HomeMy WebLinkAboutOrdinance 27443-02-2025Ordinance No. 27443-02-2025
AN ORDINANCE INCREASING ESTIMATED RECEIPTS AND
APPROPRIATIONS IN THE FORT WORTH PUBLIC IMPROVEMENT
DISTRICT NO. 16-QUAIL VALLEY FUND IN THE AMOUNT OF
$768,740.04, FROM AVAILABLE FUND BALANCE, FOR THE PURPOSE OF
REIMBURSING THE DEVELOPER ELIGIBLE COSTS UNDER THE
IMPROVEMENT AREA NO. 3 REIMBURSEMENT AGREEMENT;
PROVIDING FOR A SEVERABILITY CLAUSE; MAKING THIS
ORDINANCE CUMULATIVE OF PRIOR ORDINANCES; REPEALING
ALL ORDINANCES IN CONFLICT HEREWITH; AND PROVIDING AN
EFFECTIVE DATE.
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF FORT WORTH,
TEXAS:
SECTION 1.
That in addition to those amounts allocated to the various City departments for Fiscal Year 2024-
2025 in the Budget of the City Manager, there'shall also be increased estimated receipts and
appropriations in the Fort Worth Public Improvement District No. 16-Quail Valley Fund in the
amount of $768,740.04, from available fund balance, for the purpose of reimbursing the developer
eligible costs under the Improvement Area No. 3 Reimbursement Agreement.
SECTION 2.
That should any portion, section orpart of a section of this ordinance be declared invalid, inoperative
or void for any reason by a court of competent jurisdiction, such decision, opinion or judgment shall
in no way impair the remaining portions, sections, or parts of sections of this ordinance, which said
remaining provisions shall be and remain in full force and effect.
SECTION 3.
That this ordinance shall be cumulative of Ordinance 27107-09-2024 and all other ordinances and
appropriations amending the same except in those instances where the provisions of this or
are in direct conflict with such other ordinances and appropriations, in which instance said
conflicting provisions of said prior ordinances and appropriations are hereby expressly repealed.
SECTION 4.
This ordinance shall take effect upon adoption.
APPROVED AS TO FORM AND LEGALITY:
L4Wr&►ue-G. Cw'ufer
Assistant City Attorney
ADOPTED AND EFFECTIVE: February 11, 2025
CITY SECRETARY
qm k .,
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Jannette S. GoodaIl
City Secretary
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The undersigned is an agent for QUAIL VALLEY DEVCO I, LLC, a Texas limited liability
company, QUAIL VALLEY DEVCO II, LLC, a Texas limited liability company, QUAIL
VALLEY DEVCO III, a Texas limited liability company, QUAIL VALLEY VLO, LLC, a Texas
Limited Liability company, and WALSH RANCHES LIMITED PARTNERSHIP, a Texas limited
partnership, and their respective successors and assigns (collectively, the "Developer") and
requests payment from the District Fund from the City of Fort Worth, Texas (the "City" in the
amount of SEVEN HUNDRED SIXTY-EIGHT THOUSAND SEVEN HUNDRED FORTY
AND FOUR CENTS ($768,740A4) for labor, materials, fees, and/or other general costs related
to the creation, acquisition, or construction of certain Improvement Area #3 Funded Improvements
related to the Fort Worth Public Improvement District No. 16 (Walsh Ranch/QuaiI Valley) (the
"District"). Unless otherwise defined, any capitalized terms used herein shall have the meanings
ascribed to them in the Fort Worth Public Improvement District No. 16 (Walsh Ranch/Quail
Valley) Improvement Area #3 Reimbursement Agreement (the "Improvement Area #3
Reimbursement Agreement").
In connection to the above referenced payment, the Developer represents and warrants to the City
as follows:
1. The undersigned is a duly authorized officer of the Developer, is qualified to execute this
Certification for Payment Form on behalf of the Developer and is knowledgeable as to the matters
set forth herein.
2. The payment requested for the below referenced Authorized Improvements has not been
the subject of any prior payment request submitted for the same work to the City or, if previously
requested, no disbursement was made with respect thereto.
3. The amount listed for the Authorized Improvements below is a true and accurate
representation of the Actual Costs associated with the creation, acquisition, or construction of said
Authorized Improvements, and such costs (i) are in compliance with the Reimbursement
Agreement, and (ii) are consistent with the Service and Assessment Plan.
4. The Developer is in compliance with the terms and provisions of the Improvement Area
#2 Reimbursement Agreement, Fort Worth Public Improvement District No. 16 (Walsh
Ranch/QuaiI Valley) Improvement Area #3 Reimbursement Agreement, the Service and
Assessment Plan, the Fort Worth Public Improvement District No. 16 (Walsh Ranch/Quail Valley)
Majority Landowner Agreement, and the Master Reimbursement Agreement for Fort Worth
Public Improvement District No. 16 (Walsh Ranch/QuaiI Valley) (collectively, the "District
Agreements").
5. All conditions set forth in the District Agreements, as applicable, for the payment hereby
requested have been satisfied.
6. The Developer has timely paid all ad valorem taxes and annual installments of special
assessments it owes or an entity the Developer controls owes, located in the Fort Worth Public
Improvement District No. 16 (Walsh Ranch/Quail Valley) and has no outstanding delinquencies
for such taxes or assessments.
7. The work with respect to the Authorized Improvements referenced below (or its completed
segment) has been completed, and the City has inspected such Authorized Improvements (or its
completed segment).
8. The Developer agrees to cooperate with the City in conducting its review of the requested
payment, and agrees to provide additional information and documentation as is reasonably
necessary for the City to complete said review.
9. No more than ninety percent (90%) of the budgeted or contracted hard costs for major
improvements or any phase of Authorized Improvements identified may be paid until the work
with respect to such Authorized Improvement (or segment) has been completed and the City has
inspected AND accepted such Authorized Improvement (or segment). One hundred percent
(100%) of soft costs (e.g., engineering costs, inspection fees and the like) may be paid prior to City
acceptance of such Authorized Improvement (or segment).
Payments requested are as follows:
$768,740.04
To: Quail Valley Devco II,_LLC
PAYMENT DETAILS
Texas Bank
ABA #: 111902424
CREDIT: Quail Valley Devco II, LLC
ACCT #: 02170167
Notify: Donald James Henry - ihenryna republicprope roup.com
Authorized Improvement:
Amount to be paid from
Total Cost of Improvements
Reimbursement Revenue Account
Paid
Roadway Improvements
$768,740.04
$768,740.04
TOTAL
$768,740.04
$768,740.04
Attached hereto are receipts, purchase orders, change orders, and similar instruments which support
and validate the above requested payments. Also attached hereto are "bills paid" affidavits and
supporting documentation in the standard form for City construction projects.
Pursuant to the Improvement Area #3 Reimbursement Agreement, after receiving this payment
request, the City is authorized to inspect the Authorized Improvements (or completed segment) and
confirm that said work has been completed in accordance with approved plans and all applicable
governmental laws, rules, and regulations.
I hereby declare that the above representations and warranties are true and correct.
A signature received via facsimile or electronically via email shall be as legally binding for all
purposes as an original signature.
Quail Valley Devco III, LLC
Title:
Email:
Date:
4 1_ C I L I 0
The City is in receipt of the attached Certification for Payment, acknowledges the Certification
for Payment, acknowledges that the Authorized Improvements (or its completed segment)
covered by the certificate have been inspected and accepted by the City, and otherwise finds
the Certification for Payment to be in order.
A signature received via facsimile or electronically via email shall be as legally binding for all
purposes as an original signature.
CITY OF FORT WORTH, TEXAS
LN
Title:
Email:
Date:
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FORT WORTH PUBLIC IMPROVEMENT DISTRICT NO. 16
Interest Earned - September 27, 2022 - July 9, 2024
Parcel ID Prepayment Date Assessment Prepaid' FulllPartial Reimbursed
R000125210 1/31/2024 $15,470.02 Full 9/l/2024
R000125266 4/12/2024 $12,794.76 Full 9/1/2024
$28,264.78
Total
See various interest calculation 651
sheets for additional details
nai
775.24
775.24
SCHKDULE II
PORT WORTH PUBLIC IMPROVEMENT DISTRICT NO. 16
W A LSH RANCH IMPROVEMENT AREA N3 REIMBURSEM ENT AGREEMENT REPAYMENT SUMMARY
Assessment Ytarending 09101 Annual Installmenl Anaoal
lnstaliment Principal
Due f9lil
Total Annual Installment
Prepayments
Non-CoOected Annual Outstanding Excess Anneal
(a}
Billed (b)
Collected (c)
(d)
Interest Due (e] Do, (I) = d +r
Received (g)
Total Due (6) = r+ g
Installments' Reimbursements to be Installments Collected
Paid, (it= r -d-
2024
$741.723.79
5741,723.79
5147,122,20
$549,775.24 5695,997.45
$27,016.25
5722,913.69
$0.0D $0.00 $45,R26.35
SUBTOTAL
5741,723.79
d741,723.79
5147,122 °0
5548,77524 5695, A9745
52701625
$722,913.69
SC 00 SO.00 545.826.35
Adtrbgr41 fardh YP%d as
Assexianci d prepaynienis
$861,71
$961.71
Fxceas heeds applied as principal
$44,WA 64
$44,%4,64
(545,826.35)
1 - Non-collectedAnnual Installments represears delinquent and nlrrstanding Amnad Installments according to Tarrant County Tax Office records.
1 - lhrtsranding mirnhrin emenis to be paid represents Anmral Installments callenrd and aor yet earned and are anurqured to he rermbu ed at a furore payment lore.
3 - Itepresenrs Anmiallnstallments cnllened fnr the purposes of sohsifJ-ing Imjo ymmem Ama #3 Assessment prepaymcnis. See Schedule ❑l ant( Schedule lY for additional details
4 - Reprrsenrs Anmm! Insro!lments rollecred and applied ry redticr the vrrrsrmuling Imprrnrment Area k3 Asse,e,vnrenr halance falle--g pgymenr of all kmrrst earned.
W.M. Ranch -Improvement Arcs il.l
Original Principal Balance $10,750,000.00
Scheduled Principal Payments to Date ($147,122.20)
Prepayments to Date ($27,977 961
Excess funds ap2lied to primipal $44,964, 64
Gutiorsoodinp. Princi alBalanca 7ffi114 31 C%AA%A,.
*Note - This payment is the only payment to be made pursuant to the terms of the ]mproven t Area 93
Reimbumemenr Agreement. On July 9, 2024, the Walsh Ranch Improvement Area 91-3 Bonds were issued which
portion of the bonds issued replaced the lmprov t Area 93 Reimbursement Agreement in full. Any principal
amounts repaid as part of this payment request do not reduce the outstanding Improvement Area N3 Assessment
balance following the Welsh Ranch Improvement Area 91-3 Bond issuance.
SCHEDULE III
FORT WORTH PUBLIC IMPROVEMENT DISTRICT NO. 16
WALSH RANCH IMPROVE N I PINT AREA43 REIMBURSEMENT AGREEMENT REPAVMENT SUMMARl
Reimbursement Period Assessment N ear Tax Year Schedule Principal Paid
Ending TI
Prepar'ments Paid
Excess Principal Paid Interest Paid Total Paid
Net Amount' Annual Install. A t lieth
7/9/2024 2024 2023 $147 122.20
S27,016.25 5861.71
S44 964.64 $548,775,24 S768 740.04
S147 122.20
S27 ()16.25 $861. 71
$44,964.64 Se48,775.24 5766 740.04
] - Represents Improvement Area #3 Assessment prepayment bids received by the City.
2 - Represents Annual Installments collected to satisfy Improvement Area 93 Assessment prepayments-
FORT WORTH PUBLIC IMPROVEMENT DISTRICT NO.16
IMPROVEMENT AREA 03 REIMBURSEMENT AGREEMENT PREPAYMENT SUMMARY
_
Additional Assessment
Parcel II)
Assessment Prepaid'
Iludgeted Principal Paid'
Net Assessment Paid'
Collected'
R000125210
$15,470.02
$211,72
$14,669.94
$588.37
R00012.5266
$12,794.76
5175 11
$12.346-31
$273-34
Total
S28.264.78
$386.83
$27,016.25
S861.71
1 - Rudgeted Principal Paid represents Assessment principal collected ns part ofan Annual Installment billed.
'- - Net Assessment paid represents Assessment prepayment funds received by the City.
3 - Additional Assessment collected represents Funds paid through Annual Installments applied to satisfy a Parcel's outstanding Assessment obligation
Totstl :\ssessment Prepaid Reimbursed
$15,470.02 9/I/2024
S12.794.76 9/1/2024
City of Fort Worth, Texas
Mayor and Council Communication
DATE: 02/11/25 M&C FILE NUMBER: M&C 25-0102
LOG NAME: 17QUAILVALLEYMIALSH RANCH PID NO 16 DEV REIMBURSEMENT02111125
SUBJECT
(CD 3) Adopt Appropriation Ordinance Increasing Estimated Receipts and Appropriations in Fort Worth Public Improvement District No. 16 -
Quail Valley Fund in the Amount of $768,740.04, from Available Fund Balance, for the Purpose of Reimbursing the Developer for Eligible Costs
Under Improvement Area No. 3 Reimbursement Agreement
RECOMMENDATION:
It is recommended that the City Council adopt the attached appropriation ordinance increasing estimated receipts and appropriations in the Fort
Worth Public Improvement District No. 16 - Quail Valley Fund in the amount of $768,740.04, from available fund balance, for the purpose of
reimbursing the developer eligible costs under the Improvement Area No.3 Reimbursement Agreement.
DiSCUSSIONs
The purpose of this Mayor and Council Communication (M&C) is to appropriate funds for installment payments and assessment prepayments
under the reimbursement agreement for Improvement Area No. 3 (IA #3) of the Fort Worth Public Improvement District No. 16 - Quail
Valley (FWPID #16).
In September 2016, the City Council approved the creation of FWPID #16, encompassing approximately one-fourth of the entire Walsh Ranch
property, as a vehicle to reimburse the developer for certain infrastructure costs. Full development of FWPID #16 will encompass multiple phases
that occur over several years as phases of FWPID #16 are developed.
As outlined in the updated Service and Assessment Plan (M&C 22-0794) related to Ordinance No. 25775-09-2022 which levied IA#3
assessments, special assessments on property within IA #3 will pay for $10,750,000.00 in improvements for roadway expenses.
In addition to the Public Improvement District (PID) funded improvements, the developers are constructing, without reimbursement from FWPID
#16, additional improvements in IA #3 in the amount of $26,441,518.00, bringing the total costs of improvements in IA #3 of FWPID #16 to
$37,191,518.00.
The developers are responsible for managing all construction and the associated agreements for the development of infrastructure improvements
within the PID. The City will make payment to the developers in satisfaction of the reimbursement amount from the special assessments revenues,
less any administrative fees, with assessments and reimbursement paid over a maximum period of thirty years for each improvement area.
The period of these reimbursements is the first of thirty collection periods for IA #3. Therefore, the interest rate for IA 93 collections is 5.55%.
This payment represents the only payment due under the terms of the Improvement Area No. 3 Reimbursement Agreement as Improvement Area
#1-3 Bonds were approved for issuance on June 11, 2024 which replaced the Improvement Area No. 1 Reimbursement Agreement, the
Improvement Area No. 2 Reimbursement Agreement, and the Improvement Area No. 3 Reimbursement Agreement.
Funding is available for appropriation in the fund balance of the FWPID #16 - Quail Valley Fund. The beginning fund balance is $1,431,795.48 and
the ending fund balance will be $663,055.44.
FWPID 416 is located in COUNCIL DISTRICT 3.
A Form 1295 is not required because: This M&C does not request approval of a contract with a business entity.
FISCAL INFORMATION / CERTIFICATION:
The Director of Finance certifies that funds are currently available in the fund balance within the FWPID #16 - Quail Valley Fund and upon approval
of the above recommendation and adoption of the attached appropriation ordinance, funds will be available in the operating budget of the FWPID
#16 - Quail Valley Fund. Prior to an expenditure being incurred, the Economic Development Department has the responsibility of verifying the
availability of funds.
Submitted for City Manager's Office bjL William Johnson 5806
Orjginating_Business Unit Head: Robert Stums 2663