HomeMy WebLinkAboutContract 48915 MY°SEC1IL V'AFRY
00ATRACT��10 X91
EASEMENT ENCROACHMENT LICENSE AGREEMENT
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 ("Cy"),
acting by and through its duly authorized City Manager, or its duly designated Assistant
City Manager or Planning and Development Director, and JACK IN THE BOX
EASTERN DIVISION L.P., a Texas limited partnership ("Licensee"), and SANDRA
C. HUDSON, TRUSTEE OR HER SUCCESSORS IN TRUST OF THE SANDRA
C. HUDSON TRUST U/T/D JULY 14,2000 ("Owner").
RECITALS
WHEREAS, Licensee, as the ground lessee, and Owner, as the ground lessor, are
parties to that certain Lease Agreement, dated September 22, 1977, as amended by that
certain First Amendment, dated February 6, 2016 (as amended the, "Lease"), for the
ground lease of the real property located at 2105 Seminary Drive, Fort Worth, Texas
76115 (the "Pro e ") as more particularly described in attached Legal Description of
the Property; and
WHEREAS, the City has a Sanitary Sewer Easement (the "Easement") in the
Property as shown on the map attached to this Agreement as Exhibit "A" and
incorporated herein for all purposes; and
WHEREAS, Licensee desires to construct/place and maintain certain
improvements which will encroach onto the Easement; and
WHEREAS, to accommodate the needs of the Licensee and Owner, the City will
allow the Encroachment upon the Easements under the terms and conditions as set forth
in this Agreement.
NOW, THEREFORE, the City, Owner and Licensee agree as follows:
AGREEMENT OFFICIAL RECORD
1 CITY SECRETARY
FT.WORTH,TX
The City, in consideration of the payment by Licensee of the an
covenants and agreements hereinafter contained, to be kept and performed by Licensee,
hereby grants permission to Licensee to encroach upon and occupy a portion of the City's
Easement's for the purpose of constructing and maintaining certain improvements (the
"Encroachment") as described in and at the location shown in Exhibit "A" but only to
the extent shown in and thereon. Upon completion of the Encroachment, Licensee agrees
to be responsible for maintaining the Encroachment within and above the Easements.
Licensee shall not expand or otherwise cause the Encroachment to further infringe in or
2015 Easement Encroachment Agreement-Commercial Page 1 of 9
JIB 2105 W. Seminary Drive Rev.01/2015
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 be performed in strict compliance with this
Agreement and the City's Charter, Ordinances and Codes and in accordance with the
directions of the Director of the Transportation and Public Works or the Director of the
City's Water Department, or his or her duly authorized representative. Licensee shall
submit all plans and specifications to the applicable Director or his or her duly authorized
representative prior to the construction of the Encroachment. Licensee shall not
commence construction of the Encroachment until receiving written approval by the
Director but such approval shall not relieve Licensee of responsibility and liability for
concept, design and computation in the preparation of such plans and specifications.
3.
Upon prior written notice to Licensee, except in the case of an emergency,
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
Works or the Director of the Water Department of the City, or his or her duly authorized
representative.
4.
Licensee agrees to pay to City at the time this Agreement is requested an
application fee of$325.00 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.
5.
The term of this Agreement shall be for the greater of term of the Ground Lease or
30 years, commencing on the date this Agreement is executed by the last of the City,
Licensee and Owner. However, this Agreement shall terminate upon Licensee's non-
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compliance of any of the terms of this Agreement, receipt of not less then 30 days prior
written notice of default by License and Owner, and lapse of applicable time to cure. City
shall notify Licensee and Owner in writing of the non-compliance and if not cured within
30 days, this Agreement may be terminated by the City after delivery of a written notice
of termination of this Agreement to Licensee and Owner recording of the written Notice
of Termination of this Agreement in the Real Property Records of Tarrant County, Texas,
unless such non-compliance is not susceptible to cure within 30 days, in which case this
Agreement shall be deemed terminated in the event that Licensee fails to commence and
take such steps as are necessary to remedy the non-compliance with 30 days after written
notice from the City to the Licensee and Owner specifying the same, or having so
commenced, thereafter fails to proceed diligently and with continuity to remedy same.
6.
It is further understood and agreed between the parties hereto that the Easements
to be used and encroached upon as described herein, is held by City as trustee for the
public; that City exercises such powers over the Easements as have been delegated to it
by the Constitution of the State of Texas or by the Texas Legislature; and that City cannot
contract away its duty and its legislative power to control the Easements for the use and
benefit of the public. It is accordingly agreed that the Easements are non-exclusive, and
the governing body of City may at any time during the term of this Agreement determine
in its sole reasonable discretion to use or cause or permit the Easements to be used for any
other public purpose, that does not preclude the use of the Encroachment on the Property,
including but not being limited to underground communication, drainage, sanitary
sewerage, transmission of natural gas or electricity, or any other public purpose that does
not materially and adversely interfere with Licensee's or Owner's retail uses, whether
presently contemplated or not, that the parties agree to negotiate in good faith in order to
accommodate the Encroachment and the public purpose.
7.
LICENSEE COVENANTS AND AGREES TO INDEMNIFY, AND DOES
HEREBY INDEMNIFY, HOLD HARMLESS AND DEFEND CITY, THE
OWNER, AND THEIR 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/OR OWNER; AND LICENSEE HEREBY
ASSUMES ALL LIABILITY AND RESPONSIBILITY FOR SUCH CLAIMS OR
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SUITS. LICENSEE SHALL LIKEWISE ASSUME ALL LIABILITY AND
RESPONSIBILITY AND SHALL INDEMNIFY CITY AND/OR OWNER FOR
ANY AND ALL INJURY OR DAMAGE TO CITY AND/OR OWNER 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 and Owner with
a Certificate of Insurance naming City and Owner as certificate holders, 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.
The amounts of such insurance shall be not less than
$1,000,000 Commercial General Liability
with the understanding and agreement by Licensee that such insurance amounts may be
revised upward at City's option and that Licensee shall so revise such amounts
immediately following notice to Licensee of such requirement. Such insurance policy
shall not be canceled or amended without at least 30 days prior written notice to the
Owner and Building Official of the City of Fort Worth. Licensee agrees to submit a
similar Certificate of Insurance to the City and Owner upon written request.
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 the Encroachment and the cleaning and restoration of
the Easements. All insurance coverage required herein shall include coverage of all
Licensees' contractors and subcontractors.
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 Agreement in the
Real Property Records of Tarrant County, Texas. After being recorded, the original shall
be returned to the City Secretary of the City of Fort Worth with a copy delivered to the
Owner.
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 the Encroachment and uses.
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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.
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 or Owner, 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, Owner 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, Owner 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 Easement and is not a conveyance of any right, title or interest in or to the Easements
nor is it meant to convey any right to use or occupy property in which a third parry may
have an interest. Licensee agrees that it will obtain all necessary permissions before
occupying such property.
14.
In any action brought by the City or Owner for the enforcement of the obligations
of the Licensee, City and Owner shall be entitled to recover interest and reasonable
attorney's fees.
15.
The parties agree that the duties and obligation contained Sections 3 and 4 shall
survive the termination of this Agreement.
16.
Licensee and Owner covenants and agrees that they will not assign all or any of
their rights, privileges or duties under this Agreement without the written approval of
City, and any attempted assignment without such written approval shall not be effective
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against City, except as set forth in this paragraph below. Notwithstanding the foregoing
to the contrary, (1) in the event Licensee conveys its ground lease interest in the Property,
Licensee will assign all of its rights and obligations under this Agreement to the new
ground lessee of the Property, and Licensee shall be deemed released from its duties and
obligations, provided the successor to the Licensee assumes all of the obligations under
this Agreement, and (2) in the event the Owner conveys its ground lease interest in the
Property, the Owner may assign all of its rights and obligations under this Agreement to
the new ground lessor of the Property, and original Owner will automatically be released
from its duties and obligations under this Agreement. The Owner's and Licensor's
obligations under this Agreement run with the Property.
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.
[SIGNATURES APPEAR ON FOLLOWING PAGES]
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THIS AGREEMENT may be executed in multiple counterparts, each of
which shall be considered an original,but all of which shall constitute one instrument.
City
CITY OF FORT WORTH
By:
Randle Har4d
Director d�T
Planning and Development �j ,
Date: 31 � , 20+ '2
ATTEST: A Vorm and Legality
I C
AO City Secretary Assistant City Attorney
STATE OF TEXAS §
COUNTY OF TARRANT §
----V7 q
This instrument was acknowledged before me on , 201
by Randio Harwood, Director of the Planning and D elopment Department of the City
of Fort Worth, alf the City of Fort Worth.
Notaryi�AFemt
Public,SigtOf ivTienxia'l
s
+; My Commission Expire
Fa April 26, 2017 N Public, State o Texas
After Recording Return to:
Cassandra Foreman
Planning and Development Department
1000 Throckmorton Street OFFICIAL RECORD
Fort Worth TX, 76102 CITY SECRETARY
FT.WORTHO TX
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Licensee:
JACK IN THE BOX EASTERN DIVISION L.P. a
Texas limited partnership
By: JBX General Partner, LLC., a Delaware
limited liability company general partner
By:
Name: c ael J. Snider
Title: Authorized Person
STATE OF §
COUNTY OF §
BEFORE ME, the undersigned authority, a Notary Public in and for the State of
Texas, on this day personally appeared ,
(title), 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
, a , and in the
capacity therein stated.
GIVEN UNDER MY HAND AND SEAL OF OFFICE this day of
20
Notary Public in and for the
State of
2015 Easement Encroachment Agreement-Commercial Page 8 of 9
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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 San Diego )
On December 19, 2016 before me, Holly Johnson, Notary Public, personally appeared Michael
J. Snider
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 he executed
the same in his authorized capacity, and that by his
signature on the instrument the person, or the entity
upon behalf of which the person acted, executed the
instrument.
HOLLY JOHNSON
SCOMM.#2098870 vi
SAN DIEGO COUNTY going paragraph 1 certify under PENALTY OF PERJURY under the laws
NOTARY PUBLIC•CALIFORNIA o of the State of California that the fore oin ara raPh is
Commission EVhs Feb.2,2019 true and correct.
WITNESS my hand and official seal.
Signature
Signatur f Notary Public
Place Notary Seal Above
------------------------------------------------- OPTIONAL --------------------------------------------------
Though the information below is not required by law,it may prove valuable to persons relying on the document and could prevent
fraudulent removal and reattachment of this form to another document
Description of Attached Document
Title or Type of Document: Easement Encroachment License Agreement JIB 754
Document Date: December 19 2016
Owner:
By:.
Sandra C. Hudson
STATE OF G q L I FaQga §
COUNTY OF 9 A-w 10]iC'G O §
BEFORE ME, the undersigned authority, a Notary Public in and for the State of
Oi0"
>s" on this day personally appeared ,•�,.,.�� C, rf�vlsar,"
(title), 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
TVC04�<<
s g n d va C . a �5�1 t..wi too a .,� and in the
capacity therein stated.
GIVEN UNDER MY HAND AND SEAL OF OFFICE this jq4'L' day of
COMM.#2090049
NOTARY FUBLIC o CALIFORNIA 0
SAN DIEGO. COUNTY Notary Public in and for the
Comm.Exp.MARCH 94,2097 �
State of Call ris , a
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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 }
} SS.
County of San Diego }
On December 19, 2016, before me, Cris John Wenthur, Notary Public, personally appeared Sandra C. Hudson
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 ❑they ❑he C�[she executed the same in ❑their ❑his [�er
authorized capacity(ies), and that by ❑their ❑his EAi er 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. 'CRIS JOHN WENTHUR?
COMM.##2010049
Seal NOTARY PUBLIC @ CAL.IFORNIA �
SAN DIEGO COUNTY
Comm.Exp.MARCM 14,201-1
v' wv
Cris Joh enthur, Notary Public
LEGAL DESCRIPTION OF THE PROPERTY
2015 Easement Encroachment Agreement-Commercial Page 10 of 9
3 Parry Template Rev. 01/2015
EXHIBIT"A"
TRACT 1:
Being all of Lot No. 25, Block No.74,SEMINARY HILL ADDITION,an Addition to the City of Fort Worth,Texas,
according to the File Plat recorded in Volume 310,Page 45,of the Deed Records,of Tarrant County,Texas,and
being more particularly described by metes and bounds as follows:
BEGINNING at the Northeast comer of said Lot No. 25,point being in the present West line of Frazier Avenue,a
60 foot right-of-way, point being South 113.20 feet from the point of intersection of the said present West line of
Frazier Avenue and the present South line of Seminary Drive(Kellis Street),a 126.76 foot right-of-way,an Iron
rod for corner,
THENCE South 64.00 feet along the said present West line of Frazier Avenue to an iron rod for corner,the
Southeast comer of said Lot No. 25;
THENCE South 89 degrees 36 minutes 08 seconds West 140.00 feet along the South line of said Lot No. 25 to an
iron rod for corner in the East line of a 20 foot wide alley,the Southwest comer of said Lot No. 25;
THENCE North 65.00 feet along the East line of said 20 foot wide alley to an iron rod for comer in the South line
of Lot No. K of the Revised Plat of Parts of Blocks 2, 3,5 and 6,of Crestland Addition,Second Filing,and a 30
foot wide street South thereof,an addition to the City of Fort Worth,Texas,according to the File Plat recorded in
Volume 388-J, Page 297,of the Plat Records of Tarrant County,Texas; `
THENCE South 89 degrees 59 minutes 20 seconds East 140.00 feet along the common line between said Lots No.
25 and K to the point of beginning,and containing 0.2073 acres(9,029.94 square feet of land.)
SAVE AND EXCEPT that portion conveyed to Woodle Woodrow Woods and wife,Jewell Marie Woods, by Warranty
Deed filed 05/15/1978,recorded in Volume 6481, Page 910,Real Property Records,Tarrant County,Texas.
TRACT 2:
Lot J-R, Block 5 of REVISED PLAT OF LOTS NO(S).J&K, BLOCK 5 OF THE REVISED PLAT OF PART OF BLOCKS
2,3, 5 AND 6 OF CRESTLAND ADDITION,SECOND FILING,an Addition to the City of Fort Worth,Tarrant County,
Texas,according to the Map thereof recorded in Volume 388-116, Page 94, Map Records of Tarrant County,
Texas.
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EXHIBIT "A"
Map of Encroachment and Easement
2015 Easement Encroachment Agreement-Commercial Page 11 of 9
3 Party Template Rev. 01/2015
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n Tricaa�
1 ;N Foodmaker, Inc. Jack-in-the-Box
{� P.O. BOX 783, SAN DIEGO, CALIFORNIA 92112 DONALD B. E R A S E R, ARCHITECT
Client#:8887 JACKINBO
ACORDT,., CERTIFICATE OF LIABILITY INSURANCE D11/112016ATE YY)
11/11/2016
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 NAME: Monica Powell
Marsh &McLennan Insurance Agency LLC PHONE FAX
A/C No Ext): A/C,No):
CA License#01-118131 ADDRESS:PO Box 85638 SS: Monica.powell@mma west.com
San Diego,CA 92186 INSURER(S)AFFORDING COVERAGE NAIC k
INSURER A:ACE American Insurance Company 22667
INSURED INSURER B:
Jack in the Box Inc
Attn: Leslie Whittaker, Risk Mgmt. INSURERC:
9330 Balboa Ave INSURER D
INSURER E:
San Diego,CA 92123-1524
INSURER F:
COVERAGES CERTIFICATE NUMBER: 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 CONTRACTOR 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.
LTR TYPE OF INSURANCE NSRL WVD POLICY NUMBER SUBH POLICY EFF
POLICY EXP
LIMITS
A X COMMERCIAL GENERAL LIABILITY HDOG27857115 9/01/2016 09/01/2017 EACH OCCURRENCE $1,000,000
CLAIMS-MADE OCCUR PREMISES Ea occTu nce $1,000,000
X Owner's&Contractor MED EXP(Any one person) $0
Protection PERSONAL&ADV INJURY $1,000,000
GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $2,000,000
X POLICY❑ ECT LOC PRODUCTS-COMP/OP AGG $3,000,000
PRO-
OTHER: $
AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT
Ea accident
ANY AUTO BODILY INJURY(Per person) $
ALL OWNED SCHEDULED Per accident
AUTOS AUTOS BODILY INJURY( ) $
HIRED AUTOS NON-OWNED PROPERTY DAMAGE $
AUTOS Per accident
UMBRELLA LIAB OCCUR EACH OCCURRENCE $
EXCESS LIAB CLAIMS-MADE AGGREGATE $
DED I I RETENTION$ $
WORKERS COMPENSATION PER OTH-
AND EMPLOYERS'LIABILITY Y/N 9TATLITE E
ANY PROPRIETOR/PARTNER/EXECUTIVE
OFFICER/MEMBER EXCLUDED? � N/A E.L.EACH ACCIDENT $
(Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $
If yes,describe under
DESCRIPTION OF OPERATIONS below I E.L.DISEASE-POLICY LIMIT $
DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached if more space is required)
CERTIFICATE HOLDER CANCELLATION
City of Ft.Worth SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN
1000 Throckmorton St. ACCORDANCE WITH THE POLICY PROVISIONS.
Fort Worth,TX 76102
AUTHORIZED
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