HomeMy WebLinkAboutContract 50882 CITY SECRETAR f Z
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%K TAX ABATEMENT AGREEMENT FOR PROPERTY LOCATED IN A NEIGHBORHOOD
C\1 EMPOWERMENT ZONE
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SE�R�tNIhis TAX ABATEMENT AGREEMENT ("Agreement") is entered into by and between
e CITY OF FORT WORTH, TEXAS (the "City"), a home rule municipal corporation organized
��[a under the laws of the State of Texas and acting by and through David Cooke, its duly authorized City
Manager, and Scenic Race, LLC, ("Owner"), of property located at Lot 12R Mrs. E.A. Self's
Addition, an Addition to the City of Fort Worth, Tarrant County, Texas being a replat of 1.947 acres
of land in the John Little Survey, Abstract No. 959 and a portion of Lots 16 through 26 and a portion
of an alley located in Mrs. E.A. Self's Addition an Addition to the City of Fort Worth, Tarrant
County, Texas according to the Plat recorded in Volume 533, Page 225, of the Public Records of
Tarrant County,Texas, for a total of 4.297 acres.
The City Council of the City of Fort Worth ("City Council') hereby finds and the City and
Owner hereby agree that the following statements are true and correct and constitute the basis upon
which the City and Owner have entered into this Agreement:
A. Chapter 378 of the Texas Local Government Code allows a municipality to create a
neighborhood empowerment zone if the municipality determines that the creation of the zone would
promote:
(1) the creation of affordable housing, including manufactured housing in the zone;
(2) an increase in economic development in the zone;
(3) an increase in the quality of social services, education, or public safety provided to
residents of the zone; or
(4) the rehabilitation of affordable housing in the zone.
B. Chapter 378 of the Texas Local Government Code provides that a municipality that
creates a neighborhood empowerment zone may enter into agreements abating municipal property
taxes on property in the zone.
C. On July 31, 2001, the City Council adopted basic incentives for property owners who
own property located in a Neighborhood Empowerment Zone, stating that the City elects to be
eligible to participate in tax abatement and including guidelines and criteria governing tax abatement
agreements entered into between the City and various third parties, titled "Neighborhood
Empowerment Zone "NEZ Basic Incentives" ("NEZ Incentives"), these were readopted on May
16,2017 (Resolution No. 4782).
D. The NEZ Incentives contains appropriate guidelines and criteria governing tax
abatement agreements to be entered into by the City as contemplated by Chapter 312 of the Texas
Tax Code, as amended(the"Code"). OFFICIAL RECORD
CITY SECRETARY
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E. On April 5, 2011, the Fort Worth City Council adopted Ordinance No. 19641
(Readopted June 21, 2016, Ordinance No. 22285) (the "Ordinance") establishing "Neighborhood
Empowerment Reinvestment Zone No.38" City of Fort Worth, Texas (the "Zone") and adopted
Resolution No.3981 establishing "Designation of the Six Points Area as a Neighborhood
Empowerment Zone"(the"NEZ").
F. Owner owns certain real property located entirely within the NEZ and that is more
particularly described in Exhibit "I", attached hereto and hereby made a part of this Agreement for
all purposes (the"Premises").
G. Owner or its assigns plans to construct the Required Improvements, as defined in
Section 1.1 of this Agreement, on the Premises to be used as a residential unit/apartment complex
(the "Project").
H. On February 12, 2018, Owner submitted an application for NEZ incentives and tax
abatement to the City concerning the contemplated use of the Premises(the "Application'), attached
hereto as Exhibit"2" and hereby made a part of this Agreement for all purposes.
I. The contemplated use of the Premises, the Required Improvements, as defined in
Section 1.1, and the terms of this Agreement are consistent with encouraging development of the
Zone in accordance with the purposes for its creation and are in compliance with the Policy
Statement,the Resolution and other applicable laws,ordinances, rules and regulations.
J. The terms of this Agreement, and the Premises and Required Improvements, satisfy
the eligibility criteria of the NEZ Incentives.
K. Written notice that the City intends to enter into this Agreement, along with a copy of
this Agreement, has been furnished in the manner prescribed by the Code to the presiding officers of
the governing bodies of each of the taxing units in which the Premises is located.
NOW, THEREFORE, the City and Owner, for and in consideration of the terms and
conditions set forth herein,do hereby contract, covenant and agree as follows:
1. OWNER'S COVENANTS.
1.1. Real Property Improvements.
Owner shall construct, or cause to be constructed, on and within the Premises certain
improvements consisting of a 138 residential unit multi-family apartment complex, (i)
consisting of four (4) three (3)- story apartment buildings with a mix of units and (ii) having
Construction Costs, excluding land, upon completion of $18,442,000.00 including site
development costs (collectively,the"Required Improvements")but such Construction Costs
shall be reduced by any construction cost savings. The type, number and details of the
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Required Improvements are described in Exhibit "3". After construction of the Required
Improvements is complete Owner shall provide a copy of the final construction invoices to
City. The invoices shall then be attached and made a part of this Agreement and shall be
labeled Exhibit "4". Minor variations, and more substantial variations if approved in writing
by both of the parties to this Agreement, in the Required Improvements from the description
provided in Exhibit "3" shall not constitute an Event of Default, as defined in Section 4.1,
provided that the conditions in the first sentence of this Section 1.1 are met and the Required
Improvements are used for the purposes and in the manner described in Exhibit"3".
1.2. Construction Costs.
"Construction Costs" shall mean site development costs (including demolition and
environmental abatement), hard construction costs contractor fees; the costs of supplies and
materials; engineering fees; architectural fees; and other professional fees (including legal and
the costs associated with the financing of the Required Improvements, but not including loan
interest or legal fees associated with negotiation of this agreement); and development fee and
permitting fees expended directly in connection with the Required Improvements. The City
recognizes that Owner will request bids and proposals from various contractors in order to
obtain the lowest reasonable price for the cost of the Required Improvements. In the event
that bids and proposals for the Required Improvements are below $18,442,000.00 in
Construction Costs for work substantially the same as that provided in Exhibit "3" and
otherwise described in this Agreement, the City will meet with Owner to negotiate in good
faith an amendment to this Agreement so that Owner is not in default for its failure to
expend at least $18,442,000.00 in Construction Costs, with the understanding that the City's
staff will recommend, but cannot guarantee, approval of such amendment by the City
Council. The final site plan shall be in substantially the same form as the site plan submitted
and attached as Exhibit "3". Minor variations, and more substantial variations if approved
in writing by both parties to this Agreement, in the Required Improvements from the
description provided in the Application for Tax Abatement shall not constitute an Event of
Default, as defined in Section 4.1, provided that the conditions in the first sentence of this
Section 1.1 are met and the Required Improvements are used for the purposes and in the
manner described in Exhibit 113".
1.3. Completion Date of Required Improvements.
Owner covenants that the Required Improvements will be completed within thirty-six
(36)months from the last to occur of the date of both parties' execution of this Agreement and
Council approval. The Abatement (hereinafter defined) will automatically terminate two years
after Council approval of the tax abatement if a building permit has not been pulled and a
foundation has not been poured, unless delayed because of force majeure, in which case the
two years shall be extended by the number of days comprising the specific force majeure. For
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purposes of this Agreement, force majeure shall mean an event beyond Owner's reasonable
control, including, without limitation, acts of God, fires, strikes, national disasters, wars, riots
and material or labor restrictions, but shall not include construction delays caused due to
purely financial matters, such as, without limitation, delays in the obtaining of adequate
financing.
1.4. Use of Required Improvements/Premises.
Owner covenants that the Required Improvements shall be constructed and the
Premises shall be used in accordance with the description of the Project set forth in the
Exhibit "Y'. In addition, Owner covenants that throughout the Term, the Required
Improvements shall be operated and maintained for the purposes set forth in this Agreement
and in a manner that is consistent with the general purposes of encouraging development or
redevelopment of the Zone.
1.5. Property Maintenance.
Owner covenants to ensure high quality management and maintenance of the
Premises for the duration of the abatement, that each building in the development is suitable
for occupancy, taking into account local health, safety, and building codes, and that Owner
will comply with all building codes requirements imposed by the state or local government
unit responsible for making building code inspections. If a violation report or notice is
issued by the governmental unit, the Owner must provide to City either a statement
summarizing the violation report or notice or a copy of the violation report or notice, and in
addition, the Owner must state whether the violation has been corrected. Failure to maintain
property as described above will constitute an Event of Default and Tax Abatement will be
terminated.
2. ABATEMENT AMOUNTS,TERMS AND CONDITIONS.
Subject to and in accordance with this Agreement, the City hereby grants to Owner a real
property tax abatement on the Premises, the Required Improvements, as specifically provided in this
Section 2 ("Abatement").
2.1. Amount of Abatement.
The actual amount of the Abatement granted under this Agreement shall be based
upon the increase in value of the Premises, the Required Improvements, over their values in
January 2018, after demolition of any existing improvements and this amount is $0.00 the
year in which this Agreement was entered into, and certain guidelines set forth in this
Section 2. The Abatement shall be one hundred percent (100%) of the increase in value of
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the Premises due to construction of the Required Improvements and shall not apply to taxes
on the land, nor shall the Abatement apply to mineral interests.
2.1.1. Abatement Based on Construction Costs, Payment to Fort Worth
Housing Finance Corporation and ADA Accessible Housing Units.
Owner shall receive a 100 percent (%) Abatement for 5 years on the
improvement value, not including the value of the land, if Owner meets all of the
following requirements:
2.1.2.1 Spends at least $18,442,000.00 on Construction Costs of the Required
Improvements (including, but not limited to, site development costs) and;
2.1.2.2 Pays the Fort Worth Housing Finance Corporation (FWHFC) an annual
sum equal to $200.00 for each rental residential unit located on the Premises which
is subject to the Abatement. This annual payment will be due on or before April 1 of
each year in which an Abatement is granted. Failure to pay the annual payment to
the FWHFC when due will result in the forfeiture of the entire Abatement for the
tax year in which payment was due. In addition, seven (7) of the units shall be
compliant with the Americans with Disability Act (ADA) and fully accessible, and
three (3) of the units shall be fully accessible to persons with sensory impairments.
The maximum percentage of Abatement available to Owner under this
Section 2.1. is 100 percent (100%) of taxes otherwise due. Owner shall not be
eligible for any of the Abatement under this Section 2.1. unless Owner meets all the
requirements set forth in all subsections in the paragraphs above. In addition, if the
total Construction Costs of the Required Improvements are less than as provided in
Section 1.1 of this Agreement, Owner will be ineligible to receive the Abatement
under this Section 2.1.2.1, but an Event of Default, as defined and addressed in
Section 4, shall also occur.
2.2. Abatement Limitation.
In accordance with Section E. 5 of the Policy and notwithstanding anything that may
be interpreted to the contrary in this Agreement, Owner's Abatement in any given year of
the Abatement Term will be based on the increase in value of the Required Improvements
but excluding value attributed to the land, up to a maximum of Twenty Seven Million Six
Hundred Sixty Three Thousand Dollars $27,663,000.00. In other words, with regard to the
real property tax Abatement, in any year in which the taxable value of improvements on the
Land exceeds ( i) any value of improvements after demolition on the Land as of January 1,
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2018 plus ( ii) $27,663,000.00, Company' s real property tax Abatement for that tax year
will be capped and calculated as if the increase in the value of improvements on the Land
since January 1, 2018 had only been 27,663,000.00.
2.3. Protests Over Appraisals or Assessments.
Owner shall have the right to protest and contest any or all appraisals or assessments of
the Premises and/or improvements thereon.
2.4. Terms.
January 1 of the year following the year in which a final certificate of occupancy is
issued for the Required Improvements will constitute the start of auditing for compliance of
this Agreement ("Compliance Auditing Term"). Taxes will not be abated during the first
year of the Compliance Auditing Term. The term of the Abatement benefit(the"Term")shall
begin on January 1 of the year following the year that the Compliance Auditing Term begins
(the "Abatement Beginning Date"). Unless sooner terminated as herein provided, the Term
and the Compliance Auditing Term shall end on the December 31st immediately preceding
their respective fifth (5th) anniversaries. Information for the last Compliance Auditing Term
shall be submitted as indicated in Section 3.3.
2.5. Abatement Application Fee.
The City acknowledges receipt from Owner of the required Abatement application fee
of one percent (.5%) of Project's estimated cost, not to exceed $2,000. The application fee
shall not be credited or refunded to any party for any reason.
3. RECORDS,AUDITS AND EVALUATION OF PROJECT.
3.1. Inspection of Premises.
Between the execution date of this Agreement and the last day of the Term, at any time
during normal office hours throughout the Term and the year following the Term and
following reasonable notice to Owner, the City shall have and Owner shall provide access to
the Premises in order for the City to inspect the Premises and evaluate the Required
Improvements to ensure compliance with the terms and conditions of this Agreement. Owner
shall cooperate fully with the City during any such inspection and/or evaluation.
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3.2. Audits.
The City shall have the right, at its expense, to audit the financial and business records
of Owner that relate to the Project and Abatement terms and conditions (collectively, the
"Records") at any time during the Compliance Auditing Term in order to determine
compliance with this Agreement. Owner shall make all Records available to the City on the
Premises or at another location in the City during normal business hours and following
reasonable advance notice by the City and shall otherwise cooperate fully with the City during
any audit.
3.3. Provision of Information.
On or before each February 1 during the Compliance Auditing Term, Owner shall
provide information and documentation for the previous year that addresses Owner's
compliance with each of the terms and conditions of this Agreement for that calendar year.
This information shall include,but not be limited to,the following:
3.3.1. The number and dollar amounts of all the Construction Costs and subcontracts
awarded on the Project.
3.3.2. Evidence of the Annual payment to the FWHFC of $200.00 for each rental
residential unit located on the property,and compliance with the required ADA units .
Owner shall supply any additional information requested by the City in its evaluation
of Owner's compliance with each of the terms and conditions of this Agreement. Failure to
provide all information required by this Section 3.3 shall constitute an Event of Default, as
defined in Section 4.1.
3.4. Determination of Compliance.
On or before August 1 of each year during the Compliance Auditing Term, the City
shall make a decision and rule on the actual annual percentage of Abatement available to
Owner for the following year of the Term and shall notify Owner of such decision and ruling.
The actual percentage of the Abatement granted for a given year of the Term is therefore
based upon Owner's compliance with the terms and conditions of this Agreement during the
previous year of the Compliance Auditing Term.
4. EVENTS OF DEFAULT.
4.1. Defined.
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Owner shall be in default of this Agreement if (i) any of the covenants set forth in
Section 1 and 2 of this Agreement are not met; or (ii) ad valorem real property taxes with
respect to the Premises or the Project, or its ad valorem taxes with respect to the tangible
personal property located on the Premises, become delinquent and Owner does not timely and
properly follow the legal procedures for protest and/or contest of any such ad valorem real
property or tangible personal property taxes; or (iii) subject to Section 2.1 of this Agreement,
Owner breaches any of the other terms or conditions of this Agreement (collectively, each an
"Event of Default").
4.2. Notice to Cure.
Subject to Section 5, if the City determines that an Event of Default has occurred, the
City shall provide a written notice to Owner that describes the nature of the Event of Default.
Owner shall have ninety (90) calendar days from the date of receipt of this written notice to
fully cure or have cured the Event of Default. If Owner reasonably believes that Owner will
require additional time to cure the Event of Default, Owner shall promptly notify the City in
writing, in which case (i) after advising the City Council in an open meeting of Owner's
efforts and intent to cure, Owner shall have one hundred eighty (180) calendar days from the
original date of receipt of the written notice, or (ii) if Owner reasonably believes that Owner
will require more than one hundred eighty (180) days to cure the Event of Default, after
advising the City Council in an open meeting of Owner's efforts and intent to cure, such
additional time, if any,as may be offered by the City Council in its sole discretion.
4.3. Termination for Event of Default and Payment of Liquidated Damages.
If an Event of Default has not been cured within the time frame specifically allowed
under Section 4.2, the City shall have the right to terminate this Agreement immediately.
Owner acknowledges and agrees that an uncured Event of Default will (i) harm the City's
economic development and redevelopment efforts on the Premises and in the vicinity of the
Premises; (ii) require unplanned and expensive additional administrative oversight and
involvement by the City; and(iii) otherwise harm the City,and Owner agrees that the amounts
of actual damages therefrom are speculative in nature and will be difficult or impossible to
ascertain. Therefore, upon termination of this Agreement for any Event of Default, Owner
shall pay the City, as liquidated damages all taxes that were abated in accordance with this
Agreement for each year when an Event of Default existed and which otherwise would have
been paid to the City in the absence of this Agreement. The City and Owner agree that this
amount is a reasonable approximation of actual damages that the City will incur as a result of
an uncured Event of Default and that this Section 4.3 is intended to provide the City with
compensation for actual damages and is not a penalty. This amount may be recovered by the
City through adjustments made to Owner's ad valorem property tax appraisal by the appraisal
district that has jurisdiction over the Premises. Otherwise, this amount shall be due, owing
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and paid to the City within sixty (60) days following the effective date of termination of this
Agreement. In the event that all or any portion of this amount is not paid to the City within
sixty (60) days following the effective date of termination of this Agreement, Owner shall also
be liable for all penalties and interest on any outstanding amount at the statutory rate for
delinquent taxes, as determined by the Code at the time of the payment of such penalties and
interest(currently, Section 33.01 of the Code).
4.4. Termination at Will.
If the City and Owner mutually determine that the development or use of the Premises
or the anticipated Required Improvements are no longer appropriate or feasible, or that a
higher or better use is preferable, the City and Owner may terminate this Agreement in a
written format that is signed by both parties. In this event, (i) if the Term has commenced,the
Term shall expire as of the effective date of the termination of this Agreement; (ii) there shall
be no recapture of any taxes previously abated; and (iii) neither party shall have any further
rights or obligations hereunder.
4.5. Sexually Oriented Business & Liquor Stores or Package Stores.
a. Owner understands and agrees the City has the right to terminate this
agreement, without cause, if the Project contains or will contain a sexually oriented
business.
b. Owner understands and agrees that the City has the right to terminate this
agreement, without cause, as determined in City's sole discretion if the Project contains or
will contain a liquor store or package store.
5. INDEMNIFICATION.
Owner understands and agrees that the City is not sponsoring the Project or creating any
kind of partnership or joint venture with Owner with regard to the Project, including, but not limited
to, the construction of the Required Improvements. It is expressly understood and agreed that
Owner shall operate as an independent contractor as to all aspects of the Project, and not as an agent
or representative the City. OWNER, AT OWNER'S OWN EXPENSE, SHALL INDEMNIFY,
DEFEND (WITH COUNSEL REASONABLY ACCEPTABLE TO THE INDEMNIFIED
PARTIES HEREIN) AND HOLD HARMLESS THE CITY, ITS OFFICERS, AGENTS,
SERVANTS, EMPLOYEES AND CONTRACTORS, FROM AND AGAINST ANY CLAIM,
LAWSUIT OR OTHER ACTION FOR DAMAGES OF ANY KIND, INCLUDING, BUT NOT
LIMITED TO, PROPERTY LOSS, PROPERTY DAMAGE AND/OR PERSONAL INJURY OF
ANY KIND, INCLUDING DEATH, TO ANY AND ALL PERSONS, OF ANY KIND OR
CHARACTER, WHETHER REAL OR ASSERTED, TO THE EXTENT (i) CAUSED BY THE
NEGLIGENT OR WILLFUL ACT(S) OR OMISSION(S) OF OWNER, ITS OFFICERS,
AGENTS, SERVANTS, EMPLOYEES, CONTRACTORS AND/OR SUBCONTRACTORS,AND
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(ii) ARISING OUT OF, OCCASIONED BY OR RELATED TO THE PROJECT OR THE
CONSTRUCTION OF THE REQUIRED IMPROVEMENTS OR ANY OTHER
PERFORMANCE OF THIS AGREEMENT.
6. EFFECT OF SALE OF PREMISES.
Owner may assign this Agreement and all or any portion of the benefits provided hereunder
to PMA FW Presidio, LLC or an Affiliate without the consent of the City, provided that (i) prior to
or contemporaneously with the effectiveness of such assignment, Owner provides the City with
written notice of such assignment, which notice shall include the name of the Affiliate and a contact
name, address and telephone number, and (ii) the Affiliate agrees in writing to assume all terms and
conditions of Owner under this Agreement. For purposes of this Agreement, an "Affiliate" means
all entities, incorporated or otherwise, under direct or indirect common control with Owner,
controlled by Owner or controlling Owner. For purposes of this definition, "control" means fifty
percent (50%) or more of the ownership determined by either value or vote. Owner may not
otherwise assign this Agreement or any of the benefits provided hereunder to another party without
the consent of the City Council, which consent shall not unreasonably be withheld or delayed,
provided that (i) the City Council finds that the proposed assignee is financially capable of meeting
the terms and conditions of this Agreement and (ii) the proposed assignee agrees in writing to
assume all terms and conditions of Owner under this Agreement. Any attempted assignment
without the City Council's prior written consent shall constitute grounds for termination of this
Agreement and the Abatement granted hereunder following ten (10) calendar days of receipt of
written notice from the City to Owner.
In no event shall the abatement term be extended in the event of a subsequent sale or
assignment.
7. NOTICES.
All written notices called for or required by this Agreement shall be addressed to the
following, or such other party or address as either party designates in writing, by certified mail,
postage prepaid, or by hand delivery:
City: Owner:
City of Fort Worth Scenic Race, LLC
Attn: City Manager 14160 N. Dallas Pkwy,#750
200 Texas Street Dallas,Texas 75254
Fort Worth,Texas 76102 Attn: Pretlow Riddick
And
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Neighborhood Services Department
Attn: Director
200 Texas Street
Fort Worth, Texas 76102
8. MISCELLANEOUS.
8.1. Bonds.
The Required Improvements will not be financed by tax increment bonds. This
Agreement is subject to rights of holders of outstanding bonds of the City.
8.2. Conflicts of Interest.
Neither the Premises nor any of the Required Improvements covered by this
Agreement are owned or leased by any member of the City Council, any member of the City
Plan or Zoning Commission or any member of the governing body of any taxing units in the
Zone.
8.3. Conflicts Between Documents.
In the event of any conflict between the City's zoning ordinances, or other City
ordinances or regulations, and this Agreement, such ordinances or regulations shall control. In
the event of any conflict between the body of this Agreement and Exhibit"Y',the body of this
Agreement shall control.
8.4. Future Application.
A portion or all of the Premises and/or Required Improvements may be eligible for
complete or partial exemption from ad valorem taxes as a result of existing law or future
legislation. This Agreement shall not be construed as evidence that such exemptions do not
apply to the Premises and/or Required Improvements.
8.5. City Council Authorization.
This Agreement was authorized by the City Council through approval Mayor and
Council Communication No. C-28659 on April 10, 2018, which, among other things,
authorized the City Manager to execute this Agreement on behalf of the City.
8.6. Estoppel Certificate.
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Any party hereto may request an estoppel certificate from another party hereto so long
as the certificate is requested in connection with a bona fide business purpose. The certificate,
which if requested will be addressed to the Owner, shall include, but not necessarily be limited
to, statements that this Agreement is in full force and effect without default (or if an Event of
Default exists, the nature of the Event of Default and curative action taken and/or necessary to
effect a cure), the remaining term of this Agreement, the levels and remaining term of the
Abatement in effect, and such other matters reasonably requested by the party or parties to
receive the certificates.
8.7. Owner Standing.
Owner shall be deemed a proper and necessary party in any litigation questioning or
challenging the validity of this Agreement or any of the underlying laws, ordinances,
resolutions or City Council actions authorizing this Agreement and Owner shall be entitled to
intervene in any such litigation.
8.8. Venue and Jurisdiction.
This Agreement shall be construed in accordance with the laws of the State of Texas
and applicable ordinances, rules, regulations or policies of the City. Venue for any action
under this Agreement shall lie in the State District Court of Tarrant County, Texas. This
Agreement is performable in Tarrant County,Texas.
8.9. Severability.
If any provision of this Agreement is held to be invalid, illegal or unenforceable, the
validity, legality and enforceability of the remaining provisions shall not in any way be
affected or impaired.
8.10. Headings Not Controlling.
Headings and titles used in this Agreement are for reference purposes only and shall
not be deemed a part of this Agreement.
8.11. Entirety of Agreement.
This Agreement, including any exhibits attached hereto and any documents
incorporated herein by reference, contains the entire understanding and agreement between
the City and Owner, their assigns and successors in interest, as to the matters contained
herein. Any prior or contemporaneous oral or written agreement is hereby declared null and
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void to the extent in conflict with any provision of this Agreement. This Agreement shall
not be amended unless executed in writing by both parties and approved by the City
Council. This Agreement may be executed in multiple counterparts, each of which shall be
considered an original, but all of which shall constitute one instrument.
[SIGNATURES FOLLOW ON NEXT PAGE]
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CITY OF FORT WORTH:
By:
Fernando Costa
Assistant City Manager
Scenic Race, LLC
By: _ g),
Name: Pretlow Riddick
Title: Manager
ATTEST:
fOR7"-
By:
City Sec4p/ 0: :3:
APPROVED AS TO FORM AND LEGA
XAS
By
Melinda Ramos
Sr. Assistant City Attorney
M& C: C-28659
OFFICIAL RECORD
CITY SECRETARY
FT.WORTHO Tx
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STATE OF TEXAS §
COUNTY OF TARRANT §
BEFORE ME, the undersigned authority, on this day personally appeared Fernando Costa,
Assistant City Manager of the CITY OF FORT WORTH, a municipal corporation, known to me to be
the person and officer whose name is subscribed to the foregoing instrument, and acknowledged to
me that the same was the act of the said CITY OF FORT WORTH, TEXAS, a municipal corporation,
that he was duly authorized to perform the same by appropriate resolution of the City Council of the
City of Fort Worth and that he executed the same as the act of the said City for the purposes and
consideration therein expressed and in the capacity therein stated.
GIVEN UNDER MY HAND AND SEAL OF OFFICE this /L_day of
bSs,cA•C , 2018.
` f TRIKINYA L. JOHNSON
Notary P blic ts
d for ,,o,► `P��
;r, Notary Public, State of Texas
the State of Te Comm. Expires 04-17-2022
;.,
°i `` Notary ID 1238832-0
STATE OF TEXAS §
COUNTY OF_ QA H AS §
BEFORE ME, the undersigned authority, on this day personally appeared Pretlow Riddick, Manager
of Scenic Race, LLC, a Texas limited liability company, known to me to be the person whose name
is subscribed to the foregoing instrument, and acknowledged to me that he executed the same for the
purposes and consideration therein expressed, in the capacity therein stated and as the act and deed of
Scenic Race, LLC.
GIVEN 'UNDER MY HAND AND SEAL OF OFFICE this 2q'�'day of
, 2018.
_ 1✓�C LAURA 8 ARLS
NotaryLl Public in and for r Notary Public
State of Texas
the State of Texas t ID#12884924-6
OF My Comm.Exp.01-11-2020
OFFICIAL,RECORD
CITY SECRETARY
FT.WORTH,TX
Page 15 of 18
NEZ Tax Abatement with Scenic Race, LLC
Approved by M&C C-28659,April 10,2018
Exhibit 1: Property Description
Exhibit 2: Application: (NEZ)Incentives and Tax Abatement
Exhibit 3: Project description including kind, number, and details of the proposed
improvements.
Exhibit 4: Final Construction Invoices (to be attached after completing construction of
Required Improvements)
Page 16 of 18
NEZ Tax Abatement with Scenic Race,LLC
Approved by M&C C-28659,April 10,2018
Exhibit 1
Property Description
Lot 12R Mrs. E.A. Self's Addition, an Addition to the City of Fort Worth, Tarrant County, Texas
being a replat of 1.947 acres of land in the John Little Survey, Abstract No. 959 and a portion of Lots
16 through 26 and a portion of an alley located in Mrs. E.A. Self's Addition an Addition to the City of
Fort Worth, Tarrant County, Texas according to the Plat recorded in Volume 533, Page 225, of the
Public Records of Tarrant County,Texas, for a total of 4.297 acres.
Page 17 of 18
NEZ Tax Abatement with Scenic Race,LLC
Approved by M&C C-28659,April 10,2018
Exhibit 2
FORT WORTH. Application No, NI 2-10- OOOq�D
City of Fort Worth
Neighborhood Empowerment Zone (NEZ) Application for Basic Incentives
Applicant Information
Property Owner: Scenic Race,LLC
Last First M.I.
Address: 14160 N.Dallas Parkway,Suite 750,Dallas,TX 75254
Street Address City State Zip
Phone: 214-393-4116 Email: ccolley@criteriondp.com
Contact: Ray,Christopher Eric
(Ifdierent) Last First M.I.
Phone: 214-394-3587 Email: cray@rangeer.us.com
Project Information
NEZ certifications are project specific.Please describe your project: 138 new construction apartments
❑ ® ❑ ❑ ❑ ❑
Single Family Multi-Family Commercial Industrial Community Facilities Mixed-Use
Project Address: 2417 RACE ST CFW;SELF,EA ADDITION Block 1 Lot 16 17 18 19 20 2122 23 24 25&26
Street-Address 2300 MC LEMORE AVE CFW;LITTLE,JOHN SURVEY Abstract 958 Tract
Legal Description: 19D 26B 27 27A 27A1 27B 31A&31B
Lot Block Addition
YES NO YES NO
I
New Construction/Addition: [ ❑ Remodel/Rehab: ❑ ❑
Total New Sq.Ft. APprox. 110,000 Total Development Cost: $21,000,000
YES NO
Will the NEZ certified property be occupied by the property owner? ❑ '!
If your project is a Mixed Use project,please list all specific uses that are being proposed: j
YES NO
Do you wish to apply for a Municipal Property Tax abatement for this project? ® ❑
If the above answer is yes,please contact the City of Fort Worth Neighborhood Services Department at
(817)392-7316 or visit b tp://fortworthtexas.gov/neighborboods/NEZ/for additional information.
YES NO
Do you wish to apply for a release of certain City liens? ® ❑
I
Weed,Paving,Demolition and Board Up/Open Structure liens may be released
For Zoning Office Use Only
YES NO
Will a Zoning Change application be uecessaqjkr this project? ❑
Signature of Zoning Sta�7-� Date:
RaOsed 0512076 JLE
i
ORTWORT a Application No.
City of Fort Worth
;
Neighborhood Empowerment Zone(NEZ)Application for Basic Incentives
Acknowleftementsi
f
I hereby certify that the information provided is true and accurate to the best of my knowledge. �
I hereby acknowledge that I have read the NEZ Basic Incentives,which governs the granting of tax abatements,fee
waivers and release of City liens, and that any VIOLATION of the terms of the NEZ Basic Incentives or
hGSREPRESENTATION shall constitute grounds for rejection of an application or termination of incentives at the
discretion ofthe City.
I understand that the approval of fee waivers and other incentives shall not be deemed to be approval of any aspect
of the project. I understand that I am responsible for obtaining required permits and inspections from the City and
in ensuring the project is located in the correct zoning district.
I understand that my application will not be processed if it is incomplete.If the application is not complete within
30 days,it will be withdrawn and application fees paid will not be reimbursed.I agree to provide any additional
information for determining eligibility as requested by the City.
I understand that if there are taxes due or liens against any property owned in the City of Fort Worth I may not be
eligible for NEZ basic incentives.
I understand that I must pay all associated fees at the time of project application and/or permit submittal if I wish
to submit permits prior to determination of NEZ eligibility. j
;
I understand that some permits may not be issued while NEZ eli 'bility' being ab ished.
Printed Name of Property Owner Signature of Property OWner Date
lPlease:mail,e-Mail or brinig your om�gle :a' c......o<;
. .......... . ..
P
,::,:::_.....:...,•.::::,::::::;�::.:.:..:......:;CYty;o:,7�?'ort:Worth Pl•..nnnng and.l?g�velopinen_,_.,.ep:rtmen�.
..•::..,;1000 oclimortou Sere ��Fo rth;. exas::�61f1Z:'.;:::::;. :,;. :: :;::`;,:;_;_::; :.:: -:::...;
An electronic version of this form is available on our website.For more information on the NEZ Program for
Basic Incentives,please visit our web site at http:/Ifortworthtexas, og v/mi&b-orhoods/NFV or contact our office
at(817)392-2222 or DevNezProgram@fortworthtexas.gov.
For more information on Tax Abatements,see the above website or contact Neighborhood Services at
(817)392-7316.
For Planning . Development
YFS No
Project certified for NEZ Basic Incentives: ❑ ❑ If yes,Certified By:
If not certified,reason for denial:
RaWsed 052016 JCE
i
Exhibit 3
Proiect Description
One Hundred thirty eight (13 8) residential unit complex with Four(4)three-story buildings, some
with walk-out basements, containing a mix of the following units:
# Unit Scift
5 Studios 500
93 1 Bed 640 - 747
40 2 Bed 1074 - 1179
138
Features
Pool with sundeck
Indoor/outdoor living area
Grilling area
Leasing office
Club room
Fitness center
Bike storage
Postal center
Exterior: stucco and fiber cement siding and landscaping with informal amenity areas, including
bluff preservation area with trail, public plaza and mature trees
Parking with a mix of carports and open spaces
Page 18 of 18
NEZ Tax Abatement with Scenic Race,LLC
Approved by M&C C-28659,April 10,2018
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Exhibit 4
Final Construction Invoices
Will be provided to City after construction is complete and final Certificate of
Occupancy is issued.
M&C Review
Official
CITY COUNCIL AGENDA FORTTII
COUNCIL ACTION: Approved on 411012018
DATE: 4/10/2018 REFERENCE NO.: C-28659 LOG NAME: 19NEZPRESIDIO
CODE: C TYPE: NON-CONSENT PUBLIC HEARING: NO
SUBJECT: Authorize Execution of a Five-Year Tax Abatement Agreement with Scenic Race,
LLC, and Assignment After Closing to PMA FW Presidio, LLC, to Construct a 138
Residential Unit Complex Located at the Corner of Oakhurst Scenic Drive and Race
Street in the Six Points Neighborhood Empowerment Zone and Permit Certain
Payments to the Fort Worth Housing Finance Corporation to Satisfy Affordable
Housing Requirements (COUNCIL DISTRICT 9)
RECOMMENDATION:
It is recommended that the City Council authorize the execution of a five-year Tax Abatement
Agreement with Scenic Race, LLC, and assignment after closing to PMA FW Presidio, LLC, to
construct a 138 residential unit complex located at the corner of Oakhurst Scenic Drive and Race
Street in the Six Points Neighborhood Empowerment Zone, in accordance with the Neighborhood
Empowerment Zone Tax Abatement Policy and Basic Incentives and permit certain payments to
the Fort Worth Housing Finance Corporation to satisfy affordable housing requirements.
DISCUSSION:
Scenic Race, LLC (Property Owner), is the owner of property located at Abstract 958, Tracts 19D,
26B, 27A, 27A1, 27B, 31A and 31 B, John Little Survey, and Block 1, Lots 16 through26, EA Self
Addition, an Addition to the City of Fort Worth, Tarrant County, Texas. The property is located
within the Six Points Neighborhood Empowerment Zone (NEZ).
The Property Owner plans to sell the property to PMA FW Presidio, LLC who will invest an
estimated amount of$18,442,000.00 to construct a 138 residential unit complex (Project). The
Neighborhood Services Department reviewed the application and certified that the Project met the
eligibility criteria to receive a Municipal Property Tax Abatement. The NEZ Tax Abatement Policy
and Basic Incentives includes a five-year municipal property tax abatement on the increased value
of improvements to the qualified owner of any new construction or rehabilitation within the NEZ.
A multi-family project located in a NEZ must satisfy one of the following for a five-year tax
abatement:
At least 10 percent of the total units constructed or rehabilitated shall be affordable (as defined by
the U.S. Department of Housing and Urban Development) and set aside to persons with incomes
at or below 80 percent of area median income based on family size and at least another 10
percent of the total units constructed or rehabilitated shall be affordable (as defined by the U.S.
Department of Housing and Urban Development) and set aside to persons with incomes at or
below 60 percent of area median income based on family size; or
If specifically permitted by the City Council, in its sole discretion and as specified in the Tax
Abatement Agreement, pay the Fort Worth Housing Finance Corporation an annual sum equal to
$200.00 for each rental residential unit located on the property which is subject to the tax
http://apps.cfwnet.org/council_packet/mc review.asp?ID=25732&councildate=4/10/2018[04/23/2018 11:09:20 AM]
M&C Review
4
abatement. The Fort Worth Housing Finance Corporation is a housing finance corporation
created pursuant to authorization by the City Council of the City of Fort Worth in accordance with
Chapter 394, Texas Local Government Code, to assist in the financing of the costs of residential
development and ownership for citizens of decent, safe and sanitary housing at affordable prices.
The developer is requesting the option to pay the Fort Worth Housing Finance Corporation the
annual sum in lieu of setting aside the affordable units and Staff recommends approval of this
request.
Upon execution of the Agreement, the total assessed value of the improvements used for
calculating municipal property tax will be frozen for a period of five years starting January 2020 at
the estimated pre-improvement value, as defined by the Tarrant Appraisal District (TAD) in 2018,
after demolition of the existing buildings so the pre-improvement value for tax abatement purposes
will be $0.00.
The Municipal Property Tax Abatement on the improved value of the Project after construction is
estimated in the amount of$148,459.00 per year for a total in the estimated amount of
$742,295.00 over the five-year period. However, this estimate may differ from the actual tax
abatement value, which will be calculated based on the Tarrant Appraisal District appraised value
of the property.
The Tax Abatement Agreement may be assigned to an affiliate of PMA FW Presidio, LLC, without
the consent of the City Council. If the property is sold to a new owner, other than an affiliate, the
Agreement may be assigned only with City Council approval and provided that the new owner
meets all of the eligibility criteria as stated in the NEZ Tax Abatement Policy and Basic Incentives.
This property is located in COUNCIL DISTRICT 9.
FISCAL INFORMATION/CERTIFICATION:
The Director of Finance certifies that upon approval of the above recommendations an estimated
$742,295.00 in property taxes will be abated over the five year period from 2020-2025. This
amount will be included in the City's five year financial forecast.
M
Fund Department Account Project Program Activity Budget Reference# Amount
ID ID Year (Chartfield 2)
FROM
Fund Department Account Project Program Activity Budget Reference# Amount
ID I I ID I I Year (Chartfield 2)
Submitted for City Manager's Office by: Fernando Costa (6122)
Originating Department Head: Aubrey Thagard (8187)
Additional Information Contact: Sarah Odle (7316)
ATTACHMENTS
http://apps.cfwnet.org/council_packet/mc review.asp?ID=25732&councildate=4/10/2018[04/23/2018 11:09:20 AM]
M&C Review
,r
Form 1295 - PMA FW Presidio LLC (003).W
Form 1295 Scenic Race LLC pdf
Mao for Council Presidio Project p_df
Rendering.pdf
Site Plan with Landscapinapdf
http://apps.cfwnet.org/council_packet/mc review.asp?ID=25732&councildate=4/10/2018[04/23/2018 11:09:20 AM]
CERTIFICATE OF INTERESTED PARTIES
FORM 3.295
101`1
Complete Nos.1-4 and 6 if there are Interested parties. OFFICE USE ONLY
Complete Nos.1,2,3,5,and 6 if there are no interested parties. CERTIFICATION OF FILING
I Name of business entity filing form,and the city,state and country of the business entity's place Certificate Number:
of business. 12018-326448
Scenic Race,LLC
Dallas,TX United States Date Filed:
2 Name of governmental entry or state agency that is a party to the contract for which the form Is 03/15/2018
being filed.
City of Fort Worth Date Acknled L
lel'
3 Provide the identification number used by the governmental entity or state agency to track or identify the contract,and provide a
description of the services,goods,or other property to be provided under the contract.
Tax Abatement
Apartment development
4 Nature of interest
Name of Interested Party City,State,Country(place of business) (check applicable)
Controlling I Intermediary
5 Check only if there is NO Interested Party.
X
6 UNSWORN DECLARATIN
e
My name is !""\`0�i � `Ol t and my date of birth is `
My address is l q G o Votes P w �f '� , -7g , us A.
(street) (city) (stab) (zip code) (—try)
I declare under penalty ofperjury that the foregoing is true and correct. • I'L
Executed in Y `�—` County, State of ,on the day of '" A " 20 f .
(month) (year)
oz
Signature of authorized agent of contracting business entity
(Dedarant)
Forms provided by Texas Ethics Commission www.ethics.state.tx.us Version V1.0.5523