HomeMy WebLinkAboutContract 41957-A2C,OKRWT NO
SECOND AMENDMENT TO
CITY SECRETARY CONTRACT NO. 41957
WHEREAS, on March 31,2011, the City of Fort Worth (ty") and Terrell Homes,
Ltd. ("Developer") made and entered into City Secretary Contract No. 41957 (the
'Contract") as authorized by M&C C-24289, adopted by the City Council on June 22,
2010, which provided $900,000.00 of City's HOME funds to Developer for the development
of the Terrell Homes infill housing project (the project);
WHEREAS, on June 30, 2011, Developer executed a Deed of Trust Security
Agreement -Financing Statement ("Deed of Trust") that secured $900,000.00 of City's HOME
funds for the project;
WHEREAS, the Contract provided funding pursuant to a grant received by City from
the United States Department of Housing and Urban Development ("HUD") through the
Home Investment Partnerships Program ("HOME"), Program No. M-03-MC48-0204,
Catalog of Federal Domestic Assistance ("CFDA") No. 14.239, with which the City desires to
promote activities that expand the supply of affordable housing and the development of
partnerships among the City, local governments, local lenders, private industry and
neighborhood based nonprofit housing organizations;
WHEREAS, Developer received an award of Low Income Housing Tax
Credits ("LIHTC") from the Texas Department of Housing and Community Affairs
("TDHCA") for the project to finance, along with the City's HOME funds, the construction of
54 single-family rental units located on scattered lots in the Historic Terrell Heights
Neighborhood;
WHEREAS, the Contract provided to Developer and the Deed of Trust secured
City HOME funds for project costs for the project, which will provide a minimum of 5
HOME- assisted units ("HOME Units") to low and moderate income tenants for a 20-year
Affordability Period;
WHEREAS, the City Council authorized
the Contract or Deed of Trust, if necessary,
thChis designee
WHEREAS, the First Amendment to City Secretary Contract No. 41957 and Deed of
Trust was executed on December 8, 2011 to amend the Contract to, among other things, change
certain definitions, amend exhibits, address consent and notice requirements, fix typographical
errors, and to amend the Deed of Trust; and
WHEREAS, it is the mutual desire of the City and Developer to include a budget
revision that will increase the hard constructions costs and decrease the remaining soft costs. The
RE�EIVE� APR - 9 2t�i�
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
budget revision is within the approved contract amount and is necessary to reimburse the final
invoice to the contractor for HOME -eligible expenditures.
NOW, THEREFORE, City, acting by and through Fernando Costa, its duly
authorized Assistant City Manager, and Developer, acting by and through Jesus J. Chapa, its
duly authorized signatory agent, do hereby agree as follows:
A. Exhibit "B' . HOME Funds Budget in Exhibit "B" Revised Budget attached to the
Contract is hereby replaced with the Revised HOME Funds Budget to Exhibit "B"
Revised Budget attached hereto, for the purpose of increasing Hard Construction Costs and
decreasing Soft Costs.
B. All other terms and conditions of the Contract remain unaffected and in full force and effect,
are binding on the parties and are hereby ratified by the City and Developer.
[SIGNATURES APPEAR ON FOLLOWING PAGE]
IN WITNESS WHEREOF, the Parties have executed four copies of t 's Contract
Amendment in Fort Worth, Tarrant County, Texas, this kday of
2013 . r-: AI► ru:.:
ATTEST:
M&C C-24289 Date:
VED AS TO FORM AND
D. Guzman,
Senior Assistant City Attorney
OFFICIAL RECORD
CITY SECRETARY
I+T. WORTH, TX
CITY OF FORT WORT>Eii
Fernando Costa, Assistant City Manager
TERRELL HOMES, LTD.
By: Terrell Homes GP, LLC, its general partner,
By: Fort Worth Housing Finance Corporation,
its sole member
Jesus J. Chapa,
Assistant General Manager
STATE OF TEXAS §
COUNTY OF TARRANT §
This instrument was acknowledged before me on(t 2013 by Fernando Costa,
Assistant City Maria er o Fort Worth, on behal, of the City of Fort Worth.
EVONIA DANIEL$
t P -
*: e* MY COMMISSION EXPIRES
;, JUIy 10, 2013
;w` tary Public State of Texas
STATE OF TEXAS §
COUNTY OF TARRANT § Q
This instrument was acknowledged before me on -') 2013 by Jesus J. Chapa,
Assistant General Manager of the Fort Worth Hou' ng Finance Corporation, a Texas non-profit
corporation, on behalf of said corporation, as sole member of Terrell Homes GP, LLC, a Texas limited
liability company, general partner of Terrell Homes, Ltd., a Texas limited partnership, acting on behalf of
such limited partnership. K��� .. n 1 /*�?
_"� �*' MY COMMISSION EXPIRES
November 5, NI5
Public Sta>Fe off Texas
EXHIBIT "B"
BUDGET
TERRELL HOMES, LTD.
Development Name
SOURCES AND USES
Terrell Homes
Source #
Funding Description
Priority of
Lien
Construction or Rehab.
Loan Stage Amt.
Permanent Loan Stage
Amount
Financing Participants
1
Conventional Loan
1
$9,300,00
$2,000,000
Sterling Bank
2
Conventional Loan/FHA
3
HTC Syndication Proceeds
$940,499
$9,404,990
RBC Capital
Markets
4
HOME
5
Housing Trust Fund
6
CDBG
7
8
Mortgage Revenue Bonds
Historic Tax Credit Syndication
Proceeds
9
USDA/ TXRD Loan(s)
10
Other Federal Loan or Grant
11
Other State Loan or Grant
12
Local Government Loan or
Grant HOME
2
$900,000
City of Fort Worth
13
Private Loan or Grant
14
Cash Equity
15
In -Kind Equity/Deferred
Developer Fee
$4,986
Terrell Homes,
Ltd.
16
Operating Reserves
$715,000
TOTAL
SOURCES
OF FUNDS
$11,140,499
$12,309,976
TOTAL
USES OF
FUNDS
$ 12,309,976
HOME Funds Budget
Acquisition
$560,000
Hard Construction
$64,504.77
Soft Costs
$2755495923
TOTAL
$9009000
City of Fort Worth, Texas
Mayor and Council Communication
COUNCIL ACTION: Approved on 6/22/2010
DATE: Tuesday, June 22, 2010 REFERENCE NO.: C-24289
LOG NAME: 17NRP - TERRELL HEIGHTS
SUBJECT:
Authorize a Change in Use and Expenditure of $900,000.00 of HOME Investment Partnerships Program
Grant Funds to Terrell Home I, Ltd., in the Form of a Subordinate Forgivable Loan for Single Family Rental
Housing for the Terrell Heights Neighborhood Infill Program Authorize the Execution of a Conditional
Commitment and Contract and Authorize a Substantial Amendment to the City's 2002-2003, 2004-2005,
2005-2006 and 2006-2007 Action Plans (COUNCIL DISTRICT 8)
RECOMMENDATION:
It is recommended that the City Council:
1. Authorize a Substantial Amendment to the City's 2002-2003, 2004-2005, 2005-2006 and 2006-2007
Action Plans;
2. Authorize the City Manager, or his designee, to substitute funding years in order to meet commitment,
disbursement and expenditure deadlines for grant funds from the United States Department of Housing
and Urban Development;
3. Authorize a change in use and expenditure of $900,000.00 in prior year's HOME Investment
Partnerships Program Grant funds to Terrell Homes I Ltd , in the form of a subordinate forgivable loan for
single family rental housing development for the Terrell Heights Neighborhood Infill Program,
4. Authorize the City Manager, or his designee, to execute a conditional commitment with Terrell Homes I,
Ltd., for a twenty year subordinate forgivable loan that conditions loan funding, among other things, on
satisfactory completion of HOME requirements;
5. Authorize the City Manager, or his designee, to execute a contract and any necessary related
documents with Terrell Homes I, Ltd., for the project for a two year term beginning on the date of the
execution of the contract;
6. Authorize the City Manager, or his designee, to extend or renew the conditional commitment or the
contract for up to one year if Terrell Homes I, Ltd., requests an extension and such extension is necessary
for completion of the project; and
7. Authorize the City Manager or his designee, to amend the conditional commitment or the contract if
necessary to achieve project goals provided that the amendment is within the scope of the project and in
compliance with City policies and applicable laws and regulations governing the use of federal grant
funds
DISCUSSION:
On October 7, 2009, the City issued a Request for Proposals (RFP) for developers to award and expend
$2 600,000.00 of HOME Investment Partnerships Program Grant funds by May 1, 2012. On November 5,
2009 NRP Holdings, LLC, (NRP) submitted a response requesting $815,000.00 of the available HOME
funds for the development of single family rental houses in the Terrell Heights neighborhood. As part of
the financing for the project, NRP has applied for Low Income Housing Tax Credits (LIHTC) from the
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Texas Department of Housing and Community Affairs (TDHCA). NRP also entered into negotiations with
the Fort Worth Housing Finance Corporation (FWHFC) for its participation in the project. On February 2
2010, the Board of the FWHFC approved a Memorandum of Understanding (MOU) with NRP for the
development of approximately 54 single family rental houses as part of the Terrell Heights Neighborhood
Infill Program. In accordance with the MOU, Terrell Homes I, Ltd , will own the rental properties. The
FWHFC will form a single asset entity that will become the sole general partner of the partnership.
City staff reviewed all RFP submissions and recommends the award of $900,000.00 in HOME funds to
Terrell Homes I, Ltd., in the form of a 20 year subordinate forgivable loan for the project. The project
consists of the acquisition of 54 lots on which three and four bedroom single family rental houses will be
constructed The houses will be available for rent to households earning at or below 60 percent of Area
Median Income as determined by the United States Department of Housing and Urban Development
(HUD). The houses will remain rental units for 15 years. At year 16, the resident occupying the house has
the option to purchase it for the outstanding debt against the property. For the first 15 years residents will
be given education in home maintenance and financial planning. If the resident does not desire to
purchase the property the partnership will continue to own and manage it. The $900,000.00 in City HOME
funds will produce five HOME -assisted units. The award of HOME funds are contingent on the award of
the LIHTC. Total project cost has been estimated to be $11 641,895.00.
Staff recommends the following loan terms:
i. Five HOME -assisted units with a 20 year Affordability Period;
H. Non -interest bearing loan;
iii. Loan forgiven after 20 year Affordability Period expires; and
iv. Contract performance and use of HOME funds secured by a recorded Deed of Trust on the real
property.
The expenditure of HOME funds is conditioned upon the following:
I. Award of LIHTC;
H. Satisfactory completion of environmental review per 24 CFR Part 58;
Hi. Authorization to use grant funds from HUD; and
iv. Receipt of funding for the HUD grant funding year.
City staff recommends the change in use and expenditure of $900,000.00 in prior year's HOME funds for
the project in order to benefit low and very low income citizens by providing them with affordable housing.
A public comment period on the change in use of the HOME funds was held from May 6, 2010 to June 5,
2010. Any comments are maintained by the Housing and Economic Development Department in
accordance with federal regulations.
This project is located in COUNCIL DISTRICT 8.
FISCAL INFORMATION / CERTIFICATION:
The Financial Management Services Director certifies that funds are available in the current operating
budget, as appropriated, of the Grants Fund.
FUND CENTERS:
TO Fund/Account/Centers
GR76 539120 005206772270
GR76 539120 005206141270
GR76 539120 005206930270
GR76 539120 005206006270
FROM Fund/Account/Centers
$121,657.00 GR76 539120 005206772220
$157,782.00 GR76 539120 005206141260
$575,959.41 GR76 539120 005206930990
$44,601.59 GR76 539120 005206006990
$121, 657.00
$157, 782.00
$575,959.41
$44,601.59
CERTIFICATIONS:
Submitted for City Manager's Office by:
Thomas Higgins (6192)
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Originating Department Head:
Additional Information Contact:
Jay Chapa (5804)
Ryan Haden (7329)
ATTACHMENTS
1. Available Funds.PDF (CFW Internal)
2. Terrell Heights Elevations and Neighborhood Map.pdf (Public)
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