HomeMy WebLinkAboutContract 62420-PN1CSC No. 62420-PN1
PROMISSORY NOTE
Date: July 18, 2025
Borrower: Columbia Renaissance Square III, LP, a Texas limited partnership
Borrower's Mailing Address:
Carmen Chubb
President and Chief Operating Officer
Columbia Renaissance Square III, LP
1718 Peachtree St. NW
Atlanta, GA 30309
404-874-5000
Copy to:
Shikha Jerath
Development Manager
Columbia Renaissance Square III, LP
1718 Peachtree St. NW
Atlanta, GA 30309
706-951-2510
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: $1,500,000.00
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 development
of 10 Deeply Affordable Units with a Good Faith Effort to provide Permanent Supportive
Housing (PSH) in support of an affordable housing development known as Columbia
Renaissance Square Phase III, as more fully described in Contract No. 62425 between
Grantor and Lender.
Annual Interest Rate: 1%
Maturity Date: Notwithstanding anything herein to the contrary, the entire amount of the
loan and any unpaid accrued interest shall be due and payable on April 1,
2067. There shall be no extensions of this Note beyond the Maturity Date.
OFFICIAL RECORD
PROMISSORY NOTE — ARPA FUNDS CITY SECRETARY Page 1
Columbia Renaissance Square III, LP FT. WORTH, Tx Rev. July 2025
Annual Interest Rate on Matured, Unpaid Amounts: 6%
Terms of Payment (principal and interest):
Capitalized terms not defined herein shall have meanings assigned to them in the Contract.
This note shall accrue interest at the rate of 1 % for 40 years. On the 5t' day of the first
month (the "Payment Date") starting twelve (12) months after the Certificate of Occupancy
and annually thereafter through year 40, Borrower shall pay to Lender the amount of $0.00
(the "Payment"). No payment will be until the Maturity Date. 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 funds be used to construct ten (10) Deeply Affordable Units with a Good
Faith Effort to provide Permanent Supportive Housing in support of an affordable housing
development known as Columbia Renaissance Square III ("Project') and that the Project
provides affordable housing opportunities for the 20-year Affordability Period, as more
particularly defined in the Contract.
Borrower shall fulfill the following ARPA Requirements as more particularly described in
the Contract:
Provide 10 Deeply Affordable Units with a Good Faith Effort to provide
Permanent Supportive Housing
2. During the Performance Period,
a. operate Columbia Renaissance Square III as an affordable housing
development as described in the Contract; and
b. provide 10 Deeply Affordable Units;
c. make a Good Faith Effort in providing PSH Units at the Property;
d. comply with all applicable provisions of the ARPA Regulations;
e. comply with all requirements and obligations in the Contract.
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 Borrower does not comply with the
ARPA Requirements and all other requirements in the Contract during the 20-year
Performance Period, all as more particularly described in the Contract. In the event of such
PROMISSORY NOTE — ARPA FUNDS Page 2
Columbia Renaissance Square III, LP Rev. July 2025
default, Lender may invoke any remedies provided in the Contract or the Deed of Trust for
default.
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, for the benefit of Lender ("Deed of Trust"), covering
certain property located in Tarrant County and more particularly described therein.
Other Security for Payment: None
Borrower promises to pay to the order of Lender the Principal Amount. 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.
PROMISSORY NOTE — ARPA FUNDS Page 3
Columbia Renaissance Square III, LP Rev. July 2025
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,
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.
Subject the terms of the Senior Loan Documents, if default occurs in payment of any part
of principal or interest of the Senior Indebtedness, or in observance of any covenants contained in
the Senior Loan Documents, the entire debt evidenced by this Note will immediately become
payable at the option of Lender.
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.
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Columbia Renaissance Square III, LP Rev. July 2025
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.
COLUMBIA RENAISSANCE SQUARE III, LP,
a Texas limited partnership
By: Columbia Renaissance Square III
Partners, LLC, a Georgia limited liability
company, its general partner
By:
Carmen Chubb
President and Chief Operating Officer
PROMISSORY NOTE — ARPA FUNDS Page 5
Columbia Renaissance Square III, LP Rev. July 2025
FORT WORTH
Routing and Transmittal Slip
Neighborhood Services
Department
DOCUMENT TITLE: ARPA_PromissoryNoteTO CITY SECRETARY CONTRACT ("CSC") NO.
62420
M&C 25-0585 CPN
1my-ill I=1
TO:
1. Allison Tidwell
CSO # 62420 DOC#
INITIALS 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: ❑ Yes ❑ No SAME DAY: ❑ Yes ❑ No NEXT DAY: ❑ Yes ❑ 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