HomeMy WebLinkAboutContract 55685Date Received: 05/07/21
Time Received: 12:00 pm
City Secretary
Number: 55685
PUBLIC PROPERTY EASEMENT ENCROACHMENT LICENSE AGREEMENT
TIER TI
THIS AGREEMENT is made and entered 'mto by and between THE CITY OF
FORT WORTH, a home rule municipal carporation of Tarrant County, Texas ("City"},
acting by and through its duly authorized City Manager, Assistant City Manager, or
Director of the Development Services Department, and CRP/CHI DOWNING OWNER,
L.P., a(n) Delaware litnited partnership {`Z,icensee"), acting by and through a duly
authorized Vice President.
RECITALS
WHEREAS, Licensee is the owner of the real property located at 2551 Downing
Drive, Fort Worth, Texas 76106 ("Property"), bemg more particularly descrbed in the
attached Exhibit "A" which is mcorporated herem for all purposes; and
WHEREAS, the City owns a sanitaiy sewereasement (the "Public Property")
adjacent to the Property as shown in the attached Exhibit "B," which is incorporated herein
for all purposes, and as recorded 'm the plat records of Tarrant County as plat number FP-
96-69 and instrument number D 196213691; and
WHEREAS, Licensee desffes to construct, place, and maintain certain
unprovements which will encroach in, on, above, or below the Public Property; and
WHEREAS, to accommodate the needs of the Licensee, the City will allow the
encroachment under the terms and conditions as set forth in this Agreement.
NOW, THEREFORE, the City 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 occupy a
portion of the City's Public Properiy as described in and at the location shown on Exhibit
"C," but only to the e�ent shown thereon, for the purpose of constructing, insta lling, and
maintaining a private storm drain (the "Encroachment"). Upon completion of the
Encroachment, Licensee agreesto be responsble for maintaming the Encroachment within
the Public Property. Licensee shall not eapand or otherwise cause the Encroachment to
further infringe in or on the Public Property beyond what is specifically descrbed in
Eghibit "C."
OFFICIAL RECORD
Tier II Eas ement Fa►cro achment C I TY S E C RE TARY
Agreement
PN21-00047 Rev' FT. WORTH, TX
2.
All construction, uvstallation, maintenance, and operation of the Encroachment and
the use or occupancy of the Public Property shall comply with and be performed in strict
compliance with this Agreement and with the charter, ordinances, codes, and policies af
the City. Prior to the construction or mstallation of the Encroacl�ment, Licensee shaIl
submit all plans and specif'ications to the Director of the Development Services Department
or duly authorized representative. Licensee shall not commence construction or
installation of the Encroachment nor make any use of the Public Property until after the
execution of this Agreement.
3.
Licensee, at no expense to the City, shall make proper provisions for the relocation
and 'mstallation of any e�sting or future utilities affected by such Encroachment and the
use and occupancy of the Public Property, mclud'mg the securing the approval and consent
of the appropriate utiliry companies and agencies of the State of Texas and its political
subdivisions. In the event that any installation, reinstallatian, relocation, or repair of any
e�stmg 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, mamtenance,
or e�stence of the Encroachment and use of Public Property, Licensee shall pay to City an
additional amount equal to such additional cost as determined by the Director of
Transportation and Public Works, the Director of the Water Department, the Director of
the Development Services Department, or their duly authorized representative.
4.
Licensee agrees that Ciry may enter and utilize the Public Property at any time for
any public purpose, including installing, repairing, replacmg, or maintaining improvements
to its public facilities or utilities necessary for the health, safety, and welfare of the public.
The City shall have no responsbility or liability for any damages related to the
Encroachment resulting from the City's use of the Public Properry; however, the Ciry shalt
make reasonable efforts to minimize such damage.
5.
Upon termmation of this Ageement, Licensee shall, at the option of and at no
expense to the City, remove the Encroachment and restore the Public Properiy to a
condition acceptable to the Director of Transportation and Public Works, the Director of
the Water Department, the Director of the Development Services Department or their duly
authorized representative. Any such removal of the Encroachment shall be in accordance
with then-existing City regulations and policies. It is understood and agreed to by Licensee
that if this Agreement terminates and Licensee faiLs to remove the Encroachment and
restore the Public Property, Licensee hereby gives City permission ta remove the
Encroachment and any supporting structures from the Public Property, to restare the Public
Tier II Easement Faicroachment
Agreement Page 2 of 13
PN21-00047 Revised 11/2020
Property, and to assess a lien on the Property for the costs expended by the Ciry m taking
such actions.
6.
In order to defray all costs of inspection and supervision which the City has mcurred
or will incur as a result of the construction, maintenance, inspection or management of the
Encroachment and use of Public Property as provided for by this Agreement, Licensee
agrees to pay to City at the time this Agreement is requested an application fee in the sum
of Five Hundred Dollars ($500.00).
7.
The term of this Agreement shall be for thirty (30) years, commencmg on the date
this Agreement is executed by City. However, the City may termmate this Agreement
upon Licensee's noncompliance with any of the terms of this Agreement. City shall notify
Licensee m writing of any such noncompliance and if Licensee does not cure the
noncompliance withm thirty (30) days of notice from City, the City may terminate this
Agreement; however, if such noncompliance is not suscept�ble to cure within thirty (30)
days, the City may terminate this Agreement if Licensee fails to commence and take such
reasonable steps as are necessaryto remedy the noncompliance within thirty (30) days after
written notice specifying the same, or having so commenced, thereafter fails to proceed
diligently and with cantinuiry to remedy the noncompliance.
8.
It is further understood and agreed between the parties hereto that the Public
Property to be used and encroached upon is held by City as trustee for the public; that City
exercises such powers over the Public Property 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 Property for the use and benefit
of the public. It is accord'mgly agreed that if the governing body of City may at any time
during the term hereof deternvne in its sole discretion to use or cause or permit the Public
Property to be used far any other public purpose, including but not being limited to
underground, surface, or overhead communication, drainage, sanitary sewerage,
transmission of natural gas or electriciry, or any other public purpose, whether presently
contemplated or not, that the parties agree to negotiate in good faith in order to
accommodate both 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
Tier II Easement Fiicroachment
Agreement Page 3 of 13
PN21-00047 Revised 11/2020
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 ENCROACIiMENT 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 HEREBYASSUMES ALL LIABILITYAND RESPONSIBILITYFOR
SUCH CLAIMS OR SUITS. LICENSEE SHALL LIKEWISE ASSUME ALL
LIABILITYAND RESPONSIBILITYAND SHALL INDEMNIFYCITYFOR 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 Ciry 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 "C." The amounts of
such insurance shall be not less than
$1,000,000
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 unmediate ly
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 Ciry. A copy of such Cert�cate of Insurance is attached as Exhibit "D"
and incorporated herein for all purposes. 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 Encroaclunent and
restoration of the. Public Property. All insurance coverage required herem shall include
coverage of all Licensee's contractors and subcontractors.
11.
Licensee agrees to deposit with the Ciry when this Agreement is execuled a
sufficient sum of money to be used to pay necessary fees to record this Agreement in the
Tier II Easement Encroachment
Agreement Page 4 of 13
PN21-00047 Revised 11/2020
real property records of the county in which the Encroachment is located. After bemg
recorded, the original shall be returned to the City Secretary of the City of Fort 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 use of the Public Property.
13.
Licensee agees to pay promptly when due all fees, taxes, or rentals provided for
by this Ageement 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 andthe exclusive
right to control the details of its operations, and all persons performmg same, and shall be
solely responsible for the acts and omissions of its officers, agents, servants, employees,
contractors, subcontractors, licensees, and 'mvitees. The doctrine of respondeat superior
shall not apply as between City and Licensee, its officers, agents, servants, employee s,
contractors, and subcontractors, and nothing herein sha.11 be canstrued 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 withm the
Public Property and is not a conveyance of any right, title, or mterest in or to the Public
Property, nor is it meant to convey any right to use or occupy property in which a third-
party may have an interest. Licensee agrees that it will obtain all necessary permissions
before occupying such property.
16.
In any action brought by the City for the enforcement of the obligations of the
Licensee, 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.
Tier II Easement Faicroachment
Agreement Page 5 of 13
PN21-00047 Revised 11/2020
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. In the event
Licensee conveys the Property, Licensee may assign all of its rights and obligations under
this Agreement to the new owner of the Property, and Licensee shall be deemed released
from its duties and obligations hereunder upon City's approval in writing of such
assignment, which approval shall not be unreasonably conditioned or withheld.
Foreclosure by a secured lender of Licensee or assignment to a secured lender by Licensee
in the event of default or otherwise shall not require City approval provided that said lender
notifies City m wriiing within sixty (60) days of such foreclosure or assignment and
assumes all of Licensee's rights and obligations hereunder. However, no change of
ownership due to foreclosure or assignment to any secured lender of Licensee shall be
effective as to City unless and until written notice of such foreclosure or assignment is
provided to City.
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.
assigns.
This Agreement shall be binding upon the parties hereto and their successors and
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]
Tier II Easement Fncroachment
Agreement Page 6 of 13
PN21-00047 Revised 11/2020
City:
CITY OF FORT WORTH
By: DJ Harrell (May 6, 202116:25 CDT)
D.J. Harrell, Director
Development Services Department
ATTEST:
City Secretary
Tier II Easement Fncroachment Agreement
PN21-00047
Licensee:
CRP/CHI DOWNING OWNER, L.P.
a Delaware limited partnership
By: CRP/CHI DOWNING GP, L.L.C.,
a Delaware limited liability company, its
general partner
By: CRP/CHI DOWNING VENTURE,
L.L.C.,a Delaware limited liability company, its
sole member
By: CHI NORTH TEXAS 108
DOWNING, L.P.,
a Delaware limited partnership, its
administrative member
By: CHIDEVEI..DPMENT GP, L.L.C.,
a Delaware limited liability
company, its general partner
Name: William G. Mundinger, III Title: Vice President
Approved As To Form and Legality
Matthew A. Murray
Assistant City Attorney
Ordinance No. 24161-04-2020
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.
Janie Scqneff (1orq/es
Janie Scarlett Morales (May 6, 202115:19 CDT)
Janie S. Morales Development Services
Page7 ofl3
Revised 11/2020
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 D.J. Harrell, 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 6th day of
�M=aTy ____ , 20__1L.
Jennifer L
Ezernack
Digitally signed by Jennifer L Ezernack
Date: 2021.05.06 16:55:04 -05'00'
Adobe Acrobat version:
2021.001.20150
Notary Public in and for the State of Texas
After recording return to:
Development Services Department
Development Coordination Office
200 Texas Street
Fort Worth, Texas 76102
Tier II F.asement Fncroachment
Agreement
PN21-00047
JENNIFER L. EZERNACK Notary Public
STATE OF TEXAS
Notary I.D. 130561630
My Comm. Exp. Mar. 1, 2024
Page8 ofl3
Revised 11/2020
STATE OF TEXAS
COUNTY OF DALLAS § § BEFORE ME, the undersigned authority, a Notary Public in and for the State of Texas, on this day personally appeared William G. Mundinger, III, a Vice President of CHI DEVELOP11ENT GP, L.L.C., a Delaware limited liabi lity company, the general partner of CHI NORTH TEXAS 108 DOWNING, L.P., a Delaware limited partnership, the administrative member of CRP/CHI DOWNING VENTURE, L.L.C., a Delaware limited liab ility company, the sole member of CRP/CHI DOWNING GP, L.L.C., a Delaware limited liability company, the general partner of CRP/CHI DOWNING OWNER, L.P., a Delaware limited partnership (Title) 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 CRP /CHI DOWNING OWNER, L.P., a Delaware limited partnership (entity type), and in the capacity therein stated. GIVEN UNDER MY HAND AND SEAL OF OFFICE this A-fC� I , 2021. Uall41tP� Notary Public in and for the State of Texas �,•''�WJ',,,. SARAH PEARSON f)f :K:;��,l Notary Public, State of Texas
�;.: .. �_iii Comm. Expires n 0-29-2024
��,-:. ... -� ... � 802 "',;,,,,Of,,,,.. Notary ID 129156 11111
Tier II F.asement Encroachment Agreement
PN21-00047
/)'t'h:}_ l day of Page9 of13
Revised 11/2020
EXHIBIT A
Description ofthe Licensee's Properly
Lot 1, Block 2, Trillium Addition, an addition of the City of Fort Worth, according to the
plat recorded in Document No. D196213691, Plat Records of Tarrant County, Texas
Tier II Eas ement Fncroacl�ment
Agreement Page 10 of 13
PN21-00047 Revised 11/2020
EXHIBIT B
Depiction ofthe Public Property
Tier II Eas ement Encroachment
Agreement Page 11 of 13
PN21-00047 Revised 11/2020
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EXHIBIT C
Depiction and description of the Encroachment
Tier II Eas ement Fncroachment
Agreement Page 12 of 13
PN21-00047 Revised 11/2020
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��� HALFF� EXHIBIT C DOWNING DRIVE SITE
4000FOSSILCREEKBLVD FORT WORTH, TEXAS
FORT WORTH, TEXAS 76737-2720
TEL(817)847-1422 DATE:04/05/2021 AV0:38747
TBPE FIRM #F312
620
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42 LF CLASS III 60" RCP @ 8.84 %
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— � RIM = 618.25 — - -
FILL TO BE PLACED AND_
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PROCTOR DENSITY—
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PROP.GROUND
+ I RIM = 613.95�
t STA. 1+g4.09 STORM DRAIN LINE A
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INSTALL: —
BEGIN 20" STEEL ENCASEMENT
WITH GROUT
SEE DETAIL 33 OS 24-D203
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��� HALFFy EXHIBIT C DOWNING DRIVE SITE
400DFOSSILCREEKBLVD FORT WORTH� TCM1S
TEL(8wo� 142EZWS 7fi137-2720 DATE: 4/05/2021 AVO: 38747
TBPE FIRM #F.�'12
EXHIBIT D
Ce rtificate of Ins urance
Tier II Eas ement Fxicroachment
Agreement Page 13 of 13
PN21-00047 Revised 11/2020
Attachment Code: D575446 Master ID: 1335544, Certificate ID: 17502793
Carlyle Realty Partners, L.P.
Excess and Environmental Coverage
Excess Coverage:
Policy Term: 03/15/2021-03/15/2022