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HomeMy WebLinkAboutContract 45031-A2 CITY SECRETARY CONTRACT NO. SECOND AMENDMENT TO CITY SECRETARY CONTRACT NO. 45031 WHEREAS, on October 17, 2013 the City of Fort Worth ("City") and Western Center Reserve, LLC ("Developer") made and entered into City Secretary Contract No. 45031 (the "Contract) as authorized by the City Council in M&C C-25489 adopted on March 20, 2012; WHEREAS, the funding provided to Developer in the Contract was from a grant received by the City from the United States Department of Housing and Urban Development ("HUD") through the HOME Investment Partnership Program, Catalog of Federal Domestic Assistance No. 14.239 ("HOME funds"); WHEREAS, the purpose of the Contract was to provide $240,000.00 in the form of a subordinate forgivable loan of HOME Funds for certain acquisition expenses, as well a portion for the costs to develop the Reserve at Western Center, an 120-unit multifamily rental development to be located on an approximately 10.660 acres site at the southwest corner of Western Center Blvd. and Watauga-Smithfield road, Fort Worth, TX 76131; WHEREAS, the FIRST AMENDMENT to the Contract revised dates listed on Exhibit "C" — Construction and Reimbursement Schedule due to permitting delays; and WHEREAS, the Developer has requested an additional amendment to dates listed on Exhibit "C" - Construction and Reimbursement Schedule due to design, construction, and inspection delays; and WHEREAS, it is the mutual desire of City and Developer to amend the Contract to meet Contract objectives. NOW, THEREFORE, City and Developer hereby agree to amend the Contract as follows: I. Exhibit "C" -Construction and Reimbursement Schedule attached to the Contract is hereby replaced with the attached Exhibit "C" -Construction and Reimbursement Schedule Revised 12/2014. II. This Amendment is effective as of the Effective Date of the Contract. III. All terms and conditions of the Contract not amended herein remain unaffected and in full force and effect, are binding on the Parties and are hereby ratified by the d 0 Ffflcu , V Ncokp HOME DEVELOPER RENTAL CONTRACT CSC No.45031-A2 MW 5rgcRrg-vnpv Page 1 Western Center Reserve,LLC—Reserve at Western Center � 4 f � Rev. 12/14 Parties. Capitalized terms not defined herein shall have meanings assigned to them in the Contract. [REMAINDER OF PAGE LEFT INTENTIONALLY BLANK] HOME DEVELOPER RENTAL CONTRACT CSC No.45031-A2 Page 2 Western Center Reserve,LLC—Reserve at Western Center Rev. 12/14 ® *rr R 0 1 i4 AND AGREED: a 0 $% AT "1': CITY OF FORT WORTH Q�0000 tY�o p !f 4�MJ1 By tDCity Secretary Fernando Costa, Assistant City Manager M&C C-25489 Date: March 20, 2012 APPROVED AS TO, FORV AND LEGALITY: Vicki S. Ganske, Senior Assistant City Attorney DEVELOPER: WESTERN CENTER RESERVE, LLC a Texas limited liability company /kV�-� By: MV Western Center Reserve LLC J an Ohio limited liability company Its: Managing Member By: MV Affordable Housing LLC an Ohio limited liability company Its. Sole Member B I�.1 Na e: rkl . Goodwin Its: ee i Si By: Name: iza a Its: Authorized Signer CDFF1CIAL RECORD (('�R E,V 5 E C R I E HOME DEVELOPER RENTAL CONTRACT CSC No. 45031-A2 U� z jT'� {� `[1 ,� Page 3 Western Center Reserve,LLC—Reserve at Western Center ---_____ Rev. 12/14 STATE OF TEXAS § COUNTY OF TARRANT § This instrument was acknowledged before me oaeZ6 1,,U 1—d3,.7_dl 7 2014 by Fernando Costa,Assistant City Manager of the City of Fort orth, on behalf the City of Fort Worth. t EVONIA DANIELS ��1P�..P:;B��i, public,state of Texas y otary Public, State of Texas _'�. _ Notary o-nrnlssion Expires '2 MY C July .2017 K; +. 10 —Owl STATE OF OHIO § COUNTY OF WARREN § Before me, the undersigned authority, on this day personally appeared T-A,v, r_,,,.,a.�,�_, known to me to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that he/she executed the same for the purposes and consideration therein expressed. Given under my hand and seal this l day of 2014 Ail [Seal] Notary Pubji6i-',,P..�I ,�S'�''• MARILEE E BROWN,Kd2rY Public tip=.In and for the State of 01119 Notary's Name (Printed): _ My Cammission�xpiresA4F My commission expires: STATE OF OHIO § COUNTY OF WARREN § Before me, the undersigned authority, on this day personally appeared Elizabeth A.Mangan , known to me to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that he/she executed the same for the purposes and consideration therein expressed. Given under my hand and seal this day of V , 2014 [Seal] No ary Notary's Name (Printed): _ = MARILEE F.680W(d Negary public My commission expires: ` In and for the state P f qhlo MY Ommission Expires .......... N�O,. HOME DEVELOPER RENTAL CONTRACT CSC No. Page 4 Western Center Reserve,LLC—Reserve at Western Center Rev. 12/14 wl o° o 0 0 0° ° oo ° ° o o 0 0 0 0 W o ° tn � ° °o0 C C 00 00 `r' o o vi � GS GOO x 0 N bA c U Z W ci W FA a d tw H � o c W Q c W U 't3 s. w 6 u .� � U � o Z U U C/) � v F3 � U 0 C) W H 04 w U N � A C C4r) rA M CW/) �? lC0 0 °oo 00 °q 6s o Gn d on a r� sue, s. ci �" a L. rA rA W P, QZ ci i, cn U C13 (U ej tj en v� O V V1 v (sun. sue, �+. CJ rn a caj ai fT. Q, U 4� OE Fes- � 3 H � z � oa A A QU a N � arA a a 2 k � ? 2 2 ƒ 2 - - On 2 � \ VI A � �2 ? w c 2 ■ A § § E \ t 2 zU 4C. § 2 a �■ � Q 2 . .g Q t x k a a 0 3 § 0 4 © � § / d � ƒ M&C Review Page 1 of 3 Official site of the City of Fort Worth,Texas CITY COUNCILAGENDA FORT W(1fiTH COUNCIL ACTION: Approved on 312012012 - Resolution No. 4069-03-2012 DATE: 3/20/2012 REFERENCE **C-25489 NAME: 17RESERVEATWESTERNCENTER CODE: C TYPE: CONSENT PUBLIC NO HEARING: SUBJECT: Authorize Change of Use and Expenditure in the Amount of$368,000.00 of HOME Investment Partnerships Program Grant Funds to Miller Valentine Group or its Designated Affiliate, in the Form of an Interim Loan for the Reserve at Western Center, a Multifamily Housing Development to Be Located at Western Center Boulevard and Blue Mound Road, Authorize Execution of a Conditional Commitment and Contract, Authorize Substantial Amendment to the City of Fort Worth's 2009-2010 and 2010-2011 Action Plans and Substitution of Funding Years and Adopt Resolution Supporting the 2012 Low Income Housing Tax Credit Application for the Development (COUNCIL DISTRICT 2) RECOMMENDATION: It is recommended that the City Council: 1. Authorize a substantial amendment to the City of Fort Worth's 2009-2010 and 2010-2011 Action Plans; 2. Authorize substitution of current and prior funding years in order to meet commitment, disbursement and expenditure deadlines for grant funds from the United States Department of Housing and Urban Development; 3. Authorize Change in Use and Expenditure in the amount of $368,000.00 in prior years HOME Investment Partnerships Program Grant funds to the Miller Valentine Group or its designated affiliate, in the form of a interim repayment loan for the development of the Reserve at Western Center; 4. Authorize the City Manager or his designee to execute a Conditional Commitment with the Miller Valentine Group or its designated affiliate, for a interim repayment loan that conditions funding on completion of the Environmental Review, satisfactory completion of HOME requirements, and among other things, receipt of Low Income Housing Tax Credits from the Texas Department of Housing and Community Affairs; 5. Authorize the City Manager or his designee to execute a HOME Investment Partnerships Program Contract with the Miller Valentine Group or its designated affiliate, for the Development of a term beginning on the date of execution of the contract and ending on the date the 20 year affordability period expires; 6. Authorize the City Manager or his designee to extend or renew the Conditional Commitment or the Contract for up to one year if Miller Valentine Group requests an extension and such extension is necessary for completion of the Development; 7. Authorize the City Manager or his designee to amend the Conditional Commitment or the Contract if necessary to achieve project goals provided that the amendment is within the scope of the Development and in compliance with City of Fort Worth policies and applicable laws and regulations governing the use of Federal Grant Funds; and 8. Adopt attached Resolution supporting the 2012 Low Income Housing Tax Credit application. http://apps.cfwnet.org/council 12/31/2014 M&C Review Page 2 of 3 DISCUSSION: The Housing and Economic Development Department issued a Request For Proposals (RFP) in January to award HOME Investment Partnership Program (HOME) grant funds to developers applying to the Texas Department of Housing and Community Affairs (TDHCA) for Low Income Housing Tax Credits (LIHTC). The Miller Valentine Group (MVG) submitted a response requesting $368,000.00 of the available HOME funds for construction costs related to the development of the Reserve at Western Center(Development), a multifamily complex to be located at the intersection of Western Center Boulevard and Blue Mound Road. Staff reviewed all RFP submissions and recommends the award to MVG or an affiliate, of$368,000.00 in HOME funds in the form of a subordinate interim repayment loan for eligible costs for the Development. The Development will consist of one, two and three-bedroom units. All of the units will be available for rent to households earning 60 percent or less of Area Median Income (AMI) as determined by the United States Department of Housing and Urban Development (HUD). Unit amenities will include nine foot ceilings, ceiling fans and berber carpet. Resident services may include after school care, tutoring, home finance seminars and English as Second Language classes. Services offered are typically selected by the residents based on a survey. The complex will include amenities such as a pool, fitness center, computer learning center, community room and barbeque grills. MVG has submitted an application for LIHTC to the TDHCA as part of the financing for the Development. Total Development cost is approximately $23,500,000. Staff recommends the following HOME loan terms: i. Designate HOME-assisted units according to HOME regulations with a 20 Year Affordability Period; ii. Secure payment and performance of the HOME requirements by a Deed of Trust on the real property for the length of the Affordability Period; iii. One percent interest rate; and iv. Repayment of principal and accrued interest is due three years from the date of the loan documents. The commitment of HOME funds is conditioned upon the following: i. Receipt of grant funds from HUD; ii. Satisfactory completion of the environmental review per 24 CFR Part 58; iii. Authorization to use grant funds from HUD; and iv. Award of LIHTC by the TDHCA. Staff recommends the change in use and expenditure of$368,000.00 in HOME funds for the Development. HOME funds may be used for any eligible cost related to this Development. The Action Plan funding years selected may vary and be substituted based on the Principle of First In, First Out, in order to expend oldest grant funds first. The Development will benefit low and very low income citizens by providing them with quality, accessible, affordable housing. A public comment period on the intent to use HOME funds was held from February 15, 2012 to March 15, 2012. Any comments are maintained by the Housing and Economic Development Department in accordance with federal regulations. This development is located in COUNCIL DISTRICT 2. FISCAL INFORMATION/CERTIFICATION: The Financial Management Services Director certifies that funds are available in the current operating budget, as appropriated, of the Grants Fund. TO Fund/Account/Centers FROM Fund/Account/Centers GR76 539120 017206461170 $368,000.00 GR76 539120 017206461990 $368,000.00 http://apps.cfwnet.org/council_packet/me review.asp?ID=16613&councildate=3/20/2012 12/31/2014 M&C Review Page 3 of 3 Submitted for City Manager's Office by_ Fernando Costa (6122) Originating Department Head: Jay Chapa (5804) Additional Information Contact: Cynthia Garcia (8187) Avis F. Chaisson (6342) ATTACHMENTS LIHTC Miller Valentine Resolution 3-20-1 (2)VG.doc Reserve @WesternCenterCouncilMap.pdf http://apps.cfwnet.org/council_packet/me review.asp?ID=16613&councildate=3/20/2012 12/31/2014