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Home My WebLink AboutContract 51179-A1 Licensor Site Name/Number: I-30-Hwy 287/309422 Licensor Contract Number: 658137 MAR 27 2020 Licensee Site Name/Number: I-30-Hwy 287/309422 ct ofVORT\ra0\N00 FIRST AMENDMENT TO CSC NUMBER 51179 CITY SECRETARY I-30/HWY 287 LICENSE AGREEMENT GGM d ,CT N0, �jl0q -/k i This First Amendment (the "First Amendment") to that certain License Agreement dated January 3, 2018 by and between American Tower Asset Sub II, LLC and Aqua Metric Sales Company, a registered d/b/a of Thirkettle Corporation(the "Agreement"), is made and entered into as of the latter signature date hereof,by and between American Tower Asset Sub II, LLC, a Delaware limited liability company (the "Licensor") and City of Fort Worth, a Texas municipality, successor by assignment to Aqua Metric Sales Company, a registered d/b/a of Thirkettle Corporation(the "Licensee") (collectively, the "Parties"). RECITALS WHEREAS, Licensor owns a certain communications tower and leases a certain parcel of land located at 1501 E. Lancaster Avenue, Fort Worth, TX 76102 known to Licensor as the 1-30- Hwy 287, Texas tower site (the "Tower Facility");and WHEREAS, the Agreement, as amended, was assigned to the City of Fort Worth as the current Licensee and is known as City Secretary Contract No. 51179; and WHEREAS, Licensor and Licensee entered into the Agreement for the use of a certain portion of the Tower Facility; and WHEREAS,the Parties desire to modify the terms of the Agreement to change the Monthly License Fee to be payable on an annual basis. NOW THEREFORE, in consideration of the foregoing promises and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Parties hereto agree as follows: 1) Notwithstanding anything to the contrary contained in the Agreement, effective upon the full execution of this First Amendment to City Secretary No. 51179, Licensee will pay the twelve Monthly License Fee payments in a single payment,payable in advance of each anniversary of the Commencement Date of the Agreement. The Monthly License Fee payments owed from the effective date of this First Amendment through the anniversary date of the Commencement Date of the Agreement will be paid within 60 days of the effective date of this First Amendment. The Commencement Date for the I-30—Hwy 287 site was established as January 3,2018. 2) Capitalized terms contained herein, unless otherwise defined, are intended to have the same meaning and effect as that set forth in the Agreement. 3) All other terms and provisions of the Agreement remain in full force and effect. CITY SECU1 TAR t Licensor Site Name/Number: I-30- Hwy 287/309422 Licensor Contract Number: 658137 Licensee Site Name/Number: 1-30-Hwy 287/309422 IN WITNESS WHEREOF, the Parties hereto have set their hands to this First Amendment to that certain License Agreement as of the day and year written below: LICENSEE: LICENSOR: City of Fort Worth, a Texas American Tower Asset Sub II,LLC,a municipality Delaware limited liability company By: Name: Daniel Br®e Title: Senior C;ollnsel Date: ( 2 IR 7 at! By: Dana Burghdoff Assistan City Manager Date: 3(Z- 0W APPROV L RECOMMENDED: By: Lk-Ch is r r Water Director Date: 3 I)'�!0, APPROVE A TO FORM AND LEGALITY: By: �- John . Strong Assistant City Attorney II ATTES _ BY: � ''�,�•' �'� sir� . r 5 .. .... Mary J. Kayser `ot City Secretary ` Cut , OFFMAIL C9T 2 Licensor Site Name/Number: I-30-Hwy 287/309422 Licensor Contract Number: 658137 Licensee Site Name/Number: I-30-Hwy 287/309422 Contract Authorization: M&C: NA 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. By: �WAko Madelen Rafalko, P.E. MyH2O Program Manager CITY SECRETARY WO RTH,ORTH,TX 3 Assigned Contract CITY SECRE1'A" ASSIGNMENT OF AGREEMENTS CONTRACTNO. � This Assignment of Agreements(this"Assignment')is entered into as of the date set forth below between Aqua Metric Sales Company, a registered d/b/a of Thirkettle Corporation, a California corporation ("Assignor"), and the City of Fort Worth ("Assignee") (Assignor and Assignee are sometimes referred to herein individually as a "Party" and collectively as the "Parties"). RECITALS: A. Assignor, as "Consultant" or "Contractor", and Assignee, as "City" or "Client", entered into that certain Professional Services Agreement (the "PSA") on or about October 10', 2016, B. Assignor has entered into one or more agreements with third parties in connection with its performance of the services set forth in the PSA (the "Agreements", as more specifically set forth on Exhibit"A", attached hereto and incorporated herein). C. Concurrently with the execution of this Assignment, Assignor has conveyed the Agreements to Assignee, and in connection with such conveyance, Assignor has agreed to assign the Agreements to Assignee. NOW, THEREFORE, in consideration of the premises and other good and valuable consideration in hand paid by Assignee to Assignor,the receipt and sufficiency of which are hereby acknowledged and confessed-by Assignor,Assignor and Assignee hereby agree as follows: 1. Assignor's AUsis Qnment. Assignor does hereby ASSIGN, TRANSFER, SET OVER and DELIVER the Agreements to Assignee, its successors and assigns; TO HAVE AND TO HOLD the Agreement attached hereto, together with all and singular the rights and appurtenances thereto in anywise belonging, unto Assignee, its successors and assigns forever; and Assignor does hereby bind itself, its successors and assigns forever, so that neither Assignor, nor Assignor's successors or assigns, shall at any time hereafter have, claim or demand any right or title to the Agreements, or any part thereof. 2. Further Assurances. Assignor hereby agrees to perform, execute and/or deliver or cause to be performed, executed and/or delivered any and all such further acts and assurances as Assignee may reasonably require to perfect Assignee's interest in the Agreements. 3. Assignee's Duty. It is specifically agreed that Assignor shall not be responsible for the discharge and perfornance of any duties or obligations to be performed and/or discharged in comiection with the Agreements after the effective date hereof. By acceptance of this Assignment and by execution hereof, Assignee accepts and agrees to perform all of the terms, nants and conditions in connection with the Agreements required to be performed thereunder, j•. fro nd after the effective date hereof, but not prior thereto. ,.,:. ?ECIBVrO sr: 92018 CITYO;FORT WORTH CITYSECRET.ARY 4. Assignor's Indemnid y. It is further agreed that Assignee shall not be responsible for the discharge and performance of any duties or obligations required to be performed and/or discharged in connection with the Agreements prior to the effective date hereof. In such regard Assignor agrees to indemnify and hold harmless Assignee, inclusive of attorneys' fees and court costs,from and against losses incurred by Assignee as a result of claims brought against Assignee, as Assignor's successor in interest to the Agreements,relating to causes of action arising from any failure by Assignor to perform or discharge the obligations of the landlord under the Agreements prior to the effective date hereof. 5. Binding Agreement. This Assignment is binding upon and shall inure to the benefit of the parties hereto and their respective successors and assigns. IN WITNESS WHEREOF, Assignor and Assignee have caused this Assignment to become effective the I"day of September 2018. ASSIGNEE: ASSIGNOR: CITY OF F�'1✓WOR�TH,L� AQUA T C S C MP1�cN� By: 6,.�+..�. By: �, 1— Jesus J. Chapa Name: Michael Cartwright Assistant City�Vlan�aa�`� Title: Vice President of Operations Date: ��"" Date: Y / Contract Compliance Manager By signing, I acknowledge that I am the person responsible for the monitorin and administration of this contract, including ens ' g all perfo ance and rep rting requirements. Name: ' "I'l e I e 1 �t Title: APPRO AS TO AND LEGALITY: Jessica Sa svang Senior s stant City Attorney OF fdR Form 1295: N/A �y AT;j TEDBY�-� M Fy ay City Secretaryk, " M&C#N/A -