HomeMy WebLinkAboutContract 39287-CA1 (2)CITY SECRETARY
CONTRACT NO, 3C)a� I
CONSENT TO ASSIGNMENT OF
ECONOMIC DEVELOPMENT PROGRAM AGREEMENT
(CITY SECRETARY CONTRACT 110. 074401
This CONSENT TO ASSIGNMENT OF ECONOMIC DEVELOPMENT
PROGRAM AGREEMENT (CITY SECRETARY CONTRACT NO, 39287) ("Consent") is
made and entered into by and between the CITY OF FORT WORTH ("City"), a home rule
municipal corporation organized under the laws of the State of Texas; FW MASON HEIGHTS,
L.P. ("FW Mason Heights"), a Texas limited partnership; and RENAISSANCE SQUARE,
LLC ("Renaissance Square"), a Texas limited liability company.
The following introductory provisions are true and correct and form the basis of this
Consent:
A. As of October 9, 2009 the City and FW Mason Heights entered into that certain Economic
Development Program Agreement on file in the City Secretary's Office as City Secretary Contract
No. 39287 (the "Agreement"). Under the Agreement, FW Mason Heights (defined as "Developer"
For purposes of the Agreement) agreed to expend at least $46 million in Construction Costs for a
retail shopping center comprising at least 300,000 square feet of occupiable space on property
located within Tax Increment Reinvestment Zone Number Twelve, City of Fort Worth, Texas (East
Berry Renaissance TIF), a reinvestment zone located within the Central City area of southeast Fort
Worth, as more specifically set forth in the Agreement. In return, the City agreed to pay FW Mason
Heights certain Program Grants as authorized by Chapter 380 of the Texas Local Government Code
and outlined in the Agreement.
B. Section 10 of the Agreement specifically allows FW Mason Heights to assign the
Agreement to an Affiliate provided that the City and the Affiliate assignee first execute a written
agreement pursuant to which the Affiliate agrees to assume all covenants and obligations of FW
Mason Heights under the Agreement. Renaissance Square controls FW Mason Heights (as the term
"control"is used -within the-Agreemenft definitiorr-ofAffiliateyand- is therefor -deemed -to- be�-an
Affiliate of FW Mason Heights.
C. FW Mason Heights and Renaissance Square have requested that the City consent to an
assignment by FW Mason Heights of all its right, title and interest in the Agreement to Renaissance
Square. The City is willing to consent to an assignment of the Agreement to Renaissance Square
solely in accordance with this Consent.
NOW, THEREFORE, for good and valuable consideration, the receipt and adequacy of
which are hereby acknowledged, the City, FW Mason Heights and Renaissance Square agree as
follows: - -
OFFICIAL RECORD
CITY SECRETARY
Page I of 3
Consent to Assignment of CSC No. 39287 (Economic Development Program Agreement) FT WORT►H3 TX
by FW Mason Heights, L.P. to Renaissance Square, LLC I - _ - - t
I. The City hereby consents to an assignment by FW Mason Heights to Renaissance Square
A all right, title and interest granted to Developer by the Agreement, effective as of the date on
which the City, FW Mason Heights and Renaissance Square have all executed this Consent
("Effective Date").
2. The City consents to such assignment expressly upon the promise and covenant by
Renaissance Square, and Renaissance Square hereby promises and covenants to the City, that as
of the Effective Date Renaissance Square will comply with all duties and obligations of
Developer set forth in the Agreement.
3. Renaissance Square understands and agrees that no act or omission of FW Mason
Heights, whether before or after the Effective Date, will serve to mitigate any Event of Default
set forth in Section 6 of the Agreement or any failure to meet any or all of the numerical
commitments for construction spending, employment, and supply and service spending on the
Development, as set forth in Sections 4.1, 4.25 4.3, 4.4, 4.5, and 4.6 of the Agreement.
4. All teens in this Consent that are capitalized but not defined shall have the meanings
assigned to them in the Agreement.
IN WITNESS WHEREOF, the undersigned have caused this Consent to be executed in
multiples as of the last date indicated below:
CITE' OF FORT WORTH: ATTEST:
By: By
S a Alanis
Assistant City Manager
Date. �O Ion- Co / 10
APPROVED AS TO FORM AND LEGAT.TTV:
By:
Peter Vaky
Assistant City A
M&C:
City
Secretary
[SIGNATURES CONTINUE IMMEDIATELY ON NEXT PAGE]
Page 2 of 3
Consent to Assignment of CSC No. 39287 (Economic Development Program Agreement)
by FW Mason Heights, L.P. to Renaissance Square, LLC
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
FW MASON HEIGHTS, L.P., a Texas limited partnership:
By: FW Mason Heights Genpar, L.L.C., a Texas limited
liability company and its sole general partner:
By:4py ett
Manager
Date: `t ly
RENAISSANCE SQU.LC, a Texas limited liability company:
By:
Name: _� ��,.-� C • �Rz.�G.
Title: p% s .' ..-f
Date: Co� to
Page 3 of 3
Consent to Assignment of CSC No. 39287 (Economic Development Program Agreement)
by FW Mason Heights, L.P. to Renaissance Square, LLC
M&C Review
Page 1 of 2
DATE: 8/17/2010
CODE: C
COUNCIL ACTION: Approved on 8/17/2010
REFERENCE NO.: **C-24394
TYPE:
CONSENT
LOG NAME:
PUBLIC
HEARING:
Official site of the City of Fort Worth, Texas
FoRTWORTH
17RS EDPA
ASSIGNMENT
NO
SUBJECT: Authorize the Execution of Consent to Assignment of Economic Development Program
Agreement (City Secretary Contract No. 39287) by FW Mason Heights, L.P. to
Renaissance Square, LLC (COUNCIL DISTRICT 8)
RECOMMENDATION:
It is recommended that the City Council authorize the City Manager to execute a Consent to
Assignment of an Economic Development Program Agreement pertaining to the Renaissance Square
development at US Highway 287 and East Berry Street (City Secretary Contract No. 39287) by FW
Mason Heights, L.P. to Renaissance Square, LLC.
DISCUSSION:
On March 24, 2009, the City Council authorized the execution of an Economic Development Program
Agreement (City Secretary Contract No. 39287) with FW Mason Heights, L.P. related to the 63-acre
development of retail and commercial buildings to be constructed at the southwest corner of US
Highway 287 and East Berry Street, generally known as the Shoppes at Renaissance Square
project. The development calls for a minimum investment of $46,000,000.00 for at least 300,000
square feet of occupiable retail/commercial space.
In June 2009, FW Mason Heights, L.P. sold the property to Renaissance Square, LLC
(Renaissance). Accordingly, FW Mason Heights, L.P. has asked that the Agreement be assigned to
Renaissance. Upon assignment, Renaissance will be required to meet the same duties and
obligations under the Agreement as FW Mason Heights, L.P. As of June 30, 2010, Renaissance has
invested approximately $3,100,000.00 and has secured two fully executed letters of intent for the
retail center. Renaissance is in the process of executing additional letters of intent for the retail
center and continues to seek additional tenants.
Section 10 of the Agreement allows for an assignment of the Agreement to another party provided
there is consent from the City Council. City staff has determined that Renaissance is financially
capable of meeting the terms and conditions of the Economic Development Program Agreement and
therefore recommends that the City Council consent to the proposed assignment.
The project is located in COUNCIL DISTRICT 8.
FISCAL INFORMATION/CERTIFICATION:
The Financial Management Services Director certifies that this action will have no material effect on
City funds.
TO Fund/Account/Centers
FROM Fund/Account/Centers
http://apps.cfwnet.org/council�acket/mc review.asp?ID=13885&councildate=8/17/2010 10/19/2010
M&C Review
Page 2 of 2
Submitted for City Manager's Office by:
Originating Department Head:
Additional Information Contact:
ATTACHMENTS
Tom Higgins (6140)
Jay Chapa (5804)
Cynthia Garcia (8187)
Dolores Garza (2639)
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