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Home My WebLink AboutContract 36633-A3 3 4 56 0TY Sr7CRETARY NED j �a 'RECE AMENDMENT N0.3 TO Pv �pN 29 2018 ECONOMIC DEVELOPMENT PROGRAM AGREEMENT \- of�oa�\N0 r (CITY SECRETARY CONTRACT NO. 36633) 8 ,� , This AMENDMENT NO. 3 TO ECONOMIC DEVELOPMENT PROGRAM AGREEMENT ("Amendment") is made and entered into by and between the CITY OF FORT WORTH ("City"), a home rule municipality organized under the laws of the State of Texas, and CARLYLE/CYPRESS WEST 7T , LP ("Developer"), a Delaware limited partnership. The following introductory provisions are true and correct and for the basis of this Amendment: A. As of February 15, 2008 the City and Developer entered into that certain Economic Development Program Agreement on file in the City Secretary's Office as City Secretary Contract No. 36633, which was subsequently amended under City Secretary Contract No. 36633-A1 and 36633-A2 (collectively, the "Agreement"). Under the Agreement, Developer agreed, among other things, to construct a mixed-used development on certain real property (specifically defined in the Agreement as the "Development Property"). In return, the City agreed to pay Developer certain annual Program Grants as authorized by Chapter 380 of the Texas Local Government Code. B. The identification of the parcels comprising the "Development Property" is important for two primary reasons. First, the amount of each annual Program Grant is generally calculated on the basis of incremental City real and business personal property tax revenues attributable to the Development Property as well as City sales tax revenues attributable to sales conducted on the Development Property, all as more specifically set forth in the Agreement. Second, the amount of each annual Program Grant is partially dependent on attainment of certain ongoing commitments with respect to the Development Property, including minimum annual Supply and Service Expenditures made on the Development Property for maintenance and operations as well as a minimum Affordable Housing Commitment applicable to all Residential Units located on the Development Property. C. Developer has sold four (4) parcels within the Development Property to third parties. Because Developer no longer has control over these four (4) parcels, Developer has requested that the Agreement be amended to exclude such parcels from the definition of"Development Property," with the understanding that City tax revenues attributable to such parcels will no longer be used to calculate future annual Program Grants payable under the Agreement. The City is amenable to Developer's request. Amendment No.3 to CSC No.36633 OFFICIAL RECORD Economic Development Program Agreement with Carlyle/Cypress West 7`h,LP CITY SECRETARY FT.WORTH,TX NOW, THEREFORE, for good and valuable consideration, 'the receipt and adequacy of which are hereby acknowledged, the City and Developer hereby agree as follows: 1. Exhibit "A" of the Agreement, which depicts and describes the "Development Property," is hereby replaced in its entirety with Exhibit "A-1" attached hereto and hereby made a part of this Amendment and the Agreement for all purposes. : 2. All terms in this Amendment that are capitalized but not defined shall have the meanings assigned to them in the Agreement. 3. All terms and conditions of the Agreement that are not expressly amended pursuant to this Amendment shall remain in full force and effect. EXECUTED to be effective as of the last date indicated below: CITY OF FORT WORTH: APPROVED AS TO FORM AND LEGALTIY: By:— By: By: UY1U Jesus J. Chapa Peter Vaky Assistant City Manager Deputy City Attorney Date: G l �6 M&C: C-28537 01-23-18 Form 1295: 2017-285478 / f 0.......0 � '/et Ath i :3: ._ Mary J. Kays S ' OFFICIAL RECORD Page 2 CITY SECRETARY Amendment No.3 to CSC No.36633 Economic Development Program Agreement with Carlyle/Cypress West 70',LP FT.WORTH,TX CARLYLE/CYPRESS WEST 7TH,LP, a Delaware limited partnership: By: Carlyle/Cypress West 7th GP, LLC, a Delaware limited liability company, its General Partner By: Carlyle/Cypress Retail I, L.P., a Delaware limited partnership, its Sole Member By: Cypress Retail I OP, L.L.C. a Delaware limited liability company, its General Partner By: Nam neirunG� r_cocuGnicnni Title: V1f F pRFSI[2Ef�LT Page 3 Amendment No.3 to CSC No.36633 Economic Development Program Agreement with Carlyle/Cypress West 7`h,LP EXHIBIT A-1 TO T14IRD AMENDMENT TO ECONOMIC � EVEWP*FNT-PROGRAM A_dREEMENT - .02 M"• ; 'CA 1 S-a ' T �`,s Q ^Gnia. _ _ .�)}., .._n r•+ 9 �.L- ' i { s 4 Z ' 2A 11 70n.11 3 7 6 J 9 ♦ + I i C fin., [ !`e 3:1 14 _._ aaTltitG , S — 3�:4 i jr'a 9A IOA)7 `j t tt Q�* la tE H n 18 ro .20� .0 3 :i L 1: Z 'i 10 111= A -• g :7 1 J:_. 1cv a' SA 12 I31 II 1II.7 1S �4�15{ _ L' 2 14 tiJ6 -71 1 W SEVG47 t S { '-q ra 1 lqccmTr ,—� t � •— :— Sir — 7 1 _ L - f vj fn � e pl'• . '7 t6 _ E ,, a xl vi A47F'G� �b.• � _ i 7 E j —�P. I_ ! s E " Lam: •— +� I � .��.7 :��i 5. :�:.T - •••--•-- O'O 1 6 r li; 9 u •` t1 r It Z r0+11 i 1a T1 7f L 7`a :+ E�77 ! '+zp`r If n le X tc`u L 11 ' P i I 7-7- = 7 +c R 9=g^ '71 / 6 6A 7 e a 1 2 3 4 6 6 7 6 ri 10 1' 1 ' 5 5 7 6 if 70 i 1'ij5- r a9 n Pt.�_'P T 10 i 2c 11 lel V C •i 3 ,C �-•��— .l { IA n It 15 16 2 17 V1%� 110 17.13 DEVELOPMENT PROPERTY I � I i K ;8137 la -!LIEU Al i RR p-c 1 CERTIFICATE OF INTERESTED PARTIES FORM 1295 1of2 Complete Nos.1-4 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. 2017-285478 Carlyle/Cypress West 7th, LP 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 is 11/17/2017 being filed. City Secretary Contract Date Ack wledged: law 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. 36633 Real estate investment Nature of interest 4 Name of Interested Party Ci ty,State Country(place of business) (check applicable) Controlling Intermediary Harris,Finley&Bogle, P.C. Fort Worth,TX United States X Carlyle/Cypress West 71h GP, LLC Washington, DC United States X Carlyle/Cypress Retail I, L.P. Washington,DC United States X Carlyle Retail I GP,L.L.C. Washington,DC United States X Carlyle Retail I, L.L.C. Washington,DC United States X Carlyle Realty Partners V, L.P. Washington, DC United States X Carlyle Realty Foreign Investors V, L.P. Washington, DC United States X Stuckey,Robert Washington,DC United States X Gershenson,Michael New York,NY United States X Daniel, David Washington,DC United States X Rosenthal,Stacy Washington, DC United States X Forms provided by Texas Ethics Commission www,ethics.state.N.us Version V1.0.3337 CERTIFICATE OF INTERESTED PARTIES FORM 1295 2of2 Complete Nos.1-4 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 I Name of business entity filing form,and the city,state and country of the business entity's place Certificate Number: of business. 2017-285478 Carlyle/Cypress West 7th,LP Fort Worth,TX United States Date Filed: 2 Name of governmental entity or state agency that is a party to the contract for which the form is 11/17/2017 being filed. i City Secretary Contract 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. 36633 Real estate investment 4 Nature of interest Name of Interested Party City,State,Country(place of business) (check applicable) Controlling intermediary 5 Check only it there is NO Interested Party. ❑ 6 AFFIDAVIT I swear,or affirm,under penalty of perjury,that the above disclosure is true and correct. �"•�NY.�iidlrl• `r k.Xp Signature of authorized agen of contracting business entity 14-ZZ -,AfI)C NOTARY STAN}P-/tsl;A[. ABOVE f:SWb(n t4 a�n(1.,suhsq�iVe�before me,by the said t J��CY 61 • �tsL�6f��L f �this the 1 1 day of ,•;20 ' �o Cerd{y aNf)lCh,witness my hand and seal of office. si n ture of officer administering oath P inted name of officer administering oath Title of officer administering oath Forms provided by Texas Ethics Commission www.ethics,state.tx.us Version V1,0,3337