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CONTRACT NO.
AMENDMENT NO. 1 TO
COMMUNITY FACILITIES AGREEMENT
This AMENDMENT NO. 1 TO COMMUNITY FACILITIES AGREEMENT
("Amendment") 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, and FOSSILWOOD INVESTMENTS, L.P. ("Developer").
RECITALS
A. The City and Developer have entered into that certain Community
Facilities Agreement (the "CFA") pursuant to which Developer will construct a bridge
and certain other associated improvements on that certain public right-of-way known as
Double Eagle Parkway, defined in the CFA collectively as the "Community Facility".
The CFA is a public document on file in the City Secretary's Office as City Secretary
Contract No. 31076.
B. Pursuant to and in accordance with Section I, Paragraph I of the CFA,
Developer agreed to pay all hard and soft costs of the Community Facility. The City
agreed to reimburse Developer for the City's share of the hard and soft costs of the
Community Facility in an amount equal to the lesser of(i) $1,718,949 or (ii) ninety-five
percent (95%) of the hard cost of the Community Facility plus six percent (6%) of the
City's share of the hard cost for design and survey (the "Developer Funded Amount").
As more specifically outlined in Exhibit "B" of the CFA, the source of funding for the
City's reimbursement of the Developer Funded Amount is Source Property Tax
Increment generated from property surrounding the Community Facility, which will be
deposited annually into a Sinking Fund created by the City.
C. The City and Denton County (the "County") have executed an Interlocal
Cooperation Agreement (the "Interlocal Agreement") pursuant to which the County
will pay the City $300,000 for additional reimbursement to Developer for the hard and
soft costs of the Community Facility (the "County Contribution"), a public document
on file in the City Secretary's Office as City Secretary Contract No. 3 3 3 2.2-
Accordingly,
2Accordingly, the City and Developer wish to amend the CFA to provide a mechanism
pursuant to which the City will add the County Contribution to the Developer Funded
Amount to reimburse Developer for hard and soft costs expended by Developer in
constructing the Community Facility.
NOW, THEREFORE, in consideration of the mutual benefits and promises
contained herein and for other good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged, the City and Developer agree as follows:
11-3
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Amendment No. I to Community Facilities Agreement fir'! �3 ELAI 2y
between City of Fort Worth and Fossilwod Investments,L.P. pp. `a,a
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AGREEMENT
1. The City Council hereby finds, and the City and Developer hereby agree, that the
recitals set forth above are true and correct and form the basis upon which the City has
entered into this Amendment.
2. Section II is hereby added to the CFA, as follows:
II. Additional Funding From Denton County Contribution.
In addition to the City's share of the construction cost for the
Community Facility, as set forth in Section I.I, the City will reimburse for
additional expenditures made by Developer and outlined in Section I.I as
costs of the Developer in an amount not to exceed $300,000 (the "County
Contribution"). Such additional reimbursement shall be made solely
from funds received by the City from Denton County pursuant to and in
accordance with that certain Interlocal Agreement by and between the City
and Denton County addressing that matter, which is a public document on
file in the City Secretary's Office as City Secretary Contract No.
,33 3 2 2 (the "Interlocal Agreement"), and shall be made in
accordance with Exhibit "B". Notwithstanding anything to the contrary
herein, (i) in no event shall the City's share of the construction cost for the
Community Facility, as set forth in Section I.I, excluding the County
Contribution, exceed the lesser of ninety-five percent (95%) of the hard
cost of the Community Facility plus six percent (6%) of the City's share of
the hard cost for design and survey and (ii) in no event shall the City's
share of the construction cost for the Community Facility, as set forth in
and limited by Section I.I and subsection (i) immediately above,plus the
County Contribution, exceed one hundred percent (100%) of Developer's
expenditures for those costs of the Community Facility outlined in Section
I.I. Developer hereby agrees to release and hold the City harmless from
any obligation to reimburse Developer all or any portion of the County
Contribution if the County for any reason fails to pay the City all or such
portion of the County Contribution.
3. Section 5 is hereby added to Exhibit"B" of the CFA to read as follows:
5. REIMBURSEMENT OF COUNTY CONTRIBUTION.
In addition to the City's reimbursement to Developer of the
Developer Funded Amount in accordance with Section I.I of this
Agreement and this Exhibit "B", the City will also reimburse Developer
the County Contribution in accordance with Section II of this Agreement.
Upon receipt by the City of all or any portion of the County Contribute
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Amendment No. 1 to Community Facilities Agreement �� S ° U.
between City of Fort Worth and Fossilwod Investments,L.P. '"°��1IT
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in accordance with the Interlocal Agreement, the City shall deposit such
County Contribution into the Sinking Fund. Upon payment of the next
installment toward reimbursement of the Developer Funded Amount in
accordance with this Exhibit "B", the City shall also pay Developer the
County Contribution to reimburse Developer for a portion of additional
expenditures made by Developer and outlined in Section I.I as costs of the
Developer, which expenditures are not counted as part of the Developer
Funded Amount. Notwithstanding anything to the contrary herein, (i) in
no event shall the City's share of the construction cost for the Community
Facility, as set forth in Section I.I, excluding the County Contribution,
exceed the lesser of ninety-five percent (95%) of the hard cost of the
Community Facility plus six percent (6%) of the City's share of the hard
cost for design and survey and (ii) in no event shall the City's share of the
construction cost for the Community Facility, as set forth in and limited by
Section I.I and subsection (i) immediately above, plus the County
Contribution exceed one hundred percent (100%) of Developer's
expenditures for those costs of the Community Facility outlined in Section
1.1.
4. This Amendment contains the entire understanding and agreement between the
City and Developer as to the matters specifically contained herein. All terns and
conditions of the CFA that are not directly amended by this Amendment shall remain in
full force and effect. Capitalized terms used, but not defined, in this Amendment shall
have the meanings assigned to them by the CFA.
EXECUTED to be effective as of the later date below:
Approval Recommended:
Water Department Transportation and Public Works
Department:
B YAZ14 � l B
Y•
Frank Crumb, P.E. Robert Goode, P.E.
Director Director
Page 3
Amendment No. 1 to Community Facilities Agreement ��
between City of Fort Worth and Fossilwod Investments,L.P. � t;�
CITY OF FORT WORTH: FOSSILWOOD INVESTMENTS,
L.P.,
a Texas limited partnership:
By: Beechwood/Roanoke, Inc., a
Texas corporation and its general
partner:
By: By:
Marc Ott Name:vao- W Y�Soh
Assistant City Manager Title: Clcf\"� parkrey
Date: —3 J cz Date: 6 �o
APPROVED AS TO FORM AND LEGALITY:
By:
Peter Vaky
Assistant City Attorney
M&C: C-21173 11-29-05
Attested By:
Aiarty Hendrix
City Secretary
Page 4
Amendment No. 1 to Community Facilities Agreement
between City of Fort Worth and Fossilwod Investments,L.P. `'�u✓;�. L;r ii'`
Pagel of 2
City of Fort Worth, Texas
Mayor and Council Communication
COUNCIL ACTION: Approved As Amended on 11/29/2005
DATE: Tuesday, November 29, 2005
LOG NAME: 20BEECHWOOD REFERENCE NO.: C-21173
SUBJECT:
Authorize Execution of Amendment to the Community Facilities Agreement with Fossilwood
Investments, L.P. to Provide Additional Funding for the Construction of the Double Eagle Parkway
Bridge; and Execute an Interlocal Cooperation Agreement with Denton County for Receipt of County
Funding
RECOMMENDATION:
It is recommended that the City Council:
1. Authorize the City Manager to execute an Interlocal Cooperation Agreement with Denton County for
receipt of County funding dedicated toward the construction of the Double Eagle Parkway Bridge; and
2. Authorize the City Manager to execute an amendment to the Community Facilities Agreement (CFA)
with Fossilwood Investments, L.P. to provide for additional funding for the construction of the Double Eagle
Parkway Bridge.
DISCUSSION:
The City executed a CFA with Fossilwood Investments, L.P. (Developer), for the Double Eagle Parkway
Bridge over Harriet Creek on December 21, 2004 (City Secretary Contract Number 31076). The CFA
requires that the City reimburse the Developer for a portion of the project costs through the creation of a
sinking fund; reimbursements from the sinking fund are to be made in annual installments based on tax
increment revenue generated from the surrounding development. Following execution of the CFA, the
County independently agreed to contribute $300,000 (County Contribution) toward project costs that are not
reimbursable by the City under the CFA.
The attached Interlocal Agreement between Denton County and the City of Fort Worth designates the City's
CFA as the mechanism for reimbursement of both City and County funds. The Agreement specifies that
the County contribution will be paid directly to the City upon receipt of invoices and supporting materials
indicating the completion and City acceptance of reimbursable items.
The attached amendment to the CFA stipulates that, upon receipt of all or any portion of the County
contribution, the City will deposit such County Contribution into the sinking fund created for project
reimbursement. Upon payment by the City of the next annual installment toward reimbursement, the City
shall also pay to the Developer the County contribution. However, in no event shall any payment of City
and County funds exceed 100% of Developer's expenditures.
FISCAL INFORMATION/CERTIFICATION:
The Finance Director certifies that this action will have no material effect on City funds.
http://www.cfwnet.org/council_packet/Reports/mc_print.asp 4/21/2006
Page 2 of 2
TO Fund/Account/Centers FROM Fund/Account/Centers
Submitted for City Manager's Office by: Marc Ott (6122)
Originating Department Head: Robert Goode (7801)
Additional Information Contact: Katherine Mehl (7918)
http://www.cfwnet.org/council_packet/Reports/mc_print.asp 4/21/2006