HomeMy WebLinkAboutContract 35327-A2 CITY SECRETARY
CONTRACT NO. T V
AMENDMENT NO. 2 TO
AMENDED AND RESTATED
ECONOMIC DEVELOPMENT PROGRAM AGREEMENT
(CITY SECRETARY CONTRACT NO. 35327)
This AMENDMENT NO. 2 TO AMENDED AND RESTATED ECONOMIC
DEVELOPMENT PROGRAM AGREEMENT (CITY SECRETARY CONTRACT NO.
35326) ("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 LPC TRINITY PARKS LP ("Developer"), a Texas limited partnership whose sole
general partner is LPC Trinity Bluff Phase II-III LP, a Texas limited partnership, whose sole
general partner is Lincoln No. 2049, Inc., a Texas corporation.
The City and Developer hereby agree that the following statements are true and correct
and constitute the basis upon which the City and Developer have entered into this Amendment:
A. The City and Trinity Bluff Development, Ltd. ("Trinity Bluff') previously
entered into an Economic Development Program Agreement for construction on one of two (2)
separate parcels of real property on the north side of the City's downtown (the "Development
Property") of a 4-story apartment development containing at least two hundred ninety-nine
(299) units (the "Required Improvements"). This Economic Development Program
Agreement, a public document on file in the City Secretary's Office as City Secretary Contract
No. 35327, as amended by City Secretary Contract No. 35327-Al (collectively, the
"Agreement"). The Agreement is a companion to another Economic Development Program
Agreement between the City and Trinity Bluff for construction on the other parcel of the
Development Property of a 3-story apartment development containing at least sixty-five (65)
units (the "Three-Story Development 380 Agreement"), a public document on file in the City
Secretary's Office as City Secretary Contract No. 35326, as amended by City Secretary Contract
No. 35326-Al.
B. Developer subsequently purchased the Development Property from Trinity Bluff. In
accordance with the Agreement and pursuant to that certain Assignment and Assumption of
Amended and Restated Economic Development Program Agreement between Trinity Bluff and
Developer, dated on or about May 30, 2007, Trinity Bluff assigned all of its right, title, and interest
in the Agreement to Developer.
C. The Agreement provides for the City to pay Developer certain economic
development program grants based on Developer's attainment of certain commitments outlined
in Section 4 of the Agreement. One of those commitments, the Employment Commitment,
requires that the greater of one (1) Full-time Job or twenty-five percent (25%) of all Full-time
Jobs associated with the Required Improvements, be held by Central City Residents. Another of
those commitments, the Supply and Service Spending Commitment, requires Developer to spend
in the Second Operating Year and in each year thereafter the greater of (i) $30,000 in annual
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Amendment No.2 to CSC No.35327 OFFICIAL RECORD
Amended and Restated Economic Development Program Agreement with LPC Trinity Parks LP CITY SECRETARY
04-24-1 2 P03: 03 IN FT.WORTH,TX
Supply and Service Expenditures or (ii) twenty-five percent (25%) of all Supply and Service
Expenditures in a given calendar year with Fort Worth Certified M/WBE Companies. "Supply
and Service Expenditures" are defined in Section 2 of the Agreement as "those local
discretionary costs expended by Developer directly for the operation and maintenance of the
Required Improvements." The Three-Story Development 380 Agreement contains an identical
Supply and Service Spending Commitment applicable to the Three-Story Development. The
Agreement specifically prohibits Supply and Service Expenditures made for the Three-Story
Development from being counted for purposes of measuring attainment of the Supply and
Service Spending Commitment under the Agreement.
D. Developer operates the Required Improvements and the Three-Story Development
as a single property. Therefore, in order to simplify the mechanics of ascertainment as to whether
the Employment Commitment and the Supply and Service Spending Commitment has been met
under the Agreement in any given year, the parties wish to amend both the Agreement and the
Three-Story Development 380 Agreement to provide for a single Employment Commitment and
a single Supply and Service Spending Commitment that applies to both parcels of the
Development Property.
NOW, THEREFORE, for good and valuable consideration, the receipt and adequacy of
which are hereby acknowledged, the City and Developer agree as follows:
1. The definition of "Supply and Service Expenditures", as set forth in Section 2 of the
Agreement, is hereby amended to read as follows:
Supply and Service Expenditures means those local discretionary costs
expended by Developer directly for the operation and maintenance of both the
Required Improvements and the Three-Story Development.
2. Section 4.4 of the Agreement (Employment Commitment for Central City Residents) is
hereby amended to read as follows:
4.4. Employment Commitment for Central City Residents.
Throughout the Second Operating Year and each year thereafter, the
greater of (i) two (2) Full-time Jobs on the Development Property or (ii) twenty-
five percent (25%) of all Full-time Jobs on the Development Property, regardless
of the total number of Full-time Jobs provided on the Development Property, shall
be held by Central City Residents (the "Employment Commitment"). Full-time
Jobs provided on the Development Property and counted for purposes of
measuring attainment of the Employment Commitment under the Three-Story
Development 380 Agreement may also be counted for purposes of measuring
attainment of the Employment Commitment hereunder.
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Amendment No.2 to CSC No.35327
Amended and Restated Economic Development Program Agreement with LPC Trinity Parks LP
3. Section 4.5 of the Agreement (Supply and Service Spending Commitment for Fort Worth
Certified M/WBE Companies) is hereby amended to read as follows:
4.5. Supply and Service Spending Commitment for Fort Worth Certified
M/WBE Companies.
In the Second Operating Year and in each year thereafter, Developer will
spend the greater of (i) $60,000.00 in Supply and Service Expenditures or (ii)
twenty-five percent (25%) of all Supply and Service Expenditures, regardless of
the total amount of Supply and Service Expenditures made in the year in question,
with Fort Worth Certified M/WBE Companies (the "Supply and Service
Spending Commitment"). Supply and Service Expenditures counted for
purposes of measuring attainment of the Supply and Service Spending
Commitment under the Three-Story Development 380 Agreement may also be
counted for purposes of measuring attainment of the Supply and Service Spending
Commitment hereunder.
4. Section 5.2.3.1 of the Agreement (Failure to Meet Employment Commitment) is hereby
amended to read as follows:
5.2.3.1. Failure to Meet Employment Commitment.
If the Employment Commitment, as outlined in Section 4.4, is not
met in a given year, the Program Grant payable in the following Program Year,
excluding the amount of any other reductions pursuant to this Section 5.2.3, shall
be reduced by $10,000.00 for each Full-time Job by which the Employment
Commitment was not met. Any such reduction pursuant to this Agreement shall
not negate a similar reduction to the Program Grant payable pursuant to the
Three-Story Development 380 Agreement.
5. Section 5.2.3.2 of the Agreement (Failure to Meet Supply and Service Spending
Commitment) is hereby amended to read as follows:
5.2.3.2. Failure to Meet Supply and Service Spending Commitment.
If the Supply and Service Spending Commitment, as outlined in Section 4.5, is
not met in a given year, the Program Grant payable in the following Program
Year, excluding the amount of any other reductions made pursuant to this Section
5.2.3, shall be reduced by the number of dollars in which the Supply and Service
Spending Commitment was not met. Any such reduction pursuant to this
Agreement shall not negate a similar reduction to the Program Grant payable
pursuant to the Three-Story Development 380 Agreement.
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Amendment No.2 to CSC No.35327
Amended and Restated Economic Development Program Agreement with LPC Trinity Parks LP
6. All terms in this Amendment that are capitalized but not defined shall have the meanings
assigned to them in the Agreement.
7. All terms and conditions of the Agreement that are not expressly amended pursuant to
this Amendment shall remain in full force and effect.
EXECUTED in multiply jpkjoate indicated below:
pOo0p000poe° ��
CITY OF FORT WORTH011-8° °��,��C TRINITY PARKS LP:
00 Ao o �: LPC Trinity Phase II-III LP, a Texas
l /; -� o°°b00000°° limited liability company and its sole
' general partner:
idW y j By: Lincoln No. 2049 Inc. a Texas
corporation and its sole general
partner:
By: �� B .
Fernando Costa N me:
Assistant City Manager We:
Date: •*/ ez Date:
APPROVED AS TO FORM AND LEGALITY:
By: bj�E / O
Peter Vaky
Deputy City Attorney
M&C: C-25519- 3-2 7-12-
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
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Amendment No.2 to CSC No.35327
Amended and Restated Economic Development Program Agreement with LPC Trinity Parks LP