Signed LA - not filed7-ELEVEN1 INC.
VIA UPS
April 12, 2019
City of Coppell
Attn: Ms. Marcie Diamond
255 East Parkway Blvd.
Coppell, Texas 75019
Re: 7 -Eleven Location No. 38671
890 Denton Tap Road
Coppell, Texas
Dear Sir or Madam:
Braeden Powell
Direct Dial No. (972828-6462
Facsimile No. (972)828-8995
Email — Braeden.powell@7-11.com
Enclosed please find one (1) executed copy of the License Agreement covering
the referenced location. Please have a fully executed copy returned to 7 —
Eleven for our file.
Very truly yo
Braeden Pofnrell
Property Support Coordinator
VIA E-MAIL
Cc: Brooke Schroder w/copy
Patric Prebel w/copy
Trudy Ruth w/copy
Emily Violette w/copy
Shane Partridge w/copy
Cypress Waters / 3200 Hackberry Road /Irving, TX 75063 . Mailing Address: Box 711 /Dallas, TX 75221-0711
STATE OF TEXAS §
COUNTY OF DALLAS §
LICENSE AGREEMENT
THIS LICENSE AGREEMENT (this "AGREEMENT") is made as of
2019 (the "EFFECTIVE DATE") by and between the CITY OF
C PPELL, TEXAS, a Texas municipality ("CITY"), whose address is 255 East Parkway
Boulevard, P.O. Box 9478, Coppell, Texas, 75019, and 7 -ELEVEN, INC., a Texas corporation
("LICENSEE"), whose address is Cypress Waters, 3200 Hackberry Road, Irving, Texas 75063,
Attn: Corporate Real Estate, Store #38671, acting by and through their authorized representatives.
RECITALS:
WHEREAS, LICENSEE desires to install and maintain certain PERMITTED
IMPROVEMENTS (as hereinafter defined) within City of Coppell property located at the
northeast corner of Denton Tap Road and Belt Line Road (the "ENCROACHMENT AREA"), as
shown on the attached site plan marked Exhibit A (the "SITE PLAN") and incorporated herein for
all purposes; and
WHEREAS, LICENSEE has requested CITY to allow the PERMITTED
IMPROVEMENTS to be located in the ENCROACHMENT AREA on the terms and conditions
set forth herein.
AGREEMENT:
NOW THEREFORE, in consideration of the covenants contained herein and other valuable
consideration the receipt and sufficiency of which are hereby acknowledged, the parties agree as
follows:
1. Purpose: CITY hereby grants LICENSEE an irrevocable non-exclusive license
subject to the limitations and termination clauses of this AGREEMENT (the "LICENSE"), for the
purpose of installation and maintenance of the PERMITTED IMPROVEMENTS within the
ENCROACHMENT AREA. "PERMITTED IMPROVEMENTS" as used in this AGREEMENT
shall mean landscape and irrigation improvements. Only PERMITTED IMPROVEMENTS will
be permitted in the ENCROACHMENT AREA, AS INDICATED ON EXHIBITS B AND C OF
PD -273R2 -C (ORDINANCE 91500-A-736). LICENSEE shall maintain the PERMITTED
IMPROVEMENTS (including repair and replacement as reasonably required) in good conditions
and repair, at LICENSEE'S sole cost and expense for the duration of the LICENSE.
2. Term: The LICENSE and this AGREEMENT shall be perpetual, subject, however,
to termination as provided herein.
3. Non-exclusive: The LICENSE is non-exclusive and subject to any existing utility,
drainage and communications facilities of any public or private utility or communication company
located in, on, under, above or upon the ENCROACHMENT AREA, and subject to any future
such facilities to the extent such future facilities do not materially interfere with LICENSEE'S
PERMITTED IMPROVEMENTS within the ENCROACHMENT AREA as set forth herein.
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4. Environmental Protection: LICENSEE shall not use the ENCROACHMENT
AREA for any purpose in violation of any laws pertaining to the health of the environment,
including without limitation, the comprehensive environmental response, compensation and
liability act of 1980 (as amended, "CERCLA"), the resource conservation and recovery act of 1976
as amended, "RCRA"), and the Texas Water Code and the Texas Solid Waste Disposal Act.
LICENSEE warrants that the PERMITTED IMPROVEMENTS within the ENCROACHMENT
AREA will not result in the disposal or other release of any hazardous substance or solid waste on
or to the ENCROACHMENT AREA, and that it will take all steps necessary to ensure that no such
hazardous substance or solid waste will ever be discharged onto the ENCROACHMENT AREA
by LICENSEE. The terms "hazardous substance" and "release" shall have the meanings specified
in CERCLA, and the terms "solid waste" and "disposal" shall have the meanings specified in the
RCRA; provided, however, if either CERCLA or RCRA is amended so as to broaden the meaning
of any term defined thereby, such broader meaning shall apply herein subsequent to the effective
date of such amendment; and provided further, if the laws of the State of Texas establish a meaning
for hazardous substance, release, solid waste or disposal which is broader then that specified in
CERCLA or RCRA as applicable, such broader meaning shall apply. LICENSEE shall indemnify
and hold CITY harmless against all costs, environmental clean up to the ENCROACHMENT
AREA and surrounding CITY property resulting from LICENSEE'S use of the
ENCROACHMENT AREA under this AGREEMENT.
5. Mechanic's liens not permitted: LICENSEE shall fully pay all labor and materials
used in, on or about the ENCROACHMENT AREA by or on behalf of LICENSEE, and will not
permit or suffer any mechanic's or materialman's liens of any nature to affix against CITY by
reason of any work done or materials furnished to the ENCROACHMENT AREA by or on behalf
of LICENSEE.
6. Compliance with laws: LICENSEE agrees to abide by, be governed by, and be
responsible for compliance with, all laws, ordinances and regulations of any and all governmental
entities having jurisdiction over LICENSEE in connection with LICENSEE'S use of the
ENCROACHMENT AREA.
7. Termination: This AGREEMENT may be terminated upon written notice in any
of the following ways:
a. Mutual written agreement of both part
ies; or
b. By LICENSEE upon sixty (60) days prior written notice to CITY, if
LICENSEE no longer desires to use the ENCROACHMENT AREA as set forth in this
AGREEMENT; or
c. By CITY if LICENSEE fails to perform its obligations as set fort
h in this
AGREEMENT and the failure of LICENSEE to cure such failure continues for sixty (60)
days after receipt of written notice from the CITY; or
d. By CITY, in its sole discretion, based on the need to utilize the
ENCROACHMENT AREA to serve a public purpose.
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z5 Action upon termination: Upon termination of this AGREEMENT, LICENSEE
shall be deemed to have abandoned all PERMITTED IMPROVEMENTS and appurtenances
owned by it, situated in, on, under, above or upon the ENCROACHMENT AREA. The rights and
obligations of the parties as set forth in this paragraph shall survive the termination of the
LICENSE and this AGREEMENT. If this AGREEMENT is terminated at the discretion of CITY
and not because of a default by LICENSEE, CITY agrees to maintain the PERMITTED
IMPROVEMENTS then in place for no less than ten (10) years thereafter; subject, however, to
the right of CITY to remove or make changes to the PERMITTED IMPROVEMENTS to
accommodate other CITY uses for public purposes.
9. Notice: When notice is permitted or required by this AGREEMENT, it shall be in
writing and shall be deemed delivered when delivered in person or when placed, postage prepaid
in the United States mail, certified return receipt requested, and addressed to the parties at the
addresses set forth above. Either party may designate from time to time another and different
address for receipt of notice by giving notice of such change of address in accordance with this
paragraph.
10. Governing law: This AGREEMENT is governed by the laws of the State of Texas;
and venue for any action shall be in Dallas County, Texas.
11. Binding effect: This AGREEMENT shall be binding upon and inure to the benefit
of the executing parties and their respective heirs, personal representatives, successors and assigns.
12. Entire Agreement: This AGREEMENT embodies the entire agreement between
the parties and supersedes all prior agreements, understandings, if any, relating to the
ENCROACHMENT AREA and the matters addressed herein and may be amended or
supplemented only by written instrument executed by the party against whom enforcement is
sought.
13. Recitals: The recitals to this AGREEMENT are incorporated herein by reference.
14. Exhibits: Exhibit A and Exhibit B attached to this AGREEMENT are incorporated
into this AGREEMENT by this reference.
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IN WITNESS WHEREOF, this AGREEMENT has been executed by CITY to be
effective as of the EFFECTIVE DATE first set forth above.
CITY OF COPPELL, TEXAS, a Texas
mumci
By:
Name:
Title:
STATE OF TEXAS §
COUNTY OF DALLAS �
This instrument was acknowledged before me on the
Mt I cL ti
i day of , 201.4 by
Lr of the CITY
OF COPPELL, TEXAS, a Texas municipality,%n behalf of
CHRISTEL B PETTIN08
municipality.
My COmmiaslon Exphaa
May 101 2019
3 12L 10405-A
Notary Public, State of Texas
My Commission Expires�/1 i(� ?,Q ��
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55790445v.4 / 035045-002576
IN WITNESS WHEREOF, this AGREEMENT has been executed by LICENSEE to be
effective as of the EFFECTIVE DATE first set forth above.
Attest:
By:
Robin D. Bryant
Title: Assistant Secretary
STATE OF TEXAS �
COUNTY OF DALLAS §
7 -ELEVEN, INC., a Texas corporation
Name:
Title: ►` (!f: re i d e nT
ACKNOWLEDGEMENT
BEFORE ME, the undersigned, a Notary Public in and for the aforesaid County and State,
on this day personally appeared MAM UW41A and
i robin D. Bryant a(n)6 VIQ@ resioem 1 and an
Assistant Secretary, respectively, of 7 -ELEVEN, INC., a Texas corporation, known to me to be
the persons whose names are subscribed to the foregoing instrument, and acknowledged to me that
the same was the act of the said corporation and that they each executed the same as the act of such
corporation for the purposes therein expressed and in the capacities therein stated.
GIVEN UNDER MY HAND AND SEAL OF OFFICE
this day of
(
Y�
'�"���Braeden Nowell
*{� * NotaryPubllc,StateoiTe�caa ro 6 Fly Comm, Expires 03114/20220-2
:pf:YE Notary ID 1314895
(seal)
My commission expires: � " ��/ � ��
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Braeden Powell
(typed or printed name)
Exhibit A
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