HomeMy WebLinkAboutContract 36202-A2 u11- CITY SECRETARY
I eQ_WT l CONTRACT NO. �� a d a '
c
+4ft%T AMENDMENT TO
DEVELOPMENT AGREEMENT BETWEEN THE CITY OF FORT WORTH, TEXAS
AND FWFW HOLDINGS, INC. AND FG ALEDO DEVELOPMENT, LLC
FOR MORNINGSTAR
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THIS FH+PST AMENDMENT TO DEVELOPMENT AGREEMENT BETWEEN THE
CITY OF FORT WORTH, TEXAS AND FWFW HOLDINGS, INC. AND FG ALEDO
DEVELOPMENT, LLC FOR MORNINGSTAR (this "Amendment") is made and entered into
as of the 30th day of March, 2017, by and between the CITY OF FORT WORTH, TEXAS, a
home-rule municipal corporation situated in Tarrant, Denton, Johnson, Parker and Wise
Counties, Texas, (the "City"), acting by and through its duly authorized Assistant City Manager,
and FG ALEDO DEVELOPMENT, LLC, a Texas limited liability company, and FWFW
HOLDINGS, INC., a Texas corporation (collectively, the "Owner").
RECITALS:
A. Owner and the City entered into that certain Restatement of and Amendment to
CSC No. 36202 Development Agreement Between the City of Fort Worth, Texas and FWFW
Holdings, Inc. and FG Aledo Development, LLC for Morningstar dated effective August 21,
2015 (the "Amended Development Agreement").
B. The Development, as defined by the Amended Development Agreement, consists
of Morningstar Ranch Municipal Utility District No. 1 of Parker County ("District One") and
Morningstar Ranch Municipal Utility District No. 2 of Parker County ("District Two")
(collectively, the "Districts").
C. By Order dated March 30, 2017, District Two's Board of Directors approved the
exclusion of certain land from the District and redefined the boundaries of the District.
D. By Resolution No. 4764-03-2017, approved by the City Council of the City on
March 28, 2017, the City Council consented to the annexation of certain land by District One.
E. By Order dated March 30, 2017, District One's Board of Directors approved the
annexation of certain land into the District an redefined the boundaries of the District.
F. The City and the Owner desire to amend the Amended Development Agreement
to reflect the new boundaries of the Districts.
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CITY SECRETARY 0)
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4826-6260-5115.v I �1 j l ��0
NOW THEREFORE, for and in consideration of the mutual agreements, covenants, and
conditions hereinafter set forth,the City and the Owner contract and agree as follows:
AGREEMENT:
1. The following definitions in Article I1 of the Amended Development Agreement are
amended and restated to read as follows:
"Consent Agreements" means the Agreement Concerning Creation and Operation of
Morningstar Ranch Municipal Utility District No. 1 of Parker County (City Secretary
Contract No. 36198, M & C C-22562) and the Agreement Concerning Creation and
Operation of Morningstar Ranch Municipal Utility District No. 2 of Parker County (City
Secretary Contract No. 36199, M & C C-22562), by and among the City, the applicable
District, and WYA The Ranch at Mary's Creek, Ltd., a Texas limited partnership, which
were approved by the City Council on December 4, 2007; as amended by the First
Amendment to Agreement Concerning Creation and Operation of Morningstar Ranc'i
Municipal Utility District No. 1 of Parker County (City Secretary Contract No. '/
and the First Amendment to Agreement Concerning Creation and Operation of
Morningstar Ranch Municipal Utility District No. 2 of Parker County (City Secretary
Contract NoWWA-�I by and among the City and the applicable District, which were
approved by the City Council on (Y1(,tf � (;� , 2017.
"Strategic Partnership Agreements" means the Strategic Partnership Agreement Between
the City of Fort Worth, Texas and Morningstar Ranch Municipal Utility District No. 1 of
Parker County and the Strategic Partnership Agreement Between the City of Fort Worth,
Texas and Morningstar Ranch Municipal Utility District No. 2 of Parker County, the
forms of which are attached to the First Amendment to Agreement Concerning Creation
and Operation of Morningstar Raanct� Municipal Utility District No. 1 of Parker County
(City Secretary Contract No. 140"nd the First Amendment to Agreement Concerning
Creation and Operation of Morningstar Ranch Municipal Utility District No. 2 of Parker
County (City Secretary Contract No.Wt�{�� s Exhibit C.
"Utility Agreement" means the Amended and Restated Utility Agreement for
Morningstar Ranch between the City, Morningstar Ranch Municipal Utility District No. 1
of Parker County, Morningstar Ranch Municipal Utility District No. 2 of Parker County,
and Owner dated effective August 21, 2015 (City Secretary Contract No. 36202-A2)
relating to the provision of water and wastewater service to the Development and the
construction, ownership, operation and maintenance of water Infrastructure and
wastewater Infrastructure both inside and outside the Development.
2. Section 4.11 of the Amended Development Agreement is amended and restated to read as
follows:
4.11 Reimbursement Agreement. Owner shall not enter into agreements for the
reimbursement of costs incurred (i) in connection with District One in amounts exceeding
$90,000,000 for total reimbursement costs, and (ii) in connection with District Two in
4826-6260-5115.v1 - 2 -
amounts exceeding $30,000,000 for total reimbursement costs. All agreements entered
into by the District for reimbursement of costs incurred in connection with the District
shall provide that: (a) the District will not reimburse landowners or developers for costs
not evidenced by the issuance of Bonds within twenty (20) years after the Effective Date;
and (b) the landowner or developer waives all claims against the City for reimbursement
of obligations not evidenced by the issuance of Bonds within twenty (20 years after the
Effective Date. Any reimbursement agreements entered into by Owner in violation of
this section shall be void.
3. Exhibit A to the Amended Development Agreement is replaced by Exhibit A hereto.
4. The "Recitals" set forth in this Amendment are true and correct and form the basis upon
which the parties have entered into this Amendment and are incorporated as part of this
Amendment for all purposes.
5. The Amended Development Agreement, as amended by this Amendment, remains in full
force and effect.
[SIGNATURE PAGES FOLLOW]
4826-6260-5115.v1 - 3 _
IN WITNESS WHEREOF, the parties have executed this Amendment as of the date and
year first written above.
ATTEST: CITY OF FORT WORTH
4MKayser, City Secret mando Costa,Assistant City Manager
* :2
APPROVED AS TO FO p� '♦
LEGALITY: 'FXAS
Assistant City Attorney
THE STATE OF TEXAS §
COUNTY OF TARRANT §
This instrument was acknowledged before me on this the 27A day of ,
2017, by Fernando Costa,Assistant City Manager of the City of Fort Worth, Texas on behalf of said
City.
Notary P d Iic in for the State of Texas
(SEAL)
TRIKINYA L JOHNSON
Notary Public, state of Texas
Comm. Expires 04-17-2018
Notary ID 1238832.0
OFFICIAL RECORD
CITY SECRETARY
4826-6260-5115.v1 _ 4 _
!F'Y'.WORTH,TX
FG ALEDO DEVELOPMENT, LLC,
a Texas limited 1iabii_ity company
By:
Name: ih
Title:
THE STATE OF TEXAS §
COUNTY OF TARRANT §
This 1 instrumnt
ewas acknowledged before me on this the �Mday of_ '
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2017, by 141 rYl G'I (� ��s( � _ of FG Aledo Development, LLC, a
Texas limited liability company, on behalf of said limited liability company.
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4826-6260-5115.0 _ 5 -
FWFW HOLDINGS, INC.,
a Texas corporation
By:
Name:
Title: Cpu�-
THE STATE OF TEXAS §
COUNTY OF TARRANT §
This instrument was acknowledged before me,on this the �`day of_
2017, by Y. 1 m n' 7TfLSt of FWFW Holdings, inc., a
Texas corporation, on behalf of said corporation.
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Ate. I Wi'1;aR1 �2319
�MILLER
PROPOSED MORNINGSTAR Suiveying, enc.
MUNICIPAL DISTRICT 1
AND MUNICIPAL DISTRICT 2 Commercial • Residential • Municipal
430 Mid Cities Blvd. 817-577-1052
Hurst,Texas 76054 TxLSF No.10100400
MillerSurvey.net
Scale 1" = 1000' March 13, 2017
C-28159 C
CERTIFICATE OF INTERESTED PARTIES
FORM 1295
1 of 1
Complete Nos.l-4 and 6 if there are interested parties. OFFICE USE ONLY
Complete Nos,1,2,3,5,and 6 if there are no interested parties. CERTIFICATION OF FILING
1 Name of business entity filing form,and the city,state and country of the business entity's place Certificate Number.
of business. 2017-177687
FWFW Holdings,Inc.
Fort Worth,TX United States Date Filed-
2 Name of governmental entity or state agency that is a parry to the contract for which the form is03/13/2017
being filed.
City of Fort Worth Date Acknowledged.
3 Provide the identification number used by the governmental entity or state agency to track or identify the contract,and provide a
description of the services,goods,or other property to be provided under the contract.
Amend Dev Agmt 2017
Contract
4 Nature of interest
Name of Interested Party City,State,Country(place of business) (check applicable)
Controlling Intermediary
Fleet,Tim Fort Worth,TX United States X
Gill,Kim Fort Worth,TX United States X
5 Check only if there is NO Interested Party. ❑
6 AFFIDAVIT I swear,or affirm,under penalty of perjury,that the above disclosure is true and correct.
��oti►wr•�s= SHARLA J.NEWKfRK
Notary Public.Stale of texas
C- m.Expires 02.0 2020
1;
'1au„1 Noiary ID 5452690 Signalure f authorized agent of contracting business entity
AFFIX NOTARY STAMP I SEAL ABOVE r,r
Sworn to and subscribed before me,by the saidt1Iwt ^rt r• �r this the�13 day of
20 Ll- to certify which,vAness my hand and seal of office.
A rvk irk. f 114r K `L
Signature of cer administering oath Printed name of officer administering oath Title of icer administering oath
Forms provided by Texas Ethics Commission www.ethics.state.tx.us Version V1.0.277
C-28159 C
CERTIFICATE OF INTERESTED PARTIES
FORM 3295
loll
Complete Nos 1-4 and 6 if there are interested parties. OFFICE USE ONLY
Complete Nos 1,2,3,5,and 6 it there are no interested parties. CERTIFICATION OF FILING
1 Name of business entity filing form,and the city,state and country of the business entity's place Certificate Number:
of business. 2017-177686
FG Atedo Development,LLC
Fort Worth,TX United States Date Filed:
2 Name of governmental entity or state agency that is a party tot the contract for which the form is 03/13/2017
being filed.
City of Fort Worth Date Acknowledged:
3 Provide the identification number used by the governmental entity or state agency to track or identify the contract,and provide a
description of the services,goods,or other property to be provided under the contract.
Amend Dev Agml 2017
Contract
4 Nature of Interest
Name of Interested Party City,State,Country(place of business) (check applicable)
Controlling Intermediary
Gill,Kim Fort Worth,TX United Stales X
5 Check only If there is NO Interested Party. ❑
6 AFFID VCP i swear,or affirm,under penalty of perjury,that the above disclosure is true and correct,
SHARLA J. NEWKIRK
Notary Public.State of texas
Comm Expires 02.05.2020
Nolary ID 5452690
si6naturiKotaAorized agent of contracting business entity
AFFIX NOTARY STAMP/SEAL ABOVE /
Sworn to and subscribed before me,by the said mt + �f this theday of d � .
20 � ,to certify which,witness my hand and seat of office.
a, C' tu1C
signature of ofter administering oath Printed name of officer administering oath Title of offictr administering oath
Forms provided by Texas Ethics Commission www.ethics.stale.tx.us Version V1.0.277