HomeMy WebLinkAboutContract 49796-T1 Date Received: 09/30/2022 Permit Number: PN21-00161
Time Received: 9:28 am City Secretary No.: 49796-T1
TERMINATION OF LNCROACIur�l:T LICLi\SL AGRLLlV�1\T
This TERMINATION OF ENCROACHMENT LICENSE AGREEMENT is made
and entered into by and between the CITY OF FORT WORTH ("City"), a Texas home rule
municipal corporation of Tarrant County, Texas, acting herein by and through its duly authorized
City Manager, Assistant City Manager, or Development Services Department Director, and
FORT WORTH EVERMAN/RISINGER DEVELOPMENT, LLC ("Licensee"), a Texas
limited liability company, acting herein by and through its duly authorized representative.
RECITALS
WHEREAS, City and Licensee made and entered into that certain Easement Encroachment
License Agreement, further known as City Secretary Contract No. 49796 (the "Agreement"), on
the 811 day, of October, 2017, to authorize Licensee's encroachment upon the City's waterline
easement (the "Easement") for the purpose of a water line crossing (the "Encroachment")
which as;
recorded the 23rd day of October,2017, as Instrument No. D217245717 in the Real Property
Records of Tarrant County,Texas;
WHEREAS, Licensee subsequently subdivided the Property, as defined within the
Agreement and the portion of the Property containing the EllVrVaahlllellt i$ Iovated U11`r'vhuI,i$ i1V`r'Y
Lots 1 and 4, Block 1 of the Southland Business Park Addition (the "Subdivided Property"),
pursuant to that certain Final Plat dated the 801 day of April, 2020, recorded as Instrument No.
D221096682 in the Real Property Records of Tarrant County,Texas;and
WHEREAS, Licensee has now conveyed the Properyy to 1'NU111iiaii oii vv'oi�1 1JU11diiig i
SPE, LLC, a Delaware limited liability company ("Owner") pursuant to that certain Special
Warranty Deed, recorded the 2nd day of August, 2021, as Instrument No. D221221710 in the Real
Property Records of Tarrant County,Texas;and
WHEREAS, due to the subdivision of the Property,the City and Licensee,to ensure ciariiy
in the deed records,would now like terminate the Agreement and City will subsequently enter into a
new encroachment agreement with the New Owner.
WHEREAS,the parties now wish to terminate the Agreement.
NOW, THEREFORE, City and Licensee, acting herein by and through their duly
authorized renresentatives,enter into the following ao cement;
OFFICIAL RECORD
CITY SECRETARY
FT.WORTH,TX
Revised 03/09/2022 WB Page 1 of 7
1.
The Agreement is hereby terminated effective on[September 26, 2022
2.
Notwithstanding anything to in the Agreement to the contrary, including, but not limited to
Section 17 of the Agreement,the parties hereby agree that none of the terms of the Agreement shall
survive this termination.
Revised 03/09/2022 WB Page 2 of 7
City: Licensee:
CITY OF FORT WORTH FORT WORTH EVERMAN/RISINGER
DEVELOPMENT,LLC,
a Texas limited liability company
By:Majestic Everman Investor,LLC,
a Delaware limited liability company,
its managing member
�proy�
By:Majestic Realty Co.,
a California corporation,
manager's agent
By:DJ Harrell(Sep 26,202210:12 CDT) By:
D.J. Harrell,Director of the Edward J. Roski,Jr.,President and
Development Services Department Chairman of the Board
Date: Sep 26, 2022 Date:
ATTEST: Approved As To Form and Legality
Jannette S.Goodall(Sep 29,202214:48 CDT)
Jannette Goodall, Thomas Royce Hansen
City Secretary Assistant City Attorney
Date: Sep 29, 2022 Date: Sep 26, 2022
a
oo�oFOR. 4(
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oa ° d Contract Compliance Specialist:
000 o0*a By signing I acknowledge that I am the person
000000
responsible for the monitoring and administration
*XASaAp of this contract, including ensuring all performance
and reporting requirements.
Matt Tilly on behalf of(5ef26,2022 09:48 CDT)
Janie S. Morales
Development Manager
Date: Sep 26, 2022
OFFICIAL RECORD
CITY SECRETARY
FT.WORTH, TX
Revised 03/09/2022 WB Page 3 of 7
ACKNOWLEDGEMENT
A notary public or other officer completing this certificate verifies only the identity of the individual
who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or
validity of that document.
STATE OF CALIFORNIA )
ss:
COUNTY OF LOS ANGELES )
On JUt'y zlao 2022, before me, D4lQICLLA gARCIA , Notary Public,
personally appeared Edward J. Roski Jr.,who proved to me on the basis of satisfactory evidence to be the
person whose name is subscribed to the within instrument and acknowledged to me that he executed the
same in his authorized capacity, and that by his signature on the instrument the entity upon behalf of
which the person acted,executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the
foregoing paragraph is true and correct.
WITNESS my hand and official seal.
f Ili
DANIELLA GARCIA Signature of Notary Public
T s_ ti: Notary Public•California
W Los Angeles County
Z = Commission#23298112!.4.1
`'�F�•�� My Comm.Expires Jul 17,
OFFICIAL RECORD
CITY SECRETARY
FT.WORTH, TX
Revised 03/09/2022 WB Page 4 of 7
CITY ACKNOWLEDGEMENT
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 26th day of September__, 2022.
Wendy L. Digitally signed by Wendy L.
Beardslee
' yP 6 WENDY L BEARDSLEE Beardslee Date:2022.09.2612:42:55
_ Notary Public ` -05'00'
* * STATE OF TEXAS Notary Public, State of Texas
N O Notary I.D. 13323719-3
�9TFOF My Comm. Exp. July 28, 2025
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
Revised 03/09/2022 WB Page 5 of 7
Original Executed Agreement to be Terminated
Attached
Revised 03/09/2022 WB Page 7 of 7
3456�
CITY SECRETARY
Q GEwEp o CONTRACT NO.CV
EASEMENT ENCROACHMENT LICENSE AGREEMENT
CD
ciNoF�cA�aRN Commercial
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`9 9 b £ Z \ THIS AGREEMENT is made and entered into by and between THE CITY OF
FORT WORTH, a home rule municipal corporation of Tarrant County, Texas ("City"),
acting by and through its duly authorized City Manager, its duly designated Assistant City
Manager or Planning and Development Director, and Fort Worth Everman/Risinger
Development, LLC, a Texas limited liability company ("Licensee"), acting by and
through its duly authorized President and Chairman of the Board, owner of the real
property located at 425 West Everman Parkway, Fort Worth, TX 76140
("Property").
RECITALS
WHEREAS, Licensee is the owner of certain real property situated in the City of
Fort Worth, Tarrant County, Texas, more particularly described in the attached Legal
Description of the Property; and
WHEREAS, the City has a water line easement (the "Easement") in the
Property as shown on the map attached to this Agreement as Exhibits "A-1" & "A-2"
and incorporated herein for all purposes; and
WHEREAS, Licensee desires to construct/place and maintain certain
improvements which will encroach onto the Easement; and
WHEREAS, City will allow the encroachment under the terms and conditions as
set forth in this Agreement to accommodate the needs of the Licensee.
NOW, THEREFORE, the City and Licensee agree as follows:
AGREEMENT
1.
City, in consideration of the payment by the 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 upon and occupy a portion of the City's
Easement for the purpose of water line crossing (the "Encroachment") as described in
and at the location shown on Exhibits "A-1" & "A-2" but only to the extent shown
thereon. Upon completion of the Encroachment, Licensee agrees to be responsible for
maintaining the Encroachment within and above the Easement. Licensee shall not expand
or otherwise cause the Encroachment to further infringe in or on City's Ease
what is specifically described in the Exhibit(s) attached hereto. OFFICIAL RECORD
CITY SECRETARY
2015 Easement Encroachment Agreement-Commercial pfgd n4FITH, TX
Southland Business Park Rey. 02Q914
2.
All construction, maintenance and operation in connection with such
Encroachment, use and occupancy shall be performed in strict compliance with this
Agreement and the City's Charter, Ordinances and Codes and in accordance with the
directions of the Director of the Transportation and Public Works or the Director of the
City's Water Department, or his or her duly authorized representative. Licensee shall
submit all plans and specifications to the applicable Director or his or her duly authorized
representative prior to the construction of the Encroachment. Licensee shall not
commence construction of the Encroachment until receiving written approval by the
Director, but such approval shall not relieve Licensee of responsibility and liability for
concept, design and computation in the preparation of such plans and specifications.
3.
Upon prior written notice to Licensee, except in the case of an emergency,
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. 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. In the event
that any installation, reinstallation, relocation or repair of any existing or future utility or
improvements owned by, 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 reasonably determined by the Director of Transportation and Public
Works or the Director of the Water Department, or said Director's duly authorized
representative.
4.
Licensee agrees to pay to City at the time this Agreement is requested an
application fee of$325.00 in order to defray all costs of inspection and supervision which
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.
2015 Easement Encroachment Agreement-Commercial Page 2 of 11
Southland Business Park Rev.02/2015
5.
The term of this Agreement shall be for 30 years, commencing on the date this
Agreement is executed by City. However, this Agreement shall terminate upon Licensee's
non-compliance with any of the terms of this Agreement. City shall notify Licensee in
writing of the non-compliance, and if not cured within 30 days, this Agreement shall be
deemed terminated, unless such non-compliance is not susceptible to cure within 30 days,
in which case this Agreement shall be deemed terminated in the event that Licensee fails to
commence and take such steps as are necessary to remedy the non-compliance with 30
days after written notice specifying the same, or having so commenced, thereafter fails to
proceed diligently and with continuity to remedy same.
6.
It is further understood and agreed between the parties hereto that the Easement to
be used and encroached upon as described herein, is held by City as trustee for the public;
that City exercises such powers over the Easement 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 Easement 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 Easement to be used for any other public purpose, that does not preclude the use of
the Encroachment on the Property, including but not being limited to underground,
surface or overhead communication, drainage, sanitary sewerage, transmission of natural
gas or electricity, or any other public 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.
7.
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,
ARISING OUT OF OR IN CONNECTION WITH, 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 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
2015 Easement Encroachment Agreement-Commercial Page 3 of 11
Southland Business Park Rev.02/2015
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.
8.
While this Agreement is in effect, Licensee agrees to furnish City with a Certificate
of Insurance naming City as certificate holder, as proof that it 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
$1,000,000 Commercial General Liability
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 30 days prior written notice to the Building
Official of the City of Fort Worth. 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 City on the anniversary date of the execution of this
Agreement
Licensee agrees, binds and obligates itself, 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 Easement. All insurance coverage required herein shall include coverage of all
Licensees' contractors and subcontractors.
9.
Licensee agrees to deposit with 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 Fort Worth.
10.
Licensee agrees to comply fully with all applicable federal, state and local laws,
statutes, ordinances, codes or regulations in connection with the construction, operation
and maintenance of the Encroachment and uses.
i
I
2015 Easement Encroachment Agreement-Commercial Page 4 of 11
Southland Business Park Rev. 02/2015
11.
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.
12.
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 onussions 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.
13.
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
Easement and is not a conveyance of any right, title or interest in or to the Easement 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.
14.
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 attorney's fees.
15.
The parties agree that the duties and obligation contained Sections 3 and 4 shall
survive the termination of this Agreement.
16.
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 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
2015 Easement Encroachment Agreement-Commercial Page 5 of 11
Southland Business Park Rev.02/2015
default or otherwise shall not require City approval provided that said lender notifies City
in writing within 60 days of such foreclosure or assignment and assumes all of Licensees'
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.
17.
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.
18.
This Agreement shall be binding upon the parties hereto, their successors and
assigns.
SIGNATURES APPEAR ON FOLLOWING PAGE]
I
2015 Easement Encroachment Agreement-Commercial Page 6 of 11
Southland Business Park Rev. 02/2015
THIS AGREEMENT may be executed in multiple counterparts, each of which
shall be considered an original, but all of which shall constitute one instrument.
City Licensee:
City of Fort Worth Fort Worth Everman/Risinger
Development, LLC,
a Texas limited liability company
By: Majestic—Everman Investor,LLC
a Delaware limited liability company,
its Managing Member
By: Majestic Realty Co.,
a California corporation,
Manager's Agent
By: By: —�
Randle Harwood Name: Edward P. Roski, Jr.
Director Title: President and Chairman of the Board
Planning and Development
Date: / C J �J , 2017
ST: Approved As To Form and Legality
Op
S� ity Secretary Assistant City Attorney
OFFICIAL RECORD
CITY SECRETARY
FT.WORTH,TX
2015 Easement Encroachment Agreement-Commercial age o
Southland Business Park Rev.02/2015
STATE OF TEXAS §
COUNTY OF TARRANT §
This instr„ment was acknowledged before me on (00.1E -vy , , 2017
by Randle Harwood , Director of the Planning and Development Department of the City
of Fort Worth, on behalf the City of Fort Worth,
Notary Public, State of TexaQ
IRMA SAEN2
y'.`�':tjotary Punlrc,Stnte of lexos
;ram°•,/�,: C'rmm Exorres 01 28 2020
NotarY ID 2724984
After Recording Return to:
Cassandra Foreman
Planning and Development Department
1000 Throckmorton Street
Fort Worth TX, 76102
N
L RECORD
CRETARY
RTH, TX
2015 Easement Encroachment Agreement-Commercial Page 8 of 11
Southland Business Park Rev.02/2015
S TE OF CALIFORINA §
CO Y OF LOS ANGELES §
BEFORE , the dersigned authority, a Notary Public in and for the State of
California, on this da nally appeared Edward P. Roski, Jr., President and
Chairman of the Board, kn to me to be the person whose name is subscribed to the
foregoing instrument, and acknow o me that he/she executed the same for the
purposes and consideration therein ex as the act and deed of Fort Worth
Everman/Risin er Development, LLC a Te ited liability-company, and in the
capacity therein stated.
GIVEN UNDER MY HAND AND SEAL OF OFFICE t ' day of
12017.
Notary Public in and for the
State of California
2015 Easement Encroachment Agreement-Commercial Page 9 of 11
Southland Business Park Rev. 02/2015
A notary public or other officer completing this certificate verifies only
the identity of the individual who signed the document to which this
certificate is attached, and not the truthfulness, accuracy, or validity
of that document.
State of California
County of Los Angeles
On September 14, 2017, before me, Laurie Jenkins, Notary Public,
personally appeared Edward P. Roski, Jr., who proved to me on the basis of
satisfactory evidence to be the person whose name is subscribed to the
within instrument and acknowledged to me that he executed the same in his
authorized capacity, and that by his signature on the instrument the person,
or the entity upon behalf of which the person acted, executed the
instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California
that the foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Signature (Seal)
LAURIE JENKINS
Commission#2077754
Z `e Notary Public •California z
Z Los Angeles County
My Comm.Expires Sep 10,201 P
OFFICIAL RECORD
CITY SECRETARY
FT.WORTH,TX
LEGAL DESCRIPTION OF THE PROPERTY
2015 Easement Encroachment Agreement-Commercial Page 10 of 11
Southland Business Park Rev. 02/2015
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2015 Easement Encroachment Agreement-Commercial Page I I of 1 I
Southland Business Park Rev.02/2015
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