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HomeMy WebLinkAboutContract 46410-A1 CITY SaCREUkyq(PDa__-d-/- RECEI .�� QCT 1O. .SAN 21 IM Ol1Y Or F(. ASSIGNMENT AND CONSENT OF ENCROAC4Ut AGREEMENT CUSECnkIAki City Secretary Contract No. THIS ASSIGNMENT OF ENCROACHMENT AGREEMENT ("Assignment") is made and entered into as of this day of October, 2015, by and between the CITY OF FORT WORTH, a Texas home-rule municipal corporation ("City"), FW TARRANT PARTNERS, LLC, a Georgia limited liability company ("Assignor"), and BR CARROLL KELLER CROSSING, LLC, a Delaware limited liability company ("Assignee'). (Sometimes City, Assignor and Assignee are referred to individually as a "Party" and collectively as the "Parties"). WITNESSETH: WHEREAS, the City entered into an Encroachment Agreement, City Secretary Contract No. 46410 (the "Encroachment Agreement") 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 sometimes called therein and herein the "Improvements"; WHEREAS, the Encroachment Agreement, filed on February 13, 2015 and recorded as Instrument No. D215031069 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 Improvements in the body of the Encroachment Agreement inadvertently did not include certain of the encroachments as shown on the survey plat of the Property; WHEREAS, Assignor has sold the Property t ec� ee on tober 29, 2015 as evidenced by a deed recorded as Instrument No. D 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, 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. Assignor hereby assigns, transfers and conveys all rights and interests and delegates it duties and obligations under the Encroachment Agreement to Assignee. OFFICIAL RECORD �_A_ LCITY SECRETARY 9702400 vl CSC No. to Assignment Page 1 of 7 Right of Way Encroachment Agreement FT.WORTH,TX Rev 03/2015 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. 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 Par5ty designates by proper notice to the sending Party. Citv Planning and Development Department 1000 Throckmorton Street Fort Worth TX 76102 Attention: Director Assignor FW Tarrant Partners, LLC 9702400 vl CSC No. onsent to Assignment Page 2 of 7 Right of Way Encroachment Agreement Rev 03/2015 Assignee BR Carroll Keller Crossing, LLC c/o Carroll Acquisitions, LLC 3340 Peachtree Road NE, Suite 2250 Atlanta, Georgia 30326 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 6/2015. 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] / 9702400 v CSC No. nsent to Assignment Page 3 of 7 Right of Wkay Encroachment Agreement Rev 03/2015 ASSIGNOR: ASSIGNEE: FW TARRANT PARTNERS, LLC BR CARR—LL KELLER CROSSING, a Georgi,OifiAted lia ' ity company LLC, a are lim' liability company By: By: Name: Title: aA( ft Tit e: 1 11 STATE OF NeAAJ COUNTY OFP )9W L§ This instrument was acknowledged before me by jj(-A4W X'4 �; afi the FW Tarrant Partners,LLC, a Georgia limited liability compa , on b alf of said company. Notary ubhc [NOTARIAL SEAL] DALE POZZI NOTARY PUBLIC-STATE OF NEW YORK No. 01P06275397 n ) Qualified in New York County STATE OF " �✓�L§ My Commission Expires January 28, 2017 § COUNTY OF Nv►���-§ This instrument was acknowledged before me by as the of BR Carroll Keller Crossing, LLC, a Delaware limited liability company, on behalf of said company. All Notary Public [NOTARIAL SEAL] DALE POZZI NOTARY PUBLIC-STATE OF NEW YORK No. 01P06275397 Qualified in New York County My Commission Expires January 28. 2017 OyEncroachment 0 9702400 vl CSC No. onsent to Assignment Page 4 of 7 Right of Agreement Rev 03/2015 APPROVED AS TO FORM AND CIT OF FOR ORTH LEGALITY: (Du sz�Q mly7y� Assistant Ci Attorney Ra die Hanv d, Director Planning and ll Development Department T: —,?,.Date: 000000000 00 ity Secretary °o°° % [No M&C Required] $��p ®O omi. t3 0 ° STATE OF TEXAS § �fi �- COUNTY OF TARRANT § This instrument was acknowledged before me on 20by Randle Harwood, as the Director of the Planning and Development epartment of the City of Fort Worth, a Texas municipal corporation on behalf of the City of Fort Worth. aUj - — Notary ub ,?State of Texas MARYBEI PINA e Notary.Public, Stat of Texas [N - ' SEA" n ission Expires epterl , 10, 2018 OFFICIAL RECORD ����� 9702400 vI CSC No. Consent to Assignment Page 5 of 7 Right of Way Encroachment Agreement Rev 03/2015 LEGAL DESCRIPTION OF THE PROPERTY BEING 19.729 acres of land situated in the John Edmonds Survey, Abstract Number 457 and being all of Lot 1, Block 1, The Sovereign Addition, an addition to the City of Fort Worth, recorded in instrument number D213119066 of County Records, Tarrant County, Texas and being all of those tracts of land (TRACT 1 and TRACT 2) described in deed to FW Tarrant Partners, LLC, recorded in instrument number D212119066 of said County Records and being more particularly described by metes and bounds as follows: TRACT 1 BEING a tract of lands situated in the John Edmonds Survey, Abstract Number 457, City of Fort Worth, Tarrant County,Texas and being all that certain tract (TRACT 1) of land described in deed to FW Tarrant Partners, LLC recorded in Instrument Number D212074583 of County Records, Tarrant county, Texas and being more particularly described by metes and bounds as follows: BEGINNING at a railroad spike, found at the southeast corner of said Lot 1, Block 1, being the Southeast corner of said Tract 1 and being the Southwest corner Lot 1, Block A of Aventine at Parkway, an addition to the City of Fort Worth recorded in Cabinet "A", Slide 9634 of said County Records and being in the North right-of-way of North Tarrant Parkway (a 200 foot public right-of-way); THENCE S 89036'34" W, 645.08 feet, with said North right-of-way, to a 5/8 inch iron rod with plastic cap, stamped "Peleton", found at the Southwest corner of said Lot 1, Block 1; THENCE N 00004'12" W, 1017.37 feet, departing said North right-of-way, to a 5/8 inch iron rod with plastic cap, stamped "Peleton" found in North line of said Lot 1, Block 1 and being in the South line of Lot 8, Block 3, of Vineyards at Heritage, an addition to the City of Fort Worth, recorded in Cabinet "A", Slide 6724 of said County Records; THENCE N 42°31'20" E, 3.71 feet with said common line, to a 5/8 inch iron rod with plastic cap stamped "Carter&Burgess", found; THENCE N 56028'50" E, 599.66 feet, continuing with said common line, to a 5/8 inch iron rod with plastic cap, stamped "Peleton", found; THENCE N 46057'14" E, 40.36 feet, to a 5/8 inch iron rod with plastic cap stamped "Carter& Burgess", found at the Northerly Northeast corner of said Lot 1,Block 1 and being the Northwest corner of Lot 25x, Block 17 of Valley Brook, an addition to the City of Fort Worth, recorded in Instrument Number D212271248 of said County Records; THENCE S 60030'46" E, 121.09 feet, to a 5/8 inch iron rod, with plastic cap stamped "Carter& Burgess", found at the Northwest corner of aforesaid Lot 1, Block A, Aventine at Parkway addition; THENCE S 00023'26" E, 1314.83 feet with the west line of said Lot 1, Block A, to the POINT OF BEGINNING and containing 781,651 square feet or 17.944 acres of land more or less. TRACT 2 COMMENCING at a railroad spike, found at the Southeast corner of said Lot 1, Block 1, being the Southeast corner of said Tract 1 and being the Southwest corner Lot 1, Block a of Aventine at Parkway, WQSent 9702400 vl CSC No. to Assignment Page 6 of 7 Right of Way Encroachment Agreement Rev 03/2015 an addition to the City of Fort Worth recorded in Cabinet "A", Slide 9634 of said county records and being in the north right-of-way of north Tarrant Parkway(a 200 foot public right-of-way); THENCE S 89036'34" W, 645.08 feet, with said North right-of-way, to a 5/8 inch iron rod with plastic cap, stamped "Peleton", found at the Southwest corner of said Lot 1 Block 1; THENCE N 00004'12" W, 456.15 feet, departing said North right-of-way, with the west line of said Lot 1, Block 1, Sovereign Addition, to a 5/8 inch iron rod with plastic cap, stamped "Peloton" found at the South corner of aforementioned tract 2 for the POINT OF BEGINNING; THENCE N 46°55'14" W, 379.84 feet, to a 5/8 inch iron rod with plastic cap, stamped "Peleton", found; THENCE N 42°31'20" E,409.47 feet to a 5/8 inch iron rod with plastic cap, stamped "Peleton", found; THENCE S 00004'12" E, 561.22 feet to the POINT OF BEGINNING and containing 77,762 square feet or 1.785 acres of land, more or less. TRACT 3: Easement Estate Together with non-exclusive, perpetual easements for pedestrian and vehicular ingress and egress, landscaping maintenance, and temporary construction granted in the Access Easement and Maintenance Agreement recorded as Instrument No. D212074584, Real Property Records, Tarrant County, Texas, as amended by First Amendment to Access Easement and Maintenance Agreement recorded February 28, 2014 under Tarrant County Clerk's File Number D214039440 Official Public Records of Tarrant County, Texas. 9702400 vt CSC No. onsent to Assignment Page 7 of 7 Right of Way Encroachment Agreement Rev 03/2015 _ EXHIBIT "B" A� CERTIFICATE OF LIABILITY INSURANCE X0;26 20'5' 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 INSURER(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 CONTACT NAME: Mike Davis Rhodes Risk Advisors PHONE (404)996-0306 FAXAIC.Nolb(404)806-4335 3340 Peachtree Rd. -MAIL Suite 1755 INSURERS AFFORDING COVERAGE NAIC# Atlanta GA 30326 INSURER A:Ironshore Specialty Ins. Co. 25445 INSURED INSURERBNat'l Union Fire Insurance Co. 19445 BR Carroll Keller Crossing, LLC INSURERC:Illinois Union Ins. Co. 27960 3340 Peachtree Rd. NE INSURER D:Fireman Is Fund Ins. Co. 21873 Suite 2250 -INSURER E.-AmTrust Technology Ins. Co. 142376 Atlanta GA 30326 INSURER F: COVERAGES CERTIFICATE NUMBER:CL1510600564 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED, NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDLSUBR POLICY EFF POLICY EXP LIMITS LTR POLICY NUMBER MWDD/YYYY MMIDD/YYYY GENERAL LIABILITY EACH OCCURRENCE $ 11000,000 DAMAGE TO RENTE'ff- X COMMERCIAL GENERAL LIABILITY PREMISES REMI E (Ea occurrence) $ 100,000 A I CLAIMS-MADE $1OCCUR NKGO053301 /28/2015 /28/2016 MED EXP(Any one person) $ 5,000 Terrorism Incl.Ded - $5K PERSONAL BADV INJURY $ 1,000,000 C FL Locations Only 27578627001 /28/2015 /28/2016 GENERAL AGGREGATE 5 2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS.-COMP/OP AGG E 2,000,000 17 POLICY PROJ"i X LOC $ AUTOMOBILE LIABILITY COMBINED INGLE LIMIT Ea accident 1,000,000 A ANY AUTO GO053301 /28/2015 /28/2016 BODILY INJURY(Per person) $ ALL OWNED SCHEDULED BODILY INJURY(Per accident) $ OS C AUTOS NO-OWNED X HIRED AUTOS X AUTOS 27578627001 /28/2015 /28/2016 Per aCccidentDAMAGE $ $ B X UMBRELLA UAB X OCCUR SE048402997 /28/2015 /28/2016 EACH OCCURRENCE $ 50,000,000 D X I EXCESS LIAB CLAIMS-MADE SHX00024462327 /28/2015 /28/2016 AGGREGATE 5 50,000,000 DEC) I X I RETENTION $ WORKERS COMPENSATION X WC STATU- OTH- TORY LIMITS ER AND EMPLOYERS'LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE YIN C3476528 /19/2015 /19/2016 E.L.EACH ACCIDENT $ 11000,000 E OFFICER/MEMBER EXCLUDED? ❑ N I A (Mandatory In NH) E.L.DISEASE-EA EMPLOYEE 5 1,000,000 If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ 1,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS/VEHICLES (Attach ACORD 101,Additional Remarks Schedule,If more space is required) CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN City Of Fort Worth ACCORDANCE WITH THE POLICY PROVISIONS. 1000 Throckmorton St. Fort Worth, TX 76102 AUTHORIZED REPRESENTATIVE Mike Davis/MCKAY ACORD 25(2010/05) ©1988-2010 ACORD CORPORATION. All rights reserved. INS025/7ninn';,1 nt Tho A(npn name anri lnnn arc ronictorcrl marlrc of A(non