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HomeMy WebLinkAbout025146 - General - Contract - Center Hotel Co.CITY SECRETARY j / SECOND AMENDMENT CONTRACT NO. c� S I `t' P TO CITY SECRETARY CONTRACT NO. 10491 STATE OF TEXAS COUNTY OF TARRANT WHEREAS, on the 24th day of April, 1979, the City of Fort Worth and Bass Brothers Development Co. made and entered into City Secretary Contract No. 10491, whereby the City of Fort Worth granted permission to Bass Brothers Development Co., to encroach upon, use, and occupy portions of the space under, on, and/or above certain public streets within the City of Fort Worth including that part of Houston Street located between and adjacent to Block 21 and Block 6R, Original Town Addition to the City of Fort Worth, Tarrant County, Texas; and WHEREAS, by that certain Amendment to City Secretary Contract No. 10491, dated November 5, 1979, the City of Fort Worth and Bass Brothers Development Co. amended City Secretary Contract No. 10491; and WHEREAS, true and correct copies of City Secretary Contract No. 10491 and the November 5, 1979 Amendment to City Secretary Contract No. 10491 are attached hereto and incorporated herein as Exhibit "A" and considered as a part of this instrument; and WHEREAS, the improvements covered by City Secretary Contract No. 10491 are now owned by Center Hotel Co., a Texas general partnership, as successor in interest to Bass Brothers Development Co.; and WHEREAS, the stated initial term of City Secretary Contract No. 10491 expires April 23, 2004; and WHEREAS, the City of Fort Worth and Center Hotel Co. now desire to amend City Secretary Contract No. 10491 to extend its term as set forth below; 353648-5 ,O L VAC 9 C©@ 0' �Ga °tip U Un Y't�?-��Up'���p I1L5itio NOW THEREFORE, KNOW ALL MEN BY THESE PRESENTS: That the City of Fort Worth, a home -rule municipal corporation in - Tarrant County, Texas, acting herein by and through its duly authorized City Manager, and Center Hotel Co., acting by and through the duly authorized Vice -President of each of its corporate general partners, do hereby covenant and agree as follows: 1. Paragraph 6 of City Secretary Contract No. 10491, on file in the office of the City Secretary of the City of Fort Worth, is hereby amended to extend its term for an additional 50 years to expire April 23, 2054. Provided, however, if the encroachments covered by the Contract are destroyed or removed prior to the expiration of the term, then the City may terminate the Contract upon 30 days prior written notice if reconstruction is not commenced within one year after the date of destruction or removal with the reconstruction continuing diligently thereafter until completion in substantially the same manner as existed prior to the destruction or removal. 2. The City of Fort Worth and Center Hotel Co. acknowledge and agree that City Secretary Contract No. 10491, as amended by the November 5, 1979 Amendment and by this Second Amendment, is a covenant running with Block 21 and Block 6R, Original Town Addition to the City of Fort Worth, Tarrant County, Texas; is binding upon and for the benefit of Center Hotel Co. and each successor owner of the land and improvements on Block 21 and Block 6R, Original Town Addition to the City of Fort Worth, Tarrant County, Texas; and, without consent or further action by the City of Fort Worth, is assignable to and binding upon each successor owner of the land and improvements on Block 21 and Block 6R, Original Town Addition to the City of Fort Worth, Tarrant County, Texas. 353648-5 3. Center Hotel Co. agrees to deposit with the City of Fort Worth when this agreement is executed a sufficient sum of money to be used to pay necessary fees to record this agreement and all exhibits thereto in their entirety in the Real Property Records of Tarrant County, Texas. After being so recorded, the original hereof shall be returned to the City Secretary of the City of Fort Worth, Texas. 4. All provisions, covenants, recitals, terms, and conditions of City Secretary Contract No. 10491, and the Amendment to City Secretary Contract No. 10491 dated November 5, 1979, on file in the office of the City Secretary of the City of Fort Worth, as expressly amended herein, shall remain in full force and effect. IN WITNESS WHEREOF, the parties hereto have made and executed this Second Amendment as of the]3c`ay of , 1999, in Fort Worth, Tarrant County, Texas. 7EST: Secretary CITY OF FORT WORT By: Robert Terrell, City Manager Contract Authorization x-3-99 Date AP ROVED AS TO FORM AND LEGALITY:, Assistant City Attor y 353648-5 CENTER HOTEL CO., By its general partners Center Hotel SRB, Inc. Center Hotel EPB, Jiic. Center Hotel RM n , and Center Hotel L . n W. Robert Cotham, Vice President of each named corporation 353648-5 STATE OF TEXAS COUNTY OF TARRANT This instrument was acknowledged before me on the _&'Tay of 1999, by , Robert Terrell, City Manager of the City of Fort Worth, Texas, a municipal corporation. :J°Yc ROSLYN H. GREENARD Notary Public, State of Tcxas •„„,,,,,,• My Commission Expires June 01, 2003 STATE OF TEXAS COUNTY OF TARRANT Notai Public, State ofas &L 6R41/L) Notary's Typed or Printed Name My Commission Expires: b -/-PO This instrument was acknowledged before me on the ( "day ofk4_, 1999, by W. Robert Cotham, Vice President of Center Hotel SRB, Inc., Center Hotel �., Center Hotel RMB, Inc., and Center Hotel LMB, Inc., general partners of Center Hotel Co., a Texas general partnership. e�eoo`:occe�°ro t �14�° ry4'� (. qg�..S xy, �+y P eo,� •;. 7r nf % 1N ff ,yN dim" )� „G" Apr. i„��• 4 rI} r'ol �3 353648-5 Notary Public, State of Te --4AK 1 v C424'v CQD Notary's Typed or Printed Name My Commission Expires: I1-14 - 2cc0 „yfRMgOMMyes .,.t•..rr•Mst"^"•."e''�.lwawrM'vwrrwr•+�✓„H+�+R' 111 Iii• )I'llll�'/'F, {f��l � �.;Fj � rll�•, r � •, I' f,r J •ail :�,y f `�.f•� �i ' ,Ir 'a:,:: �aa.�,....,.�u^+4vw•^�::'"'M*'a' 1 EXHIBIT "A" T11F, S rAATF OF TEXAS § , CC'Ur•?T : OF TARt P NT § • . ,,, TE•IIS AGREEMENT is made and entered into the 24thday of r.�_..i i, 19 79 ' , by and between . the City of Fort Worth, a municipal corporation of Tarrant County, Texas, acting herein by and through its duly authorized City Manager hereinafter refex ied to as the "City', and Bass Brothers Deveto Ment P __S,o hereafter referred • to as "Grantee." W z T LN E S S •E T !i 1. For arid in consideration of the payment by Grantee of the application charge set out below and the true and faithful per_ formane of the mutual covenants herein contained, the City of Foxt Worth hereby grants to Grantee permission to encroach upon,. use and occupy portions of the space undex', on and/or above the L.:'i "-•"`'i:Si :.c t' t y'sur,oa'-'.:s and located a. n' Exhibit "A" attached hereto. Said Exhibit "A" is incorporated herein by'reference and is to be considered as a part of this'• instrument: :.1 ,consI rug: Lic'r1, maintenance and operation in connection' •.. t.lsuch encrocchntcnt., use, and occupancy sha! 1' be performed in strict compliance with the Charter, Ordinances and Codes of the City .of Fort. worth .and in accordance with the directions of the Director ...of .Public Works of said City, .or his duly authorized representative. All' plans and specifications therefor shall be subject to the prior written approval of the Director of Public Works, or his duly authorized representative, but such approval shall not relieve Grantee of responsibility and liability for concept, design. and computation in the preparation of such plans and specifications. 3. Upon completion of construction and thereafter, there shall be no encroachments. in, under, on or above the surface area of the streets and sidewalks involved, except as shown on Exhibit "A" referred•to in Paragraph 1.. 4. The Grantee, at no.expense to the City, shall make proper provision for the relocation and/or installation of any existing or future utilities affected by such encroachment, use and occupancy, including the securing of approval and ionsent front ---the utility companies and the appropriate agencies of the State and its political subdivisions. In the event any installation, -2- M • 1 • i• reinstallation•, rr1ocation or rep 1 tr of ai y cxiis .inq or future utility or improvements owned or c'onsttucted by .or on behalf of the public or at public expense is made more costly by virtue of the construction, maintenance, or existence of such encroachment and use, Grantee shall pay to the City azadditional amount equal to such additional cost as determined by the Director of Public works of the City of Fort Worth, or his duly authorized representa- tive. 5. In order to defray all costs of inspection and supervision which the City of Fort Worth has incurred or might incur as a result of the construction, reconstruction or maintenance of the encroachments and uses provided for by this contract and agree- ment, Grantee binds and obligates itself, its heirs and assignees to pay to the City of Fort Worth at the time this agreement is executed an application charge in the sum of One hundred dollars Dollars ($100.00 ) . 6. The initial 'term of this agreement shall be twenty-five (25) years, ccznmenc ing on the date this agreement is executed. 7. Upon. the termination of this agreement, for any reason whatso- ever, Grantee shall, at the option of the City and at no' expense *to -3- +' the city, ri: t:uro th►, E.►ubl is streets and rid j 't%o'fi 1. ES.;ppor t i.tlg structures to a condition acceptable to the Director of Public works or his duly authorized representative, and ;.it accordance with then existing City specifications. 8, it is further understood and agreed between the parties hereto that the legal title. to city streets, which includes the portions of such streets used and encroached upon us described herein•, belongs to the State, and the City of Fort Worth exercises such powers over the streets as have been delegated to it by the Constitution of the State of Texas or by the Legislature; that the City of Fort Worth holds the streets as trustee for the public; and that the City of.Fort Worth cannot contract away its duty and its legislative power to control the 'streets for the use and.benefit of the public. It is accordingly agreed that if the governing body of the City ,of Fort worth, to wit, its City Council, should at .any time during the term hereof determine in its sole discretion to use or cause •or permit the said. portions of the streets to be used for any other public purpose, including but not being'limited to under- ground, surface or overhead communication, drainage, sanitary �e _ �:• .�.. • �1 z ! -r •.! f `,c c j y •7 her ri£ rc• , -_ �i�t 5� .: ` natural. ZS v» i tr1.. .t , or any D public purpose whether presently contemplated or not, then this agreementshall be automatically cancelled and terminated as pro- -4- vic?ed in preceding pargraph . 9. G+: ar.tee agrees to comply fully with all :apps icabi federal, state and municipal laws, statutes, ordinances, codes or regula- tions in connection with the construction, op* ration and mainten- ance of said encroachments and uses. 10. Grantee agrees to pay promptly .wlien due all fees, taxes or rentals provided for by this agreement or by any federal, state or local statute, law or regulation. 11. Grantee 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 the City; that Grantee shall have exclusive control of and the exclusive ,.right to control the details of its operations on said premises, and all persons performing same, and shall be solely responsible for the acts and omissions of its officers, agents, employees, contractors, subcontractors, licensees and invitees; that the doctrine of re:s .,ordeat super. for shall not apply as between City and Grantee, its officers, agents, employees, contractors and subcontractors, and nothing herein shall be construed as creating a partnership or joint enterprise between City and Grantee. -5- Grantee covenants and agrees to indemnify, and does. hereby indemnify, hold harmless and defend, the City of Fort Worth, its officers, agents, servants an.' employees, from and against any and all claims or suits for property damage or loss and/or personal injury, including death, to any and all persons, of whatsoever kind or character, whether real or asserted, arising out of or in connection with, directly or. indirectly, the con- struction, maintenance, occupancy, use, existence or location of said encroachment and -uses granted hereunder, whether or not caused, in whole or in part, by alleged negligence of •officers, agents, servants, employees, contractors, subcontractors, licensees or invitees of the City; and Grantee hereby assumes all liability and responsibility for such claims, or suits. Grantee.shall like- wise indemnify and' hold harmless City for any and all injury 'or damage to City property, whether. arising out of or in connection with• any and all 'acts or omissions of Grantee, its officers, agents, employees, contractors,, subcontractors, licensees or invitees, or caused, in whole or in part, by alleged officers, agents, servants, employees, contractors, subcontractors, licensees or invitees of City. 13. Grantee agrees to furnish City a certificate of insurance as proof that it has secured and paid.for a policy of public liability -6- insurance covering all public: risks related to the. proposed use and c:ccupancy of public property as 1"^ca4ed and :iescribed in Exhibit "h". The amounts of such ir.s rance shall be not less thar. the following : property damage, per accident $ 50,000 • Personal injury or death, per person $100,000 Personal injury or death, per accident $300,000 with the understanding of and agreement by Grantee that such • insurance amounts shall be. revised upward at City's option and that Grantee covenants and agrees, to. so revise such amounts within thirty (30) days, following notice to Grantee of such requirement. Grantee agrees, binds and obligates itself, its heirs and assigns to maintain and keep in force such public liability insurance at all times during the term of this agreement. A certificate of insurance as proof of 'such, maintenance, shall be submitted annually to' City on the anniversary date of the execu- tion of this agreement. •Each such insurance policy shall provide that . it cannot be cancelled oz amended without at least thirty' • (30) days' prior• written. notice to City. 14. Grantee agrees to deposit with the City of Fort Worth when -7- this agreement is executed a sufficient sum of money to be used to pay necessary fees to re•iord this consent agreement in its entire._et'.y in the deed records of Tarrant County, Texas. After being so recorded, the original hereof shall be returned to the City Secretary o the City of Fort Worth, Texas 15. This• agreement shall be binding upon the parties hereto, their successors and assigns. EXECUTED this 3y aay of l9 % CITY OF FORT WORTH, GRANTOR ATTEST: By: . LLL4fr__ City Manager. City' it' -'S APPROVED AS TO Ci'y Attorryy ATTEST: FORM AND LEGALITY: M; HUR R. PETEnSF.Ii —8— Bass Brothers Develo tr.e. t Co,GFANTEE bir. Sid R. Bass •• O `/y tJL-; • CD G• O p L'±JL-JTT..J: • natal «w:torCoro - . to Tardy Carer at ; • , sUp - ' t r• 1k ' • Cate . Ort. . / •,• On. 9 ( On. from I I. Garag —=— • • �1evat r; F Up to 1 • - I 1 . . _ '•.. I : •, OhI/ 1 1/ Mfl. 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' , • . ± r MacharkW Cstltur � i CA/ /ir „ 4'•- I Ii I. • __ Level 8 Typical Guest Floor • fl .• 11 iil1I. 2•L4v t �► gip. � s I•: G ,\ f W L.. /`1 .: PACES. 5 - Section D tads U. ail . t I AMENDMENT TO CITY SECRETARY CONTRACT NO.- 10491 STATE OF TEXAS § COUNTY OF TARRANT § WHEREAS., on the 24th day of April, 1979, the City of Fort Worth and Bass Brothers Development Co., made and entered into City Secretary Contract No. 10491, whereby the City of Fort Worth granted permission to Bass Brothers Development•Co., to encroach upon, use and occupy portions of the space under, on and/or above certain public streets within the City of Fort Worth; and WHEREAS, the. City of Fort Worth and Bass Brothers Development Co., now desire to amend said City Secretary'Contract No. 10491, to better define the rights of the respective, parties under said con- tract; NOW, -THEREFORE, KNOW • ALL MEN BY THESE PRESENTS: • That the City of: Fort Worth, a •bane -rule municipal corporation in Tarrant County, Texas, acting herein by and through Robert L. Herch€ its duly authorized city Manager, and Bass Brothers Development• Co.. acting by and through its duly authorized President, Sid R. Bass, do hereby covenant and agree as follows: 1. City Secretary Contract No. 10491, on file in the office of the City Secretary of the City of Fort Wo th, is hereby amended by substituting the following in. lieu of aragraph 8 of said con- tract, and after such amendment, paragraph 8 of said City Secretary Contract No. 10491, shall read as follows, to wit: ns ,,it is further understood and greed between the parties hereto that the City of For Worth exercises such powers over the streets as hay been delegated to •it by the Constitution of the State of Texas or by the Legislature; that the City of.Fortorth holds the • streets as trustee for the public a d that the city of Fort Worth cannot contract away its duty and its legislative power•to control the st eets for the use and benefit of the public." 2. • All other provisions, covenants, recitals, terms and conditions of said City Secretary Contract: No. 1049 , on file in the office of the City Secretary of the City of Fort W rth, which are not expressly. 'amended herein, shall remain in full forge and effect. IN WITNESS WHEREOF, the parties hereto have made and executed this amendment this S r4 day of 1979, in Fort Worth, Tarrant County, Texas. NJpyel-rf3ER , A.D. CITY OF FORT WORTH . I Ry : C .LI^. eG • City Manager � r a ATTEST: C'ty Secretary APPROVED AS TO .FORM AND LEGALITY: City_ Atto ey BASS. BROTHERS DEVELOPMENT CO. BY: Si R. Bass, President ATTEST: Secretary of Bass -Brothers Development Co. City of Fort Worth, Texas 4velgor And Council commulmicatio" DATE REFERENCE NUMBER LOG NAME PAGE 8/3/99 C-17567 12WORTH 1 of 1 SUBJECT EXTENSION OF CONSENT AGREEMENT FOR STREET ENCROACHMENTS AT THE WORTHINGTON HOTEL, 200 MAIN STREET RECOMMENDATION: It is recommended that the City Council authorize the City Manager to execute the attached Second Amendment to City Secretary Contract (CSC) No. 10491 with Center Hotel Co. authorizing certain encroachments under, on and above certain public streets. DISCUSSION: Prior to construction of the Worthington Hotel, the City and the Bass Brothers Development Co. entered into a consent agreement dated April 24, 1979 (CSC No. 10491), authorizing certain encroachments into public streets. The agreement covers the portion of the hotel building that spans Houston Street, as well as other encroachments into street and sidewalk areas. The agreement was later amended by an amendment to CSC No. 10491 dated November 5, 1979. CSC No. 10491, as amended, provides for an "initial" term of 25 years, which will expire April 23, 2004. Because the contract covers substantial portions of the hotel building, Center Hotel Co., the current owner of the property, has requested that the City enter into a second amendment to the contract extending the term for an additional 50 years. In addition to extending the term of the contract, the Second Amendment provides that the contract will constitute a covenant running with the land, and be binding upon successor owners of the land and improvements. It further provides that the contract may be terminated in the event of destruction of the encroachments, unless they are rebuilt in substantially the same manner commencing within one year of their destruction. FISCAL INFORMATION/CERTIFICATION: The Finance Director certifies that execution of the attached agreement will not require the expenditure of City funds. CB:k Submitted for City Manager's FUND ACCOUNT CENTER AMOUNT CITY SECRETARY Office by: (to) Charles Boswell 8511 APPROVED/1 Originating Department Head: CITY COUNCt.s Wade Adkins 7623 (from) MJG 3 1999 Additional Information Contact: City Secretary of the Wade Adkins 7623 City of Fort Worth, Texas