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Home My WebLink AboutContract 50852-A3 CSC No.50852-A3 THIRD 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 Amendment 1 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, City and Developer entered into Amendment 2 to address delays caused by the COVID-19 pandemic and make other minor changes to the contract terms to address efficiency and general matters; WHEREAS, the COVID-19 pandemic continues to cause delays in implementing the Project; WHEREAS, Developer has requested an extension of the Conversion Date and that Exhibit "C" — Construction and Reimbursement Schedule Revised 02/2021 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. OFFICIAL RECORD HOME DEVELOPER RENTAL CONTRACT CSC NO. 50852—A3 CITY SECRETARY Sphinx at Sierra Vista Senior Villas FT. WORTH, TX NOW, THEREFORE, City and Developer hereby agree as follows: 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 March 31, 2022." "Conversion means the earlier of(i)the date the project's construction financing converts to permanent financing and begins principal amortization, or(ii)August 31, 2022." b. The list of EXHIBITS Revised 02/2021 attached to the Contract is deleted and replaced with the list of EXHIBITS Revised 12/2021 attached hereto. c. Exhibit "C"— Construction And Reimbursement Schedule Revised 02/2021 attached to the Contract is hereby replaced with the Exhibit "C" - Construction And Reimbursement Schedule Revised 12/2021 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 binding on the Parties and are hereby ratified by the Parties. Capitalized terms not defined herein shall have the meanings assigned to them in the Contract. [SIGNATURES APPEAR ON NEXT PAGEI HOME DEVELOPER RENTAL CONTRACT CSC NO. 50852—A3 Page 2 Sphinx at Sierra Vista Senior Villas Rev. 12/13/2021 IN WITNESS WHEREOF,the Parties have executed this Amendment to be effective as of the Effective Date. baa�FOR), 4 poF° .0 a ° °9pp ATTEST: ��o oid CITY OF FORT WORTH .7g��e��e S Goo�lgGG °aQ °° d �- Jan nette S.Goodall(Dec 22,202115:53 CST) 4ZC By: Fernando Costa(Dec 21,202116:34 CST) Jannette Goodall, City Secretary Fernando Costa, Assistant City Manager M&C C-28409 Dated Sept. 26, 2017 Date: Dec 21, 2021 Form 1295: 2017-252011 APPROVED AS TO FORM AND LEGALITY: a jjk.. J oJo Pate�021 16:12 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--, � Chad Lagoque(Dec 21,202115:23 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 cl-- By:Fernando Costa(Dec 21,202116:34 CST) Fernando Costa, General Manager Date: Dec 21, 2021 OFFICIAL RECORD CITY SECRETARY HOME DEVELOPER RENTAL CONTRACT CSC NO. 50852—A3 FT. WORTH, TX Sphinx at Sierra Vista Senior Villas EXHIBIT REVISED 12/2021: 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 12/2021 Exhibit "D"—Audit Requirements—Not Applicable Exhibit "E"—Loan Documents Exhibit "F"—Reimbursement Forms Exhibit "G"—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 "IC'—Contract and Subcontract Activity Reporting Form Exhibit "L"—Deed Restriction Exhibit "M"—Requirements for Permanent Supportive Housing Units Revised 06/2019 Exhibit "N"—VAWA Forms HOME DEVELOPER RENTAL CONTRACT CSC NO. 50852—A3 List of Exhibits Page Sphinx at Sierra Vista Senior Villas Rev. 12/13/2021 EXHIBIT "C" CONSTRUCTION AND REIMBURSEMENT SCHEDULE REVISED 12/2021 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 11 submit the contractor/subcontractor/vendor searches under the Federal System for Award Management COMPLETE by: (www.sam.gov). $2,500.00* June 30, 2020 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/subcontractor/vendor searches COMPLETED by: under the Federal System for Award Management $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 Reimbursement in Phase IV, the following items COMPLETED by: must be submitted: March 31, 2022 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 Section 7.7. 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 each of the abovementioned deadlines in order to be reimbursed. Failure to timely 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—A3 Rev. 12/13/2021 Sphinx at Sierra Vista Senior Villas. Page 1