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HomeMy WebLinkAboutContract 48857CITI� ��C�1"'�' ��� / CONTRAC'�NI�� �_ M�'� OR'�ASSIGNMENT AND CONSENT OF ENCROACHMENT AGREEMENT G���ORZw �� � City Secretary Conn•act No. 47546 THIS ASSIGNMENT OF ENCROA HMENT AGREEMENT ("Assi�nmenY') is made and entered into as of this � day of �� 2017, by and between the CITY OF FORT WORTH, a Texas home-rule municipal corporation ("C�"), D FOSSIL CREEK, L.P., a Texas limited partnership ("Assi�nor"), and GPAI FOSSIL CREEK, LLC, Delaware limited liability company ("Assi�nee"). (Sometimes City, Assignor and Assignee are referred to individually as a"Party" and collectively as the "Parties"). WITNESSETH: WHEREAS, the City entered into an Easement Encroachment License Agreement, City Secretary Contract No. 47546 (the "Encroachment A�reement") with Assignor, the owner of certain real property more particularly described in the attached Legal Description (the "Pro er "). 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 April 1, 2016 and recorded as Instrument No. D216067400 in the Real Property Records of Tarrant County, Texas, is attached hereto as EYhibit "A" and incorporated herein by reference as if set forth in full; WHEREAS, Assignor has sold the Property to Assignee on Februaiy 28, 2017 as evidenced by a deed recorded on March 1, 2017 as Instrument No. D217045325 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, terms and conditions herein contained, and other good and valuable consideration, the receipt and sufficiency of which is hereby acicnowledged, 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. 2. Assignee hereby accepts the Assignment gi•anted herein, and assumes all of Assignor's rights, duties and obligations arising under the Encroachment Agreement fi•om and after the Effective Date. CSC No. 47546 Consent to Assignment Easement Encroachment Agreement i�ss2�s � n�sctnv o�izzn� e airni , - � - 'E_'�"* .cw�r�-. � ,'� �.��r;� �ai'��a",���, � �s`tY ���ea�T��` . �'� ;1n�+�jr 7 yp W� d'.v�=��Y�%���P' Y�it, � Page 1 of 9 Rev 03/2015 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 cai�ry 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 Party designates by proper notice to the sending Party. Citv Planning and Development Department 1000 Throcicmorton Street Fort Worth TX 76102 Attention: Director Assi nor D Fossil Creelc, L.P. 4582 S. Ulster Street Parkway, Suite 1200 Denver, CO 80237 Attention: Luke C. Simpson Telephone No.: (720) 889-9206 Email: lsimpson@grandpealcs.com CSC No. 47546 Consent to Assignment Page 2 of 9 Easement Encroachment Agreement Rev 03/2015 1385248.4 AISfH�V 02/22/17 b�A1PM Assignee GPAI Fossil Creek, LLC, 4582 S. Ulster Street Parkway, Suite 1200 Denver, CO 80237 Attention: Luke C. Simpson Telephone No.: (720) 889-9206 Email: lsimpson@grandpealcs.com 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 fi•om the Assignee as Exhibit "B" Revised February 17, 2017. 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. 47546 Consent to Assignment Page 3 of 9 Easement Encroachment Agreement Rev 03/2015 1385248A A1SCH�V 02/?2/17 6;41 PM ASSIGNOR: D FOSSIL CREEK, L.P., a Texas limited partnership By: D SPIRIT, LLC, a Colorado limited liability company, its General Partner � � l By: �, - ---. Luke C. ` impson, Manager ASSIGNEE: GPAI FOSSTL CREEK, LLC, a Delaware limited liability company By; GPAI 2017, LLC, a Delaware limited liability company, its Manager By; GPAI Properties LLC, a Delaware limited liability company, its Managing Member By: Dillon Peak, LLC, a Colorado limited liability company, its Manager <_ � B �- Y' � • ..��� _ r.._._--- — ---_..,...... Luke C. Simpson, Manager CSC No, 47546 Consent to Assignment Page 4 of 9 Easement Encroachment Agreement Rev 03/2015 136524B ] A1SCH\Y 02/21/17 2:57PM STATE OF COLORADO � § COUNTY OF DENVER § This instrument was acknowledged before me by Luke C. Simpson, as Manager of D Spirit, LLC, a Colorado limited liability company, General Partner of D Fossil Creek, L.P., a Texas limited partnership, on behalf of said limited partnership. �� ��LESLEY A. FLEMING � ` NOTARY PUBLIC � STATE OF COLORADO i NOTARY ID 20144023812 MY COMMISSIdN EXPIt�FS JUNE 13, 2018 , [NOTARIAL SEAL] STATE OF COLORADO COUNTY OF DENVER § § § � � r _ __.. .— - ---- - • Notary ub ic State of�e�s cU Tliis instrument was acknowledged before me by Luka C. Simpson, as Manager of Dillon Peak, LLC, a Colorado limited liability company, Manager of GPAI Properties LLC, a Delaware limited liability company, Managing Member of GPAI2017, LLC, a Delaware limited liability company, Manager of GPAI Fossil Creek, LLC, a Delaware limited liability company, on behalf of said limited liability company. �� ; � f r �� �� i N''otary Publ , State o �s �d jNOTARIAL SEAL] �"'�LESLEY A. FLEMING i ' NOTARY PUBLIC STATE OF COLORADO N07ARY ID 20144023812 C MMIS810N EXpIR�S JUNE 13 2018 CSC No. 47546 Consent to Assignment Page 5 of 9 Easement Encroachment Agreement Rev 03/2015 us524s � A15CFI14 02/21/17 2:57PM APPROVED AS TO FORM AND LEGALITY:� � � - � ` � �.,i; �� A sistant ity Attorney ��� � ATTEST: � - _ , � - i ity Secr [No M&C Required] STATE OF TEXAS COUNTY OF TARRANT � § § � CITY O FOR WORTH R dle Harw , Dire r Planning and Development Department Date: ` This instrument was acicnowledged before me on Harwood, as the Director of the Planning and Developi Teaas municipal corporation on behalf of the City of Fo� . .. . , ,.... `:}y: r;:1r'��i?�r"::�j,: r.,tn:�Es k?r;! `::. ';::) I r [N01�ARIAL SEAL] -- - '�"' - CSC No. 47546.Consent to Assignment Easement Encroachment Agreement uas2aa a ��scH�v ozizzn� e��ign� 0 ('� � Depai-tment of the City otary Public, State 2(Y� � Randle ' Fo}�t Worth, a �: :'',�'��r�t���. Er�C�";';; �., �i�'�' �����i�'a��' � �La Fyn� +' �• ����tT�3, �`�� Page 6 of 9 Rev 03/2015 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. r��ru�-� ame of Einployee ���` .� � %� �-/� C,� -�-"�f��`)"� �E',� / �' �Gr f7 � j —Ef',; Title � ��F �. b ,.'�l�l,�i� ;^�y`�:i•:._ _ <<s�,d i t' R:':;b� _�,� .::.. . � 'c,lnat,�Ya�uli� � 4 .. �.. �G�� A , �9 � �� � J• - ''a!T' ..� LEGAL DESCRIPTION OF THE PROPERTY Being all of Lot 1R, Blocic 36 of Replat of Stoneglen at Fossil Creek, an addition to the City of Fort Worth, Tarrant County, Texas, as recorded in Cabinet A, Pages 4722 and 4723, Plat Records, Tarrant County, Texas and being more particularly described as follows: BEGINNING at a 1/2" iron rod found for corner on the north right-of-way line of Fossil Creek Boulevard (variable width right-of-way), and being the most southeasterly corner of said Lot 1R, Blocl< 36 of Stoneglen at Fossil Creek; THENCE, the following bearings and distances along the north right-of-way line of said Fossil Creek Boulevard: Westerly along a circular curve to the left having a central angle of 3° 26' 03", a radius of 5012.71 feet, a chord bearing N 88°15' 29" W, a distance of 300.40 feet for an arc distance of 300.45 feet to a 1/2" iron rod found for corner at the point of tangency; North 89° 58' 30" West, a distance of 543.37 feet to a 1/2" iron rod found for corner at the point of curvature for a circular curve to the right, having a central angie of 89° 54' 35", a radius of 30.00 feet, a chord bearing North 45° O1' 13" West a distance of 42.39 feet; Northwesterly along said circular curve to the right, an arc distance of 47.08 feet to a ll2" iron rod found for corner at the point of tangency on the east right-of-way line of Sandshell Drive (68' R.O.W); Thence the following bearings and distances along the east right-of-way line of said Sandshell Drive; North 0° 03' S5" West, a distance of 307.71 feet to a P. K. nail found for corner at the point of curvature for a circular curve to the left, having a central angle of 20° 36' 46", a radius of 734.00 feet, a chord bearing North 10° 22' 18" West a distance of 262.64 feet; Northwesterly along said circular curve to the left, an arc distance of 264.07 feet to a 1/2" iron rod found for corner at the point of tangency; North 20° 40' 41" West, a distance of 5.31 feet to a P. K. nail found for corner; North 20° 40' 41" West, a distance of 671.65 feet to a P. K. nail found for corner at a point on a circular curve to the right, having a central angle of 10° 25' S1 ", a radius of 1,666.00 feet, a chord bearing North 15° 27' 46" West a distance of 302.88 feet; Northwesterly along said circular curve to the right, an arc distance of 303.30 feet to a 1/2" iron rod found for corner; THENCE, North 85° 02' 49" East, departing said east right-of-way line a distance of 533.55 feet to a 1/2" iron rod found for cor•ner; CSC No. 47546 Consent to Assignment Page 7 of 9 Easement Encroachment Agreement Rev 03/2015 1385248.4 AJSCH\V 0222/ 17 6�A l PM THENCE, South 29° 37' 18" East, a distance of 243.69 feet to a 1/2" iron rod found for corner; THENCE, South 20° 40' 41" East, a distance of 653.45 feet to a 1/2" iron rod found at the point of curvature for a circular curve to the left having a central angle of 19° 54' 17", a radius of 147.00 feet, a chord bearing South 39° 54' 08" East a distance of 50.81 feet; THENCE, along said circular curve to the left, an arc distance of 51.07 feet to a 1/2" iron rod found for corner at the point of curvature for a circular curve to the left having a central angle of 46° 25' 11", a radius of 147.00 feet a chord bearing of South 73° 03' S2" East a distance of 115.87 feet; THENCE, Southeasterly and Northeasterly along said circular cuive to the left, an arc distance of 119.10 feet to an "X" in concrete found for corner; THENCE, South 11° 59' 31" East, a distance of 248.46 feet to a 1/2" iron rod found for corner on a circular curve to the left, having a central angle of 53° 23' 29", a radius of 145.67 feet, a chord bearing South 74° 39' 35" East a distance of 130.89 feet; THENCE, Southeasterly and Northeasterly along said circular curve to the left, an arc distance of 135.74 feet to a 1/2" iron rod found for corner; THENCE, South 5° 14' S0" East, a distance of 404.84 feet to the POINT OF BEGINNING and containing 1,072,910 square feet or 24.63 acres of land more or less. CSC No. 47546 Consent to Assignment Page 8 of 9 Easement Encroachment Agreement Rev 03/2015 i isszas a,��scttw ozrzzi i� a a i Pmi ffiIBIT "B" �� � DATE (MMIDDIYYYY) '4�R� CERTIFICATE OF LIABILITY INSURANCE 3/31/2017 3/28/2016 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFiCATE HOLDER. THIS CERT�FICATE 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 have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms a�d 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 Lockton Companies NAME: 81 10 E. Union Avenue PHONE Fnx A/C No Ext : AIC No : SUlle %OO E-MAIL Denver CO 80237 ADDRESS: (303) 414-6000 INSURER(5) AFFORDING COVERAGE NAIC # INSURED Grand Pcaks Property Management, fnc. 1338165 4582 S. Ulster Su'eet Pk��ry., # 1200 Denver. CO 80237 iNsuReR A: Westchester Fire Insurance Com an 10030 iHsuaeas:Allied World S ecialt Insurance Com an 16624 iNsuReR c: Zurich American Insurance Com an 16535 INSURER D: LIOYU�S O1 LOIld017 38253 INSURER P : COVERAGES CERTIFICATE NUMBER: 13463456 REVISION NUMBER: XXXXXXX THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BEIOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PER�OD 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 TNE 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 ADDL SUBR POLICY EFF POIICY EXP I.IMITS LTR 1 SD V� POLICY NUMBER MM1DD/VYYY MMfDOIYYYV COMMERCIA� GENERAL LIABIUTY EACH OCCURRENCE S I OOO OOO q X Y N G27575456002 3/31/20t6 3/3V2017 CLAIMS-MADE � OCCUR PREM SES�Ea oocur ence S� OO OOO it $ZS,000 per occ SIR MED EXP (Any one person) 5 EXC�UC�eCj PERSONAL 8 ADV INJURY S I OOO OOO GEN'L AGGREGATE UMiT APPLIES PER: GENERAI AGGREGATE S Z OOO OOO POLICY ❑ jE � � I.00 PRODUCTS - COMP/OP AGG $ Z OOO OOO OTHER: � A AUTOMOBILE IIABIUTY �t j�i G27575456002 3/3 I/2016 3/31 /201 7 COMBINED SINGLE LIMIT � Ea accidenf � ��� 0�� ANY AUTO BODILY INJURY (Perperson) 5 XXXXXXX OWNED SCHEOU�ED BODILY INJURY (Per accident) S AUTOS ONLY AUTOS XXXXXXX X AUTOS ONLY `� AUTOS ONL�Y Pe�accR enpAMAGE � X�1,XX�,XX $xxixxxx � X UMBRElLAL1A8 }( OCCUR N N �.il�-Of�25 3/3�/?Q�6 3/31/2017 EACHOCCUftRENCE $ z.s ��� Q�� EXCESS LIAB CLAIMS-MADE AGGREGATE 5 ZS OOO OOO DED X RETENTION 3 I O,OOO � XXXXXXX C WORKERS COMPENSATION j� X STATUTE �ERH AND EMPLOYERS' LIABILITY Y� N WCO � 9� 6��-OQ 3/3 j/20 � 6 3/3 I/2017 OFFICER/MEMBER/EXCLUDED? ECUTIVE a N � A . E.L EACH ACCIDENT 5 I OOO OOO (Mandatory in NH) E.L, DISEASE - EA EMPLOYEE $ j ��� �QQ I( yes, describe under DESCRIPTION OP OPERATIONS below E.L DISEASE - POLICY LIMIT $] OOO OOO p Terrorism N N PRPNA1600712 3/31/2016 3/31/2017 $1,000,OOOLimit&AnnualAggregate DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may 6e attached if more space is required) RE: Horizons at Fossil Creek — 5800 Sandshell Drive Fm't bVorth, TX 7613Z Certificate Holder is included as Additional lnsured. GPA1 Fossil Creek, LLC is included as a Named Insured. CERTIFICATE HOLDER 13463456 The City of Fort Worth Department of Development Attn: David Schroader, Planner 1000 Throckmorton Street Fort Worth TX 76102 ACORD 25 (2016/03) SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRES AT VE � % � �(fJ� ~ O 1988- 015 ACORD CORPO � The ACORD name and logo are registered marks of ACORD f % ri�( ?ION. Ali rights reserved.