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HomeMy WebLinkAboutContract 48650-A2City Secretary Contract No. 4v7, b, a SECOND AMENDMENT TO THE ALPHA RANCH DEVELOPMENT AGREEMENT This Second Amendment to the Alpha Ranch Development Agreement (this "Second Amendment") is entered into by and between the City of Fort Worth, a home -rule municipal corporation situated in Tarrant, Denton, Johnson, Parker and Wise Counties, Texas (the "City"), acting by and through its duly authorized Assistant City Manager; CTMGT Alpha Ranch, LLC, a Texas limited liability company ("Alpha Ranch LLC"); CTMGT AR II, LLC, a Texas limited liability company ("AR II LLC"); CTMGT AR III, LLC, a Texas limited liability company ("AR III LC") and Ryan Dynasty Trust ("Rvan Trust") (collectively, "Owner"), effective upon execution by all parties. RECITALS A. Alpha Ranch LLC, AR II LLC and Ryan Trust entered into that certain Alpha Ranch Development Agreement (City Secretary Contract No. 48650) effective February 15, 2017 (the "Agreement"). B. The Agreement governed an approximately 1,122.139-acre tract owned by Alpha Ranch LLC (defined therein as the "Alpha Ranch LLC Tract"), an approximately 160.8963-acre tract owned by AR II LLC (defined therein as the "Elizabeth Creek Tract"), an approximately 12.916-acre tract owned by Ryan Trust (defined therein as the "Ryan Trust Tract"), and an approximately 171.089-acre tract owned by Alpha Ranch LLC (defined therein as the "CTMGT Tract"), totaling approximately 1,467.0403 acres, all of which is within the Alpha Ranch Fresh Water Supply District of Denton and Wise Counties (the "District"), defined in the Agreement as the "Property"). C. Effective July 18, 2017 Ryan Trust and Alpha Ranch LLC exchanged property within Alpha Ranch so that CTMGT owns the Ryan Trust Tract and Ryan Trust owns 17.740 acres of the Alpha Ranch LLC Tract, consisting of a 11.238-acre tract and a 6.502-acre tract. D. On June 22, 2021, the City Council of the City approved Resolution No. 5426-06- 2021 (the "Annexation Consent Resolution") consenting to the addition of approximately 522.653 acres of land owned by AR III (the "Additional Propertv") to the Alpha Ranch Water Control and Improvement District of Denton and Wise Counties (the "District"). E. On November 29, 2022, the City Council of the City approved the execution of an amendment to the Agreement to add the Additional Property and set out land use and development standards for the Additional Property (City Secretary Contract No. 48650-A1). F. On November 29, 2022, the City Council of the City approved the execution of the following agreements relating to the Additional Property: Utility and Infrastructure Agreement (City Secretary Contract No. 58579); Amendment to Agreement for Construction of Sendera Ranch Boulevard (City Secretary Contract No. 48648-A1) Agreement OFFICIALLV Second Amendment to the Alpha Ranch Development Agreement —Page 1 CI TY it Concerning Operation of Alpha Ranch Water Supply District No. 1 of Denton and Wise Counties (City Secretary Contract No. 48647-A 1). G. The Agreement designates one tract of the Additional Property as Multifamily to be developed in accordance with the permitted uses and development regulations applicable to the "D" High Density Multifamily District as reflected in Section 4.600 and 4.712 of the City's Zoning Ordinance. H. The Agreement designates one tract of the Additional Property as Light Industrial to be developed in accordance with the permitted uses and development regulations applicable to the "I" Light Industrial District as reflected in Section 4.8030 and 4.1000 of the City's Zoning Ordinance. I. The City, Owners and District desire to amend the Agreement to allow the portion of the Additional Property currently designated as Multifamily to be designated as Light Industrial and the portion of the Additional Property currently designated as Light Industrial to be designated as Multifamily. NOW, THEREFORE, in consideration of the premises, mutual promises, covenants, obligations, and benefits herein contained, the City, Owners and the District agree to amend the Agreement as follows: 1. Section 3.19(c) is amended to read as follows: (c) The land designated as Multifamily on Exhibit C-1, consisting of approximately 45.1 acres, shall be developed in accordance with the permitted uses and development regulations applicable to the "D" High Density Multifamily District as reflected in Sections 4.600 and 4.712 of the Zoning Ordinance. 2. Section 3.19(d) is amended to read as follows: (d) The land designated as Light Industrial on Exhibit C-1, consisting of approximately 63.9 acres, shall be developed in accordance with the permitted uses and development regulations applicable to the "I" Light Industrial District as reflected in Sections 4.803 and 4.1000 of the Zoning Ordinance. 3. Exhibit C-1 of the Agreement is amended to read asset forth in Attachment 1 of this Second Amendment which is attached hereto and incorporated by reference. SIGNATURES APPEAR ON FOLLOWING PAGES Second Amendment to the Alpha Ranch Development Agreement — Page 2 FORT WORTH , '0 Routing and Transmittal Slip Development Services Department DOCUMENT: SECOND AMENDMENT TO THE ALPHA RANCH DEVELOPMENT AGREEMENT DATE: 9/14/2023 TO: Stuart Campbell (Contract Compliance Manager) Allison Tidwell (Assign CSC No.) Richard McCracken (Assistant City Attorney) Dana Burghdoff (Assistant City ,Manager) /a (A efi z� (Notary Public) cL- Jannette Goodall (City Secretary's Office) INITIALS Already Signed DATE OUT 9/,V/Uzi Please call Leo Valencia at 817-392-2497 for pick up when completed. Thank You! 9/13/2023 q�d"� IN WITNESS WHEREOF, each Party has caused this Second Amendment to be executed by its undersigned duly authorized representative in multiple copies on the date or dates indicated below. ATTEST: Q/ " � , j/ A4�. (tity Secretary APPROVED AS LEGALITY: Assistant City Attorney STATE OF TEXAS § COUNTY OFTARRANT CITY OF FORT WORTH ZW XBurghdof , ssisti City Manager This instrument was acknowledged before me, on theX day of ItM' Z023, by Dana Burghdoff, Assistant City Manager of the City of Fort Worth, -texas on behalf of said City. rq SELENA ALA `� Pa P e 1'�Notary Public, State o t Texas 1.2024 ..COMM. Expires 03 3 rFOF;CoNotary jr) 132422528 y , IWO Contract Compliance Manager: 4blic, otary State of Texas Printed Name - 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. Name: OFFICIAL AL REeoR® Dat : 9�. �a2-f CITY SECRETARY FT. WORTH, TX Second Amendment to the Alpha Ranch Development Agreement — Page 3 CTMGT ALPHA RANCH, LLC, a Texas limited liability company By: CENTAMTAR TERRAS, LLC, a Texas limited liability company, Its: Manager By: CTMGT, LLC, a Texas limited liability company, Its: Manager By: Name: Mehrdad Moayedi Title: Manager STATE OF TEXA S COUNTY OF This instrument was acknowledged before me, on the 30 day of 74-L'1'4� , 2023, by Mehrdad Moayedi, Manager of CTMGT LLC, a Texas limited liability company, in its capacity as Manager of Centamtar Terras, LLC, a Texas limited liability company, on behalf of CTMGT Alpha Ranch, LLC, a Texas limited liability company. Notary Public, State of Texas Printed Name:grS My Commission Expires: -kN 1PPY PGB FRANCISCA OGOGO i r Notary ID #133921979 N a My Commission Expires August 23, 2026 r 1 11 � Second Amendment to the Alpha Ranch Development Agreement — Page 4 CTMGT AR II, LLC a Texas limited liability company By: CENTAMTAR TERRAS, LLC, a Texas limited liability company, Its: Manager By: CTMGT, LLC, a Texas limited liability company, Its: Manager By: Name: Mehrdad Moayedi Title: Manager STATE OF TEXAS § COUNTY OF t.J J" § This instrument was acknowledged before me, on the �b day of � , 2023, by Mehrdad Moayedi, Manager of CTMGT LLC, a Texas limited liability compan , in its capacity as Manager of Centamtar Terras, LLC, a Texas limited liability company, on behalf of CTMGT AR II, LLC, a Texas limited liability company. Notary Public, State o e as Printed Name: C�hr.4('S Ojba'a My Commission Expires: A-L4aAA � 1PPY Pue FRANCISCA OGOGO i n Id q 979 My CommissIori Expires August 73, 7026 yy Second Amendment to the Alpha Ranch Development Agreement — Page 5 CTMGT AR III, LLC a Texas limited liability company By: CENTAMTAR TERRAS, LLC, a Texas limited liability company, Its: Manager By: CTMGT, LLC, a Texas limited liability company, Its: Manager By: `z,—/ Name: Mehrdad Moayedi Title: Manager STATE OF TEXAS COUNTY OF 1b J4 This instrument was acknowledged before me, on the �O day of 1 � , 2023, by Mehrdad Moayedi, Manager of CTMGT LLC, a Texas limited liability compan , in its capacity as Manager of Centamtar Terras, LLC, a Texas limited liability company, on behalf of CTMGT AR III, LLC, a Texas limited liability company. Notary Public, State of Texas Printed Name: f Aavr, SG, My Commission Expires: PpY PVB FRANCISCA OGOGO Notary ID ton EXPI79 My Ctlmmissioh Expires August 21, Second Amendment to the Alpha Ranch Development Agreement — Page 6 THE RYAN DYNASTY TRUST Jeffrey S. Ry Patricia Rae Jenkins, l fruste�/ ndra Jo Devin, rustee STATE OF TEXAS § COUNTY OF I Gri4Vl4 § This instrument was acknowledged before me, on the 25 day of j-� It'4) , 2023, by Jeffrey S. Ryan, Trustee of The Ryan Dynasty Trust, on behalf of such trust. 4�av a�B JANET M ALLRED Notary ID #5822924 My Commission Expires +,E o� April 11, 2026 - , �/j 04(U41 OtPublic, State of Texas Printed Name: My Commission Expires: 1 (1 Second Amendment to the Alpha Ranch Development Agreement — Page 7 STATE OF TEXAS § COUNTY OF ICLUan4 § This instrument was acknowledged before me, on the cR 5day of _PrU t-i G' , 2023, by Patricia Rae Jenkins, Trustee of The Ryan Dynasty Trust, on behalf of suchist. /�►p� °�e JANET M ALLRED Notary ID #5822924 s, F My Commission Expires April 11, 2026 STATE OF TEXAS § COUNTY OF ' n 1/ No ry Public, State of Texas Printed Name: an e�- VV1 A n UL My Commission Expires: LP ` l I f 9D,52 CQ This instrument was acknowledged before me, on the aCday of j4Ltg US� , 2023, by Sandra Jo Devin, Trustee of The Ryan Dynasty Trust, on behalf of such trust. i gar °yen JANET M ALLRED Notary ID #5822924 a� +� My Commission Expires April 11. 2026 in aaA4-'�' No Public, State of Texas Printed Name: man + My Commission Expires: l I Da� Second Amendment to the Alpha Ranch Development Agreement — Page 8 ATTACHMENT 1 Exhibit C-1 Development Plan for Additional Property 1w1`91 PE LOTO N DEVELOPMENT FLAN -ADDITIONAL PROPERTY LAND $9LUTIONS AUMT2023 � � Attachment l CERTIFICATE OF INTERESTED PARTIES FORM 1295 1of1 Complete Nos. 1- 4 and 6 if there are interested parties. OFFICE USE ONLY Complete Nos.1, 2, 3, 5, and 6 if there are no interested parties. CERTIFICATION OF FILING 1 Name of business entity filing form, and the city, state and country of the business entity's place Certificate Number: of business. 2023-1065419 CTMGT Alpha Ranch, LLC Farmers Branch, TX United States Date Filed: 2 Name of governmental entity or state agency that is a party to the contract for which the form is 08/29/2023 being filed. City of Fort Worth Date Acknowledged: 3 Provide the identification number used by the governmental entity or state agency to track or identify the contract, and provide a description of the services, goods, or other property to be provided under the contract. 2023-1064338 2022-955030 2nd Amendment to Alpha Ranch Development Agreement Nature of interest 4 Name of Interested Party City, State, Country (place of business) (check applicable) Controlling Intermediary Moayedi, Mehrdad Farmers Branch, TX United States X 5 Check only if there is NO Interested Party. ❑ 6 UNSWORN DECLARATION My name is A E A"40 and my date of birth isTII �tG My address is. I goov*tteY vi ew LA. FARME=S f3 , ( . 7 SZ 3!( , iJSST (street) (city) (state) (zip code) (country) I declare under penalty of perjury that the foregoing is true and correct. A-' Executed in V �4-4$ County, State of T �S on the 30day of Ad4uiF , 20 Z.. (month) (year) Signature of authorized agent of contracting business entity (Declarant) Forms provided by Texas Ethics Commission www.ethics.state.tx.us Version V3.5.1.39e6f620 CERTIFICATE OF INTERESTED PARTIES FORM 1295 lofl 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. 2023-1065424 CTMGT AR II, LLC Farmers Branch, 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 08/29/2023 being filed. City of Fort Worth 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. 2023-164338 2022-955030 2nd Amendment to Alpha Ranch Development Agreement Nature of interest 4 Name of Interested Party City, State, Country (place of business) (check applicable) Controlling Intermediary Moayedi, Mehrdad 5 Check only if there is NO Interested Party. 6 UNSWORN DECLARATION Farmers Branch, TX United States X My name is i'1�� �404y Gb1 and my date of birth is My address is �� ✓Atd.6"� ��l L1�" SfE_3a� 5Z3 U S%r . (street) I (city) (state) (zip code) (country) I declare under penalty of perjury that the foregoing is true and correct. Executed in D A1, .AK County, State of 1 on the-340 day of � LI Sr , 20_?J. (month) (year) Signature of authorized agent o/ contracting business entity (Declarant) Forms provided by Texas Ethics Commission www.ethics.state.tx.us Version V3.5.1.39e6f620 CERTIFICATE OF INTERESTED PARTIES FORM 1295 1of1 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. 2023-1065428 CTMGT AR III, LLC Farmers Branch, 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 08/29/2023 being filed. City of Fort Worth 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. 2023-1064338 2022-955030 2nd Amendment to Alpha Ranch Development Agreement Nature of interest 4 Name of Interested Party City, State, Country (place of business) (check applicable) Controlling Intermediary Moayedi, Mehrdad 5 Check only if there is NO Interested Party. 6 UNSWORN DECLARATION My name is M ew-eti o moI embi ❑� My address is; ! Soo Au T VIEW L.�. Sror. JW (street) Farmers Branch, TX United States X , and my date of birth is y 9 f4CglE ft4?1C(4- , . ram, 975,234 , al* . (city) (state) (zip code) (country) I declare under penalty of perjury that the foregoing is true and correct. Executed in b.Art-L*(, County, State of T- on the-30 day of "tiSf , 20_ZLI. (month) (year) Signature of authorized agent of contracting business entity (Declarant) Forms provided by Texas Ethics Commission www.ethics.state.tx.us Version V3.5.1.39e6f620 CERTIFICATE OF INTERESTED PARTIES FORM 1295 1of1 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. 2023-1064338 Ryan Dynasty Trust Southlake, 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 08/24/2023 being filed. City of Fort Worth 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. 2022-955030 2nd Amendment to Alpha Ranch Development Agreement 4 Nature of interest Name of Interested Party City, State, Country (place of business) (check applicable) Controlling Intermediary Ryan, Jeff Devin, Sandra Patricia, Jenkins Southlake, TX United States X Southlake , TX United States X Southlake, TX United States X 5 Check only if there is NO Interested Party. ❑ 6 UNSWORN DECLARATION My name is 1'� Sl/� i✓ and my date of birth is 6 My address is c2o / &/ 7�1&o•3 (street) (city) (state) (zip code) (country) I declare under penaltyofperjury that the foregoing is true and correct. Executed in / Az A County, State of on the et�� tl y of -kS 20 (month) (year) Signatureiff (tthorihd agent of ontra�ctl'ng business entity (Declarant) Forms provided by Texas Ethics Commission www.ethics.state.tx.us Version V3.5.1.39e6f620 CERTIFICATE OF INTERESTED PARTIES FORM 1295 lofl 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. 2023-1064338 Ryan Dynasty Trust Southlake, 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 08/24/2023 being filed. City of Fort Worth Date Acknowledged: 3 Provide the identification number used by the governmental entity or state agency to track or identity the contract, and provide a description of the services, goods, or other property to be provided under the contract. 2022-955030 2nd Amendment to Alpha Ranch Development Agreement Nature of interest 4 Name of Interested Party City, State, Country (place of business) (check applicable) Controlling Intermediary Ryan, Jeff Devin, Sandra Patricia, Jenkins 5 Check only if there is NO Interested Party. Southlake, TX United States X Southlake , TX United States X Southlake, TX United States X 6 UNSWORN DECLARATION h,,� / j My name is i- '5 A U l�G( JI)` �[� V / .11 and my date of birth is 3 My address is / / G / (/ -7U (street) (city) (state) (zip code) (country) I declare under penalty of perjury that the foregoing is true and correct. Executed in County, State of / L t-( 'K on the 80day of 20 r�3 (mo h) (year) 'Adlaffllal,-, —!Erigna't6r90 authorized agent of contracting business entity (Declarant) Forms provided by Texas Ethics Commission www.ethics.state.tx.us Version V3.5.1.39e6f620 CERTIFICATE OF INTERESTED PARTIES FORM 1295 lofl 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. 2023-1064338 Ryan Dynasty Trust Southlake, 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 u8/24/2023 being filed. City of Fort Worth 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. 2022-955030 2nd Amendment to Alpha Ranch Development Agreement Nature of interest 4 Name of Interested Party City, State, Country (place of business) (check applicable) Controlling Intermediary Ryan, Jeff Devin, Sandra Patricia, Jenkins Southlake, TX United States X Southlake , TX United States Southlake, TX United States 5 Check only if there is NO Interested Party. ❑ 6 UNSWORN DEG RATION / My name is G� �1_r C c /� l p r` �J�r't K % d% and my date of birth is i My address is (St) (city) (state) X X ,)arra?r (zip code) (count� I declare under penalty of perjury that the foregoing is true and correct. Executed in / r / County, State of Je �4Z on the��-d—ayof 20--2Z (mon ) (year) —� Signature of authorized agent of ;racting business entity (Declarant) 0 Forms provided by Texas Ethics Commission www.ethics.state.tx.us Version V3.5.1.39e6f620