HomeMy WebLinkAboutContract 46559-CA1 CITY SECRETAW
CONTRACT NO. - I
ASSIGNMENT AND CONSENT TO ASSIGNMENT
OF TAX ABATEMENT AGREEMENT L/&553
This ASSIGNMENT AND CONSENT TO ASSIGNMENT OF TAX
ABATEMENT AGREEMENT ("Consent Agreement") is entered into by and
between CITY OF FORT WORTH ("CITY"), a home rule municipal corporation
organized under the laws of the State of Texas; Park Ridge Multi-Family LP
("Assignor"), a Texas limited partnership; and BERKELEY APARTMENTS PHASE
II LLC ("Assignee"), a Delaware limited liability company, which is an Affiliate of the
Assignor.
The following statements are true and correct and form the basis upon which the
parties have entered into this Amendment:
A. The City and Assignor previously entered into a Tax Abatement
Agreement, which is a public document on file in the City Secretary's Office as
City Secretary Contract ("CSC") No.1/ ?, (the "Abatement Agreement").
Under the Abatement Agreement, Assignor agreed to construct a multi-family
complex containing rental apartment units (each an "Apartment") and certain
other improvements on real property owned by Assignor(the "Land"), and to set
aside a certain number of Apartments as affordable housing units for lease
exclusively to qualifying households, as more specifically provided in the
Abatement Agreement. In return, the City agreed to abate up to one hundred
percent (100%) of the real property taxes generated from the increase in the
taxable value of the improvements on the Land as more specifically provided in
the Abatement Agreement.
B. Assignor has transferred the Land to Assignee,which is an Affiliate of the
Assignor. Both Assignor and Assignee agreed to an assignment by Assignor of all of
Assignor's rights and interest in the Abatement Agreement to Assignee. Under Section 6
of the Abatement Agreement,Assignor may assign this Agreement and all or any portion
of the benefits provided hereunder to an Affiliate without the consent of the City,
provided that (i) prior to or contemporaneously with the effectiveness of such
assignment, Company provides the City with written notice of such assignment, which
notice shall include the name of the Affiliate and a contact name, address and telephone
number, and (ii) the Affiliate agrees in writing to assume all terms and conditions of
m Company under this Agreement. The City is willing to consent to the proposed
C) assignment solely in accordance with this Consent Agreement.
M
M NOW, THEREFORE, the Assignor and Assignees, for and in consideration of
the mutual promises, covenants and agreements contained herein, and for other good and
nvaluable consideration, the receipt and adequacy of which are hereby acknowledged,
agree as follows:
N
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OFFICIAL RECORD
CITY SECRETARY
FT.WORTH, TX
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1. Assignor hereby assigns all of its right, title and interest in and to the Abatement
Agreement to Assignees.
2. The City hereby consents to an assignment by Assignor to Assignees of all right,
title and interest granted to Owner by the Abatement Agreement, effective as of
2015 ("Effective Date"). The City's consents to such
assig nt is expressly conditioned upon the promise and covenant by Assignees, and
Assignees, as tenants-in-common, hereby promise and covenant to the City, that as of the
Effective Date Assignees will comply with all duties and obligations of Owner set forth
in the Abatement Agreement.
3. The City has not reviewed or agreed to, and does not adopt, ratify or approve of,
any aspect or provision of any agreement that may exist between Assignor and
Assignees, individually or collectively, as to such assignment or any other matter
concerning the Abatement Agreement. This Consent Agreement does not grant any right,
privilege or use to Assignees that is different from or more extensive than any right,
privilege or use granted to Owner under the Abatement Agreement. In the event of any
conflict between the Abatement Agreement and any agreement that may exist between
Assignor and Assignees as to the assignment described herein or any other matter
concerning the Abatement Agreement, the Abatement Agreement shall control as to the
City.
4. Assignees understand and agree that no act or omission of Assignor or any third
party, whether before or after the Effective Date, will serve to mitigate (i) any Event of
Default, as set forth in Section 4 of the Abatement Agreement, or(ii) any failure to meet
any or all of the commitments of Owner that may be used to calculate the percentage of
any particular tax abatement under the Abatement Agreement.
5. Affiliate Assignee: BERKELEY APARTMENTS PHASE II LLC
Attn: Jeff Courtwright
2000 McKinney, Suite 1000
Dallas, TX 75201
214-740-3300(Phone)
6. Any capitalized terms not defined herein shall have the meanings assigned to
them in the Abatement Agreement.
EXECUTED as of the last date set forth below:
CITY OF FORT WORTH:
By: �i�%VLA�ryQ� �/� b v
Fernando Costa
Assistant City Manager
J. yser, ity S ry
Date: 4 bU
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APPROVED AS TO FORM AND LEGALITY: 8 0
By: d 0040000000,
Melinda Ramos XAS
Sr. Assistant City Attorney
M&C: & 4 b
STATE OF TEXAS §
COUNTY OF TARRANT §
BEFORE ME, the undersigned authority, on this day personally appeared
Fernando Costa, Assistant City Manager of the CITY OF FORT WORTH, a municipal
corporation organized under the laws of the State of Texas, known to me to be the person
and officer whose name is subscribed to the foregoing instrument, and acknowledged to me
that the same was the act of the CITY OF FORT WORTH, and that he executed the same
as the act of the CITY OF FORT WORTH for the purposes and consideration therein
expressed and in the capacity therein stated.
IVEN UNDER MY HAND AND SEAL OF OFFICE this ` day of
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Notary Pliblicryand ford��p tP N TRIKINYA L. JOHNSON
the St Texas =_ Notory Public,state or Texas
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Notary's Printede "'°"�
OFFICIAL RECORD
CITY SECRETARY
FT.WORTH,TX
PARK RIDGE MULTI-FAMILY LP,
a Texas Limited Partnership
By: LPC-PPC Park Ridge LP,
a Texas limited partnership,
its general partner
By: Lincoln Property Company No. 2063
Limited Partnership, a Texas limited
Partnership, its general partner
By: Lincoln No. 2063, Inc.,
a Texas corporation,
its general partner
By:
Name:
Title:
T�its
By: PPC-Park Ridge G.P. Inc.,
a Texas co a io ,
its gene r pa er
By:
AR
Name: D6 u
Title:
STATE OF §
COUNTY OF §
BEFORE ME, the undersigned authority, on this day persona appeared
, President of The Berkeley Apartments, LL , overning Body
of PPC-Park Ridge, GP, General Partner of PPC-Park Ridge C , L.P., General Partner
of Park Ridge Multi-Family L.P., known to me to be the on whose name is subscribed
to the foregoing instrument, and acknowledged to at s/he executed the same for the
purposes and consideration therein expressed,i e capacity therein stated.
GIVEN UNDER MY AND SEAL OF OFFICE this
day of 52015.
Notary Public in for
the State of
N ry's Printed Name
BERKELEY APARTMENTS PHASE II LLC,
a Delaware limited liability company,
By: LPC-PPC Park Ridge LP,
a Texas limited partnership,
its Managing Member
By: Lincoln Property Company No. 2063
Limited Partnership,
a Texas limited partnership,
its general partner
By: Lincoln No. 2063, Inc.,
a Texas corporation
its general partner
By:
Name: a
Title:
STATE OF §
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COUNTY OF §
BEFORE ME, the undersigned authority, on this day personally appeared Jeff
Courtwright, Vice President of PARK RIDGE MULTI-FAMILY LP., a Texas limited
partnership, known to me to be the person whose name is subscribed to the foregoing
instrument, and acknowledged to me that s/he executed the same for the purposes and
consideration therein expressed, in the capacity therein stated.
GIV O,,_ UNDER MY IAND AN SEAL OF OFFICE this
day of7 , 2015.
Notary P lic ' a d fo
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the State of - wM ILg'
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STATE OF 'j��(�S §
COUNTY OF §
BEFORE ME, the undersigned authority, on this day personally appeared J. Blake
Pogue, President of PPC-Park Ridge G.P. Inc., a Texas limited partnership, known to me
to be the person whose name is subscribed to the foregoing instrument, and acknowledged
to me that s/he executed the same for the purposes and consideration therein expressed, in
the capacity therein stated.
GJVEN UNDER MY HAND AND SEAL OF OFFICE this
- day of � , 2015.
Notary Public iq/and f r �
the State of ;yit r := SA!LY RUSH
MYCOMMIS°ION EXPIRESS
W`- Apri117,2016
Notary's Printed Name
STATE OF CJ.� §
COUNTY OF §
BEFORE ME, the undersigned authority, on this day personally appeared Jeff
Courtwright, Vice President of BERKELEY APARTMENTS PHASE II LLC, a
Delaware limited liability company, known to me to be the person whose name is
subscribed to the foregoing instrument, and acknowledged to me that s/he executed the
same for the purposes and consideration therein expressed, in the capacity therein stated.
G UNDER MY D nD SEAL OF OFFICE this
day of , 2015.
Notary Public f �muuu„uu�����,���wmu����n��wuuwum���,,,,,,,,,uuuuw►uuw�
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M&C Review
Official
CITY COUNCIL AGENDA IM RT WO RTII
Ir
COUNCIL ACTION: Approved on 2/4/2014
DATE: 2/4/2014 REFERENCE C-26660 LOG NAME: 17BERKELEY PHASE
NO.: 11
CODE: C TYPE: NOW PUBLIC CONSENT HEARING: NO
SUBJECT: Authorize Execution of a Five-Year Tax Abatement Agreement with Park Ridge Multi-
Family L.P., for Phase II of the Berkeley Apartments Located at 2521 Frazier Avenue in
the Berry/University Neighborhood Empowerment Zone (COUNCIL DISTRICT 9)
RECOMMENDATION:
It is recommended that the City Council authorize a five-year Tax Abatement Agreement for the
Construction of a Multi-Family Development located at 2521 Frazier Avenue in the Berry/University
Neighborhood Empowerment Zone, in accordance with the Neighborhood Empowerment Zone
Tax Abatement Policy and Basic Incentives with a reduction of the set aside of units for persons
with incomes at or below 80 percent of the Area Median Income from 20 percent to 10 percent
with Park Ridge Multi-Family L.P.
DISCUSSION:
In 2006, Lincoln Properties d/b/a Park Ridge Multi-Family L.P., submitted an application for
Neighborhood Empowerment Zone (NEZ) Incentives, including a tax abatement for the Berkeley
Apartments located at 2001 Park Hill Drive (Project). The Project was for the phased development
of 716 units, 406 units in Phase I and 310 units in Phase 11 with a total investment of$78 million.
As part of the NEZ application for Phase I, the developer requested a five-year tax abatement with
a reduction of the set aside of units for persons with incomes at or below 80 percent of the Area
Median Income (AMI) from 20 percent, as required in the NEZ Policy, to 10 percent due to the
cost of demolition of the former apartment complex, associated environmental remediation and
infrastructure improvements for the entire site. City Council approved the tax abatement with the
reduction on July 18, 2006 (M&C C-21576) and Phase I began construction soon after.
Phase II was originally scheduled for construction in 2010 but was delayed due to economic
conditions. The developer has now submitted an application for NEZ incentives for Phase II of the
Berkeley Apartments, including tax abatement with the same request for 10 percent of the units
set aside at or below 80 percent of AMI because of the high development costs listed above. The
Property Owner plans to invest an estimated amount of$33,685,000.00 to construct a'310 Unit
Apartment Complex (Project). The Project will be located at 2521 Frazier Avenue described as
Block 1, Lot 2R, Park Ridge Addition, an Addition to the City of Fort Worth, Tarrant County, Texas
according to the plat recorded under Instrument No. D209089550 of the Real Property Records of
Tarrant County, in the Berry/University NEZ. The proposed elevation and map location are
attached as Exhibit A.
The Housing and Economic Development Department reviewed the application and certified that
the Project met the eligibility criteria to receive a Municipal Property Tax Abatement and
recommends approval with the reduction in the set aside units.
http://apps.cfwnet.org/council_packet/mc_review.asp?ID=19447&councildate=2/4/2014[02/05/2014 9:38:58 AM]
S
M&C Review
Upon execution of the Agreement, 100 percent of the assessed value of the improvements used
for calculating municipal property tax will be frozen for a period of five-years starting January 2015
at the estimated pre-improvement value, as defined by the Tarrant Appraisal District (TAD), for the
property as follows:
Pre-Improvement TAD Value of Improvements $ 0.00
Pre-Improvement Estimated Value of Land r $730.241.00
Total Pre-Improvement Estimated Value $730,241.00
The Municipal Property Tax Abatement on the improved value of the Project after construction is
estimated at $288,006.75 per year for a total amount of$1,440,033.75 over the five-year period.
However, this estimate may differ from the actual tax abatement value, which will be calculated
based on the Tarrant Appraisal District appraised value of the property.
In the event of a sale of this property, the Tax Abatement Agreement may be assigned to an
affiliate without the consent of the City Council or to a new owner with City Council approval, only
if the new owner meets all of the eligibility criteria as stated in the NEZ Tax Abatement Policy and
Basic Incentives.
This property is located in COUNCIL DISTRICT 9, Mapsco 76U.
FISCAL INFORMATION/CERTIFICATION:
The Financial Management Services Director certifies that this action will not increase the total
appropriations of City funds.
TO Fund/Account/Centers FROM Fund/Account/Centers
Submitted for City Manager's Office bye Fernando Costa (6122)
Cynthia Garcia (8187)
OriginatingJZpartment Head:
Jesus Chapa (5804)
Additional Information Contact: Sarah Odle (7316)
ATTACHMENTS
2521 Frazier Avenue Map.pdf
2521 Frazier Elevation.pdf
http://apps.cf�vnet.org/council_packet/mc review.asp?ID-19447&councildate=2/4/2014[02/05/2014 9:38:58 AM]