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Home My WebLink AboutContract 46410-CA2 V4-5 ��n's�Cr�y2gl9 CITY SECRETARY ARY CONTRACT NO. 46410 --CAa ASSIGNMENT AND CONSENT OF ENCROACHMENT AGREEMENT City Secretary Contract No. 46410 THIS ASSIGNMENT OF ENCROACHMENT AGREEMENT ("Assignment") is made and entered into as of this 18*' _day of N OYe,M W ,2019, by and between the CITY OF FORT WORTH, a Texas home-rule municipal corporation("fLty"), BR CARROLL KELLER CROSSING, LLC, a Delaware limited liability company ("Assignor"), and KRE TOPAZ SOVEREIGN OWNER 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 that certain Easement Encroachment License Agreement, City Secretary Contract No. 46410 with FW Tarrant Partners, LLC,a Georgia limited liability company, dated February 10, 2015, as recorded in County Clerks Document No. D215031069 (the "License Agreement"), as assigned by Assignment and Consent of Encroachment Agreement from FW Tarrant Partners, LLC to Assignor, as recorded in County Clerks Document No. D216019568 (the"Assignment and Consent",the License Agreement and the Assignment and Consent herein collectively, "Encroachment Agreement"), as the owner of certain real property more particularly described in the legal description attached hereto as Exhibit A(the"Pro a ")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, Assignor has sold the Property to Assignee on July _ ��_, 2019, as evidenced by a deed recorded on or about such date, 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 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. 2. Assignee hereby accepts the assignment granted herein, and assumes all of Assignor's rights, duties and obligations arising under the Encroachment Agreement. OFFICIAL. CITY SErF`' -#4848-3907-0105- F1.WOK 6 n, 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 Party designates by proper notice to the sending Party. iy Planning and Development Department 1000 Throckmorton Street Fort Worth TX 76102 Attention: Director Assignor BR Carroll Keller Crossing, LLC c/o Bluerock Real Estate, L.L.C. 712 Fifth Avenue 9th Floor New York, NY 10019 a --#4848-3907-0105- Assignee KRE Topaz Sovereign Owner LLC 3301 West End Avenue, Suite 200 Nashville, TN 37203 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 Assignment and Consent is hereby deleted and replaced with the attached Certificate of Insurance from the Assignee as Exhibit B. 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] 3 -#4848-3907-0105- [SIGNATURE PAGE TO ASSIGNMENT AND CONSENT OF ENCROACHMENT AGREEMENT] ASSIGNOR: BR CARROLL KELLER CROSSING, LLC, a Delaware " ted liability company By: N e: Toord•u1 PrJAu itle: �4y1 -�r,u�S�cs.u�n,► STATE OF �° § § COUNTY OF § This instrument was acknowledged before me o'n �' 2019, by ar as the AAµ ,s��,�,� of BR CARROLL KELLER CROSSING,L C, a Delaware limited liability company,`6n behalf of said company. Notary Public MASSA-M ;-V*bs MELISSA M TOMBS NOTARY PUBLIC-STATE OF NEW YORK No.02TO6386222 OuaIified in New York County Commission Expires 01-22.2023 FFICIAL RECORD CITY SECRETARY T WORTH,TX 4 -#4848-3907-0105- ASSIGNEE: KRE TOPAZ SOVEREIGN OWNER LLC, a Delaware limited liability company By. •-- Name: t� * r� k•. Title: Piel d-#wt [NOTARIAL SEAL] STATE OF § COUNTY OF,; § This instrument was acknowledged before me on J:,,i,, 10+1-% 2019, by as the of KRE Topaz Sovereign Owner LLC, a Delaware limited liability company, on behalf of said company. KELLY N.HOANG Notary Public-California z 1 c' [' Z San Francisco County > Commission t12198269' Np Pub My Comm.Expires Mar 25,2021 [NOTARIAL SEAL] RECORD vfy SECRETARY 4. ` FORTH,TX Encroachment License Assignment Agreement 5 —1,'4848-3907-0105— APPROVED AS TO FORM AND CITY F ORT ORTII LEGALITY: By: City Attorney/As >stant City Attorney Name: Title: �L Planning and Development Department ATT 'City ecr t / si t Secre U [No M&C Req red] STATE OF TEXAS § f '.� COUNTY OF TARRANT § This instrument was aclinowledged before me on 2019, by 461 , as the4yemneof the Planning and Development Departrent of the City of Fort Worth,a Texas municipal corporation on behalf of the City of Fort Worth. Atil kjM NoA lary Publ' State of Te as [NOTARIAL SEAL] JENNIFER LOUISE EZERNACK =2°: Notary Public,State of Texas Comm.Expires 03-01-2020 Notary ID 130561630 OFFICIAL.RECORD CITY SECRETARY 6 FT WORTH,TX #4848-3907-01 OS- Contract Compliance Manager By s; 1 vl----c,,.i g at I ?1-n `,P n p n lv lo aI'iQ aclminls satl�n or his contract', lncluc"ng ensuring all performance and reporting requirements. Janie S. .�Iorales OFFMAL RECORD OTY SECRETARY FT. NORTH,TX EXHIBIT A w 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 89°36'34" 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 00°04'12" 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 56°28'50" E, 599.66 feet, continuing with said common line, to a 5/8 inch iron rod with plastic cap, stamped "Peleton", found; THENCE N 46°57'14" 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 00°2326"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. -94848-3907-0105- 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, 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 518 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 46055'14" W, 379.84 feet,to a 5/8 inch iron rod with plastic cap, stamped"Peleton", found; THENCE N 42°3170" 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. 8 -44848-3907-0105- v v EXHIBIT B Certificate of Insurance