HomeMy WebLinkAboutContract 56788-CA1 02/08/2022
3:04 PM
CITY SECRETARY CONTRACT NO. 56788-CAI
CONSENT TO ASSIGNMENT OF
COMMUNITY FACILITIES AGREEMENT
(CITY SECRETARY CONTRACT NO. 56788)
This CONSENT TO ASSIGNMENT OF COMMUNITY FACILITIES
AGREEMENT (CITY SECRETARY CONTRACT NO. 56788) ("Consent") is made and
entered into by and between the CITY OF FORT WORTH, a home rule municipal
corporation organized under the laws of the State of Texas("City"),ASFW Apartments,L.P.,
a Delaware limited partnership ("Assignor"), and 1530 Rio Grande, LLC, a Texas limited
liability company ("Assignee"), each acting by and through their duly authorized
representatives.
The following recitals are true and correct and form the basis of this Consent:
WHEREAS,on December 7,2021,the City and ASFW Apartments,L.P. entered into that
certain Community Facilities Agreement on file in the City Secretary's Office as City Secretary
Contract No. 56788 ("CFA"). Under the CFA, ASFW Apartments, L.P. (defined as "Developer"
for purpose of the CFA) agreed to construct certain specific public infrastructure
("Improvements") in connection with the development of a portion of Lot 14R, Block 1, Texas
Pacific Railway Company's Addition of the City of Fort Worth (proposed Lot 14R-2 in the final
short replat application to the City of Fort Worth dated November 22, 2021, Case FS-21-231
("Property"); and
WHEREAS, Assignor desires to sell the Property to Assignee and to assign all of
Assignor's right, title and interest in the CFA to Assignee;
NOW, THEREFORE, for good and valuable consideration, the receipt and adequacy of
which are hereby acknowledged,the City,Assignor and Assignee agree as follows:
1. The City hereby consents to an assignment by Assignor to Assignee of all right, title and
interest granted to Developer by the CFA effective upon the sale of the Property from
Assignor to Assignee, execution of this Consent by the City,Assignor, and Assignee, and
delivery of a development bond to the City as outlined in Section 6 of this Consent
("Effective Date").
2. The City consents to such assignment expressly upon the promise and covenant by
Assignee, and Assignee promises and covenants to the City, that Assignee will comply
with and assume all duties and obligations of Developer set forth in the CFA.
3. Notwithstanding anything to the contrary herein, Assignee understands and agrees that no
act or omission of Assignor, whether before or after the Effective Date, will serve to
mitigate any event of default set forth in the CFA, or limit or modify City's ability to
terminate the CFA.
OFFICIAL RECORD
City of Fort Worth,Texas CITY SECRETARY
Consent to Assignment of City Secretary Contract No.56788 FT. WORTH, TX
Page 1 of 5
4. Notwithstanding anything to the contrary herein, Assignee represents and warrants to the
City that Assignee has made a thorough inspection of the Property and that Assignee
understands and agrees that on and after the Effective Date,Assignee shall be responsible
for ensuring that the condition of the Property is in compliance with all applicable laws,
including environmental regulations.
5. By executing this Consent, the City does not ratify or endorse any agreement or
representation between Assignor and Assignee; grant Assignee any rights greater than
those granted to Developer under the CFA; or consent to any amendment to the CFA.
6. Contemporaneous with the execution of this Consent by Assignee, Assignee shall deliver
to the City a development bond acceptable to the City in the amount of$210,941.00, and
in the name of Assignee as the Principal, that guarantees Assignee will construct the
Improvements in the CFA and pay all cost of labor, materials and equipment furnished in
construction of the Improvements under the CFA.
7. Assignor, Assignee and City agree, that upon delivery of the development bond by
Assignee to the City and execution of this Consent by the City, the City shall execute a
release of surety to cause the release of the development bond in the amount of$210,941.00
that was provided by Assignor to the City in connection with the CFA.
8. Assignor,Assignee and City agree that the CFA application fee in the amount of$2,300.00
and the estimated administrative material testing fees, water testing lab fees and
construction service inspection fees in the combined amount of $8,975.00 that Assignor
paid to the City in connection with the CFA shall become the property of Assignee and
shall remain on deposit with the City as Assignee's payment of the CFA application fee
and payment of the estimated administrative material testing fees, water testing lab fees,
and construction inspection service fees required by the City. After construction of the
Improvements in the CFA has been completed and the Improvements have been accepted
by the City, the City will reconcile the estimated fees with the actual costs. Any refund
owed of the difference between the estimated fees and the actual cost will be paid by the
City to Assignee. If the estimated fees are less than the actual cost,the Assignee shall pay
the difference to the City.
9. All terms in this Consent that are capitalized but not defined shall have the meanings
assigned to them in the CFA.
10. The CFA is in full force and effect and has not been modified, supplemented, or amended
in any way unless specifically set forth herein.
11. On and after the Effective Date, all notice which is required or desired to be sent to
Developer under the CFA shall be delivered to the following:
1530 Rio Grande, LLC
101 S. Jennings Ave
Fort Worth, TX 76104
City of Fort Worth,Texas
Consent to Assignment of City Secretary Contract No.56788
Page 2 of 5
IN WITNESS WHEREOF,the undersigned have caused this Consent to be executed in
multiples as of the last date indicated below:
The City:
CITY OF FORT WORTH Contract Compliance Manager:
By signing, I acknowledge that I am the
person responsible for the monitoring and
Dana Burghdoff(Feb 7,202 3:43 CST) administration of this contract, including all
Dana Burghdoff performance and reporting requirements.
Assistant City Manager
Tanie Scanlel-f Norales
Date: Feb 7, 2022 Janie Scarlett Morales(Feb 7,202211:44 CST)
Janie S. Morales
Development Manager a *0
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Contract Compliance Specialist Jan nette S.Good aII(Fe 7,2022b 16:17 CST)
Development Services Department Jannette Goodall/Ronald P. Gonzales
City Secretary/Acting Assistant City
Approved as to Form & Legality: Secretary
Richard A.McCracken(Feb 7,202212:05 CST)
Richard A. McCracken
Sr. Assistant City Attorney
No M&C Required
Form 1295: N/A
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
City of Fort Worth,Texas
Consent to Assignment of City Secretary Contract No.56788
Page 3 of 5
Assignor:
ASFW Apartments, L.P.,
a Delaware limited partnership
By: DCH 116 Summit, L.P.,
a Delaware limited partnership,
its general partner
By: Maple Multi-Family Development,
a Texas limited liability company,
its general partner
s
By:
Megan T. Smith
Vice President
Date: Feb 7, 2022
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
City of Fort Worth,Texas
Consent to Assignment of City Secretary Contract No.56788
Page 4of5
Assignee:
1530 Rio Grande, LLC
R&-6eft P. it
Robert P.Garza(Feb 2022 10:34 CST)
Name: Robert P. Garza
Title: Managing Member
Date: Feb 7,2022
OFFICIAL RECORD
City of Fort Worth,Texas CITY SECRETARY
Consent to Assignment of City Secretary Contract No.56788
Page 5 of 5 FT.WORTH, TX