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Davis Street Market Draft Offer From City

Davis Street Market Draft Offer From City

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Published by Roy Appleton

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Published by: Roy Appleton on Jun 01, 2012
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07/10/2013

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May 30, 2012Davis Street Market, LPBy Bishop Davis Urban, LLCIts General PartnerRichard P. Garza101 South Jennings Avenue, Suite 100Fort Worth, Texas 76104Rick:The following are terms offered by City staff to you in connection with the proposed Davis StreetMixed-use project which will be located in the Davis Garden TIF District on the parcels thatcomprise 701 and 715 West Davis Street. The purpose of this nonbinding letter of intent is topresent an outline of certain proposed terms of the proposed transaction to the Davis GardenTIF District Board of Directors and City Council. This document will be used as a basis for thepreparation of definitive documents; however, unless and until approval of the City Council isobtained and mutually satisfactory definitive documents are executed and delivered, any partymay discontinue negotiations hereunder and no party shall be bound. Please review theseterms. If you agree they are all acceptable please sign and return the document to our office. Ifsome of the terms are unacceptable, please mark up the document, return it to us and schedulea meeting with our staff to further discuss the proposed conditions.Please note that City staff requires specific agreement on the following proposed terms prior topresenting this matter before the Davis Garden TIF District Board for consideration.1. Developer/Owner. Davis Street Market, LP, a Texas entity, or its affiliates,(“Developer/Owner”), will control the Project defined below.2. Project.A. The entity will include the following improvements at 701 and 715 West DavisStreet (“the Project’):i) Environmental remediation activities that will consist of the assessmentand removal of environmental hazards;ii) Construction of a maximum 5-story mixed-use building that will consist ofoffice, commercial and retail space with multi-family housing. Thedevelopment’s office and retail components will consist of a minimum of68,000 square feet and a maximum of 96,000 square feet. The exteriorground floor of all the buildings shall actively relate to the street withdoors and transparency. The multi-family housing is expected to occupy
 
Term Letter –Davis Street Mixed-use Project May 30, 2012Page 2
the top three to three and one half floors (approximately 150,000 squarefeet) and consist of a minimum of 110 and a maximum of 160 units.Affordable housing will be provided in accordance with the City’sguidelines and propionate to the final unit count; andiii) Infrastructure, streetscaping, and landscaping improvements that willconsist of the burial of overhead utilities; the construction of water utilities,wastewater and storm water drainage, sanitary sewers and newsidewalks; the replacement and repair of existing sidewalks; theconstruction of a parking garage; the planting of plants and trees; and theaddition of pedestrian lighting. The new sidewalks for the Project shall bea minimum of 10’ measured from the back of the curb and include aminimum 3-foot wide landscaping/pedestrian lighting zone adjacent to thecurb and a minimum 7-foot wide pedestrian zone.B. The anticipated total cost of the Project is a approximately $33.7 million andconsists of the following components: (i) land acquisition costs of approximately$2.5 million; (ii) hard construction costs of approximately $20.2 million; (iii) softcosts of approximately $5.1 million; and (iv) public improvement costs andcontingencies of approximately $5.9 million.C. Developer/Owner must comply with all of the following required elements in orderto be eligible for TIF participation:i) A minimum private investment of $20,000,000 which is defined asincluding land acquisition, site preparation, and hard construction costsincurred by the Developer/Owner with respect to the Project as evidencedby an audit of its applicable invoices and contractor payments.ii) Developer/Owner must show evidence of control of the parcels thatcomprise 701 and 715 West Davis Street prior to the Davis Garden TIFboard on June 4, 2012.iii) Approval of the design of all elevations, infrastructure improvements andlandscaping improvements at 701 and 715 West Davis Street, as part ofthe adopted TIF design review process.iv) Developer/Owner must show evidence of financing for the project byDecember 31, 2012.v) Developer/Owner must complete all required environmental investigationand remediation activities at the Project site by May 31, 2013, asevidenced by environmental site assessment reports and, if requiredbased on contaminant concentrations detected in soil and groundwater,site closure documents or a certificate of completion provided by theTexas Commission of Environmental Quality (TCEQ).vi) Developer/Owner must begin construction on the Project by July 31,2013, as evidenced by the issuance of a building permit.
 
Term Letter –Davis Street Mixed-use Project May 30, 2012Page 3
vii) Developer/Owner shall cause the residential portion of the developmentto be marketed pursuant to the City's Affirmative Fair Housing MarketingProgram (see
Exhibit A
).viii) Developer/Owner must complete and receive a Certificate of Occupancyfor the Project by December 31, 2014.ix) The Project shall satisfy the following criteria:
Contain a minimum of 68,000 square feet of commercial (officeand/or retail) space.
Contain a minimum of 110 residential units and a maximum of 160residential units
minimum of 150,000 square feet in totalresidential rental space
, including a minimum of 20% of the totalresidential units set aside for affordable housing with a maximumrent of 80% of the area median income for (AMI) the DallasMetropolitan Statistical Area (MSA) as determined annually by theU.S. Department of Housing and Urban Development (HUD) tomeet the City’s TIF Mixed Income Housing Guidelines (see
Exhibit B
).x) Developer/Owner must complete all public infrastructure improvements at701 and 715 West Davis Street and receive a Certificate of Acceptancefrom the City’s Department of Public Works and Transportation byDecember 31, 2014, for all infrastructure improvements that are to bereimbursed with TIF funds (see
Exhibit C
).xi) The Project must be consistent in general form and character with theconceptual site plan and conceptual elevations (please refer to
ExhibitsD
and
E
) as approved through the adopted TIF design review process.These plans, as well as any ensuing minor modifications, must beapproved by the District’s TIF Board of Directors and consistent with theguidelines for Urban Design set forth in the Bishop Davis Land UseStudy, as authorized by the Dallas City Council on August 11, 2010(Ordinance No. 27944).xii) Developer/Owner shall make good faith efforts to comply with theBusiness Inclusion and Development (BID) process and goalsestablished by the City in its BID Plan with the City’s Fair Share Goals.Specifically, the Developer/Owner’s goals shall be 25% participation byM/WBE firms for all construction work related to the Project that is a TIFEligible Project Cost and 10% participation by M/WBE firms for theremainder of the Project Construction (see
Exhibits F-1 through F-6
)xiii) An Operating and Maintenance agreement must be executed and fundedfor non-standard public improvements associated with the Project byDecember 31, 2014 (see
Exhibit G
).

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