HomeMy WebLinkAboutContract 60378-A1CSC No. 60378-A1
FIRST AMENDMENT TO CITY SECRETARY CONTRACT NUMBER 60378,
AN ECONOMIC DEVELOPMENT PROGRAM AGREEMENT
This FIRST AMENDMENT TO CITY SECRETARY CONTRACT
NUMBER 60378 ("First Amendment") is entered into by and between the CITY OF
FORT WORTH ("City"), a home -rule municipality organized under the laws of the State
of Texas, and VICKERY VILLAGE DEVELOPMENT, LLC, a Texas limited liability
company ("Company").
A. City and Company are currently parties to an Economic Development
Program Agreement for the development of a mixed -use property located at 700 and 800
W. Vickery Boulevard, the same being City Secretary Contract Number 60378
("Agreement").
B. Company also entered into a separate, but related, agreement with the Board
of Directors of Tax Increment Reinvestment Zone No. 4 ("TIF Board") to reimburse
Company for certain public infrastructure associated with the above -stated project ("TIF
Agreement").
C. Per the terms of the Agreement and the TIF Agreement, Company agreed
to complete the Real Property Improvements by December 31, 2026.
D. The project has experienced significant delays, primarily as a result of
iterative engineering issues.
E. As a result, the TIF Board and the Company agreed to extend the deadline
to complete the Real Property Improvements from December 31, 2026 to December 31,
2027.
F. Company and City desire to amend this Agreement to do the same in order
to align this Agreement and the TIF Agreement and reflect a more accurate completion
deadline.
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 parties agree as follows:
1. Section 2, Definitions, is amended to revise the Real Property Completion
Deadline from December 31, 2026 to December 31, 2027 and to read as follows:
"Real Proprerty Comuletion Deadline means December 31, 2027."
2. All other provisions of the Agreement not amended in this First Amendment
will remain unchanged and in full force and effect.
OFFICIAL RECORD
CITY SECRETARY
First Amendment to CSC No. 60378, an Economic Development Program Agreement FT. WORTH, TX
with Vickery Village Development, LLC 1 of 2
3. All terms and conditions of this First Amendment that are capitalized but
not defined have the meaning assigned to them in the Agreement.
IN WITNESS WHEREOF, the undersigned have caused this First Amendment to
be executed in Fort Worth, Tarrant County, Texas.
City:
By: WilliamJohnson( r4,202413:31CST)
Name: William Johnson
Title: Assistant City Manager
Date: 03/04/24
Vickery Village Development, LLC,
A Texas Limited Liability Company
Cho( A. CoUeti
By:
Chad A. Colley (Feb 28, 20241'2(.39 CST)
Name: Chad A. Colley
Title: Manager
Date: 2/28/2024
FOR CITY OF FORT WORTH INTERNAL PROCESSES:
Approval Recommended:
By: Robert (Mar 4,202409:41CST)
Name: Robert Stums
Title: Director, Economic Development
Department
Approved as to Form and Legality
By:
Name: J.B. Strong
Title: Senior Assistant City Attorney
Contract Authorization:
M&Cs: 22-0868, 23-0602, 24-0020
Form 1295: 2022-883324
Contract Compliance Manager:
By signing I acknowledge that I am the
person responsible for the monitoring and
administration of this contract, including
ensuring all performance and reporting
requirements.
By:
Name: Kelly Baggett
Title: Innovation Coordinator, Economic
Development
City Secretary: p FF�p...f10a�
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By:
Name: Jannette S. Goodall
Title: City Secretary
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
First Amendment to CSC No. 60378, an Economic Development Program Agreement
with Vickery Village Development, LLC 2 of 2
10/27/23, 1:03 PM
M&C Review
CITY COUNCIL AGENDA
Create New From This M&C
DATE: 6/27/2023 REFERENCE **M&C 23-
NO.: 0602
Official site of the City of Fort Worth, Texas
Fob
LOG NAME: 1717VICKERYVILLAGEEDPAAl
CODE: C TYPE: CONSENT PUBLIC NO
HEARING:
SUBJECT: (CD 9) Amend Mayor and Council Communication (M&C) 22-0868 Relating to an
Economic Development Program Agreement with Vickery Village Development, LLC, or
an Affiliate, to Waive the Affordable Housing Requirement Set Forth in Section 15.2 of the
Economic Development Program Policy (Resolution No. 5338-01-2021)
RECOMMENDATION:
It is recommended that City Council amend Mayor & Council Communication (M&C) 22-0868 relating
to an Economic Development Program Agreement with Vickery Village Development, LLC, or an
Affiliate, to waive the affordable housing requirement set forth in Section 15.2 of the Economic
Development Program Policy (Resolution No. 5338-01-2021)
DISCUSSION:
On October 25, 2022, City Council approved Mayor and Council (M&C) Communication 22-0860,
authorizing the direct sale of City -owned property located at 700 West Vickery Boulevard, Fort Worth,
Texas for a total cost of $225,000.00 to Vickery Village Development, LLC, or an affiliate (Developer),
and execution of an Economic Development Program Agreement with the Developer in an amount not
to exceed $225,000.00 to facilitate the development of a mixed -use property located on, or adjacent
to, 700 and 800 West Vickery Boulevard (EDPA).
The original M&C approved the EDPA pursuant to the Economic Development Program Policy then in
effect (Resolution No. 5338-01-2021) (Policy), which required the Developer to meet certain affordable
housing commitments for this type of project under Section 15.2. City staff is requesting a waiver to
Section 15.2 of the Policy so that the Developer may proceed with the project as originally intended.
This project is located in COUNCIL DISTRICT 9.
FISCAL INFORMATION/CERTIFICATION:
The Director of Finance certifies that approval of this agreement will have no material effect on the
Fiscal Year 2023 Budget. While no current year impact is anticipated from this action, any effect on
expenditures and revenues will be budgeted in future Fiscal Years and will be included in the long-
term financial forecast.
TO
Fund Department Account Project Program Activity Budget Reference # Amount
ID ID Year (Chartfield 2)
FROM
Fund Department Account Project
ID ID
Submitted for Citv Manager's Office by:
Program Activity Budget Reference # Amount
Year (Chartfield 2)
William Johnson (5806)
Originating Department Head:
Robert Sturns (2663)
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10/27/23, 1:03 PM
M&C Review
Additional Information Contact: Kelly Baggett (2617)
ATTACHMENTS
220509 VickervVillaae FID Table.xlsx (CFW Internal)
Form 1295 Certificate 600+700 Vickerv.,pdf (CFW Internal)
Vickery Phase1.pdL (Public)
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10/27/23, 1:04 PM M&C Review
CITY COUNCIL AGENDA
Create New From This M&C
Official site of the City of Fort Worth, Texas
FoRTWoRyn
DATE: 10/25/2022 REFERENCE **M&C 22- LOG NAME: 17VICKERYVILLAGEEDPA
NO.: 0868
CODE: C TYPE: CONSENT PUBLIC NO
HEARING:
SUBJECT: (CD 9) Authorize the Direct Sale of City Fee -Owned Property Located at 700 West
Vickery Boulevard, Fort Worth, Texas for a Total Cost of $225,000.00 to Vickery Village
Development, LLC, or an Affiliate, in Accordance with Section 272.001(b)(6) of the Texas
Local Government Code and Authorize Execution of a Economic Development Program
Agreement with Vickery Village Development, LLC, or an Affiliate, in an Amount not to
Exceed $225,000 for a Mixed -Use Property Located on, or Adjacent to, 700 and 800 West
Vickery Boulevard
RECOMMENDATION:
It is recommended that City Council:
1. Authorize the direct sale of City fee -owned property located at 700 West Vickery Boulevard, Fort
Worth, Texas for a Total Cost of $225,000.00 to Vickery Village Development, LLC, or an affiliate, in
accordance with Section 272.001(b)(6) of the Texas Local Government Code; and
2. Authorize the execution of a Economic Development Program Agreement with Vickery Village
Development, LLC, or an affiliate, to provide a grant in an amount not to exceed $225,000.00
for a mixed -use development located on, or adjacent to, 700 and 800 West Vickery Boulevard.
DISCUSSION:
Vickery Village Development, LLC, or an affiliate, ("Developer") is proposing to develop a mixed -use
development ("Project") on approximately 5 acres of property located at Vickery Boulevard near
Hemphill Street adjacent to Interstate 30 at 700 and 800 W. Vickery ("Site"). The porprtion of the Site
located at 700 W. Vickery (approximately .44 acres) is currently owned by the City of Fort Worth
("City").
The Project consists of a minimum 235-unit rental residential complex and a 3,500 square foot
restaurant on a location that is currently challenged by several constraints, including the location of
stormwater infrastructure, the impact of the adjacent 1-30 overpass, and concrete remaining from a
previous demolition.
The Site is located within Tax Increment Reinvestment Zone 4 (TIF 4). On August 3, 2022, the TIF 4
Board authorized $3,300,000.00 to support the Project through the reimbursement of certain costs
relating to street, streetscape, and other public improvements.
To facilitate the Project, the City intends to convey to the Developer, the City -owned property located
at 700 West Vickery at a fair market value of $225,000.00, as determined by an appraisal obtained by
the City. The proceeds of the sale will be used as a grant to the Developer through an Economic
Development Program Agreement ("380 Agreement"). To qualify for the grant under the 380
Agreement ("Grant"), the Developer must spend, or cause to be spent, a minimum of $40 million on
the development of the Project, with certain additional requirements relating to minimum hard costs
and business equity spending for the Project. Completion of the Project must occur on or before
December 31, 2026 ("Completion Deadline"). In addition to the requirements necessary to earn the
Grant, performance by the Developer will be secured by a right of first refusal held by the City and an
escrowed amount of $225,000.00 payable to the City in the event of a Developer default.
Developer Commitments:
a. Developer must invest at least $40 million in total development costs (hard and soft construction
costs) on the Site by the Completion Deadline, with delivery of at least 235 multifamily units and at
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10/27/23, 1:04 PM
M&C Review
least 3,500 square feet of retail or restaurant. Failure to deliver the required multifamily units by the
Completion Deadline will be an event of default. Failure to deliver the required retail will result in a
proportional reduction of the Grant based on the square footage shortfall of the Project.
b. On or before the Completion Deadline, Developer must expend or cause to be expended at least
$6,000,000 (hard and soft construction costs) for the Project with business equity frms
("BEF"). Failure to meet the BEF construction spending requirement, will result in a 10\% reduction of
the maximum Grant amount for the Project.
c. On or before the date of conveyance of the City -owned property, Developer will place $225,000 in
escrow to secure performance of the Project under the 380 Agreement.
City Commitments:
a. City will facilitate the sale and conveyance to Developer of 700 West Vickery for the property's fair
market value of $225,000.00, as has been determined by an appraisal obtained by the City, subject to
a right of first refusal to be held by the City until the Developer obtains a building permit for the
Project.
b. City will provide to Developer a single, one-time Grant payment equal to the purchase price of the
City -owned portion of the Site within 120 days after the successful completion and verification of all
obligations described above.
This project is located in COUNCIL DISTRICT 9.
FISCAL INFORMATION/CERTIFICATION:
The Director of Finance certifies that approval of this agreement will have no material effect on the
Fiscal Year 2022 Budget. While no current year impact is anticipated from this action, any effect on
expenditures and revenues will be budgeted in future Fiscal Years and will be included in the long-
term financial forecast.
TO
Fund Department Account Project Program Activity Budget Reference # Amount
ID ID Year (Chartfield 2)
FROM
Fund Department Account Project
ID ID
Submitted for City Manager's Office by_
Originating Department Head:
Additional Information Contact:
ATTACHMENTS
Program Activity Budget
Year
William Johnson (5806)
Robert Sturns (2663)
Kelly Baggett (2617)
220509 VickervVillaae FID Table.xlsx (CFW Internal)
Form 1295 Certificate 600+700 Vickerv.,pdf (CFW Internal)
Vickery.JPG (Public)
Reference # Amount
(Chartfield 2)
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2/16/24. 4:46 PM
M&C Review
CITY COUNCIL AGENDA
Create New From This M&C
DATE: 1/23/2024 REFERENCE **M&C 24-
NO.: 0020
Official site of the City of Fort Worth, Texas
Fo RT Wo RT N
Ir-
LOG NAME: 17VICKERYVILLAGEEDPAA2
CODE: C TYPE: CONSENT PUBLIC NO
HEARING:
SUBJECT: (CD 9) Authorize Execution of an Amendment to City Secretary Contract Number 60378,
an Economic Development Program Agreement with Vickery Village Development,
LLC, to Revise the Real Property Completion Deadline from December 31, 2026 to
December 31, 2027
RECOMMENDATION:
It is recommended that City Council authorize the City Manager to execute an amendment to City
Secretary Contract number 60378, an Economic Development Program Agreement with Vickery
Village Development, LLC, to revise the real property completion deadline from December 31, 2026
to December 31, 2027.
DISCUSSION:
The City of Fort Worth and Vickery Village Development, LLC, (Developer) are currently parties to an
Economic Development Program Agreement (EDPA) (City Secretary Contract No. 60378) for
the development of a mixed -use property located on, or adjacent to, 700 and 800 West Vickery
Boulevard. Developer also entered into a separate, but related, agreement with the Board of Directors
of Tax Increment Reinvestment Zone No. 4, ("TIF Board") to reimburse Developer for certain public
infrastructure associated with the above -stated project ("TIF Agreement"). Per the terms of the EDPA
and the TIF Agreement, Developer agreed to complete the real property improvements by December
31, 2026.
The project has experienced significant delays, primarily as a result of iterative engineering issues. As
a result, on December 6, 2024, the TIF Board authorized an extension of the TIF Agreement with the
Developer for the completion deadline from December 31, 2026 to December 31, 2027. In order to
align the EDPA and the TIF Agreement, staff is recommending an amendment to the EDPA to extned
the real property completion deadline to December 31, 2027, as well. All other commitments will
remain unchanged.
This project is located in COUNCIL DISTRICT 9.
FISCAL INFORMATION/CERTIFICATION:
The Director of Finance certifies that approval of this recommendation will have no material effect on
City funds.
TO
Fund Department Account Project Program Activity Budget Reference # Amount
ID ID Year (Chartfield 2)
FROM
Fund Department Account Project
ID ID
Submitted for Citv Manager's Office by:
Program Activity I Budget
Year
William Johnson (5806)
Reference # Amount
(Chartfield 2)
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2/16/24. 4:46 PM
Originating Department Head:
M&C Review
Robert Sturns (2663)
Additional Information Contact:
ATTACHMENTS
Kelly Baggett (2617)
FORM 1295 CERTIFICATE 600+700 VICKERY.pdf (CFW Internal)
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