CM-05-05-093Request for City Council/City Manager Action
City Council lo 1 City Manager
Submit completed form for all City Manager and City Council approvals.
Department Name: Administration
Contact Person: Christine Martinez/Sher( Monore
Project
Manager/Resource: Jim Nuse/Steve Sheets
Project Coordinator: Sherri Monroe
Assigned Attorney: Steve Sheets
For Administration Use ONLY
Tag # CM -05-05-093
Documents 2 Originals
Received: 5/25/2005
Return to:
Return date:
CC: Lynn Olsen
Project Name: Area ID Sign & Associated Entryway Improvements
Contractor/Vendor: ANC -Round Rock Assets & NNP-Teravista
Funding Source: General Fund
Council or Amount: $10/yr over next 16 years
City Manager
Agenda Date: 5/25/2005
Blue Sheet Wording
Consider authorizing the City Manager to execute a License Agreement with ANC -Round Rock Assets, LP and NNP-Teravista, LP tor area identification sign and associated entryway
improvements.
Finance Information �(
Is Funding Required? 141 Yes l�"l No
Finance Approval
Finance
Finance
EJPurchasing
O Budget
Initial Construction Contras
Construction Contract Amendmen
Change Order
Change in Quantity
Unforeseen Circumstances
Initial Professional Services Agreemen
Supplemental Professional Svcs. Agr t/
Purchasing/Service Agreemen'
Purchase Order
Item(s) to be purchased
Amount
Other (Please clearly identify action on lines below
na/a L. Olsen
Cheryl Delaney
Date
Date
Date
Date
5/25/2005
5/25/2005
For Submission to City Manager Only
Project Mgr_ Signature: Date:
Dept. Director Signature Date:
City Attorney Signature': Date:
City Manager Signature: Date:
Legal Approval is required for all items requesting City Manager's approval.
Updated 3-9-05
Request for City Council/City Manager Action
E1 City Council j]I. City Manager
Submit completed form for all City Manager and City Council approvals.
Department Name: Administration
Contact Person: Christine Martinez/Shem Monore
Project
Manager/Resource: Jim Nuse/Steve Sheets
Project Coordinator: Sherri Monroe
Assigned Attorney: Steve Sheets
Council or
City Manager
Agenda Date: 5/25/2005
Blue Sheet Wording
For Administration Use ONLY
I
CM 05 OS 09c
Documents 2Originala
Re um
Return date
CC: t ynn`Olse
Project Name: Area ID Sign & Associa ed Entryway Improvement:
COntraCtOrNendor: ANC -Round Rock Assets & NNP-Teravista
Funding Source:
Amount:
$160.00
Consider authorizing the City Manager to execute a License Agreement with ANC -Round Rock Assets, LP and NNP-Teravista, LP for area identification sign and associated entryway
improvements.
Finance Information
Is Funding Required?
0
0
Q Purchasing/Service Agreement
Yes
No
Initial Construction Contract
Construction Contract Amendment
Change Order #
Change in Quantity
Unforeseen Circumstances
Initial Professional Services Agreement
Supplemental Professional Svcs. Agr. #
Purchase Order
Item(s) to be purchased:
Other (Please clearly identify action on lines below)
Finance Approval
Finance Date
❑Finance Date
ID Purchasing Date
JBudget Date
Amount
For Submission to City Manner Only
Project Mgr. Signature: Date:
Dept. Director Signature: Date:
City Attorney Signature•: Date:
City Manager Signature: Date:
Legal Approval is required for all Items requesting City Manager's approval.
Updated 3-9-05
DATE:
SUBJECT:
ITEM:
May 25, 2005
City Manager Approval
Consider authorizing the City Manager to execute a License
Agreement with ANC -Round Rock Assets, LP and NNP-Teravista,
LP for area identification sign and associated entryway
improvements.
Department:
Staff Person:
Administration
Jim Nuse, City Manager
Steve Sheets, City Attorney
Justification: This agreement will give ANC -Round Rock Assets, LP and
NNP-Teravista, LP the right to install, construct, place,
operate, maintain, upgrade, repair, replace, and remove
the following improvements: (1) an area identification
sign for the "Teravista" residential community, sign to be
located within the physical confines of the referenced
median, and sign to conform to all requirements of the
Code. (2) associated entryway improvements, including
lighting and landscaping, associated irrigation, sprinkler
systems, pipes, lighting and associated electrical Tines,
wires, conduits, berms, protective walls, and other related
improvements.
Funding:
Cost: ($160.00($10/year for 16 years)
Source of funds:
Background Information: N/A
Public Comment: N/A
Updated 3-10-05
LICENSE AGREEMENT
FOR AREA IDENTIFICATION SIGN
AND ASSOCIATED ENTRYWAY IMPROVEMENTS
t� This License Agreement (hereinafter referred to as the "Agreement") is made on this the
2.S day of the month of Ni, 2005, by and between the CITY OF
ROUND ROCK, TEXAS, a home -rue municipality (hereinafter referred to as "City" or
"Licensor"), and ANC -ROUND ROCK ASSETS II, LP, a Texas limited partnership (hereinafter
referred to as "ANC" or "Licensee," whether one or more), and NNP-TERAVISTA, LP, a Texas
limited partnership (hereinafter referred to as "NNP" or "Licensee," whether one or more).
Recitals:
WHEREAS, Licensor is the owner of the real property (hereinafter referred to as the
"Property") which is the public right-of-way as depicted and delineated in Exhibit "A" attached
hereto and incorporated herein for all appropriate purposes as though recited verbatim; and
WHEREAS, Licensees desire to exercise certain rights and privileges upon public rights-
of-way located within the Property as follows: (1) the construction, operation, and maintenance
of an area identification sign for a developed residential community known as "Teravista," said
sign to conform to all requirements of the City of Round Rock Code of Ordinances Section
3.1409, as revised, and said sign to be placed within the median of a four -lane divided public
street known as "Teravista Parkway," and (2) the construction, operation and maintenance of
associated entryway improvements to be located within the median of the referenced "Teravista
Parkway;" and
WHEREAS, Licensor desires to grant Licensees a license to construct, operate, and
maintain said referenced improvements within said public rights-of-way within the Property;
NOW, THEREFORE, for and in consideration of the premises and other good and
valuable consideration, the receipt and sufficiency of which are hereby acknowledged, all parties
hereby agree as follows:
Section 1
License
1.01 Licensees shall have the right to install, construct, place, operate, maintain,
upgrade, repair, replace, and remove the following improvements: (1) an area identification sign
for the "Teravista" residential community, said sign to be located within the physical confines of
the referenced median, and said sign to conform to all requirements of the City of Round Rock
Code of Ordinances Section 3.1409, as revised; and (2) associated entryway improvements,
including lighting and landscaping, associated irrigation, sprinkler systems, pipes, lighting and
00086910
Gm os 05.003
associated electrical lines, wires, conduits, berms, protective walls, and other related
improvements, all in conformance and compliance with the requirements of the City of Round
Rock Code of Ordinances, as revised.
1.02 This Agreement creates a license only and Licensees, by virtue of this license, do
not and shall not claim at any time any interest or estate of any kind in the public rights-of-way
located within the Property.
1.03 The installation of the improvements permitted hereunder shall be in accordance
with the design and plans approved as part of the City's ordinance adopting District PUD No. 60
on May 26, 2005. A copy of such approved plans are attached hereto as Exhibit "A".
1.04 All permitted improvements shall be installed safely and in a good and
workmanlike manner, and during the construction thereof Licensees or any contractors involved
in the construction shall secure a policy of general liability insurance with limits of liability of at
least One Million Dollars, naming Licensor as a named insured and loss payee. Licensees agree
to provide satisfactory evidence of such insurance coverage, on forms and with firms acceptable
to the City, prior to beginning construction of any improvements.
1.05 During the entire term of this Agreement, Licensees agree to properly maintain
any improvements, and Licensees agree that Licensees will take any and all actions and expend
any and all funds which may be required to properly maintain the improvements. In the event
that Licensees fail to properly maintain the improvements or fail to take any actions required to
bring such improvements into conformance with all applicable laws, rules and regulations,
Licensor, after ten (10) days' written notice to Licensees, may take any such actions as may in its
sole discretion be reasonably necessary to render the improvements safe or in compliance with
applicable laws, rules or regulations, and Licensees agree that in the event Licensor takes such
action, then and in that event Licensees shall, within thirty (30) days of receipt of an invoice
from Licensor, reimburse Licensor for all reasonable amounts expended.
1.06 Licensor has no duty whatsoever to install, construct, place, operate, maintain,
upgrade, repair, replace, or remove any improvements in or upon the Property, and Licensor
shall have no duty whatsoever for payment of any fees or costs of any kind associated with any
improvements.
Section 2
Consideration
2.01 In consideration for this license, Licensees shall pay to Licensor the sum of Ten
and No/100 Dollars ($10.00) annually for the license herein granted, said sum to become due and
payable on the 1st day of January of each year, in advance, during the term hereof; provided,
however, that the first payment due hereunder in the amount of Ten and No/100 Dollars ($10.00)
shall become due and payable upon the final passage of the ordinance or resolution approving
this Agreement, and said payment shall cover the consideration for this present year. Such
consideration shall be in addition to and exclusive of any other taxes or special assessments
required by law to be paid by Licensees. Should Licensees fail to pay the above -stated annual
fee within sixty (60) days of the due date, Licensor may terminate this Agreement after giving
Licensee ten (10) days prior written notice.
Section 3
Term
3.01 This license is granted for a term of sixteen (16) years, unless sooner terminated
according to the terms and conditions set forth herein.
Section 4
Existing Utilities
4.01 This license is nonexclusive and is made expressly subject and subordinate to the
right of the City of Round Rock to use the licensed area for any public purpose that does not
unreasonably interfere with Licensee's rights granted herein. Further, this license is subject to
any existing utilities and/or communications facilities, including drainage, presently located in,
over, under, through, across, along and above the licensed area, owned and/or operated by the
City of Round Rock or any utility and/or communications company, public or private, and to any
vested rights presently owned by any utility and/or communications company, public or private.
No portion of any improvements shall be constructed or placed upon, over, or across the licensed
area in such a manner as to interfere with the operation of existing utilities, if any, and/or
existing communications facilities, and any existing utility and/or communications facilities shall
have the right to remove and keep removed all parts of any improvements which may in any way
endanger or interfere with the construction, maintenance or efficiency of its respective systems
within the licensed area. Licensor and all communications and/or utility companies, both public
and private, shall at all times have the full right of ingress and egress to or from and upon the
said licensed area for the purpose of constructing, relocating, inspecting, patrolling, maintaining
and adding to or removing all or any part of its existing respective systems, if any, without the
necessity at any time of procuring the permission of anyone. It is understood that this license
agreement creates a license only and that Licensees do not and shall not claim at any time any
interest or estate of any kind in the public rights-of-way located within the licensed area by virtue
of this license. The indemnity obligations set forth in this Agreement also include any claims for
damages that any utility and/or communications company with existing utilities, if any, whether
publicly or privately owned, may sustain or receive by reason of Licensees' use of the licensed
area or the improvements located thereon.
Section 5
Destruction or Partial Destruction
5.01 Should any permitted improvements be damaged or destroyed during the term of
this Agreement, Licensees shall rebuild, repair or replace the improvements to the previous
condition. Should Licensees fail to complete the repairs to the improvements or replace them
within a reasonable time, Licensor may require that Licensees remove all remaining portions of
the improvements and upon completion of such removal, terminate this license upon not less
than thirty (30) days prior written notice to Licensee.
Section 6
Assignability
6.01 The license granted in this Agreement is for the benefit of the Teravista
community, and may be assigned to the Teravista Community Association, Inc., a Texas non-
profit corporation formed to administer the affairs of the Teravista community, without the
consent of Licensor. This Agreement is not otherwise assignable without the prior written
consent of Licensor. Any assignment or attempt at assignment of this Agreement by Licensees
to any person or entity other than Teravista Community Association, Inc., which is not consented
to in advance by Licensor will automatically terminate this license.
Section 7
Terminable for Cause
7.01 This Agreement is terminable by Licensor for cause. On the occurrence of an
event of default under this Agreement, and prior to any right of Licensor to declare an event of
default or exercise any remedy under this Agreement, Licensees shall have the right to written
notice of default specifically stating the default claimed and the opportunity to cure such default
or condition giving rise to Licensor's right to declare a default. Licensees shall have thirty (30)
calendar days to cure any default or conditions specified in the default notice.
7.02 If Licensees fail to cure the default within thirty (30) calendar days of the date
that Licensees receive the default notice, then and in that event Licensor may declare an event of
default under this Agreement and immediately declare that this Agreement is terminated. If
Licensor terminates this Agreement for cause before the end of the term stated herein, Licensees
agree that all improvements shall remain in place and become the property of Licensor. Further,
Licensees agree to transfer promptly all information related to the improvements to Licensor.
Section 8
Indemnification
8.01 Licensee shall indemnify, hold harmless and defend Licensor, its officers, agents
and employees from and against any and all claims, losses, damages, causes of action, expenses
of litigation, court costs, and attorney's fees, for injury to or death of any person, or for damage
to any property, arising out of or in connection with Licensees' exercise of the license under this
Agreement.
Section 9
Release
9.01 Licensees assume full responsibility for its or their exercise of the license, and
hereby release, relinquish and discharge Licensor, its officers, agents and employees, from all
claims, demands, and causes of action of every kind and character, including the cost of defense
thereof, for any injury to, including death, of any person (whether they be third persons,
contractors, or employees of any of the parties hereto) and any loss of or damage to property
(whether the same be that of any of the parties hereto or of third parties) caused by or alleged to
be caused, arising out of, or in connection with Licensees' exercise of the license under this
Agreement whether or not said claims, demands and causes of action in whole or in part are
covered by insurance.
Section 10
Insurance
10.01 It is understood and agreed as a condition of this Agreement that Licensees shall
at all times carry, during the term of this Agreement, with an insurance company or companies
authorized and approved by the State of Texas and acceptable to Licensor, and issued in the
standard form approved by the Texas Department of Insurance, the following types and amounts
of coverage:
Commercial General Liability
Bodily Injury $1,000,000 per occurrence
Personal Injury $1,000,000 per occurrence
$2,000,000 aggregate
Such insurance shall include and cover independent contractor's liability, completed
operations, XCU (explosion, collapse and underground) hazards, personal injury liability, and
contractual liability, covering but not limited to any applicable indemnification provisions. The
City of Round Rock, Texas shall be named as an additional insured and shall have a waiver of
subrogation as to Licensor. Such policy shall require that, thirty (30) days prior to expiration,
cancellation, non -renewal or any material change in coverage, a notice thereof shall be given to
Licensor at the address set forth herein. The insurance required under this Agreement shall be
evidenced by delivery to Licensor of a certificate of insurance listing the above -referenced
coverage, endorsements and limits. Licensor reserves the right to review the insurance
requirements of this Agreement during the effective period of this Agreement and to adjust
insurance coverage, endorsements and the limits when it deems it necessary and prudent.
Licensor agrees to make any requests for deletions, revisions or modifications to the terms,
endorsements or limits (except where policy provisions are established by law or regulation
binding upon any party to this Agreement or upon the underwriter of any such policy).
Section 11
Venue
11.01 This Agreement shall be construed under and in accordance with the laws and
court decisions of the State of Texas, and all obligations of the parties created hereunder are
performable in Round Rock, Williamson County, Texas. If legal action is necessary by any
party with respect to the enforcement of any or all of the terms or conditions herein, exclusive
venue for same shall lie in Williamson County, Texas.
Section 12
Notice
12.01 Notice shall be mailed to the addresses designated herein or as may be designated
in writing by the parties from time to time, and shall be deemed received when sent postage
prepaid U.S. mail to the following addresses:
LICENSOR:
City of Round Rock
Attention: City Manager
221 East Main Street
Round Rock, Texas 78664
AND TO
City of Round Rock
Attention: City Attorney
309 East Main Street
Round Rock, Texas 78664
LICENSEE:
ANC -ROUND ROCK ASSETS II, LP
Attention:
LICENSEE:
NNP-TERAVISTA, LP
Attention:
IN WITNESS WHEREOF, the parties hereto have caused this AGREEMENT to be duly
executed on the dates indicated below.
CITY OF ROUND ROCK
By:
4a.19'
ES R. NUSE, City Manager
Date Sign d: Ci Ze;70c-
ATTEST:
Cilatthlas` Vat/
Christine R. Martinez, City Secretary
AP
VED AS T I FORM:
Stepha
1
L. Sheets, City Attorney
ANC -ROUND ROCK ASSETS II, LP,
a Texas limited partnership
By:
Printed Natj: JAries E•PowE.u-
Title: VICE. -1sr
Date Signed: 1'►o y 2"1, zoos
NNP-TERAVISTA, LP,
a Texas limited partnership
By:
Printed Name:
Title:
Date Signed:
•)AMti. Powt..-
Vic• Fkes. .ok..17
MAy 211 tool
ACKNOWLEDGMENTS
THE STATE OF TEXAS
COUNTY OF WILLLIAMSON
This document was acknowledged before me on the ,S day of the month of
\(\/t��j , 2005, by James R. Nuse, City Manager of the City of Round Rock,
Texas, on behalf of said municipality, for the purposes and consideration and in the capacity
therein expressed.
#tea: ROSE A. MCMILLIN
. MY COMMISSION EXPIRES
°± , :�fi''' May 2, 2009
THE S ATE- OF TEXAS
COUNTY OF \A,',
vac
NOTARY PUBLIC in and for the State of Texas
n� This document was acknowledged before e on the O% ' day of the month of
1(1 L-, - , 2005, by :JAM E5 a&a , V ICE- PEESIP&,/AT of
ANC -ROUND ROCK ASSETS II, LP, a Texas limited partnership, on behalf of said entity,
fo .t e.0 .oses and consideration and in the capacity therein expressed.
•
CHRISTINE R. MARTINEZ
MY COMMISSION EXPIRES
August 28, 2005
NOTARY PUBLIC in and for the State of Texa
THE STATE OF TEXAS §
COUNTY OF Le u.J A (Y„SOA) §
This document was acknowledged before me on the ,� r% da of the month of
, 2005, by ,...JA -m 4 E. Powea , VJCF- l2ESl.l A)T of
NNP-TERACVISTA, LP, a Texas limited partnership, on behalf of said entity, for the purposes
and consideration and in the capacity therein expressed.
After recording, please return to:
Sheets & Crossfield, P.C.
309 East Main
Round Rock, Texas 78664
NOTARY PUBLIC in and for the State of Tee
CHRISTINE R. MARTINEZ
MY COMMISSION EXPIRES
August 28, 2005
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