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HomeMy WebLinkAboutResolution - 4116 - Agreement - Paramount Group Inc - Bys Transfer Center, South Plains Mall - 04_08_1993Resolution No. 4116 April 8, 1993 Item #3 RESOLUTION BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK: THAT the Mayor of the City of Lubbock BE and is hereby authorized and directed to execute an Agreement with Paramount Group, Inc., as agent for South Plains Mall Associates, Ltd., attached herewith, which shall be spread upon the minutes of the Council and as spread upon the minutes of this Council shall constitute and be a part of this Resolution as if fully copied herein in detail. Passed by the City Council this ATTEST: Betty Jo son, City Secretary APP ED AS TO CONTE T: i Larry V. an, Dir or o Transpor ion APPROVED AS TO FORM: H5rold WiTlard','Assistant City Attorney HW:da/AGENDA-D1/A-PARAMf.res March 29, 1993 Resolution No. 4116 April 8, 1993 Item #3 AGREEMENT This Agreement, made this JA day of alb- , 1993, by and between Paramount Group, Inc., a Delaware corporation, as agent for South Plains Mall Associates, Ltd., ("Grantor"), having offices at 1633 Broadway, Suite 1801, New York, NY 10019, and the City of Lubbock, Texas ("Grantee"), having offices at 1625 13th Street, Lubbock, TX 79401. W I T N E S S E T H: In consideration of the terms hereinafter set forth, Grantor and Grantee hereby covenant and agree as follows: 1. a. Grantor hereby grants an Easement, as described in Exhibit A and as depicted on Exhibit B, to Grantee for the use of an area within the parking lot of South Plains Mall, Lubbock, Texas ("Mall") for the sole purpose of constructing a bus stop, passenger shelters, light poles, and accompanying landscaping and utilities. b. Grantor hereby grants a License to the Grantee for the sole purpose of constructing a pedestrian walkway and accompanying landscaping and utilities as depicted on Exhibit B. This License shall terminate on the completion of such construction. c. All of the foregoing (collectively referred to as the "Improvements") shall be constructed at Grantee's sole expense, in accordance with a plan dated February 16, 1993, prepared by Hugo Reed & Associates, Inc., ("Hugo Reed") attached hereto as Exhibit B. Grantee shall prepare an as -built site plan of the final Improvements and provide Grantor a copy thereof. 2. This Easement shall commence on April 1, 1993, and will terminate March 31, 2013. However, Grantor may terminate this Easement if Grantee defaults under any of its obligations hereunder and such default continues for more than ten (10) days after written notice of such default. Notwithstanding the foregoing, in the event of an expansion, renovation, or other construction or improvements to the Mall affecting in any way the area covered by this Easement, Grantor, at its expense, shall have the option to relocate and/or alter portions of the area covered by this Easement and to remove various Improvements, provided however: a. The bus stop remains on the public thoroughfare as shown on Exhibit B, and b. Reasonable access to the enclosed portion of the Mall is maintained. 3. Grantor may also terminate this Easement for any reason with one hundred twenty (120) days' prior written notice to Grantee, provided Grantor shall reimburse Grantee for that portion of the Improvements still undepreciated, except for the pedestrian walkway and accompanying landscaping and utilities. Twenty-year (20) straight-line depreciation will be used for the Improvements. With respect to the Easement, the value of the Improvements should be determined by the bid documents of the vendor awarded the contract for construction of such Easement by the Grantee. 4. a. With respect to the Easement, Grantee shall protect, defend, indemnify, and save harmless Paramount Group, Inc., and South Plains Mall Associates, Ltd., from and against any and all 2 claims, actions, damages, liabilities, judgments, costs and expenses (including without limitation, reasonable attorneys' fees and disbursements) arising out of or from: (i) The construction or maintenance of the Improvements; or (ii) Any accident or occurrence caused by Grantee, its employees or agents; or (iii) Any breach of any provision of this Agreement by Grantee, its employees or agents. b. With respect to the Easement, City Transit Management Company, Inc. (d/b/a Citibus), on behalf of the Grantee, shall maintain contractual liability insurance, with minimum limits of coverage of $1,000,000 combined single limit for bodily injury and property damage, throughout the term of this Agreement, in form reasonably satisfactory to Grantor, and furnish Grantor with a certificate of insurance evidencing same. Such insurance shall name Paramount Group, Inc., South Plains Mall Associates, Ltd., and the City of Lubbock as additional insureds and such coverage shall be primary coverage for those additional insureds. The contractual liability policy will insure those people waiting to board a Citibus vehicle and those people deboarding a Citibus vehicle. c. With respect to the License, Grantee shall protect, defend, indemnify, and save harmless Paramount Group, Inc., and South Plains Mall Associates, Ltd., from and against any and all claims, actions, damages, liabilities, judgments, costs and expenses (including without limitation, reasonable attorneys' fees 3 and disbursements) arising out of or from the construction of the pedestrian walkway and accompanying landscaping and utilities. 5. The Grantee shall require the construction contractor to carry liability insurance to cover all phases of the construction of the Improvements. 6. With respect to the Easement, all of the Improvements and all of Grantee's personal property of every kind or description which may be at any time in or upon the Mall shall be at Grantee's sole risk, and Grantor shall not be liable for any damage to said personal property caused in any manner whatsoever, except if caused by the negligence of Grantor, its agents, or employees. 7. Grantee shall, at its sole expense, procure and maintain in effect all permits, licenses and/or other approvals required by any governmental authority for the construction and maintenance of the Improvements. 8. a. With respect to the Easement, Grantee shall, at its sole expense, maintain the bus pullout area and shelters (including light poles but except the trees) in good order, condition and repair, and free of debris and in clean condition. b. With respect to the License, Grantor shall, at its sole expense, maintain the pedestrian walkway, including the trees. Grantor shall also, at its sole expense, maintain the trees in the Easement area. c. Grantor shall be responsible for all utilities (e.g., water and electric) used in connection with the Improvements on either the Easement or the License. 4 9. Upon completion of the construction of the Improvements, any other rights Grantee had or has to utilize any portion of the Mall for bus stop purposes are hereby cancelled provided charters and Demand Response Service vans shall be allowed on the property unless specifically prohibited by the Mall. IN WITNESS WHEREOF, Grantor and Grantee have caused this Agreement to be duly executed as of the day and year first above written. GRANTOR: Paramount Group, Inc., as agent for SOUTH PLAINS MALL ASSOCIATES, LTD. By: �" Bernard A. Marasco Director of Leasing 61 GRANT THE CIT OF UB By vid R. Langston ayor ATTEST: Bett M. Jo son City Secretary APPROVED AS TO CONTENT: v, Larry Y. Hoff Director of Transportation APPROVED AS TO FORM: arold Willard Assistant City Attorney EXHIBIT A SOUTH PLAINS MALL BUS TRANSFER CENTER EASEMENT THE STATE OF TEXAS § KNOW ALL MEN BY THESE PRESENTS: COUNTY OF LUBBOCK § THAT Paramount Group, Inc., a Delaware Corporation, as agent for South Plains Mall Associates, Ltd., herein called "Grantor," for and in consideration of the sum of ONE AND N0/100 DOLLARS ($1.00), to Grantor in hand paid by the CITY OF LUBBOCK, a Home Rule Municipal Corporation of Lubbock County, Texas, the receipt and sufficiency of which is hereby acknowledged and confessed, and for the further good and valuable consideration in benefits accruing to and to accrue to the remainder of Grantor's property, has by these presents GRANTED, BARGAINED, SOLD and CONVEYED and by these presents does GRANT, BARGAIN, SELL and CONVEY unto the CITY OF LUBBOCK, its legal representatives, successors and assigns, for the use of the public as a bus transfer center easement, the free and uninterrupted use, liberty of passage in, on, along, across, over, upon and under all that property lying and being situated in the County of Lubbock, State of Texas, and being more particularly described as follows, to -wit: A 0.09-acre tract located in Tract "A," South Plains Addition to the City of Lubbock, Lubbock County, Texas, being further described as follows: BEGINNING at a 1/2" iron rod with cap set in the north line of Tract "A," South Plains Addition for the northwest corner of this tract which bears N. 86037141" E. a distance of 97.16 feet from the original northwest corner of said Tract "A," South Plains Addition; THENCE northeasterly, along the north line of Tract "A," South Plains Addition, around a curve to the left, said curve having a radius of 825.91 feet, a central angle of 0201512111, tangent lengths of 16.26 feet and a chord distance of 32.52 feet to a 1/2" iron rod with cap found at a point of tangency; THENCE N. 80059133" E., along the north line of Tract "A," South Plains Addition, a distance of 173.58 feet L � � • / � . _ � � � _ � � _ _ L L � � _ _. _ L L _ _ _ L L _ _ _ _ _ L 1 _ _ _ _ L for the purpose of constructing, reconstructing, repairing, operating, and maintaining a bus transfer center consisting of a bus stop, passenger shelters, light poles, and accompanying landscaping and utilities, and which easement includes the right, at all times and seasons, of ingress, egress and regress of motor vehicles and personnel engaged in either such construction, reconstruction, operation, maintenance, or repair, and of public use such bus transfer center. TO HAVE AND TO HOLD the above -described premises together with all and singular the rights and appurtenances thereto in anywise belonging unto the CITY OF LUBBOCK, its successors and assigns for a term commencing on April 1, 1993 and terminating on March 31, 2013. This easement is subject to all terms and conditions of a certain Agreement between Grantor and the CITY OF LUBBOCK dated April 1, 1993 to which this easement is attached as Exhibit "A". WITNESS MY HAND this day of A� RIL_ 1993. r PARAMOUNT GROUP, INC. as agent for SOUTH PLAINS MALL ASSOCIATES, LTD. BY: Bernard A. Marasco Director of Leasing THE STATE OF NEW YORK § COUNTY OF PCW \A0/ZR_ § MAP IN FILE SEE RESOLUTION Page is too large to OCR. Page is too large to OCR. Page is too large to OCR.