressed. 71 fj)
GIVEN UNDER MY HAND AND SEAL OF OFFICE THE day of
September, 2003.
u�l c in and 45th(
State f Texas
.Y JAVIK L.CAM
••:�4R u.1C�.:
FORT WORTH MERCADO I,LP
MUTUAL RELEASE
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