HomeMy WebLinkAboutResolution Fort Worth Housing Finance Corporation (FWHFC) FWHFC-2022-13RESOLUTION NO. FWHFC-2022-13
FORT WORTH HOUSING FINANCE CORPORATION
A UTHORIZING ANAMENDMENT TO FWHFC RESOL UTION 2022-05 TO ALLOW THE
CORPORATION OR ANAFFILIATE TO PARTICIPATE INA JOINT VENTURE
INSTEAD OFACTINGAS THE GENERAL CONTRACTOR FOR THEDEVELPMENT
OF PALLADIUM OAK GROVE APARTMENTS LOCATED AT 840 AND 1000 OAK
GROVE ROAD
WHEREAS, the City Council of the City of Fort Worth ("City") has adopted
development and revitalization of the City's neighborhoods and affordable housing stock as a
strategic goal, and City residents and the City Council have determined that quality accessible
affordable housing is needed for moderate, low and very low-income City residents;
WHEREAS, the City Council created the Fort Worth Housing Finance Corporation (the
"Corporation") in 1979 pursuant to the Texas Housing Finance Corporations Act, Chapter 394
of the Texas Local Government Code, to facilitate neighborhood revitalization and housing
initiatives in the City, including but not limited to issuing tax exempt bonds; developing,
rehabilitating and promoting housing; and assisting low to moderate income City residents in
acquiring quality, accessible, affordable housing through lending and construction activities;
WHEREAS, the Corporation seeks to promote neighborhood revitalization and foster the
development of affordable quality housing throughout the City by developing partnerships
among the City, the Corporation, local governments, lenders, private industry and neighborhood -
based nonprofit housing organizations;
WHEREAS, Palladium USA, Inc. ("Palladium"), a Delaware corporation, is a
developer of affordable housing and has developed over 25 affordable and mixed income
multifamily properties in Texas;
WHEREAS, the Board of the Corporation has approved an agreement with Palladium to
develop the Palladium Oak Grove Apartments, an approximately 240-unit multifamily housing
development to be located at 840 and 1000 Oak Grove Road (the "Project");
WHEREAS, the Corporation has agreed to participate in the Project by ratifying the
formation of and entering PFW Oak Grove GP, LLC, a Texas limited liability company (the
"GP"), a single purpose entity to serve as general partner of Palladium Oak Grove, Ltd., a Texas
limited partnership (the "Partnership"), that will own the Project;
WHEREAS, the Corporation has also approved various actions relating to the creation
and operation of the GP, the Partnership, and other actions necessary for the development of the
Project;
RESOLUTION NO. FWHFC-2022-13
PAGE 2
WHEREAS, Palladium requested and the Corporation agreed to serve as the Project's
General Contractor in order to take advantage of the state sales tax exemption available to the
Corporation during construction in order to assist the Project (FWHFC-2022-05);
WHEREAS, after execution of FWHFC-2022-05, it was determined that due to federal
regulations, a joint -venture structure was required and Palladium requested that the FWHFC act
as a member of the joint venture instead of as a general contractor;
WHEREAS, the joint -venture agreement will require that all other members will
indemnify and hold harmless the Corporation for any acts or omissions of the joint venture or
any subcontractor and any acts or omissions of the Corporation except for the Corporation's own
gross negligence and intentional acts; and
WHEREAS, staff recommends that the Board approve this amendment to allow the
Corporation to serve as a member in the joint venture that will be responsible for the construction
and development of the Project.
NOW THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OF
THE FORT WORTH HOUSING FINANCE CORPORATION:
1. THAT the Board authorizes the Corporation to act as a member in the joint venture
created for the construction and development of the Project instead of acting as the
general contractor and authorizes the execution and delivery of all necessary agreements
and other documents necessary to carry out such authorization.
2. THAT Fernando Costa, General Manager of the Corporation, or Victor Turner, Assistant
General Manager of the Corporation, or their duly appointed successors, are each
authorized to execute and deliver all necessary document for and on behalf of the
Corporation, and each is authorized to extend, modify and amend the documents,
provided any such extensions, modifications and amendments are within the scope of the
Project, and in conformance with the goals and purposes of the Corporation, as amended
from time to time.
3. THAT this Resolution takes effect from the date of its adoption.
AND IT IS SO RESOLVED.
Adopted October 25, 2022.
RESOLUTION NO. FWHFC-2022-13
PAGE 3
FORT WORTH HOUSING FINANCE CORPORATION
By:
Carlos Flores
President
Attest:
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Jannette S. Goodall
Corporate Secretary