HomeMy WebLinkAboutContract 36489 (2)CITY SECRETARY
CONTRACT NO. lqffl
CONSENT TO ASSIGNMENT OF
CITY SECRETARY CONTRACT NO. 36125
(PUBLIC RIGHT-OF-WAY USE AGREEMENT)
This CONSENT TO ASSIGNMENT OF CITY SECRETARY CONTRACT NO.
36125 ("Consent") is made and entered into by and between the CITY OF FORT WORTH,
TEXAS (the "City"), a home rule municipal corporation organized under the laws of the State
of Texas; MOBIL PIPE LINE COMPANY ("Mobil"), a Delaware corporation;
EXXONMOBIL GAS PIPELINE HOLDING LLC. ("EMGAP"), a Delaware limited
liability company; and METROPLEX BARNETT SHALE LLC ("Metroplex"), a Delaware
limited liability company.
The following introductory provisions are true and correct and form the basis of this
Consent:
A. The City and Mobil previously entered into City Secretary Contract No. 36125, a license to
erect, construct, install, maintain and transport Gas through a Pipeline in certain Public Rights -of -
Way in the City (the "License Agreement"). The License Agreement is a public document on file
in the City Secretary's Office.
B. Mobil now wishes to assign to EMGAP all of Mobil's right, title and interest granted to
Mobil under the License Agreement; EMGAP wishes to accept such assignment; and the City is
willing to consent to such assignment subject to the terms and conditions set forth in this
Consent.
C. Following the assignment by Mobil to EMGAP, EMGAP wishes to have the right to
assign to Metroplex all of EMGAP's right, title and interest granted to EMGAP under the
License Agreement; in such an event, Metroplex is willing to accept such assignment, and the
City is willing to consent to such assignment subject to the terms and conditions set forth in this
Consent.
NOW, THEREFORE, for good and valuable consideration, the receipt and adequacy of
which are hereby acknowledged, the City, Mobil, EMGAP, and Metroplex agree as follows:
I
. The City hereby consents to an assignment by Mobil to EMGAP of all rights, title and
interest granted to Mobil pursuant to the License Agreement "), effective as of the last date that
the City, Mobil, EMGAP, and Metroplex have executed this Consent ("Effective Date"). The
City further consents to an assignment by EMGAP to Metroplex of all rights, title and interest
anted to EMGAP pursuant to the License Agreement, following assi granted gnment by Mobil,
effective as of the date on which the City receives written notice from EMGAP of such
assignment (the "Notice Date"). Both transactions and any related transactions shall hereafter
collectively be referred to as the "Assignment".
2. The City does not adopt, ratify or approve the particular provisions of any written or oral
agreement or understanding that may have made or reached by and between -Mobil, EMGAP,
Metroplex, either jointly or severally, as part of or in regard to the Assignm n�- Pit)
Consent Consent to Assignment of CSC No. 36125 'uu
by Mobil Pipe Line Company to ExxonMobil Pipeline Holding LLC and Metroplex Barnett S WAIL
Page 1
ilege or use to EMGAP or Metroplex that is different from or more
not grant any right, priv
extensive than any right, privilege or use granted to Mobil pursuant to the License Agreement.
In the event of any conflict between the License Agreement and the Assignment, the License
Agreement shall control.
3. The City consents to the Assignment by Mobil to EMGAP expressly upon the promise
and covenant by EMGAP, and EMGAP hereby promises and covenants to the City, that as of the
Effective Date EMGAP will faithfully perform, as an independent entity and not as an agent, all
duties and obligations of Mobil set forth in the License Agreement. The City further consents to
the Assignment by EMGAP to Metroplex expressly upon the promise and covenant by
Metroplex, and in the event of such Assignment Metroplex hereby promises and covenants to the
City, that as of the Notice Date Metroplex will faithfully perform, as an independent entity and
not as an agent, all duties and obligations of Mobil set forth in the License Agreement.
4. Mobil and EMGAP understand and agree that Mobil and EMGAP will be jointly and
severally liable to the City for (i) any duty or obligation of Mobil that Mobil was required by the
License Agreement to undertake or perform prior to the Effective Date and (ii0 for any damages,
including, but not limited to, property loss, property damage and/or personal injury of any kind,
including death, to the extent caused by Mobil, its officers, agents, servants, employees or
subcontractors. Mobil, EMGAP, and Metroplex understand and agree that Mobil, EMGAP, and
Metroplex will be jointly and severally liable to the City for (i) any duty or obligation of Mobil
or EMGAP that Mobil or EMGAP was required by the License Agreement to undertake or
perform prior to the Notice Date and (ii) for any damages, including, but not limited to, property
loss, property damage and/or personal injury of any kind, including death, to the extent caused
by Mobil or EMGAP, their officers, agents, servants, employees or subcontractors.
5. Notices required pursuant to the provisions of the License Agreement shall be
conclusively determined to have been delivered when han&delivered or mailed by United States
Mail, postage prepaid, return receipt requested, addressed as follows:
To Mobil:
Mobil Pipe Line Company
Manager, Right of Way &Claims
P.O. Box 2220 PL-EMB435A
Houston, Texas 77252-2220
To Metroplex:
Metroplex Barnett Shale, LLC
Attn. Land Coordinator
3000 Pegasus Park Drive
Room B2-257
Dallas, Texas 75247
To EMGAP:
ExxonMobil Gas Pipeline Holding, LLB
800 Bell Street
PL-EMB-653-D
Houston, TX 77002
Consent to Assignment of CSC No. 36125
by Mobil Pipe Line Company to ExxonMobil Pipeline Holding LLC and Metroplex Barnett Shale LLC
Page 2
io All terms in this Consent that are capitalized but not defined shall have the meanings
assigned to them in the License Agreement.
EXECUTED as of the latest date below:
CITY OF FORT WORTH:
By:
Assistant City Mana/ger /CFO
Date:
ATTEST:
kA�
Y•
Marty Hendrix
City Secretary
APPROVED AS TO FORM AND LEGALITY:
By:
Peter Vaky
Assistant City Attorney
Consent to Assignment of CSC No. 36125
M&C: none recLuired
by Mobil Pipe Line Company to ExxonMobil Pipeline Holding LLC and Metroplex
Pa5e 3
u i : t 1►F v �17\►aL
Pat T. Doolan
Vice President
EXXONMOBIL GAS PIPELINE HOLDING, LLC,
a Delaware limited liability company:
Tun J. Adams 45�1
President
METIIOPLEX BARNETT SHALE, LLC,
a Delaware limited liability company:
By:h
Rob Shultz
Attorney -in -Fact
Consent to Assignment of CSC No. 36125
by Mobil Pipe Line Company to ExxonMobil Pipeline Holding LLC and Metroplex Barnett Shale LLC
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