HomeMy WebLinkAboutContract 61619Date Received: 7/1/2024 ---------
Time Received: __ 1_1 _:3_o_a_.m_. ___ _
Record Number: PN23-00149
City Secretary No.: 61619
PUBLIC PROPERTY EASEMENT ENCROACHMENT LICENSE AGREEMENT
TIERII
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, Assistant City Manager, or
Director of the Development Services Department, FW Primrose Public Facility
Corporation, a(n) Texas public facility corporation and Jefferson Ederville Road, LLC, a
Texas limited liability company, ( collectively the "Licensee Group") both acting by and
through their duly authorized representatives.
RECITALS
WHEREAS, Licensee Group is the owner of the real property located at 8157
Ederville Road, Fort Worth, Texas 76120 ("Property"), as recorded in Deed Records as
a tract ofland situated in the Thornton K. Hamby Survey, Abstract No. 81, by Instrument
Number D223210631, in Tarrant County, Texas, and;
WHEREAS Jefferson Ederville Road, LLC through that certain Lease
Agreement has a leasehold interest in the Property; and
WHEREAS, the City owns a floodplain and sanitary sewer easements (the
"Public Property") adjacent to the Property, recorded in the plat records of Tarrant
County as plat number FS-23-177; and
WHEREAS, Licensee Group desires to construct, place, and maintain certain
improvements which will encroach in, on, above, or below the Public Property; and
WHEREAS, to accommodate the needs of the Licensee Group, the City will
allow the encroachment under the terms and conditions as set forth in this Agreement.
NOW, THEREFORE, the City and Licensee Group agree as follows:
AGREEMENT
1.
The City, in consideration of the payment by Licensee Group of the fee set out
below and covenants and agreements hereinafter contained to be kept and performed by
Licensee Group, hereby grants permission to Licensee Group to encroach in, on, above,
or below and occupy a portion of the City's Public Property as described in and at the
Page 1 of 14
location shown on Exhibit "A," but only to the extent shown thereon, for the purpose of
constructing, installing, and maintaining a private storm drain and sanitary sewer (the
"EncroachmenY'). Upon completion of the Encroachment, Licensee Group agrees to be
responsible for maintaining the Encroachment within the Public Property. Licensee
Group shall not expand or otherwise cause the Encroachment to further infringe in or on
the Public Property beyond what is specifically described in Exhibit "A."
�
All construction, installation, 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 of the City. Prior to the construction or installation of the Encroachment,
Licensee Group shall submit all plans and specifications to the Director of the
Development Services Department or duly authorized representative. Licensee Group
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 Group, 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 and the use and occupancy of the Public Property, 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 of
Public Property, Licensee Group 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 Group agrees that City may enter and utilize the Public Property at any
time for any public purpose, including installing, repairing, replacing, or maintaining
improvements to its public facilities or utilities necessary for the health, safety, and
welfare of the public. The City shall have no responsibility or liability for any damages
related to the Encroachment resulting from the City's use of the Public Property;
however, the City shall make reasonable efforts to minimize such damage.
5.
Upon termination of this Agreement, Licensee Group shall, at the option of and at
no expense to the City, remove the Encroachment and restore the Public Property to a
Page 2 of 14
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 Group that if this Agreement terminates and Licensee Group fails to
remove the Encroachment and restore the Public Property, Licensee Group hereby gives
City permission to remove the Encroachment and any supporting structures from the
Public Property, to restore the Public Property, and to assess a lien 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 Encroachment and use of Public Property as provided for by this
Agreement, Licensee Group agrees to pay to City at the time this Agreement is requested
an application fee in the sum of Nine Hundred Dollars ($900.00).
7.
The term of this Agreement shall be for thirty (30) years, commencing on the
date this Agreement is executed by City. However, the City may terminate this
Agreement upon Licensee Group's noncompliance with any of the terms of this
Agreement. City shall notify Licensee Group in writing of any such noncompliance and
if Licensee Group does not cure the noncompliance within thirty (30) days of notice from
City, the City may terminate this Agreement. However, the City may, at its sole option,
allow the Agreement to remain in effect so long as Licensee Group has taken reasonable
measures to cure the noncompliance or is continuing to diligently attempt 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 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 Property 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 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.
Page 3 of 14
9.
TO THE EXTENT PERMITED BY LAW, LICENSEE GROUP 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 HIND 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,
LICENSEE GROUP, ELECTED OFFICIALS, OR INVITEES OF THE CITY;
AND LICENSEE GROUP HEREBY ASSUMES ALL LIABILITY AND
RESPONSIBILITY FOR SUCH CLAIMS OR SUITS. TO THE EXTENT
PERMITTED BY LAW, LICENSEE GROUP 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 GROUP, ITS OFFICERS, AGENTS,
SERVANTS, EMPLOYEES, CONTRACTORS, SUBCONTRACTORS,
LICENSEE GROUP, OR INVITEES.
10.
While this Agreement is in effect, Licensee Group 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
$1,000,000
with the understanding and agreement by Licensee Group that such insurance amounts
may be revised upward at City's option and that Licensee Group shall so revise such
amounts immediately following notice to Licensee Group 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
Group 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 restoration of the Public
Page 4 of 14
Property. All insurance coverage required herein shall include coverage of all Licensee
Group's contractors and subcontractors.
11.
Licensee Group 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 the county in which the Encroachment is located. After being
recorded, the original shall be returned to the City Secretary of the City of Fort Worth.
12.
Licensee Group 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 Group 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 Group 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 Group 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, licensee Group , and invitees.
The doctrine of respondeat superior shall not apply as between City and Licensee Group,
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 Group.
15.
Licensee Group agrees and acknowledges that this Agreement is solely for the
purpose of permitting Licensee Group to construct, maintain, and locate the
Encroachment over or within the Public Property and is not a conveyance of any right,
title, or interest in or to the Public Property, nor is it meant to convey any right to use or
Page 5 of 14
occupy property in which a third-party may have an interest. Licensee Group 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 Group, 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.
1 S.
Licensee Group 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 Group conveys the Property, Licensee Group may assign all of its rights and
obligations under this Agreement to the new owner of the Property, and Licensee Group
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 Group or assignment to a secured
lender by Licensee Group in the event of default or otherwise shall not require City
approval provided that said lender notifies City in writing within sixty (60) days of such
foreclosure or assignment and assumes all of Licensee Group's rights and obligations
hereunder. However, no change of ownership due to foreclosure or assignment to any
secured lender of Licensee Group 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.
This Agreement shall be binding upon the parties hereto and their successors and
assigns.
21.
Page 6 of 14
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]
Page 7 of 14
City:
CITY OF FORT WORTH
1Mtie-:Mrtm/n-6:tt: By: Janie Morales for (Jun 28, 2024 !s:45 CDT)
D.J. Harrell, Director of the
Development Services Department
Date: Jun 28, 2024
ATTEST:
Jannette Goodall,
City Secretary
Date: Jul 1, 2024
Approved As To Form and Legality
Jeremy Anato-Mensah
Assistant City Attorney
Date: Jun 27, 2024 -------------
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.
'Rebeaa J>iarte Owert Rebecca Diane Owen (Jun 27, 202415:55 CDT)
Rebecca Owen
Development Services
Date: Jun 27, 2024
Page 8 of 14
***THIS PAGE FOR CITY OF FORT WORTH 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 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 28th day of
June 2024 .
wen�v Beardslee y Be7rci:ee (Jun 28, 202416:57 CDT)
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 7 6102
WENDY L BEARDSLEE Notary Public
STATE OF TEXAS
Notary I.D. 13323719-3
My Comm. Exp. July 28, 2025
Page 9 of 14
Licensee:
Jefferson Ederville Road, LLC a
Texas limited liability company
by: Jefferson Ederville Road Holdings, LLC
a Delaware limited liability company
its managing member
by: TDI Real Estate Holdings III, LLC
a Texas limited liability company
its manager
By: `���6L
Blake Taylor
Senior Vice President
Date: �%2�1 �'1-W
STATE OF TEXAS §
COUNTY OF TARRANT §
BEFORE ME, the undersigned authority, a Notary Public in and for the State of
fi'-C�( p�, S , on this day personally appeared Blake Taylor, Senior Vice President
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 Jefferson Ederville Road, LLC, a Texas limited
liability company and in the capacity therein stated.
GIVEN iJNDER MY HAND AND SEAL OF OFFICE this � day of
) IA Vi�fi , 20�_.
�,,,��",a,, CHELSEA DI�NNE �AUER
?o ��Y AU �� � Notary Public, State of T�xas
Notary Public in and for the _$:
:�i "� Comm. Expires 03-25-2026
State of ��xGi,( '�;'�of�;�' Notary 1D t33S68o93
��ni�r�
Page l0 of 14
Licensee:
FW Primrose Public Facility Corporation
a Texas limited liability company„
By: Y � � t
ary-Ma
ecretary
Date:
s
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 Mary-Margaret Lemons, Secretary
Treasurer 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 FW Primrose Public Facility
Corporation, a Texas limited liability company (entity type), and in the capacity
therein stated.
GIVEN UNDER MY HAND AND SEAL OF OFFICE this a��� day
of �u, , 20 a'� .
Notary Public in and for the
.--�
State of ���(�S
,�ppY PUB EYA C KEY
i�n NOtary ID �t109q3269
s„ F My Commission Expires
'>f �� �� August 15, 2025
Page 10 of 13
EXHIBIT A
Depiction and description of the Encroachment
Page 12 of 14
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LEGAL DESCRIPTION
EASEMENT ENCROACHMENT
BEING a 0.0652 acres (2,838 square foot) tract of land situated in the Thornton K. Hamby Survey, Abstract No. 815,
City of Fort Worth, Tarrant County, Texas; said tracts being part of Lot 1, Block 1, JPI Ederville Addition, an addition
to the City of Fort Worth according to the plat recorded in Instrument No. D2240101234 of the Official Public Records,
Tarrant County, Texas; said tracts being part of that tract of land described as "Tract 1" in Special Warranty Deed to
Primrose Public Facility Corporation recorded in Instrument No. D223210631 of the said Official Public Records; said
tracts being more particularly described as follows:
COMMENCING at a 5/8-inch iron rod with "KHA" cap set at the southwest corner of that tract of land described as
Tract 1 in Deed to BRE DDR BR EASTCHASE TX LLC recorded in Instrument No. D214243998 of said Official
Public Records;
THENCE North 02°06'54" West, along the west line of said BRE DDR BR EASTCHASE TX LLC tract, a
distance of 40.03 feet to a point;
THENCE South 87°53'06" West, departing the said west line of the BRE DDR BR EASTCHASE TX LLC tract,
a distance of 10.27 feet to the POINT OF BEGINNING;
THENCE South 73°34'56" West, a distance of 23.00 feet to a point for corner;
THENCE North 16°25'04" West, a distance of 48.82 feet to a point for corner;
THENCE North 45°00'00" West, a distance of 57.44 feet to a point for corner;
THENCE North 08°07'48" West, a distance of 15.00 feet to a point for corner;
THENCE North 45°00'00" West, a distance of 19.11 feet to a point for corner;
THENCE North 62°12'50" East, a distance of 5.23 feet to a point for corner;
THENCE South 45°00'00" East, a distance of 17.57 feet to a point for corner;
THENCE South 81 °52'12" East, a distance of 15.00 feet to a point for corner;
THENCE South 45°00'00" East, a distance of 63.30 feet to a point for corner;
THENCE South 16°25'04" East, a distance of 54.68 feet to the POINT OF BEGINNING and containing 2,838 square
feet or 0.0652 acres of land, more or less.
NOTES
Bearing system based on the Texas Coordinate System of 1983(2011 adjustment), North Central Zone (4202).
A survey plat of even survey date herewith accompanies this metes & bounds description.
The undersigned, Registered Professional Land Surveyor,
hereby certifies that the foregoing description accurately sets
out the metes and bounds of the encroachment tract.
MICHAEL C. BILLINGSLEY
REGISTERED PROFESSIONAL �
LAND SURVEYOR NO. 6558
801 CHERRY STREET,
UNIT 11 SUITE 1300
FORT WORTH, TEXAS 76102
PH. 817-335-6511
michael.billingsley@kimley-horn.com
�P� EGOT T�
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.*:.......�.......:�.
�ICHAEL CLEO BILLINGSLE'
...............................
'; ,� 6558 �, :'
l �'•'p �Q.•' e
9,v� SEU R � Eyo
EASEMENT ENCROACHMENT
PART OF
THORNTON K. HAMBY SURVEY,
ABSTRACT NO. 815
CITY OF FORT WORTH
TARRANT COUNTY, TEXAS
LEGEND
P.O.C. = POINT OF COMMENCING
P.O.B. = POINT OF BEGINNING
IRFC = 5/8" IRON ROD W/ "KHA" CAP FOUND
LOT 1, BLOCK 1
JPI EDERVILLE ADDITION
(INST. NO. D224010234) EASEMENT
FW PRIMROSE PUBLIC ENCROACHMENT�
FACILITY CORPORATION 0.0652 ACRES
(INST. NO. D223210631) 2,838 SQ. FT.
L10�/
FLOODPLAIN EASEMENT
(BY S
45' SEWER EASEMENT
(BY SEP INST)
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EDERVILLE ROAD
(VARIABLE WIDTH RIGHT-OF-WAY)
NOTES
NORTH
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_ (INST. NO. D214243998)
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TRACT 1
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�I (INST. NO. D214243998)
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(C.M.)
PARCEL 3
� GRACIOUS LIVING HOLDINGS, L.P.
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Bearing system based on the Texas Coordinate System of 1983(2011 adjustment), North Central Zone (4202).
A metes & bounds description of even survey date herewith accompanies this survey plat.
The undersigned, Registered Professional Land Surveyor,
hereby certifies that this plat of survey accurately
sets out the metes and bounds of the encroachment tract.
MICHAEL C. BILLINGSLEY
REGISTERED PROFESSIONAL �
LAND SURVEYOR NO. 6558
801 CHERRY STREET,
UNIT 11 SUITE 1300
FORT WORTH, TEXAS 76102
PH. 817-335-6511
michael.billingsley@kimley-horn.com
�P� EGOT T�
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.*:.......�.......:�.
�ICHAEL CLEO BILLINGSLE'
...............................
'; ,� 6558 �, :'
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9,v� SEU R � Eyo
EASEMENT ENCROACHMENT
PART OF
THORNTON K. HAMBY SURVEY,
ABSTRACT NO. 815
CITY OF FORT WORTH
TARRANT COUNTY, TEXAS
LINE TABLE
NO. BEARING LENGTH
L1 NO2°06'54"W 40.03'
L2 S87°53'06"W 10.27'
L3 S73°34'56"W 23.00'
L4 N16°25'04"W 48.82'
L5 N45°00'00"W 57.44'
L6 N08°07'48"W 15.00'
L7 S45°00'00"E 19.11'
LINE TABLE
NO. BEARING LENGTH
L8 N62°12'50"E 5.23'
L9 S45°00'00"E 17.57'
L10 S81°52'12"E 15.00'
L11 N45°00'00"W 63.30'
L12 N16°25'04"W 54.68'
EASEMENT ENCROACHMENT
PART OF
THORNTON K. HAMBY SURVEY,
ABSTRACT NO. 815
CITY OF FORT WORTH
TARRANT COUNTY, TEXAS
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Licensee:
FW Primrose Public Facility Corporation
a Texas limited liability company
I�
Mary-Margaret Lemons
Secretary Treasurer
Date:
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 Mary-Margaret Lemons, Secretary
Treasurer 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 FW Primrose Public Facility
Corporation, a Texas limited liability company (entity type), and in the capacity
therein stated.
GIVEN UNDER MY HAND AND SEAL OF OFFICE this day
of . 20
Notary Public in and for the
State of
Page 11 of 14
EXHIBIT B
Certificate of Insurance
Page 13 of 14