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HomeMy WebLinkAboutContract 62001-PN1PROMISSORY NOTE Date: October 23, 2024 CSC No. 62001-PN1 Borrower: The Housing Authority of The City of Fort Worth dba Fort Worth Housing Solutions Borrower's Mailing Address: Fort Worth Housing Solutions 1407 Texas St. Fort Worth, TX 76102 Attention: Mary -Margaret Lemons, President With a copy to: Brian Dennison. Senior VP Housing and Asset Management Fort Worth Housing Solutions 1407 Texas St. Fort Worth, TX 76102 Lender: City of Fort Worth, Texas, a Texas municipal corporation Place for Payment: C/O Director of Neighborhood Services Department 100 Fort Worth Trail Fort Worth, Tarrant County, TX 76102 or at any other place that Lender may designate in writing Principal Amount: $578,001.00 Loan Authority: The loan evidenced by this Note (the "Loan") is being made pursuant to grant monies from the United States Department of the Treasury ("Treasury") under Section 603(c)(1)(A) of Title VI of the Social Security Act with Non -Revenue Recovery Funds for the construction of 55 units of deeply affordable housing made available to families experiencing homelessness as detailed in the Contract. Annual Interest Rate: 0% Maturity Date: As described in City Secretary Contract No. 62001between Borrower and Lender for the ARPA funds (the "Contract"). Annual Interest Rate on Matured, Unpaid Amounts: 6% PROMISSORY NOTE - ARPA FUNDS Page I Fort Worth Housing Solutions Casa de los Suenos Terms of Payment (principal and interest): Capitalized terms not defined herein shall have meanings assigned to them in the Contract. The Principal Amount is a forgivable deferred payment loan. Payment of the Principal Amount will only be required if Borrower does not comply with the terms of the Contract, the requirements of the ARPA Regulations, or the terms of this Note and any instrument evidencing or securing the Loan (collectively, the "Loan Documents"). This Note is the Note required in the Contract and has been executed and delivered in accordance with its terms. The funds advanced by Lender are ARPA funds and the Contract requires that the fiends be used to convert the Express Inn located at 8401 West Freeway to 55 units of deeply affordable housing units for homeless families to be known as `Casa de los Suenos' ("Project,") for the 20-year Performance Period, as more particularly defined in the Contract. Borrower shall fulfill the following ARPA Requirements as more particularly described in the Contract: 1. Convert the property at 8401 West Freeway, formerly Express Inn, to 55 units of housing made available to homeless households as defined in the ARPA Contract. 2. During the Affordability Period, a. Operate the Housing Project to provide deeply affordable housing services to formerly homeless households presumed low -moderate income eligible; The Loan evidenced by this Note and the obligations described in the Contract pertaining to the ARPA Regulations will be in default and the Principal Amount and any other sums due hereunder may be declared immediately payable if the housing units located on the Property are not offered to occupant(s) at a rate of no more than 30 percent of gross income, including utilities, and if Borrower fails to fulfill the ARPA Requirements and all other requirements in the Contract during the Performance Period. In the event of such default, Lender may invoke any remedies provided in the Contract or the Deed of Trust for default. Upon the expiration of the Performance Period and complete performance of the obligations described in the Contract and the terms and conditions of the Loan Documents, the Loan will be forgiven. Security for Payment: This Note is secured by a Deed of Trust of even date from Borrower to Leslie Hunt Trustee, or Denis McElroy, Trustee, which covers the following real property: Lot 2-A-R, in Block 96 of Western Hills Addition Section 7, an addition to the City of Fort Worth, Tarrant County, Texas, according to the Map or Plat thereof recorded in/under PROMISSORY NOTE - ARPA FUNDS Page 2 Fort Worth Housing Solutions Casa de los Suenos Volume 388-126, page 69 Map/Plat Records, Tarrant County, Texas, incorporated herein by reference for all purposes commonly known as 8401 West Freeway, Fort Worth, Texas 76116 (the "Property"). Other Security for Payment: None If the Principal Amount is not forgiven, Borrower promises to pay to the order of Lender the remaining Principal Amount, calculated as described in section 5.7 of the Contract. In that event, this Note is payable at the Place for Payment and according to the Terms of Payment. All unpaid amounts are due by the Maturity Date. After maturity, Borrower promises to pay any unpaid principal balance plus interest at the Annual Interest Rate on Matured, Unpaid Amounts. If Borrower defaults in the payment of this Note or in the performance of its obligations under the Contract or the ARPA Regulations or any other obligation in any instrument securing or collateral to this Note, Lender may declare the unpaid principal balance, earned interest, and any other amounts owed on the Note immediately due and payable. Borrower and each surety, endorser, and guarantor waive all demand for payment, presentation for payment, notice of intention to accelerate maturity, notice of acceleration of maturity, protest, and notice of protest, to the extent permitted by law. Notwithstanding anything to the contrary, if a monetary event of default occurs under the terms of any of the Loan Documents, prior to exercising any remedies Lender shall give Borrower written notice of such default. Borrower shall have a period of 7 days after such notice is given within which to cure the default prior to exercise of remedies by Lender under the Loan Documents. Notwithstanding anything to the contrary, if a non -monetary event of default occurs under the terms of any of the Loan Documents, prior to exercising any remedies, Lender shall give Borrower written notice of such default. If the default is reasonably capable of being cured within 30 days, Borrower shall have such period to effect a cure prior to exercise of remedies by Lender under the Loan Documents. If the default is such that it is not reasonably capable of being cured within 30 days, and if Borrower (i) initiates corrective action within said period, and (ii) diligently, continually, and in good faith works to effect a cure as soon as possible, then Borrower shall have such additional time as is reasonably necessary to cure the default prior to exercise of any remedies by Lender. In no event shall Lender be precluded from exercising remedies if its security becomes or is about to become materially jeopardized by any failure to cure a default or the default is not cured within 180 days after the first notice of default is given. Borrower also promises to pay reasonable attorney's fees and court and other costs if this Note is placed in the hands of an attorney to collect or enforce the Note. These expenses will bear interest from the date of advance at the Annual Interest Rate on Matured, Unpaid Amounts. Borrower will pay Lender these expenses and interest on demand at the Place for Payment. These expenses and interest will become part of the debt evidenced by the Note and will be secured by any security for payment. Interest on the debt evidenced by this Note will not exceed the maximum rate or amount of non -usurious interest that may be contracted for, taken, reserved, charged, or received under law. Any interest in excess of that maximum amount will be credited on the Principal Amount or, PROMISSORY NOTE ARPA FUNDS Page 3 Fort Worth Housing Solutions Casa de los Suenos if the Principal Amount has been paid, refunded. On any acceleration or required or permitted prepayment, any excess interest will be canceled automatically as of the acceleration or prepayment or, if the excess interest has already been paid, credited on the Principal Amount or, if the Principal Amount has been paid, refunded. This provision overrides any conflicting provisions in this Note and all other instruments concerning the debt. Each Borrower is responsible for all obligations represented by this Note. When the context requires, singular nouns and pronouns include the plural. The execution and delivery of this Note are required under the Contract. If any provision of this Note conflicts with any provision of the Contract, the Deed of Trust or any other document evidencing the same transaction between Lender and Borrower, the provisions of the Contract will govern to the extent of the conflict. This Note will be construed under the laws of the state of Texas without regard to choice of law rules of any jurisdiction. [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] PROMISSORY NOTE ARPA FUNDS Page 4 Fort Worth Housing Solutions Casa de los Suenos THE CONTRACT, THE NOTE AND THE DEED OF TRUST CONSTITUTE THE FINAL AGREEMENT OF THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS BETWEEN THE PARTIES. FORT WORTH HOUSING SOLUTIONS i Mary- r�arettemojn� President STATE OF TEXAS § COUNTY OF TARRANT § This instrument was acknowledged before me on c he,- `a 3 , 20 J by Mary - Margaret Lemons, the President of Fort Worth Housing Solutions, a government entity, on behalf of said organization. Notary Public, ate )of EVA C KEY - �✓/ i V n Notary ID #10943269 My Commission Expires 'TFor+ August 15, 2025 PROMISSORY NOTE — ARPA FUNDS Page 5 Fort Worth Housing Solutions Casa de los Suenos FORT WORTH Routing and Transmittal Slip Neighborhood Services Department DOCUMENT TITLE: ARPA Casa de los Suelnos Promissory Notet M&C 24-0475 CPN DATE: TO: 1. Allison Tidwell 2. 3. CSO # 62001 INITIALS DOC# DATE OUT DOCUMENTS FOR CITY MANAGER'S SIGNTURE: All documents received from any and all City Departments requesting City Manager's signature for approval MUST BE ROUTED TO THE APPROPRIATE ACM for approval first. Once the ACM has signed the routing slip, David will review and take the next steps. NEEDS TO BE NOTARIZED: ❑ Yes ❑ No RUSH: U Yes ❑ No SAME DAY: ❑ Yes U No NEXT DAY: XYes ❑ No ROUTING TO CSO: X Yes ❑ No Action Required: ❑ As Requested ❑ For Your Information * Signature/Routing and or Recording ❑ Comment ❑ File ❑ Attach Signature, Initial and Notary Tabs ❑ Attach Signature Return to: Please call Virqinia Villalobos at ext. 7744 for pick up when completed. Thank you.