HomeMy WebLinkAboutContract 54790 Date Received: 11/05/2020 City Se cre tary
Time Received:10:18 am Number: 54790
PUBLIC RIGHT-OF-WAY ENCROACHMENT LICENSE AGREEMENT
COMIKIRML
THIS AGREEMENT is made and entered into by and between (1) THE CITY
OF FORT WORTH, a home rule municipal corporation of Tarrant County, Texas
("City"), acting by and through its duly authorized City Manager, Assistant City
Manager, or Development Services Department Director; (2) EL CHINGON FW LLC,
a(n) limited liability company ("Licensee"), acting by and through its duly authorized
Manager; and (3) 5C 2800 BLEDSOE, L.P., a(n) Texas limited partnership,
("Owner"), owner of the real property located at 2800 BLEDSOE STREET, Fort
Worth, Texas 76107 ("Property"), acting by and through its duly authorized General
Partner.
RECITALS
WHEREAS, Licensee, as lessee, and Owner, as lessor, are parties to that certain
lease dated May24,2020 between Owner and Licensee (as successor in interest to
GBOD Hospitality Group LLC, a California limited liability company) concerning
certain real property owned by Owner and situated in the City of Fort Worth, Tarrant
County, Texas, more particularly described in the attached Legal Description of the
Property, attached as `'Exhibit C" and incorporated herein for all purposes; and
WHEREAS, the City has a street, alley, sidewalk, and/or other public right-of-
way (individually or collectively, the "Public Right-of-Way") adjacent to the Property as
shown on the map attached to this Agreement as "Exhibit A," which is incorporated
herein for all purposes; and
WHEREAS, Licensee desires to construct/place and maintain certain
improvements which will encroach in, on, above, or below the Public Right-of-Way; and
WHEREAS, to accommodate the needs of the Licensee and Owner, the City will
allow the encroachment under the terms and conditions as set forth in this Agreement.
NOW, THEREFORE,the City, Owner, and Licensee agree as follows:
AGREEMENT
1.
The City, in consideration of the payment by Licensee of the fee set out below
and covenants and agreements hereinafter contained to be kept and performed by
Licensee, hereby grants permission to Licensee to encroach in, on, above, or below and
ROW Encroachment Agreement-Commercial OFFICIAL RECORD Page 1 of 13
CITY SECRETARY Revised4/2020
FT. WORTH, TX
occupy a portion of the City's Public Right-of-Way as described in and at the location
shown on Exhibit A, but only to the extent shown thereon, for the purpose of installing a
blade sign (the "Encroachment"). Upon completion of the Encroachment, Licensee
agrees to be responsible for maintaining the Encroachment within the Public Right-of-
Way. Licensee shall not expand or otherwise cause the Encroachment to further infringe
in or on the Public Right-of-Way beyond what is specifically described in the exhibit(s)
attached hereto.
2.
All construction, maintenance, or operation in connection with such
Encroachment, use, or occupancy shall comply and be performed in strict compliance
with this Agreement and with the Charter, Ordinances, and Codes of the City, and in
accordance with the directions of the Director of the Transportation and Public Works
Department or the Director of the Water Department, or their duly authorized
representative. Prior to the construction of the Encroachment, Licensee shall submit all
plans and specifications to the applicable Director or duly authorized representative.
Licensee shall not commence construction of the Encroachment until such approval shall
be indicated in writing by the applicable Director or authorized representative. However,
such approval shall not relieve Licensee of responsibility and liability for concept, design,
and computation in the preparation of such plans and specifications.
3.
Licensee, at no expense to the City, shall make proper provisions for the
relocation and installation of any existing or future utilities affected by such
Encroachment, use, and occupancy, including the securing the approval and consent of
the appropriate utility companies and agencies of the State of Texas and its political
subdivisions. In the event that any installation, reinstallation, relocation, or repair of any
existing or future utility or improvements owned by or 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 determined by the Director of
Transportation and Public Works or the Director of the Water Department, or their duly
authorized representative.
4.
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, or
for any other public purpose. The 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.
5.
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Upon termination of this Agreement, Licensee shall, at the option of and at no
expense to the City, remove the Encroachment and restore the Public Right-of-Way to a
condition acceptable to the Director of Transportation and Public Works or the Director
of the Water Department, or their duly authorized representative, in accordance with
then-existing City specifications. It is understood and agreed to by Licensee and Owner
that if this Agreement terminates and Licensee fails to remove the Encroachment as
directed and restore the Public Right-of-Way, Licensee and Owner hereby give City
permission to remove the Encroachment and any supporting structures and assess alien
on the Property for the costs expended by the City in taking such actions.
6.
In order to defray all costs of inspection and supervision which the 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, Licensee
agrees to pay to City at the time this Agreement is requested an application fee in the sutra
of Five Hundred Dollars ($500.00). Additionally, Licensee agrees to pay a fee in the
amount of $1.44 per square/linear foot of the encroachment area upon execution of this
Agreement and annually thereafter.
7.
The term of this Agreement shall be for thirty (30) years, commencing on the
date this Agreement is executed by City. However, this Agreement may be terminated
upon Licensee's noncompliance with any of the terms of this Agreement. City shall
notify Licensee in writing of any noncompliance and if not cured within thirty (30) days,
this Agreement shall be deemed terminated, unless such noncompliance is not susceptible
to cure within thirty (30) days, in which case this Agreement shall be deemed terminated
in the event that Licensee fails to commence and take such reasonable steps as are
necessary to remedy the noncompliance within thirty (30) days after written notice
specifying the same, or having so cone nenced, thereafter fails to proceed diligently and
with continuity to remedy same.
8.
It is further understood and agreed between the parties hereto that the Public
Right-of-Way to be used and encroached upon is held by City as trustee for the public;
that City exercises such powers over the Public Right-of-Way 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 Public Right-of-Way
for the use and benefit of the public. It is accordingly agreed that if the governing body
of City may at any time during the term hereof determine in its sole discretion to use or
cause or permit the Public Right-of-Way to be used for any other public purpose,
including but not being limited to underground, surface, or overhead communication,
drainage, sanitary sewerage, transmission of natural gas or electricity, or any other public
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purpose, whether presently contemplated or not, that the parties agree to negotiate in
good faith in order to accommodate the Encroachment and the public purpose.
9.
LICENSEE COVENANTS AND AGREES TO INDEMNIFY, AND DOES
HEREBY INDEMNIFY, HOLD HARMLESS, AND DEFEND CITY, ITS
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,
WHETHER REAL OR ASSERTED, ARISING OUT OF OR IN CONNECTION
WITH, DIRECTLY OR INDIRECTLY, THE CONSTRUCTION,
MAINTENANCE, OCCUPANCY, USE, EXISTENCE, OR LOCATION OF THE
ENCROACHMENT AND USES GRANTED HEREUNDER,WHETHER OR NOT
CAUSED, IN WHOLE OR IN PART, BY THE ALLEGED NEGLIGENCE OF
OFFICERS, AGENTS, SERVANTS, EMPLOYEES, CONTRACTORS,
SUBCONTRACTORS, LICENSEES, ELECTED OFFICIALS, OR INVITEES OF
THE CITY; AND LICENSEE HEREBY ASSUMES ALL LIABILITY AND
RESPONSIBILITY FOR SUCH CLAIMS OR SUITS. LICENSEE SHALL
LIKEWISE ASSUME ALL LIABILITY AND RESPONSIBILITY AND SHALL
INDEMNIFY CITY FOR ANY AND ALL INJURY OR DAMAGE TO CITY
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.
10.
While this Agreement is in effect, Licensee agrees to furnish City with a
Certificate of Insurance naming City as certificate holder as proof that is 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 as located and described in Exhibit A.
The amounts of such insurance shall be not less than
S1,000,000
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 thirty (30) days prior written notice to
the Building Official of the City. A copy of such Certificate of Insurance is attached as
"Exhibit B"and incorporated herein for all purposes. Licensee agrees to submit a
similar Certificate of Insurance annually to the City on the anniversary date of the
execution of this Agreement.
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Licensee agrees,binds, and obligates itself and 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 Public Right-of-Way. All insurance coverage required herein shall
include coverage of all Licensee's contractors and subcontractors.
ll.
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 Fart Worth.
12.
Licensee agrees to comply fully with all applicable federal, state, and local laws,
statutes, ordinances, codes, and regulations in connection with the construction,
operation, and maintenance of the Encroachment and uses.
13.
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.
14.
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, 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 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 and Licensee.
15.
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 Public Right-of-Way and is not a conveyance of any right, title, or interest in or to the
Public Right-of-Way, 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.
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16.
In any action brought by the City for the enforcement of the obligations of this
Agreement, City shall be entitled to recover interest and reasonable attorneys' fees.
17.
The parties agree that the duties and obligations contained in Section 5 shall
survive the termination of this Agreement.
18.
Licensee covenants and agrees that it will not assign all or any of its rights,
privileges, or duties under this Agreement without the written approval of the City, and
any attempted assignment without such written approval shall be void.
19.
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.
20.
This Agreement shall be binding upon the parties hereto and their successors and
assigns.
21.
This Agreement may be executed in multiple counterparts, each of which shall be
considered an original, but all of which shall constitute one instrument
[SIGNATURES APPEAR ON FOLLOWING PAGE]
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Licensee:
EL CHINGON FW LLC
a Corporation
By:
Name: Raymond Davoudi
Title: Manager
Date: /v LZ 7 Az 0
Licensee
STATE OF TEXAS §
COUNTY OF TARRANT §
BEFORE ME, the undersigned authority, a Notary Public in and for the State of
on this day personally appeared Raymond Davoudi,Manager known to me
to be the person whose name is subscribed to the foregoing instrument, and
acknowledged to me that he or she executed the same for the purposes and consideration
therein expressed, as the act and deed of El Chingon FW LLC, a limited liability
company, and in the capacity therein stated.
GIVEN UNDER MY HAND AND SEAL OF OFFICE this )-,C- day of OGfovz
20 20 .
JUSTIN CURTIS l
My Nolary 10#129337451
' pies Mamh 8,2021
Notary Public in and for the
State of''r-'k�
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Revised 412020
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
Owner:
5C 2800 BLEDSOE, L.P.
a Texas limited partnership
By: 5C 2800 Bledsoe GP, LLC
a Texas limited liability partnership
its General Partner
By: Fifth Corner Property Fund I, LP
a Delaware limited partnership
its Managing Member
By: Fifth Corner Properties, LLC
a Delaware limited liability company
its General Partner
By:
Name:Ghed e.-fMMr Teve_1 y4 r
Title: Managing Partner
STATE OF TEXAS §
COUNTY OFTARRANT §
BEFORE ME, the undersigned authority, a Notary Public in and for the State of
-re k Tayei t—
T?C45 on this day personally appeared C�:—l�;a+f+►, Managing Partner,known
to me to be the person whose name is subscribed to the foregoing instrument, and
acknowledged to me that he or she executed the same for the purposes and consideration
therein expressed,as the act and deed of 5C 2800 Bledsoe, LP, a limited partnership
(entity type),and in the capacity therein stated.
GIVEN UNDER MY HAND AND SEAL OF OFFICE this 28 day of 0 C"gt-
20 20 .
ABBY LEATHERMAN
Notary P-xpi,State Texas
Comm.Expiree02.17-202a
Notary Public in and for the s'hn°; `r Notary ID 132361353
State of �
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OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
City:
CITY OF FORT WORTH
DJ Harrell(Nov 5,2020 08:50 CST)
By:
DJ Harrell, Director
Development Services Department
Date: 11-5-2020
A,o FOR oo
ATTEST: a�o ?'=d Approved As To Form and Legality
000000000
a��EXASopp _/�if��rcu .�GZwt-ua
�naaad
Mary Kayser, City Secretary FWBC Sec. 3210
City Secretary's Office Matthew A. Murray, Assistant City Attorney
City Attorney's Office
Contract Compliance Specialist:
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.
Evelyn Ro,P
fts(Oct 30,202015:21 CDT)
Laurie Lewis
Interim Development Manager
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
ROW Encroachment Agreement-Commercial Page 9 of 13
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1 ' CITY OF FORT1 ' OFFICE USE ONLY*
STATE OF TEXAS §
COUNTY OF TARRANT §
BEFORE ME, the undersigned authority, a Notary Public in and for the State of
Texas, on this day personally appeared DJ Harrell, Director, known to me to be the person
whose name is subscribed to the foregoing instrument, and acknowledged to me that he
executed the same for the purposes and consideration therein expressed, as the act and
deed of the City of Fort Worth, and in the capacity therein stated
GIVEN UNDER MY HAND AND SEAL OF OFFICE this 5th day of
Nov an b e 20 20
Digitally signed by LAURIE
LAURIE PEQUENO LEWIS
PEQUENO LEWI$ Date:2020.11.0508:57:34
-06'00' o�Pava�e' LAURIE PEQUENO LEWIS
a Notary Public
Notary Public in and for the State of Texas * * STATE OF TEXAS
y Notary I.D. 132278952
��aF� My Comm.Exp. Dec. 10,2023
After recording return to:
Development Services Department
Development Coordination Office
200 Texas Street
Fort Worth, Texas 76102
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
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EXHIBIT A
Map of Easement and Encroachment
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EXHIBIT B
Certificate of Insurance
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EXHIBIT C
Metes and Bounds or Location Description of the Property
Lot 17R, Block 13
Van Zandt's Park Addition
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