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HomeMy WebLinkAboutContract 47206 CITY SECRETAW CON'TRACTNO, iit;a 9 2015 t;15y OF 'ROACHMENT AGREEMENT ASSIGNMENT AND CONSENT OF ENC City Secretary Contract No. 46781 THIS ASSIGNMENT OF ENCROACHMENT AGREEMENT' ("Assianment") is made and entered. into as of this /'-.'> day of November, 2015, by and between the CITY OF FORT WORTH, a Texas home-rule tritinicipal corporation P'f 10ENIX-FWSOUTH, LLC, a Texas limited liability company and VR 13110ENIX HOLDIN(lSk LIMITED PAUNERSHIP, a Delaware limited partnership ("AssiLyne�"), (Sometimes City, Assignor and Assignee are reterred to individually as a"Party" and collectively as the "Parties"). WITNESSETH: WHEREAS, the City entered into an Easement ]lncroachmentl,icense Agreement, City Secretary Contract No. 46781 (the "Encroac1jgjKBLAjEEUM!LC) with Assignor, the owner of certain real property more particularly described in the attached Legal Description (the "Property") located adjacent to or near the City's right-of-way on which the encroachments are located. The encroachments are more particularly described in the Encroachment Agreement and are sonietimes called therein and herein the "improvenients"; WHEREAS, the Encroactunent Agreement, filed on July 2, 2015 and recorded as Instrument No. 00014457 in the Real Property Records of Tarrant County, Texas, is attached hereto as Exhibit"A" and incorporated herein by reference as if set forth in full; WHEREAS, the description of the Improvetnents in the body of the Encroac]"Iment Agreement inadvertently limited the use of the encroachment, area for an office building and activities related thereto and did not include the use of the encroachment area for an apartment property and activities related thereto, which use was as shown on the survey plat, of the Property; WHEREAS, Assignor has sold the Pi.-operty to assn 11 e oi�-i November 10, 2015 as evidenced by a deed recorded as histrwrient No. bZ,V'S in the Real Property Records of Tarrant County, Texas; and WHEREAS, Assignor desires to assign the Encroachment Agreement to Assignee. AGREEMENT: NOW, THEREFORE, for and in consideration of the above and foregoing premises and the mutual covenants, to and conditions herein contained, and other good. and valuable consideration., the receipt and sufficiency of NVrhich is hereby acknowledged, the Parties hereby agree as follows: I. Assignor hereby assigns, transfers and coriveys all rights and interests"and delegates it dutiles and o�ljja,ations under th�, 111'ricroachment Agreern.ent to A ssignee. RIFT G F' # REG()RD CSC No.46781 (7onsent to Assignment Cl,"T"Y '," EC111"ETARY Page I of 8 Right of Way EIncroachment Agrevn,mit F L Wopl,'!"K,� TX Rev 03/2015 L­1111111111111-1.......... Page 1 of "a" m STICRET 6215254510 "'11/1012015 4:12 PM PGS 10 Fee: $52.00 Submitter: SIMPLIFILE Electronil&y'liecorded by Tarrant County,Clerk in Official Public Records 01 114- Louise Garcia ASSIGNMENT AND CONSENT OF ENCROACHMAIT AGREEMENT City Secretary Contract No.46781 TH1S ASSIGNMENT OF ENCROACHMENT AGREEMENT ("aAss rnnnenf") is de and entered into as of this l day of Novena e , 2015, by and between the CITY OF FORT WORTH, a Teas home-rule municipal coTporation ("'Cit ")� F1� � F SOI,,,i L1., °, a Texas, limited liability company ("� :ssi nrnr'm)" and 'VR Pl1 1 1EK HOLDINGS 1,111 . -,,D PARfNLRSH1P, a Delaware Ernited paTtnership ("Assi rn.ee")a, (Sometfines City, Assignor and Assignee are referred to individually as a"Party"' d collectively the"Parties"). WYTNESSETH: E, "AS, the City entered into an Easement,Encroachment License Agreement, City Secretary Contract No 46781 (the "Encroachment Agreement") with Assignor, the owner of certain real property more particularly described in the attached Legal I:3 sc nption. (the "ftqL)en° ,") located adja, rut'to or near the City"s right-of-way on vvliiclas the encroacli.rnernts e located. The encroachments are more particularly described in the Fncroaa .ent Agreement d are sorn.etirnes called therein and herein the "Improvements"." UE:REAS, the Encroachment Agreement, filed on July 2, 2015 and recorded. as histrw.an:n.ent No. 0001447 in the Real Property Records of Tarrant County, Texas, is attached Hereto as Exhibit„" " and i.nacorporated!Herein by ref rernce as if set forth in full; Y IEREAS, the descriptions of the Improvernnen s in the body of the Encroachnient Agreement inadvertently limited the use of the encroachment area for an office building and activities related thereto and did not include the use of the encroachment area for an apartment property, and activities related thereto, which use was as shown on the survey plat of the Pt°oeety; FREAS, Assignor has sold the Property to Assign e on November 10, 20.15 as evidernced by a deed recorded as luastrurnent o. M_ �.,.�.F_ irn the Real Property Records of Tarrant County, Texas; and VVM,'REAS,,ArSSignor desires to assign,the Encroachment Agreement'to Assignee. AGREEMENT: NOW,THERE FORE, for and in consideration of the al. ve and lbregoing foregoing prernuse,s and the mutual covenants, terms and conditions herein container.1, r .d other good and valuable consideration, the receipt and su:EEcien.cy of which is hereby ackno l odged, the Parties 'hereby agree as follows: k transfers and cons eys all. rights d interests` n d Assignor, l�ne,r� ora.,�under delegates it duties ii and opal °ati th. Encroachment Agreement to Assignee. .�� °......... S�:'No.4678 Consent eau Assignment i�ii�°��a��ii,i�'�;i' Page t of� Right of Way Encmachm nt Agreement 1 �i�rz�� r�9�� �1'e�� �e� ��k (i��� Rev 0317015 1. �, R TX, 2. Assignee hereby accepts the Assignment granted herein, and assumes all of Assignor's rights, duties and obligations arising under the Encroachment Agreement. 3. 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. 4. 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 and all rights, duties and obligations arising, accruing or relating to the period thereafter shall be allocated to Assignee. 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 of the Effective Date. 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 assignment. 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. City hereby confirms that the reference in Section 6 of the Encroachment Agreement to "use of the Encroachment on the Property for an office building or activities related thereto" is modified to read "use of the Encroachment on the Property for an apartment project or an office building or activities related thereto." 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 property 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 Planning and Development Department 1000 Throckmorton Street Fort Worth TX 76102 Attention: Director CSC No.46781 Consent to Assignment Page 2 of 8 Right of Way Encroachment Agreement Rev 03/2015 Assi gnor Phoenix— FWSouth, LLC 200 Man 0 War Ct. Burleson, Texas 76028 Attn: Stephen M. Eisner Assignee VR Phoenix Holdings Limited Partnership 38 Leek Crescent, Suite 202 Richmond Hill, ON L413 4N8 Attn.: Andrew Stewart 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 as Exhibit "B" Revised /2015. 12. 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. 13. 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] CSC No.46781 Consent to Assignment Page 3 of 8 Right of Way Encroachment Agreement Rev 03/2015 ASSIGNOR: PHOENIX —FWSOUTH, LLC, a Texas limited liability company By: FWS EMD, LLC, a Texas limited liability company, Manager By: Eisner-McC tiell Development, LLC, a Texas lim' d liability company, Manager �By: .......... Stephen M. -1 , Manager STATE OF TEXAS § § COUNTY OF § This instrument was acknowledged before me on November il-' 21015, by Stephen M. Eisner, Manager of Eisner-McConnell Development, LLC, a Texas limited liability company, Manager of FWS EMD, LLC, a Texas limited liability company and Manager of PHOENIX — FWSOUTH, LLC, a Texas limited liability company, on behalf of said limited lia ompanies. 'i, -�"l ')t e - --- ----------- Public, tate of Texas • W STEFANIE tAATt HI: Notary Pubvc [NOTARIAL SEAL] • State cf Texas Comm.Expires 7/20/2()16 rC 1 Y' 3 x r CSC No.46781 Consent to Assignment Page 4 of 4 Right of Way Encroachment Agreement Rev 03/2015 ASSIGNEE: VR PHOENIX HOLDINGS LIMITED PARTNERSHIP, a Delaware limited partnership By: VR Phoenix GP LLC, a Delaware limited liability company, is sole Gen, Partner By: Name: Andre," � st"'- Title: Authorized Person STATE OF TEXAS § COUNTY OF HARRIS § This instrument was acknowledged before me by Andrew Stewart, Authorized Person of VR Phoenix GP LLC, a Delaware limited liability company, the sole general partner of VR PHOENIX HOLDINGS LIMITED PARTNERSHIP, a Delaw itec enti ies., on November 6, 2015. Notai-yi5*ic' state Pri-exas [NOTARIAL SEAL] YV ON NE M N' A H ONDR OS Notary Public, State of Texas M y Com mission Expires November 25, 2018 CSC No.46781 Consent to Assignment Page 5 of 8 Right of Way Encroachment Agreement Rev 03/2015 APPROVED AS TO FORM AND A_.andTe-Ha O T WORTH I.,EGA1�,ITY: Assistant City Attorney oo Dir ector anning and Development Department AN T' '1=5'I': - . M . Date: AS/ y No M Secretary 0 CPO _..� &C Required] „ AS STATE OF TEXAS § COUNTY OF TARRANT § This instrument was acknowledged before me on , 2 _ by Randle Harwood, as the Director of the Planning and Developm Department of the CRY of Fort Worth, a rp oration oneaaa! t the City of Fo orth. co or t Texas mtmlci a i " "" )"SS� �M otary ub ic, State ofTexas { ��� p�c"'"p11�V �6, 2�...u..•..+�-«�,.... [NOTARIAL SEAL] 0,F Irw`1�1 frA Fr r,„f tr iy{ i �fi����F't”,� 1 y ff,;fir Page 6 of 8 CSC No.46781 Consent to Assignment Right of Way Encroachment Agreement Rev 0312015 EXHIBIT A LEGAL DESCRIPTION OF THE PROPERTY Lot 4R, Bock 34, JENNINGS SOUTH ADDITION, an Addition to the City of Fort Worth, Tarrant County, Texas, according to the Plat thereof recorded in County Clerk's 4 D212162014, Plat Records, Tarrant County, Texas. CSC No.46781 Consent to Assignment Page 7 of 8 Right of Way Encroachment Agreement Rev 03/2015 EXHIBIT B CERTIFICATE OF INSURANCE CSC No.46781 Consent to Assignment Page 8 of 8 l¢ 4 2fN4y/fmg9 w&.Igpg9 tp4greement Rev 03/2015 I:L/06 01 Y'CERTIFICA LIABILITY INSURANCE / THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSU!RER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER„AND THE CERTIFICATE HOLDER, IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies) must be endorsed, If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder In lieu of such endorsement(s). PRODUCER 1-303-481-7821 CONTACT NAME FRdeer�a'ood Partners Ixaealraraoe Center GEPICD (FAX - PIIONE [Greenwood Village - Branch ID 15327.1 dA,Q.N.II-EXtI. -- _ . .....1AtC.N9k LNAIL 6400 S Fiddlers Green C __ _.. Circle, Suite 1430 ADDRE$5: INSURER(S)AFFORDING COVERAGE NAIL d _ . ... ---- ........ Greenwood .....Village, CO 96111 INSURERA• ALLIED WORLD NAIL ASSLTR CO 10690 INSURED INSURERB ALLIED WORLD ASSLTR CO 'CTS INC 19499 ®xaterra Realty Management Company, Inc. ................_. _ INSURER C 711 fib:, Bay Area Bland., Suite 602 INSURER D. INSURER E ,Webster, TX 77599 1NSU PER F: COVERAGES CERTIFICATE NUMIBEW 45413730 REVISION NUMBER, THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN l SSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OIL OTHER DOCUMENT WITH RESPECT TO'Ut HICI.1 TI.-flS CERT'IF'ICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AF-FORDED BY THE POI...ICIES DESCRIBED HEIREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.N..WITS SHOWN MAY l°IAVI::::BEEN REDUCED BY PAID CLAIMS, INSR ..,.... .. . .......... __....ADDL SUB -_. __.._.._... ,..... ........_...-PoIIC'Y EFF j POLICY EXP...r. _. ..._ ,_ .,_-- ------- ... LIR, TYPE OF INSURANCE POIeICY'NUMBER MM151) YYY MMfDDJYYYY LIMITS A X CoNNERCIALGENE LLIABILITY 03090094 12/0"7/1.4 i '.12/07/15 EACH OCCURRENCE $ 1 a0"oa I CY1tCAACETe"i12ENTFC)- .1aa oao CLAIMS-MADE X..I C1C o IIFI P E MI*A TEe a uanCar C§) X $10,000 SIR _. MIC'O F74P(Any one Pemerart) $ Bxolaaded ... .. . PERSONAL,&ADVINJURY I$ 1,000,000 G'4ENI AGGREGATE LINIT'APPLIES PER GENERAL.AGGREGATE $ 2a000m000 POLICY . .�JE T A..�LOC h"E&P.rI0.pC'Tma GCDfltYF'46'.TF'Ad L°u $ 2,000,000 OTHER: $ A....UTOMOBILE LIABILITY C::OMAEINE D SINGLE LIMIT $ G Via,dc°°urJsTcrdp_..._ ANY AUTO 9 II:IC'PDILY INJURY lPe!r Peu;�.'amp $ _ _.__. ALL OWNED ,:wCtFIE:�bULI:°'.I7 I:#OEIIIILY UP� UIaY lP"aau°aucaua'Iernlp $ _ AUI0,S AUTO„ _...AUTOS NwhEC.VIl'NwPtTY I)AV+AACME' WXIRI;D,A0.PTEIF"a A&I'P'C&S $ $ B X UMBRELLA LIAR X OCCUR 03087337 12/07/14 12/07/15 EACHOCCLIIRENCE $ 25,000,000 _ _ EXCESS LIAB C LAIN~w 0ADE j ACa 13.&C.ATEm $ 25,aaa,aaa OEL9 Ji X !'FtETENTIdEN$10,006 $ WORKERS COMPENSATION F5ER 0TNI- AND EMPLOYERS'LIABILITY YIN a1"A'T0..U'6E IEIY ANY PROPRIETORII ARTNERIEXECUTIVE E L EACH ACCIDENT IDENiT $� OFI„ICERPMrREEIImR FXC:Lll.pl.AE:IS,7 NIA ...._ .._.. ., ........m ..................._. ...,.. ..,. _......_... (Ma ndecsy In NN) � � E.L.DISEASE LA EMPLOYEE $ Ifp+es describe uram%r -- ............... -------._ DESCRIPTION OF OPERA"110NS Iy..low El.DISEASE POLICY C II,YIT $ i fI a I DESCRIPTION OF OPERATIONS f LOCATIONS I VEHICLES (ACORD B®t,Add'uflaonal Revamairks Iwchedule„unny be attached If mmazmm space is vealaoliredp RE. The Phoenix .,. 429 College Avenue, Fort Worth, TX. '76104. Additionaal. Named Insureds VR Phoenix Holdings Limited Partnership CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE The City of Port Worth Pla.xxaal.ng & Development Department THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. 1000 Throckmorton Street AUTHORIZED REPRESENTATIVE Fort Worth, TX 76102 USA ����. �W.. O 1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25(2014/01) The ACORD name and logo are registered marks of ACORD LRudduck 454:1:3730 DATE SUPPLEMENT TO CERTIFICATE OF INSURANCE NAME OF INSURED: Venters Realty Management Compaqy, Inc. supp(10100)