HomeMy WebLinkAboutContract 48796-CA1 1567
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CITY SECRETARY CONTRACT NO. 48796-CAl
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CONSENT CONSENT TO ASSIGNMENT OF
COMMUNITY FACILITIES AGREEMENT
(CITY SECRETARY CONTRACT NO. 48796)
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This CONSENT TO ASSIGNMENT OF COMMUNITY FACILITIES
AGREEMENT (CITY SECRETARY CONTRACT NO. 48796) ("Consent") is made and
entered into by and between the CITY OF FORT WORTH, a home rule municipal
corporation organized under the laws of the State of Texas ("City"), MANSIONS AT
MARINE CREEK, L.P., a Texas Limited Partnership ("Assignor"), and MANSIONS
APARTMENT HOMES AT MARINE CREEK, LLC, ("Assignee").
The following recitals are true and correct and form the basis of this Consent:
WHEREAS, on March 15, 2017, the City and Mansions at Marine Creek, L.P. entered
into that certain Community Facilities Agreement on file in the City Secretary's Office as City
Secretary Contract No. 48796 ("CFA"). Under the CFA, Mansions at Marine Creek, L.P.
(defined as "Developer" for purpose of the CFA) agreed to construct certain specific public
infrastructure ("Improvements") in connection with the development of Lot 1, Block 1; Lot 1,
Block 2; Lot 2, Block 3, and Lot 3, Block 3, Marine Creek Apartments Addition of the City of
Fort Worth ("Property"); and
WHEREAS, the sole owner and manager of Assignor has passed away and the estate of
Assignor wishes to sell the Property and all improvements thereon to Assignee and to assign all
of Assignor's right, title and interest in the CFA to Assignee; and
NOW, THEREFORE, for good and valuable consideration, the receipt and adequacy of
which are hereby acknowledged, the City, Assignor and Assignee agree as follows:
1. The City hereby consents to an assignment by Assignor to Assignee of all right, title and
interest granted to Developer by the CFA effective upon the sale of the Property from
Assignor to Assignee ("Effective Date").
2. The City consents to such assignment expressly upon the promise and covenant by
Assignee, and Assignee promises and covenants to the City, that Assignee will comply
with and assume all duties and obligations of Developer set forth in the CFA.
3. Notwithstanding anything to the contrary herein, Assignee understands and agrees that no
act or omission of Assignor, whether before or after the Effective Date, will serve to
mitigate any event of default set forth in the CFA, or limit or modify City's ability to
terminate the CFA.
4. Notwithstanding anything to the contrary herein, Assignee represents and warrants to the
City that Assignee has made a thorough inspection of the Pr nee
OFFICIAL RECORD
City of Fort Worth,Texas CITY SECRETARY
Consent to Assignment of City Secretary Contract No.48796
Page 1 of 5 FT.WORTH,TX
understands and agrees that on and after the Effective Date, Assignee shall be responsible
for ensuring that the condition of the Property is in compliance with all applicable laws,
including environmental regulations.
5. By executing this Consent, the City does not ratify or endorse any agreement or
representation between Assignor and Assignee; grant Assignee any rights greater than
those granted to Developer under the CFA; or consent to any amendment to the CFA.
6. Contemporaneous with the execution of this Consent by Assignee and prior to execution
of this Consent by the City, Assignee shall deliver to the City a developer's performance
and payment bond in the amount of$2,537,784.19 guaranteeing Assignee will construct
the Improvements in the CFA and pay all cost of labor, materials and equipment
furnished in construction of the Improvements under the CFA.
7. Assignor, Assignee and City agree, that upon delivery of the developer's bond by
Assignee to the City and execution of this Consent by the City, the City shall: (1) execute
a release of surety to cause the release of the developer's performance and payment bond
in the amount of$1,782,110.65 that was provided by Assignor to the City in connection
with the CFA; (2) reimburse to Assignor the cash escrow in the amount of$310,145.88
guaranteeing construction and payment of all costs for the paving and storm drain
Improvements being constructed under the CFA; and (3) release Assignor from any
liability arising under the CFA.
8. Assignor, Assignee and City agree that the estimated material testing and inspection fees
in the amount of$116,117.19 that Assignor paid to the City in connection with the CFA
shall become the property of Assignee and shall remain on deposit with the City as
Assignee's payment of estimated material testing and inspection fees required by the
City. After construction of the Improvements in the CFA has been completed and the
Improvements have been accepted by the City, any refund owned by the City for material
testing fees and inspection fees shall be paid to Assignee and any shortage of material
testing and inspection fees shall be paid by Assignee to the City.
9. Assignee understands and agrees that Assignor previously graded the property pursuant
to a Grading Permit or Early Grading Permit issued by the City and that such grading
may have resulted in the removal of trees from the Property. Assignee agrees that the
Urban Forestry Permit issued to Assignor runs with the land and that Assignee shall
comply with the requirements of Assignor's Urban Forestry Permit and Assignor's plans
that were approved by the City, including canopy coverage of seventy percent (70%) of
required open space.
10. All terms in this Consent that are capitalized but not defined shall have the meanings
assigned to them in the CFA.
11. The CFA is in full force and effect and has not been modified, supplemented, or amended
in any way unless specifically set forth herein.
City of Fort Worth,Texas
Consent to Assignment of City Secretary Contract No.48796
Page 2 of 5
12. On and after the Effective Date, all notice which is required or desired to be sent to
Developer under the CFA shall be delivered to the following:
Mansions Apartment Homes at Marine Creek, LLC
Attn: Tim Barton
1755 Whittington Pl, Suite 340
Dallas, Texas 75234
IN WITNESS WHEREOF, the undersigned have caused this Consent to be executed in
multiples as of the last date indicated below:
The City:
CITY OF FORT WORTH Contract Compliance Manager:
By signing, I acknowledge that I am the
person responsible for the monitoring and
administration of this contract, including all
L.-\Jtsus J. Chapa performance and reporting requirements.
Assistant City Manager
ti
Date: kdjq -,6. / ' '&,,&
e S. Morales
Development Manager
Recommended by.
AT
Evelyn erts /n
Project Assistant �'/
ari J. Kayser C Rr
City Secretary �-� •
Approved as to Form & Legality:
Richard A. McCracken
Assistant City Attorney
No M&C Required
Form 1295:N/A
OFFICIAL RECORD
CITY SECRETARY
FT.WORTHO TX
City of Fort Worth,Texas
Consent to Assignment of City Secretary Contract No.48796
Page 3 of 5
Assignor:
MANSIONS AT MARINE CREEK, L.P.,
A Texas limited partnership:
By: Mansions at Marine Creek GP, LLC,
a Texas limited liability company,
its general partner
Name: Susan M. Locke
Title: Manager
Date: June 2018
OFFICIAL RECORD
CITY SECRETARY
FT.WORTH,TX
Cite of Fort Worth.Texas
Consent to Assignment of Cite Sccrctan Contract No. 48796
Page 4 of 5
Assignee:
MANSIONS APARTMENT HOMES AT
MARINE CREEK,LLC,
A Texas limited liability company
Name: Hal Thorne
Title: Manager
Date: DG—ab —/f
ame: Tim Barton
Title: Manager
Date: D(v-06-7n1Z
OFFICIAL RECORD
CITY SECRETARY
FT,WORTH,TX
City of Fort Worth,Texas
Consent to Assignment of City Secretary Contract No.48796
Page 5 of 5