HomeMy WebLinkAboutContract 5550904/05/2021
4:41 p m
When recorded return to:
David J. Feit, Esq.
Law Offices of David J. Feit, Esq., PLLC
22 Cortlandt Street, Suite 803
New York, New York 10007
CSC No. 55509
ASSIGNMENT AND ASSUMPTION OF CONSENT AGREEMENT
AND CONSENT TO ASSIGNMENT
This ASSIGNMENT AND ASSUMPTION OF CONSENT AGIZEEMENT AND CONSENT TO
ASS[GNMENT (the "Assigir�nejat") is made as of April2 , 2021 (the "Effective Date"),
by and atnong BURNETT PLAZA LP, a Texas limited partnership ("Assignor"), fonnerly la�own as
Behringer Harvard Burnett Plaza LP, a Texas limited partnership, as successor-in-interest to Burnett Plaza
Associates, a Texas joint venture, and BURNETT PLAZA HOLDINGS LLC, a TeYas limited liability
company ("Assig�7ee").
BACKGROUND INFORMATION
A. The First National Bank of Fort Worth, a national banking association (`Bank"),
(predecessor-in-interest to Assignor) and the City of Fort Worth, a municipal corporation of Tan•ant County,
Texas, acting by and tlu-ough its authorized City Manager ("Citv"), entered into that certain Consent
Agreement dated as of March 12, 1981, and further described as City Secretary Contract No. 11641
("Co�se�2t Agreenzent"), which, among other thii�gs, pennitted Bank, in connection with tl�e construction
and operation of a certain 40-stoiy office building and related parking garage, to encroach upon, use, and
occupy portions of the space under, on and/or above certain public streets for the purposes described in the
Consent Agreement.
B. Thereafter, Banlc assigned all of its rights and obligations in the Consent Agreement to
Assignor via that certain Assignment of Consent Ag►•eement and Consent to Assigiunent dated June 25,
1981, and further described as City Contract No. 11817, as approved by City on July 17, 1981 ("Assignment
nizd Conse�it"), and recorded in Volume 7300, Page 1503, Deed Records, Tarrant County, Texas;
C. Certain provisions of the Consent Agreement were restated, modified and amended by that
certain Restated and Amended Consent Agreement, by and between City and Assignoc, dated December
13, 1982, and further described as City Secreta�y Contract No. 12812 ("Restnted Co�tsent AgreemenP'),
and recorded in Volume 7426, Page 873, Deed Records Tarrant County, Texas; and
D. The Restated Consent Agreement was furthec amended by that certain Second Amendment
to City Secretary Contract No. I 1641 dated May 3, 1983, and effective April 8, 1983, and further described
as City Secretaiy Contract No. 13050 ("Second Ameirdment"), and was recorded in Volume 7534, Page
11 17, Deed Records, Tarrant County, Te:cas;
E. The Consent Agreement, together with the Assigrunent and Consent, Restated Consent
Agreement, and Second Amendment, is hereinafter collectively referred to as the "Agreeme»t".
F. Assignor is currently under contract to sell to Assignee certain rea] estate affected by the
Agreement, locally known as 800 and 801 Chei•ry Street, and 700 Texas Street, Fort Worth, Tarrant County,
Texas, and legally described on Exhibit A attached hereto, pursuant to that certain Purchase and Sale
Agreement dated January 19, 2021, as amended, between Assignor and Assignee.
Assignment and Assumption of Consent Agreement and
Consent to Assignment
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
G. Assignor desires to assigil all of its right, title, obligations and interest in and to the
Agreement to Assignee and Assignee is willing to accept such assignment and to assume Assignor's
obligations under tlle Agreement.
ASSIGNM�NT
IN CONSIDERATION of Ten Dollais ($10.00) and other good and valuable consideration, the
receipt and sufficiency of which is hereby acknowledged, and incorporating the above Background
Information herein, tlie parties hereto agree as follows:
1. Assi�nment. Effective as of the Effective Date, Assignor hereby assigns, transfers and sets
over to Assignee, its successors and assigns, all of Assignor's right, title, obligations and interest in the
Agi•eement.
2. Acceptance and Assumption. Effective as of the Effective Date, Assignee hereby accepts
tllis Assigrunent, and agrees to assume and perform all of the duties and obligations of Assigi�or �u�der the
Agreement as if Assignee had been an original party thereto. Effective as of the Effective Date, Assignee
hereby adopts and ratifies the Agreement.
3. Assignee's Insurance. Assignee's certificate of insurance is attached as Exhibit B and
incorporated herein, evidencing proof that Assignee has secured and paid for a policy of public liability
insurance covering all public risks related to the proposed use and occupancy of the affected real estate as
described in the Agreement.
4. Indemnification. Assignor agrees to indemnify and hold Assignee harmless of and from
any and all liabilities, claims, demands and expenses, of any kind or natui•e arising or occuiring priar to the
Effective Date hereof which are in any way related to the Agreement. Assignee agrees to indemnify and
hold Assignor harmless of any from any and all liabilities, claims, demands and expenses, of any kind or
nature arising or occurring after the Effective Date hereof which are in any way related to the Agreement.
5. Notices. All notices provided for or• permitted to be given to Assignee under the terms of
the Agreement shall be sent to the following address:
Burnett Plaza Holdings LLC
c/o Opal Holdings
950 Airport Road
Lakewood, New Jersey 08701
Attn: Mr. Shaya Pragec
6. Other pocuinents. Assignor ab •ees to eYecute and deliver such other documents as may
be reasonably necessary to vest in Assignee all of Assignor's right, title, obligations and interest in and to
the Agreement.
7. Successors and Assi�ns. This Assignment shall bind and inure to the benefit of the parties
hereto and their respective successors and assigns.
8. SiQnatures. This Assignment may be eYecuted in two or more counterparts, each of which
shall be deemed an original, but all of which together shall constitute one and the same instrument.
Signatures transmitted by facsimile or e-mail, through scanned or electronically transmitted .pdf, .jpg or .tif
Page 2
Assignment and Assumption of Consent Agreement and
Consent to Assignment
files, shall have the same effect as the delivery of original signatures and shall be binding upon and
enforceable against the parties hereto as if sucll facsimile or sca�ined doc�unents were an original e;cecuted
counterpart.
[SIGNATURES APPEAR ON FOLLOGVING PAGES']
Page 3
Assignment and Assumption of Consent Agreement and
Consent to Assignment
IN WITNESS WHEREOF, the Assignor has executed this Assignment on the day and year first
above written.
ASSIGNOR:
BURNETT PLAZA LP, a Texas limited partnership,
formerly known as Behringer Harvard Burnett Plaza LP,
a Texas limited partnership, as successor-in-interest to
Burnett Plaza Associates, a Tex s joint venture
By: -+���"""'-'fl--+.V---::'-----3-=.-£----
STATE OF GEORGIA §
§COUNTY OF FULTON §
Name: Kennedy Hi
Title: Executive Vice President, Investments
This instrument was acknowledged before me on the� day of f(/ar(}h , 2021
by Kennedy Hicks as Executive Vice President, Investments, of Burnett Plaza LP, a Texas limited
partnership, on behalf of said Burnett Plaza LP, a Texas limited partnership.
I Ill 11 I 11 /////// ,,,,,,, ,, E HA, l/111/1 .:::-' 0� .-·:·· ... • ... ,J,-G 1<-� .$) _/({\ISStol)·· .. Q �
� Q::-.-· 0� 'G-··. 0 ,;:. 3CO/� �OTAAJ.,�\CJ� /,,, = : -
-
•
-
ro : =My Comm1ss1on Expires: l(I �� -n · .. � Pu sue, u, ! � � ---""'--1/--1-
=---
------- c::. ·. : 0 -� <;\\0 '::>/ q_-. .g� 0 ··f02-20'"1:.·· 0 � <--.,, /1,-.......... Gx;. ,.:::-11111 CouNT'<, ,,,,, 111111//\ I\\\ 1111111
Assignment and Assumption of Consent Agreement and
Consent to Assignment
Page 4
STATE OF N-:S §
COUNTY OF Ccf!:lf\ §
ASSIGNEE:
BURNETT PLAZA HOLDINGS LLC,
a Texas limited liability company
This instrument was acknowledged before me on the '2_ C::: day of k.. o-.-s ,;:__(....._ 2021
by � \A.:.N'-0"- � �as VV,,,µv,...,VJ.>.-; of Burnett Plaza Holdings LLC, a Texas limited liability
company on behalfof said Burnett Plaza Holdings LLC, a Texas limited liability company.
Notary Public, State of ___ KJ:S __________ _
My Commission Expires: ________ _
Assignment and Assumption of Consent Agreement and
Consent to Assignment
SARA OU(t&'f', .. , :>
NOTARY PUBLIC OF�EW JERSEY
My Commission Expir�f G/3/2024
Page 5
ONSENT TO ASSIGNMENT
The City of Fort Wotrth ("City") does hereby agree and consent to: (a) the foregoing Assignment;
(b) the insurance described in the certificate attached hereto as Exhibit S; and (c) tlte assignment by B�u�nett
Plaza LP, a Texas limited pa�rtnership, fonnerly known as Behringer Harvard Burnett Plaza LP, a Texas
limited partnership, as successor-in-interest to Burnett Plaza Associates, a Texas joint ventw-e, of all of its
right, title, obligations and interest in and to the Agreement to Burnett Plaza Holdings LLC, a Texas limited
liability company. �.o�aa�nn��
ATTEST;
�bo�oFORp���
p �O � �O'Q��
�~g o-{� CITY OF FORT WORTH
�vo �=d
� o o d �
� �� o0 0 *�
d °000000�° .d
�� nEXASo,a By:
�D� �Ob1�'�Gt � GOl�1IGl'�GJ'
�for Ronald P. Gonzales (Apr 5, 2021 0924 CDT)
Mary J. Kayser, City Secretaiy
APPROVED AS TO FORM AND LEGALITY:
�iG�2Z�i��Gf/' i��G%L2�y
v�
Matthew A. Murray
Assistant City Attomey
Ordinance No. 24161-04-20
DJ Hairell, Directoi, Development
Services
Contract Compliance Manager:
By signing I acknowledge that 1 am the person
responsible for the monitoring and administration
ofthis contract, including ensuring all performance
and reporting requirements.
.r�hie s�c�rlef� Mor�les
Janie S. Morales
Development Services
Assignment and Assumption of Consent Agreement and
Consent to Assignment
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
STATE OF TEXAS
COUNTY OF TARRANT
BEFORE ME, the undersigned authority, on this day personally appeared DJ Harrell, known to me to be
the person and officer whose name is subscribed to the foregoing instrument and acknowledged to me that
he executed the same as the act and deed of the City of Fort Worth, a municipal corporation of Tarrant
County, Texas, for the purpose and consideration therein expressed and in the capacity therein stated.
GIVEN UNDER MY HAND AND SEAL OF OFFICE this 2ndday of A��1 , 2021.
o,�p,RY/'(ie, JENNIFER L. EZERNACK
_ � Notary Public
* � + STATE OF TEXAS
NT G� Q Notary I.D. 130561630
9�F�F�+ My Comm. Exp. Mar. 1, 2024
Jennifer L Ezernack DigitallysignedbyJenniferLEzernack
Date: 2021.04.02 19:12:15 -05'00'
Notary Public, State of
My Commission Expires: March 1, 2024
Assignment andAssumption ofConsentAgreement and
Consentto Assignment
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
EXHIBIT A
Legal Description
TOWER TRACT: (ALSO KNOWN AS PARCEL 1)
All of Lot A-R in Block 3 of the Junius W. Smith Addition as it appears upon the map recorded in Volume
388-145, Page 59 ofthe Tarrant County Deed Records, and those portions of West Seventh Street described
as Exhibits A, B, C, D, and E in t11e deed fi•om the City of Fort Wocth to Burnett Plaza Associates, a Texas
joint venture, recorded in Volume 7648, Page 1242 of said Deed Records and as hereinafter described as
Tracts A-1, A-2, A-3, A-4 and A-5, all situated in the City of Fort Worth in Tarrant County, Texas, and
being more particularly bounded and described as follows:
Begiruling at a mark "Y" for the Southeast corner of said Lot A-R in the North line of West Tenth Street;
Thence West, along the South line of said Lot A-R and said North line of West Tenth Street 116-25/100
feet to the Southwest corner of said Lot A-R, and also being the point of intersection of the said North line
of West Tenth Street and the East line of Cherry Street from which a mark "Y" in concrete bears West 9-
8/10 feet;
Thence North, along the West line of said Lot A-R and said East line of Cherry Street, 307-5/10 feet to the
Northwest corner of said Lot A-R, and also being the point of intersection of the said East line of Cheny
Street and the South line of West Seventh Street, fl'O17] WlllCll 1 lllal'IC "Y" in concrete bears North 3 feet and
west 9-8/10 feet;
Thence East, along the North line of said Lot A-R and said South line of West Seventh Street, 21-75/100
feet to the Southwest corner of said Tract A-1;
Thence North 1-5/l0 feet to a point for corner;
Thence East 6 feet to a point for corner;
The�lce South 1-5/10 feet to a point for corner;
Thence East 10-5/10 feet to the Southwest corner of said Tract A-2;
Thence North 1 foot to a point for corner;
Thence East 5 feet to a point for corner;
Thence South 1 foot to a point for corner;
Thence East 15 feet to the Southwest corner of said Tract A-3;
Thence North 1 foot to a point for corner;
Thence East 5 feet to a point for corner;
Thence South 1 foot to a point for corner;
Thence East 15 feet to the southwest corner for said Tract A-4;
Thence North 1 foot to a point for conler;
Thence East 5 feet to a point for corner;
Thence South 1 foot to a point for conler;
Thence East 13-42/100 feet to the Southwest corner of said Tract A-5;
Thence North 1 foot to a point for coiller;
Thence East 5 feet to a point for cornei;
Thence South 1 foot to a point for corner;
Exhibit A-I
Assignment of Consent Agreement and
Consent to Assignment
Thence East 14-58/100 feet to the Northeast cocner of said Lot A-R and the Northwest corner of the East
half of foi�ner alley and part of Burnett Street vacated by City of Fort Wo�-th Cowlcil Ordinance No. 8205
and which is to be devoted to pedestrian usage in connection with Bur•nett Park and from which a ma�-k "Y"
in concrete bears North 3 feet;
Thence Soutll, along the East line of said Lot A-R and the West line of said East half of former alley, a
distance of 307-5/10 feet to tlle place of begi�uling and containing 35,775 square feet, more or less.
TRACTS A-1, A-2, A-3, A-4, AND A-5:
The following described Tracts A-1, A-2, A-3, A-4, and A-5 ace those portions of West Seventh Street
described as Exhibits A, B, C, D, and E in the deed from the City of Fort Worth to Burnett Plaza Associates
recorded in Volume 7648, Page 1242, Tat•rant Counry Deed Records, and are included within the boundaiy
of tlze Tower Tract (also knowil as Parcel 1):
TRACT A-1:
A portion of the West Seventh Street which lies No�-th of Lot A-R in Block 3 of Junius W. Smith Addition
in the CiTy of Fort Worth in Tarrant County, Texas as said Lot A-R appears upon the map recorded in
Volume 388-145, Page 59 of the Tarrant County Deed Records; and embracing a portion of the tract
described in the deed to the City of Fort Worth recorded in Vol�une 950, Page 145 ofthe said Deed Records;
Commencing at the Northwest corner of said Lot A-R and the Southwest corner of said City tract, for the
intersection of the East line of Cheny Street and the South line of said West Seventh Street; and then run,
East, along the common line of said Lot A-R and said City tract for the said South line of West Seventh
Street, 2l - 75/100 feet to the Southwest and beginning corner of the tract being described;
Thence North 1-5/10 feet;
Thence East 6 feet;
Thence South 1-5/10 feet to the said common line of Lot A-R and City tract for the said South line of West
Seventh Street;
Thence West, along the said common line of Lot A-R and City tract for the said South line of West Seventh
Street, 6 feet to the place of beginning and containing 9 square feet, more or less.
TRAC'd' A-2:
A portion of West Seventh Street which lies North of Lot A-R in Block 3 of J�mius W. Smith Addition in
the City of Fort Worth in Ta�rant County, Texas as said Lot A-R appears upon the map recorded in Volume
388-145, Page 59 of the Tarrant County Deed Records; and embracing a portion of the tract described in
the deed to the City of Fort Worth recorded in Volume 950, Page 145 of the said Deed Records;
Commencing at the Northwest corner of said Lot A-R and the Southwest corner of said City tract, for the
intersection of the East line of Cherry Street and the South line of said West Seventh Street; and then rtm,
East, along the common line of said Lot A-R and said City tract for the said South line of said West Seventh
Exhibit A-2
Assignment of Consent Agreement and
Consent to Assignment
Street, 38- 25/100 feet to the Southwest al�d beginning corner of the tract being described;
Thence North 1 foot;
Thence East 5 feet;
Theiice South 1 foot to the said common line of Lot A-R and City tract for the said South line of West
Seventl� Street;
Thence West, along the said common line of Lot A-R and City tract for the said South line of West Seventh
Sti•eet, 5 feet to the place of begiiuling and containing 5 square feet, more or less.
TRACT A-3:
A portion of West Seventh Street which lies north of Lot A-R in Block 3 of Junius W. Smith Addition in
the City of Fort Worth in Tarrant County, TeYas as said Lot A-R appears upon the map recorded in Volume
388-145, Page 59 of the Tarrant County Deed EZecords; and embr�acing a portion of the tract described in
the deed to the City of Fort Worth recorded in Volume 950, Page 145 of the said Deed Records;
Commencing at the Northwest corner of said Lot A-R and the Southwest corner of said City tract, for the
intersection of the East line of Cher�y Street and the South line of said West Seventh Street; and then r«n,
East, along the common line of said Lot A-R and said City tract for the said South line of West Seventh
Street, 58- 25/100 feet to the Southwest and beginning corner of the tract being described;
Thence North 1 foot;
Thence East 5 feet;
Thence South 1 foot to the said common line of Lot A-R and City tract for the said South line of West
Seventh Street;
Thence West, along the said common line of Lot A-R and City tract for the said South line of West Seventl�
Street, 5 feet to the place of beginning and containing 5 square feet, �nore or less.
TRACT A-4:
A portion of West Seventh Street which lies North of Lot A-R in Block 3 of J�mius W. Smith Addition in
the City of Fort Worth in Tarrant County, TeYas as said Lot A-R appears upon the map recorded in Volume
388-145, Page 59 of the Tarrant County Deed Records; and embracing a portion of the tract descriUed in
the deed to the City of Fort Worth recorded in Volume 950, Page 145 of the said Deed Records;
Commencing at the Northwest corner of said Lot A-R and the Southwest corner of said City tract, for the
intersection of the East line of Cheriy Street and the South line of said West Seventh Street; and then run,
East, along the common line of said Lot A-R and said City tract for the said South line of West Seventh
Street, 78- 25/l 00 feet to the Southwest and beginning corner of the tract being described;
Thence North 1 foot;
Exhibit A-3
Assignment of Consent Agreement and
Consent to Assignment
Thence East 5 feet;
Thence South 1 foot to the said common line of Lot A-R and City tract for the said South line of West
Seventh Street;
Thence West, along the said common line of Lot A-R and City tract for the said South line of West Seventh
Street, 5 feet to the place of beginning and containing 5 square feet, more or less.
TRACT A-5:
A portion of West Seventh Street which lies North of Lot A-R in Block 3 of J�mius W. Smith Addition in
the City of Fort Worth in Tarrant County, Texas as said Lot A-R appears upon the map recorded in Volu�ne
388-]45, Page 59 of the Tan�ant County Deed Records; and embracing a portion of the tract described in
the deed to the City of Fort Worth recorded in Volume 950, Page 1�l5 of the said Deed Records;
Commencing at the Northwest comer of said Lot A-R and the Southwest corner of said City tract, for the
intei•section of the East line of Cherry Street and the South line of said West Seventh Street; and then run,
East, along the common line of said Lot A-R and said City tract for the said South line of West Seventh
Street, 96- 67/I 00 feet to the Southwest and bebinning corner of the tract being described;
Thence North 1 foot;
Thence East 5 feet;
Thence South ] foot to the said conlmon line of Lot A-R and City tract for the said South line of West
Seventh Street;
Thence West, along the said common line of Lot A-R and City tract for the said South line of West Seventh
Street, 5 feet to the place of begiru�ing and containing 5 square feet, more or less.
GARAGE TRACT: (ALSO KNOWN AS PARCEL 2)
A portion of Block One of Jennings West Addition in the City of Fort Worth in Tarrant County, Te�as
described as Parcel 1(not to be confused with the Tower Tract, which is denominated for purposes of this
description as Pai�cel 1) in that certain deed to Burnett Plaza Associates recorded in Volume 7143, Page
151 of the Tarrant County Deed Records (which parcel is hereinafter called the "Original Garage Tract")
and those portions of West Seventl� Street and West Tenth Street described as EYhibits F, G, H, I and J in
the deed from the City of Fort Worth to Burnett Plaza Associates, a Texas joint venture, recorded in Volume
7648, Page 1242 of said Deed Records and as hereinafter described in Tracts A-6, A-7, A-8, A-9 and A-10,
all situated in the City of Fort Worth in Tarrant County, Texas, and being more particularly botmded and
described as follows:
Commencing at the Northwest corner of Lot A-R in Block 3 of the Junius W. Smith Addition as it appears
u�on the map recorded in Volume 388-145, Page 59 of said Deed Records and then run, South 89 degrees
54 minutes 33 seconds West, crossing Cherry Street, 59-91/100 feet to the East line of said Block One (10
feet South no degrees OS minutes 27 seconds East from the Northeast corner of said Block One) and being
Exhibit A-4
Assignment of Consent Agreement and
Consent to Assignment
at the point of intersection of the West li�le of said Chet•ry Street and the South line of West Seventh Street
for the Northeast and beginning corner of the parcel being described;
Thence continuing South no degrees OS minutes 27 seconds East along the East line of said Block One and
the West line of Cherry Street, a distance of 309-5/10 feet to a point for cof•ner being the intersection of the
said West line of Cheny Stl•eet and t11e North line of West Tenth Street a�ld being 13 feet North no degrees
OS minutes 27 seconds West from the Southeast corner of said Block One and from said point for corner of
the Garage Tract (also known as Parcel 2) a tack in a lead plug set in concrete bears South no degrees OS
minutes 27 seconds East, 3-5/10 feet and North 89 degrees 54 minutes 33 seconds East, 3 feet;
Thence South 89 degrees 54 minutes 33 seconds West, parallel with the South line of said Block One along
the North line of West Tenth Street, a distance of 149 feet to the Northeast corner of said Tract A-10;
Thence South no degrees OS minutes 27 seconds East 0-75/100 of a foot to a point for corner;
Thence South 89 degrees 54 minutes 33 seconds West 4 feet to a point for corner;
Thence North no degrees OS minutes 27 seconds West 0-75/l00 of a foot to a point for corner;
Thence South 89 degrees 54 minutes 33 seconds West 10 feet to the Northeast corner of Tract A-9;
Thence South no degrees OS minutes 27 seconds East 0-83/100 of a foot to a point for cornei; Thence South
89 degrees 54 minutes 33 seconds West 2 feet to a point for corner;
Thence North no degrees OS minutes 27 seconds West 0-83/100 of a foot to a point for corner;
Thence South 89 degrees 54 minutes 33 seconds West 10-42/100 feet to the Northeast corner of Tract A-8;
Thence South no degrees OS minutes 27 seconds East 1-08/100 feet to a point for corner;
Thence South 89 degrees 54 minutes 33 seconds West 2-5/10 feet to a point for corner;
Thence North no degrees OS minutes 27 seconds West 1-08/100 feet to a point for corner;
Thence South 89 degrees 54 minutes 33 seconds West 22-08/100 feet to the Southwest corner of the
Original Garage Tract, being the point of intersection of the North line of West Tenth Street and the East
line of Macon Street and also being in the West line of said Block One and being 13 feet North no degrees
OS minutes 27 seconds West of the Southwest corner Block One, and from which a tack in lead plug set in
concrete bears South no degrees OS minutes 27 seconds East, �-5/10 feet and South 89 degrees 54 minutes
33 seconds West 5 feet;
Thence North no degrees OS minutes 27 seconds West, along the West line of said Block One and the East
line of Macon Street, 309-5/10 feet to the Northwest corner of the Original Garage Tract, being the point
of intersection of the said East line of Macon Street and the South line of West Seventh Street and also
being 10 feet South no degrees OS minutes 27 seconds East from the Northwest corner of said Block One,
and from which a tack in lead plug set in concrete bears North 5 feet and West 5 feet;
Thence North 89 degrees 54 minutes 33 seconds East, parallel with the North line of said Block One along
Assignment of Consent Agreement and
Consent to Assignment
E�chibit A-5
the Soutll line of West Seventh Street, 97 feet to the Southwest coi•ner of Tract A-7;
Thence North no degrees OS ininutes 27 seconds West 0-75/100 of a foot to a point for corner;
Thence North 89 degrees 54 minutes 33 seconds East 4 feet to a point for corner;
Thence South no degrees OS minutes 27 seconds East 0-75/100 of a foot to a point for cornei•;
Thence North 89 degrees 54 minutes 33 seconds East 50 feet to tlle Southwest cornei• of Tract A-6;
Thence North no degrees OS minutes 27 seconds West 0-75/100 of a foot to a point for corner;
Thence North 89 degrees 54 minutes 33 seconds East 4 feet to a point for corner;
Thence South no degrees OS minutes 27 seconds East 0-75/100 of a foot to a point for corner;
Thence North 89 degrees 54 minutes 33 seconds East 45 feet to the place of beginning and containing
61,913 square feet, more or less.
TRACTS A-6, A-7, A-8, A-9, and A-10:
The following described Tracts A-6, A-7, A-8, A-9, and A-10 are those portions of West Seventh Street
and West Tenth Street described as E�Zibits F, G, H, I and J in tl�e deed from the City of Fort Worth to
Burnett Plaza Associates recorded in Volume 7648, Page 1242, Tarrant County Deed Records, and are
included within the bounda�y of the Garage Tract (also known as Parcel 2):
TRACT A-6:
A portion of West Seventh Street which lies within Block One of Jennings West Addition in the City of
Fort Worth in Tarrant County, TeYas; and embracing a portion of the tract described in the deed to the City
of Fort Worth recorded in Volume 920, Page 376 of the Tarrant Co�mty Deed Records;
Commencing at the Northeast corner of Parcel 1(herein called the "Original Garage Tract") descriUed in
the deed to Burnett Plaza Associates recorded in Vol�une 7143, Page 152 of the said Deed Records and the
Southeast corner of said City tract, for the intersection of the South line of West Seventh Street and the
West line of Cherry Street; and then rtul, West, along the common line of the Original Garage Tract and
said City tract, for the said South line of West Seventh Street, 45 feet to the Southeast and begiiuling corner
of the tract being described;
Thence West, continuing along said common line and said South line of West Seventh Street, 4 feet;
Thence North 0-75/100 of a foot;
Thence East 4 feet;
Thence South 0-75/100 of a foot to the place of beginning and containing 3 square feet, more or less.
Exhibit A-6
Assi;nment of Consent Agreement and
Consent to Assignment
TRACT A-7:
A portion of West Seventl� Street which lies within Block One of Jennings West Addition in tlie City of
Fort Worth in Tarrant Co�mty, Texas; and embracing a portion of the tract described in the deed to the City
of Fort Worth recot•ded in Volume 920, Page 376 of the Tarrant Cou�lty Deed Records;
Comrnencing at the Northeast corner of Parcel 1(hei•ein called tlle "Original Garage Tract") described in
the deed to Burnett Plaza Associates recorded in Volume 7143, Page 152 of the said Deed Records and the
Southeast corner of said City tract, for the intersection of the South line of West Seventh Sh•eet and the
West line of Cheriy Street; and then run, West, along the common line of the Original Garage Tract and
said City tract, for the said South line of West Seventh Street, 99 feet to the Southeast and beginning corner
of the tract being described;
T1lence West, continuing along said common line and said South line of West Seventh Street, 4 feet;
Thence North 0-75/ 100 of a foot;
Thence East 4 feet;
Thence South 0-75/ I 00 of a foot to the place of beginning and containing 3 square feet, more or less.
TRACT A-8:
A portion of West Tenth Street which lies within Block One of Jennings West Addition in the City of Fort
Wortll in Tarrant County, Texas; and embracing a portion of the tract described in the deed to City of Fort
Worth recorded in Volume 2421, Page 283 of the Tarrant Cowlty Deed Records;
Commencing at the Southwest corner of Parcel 1(herein called the "Original Garage Tract") descriUed in
the deed to Burnett Plaza Associates recorded in Volume 7143, Page 152 of the said Deed Records and the
Northwest co�7ler of said City tract, for the intersection of the North line of West Tenth St►•eet and the East
line of Macon Street; and then run, East along the common line of the Original Garage Tract and said City
tract for the said North line of West Tenth Street, 22-08/100 feet to the Northwest a�1d beginning corner of
the tract being described;
Thence East, continuing along said common line and said North line of West Tenth Street, 2-50/100 feet;
Thence South 1-08/ 100 of a foot;
Thence West 2-50/100 feet;
Thence North 1-08/100 of a foot to the place of beginning and containing 3 square feet, more or less.
TRACT A-9:
A portion of West Tenth Street which lies within Block One of Jennings West Addition in the City of Fort
Worth in Tarrant County, Texas; and embracing a portion of the tract described in the deed to the City of
Fort Wo�rth recorded in Volume 2421, Page 283 of the Tarrant County Deed Records;
Exhibit A-7
Assignment of Consent Agreement and
Consent to Assignment
Commencing at the Southwest corner of Parcel 1(hei•ein called the "Original Garage Tract") described in
the deed to Burnett Plaza Associates recorded in Volume 7143, Page 152 of the said Deed Records and the
Northwest coi•ner of said City tract, foi• the intersection of the North line of West Tenth Street and the East
line of Macon Street; and then run, East along the common line of the Original Garage Tract and said City
tract for the said North line of West Tentll Street, 35 feet ro the northwest and beginning cor�ler of the tract
being described;
Thence East, continuing along said common line and said North line of West Tenth Street, 2 feet;
Thence South 0-83/100 of a foot; Thence West 2 feet;
Thence North 0-83/] 00 of a foot to the place of beginning and containing 2 square feet, more or less.
TRACT A-10:
A portion of West Tenth Street which lies within Block One of Jennings West Addition in the City of Fort
Worth in Tarrant County, Texas; and embracing a portion of the tract described in the deed to the City of
Fort Wo�rth recorded in Volume 2421, Page 283 ofthe Tarrant County Deed Records;
Commencing at the Southwest corner of Parcel 1(herein called the "Original Garage Tract") described in
the deed to Burnett Plaza Associates recorded in Volume 7143, Page 152 of the said Deed Records and the
Northwest corner of said City tract, for the intersection of the North line of West Tenth Street and the East
line of Macon Street; and then run, East along the common line of the Original Garage Tract and said City
tcact for the said North line of West Tentll Street, 47 feet to the Northwest and beginning corner of the tract
being described;
Thence East, continuing along said common line and said North line of West Tenth Street, 4 feet;
Thence South 0-75/100 of a foot;
Thence West 4 feet;
Thence North 0-75/100 of a foot to the place of beginning and containing 3 square feet, more or less.
STREET TRACT: (ALSO KNOWN AS PARCEL 3)
A portion of Block One of Jennings West Addition in the City of Fort Worth in Tarrant County, TeYas, all
of Cheriy Street between said Block One and Lot A-R in Block 3 of Junius W. Smith Addition as it appears
upon the map recorded in Volume 388-145, Page 59 of the Tarrant County Deed Records, the North 1/2 of
West Tenth Street adjoining the South line of Block One and Lot A-R crossing Cherry Street, the East 1/2
of Macon Street adjoining the West line of said Block One from the middle of said West Tenth Street to
the middle of West Seventh Street and the South 1/2 of said West Seventh Street adjoining the North line
of said Block One and said Lot A-R crossing said Cherry Street, and being more particularly bo�ulded and
described as follows:
Beginning at a mark "Y" in concrete plug for the southeast corner of said Lot A-R in the North line of said
Exhibit A-8
Assigmnent of Consent Agreement and
Consent to Assignment
West Tenth Street;
Thence South 30 feet to a point in the middle of said West Tenth Street, being equidistant fi•om the said
Southeast corner of Lot A-R and the Not�th line of Block 4 of said Junius Smith Addition;
Thence West, along the said middle of street, 1 16-25/l00 feet to a point equidistant fi�orn the Southwest
corner of said Lot A-R and the Northwest coi•ne�• of said Block 4;
Thence South 89 degrees 54 minutes 21 seconds West, crossing Cherry Street, 59-37/100 feet to a point
equidistant fi•om the Nortl1 line of the South line of said West Tenth Street;
Thence South 89 degrees 54 minutes 33 seconds West, along the nliddle of said West Tenth Street, at 200
feet pass a point equidistant from said North lii�e and So��th line of West Tenth Street and continuing, in
all, 230 feet to a point in the middle of Macon Stf•eet, being in the intersection of Macon Street a�1d West
Tenth Street;
Thence North no degrees OS minutes 27 seconds West, along the said middle of Macon Street, 377-48/100
feet to the middle of West Seventh Street;
Tllence North 89 degrees 54 minutes 10 seconds East, along the said middle of West Seventh Street, at 30
feet pass a point equidistant from the South and North lines of said West Seventh Street and continue, in
all, 207- 08/100 feet to a point equidistant from said street lines;
Thence North 89 degrees 54 minutes 33 seconds East, along the said middle of West Seventh Street, 22-
92/100 feet to a point 40 feet Northerly from the said South line of said West Seventh Street;
Thence South 89 degrees 59 minutes 26 seconds East, along the middle of said West Seventh Street, 125-
26/100 feet to a point equidistant from the North line of said Lot A-R and the Southwest corner of Block
l 03 of Original Town of Fort Worth;
Thence North 89 degrees 52 minutes East, along the said middle of West Seventh Street, 50-96/100 feet to
a point in said West Seventh Street equidistant from the North line of said Lot A-R and the South line of
Block 103 of Original Town of Fort Worth;
Thence South 40 feet to the Northeast corner of said Lot A-R in the South line of said West Seventh Street
from which a mark "Y" in concrete bears North 3 feet;
Thence West, along the North line of said Lot A-R and said South line of West Seventh Street, 8-25/100
feet to the Southeast corner of the tract described in the deed to the City of Fort Worth recorded in Volume
950, Page l45 of the said Deed Records;
Thence North, along the East line of said City tract 10 feet to its Northeast corner; Thence West, along the
North line of said City tract 108 feet to its Northwest corner;
Thence Soutli, at 10 feet pass the Northwest corner of said Lot A-R, along the West line of said City tract,
to and along the West line of said Lot A-R, being the said East line of Cheriy Street, 317-5/10 feet to the
Southwest corner of said Lot A-R being also the point of intersection of the said East line of Cherry Street
E.�chibit A-9
Assignment of Consent Agreement and
Consent to Assignment
and the Noi-th line of West Tenth Street;
Thence East, along the South line of said Lot A-R, being the said North line of West Tenth Street, 1 16-
25/100 feet to the place of beginning and containing 1 16,393 square feet, more or less of which 65,502
square feet are within said Block One and tract described in the deeds to the City of Fort Worth recorded
in Vol�nne 920, Page 376, Volume 2421, Page 283 and Volume 2�58, Page 98 of the said Deed Records,
leaving 50,891 square feet within said streets.
SAVE AND EXCEPT:
That portion of said Block One described as Parcel 1(not to be confused with the Tower Tract, which is
denominated for purposes of this description as Parcel 1) in that certain deed to Burnett Plaza Associates
recorded in Volume 7143, Page 151 of the said Deed Records (which parcel is hereinafter called the
"Original Garage Tract"), being a part of the afore described Garage Tract, and a portion of West Seventh
Street as descriUed in the deed to the City of Fort Worth recorded in Volume 920, Page 376 of the said
Deed Records and a portion of said West Tenth Street as described in the deeds to the City of Fort Worth
recorded in Vol�une 2421, Page 283 and Volume 2458, Page 98 of the said Deed Records, being more
particularly bounded and described as follows:
Beginning at the Northeast corner of said Block One and said City tract recorded in Volume 920, Page 376
of the said Deed Records;
THENCE South no degrees OS minutes 27 seconds East, at 10 feet pass the Northeast corner of the Original
Garage Tract, to and along the East line of the Original Garage Tract and the West line of said Cherry
Street, to and along the East line of said City tract recorded in Volume 2458, Page 98 of the said Deed
Records, 332-5/10 feet to the Southeast corner of said City tract recorded in Volume 2458, Page 98 of the
said Deed Records;
Thence South 89 degrees 54 minutes 33 seconds West, along the South line of said City tract recorded in
Volume 2458, Page 98 of the said Deed Records, to and along the South line of said City tract recorded in
Volume 2421, Page 283 of the said Deed Records, 200 feet to its South�vest corner and the Southwest
corner of said Block One; Thence North no degrees OS minutes 27 seconds West, along the West line of
the said Block One and said City tract recorded in Volume 2421, Page 283, to and along the West line of
the Garage Tract (also known as Parcel 2), being the East line of said Macon Street, at 13 feet pass the
Southwest corner of the Original Garage Tract, in all 322-5/10 feet to the Northwest corner of the Original
Garage Tract, being the intersection of the said East line of Macon Street and the South line of said West
Seventh Street;
Thence North 89 degrees 54 minutes 33 seconds East, along the North line of the Garage Tract (also known
as Parcel 2), being the said South line of West Seventh Street, 97 feet to the Southwest corner of Tract A-
7;
Thence North no degrees OS minutes 27 seconds West 0-75/] 00 of a foot to a point for corner;
Thence North 89 degrees 54 minutes 33 seconds East, 3 feet to a point for corner;
Thence North no degrees OS minutes 27 seconds West 9-25/100 feet to the Northwest corner of said City
Exhibit A-10
Assignment of Consent Agreement and
Consent to Assignment
tract recorded in Volume 920, Page 376 of the said Deed Records;
Thence North 89 degrees 54 minutes 33 seconds East, along the North line of said City tract 100 feet to the
place of beginning and containing 65,502 square feet, more or less.
TUNN�L TRACT: (ALSO KNOWN AS PARCEL 4)
All easements, rights, benefits, and privileges in favor of Burnett Plaza Associates, as created by and more
particularly set forth, in that certain agreement captioned "Tunnel Agreement" between Btu�nett Plaza
Associates, a Texas joint venture, and Intet•First Bank Fort Worth, NA, a national banking association, dated
November 15, 1983, recorded in Volume 7668, Page 266 of the Deed Records of Tarrant County, TeYas,
covering the following described property;
Part of Block ] 03 of Original Town of Fort Worth in Tarrant Cotulty, Texas; and embracing a poi-tion of
the tract (the "Bank Tract") described in the deed to The First National Bank of Fort Worth recorded in
Volume 4755, Page 225 of the Tarrant County Deed Records; and portions of West Seventh Street and
Burnett Street adjacent to said Block 103, being more particularly bounded and described as follows:
Commencing at a galvanized spike for the Southwest corner of the said Block 103 and Bank Tract; and
then run, North 89 degrees 43 minutes East, along the South line of the said Block 103 and Bank Tract,
being the North line of Seventh Street, 26-23/100 feet to the beginning comer of the tract being described;
Thence North no degrees 17 minutes west 22-5/10 feet to a point for corner;
Thence North 89 degrees 43 minutes East 57-24/100 feet to a point for corner;
Thence North no degrees 17 minutes West 5 feet to a point for corner;
Thence Nortli 89 degrees 43 minutes East 53-5/10 feet to a point for corner;
Thence South no degrees 17 minutes East 5 feet to a point for corner;
Thence North 89 degrees 43 minutes East 10-07/100 feet to the East line of said Block 103 and the East
line of said Bank Tract, being also the West line of Burnett Street;
Thence North 89 degrees 43 minutes East 55-63/100 feet to a point for corner;
Thence North 59 degrees 58 minutes East 5-03/100 feet to a point for corner;
Thence South 30 degrees 02 minutes East 20-5/10 feet to a point for corner;
Thence South 59 degrees 58 minutes West 10-48/100 feet to a point for corner;
Thence South 89 degrees 43 minutes West 49-36/100 feet to the said East line of Block 103 and said East
line of Bank Tract, being also the said West line of Bui7lett Street;
Thence South 89 degrees 43 minutes West 60-29/100 feet to a point for corner;
Assignment of Consent Agreement and
Consent to Assignment
E�ibit A-11
Thence South no degrees 17 minutes East 2 feet to the said South line of Block 103 and Bank Tract, being
also the said North line of West Seventh Street;
Thence South no degrees 17 minutes East 9 feet to a point for corner;
Thence South 89 degrees 43 minutes West 15 feet to a point for cornei;
Thence North no degrees 17 minutes West 9 feet to the said South line of Block 103 and Bank Tract, being
also the said North line of West Seventh Street;
The�lce North no degrees 17 minutes West 2 feet to a point for corner;
Thence South 89 degrees 43 minutes West, parallel to the said Soutll line of said Block 103 and Banl: Ti•act
and North line of West Seventh Street, 27-9/10 feet to a point for corner;
Thence South 44 degrees 43 minutes West 2-83/100 feet to the said South line of Block 103 and Bank Tract
and said Nortll line of West Seventh Street;
Thence South 44 degrees 43 minutes West 4-24/100 feet to a point for corner;
Thence South no degrees 17 minutes East 77-03/100 feet to the Northeast corner of said Lot A-R;
Thence West, along the North line of said Lot A-R, being the South line of right-of-way of Seventh Street,
20-5/10 feet to a point for corner;
Thence North no degrees 17 minutes West 79-93/100 feet to said Sotith line of Block 103 and Bank Tract
and North line of West Seventh Street;
Thence South 89 degrees 43 tninutes West, along the said South line of Block 103 and Bank Tract and said
North line of West Seventh Street, 3-84/100 feet to the place of beginning and containing 5,965 square feet,
more or less.
CONSENT AGREEMENT: (ALSO KNOWN AS PARCEL 5)
All easements, rights, benefits, and privileges in favor of Burnett Plaza Associates, its successors and
assigns, as created by, and more particularly described in, those certain agreements captioned "Assigiunent
of Consent Agreement and Consent to Assignment" by and between Burnett Plaza Associates and First
National Bank of Fort Worth, and consented to by City of Fort Wol-th, recorded in Volume 7300, Page
1503, Deed Records, Tarrant County, TeYas, as amended and restated in its entirety by that certain "Restated
and Amended Consent Agreement" by and between City of Fort Worth and Burnett Plaza Associates, dated
December U, 1982, recorded in Volume 7426, Page 873, Deed Records, Tarrant County, Te�as, as
amended by "Second Amendment to Consent Agreement" dated May 3, 1983, recorded in Volume 7534,
Page 1 1 17, Deed Records, Tarrant County, Texas.
RIGHT OF WAY ENCROACHMENT AGREEMENT (ALSO KNOWN AS PARCEL 6)
All easements, rights, beneiits, and privileges in favor of Behringer Harvard Burnett Plaza LP, a Texas
Exhibit A-12
Assignment of Consent Agreement and
Consent to Assignment
limited partnersllip, as created by, and more particularfy described in that certain Riglit of Way
Encroachment Agi•eement by and between Behringer Harvard Burnett Plaza LP and City of Fort Worth,
recorded in cc#D213250077, Real Property Records, Tarcant County, TeYas.
PARCEL 7 (TEXAS STR�ET PARCEL)
Being a 63,900 square feet or a 1.4669 tract of land situated in the S. G. JENNINGS SURVEY, Abstract
No. 844, City of Fort Worth, Tarrant County, TeYas and being all of Lot 1, Block 2-R of JENNINGS WEST
ADDITION, an Addition to the City of Fort Worth, Texas according to the plat thereof recorded in Volume
388-129, Page 48, Plat Records of Tarrant County, Te;cas, said tract conveyed to The Fort Worth National
Bank by deeds recorded in Volume 6617, Page 909, Volume 6617, Page 913, and Volume 6589, Page 732,
Deed Records of Tarrant County, TeYas, said tract being more pairticularly described as follows:
BEGINNING at a set °X" cut on concrete pavement for a cornee at the intersection of the West line of
Cheriy Street (a 60 foot rigllt of way) with the South line of West Tenth Street (a 56 foot right of way), said
point being the Northeast corner of said Lot 1;
THENCE, South 00°00'00" East, with the West line of Cherty Sh�eet, a distance of 319.50 feet to a set "X"
cut on concrete pavement for a corner at the intersection of the West line of Cheriy Street with the North
line of Texas Street (a 60 foot right of way), said point being the Southeast corner of said Lot l;
THENCE, South 90°00'00" West, with the North line of Texas Street, a distance of 200.00 feet to a set "X"
cut on concrete pavement for a co�-�ier at the intersection of the North line of TeYas Street with the East line
of Macon street (a 60 foot right of way), said point being the Southwest corner of said Lot 1;
THENCE, Nortlz 00°00'00" West, with the East line of Macon Street a distance of 319.50 feet to a set "X"
cut on concrete pavement for a corner at the intersection of the East line of Macon Street with the South
line of West Tenth Street, said point being the Northwest corner of said Lot 1;
THENCE, North 90°00'00" East, with the South line of West Tenth Street, a distance of 200.00 feet to the
POINT OF BEGINN[NG.
Assignment of Consent Agreement and
Consent to Assignment
E�ibit A-13
EXHIBIT B
Certificate of Insurance
[To Be Attached]
EYhibit B
Assignment of Consent Agreement and
Consent to Assignment