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Home My WebLink AboutContract 50852-A2 CSC No.50852-A2 SECOND AMENDMENT TO CITY SECRETARY CONTRACT NO. 50852 WHEREAS, on June 26, 2018, the City of Fort Worth ("City") and Riverside Senior Investments, LP ("Developer") made and entered into City Secretary Contract No. 50852 (the "Contract") as authorized by M&C C-28409, adopted by the City Council on September 26, 2017; WHEREAS, the funding provided to Developer in the Contract was from a grant received by City from the United States Department of Housing and Urban Development ("HUD")through the HOME Investment Partnerships Program, Catalog of Federal Domestic Assistance No. 14.239; WHEREAS, the purpose of the Contract was to provide $1,100,000.00 in HOME funds in the form of a subordinate loans for a portion of the costs to develop the Sphinx at Sierra Vista Senior Villas, a 272-unit affordable housing development for seniors age 55 years and older ("Project"); WHEREAS, Developer closed on the purchase of the land for the project on June 27, 2018 using a portion of the HOME funds; WHEREAS, Developer closed on the construction financing for the project on June 19, 2019; WHEREAS, City and Developer previously entered into an amendment to the Contract to make changes requested by AHP Housing Fund 204, LLC, the Investor, and to amend terms for clarity and reflect current changes in applicable laws and regulations; WHEREAS, in March 2020, the nation, state, and City were all impacted by the Coronavirus pandemic known as COVID-19, which caused unprecedented difficulties for industrusies across the country; WHEREAS, the COVID-19 pandemic caused delays in implementing the Project; WHEREAS, Developer has requested that Exhibit "C" — Construction and Reimbursement Schedule Revised06/2019 be amended to reflect the current timeline for project completion; WHEREAS, the Parties also desire to amend other Contract terms and provisions to align them with the current anticipated completion date and other milestones listed therein; and WHEREAS, it is the mutual desire of the City and Developer to amend the Contract to accurately reflect the progess of the Project and future requirements. NOW,THEREFORE, City and Developer hereby agree as follows: OFFICIAL RECORD HOME DEVELOPER RENTAL CONTRACT CSC NO.50852—A2 CITY SECRETARY Sphinx at Sierra Vista Senior Villas FT. WORTH, TX I. AMENDMENTS a. Section 2. DEFINITIONS is amended to be and read as follows by deleting the original of the definitions shown below and substituting the following: "Completion Deadline means August 31,2021." "Conversion means the earlier of(i) the date the project's construction financing converts to permanent financing and begins principal amortization, or (ii) February 28, 2022." b. The Contract is amended by adding new Section 27 to as follows: Section 27. Electronic Signatures. This Cach-act, and any subsequent arrmridments, may be executed by electronic signature,which will be considered as an anginal signature for all purposes and have the same force and effect as an anginal signature. For these purposes, "electronic signature" means electronically scanned and transmitted versions (e.g. via pdf fie or facsimile transmission) of an anginal sin mture, or signatures electronically inserted via software such as Adobe Sign. c. The list of EXHIBITS Revised 06/2019 attached to the Contract is deleted and replaced with the list of EXHIBITS Revised 02/2021 attached hereto. d. Exhibit "C"—Construction And Reimbursement Schedule Revised 06/2019 attached to the Contract is hereby replaced with the Exhibit "C" - Construction And Reimbursement Schedule Revised 02/2021 attached hereto. II. This amendment is effective as of the Effective Date of the Contract. III. All terms and conditions of the Contract not amended herein remain unaffected and in full force and effect,are bbdng on the Parties and are hereby ratified by the Parties. Capitalized terms not defined herein shall have the meanings assigned to them inthe Contract. [SIGNATURES APPEAR ON NEXT PAGE] HOME DEVELOPER RENTAL CONTRACT CSC NO.50852—A2 Page 2 Sphinx at Sierra Vista Senior Was Rev.02/10/2021 IN WITNESS WHEREOF, the Parties have executed this Amendment to be effective as of the Effective Date. p�V:OR� ATTEST: ��o 09�$� CITY OF FORT WORTH cam. By: Fernando Costa(Feb 11,2021 19:02 CST) o� °°°°°°°°°°o a City Secretary a��EXA4� Fernando Costa, Assistant City Manager 5 aQ nRUb4 M&C C-28409 Dated Sept. 26, 2017 Date: Feb 11, 2021 Form 1295: 2017-252011 APPROVED AS TO FORM AND LEGALITY: .¢,&. Jo Pate(Fe 1 , 02118:51 CST) Jo Ann Pate,Assistant City Attorney Contract Compliance Manager: By signing, I acknowledge that I am the person responsible for the monitoring and administration of this contract, including ensuring all performance and reporting requirements. t'" 9-y- Chad LaVoque(Feb 10,202121:20 CST) Chad LaRoque, Housing Development and Grants Manager RIVERSIDE SENIOR INVESTMENTS, LP a Texas limited partnership, By: Riverside Senior Development GP, LLC a Texas limited liability company, its general partner By: Fort Worth Housing Finance Corporation, a Texas housing finance corporation, its sole member By: Victor Turner, Assistant General Manager Date: Feb 11,2021 OFFICIAL RECORD HOME DEVELOPER RENTAL CONTRACT CSC NO.50852—A2 CITY SECRETARY Sphinx at Sierra Vista Senior Villas FT. WORTH, TX EXHIBIT REVISED 02/2021: Exhibit "A"—Project Summary Exhibit "A-1"—HUD Rent Limits Exhibit "A-2"—Environmental Mitigation Action Exhibit "B"—Budget Revised 06/2019 Exhibit "C"—Construction and Reimbursement Schedule Revised 02/2021 Exhibit "D"—Audit Re quire me nts —Not Applicable Exhibit "E"—Loan Documents Exhibit "F"—Reimbursement Forms Exhibit "Gil —Project Compliance Report:Rental Housing Exhibit "H"—Federal Labor Standards Provisions —Davis-Bacon Requirements Exhibit "I"—Section 3 Reporting Forms Exhibit "J"—Standards for Complete Documentation Exhibit "K"—Contract and Subcontract Activity Reporting Form Exhibit "L"—De e d Re striction Exhibit "M"—Requirements for Permanent Supportive Housing Units Revised 0 6/2 019 Exhibit "N"—VAWA Forms HOME DEVELOPER RENTAL CONTRACT CSC NO.50852—A2 List of diibits Page Sphinx at Sierra Vista Senior Was Rev.02/10/2021 EXHIBIT "C" CONSTRUCTION AND REIMBURSEMENT SCHEDULE REVISED 02/2021 SPHINX AT SIERRA VISTA SENIOR VILLAS Activity HOME Funds PHASE I ACTIVITIES: Land Acquisition $1,045,000.00* Predevelopment Soft Costs PHASE I COMPLETE by: First Payment** $1,045,000.00* June 29, 2018 PHASE II ACTIVIITES: Construction Hard Costs $2,500.00 Prior to Reimbursement in Phase II,Developer must PHASE II submit the contractor/s ubcontractor/ve ndor s e arche s unde r the Fe de ral Sys to m for Award Manage me nt COMPLETE by: $2,500.00* June 30, 2020 (www.sam.gov). Second Payment** (approx.. 25% complete)*** PHASE III ACTIVIITES: Construction Hard Costs $2,500.00 Prior to Reimbursement in Phase III,Developer must PHASE III submit the contractor/s ubcontractor/ve ndor s e arche s unde r the Fe de ral Sys to m for Award Manage me nt COMPLETED by: $2,500.00* April 30, 2021 (www.sam.gov). Third Payment** (approx. 75% complete)*** PHASE IV ACTIVITIES: Initial Lease-up of HOME Units $50,000.00 PHASE IV Prior to Re imburs a me nt in Phas a IV,the following ite ms COMPLETED by: must be submitted: August 30, 2021 1. Exhibit "G" —Project Compliance Report:Rental Housing. See Section 7.4. 2. Rent Schedule for HOME Units. See Section7.5. $50,000.00* 3. Tenant Selection Policy. See Section 7.6. 4. Affirmative Marketing Plan. See Section7.7. Final Payment** (Lease-Up of HOME Unit)*** TOTAL 1 $1,100,000.00 *Developer will only be reimbursed for eligible expenses.The amounts are estimates and are subject to change. "Developer must submit Complete Documentation with Reimbursement Request to City within 60 days from a ach of the above me ntione d de adline s in orde r to be re imburs a d. Failure to time ly submit Reimbursement Requests and Complete Documentation along with any required reports shall be an event of default. ***If milestone is reached before the Phase completion date,reimbursement will be made when the milestone percentage is reached and the City is provided all required documentation. HOME DEVELOPER RENTAL CONTRACT EXHIBITS CSC NO. 50852 —A2 Rev.02/10/2021 Sphinx at Sierra Vista Senior Was. Page 1