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Home My WebLink AboutContract 47983-CA1 CITY SECRETARY: CONTRACTNO. �' G ��rL PARTIAL ASSIGNMENT AND CONSENT OF RIGHT OF WAY ENCROACHMENT AGREEMENT City Secretary Contract No. 47983 THIS PARTIAL ASSIGNMENT AND CONSENT OF RIGHT OF WAY ENCROACHMENT AGREEMENT ("Assignment") is made and entered into as of this day of July, 2018, by and between the CITY OF FORT WORTH, a Texas home-rule municipal corporation("City"), CENTERGY RIVER I LP,a Texas limited partnership, ("Assignor"), and FW TRINITY LB PHASE II, LTD., a Texas limited partnership ("Assignee'). (Sometimes City, Assignor and Assignee are referred to individually as a "Party" and collectively as the "Parties"). WITNESSETH: WHEREAS, the City entered into a Right of Way Encroachment Agreement, City Secretary Contract No.47983 (the"Encroachment Agreement")with Assignor as the"Licensee" and the owner of certain real property more particularly described on Exhibit"A" attached hereto and incorporated herein by reference(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 was filed on July 19, 2016 and recorded as Instrument No. D216160403 in the Real Property Records of Tarrant County, Texas; WHEREAS,Assignor previously sold that portion of the Property described as Tract I on Exhibit "A" attached hereto ("Tract I") to FW Trinity LB, Ltd. ("Tract I Purchaser") on August 18,2017,and in connection therewith the Encroachment Agreement was partially assigned to Tract I Purchaser pursuant to a Partial Assignment and Consent of Right of Way Encroachment Agreement dated August 18, 2017 (the "Tract I Assignment Agreement"); and WHEREAS, Assignor now has sold the remainder of the Property, being that portion described as Tract 2 on Exhibit "A" attached hereto ("Tract 2"), to Assignee on August , 2018 (the"Closing Date") as evidenced by a deed recorded as Instrument No. D in the Real Property Records of Tarrant County, Texas; and WHEREAS,Assignor desires to assign the remainder of its rights under 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: Consent to Assignment(CSC No.47983) OFFICIAL.RECORD Page 1 of 7 2015 Right of Way Encroachment Agreement-Commercial CITY$ECMAM Rev 03/2015 21111147v.2 FT•WORTH,TX I. Assignor hereby partially assigns, transfers and conveys its rights and interests and delegates it duties and obligations under the Encroachment Agreement to Assignee, to the extent relating to Tract 2. 2. Assignee hereby accepts the Assignment granted herein, and assumes all of Assignor's rights, duties and obligations arising under the Encroachment Agreement to the extent relating to Tract 2, from and after the Effective Date (as hereinafter defined). In this regard, Assignor and Assignee agree that the portion of the annual fee under the Encroachment Agreement to be paid by Assignee is $10.92 (19.5 square/linear feet). Tract I Purchaser is responsible for the payment of the balance of such annual fee attributable to Tract I pursuant to the Tract I Assignment 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 later of(i)the date of its execution by the City or(ii)the Closing Date(the"Effective Date"). All rights, duties and obligations under the Encroachment Agreement relating to Tract 2 and arising, accruing or relating to the period before the Effective Date are allocated to Assignor and all rights, duties and obligations relating to Tract 2 and 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 to the extent relating to Tract 2, 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. Consent to Assignment(CSC No.47983) Page 2 of 7 2015 Right of Way Encroachment Agreement-Commercial Rev 03/2015 21111147v.2 Cily Planning and Development Department 1000 Throckmorton Street Fort Worth TX 76102 Attention: Director Assignor Centergy River I LP 8235 Douglas, Suite 900 Dallas, Texas 75225 Attention: West Miller Assignee FW Trinity LB Phase II, Ltd. c/o Endeavor Real Estate Group 500 W. 5"' Street, Suite 700 Austin, Texas 78701 Attention: Nelson Crowe 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", with respect to Tract 2. 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] Consent to Assignment(CSC No.47983) Page 3 of 7 2015 Right of Way Encroachment Agreement-Commercial Rev 03/2015 21111147v.2 ASSIGNOR: ASSIGNEE: CENTERGY RIVER I LP, FW TRINITY LB PHASE II,LTD., a Texas limited partnership a Texas limited partnership By: Centergy West 7th GP, LLC, By: EGP 2015 Management, LLC, a Texas limited liability company, a Texas limited liability company, its general partner its general partner By: By: West Miller, Managing Member Name: Title: STATE OF TEXAS § COUNTY OF DALLAS § This instrument was acknowledged before me on 1t v , 2018 by West Va. Miller, as the Managing Member of Centergy West 7t'' GP, LL(Y, a T&s limited liability company, the general partner of Centergy River I LP,a Texas limited partnership on behalf of said partnership. 4%%uYp �i��i a,, `••'pERICA WHITE � Notary ub ic, State of Texas Or' ,%Notary Public,State of Texas [NOTARIAL Comm.Expires 03-242021 �.,,��,.• Notary ID 131058772 STATE OF TEXAS § COUNTY OF r § vstrument as ac owledged before me on � 2018 by as of EGP 2015 Management,LLC,a Texas limited liability company, general partner ot=TLa Trinity LP Phase 11, Ltd., texas li 'ted p ship on behalf of said partnership. rSUSAN FROST 'NOTARY PUBLIC Q ry Public, State of Texas ID#10795062State of Texas[NOTARIAL SEAL] 7 mm-Exp.06-27-2p2� Consent to Assignment(CSC No.47983) Page 4 of 7 2015 Right of Way Encroachment Agreement-Commercial Rev 03/2015 21111147v.2 APPROVED AS TO FORM AND C Y OFF RT WORT LEITY: Assis ant Cit Attorney andle HFNAd, Direct r —� Planning and Developm nt Department ATT71 OF FOS ate: ' 2018 City S reta [No M&C Required] STATE OF TEXAS § S COUNTY OF TARRANT § This instrument was acknowledged before me on , 2018 by Randle Harwood,as the Director of the Planning and Developm art nt of the City of Fort Worth,a Texas municipal corporation on behalf of the City of Fort W rth. Nota Public, Site of Te- s [NOTARIAL SEAL] `tiV PGB�i JENNIFER LOUISE EZERNACK �i Notary Public,State of Texas Comm. Expires 03-01-2020 fill;0% Notary ID 130561630 OFFICIAL RECORD CITY SECRETARY FT.'WORTMo TX Consent to Assignment(CSC No.47983) Page 5 of 7 2015 Right of Way Encroachment Agreement-Commercial Rev 03/2015 21111147v.2 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 report requirements. 4,f Le Scarlett Morales Development Manager EXHIBIT "A" LEGAL DESCRIPTION OF THE PROPERTY Tract I: Lot IR-1, Block 11 of Lot 1R-1, Evans-Pearson Westwood Addition to the City of Fort Worth, Tarrant County,Texas,according to the Plat thereof recorded under Clerk's File No.D217082210, Map Records, Tarrant County. Tract 2: Lot 2R-1, Block 1 I of Lot 2R-1, Evans-Pearson Westwood Addition to the City of Fort Worth, Tarrant County,Texas,according to the Plat thereof recorded under Clerk's File No. D217082216, Map Records, Tarrant County. Consent to Assignment(CSC No.47983) Page 6 of 7 2015 Right of Way Encroachment Agreement-Commercial Rev 03/2015 21111147v.2 EXHIBIT "B" CERTIFICATE OF INSURANCE Consent to Assignment(CSC No.47983) Page 7 of 7 2015 Right of Way Encroachment Agreement-Commercial Rev 03/2015 21111147v.2