Loading...
HomeMy WebLinkAboutContract 33805-EC1 Ciel q � � -_ ! i VO ESTOPPEL TO: Berkeley Apartments Phase I LLC 101 Metro Drive, Suite 325 San Jose, California 95110 FROM: City of Fort Worth 1000 Throckmorton Fort Worth, Texas 76102 Attn: City Manager RE: Tax Abatement Agreement for Property Located in a Neighborhood Empowerment Zone by and between City of Fort Worth, Texas, a home rule municipal corporation organized under the laws of the State of Texas (the "City"), and Park Ridge Multi-Family LP, a Texas Limited Partnership ("Park Ridge"), dated July 25, 2006 (the "Tax Abatement Agreement") The City and Park Ridge entered into the Tax Abatement Agreement for the real property legally described on the attached Exhibit A (the "Property"). Park Ridge intends to assign its interest in the Tax Abatement Agreement to Berkeley Apartments Phase I LLC ("Berkeley V). Pursuant to the Tax Abatement Agreement, the City and Berkeley I (as successor-in-interest to Park Ridge) are required to provide estoppel certificates when requested. At the request of Park Ridge, the City is providing this Estoppel Certificate (the "Estoppel Certificate") to Berkeley I. All capitalized terms in this Estoppel Certificate shall have the same meaning as set forth in the Tax Abatement Agreement. Accordingly, for good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the City hereby certifies and agrees as follows: 1. A true, correct and complete copy of the Tax Abatement Agreement is attached hereto as Exhibit B, which Tax Abatement Agreement is in full force and effect as of the date hereof, and has not been modified, changed, altered or amended (and there are no other promises, agreements, understandings, or commitments between the City and PARK RIDGE relating to the Tax Abatement Agreement). The Tax Abatement Agreement comprises the only agreement between the City and PARK RIDGE with respect to the abatement of taxes for the Property. 2. The Compliance Auditing Term pursuant to the Tax Abatement Agreement commenced on January 1, 2009 and will expire on December 31, 2014. The Term of the Abatement benefit pursuant to the Tax Abatement Agreement commenced on January 1, 2010, and will expire on December 31, 2014. Accordingly, the current year of the Abatement Term is year five. OFFICIAL RECORD CITY SECRETARY FT.WORTH,TX �E® MAY 09 1014 3. The Required Improvements have been completed in accordance with and as provided by the terms of the Tax Abatement Agreement, Lease, as evidenced by the issuance of certificates of occupancy for each of such Required Improvements, and the City has accepted such Required Improvements in satisfaction of the applicable obligations under Section 1.1 and Section 1.2 of the Tax Abatement Agreement. 4. As of the date of this Estoppel, (i) PARK RIDGE has not been, and is currently not, in default under the Tax Abatement Agreement, and (ii) no event has occurred and no condition exists which, with the giving of notice or the lapse of time or both, would constitute a default under the Tax Abatement Agreement. 5. PARK RIDGE has complied with all of the obligations of Owner with respect to the City's right to inspect of the Property and audit the Records. The City has determined that, as of the date hereof, the Owner and/or the Property are in compliance with the Tax Abatement Agreement. PARK RIDGE has timely delivered the information and documentation required pursuant to Section 3.3 of the Tax Abatement Agreement. 6. The City hereby acknowledges and agrees that PARK RIDGE has the right to assign PARK RIDGE's interest in the Tax Abatement Agreement to a new owner of all or any portion of the Property and/or the Required Improvements, subject to the prior written consent of the City Council. PARK RIDGE has formally requested such consent, and the matters were presented to the City Council on April 15, 2014. The form of Assignment Agreement attached hereto as Exhibit "C" fully satisfies the requirements for an assignment and assumption agreement pursuant to Section 5 of the Tax Abatement Agreement in connection therewith. 7. This Certificate shall be binding upon and shall inure to the benefit of the City, PARK RIDGE, and Berkeley I and its Affiliates. The City agrees and acknowledges that PARK RIDGE, Berkeley I and its Affiliates may rely on this Certificate in connection with the assignment of the Tax Abatement Agreement to Berkeley I or its Affiliate. 8. The undersigned representative of the City is duly authorized and fully qualified to execute this instrument on behalf of the City, thereby binding the City, and no further authority, consent, action, resolution or other approval or documentation is necessary in connection with same (whether executive or legislative in nature or otherwise). ATTEST: o Y OF FORT WORTH 56 x By: By: ity Set y Name: Ferndo Costa Title: Assistant Cit Mana er APPROVED AS TO FORM AND LEGALITY: B Y• Name: Melinda Ramos Title: Sr. Assistant City Attorney OFFICIAL RECORD CITU SECRETARY EXHIBIT A LEGAL DESCRIPTION 2001 Park Hill Drive; Lot 1, Block 1, Park Ridge IV Addition to the City of Fort Worth, Tarrant County, Texas, according to the Plat filed in Cabinet A, Slide 11237, being a part of Block 1, and all of Block 2,3,4, and 5 Park Ridge III Addition to the City of Fort Worth, Volume 388-133, Page 11 and being a part of Lot 1, and all of Lot 2, Block 1R, Park Ridge Addition to the City of Fort Worth, Volume 388-111, Page 41, Plat Records, Tarrant County, Texas, situated in the M.J. Arocha Survey, Abstract No 2, Tarrant County, Texas. EXHIBIT B TAX ABATEMENT AGREEMENT Exhibit B for Estoppel CITY SECRETARY 2B CONTRACT NO STATE OF TEXAS § COUNTY OF TARRANT § TAX ABATEMENT AGREEMENT FOR PROPERTY LOCATED IN A NEIGHBORHOOD EMPOWERMENT ZONE 2001 Park Hill Drive This TAX ABATEMENT AGREEMENT ("Agreement") is entered into by and between the CITY OF FORT WORTH, TEXAS (the "City"), a home rule municipal corporation organized under the laws of the State of Texas and acting by and through Dale Fisseler, its duly authorized Assistant City Manager, and Park Ridge Multi-Family LP, a Texas Limited Partnership("Owner"), acting by and through Owner's general.partner. The City Council of the City of Fort Worth(`City CounciFl)hereby finds and the City and Owner hereby agree that the following statements are true and correct and constitute the basis un. po 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 (NEZ) if the .municipality determines that the creation of the zone would promote: a. The creation of affordable housing, including manufactured housing in the zone; b. An increase in economic development in the zone; c. An increase in the quality of social services, education, or public safety provided to residents of the zone; or d. The rehabilitation of affordable housing in the zone B. Chapter 378 of the Texas Local Government Code provides that a municipality that creates a NEZ, may enter into agreements abating municipal property taxes on property in the zone. I C. On July 31, 2001, the City adopted basic incentives for property owners who own property located in NEZ, 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 NEZ Basic incentives ("NEZ Incentives"), these are readopted on October 4, 2005 (M&C G-14947). The October 4, 2005 NEZ incentives are attached hereto as Exhibit"A"and hereby made a part of this Agreement for all purposes. 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"). 08-0;-06 P05 : 27 IN a• E. On January 6, 2004, the Fort Worth City Council adopted Resolution No. 3030 establishing "Designation of Berry University 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"B". 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 an apartment complex (the"Project'). H. On January 13, 2006, 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 "C" and hereby made a part of this Agreement for all purposes. I. On July 18, 2006, the City Council adopted Ordinance No. 17063 (the "Ordiunance") establishing "Neighborhood Empowerment Reinvestment Zone No. 30 City of Fort Worth,Texas(the "Zone"). J. 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. K. The terms of this Agreement, and the Premises and Required Improvements, satisfy the eligibility criteria of the NEZ Incentives. E. Written notice that the City intends to enter into this Agreement, along with a copy of this Agreement, has been fu-nished 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 PropeKly Improvements. Owner shall construct, or cause to be constructed, on and within. the Premises certain improvements consisting of a 406 unit multi-family apartment complex, (i) of at least 379,718 square feet in size and (ii) having a minimum construction cost upon completion of $36,347,300.00 including site development costs (collectively, the "Required Improvements") anal (iii) The "Required Improvements" shall have an appraised value of$32,4801000.00 as determined by an independent appraiser. The type, site plan, elevation, number, and location of the Required Improvements are more particularly described in Exhibit"D". Owner shall provide a copy of the final construction invoices, independent appraisal and final site plan to City once it is approved by the Department of Development and the parties agree that such final construction invoices, independent appraisal and final site plan shall be a part of this Agreement and shall be labeled Exhibit"E". For purposes of this Agreement, "Construction Costs" shall mean site development costs; hard construction costs; contractor fees; the costs of supplies and materials; engineering'fees; architectural fees; and other professional (including legal and the costs associated with the financing of the Required Improvements), development 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$36,347,300.00 in Construction Costs for work substantially the same as that provided in Exhibit"D" 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 46 expend at least $36,347,300.00 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 preliminary site plan. 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"D". 1.2. Completion Date of Required Improvements. Owner covenants to substantially complete construction of all of the Required Improvements within three years from the issuance and receipt of the first building permit, unless delayed because of force majeure,in which case the three years shall be.extended by the number'of days comprising the specific force Majeure. For 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. 1.3. Use of 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 "D". 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. 1.4. Property Maintenance. Owner covenant 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 OlAbatement"). 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 on June 30, 2006, 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 from the construction of the Required Improvements, 2.1.1. Abatement .Based on Construction Expenses, 10% Affordable 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 $36,347,300.00 on construction costs of the Required Improvements (including, but not limited to, site development costs) and; 2.1.2.2 Set aside ten percent (10%) of the total units or forty (40) units, consisting of thirty--two (32) one bedrooms and eight (8) two bedrooms for families with income at or below 80% of Area Family Median. Income (AMFI) adjusted annually by the Housing and Urban Development Depar Rent(HUD). In no event shall Owner unreasonably deny an 80% of AMFI tenant's application. In r the event that the set aside units fall below the 10% set aside, Owner shall make its best effort to bring the 10% set aside back into compliance within the time specified in section 4. Determination of compliance with the construction spending requirements of this Section 2.1.2.1 shall be based on spending during the period of time prior to and including Maxcb, 12006. Determination of compliance with the forty(40)units set aside for families with income at or below 80%of median income requirements of this Section 2.1.2 shall be based on Owner's occupancy data on August 1 of each year during the Compliance Auditing Term,as defined in Section 2.5. The maximum percentage of Abatement available to Owner under this Section 2.1. is 100 percent (100%). 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 four 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. 2.3. Abatement Limitation. Notwithstanding anything that may be interpreted to the contrary in this Agreement, Owner's Abatement in any given year shall be based on the increase in value of the Premises, including the Required Improvements, up to a maximum of$44,400,000.00. In other words,by way of example only,if the increase in value of the Premises,including the Required Improvements, in a given year is$45,000,000.00 Owner's Abatement for that tax year shall be capped and calculated as if the increase in value of the Premises for that year had only been$44,400,000.00. 2.4. 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.. 2.5. 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 31 st immediately preceding their respective fifth (5th) anniversaries. hiformation for the last Compliance Auditing Term shall be submitted as indicated in Section 3.3. 2.6. 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 reftiuided to any party for any reason.. 3. RECORDS AUDITS AND EVALUAMN OF PROTECT. 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 Terra 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. 3.2. Audits. The City shall have the right 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 detennure compliance with this Agreement. Owner shall make all Records available to the City on the Premises or at another location in the City 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 February 1 following the end every year 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 construction contracts and subcontracts awarded on the Project. 3.3.2. The number of units occupied by families with income at or below 80% of (AMFI)and the rents for those units. I 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 41. i 3.4. Determination of Compliance. E On or before August 1 of each year during the Compliance Auditing Terra,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 itherefore based upon Owner's compliance with the terms and conditions of this Agreement i during the previous year of the Compliance Auditing Term. 4. EVENTS OF DEFAULT. i 4.1. Defined. i 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 properly 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 shad.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 shalt 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 (1.80) 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 ftVment 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 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 &Li uor 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. ME CATION. 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 EVDEMNIFY, DEPEND (WITH COUNSEL REASONABLY ACCEPTABLE TO THE EVDE.2 MFIED PARTIES HEREIN) AND HOLD HARMLESS THE CITY, ITS OFFICERS, AGENTS, SERVANTS, EMPLOYEES AND CONTRACTORS, FROM AND AGAINSTANY CLAIM,LAWSUIT OR OTHER ACTIONFOR DAMAGES OFANYMND, EVCLUDEVG, BUT NOT LIMITED TO, PROPERTY LOSS, PROPERTY DAMAGE AND/OR PERSONAL 17VJU1?Y OF ANY KIND, .INCLUDING DEATH, TO ANY AND ALL PERSONS, OFANYKUVD OR CHARACTER, WHETHER REAL OR ASSERTED, TO THE EXTENT(i) CAUSED BY THE NEGLIGENT OR WILLFUL ACTS) OR OMISSION(S) OF OWNER, ITS OFFICERS, AGENTS, SERVANTS, EMPLOYEES, CONTRACTORS AND/OR SUBCONTRACTORS, AND (ii) ARISEVG OUT OF, OCCASIONED BY OR RELATED TO THE PROJECT OR THE CONSTRUCTION OF THE REQUIRED IMPROVEMENTS OR ANY OTHER PERFORMANCE OF THIS A GREEMENT. 6. EFFECT OF SALE OF PREMISES. The Abatement granted hereunder shall vest only in Owner and cannot be assigned to a new owner of all or any portion of the Premises and/or Required. Improvements and/or tangible personal property on the Premises without the prior consent of the City Council, which consent shall not be unreasonably withheld 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. Owner may not otherwise assign, lease or convey any of its rights under this Agreement. Any attempted assignment without the City Council's prior consent shall constitute grounds for termination of this Agreement and the Abatement granted hereunder following ten(l0) calendar days of receipt of written notice from.the City to Owner. 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, i postage prepaid,or by hand delivery: City: Owner: City of Fort Worth Park Ridge Multi-Family,L.P. Attn: City Manager 500 N.Akard, Suite 3300 1000 Throckm:orton Dallas,Texas 75201 Fort Worth,Texas 76102 Attn: JeffCotutwright and Housing Department Director 1000 Throclonorton Fort Worth, Texas 76102 8. NIISCELLANEOUS. 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"D",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 lave 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-21576 on July 18, 2006, which, among other things, authorized the City Manager to execute this Agreement on behalf of the City. Y 8.6. Estoppel Certificate. Any party hereto may request an estoppel certificate from another patty 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 parry 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. Recordation. A certified copy of this Agreement in recordable form shall be recorded in the Deed Records of Tarrant County,Texas. 8.10. Severa!i - 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. 8.11. 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. 8.12. Entirety of Agreement. i 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 I I 1 1 1 contained herein. Any prior or contemporaneous oral or written agreement is hereby declared null and 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] i r. I EXECUTED this ay of 2006, by the City of Fort Worth, Texas. EXECUTED this a6_d�ay of 2006,by Park Ridge Multi-Family, L.P. CITY OF FORT WORTH: d By: Da e Fisseler, sistant City Manager PARD RIDGE MULTI-FA_NJ LY LP, a Texas Limited Partnership By: LPC-PPC Park Ridge LP, a Texas limited partnership, its general partner By: Lincoln Property Company No. 2063 Limited Partnership, a Texas limited Partnership,its general partner By: Lincoln No. 2063, Inc., a Texas corporation, its general partner By: Name: ��� ��1^^�FF L-�-r-r„f�fhf7' Title: Vic �R�1D By: - PPC-Park Ridge G.P. Inc., a Tex s corporatio its g p aer By: J. Blake PQus Name: V �rrW� i Title: ATTEST: By: City Secretary APPROVE4ASFORM AND LEGALITY: By: cfC Gill-!Lr c�— Assistant City Attorney M&C:— C-21576 STATE OF TEXAS § COUNTY OF TARRANT § BEFORE ME, the undersigned authority, on this day personally appeared Dale Fisseler, 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 Aj day of 2006. N tary Public in and for roR�Rrr°�H MARIA S.SANCHEZ NOTARY PUS1_IC the State of Texas # 5�• � 1 h STATE OF TEXAS GUN My Comm.Exp.-I2-14-2009 Notary's Printed Name STATE OF TEXAS § COUNTY OF TARRANT § BEFOFX ME, the undersigned authority, on this day personally appeared _..�_ . _ � .. .DCL of Park Ridge Multi-Family, L.P., a Texas limited partnership, known to me to be the person whose name is subscribed to the foregoing instrument, and aclmowledged to me that he executed the same for the purposes and consideration therein expressed,in the capacity tharein stated and as the act and deed of Park Ridge Multi-Family,L.P.. �x N UNDER MY HAND AND SEAL OF OFFICE this _day of 12006. Notary Public in and for �°vAY HEAT GAlFtPI Y the State of Texas NOTARYPOR cSTATEOFTEYAS 00mulssroa EXPFR". NOVIERR R 12,2006 Notary's Printed Name NATE OF TEXAS § COUNTY OF TARRANT § BEFORE ME, the undersigned authority, on this day personally appeared �jt�,(� f a of Park Ridge Multi-Family, L.P., a Texas limited Partnership, known. to i 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 i therein stated and as the act and deed of Park Ridge Multi-Family,L.P.. NEN� UNDER MY HAND AND SEAL OF OFFICE this da of� y 2006. Notary Public in iia for i the State of Texas i Notary's Printed Name SAW RUSH NV COM r kobb APM 17,2Z E " Exhibit A: NEZ Incentives Exhibit B: Property Description Exhibit C: Application: (NEZ)Incentives and Tax Abatement Exhibit D: Project description including kind, number and Iocation of the proposed improvements. Exhibit E: Final Construction Invoices, Independent Appraisal and Final Site Plan i i i i I i i 3 I!� I ]EEI 4 j� i } E f II Rx--h1'bZt iron CITY OF FORT WORTH NEIGHBORHOOD EMPOWERMENT ZONE(NEZ)TAX ABATEMENT POLICY AND BASIC INCENTIVES I. GENERAL PURPOSE AND OBJECTIVES Chapter 378 of the Texas Local Government Code allows a municipality to create a Neighborhood Empowerment Zone (NEZ) when a '...municipality determines that the creation of the zone would promote; (1) the creation of affordable housing, including manufactured housing, in the zone; (Z) 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.' The City, by adopting the following NEZ Tax Abatement Policy and Basic incentives, will promote affordable housing and economic development in Neighborhood Empowerment Zones. NEZ incentives will not be granted after the NEZ expires as defined in the resolution designating the NEZ. For each NEZ, the City Council may approve additional terms and incentives as permitted by Chapter 378 of the Texas Local Government Code or by City Council resolution. However, any tax abatement awarded before the expiration of a NEZ shalt carry its full term according to its tax abatement agreement approved by the City Council. As mandated by state law, the property tax abatement under this policy applies to the owners of real property. Nothing in the policy shall be construed as an obligation by the City of Fort Worth to approve any tax abatement application. i II. DEFINITIONS i "Abatement" means the full or partial exemption from City of Fort Worth ad valorem taxes on eligible properties for a period of up to 10 years and an amount of up to IDO% of the increase in ' appraised value (as reflected on the certified tax roll of the appropriate county appraisal district) resulting from improvements begun after the execution' of the tax abatement agreement. Eligible properties must be located in the NEZ. "Base Value"is the value of the property,'excluding land, as determined by the Tarrant County Appraisal District, during the year rehabilitation occurs. I "Building Standards Commission" is the commission created under Sec. 7-77, Article IV. Minimum Building Standards Code of the Fort Worth City Code. "Capital Investment" includes only real property improvements such as new facilities and structures, site improvements, facility expansion, and facility modernization. Capital Investment does NOT include land acquisition costs andfor any existing improvements, or personal property (such as machinery, equipment, andlor supplies and inventory). 'City of Fort Worth Tax Abatement Policy Statement'means the policy adopted by City Council on February 29, 2000. 'Commercial4ndustrial Development Project' is a development project which proposes to construct or rehabilitate commerciallindustrial facilities on property that is (or meets the requirements to be) zoned commercial, industrial or mixed use as defined by the City of Fort Worth Zoning Ordinance. "Community Facility Development Project"is a development project which proposes to construct or rehabilitate community facilities on property that allows such use as defined by the City of Fort Worth Zoning Ordinance. 'Eligible Rehabilitation' includes only physical improvements to real property, Eligible Rehabilitation does NOT include personal property (such as furniture, appliances, equipment, and/or supplies). 'Gross Floor Area'is measured by taking the outside dimensions of the building at each floor level, except that portion of the basement used only for utilities or storage, and any areas within the building used for off-street parking. "Minimum Building Standards Code"is Article IV of the Fort Worth City Cotte adopted pursuant to Texas Local Government Code, Chapters 54 and 214. "Minority Business Enterprise (MBE)"and Women Business Enterprise (WBE)'is a minority or woman owned business that has received certification as either a certified MBE or certified W13E by either the North Texas Regional Certification Agency (NTRCA) or the Texas Department of Transportation (TxDot), Highway Division. 'Mixed-Use Development Project' is a development project which proposes to construct or rehabilitate mixed-use facilities in which residential uses constitute 20 percent or more of the total gross floor area, and office, eating and entertainment, and/or retail sales and service uses constitute 10 percent or more of the total gross floor area and is on property that is (or meets the 'requirements to be) zoned mixers-use as described by the City of Fort Worth Zoning Ordinance, "Mufti-family Development Project" is a development project which proposes to construct or rehabilitate multi-family residential living units on property that is (or meets the requirements to be) zoned multi-family or mixed use as defined by the City of Fort Worth Zoning Ordinance. Project" means a Wesidential Project'. 'Comm emiaUlndustrial Development Project;"Community Facility Development Project" "Mixed--Use Development Project' or a "Multi-family Development Project" "Reinvestment Zone"is an area designated as such by the City of Fort Worth in accordance with the Property Redevelopment and Tax Abatement Act codified in Chapter 312 of the Texas Tax Code, or an area designated as an enterprise zone pursuant to the Texas Enterprise Zone Act, codified in Chapter 2303 of the Texas Government Code. MUNICIPAL PROPERTY TAX ABATEMENTS A. RESIDENTIAL PROPERTIES LOCATED IN A NEZ- PULL. ABATEMENT FOR 6 YEARS 1. For residential properly purchased before NEZ designation, a homeowner shall be eligible to apply for a tax abatement by meeting the following: a. Property is owner-occupied and the primary residence of the homeowner prior to the final NEZ designation. Homeowner shall provide proof of ownership by a warranty deed, affidavit of heirship, or a probated will, and shall show proof of primary residence by homestead exemption; and b. Property is rehabilitated after NEZ designation and City Council approval of the tax abatement. c_ Homeowner must perform Eligible Rehabilitation on the property after NEZ designation equal to or in excess of 30% of the Base Value of the property; and 'd. Property is not in a tax-delinquent status when the abatement application is submitted. k 2. For residential property purchased after NEZ designation, a homeowner shall be eligible to apply for a tax abatement by meeting the following: a. Property is constructed or rehabilitated after NEZ designation and City Council approval of the tax abatement; b. Property is owner-occupied and is the primary residence of the homeowner. Homeowner shall provide proof of ownership by a warranty deed, affidavit of heirship, or a probated will, and shall show proof of primary residence by homestead exemption; c. For rehabilitated property, Eligible Rehabilitation costs on the property shall be equal to or in excess of 30% of the Base Value of the property. The seller or owner shall provide the City information to support rehabilitation costs; d. Property is not in a tax-delinquent status when the abatement application is submitted; and e. Property is in conformance with the City of Fort Worth Zoning Ordinance. 3. For investor owned single family property, an investor shall be eligible to apply for a tax abatement by meeting the following: a. Property is constructed or rehabilitated after NEZ designation and City Council approval of the tax abatement; b. For rehabilitated property, Eligible Rehabilitation costs on the property shall be equal to or in excess of 30% of the Base Value of the property; G. Property is not in a tax-delinquent status when the abatement application is submitted; and d. Property is in conformance with the City of Fort Worth Zoning Ordinance. B. MULTI-FAMILY DEVELOPMENT PROJECTS LOCATED IN A NEZ 1, 100%Abatement for 5 years. If an applicant applies for a,._tax abatement agreement_with a term of five years or less this section shall apply, -._._. .... Abatements for multi-family development projects for up to 5 years are subject to City Council approval, The applicant may apply with the Housing Department for such abatement. The applicant must apply for the tax abatement and be approved by City Council before construction or rehabilitation is started. In order to be eligible for a property tax abatement upon completion, a newly constructed or rehabilitated multifamily development project in, a NEZ must satisfy the following: At least twenty percent (20%) of the total units constructed or rehabilitated shall be affordable (as defined by the U. S. Department of Housing and Urban Development) to persons with incomes at or below eighty percent (80%) of area median income based on family size and such units shall be set aside for persons at or below 80% of the median income as defined by the U.S. Department of Housing and Urban Development. City Council may waive or reduce the 20% affordability requirement on a case-by-case basis; and (a) For a multi-family development project constructed after NEZ designation, the project must provide at least five (5) residential living units OR have a minimum Capital Investment of$200,000; or (b) For a rehabilitation project, the property must be rehabilitated after NEZ designation. Eligible Rehabilitation costs on the property shall be at least 30% of the Base Value of the property_ Such Eligible Rehabilitation costs must come from the rehabilitation of at least five (5) residential living units or a minimum Capital Investment of$200,000. 2. 1%-100%Abatement of City Ad Valorem taxes up to 10 years If an applicant applies for a tax abatement agreement with a term of more than five years, this section shall apply. Abatements for multi-family development projects for up to 10 years are subject to City Council approval. The applicant may apply with the Housing Department for such abatement. The applicant must apply for the tax abatement and be approved by City Council before construction or rehabilitation is started. Years 1 through 5 of the Tax Abatement Agreement Multi-family projects shall be eligible for 100% abatement of City ad valorem taxes for years one through five of the Tax Abatement Agreement upon the satisfaction of the following: At least twenty percent (20%) of the total units constructed or rehabilitated shall be affordable (as defined by the U. S. Department of Housing and Urban Development) to persons with incomes at or below eighty percent (80%) of area median income based on family size and such units shall be set aside for persons at or below 80%u of the median income as defined by the U.S. Department of Housing and Urban Development. ' City Council may waive or reduce the 20% affordability requirement on a case-by-case basis;•and a. For a multi-family development project constructed after NEZ'designation, the project must provide at least five (5) residential living units OR have a minimum Capital Investment of$200,000; or b. For a rehabilitation project, the property must be rehabilitated after NEZ designation. Eligible Rehabilitation costs on the property shall be at least 30% of the Base Value of the property. Such Eligible Rehabilitation costs must come from the rehabilitation of at least five (5) residential living units or a minimum Capital Investment of$200,ODD. Years 5 through 10 of the'Tax Abatement Agreement Multi-family projects shall be eligible for a 1%-100% abatement of City ad valorem taxes for years six through ten of the Tax Abatement Agreement upon the satisfaction of the following: a. At least twenty percent (20%) of the total units constructed or rehabilitated shall j be affordable (as defined by the U. S. Department of Housing and Urban Development) to persons with incomes at or below eighty percent (80%) of area median income based on family size and such units shall be set aside for persons at or below 80% of the median income as defined by the U.S. Department of Housing and Urban Development. City Council may waive or reduce the 20% affordability requirement on a case-by-case basis; and 1. For a multi-family development project constructed after NEZ designation, the project must provide at least five (5) residential living units OR have a minimum Capital Investment of$200,000; or 2. For a rehabilitation project, the property must be rehabilitated after NEZ designation. Eligible Rehabilitation costs on the property shall be at least 30% of the Base Value of the property. Such Eligible Rehabilitation costs must come from the rehabilitation of at least five (5) residential living units or a minimum Capital Investment of$200,000. b. Any other terms as City Council of the City of Fort Worth deems appropriate, including, but not limited to: 1. utilization of Fort Worth companies for an agreed upon percentage of the total costs for construction contracts; 2. utilization of certified minority and women owned business enterprises for an agreed upon percentage of the total costs for construction contracts; 3. property inspection; 4- commit to hire an agreed upon percentage of Fort Worth residents 5, commit to hire an agreed upon percentage of Central City residents fi. landscaping; _ 7. tenant selection plans; and 8. management pians. G. COMMERCIAL, INDUSTRIAL AND COMMUNITY FACILITIES DEVELOPMENT PROJECTS LOCATED IN A NEZ 1. 100%Abatement of City Ad Valorem taxes for 5 Years If an applicant applies for a tax abatement agreement with a term of five years or less,this section shall apply. Abatements for Commercial, Industrial and Community Facilities Development Projects for up to 5 years are subject to City Council approval. The applicant may apply with the Housing Department for such abatement. The applicant must apply for the tax abatement and be approved by City Council before construction or rehabilitation is started. In order to be eligible for a property tax abatement, a newly constructed or rehabilitated commerciaVindustrial and community facilities development project in a NEZ must satisfy the following: a. A commercial, industrial or a community facilities development project constructed after NEZ designation must have a minimum Capital Investment of $75,DOD; or b. For a rehabilitation project, it must be rehabilitated after NEZ designation. Eligible Rehabilitation costs on the property shall be at least 30% of the Base Value of the property, or$75,000,whichever is greater. 2. 1%-100%Abatement of Ci Ad Valorem taxes up to 10 Years If an applicant applies for a tax abatement agreement with a term of more than fare nears, this section shall apl2ly. Abatements agreements for a Commercial, Industrial and Community Facilities Development projects for up to 10 years are subject to City Council approval. The applicant may apply with the Economic and Community Development Department for such abatement. The applicant must apply for the tax abatement and be approved by City Council before construction or rehabilitation is starred. Years 1 through 5 of the Tax Abatement Agreement Commercial, Industrial and Community Facilities Development projects shall be eligible for 100% abatement of City ad valorem taxes for the first five years of the Tax Abatement Agreement upon the satisfaction of the following: a. A commercial, industrial or a community facilities development project constructed after NEZ designation must have a minimum Capital Investment of $75,000; or b. For a rehabilitation project, it must be rehabilitated after NEZ designation. Eligible Rehabilitation costs on the property shall be at least 30% of the Base Value of the property, or$75,000, whichever is greater. Years 6 through 10 of the Tax Abatement Agreement Commercial, industrial and Community Facilities Development projects shall be eligible for 1%-100% abatement of City ad valorem taxes for years six through ten of the Tax Abatement Agreement upon the satisfaction of the following: a. ' A commercial, industrial or a community facilities development project constructed after NEZ designation must have a minimum Capital investment of$75,000 and must meet the requirements of subsection (c) below; or b. For a rehabilitation project, it must be rehabilitated after NEZ designation. Eligible Rehabilitation costs ori the property shall be at least 30% of the Base Value of the property, or $75,000, whichever is greater and meet the requirements of subsection (c) below. c. Any other terms as City Council of the City of Fort Worth deems appropriate, including, but not limited to: 1. utilization of Fort Worth companies for an agreed upon percentage of the total costs for construction contracts; 2. utilization of certified minority and women owned business enterprises for an agreed upon percentage of the total costs for construction contracts; 3. commit to Dire an agreed upon percentage of Fort Worth residents; 4. commit to hire an agreed upon percentage of Central City residents; and 5. landscaping. D, MIXED-USE DEVELOPMENT PROJECTS LOCATED IN A NEZ 1. 100%Abatement of City Ad Valorem taxes for 5 years If an applicant aRPlies for a tax abatement agreement with a term of five years or less,this section shall apply._ Abatements for Mixed-Use Development Projects for up to 5 years are subject to City Council approval. The applicant may apply with the Housing Department for such abatement. The applicant must apply for the tax abatement and be approved by City Council before construction or rehabilitation is started. In order to be eligible for a property tax abatement, upon completion, a newly constructed or rehabilitated mixed--use development project in a NEZ must satisfy the following: a. Residential uses in the project constitute 20 percent or more of the total Gross Floor Area of the project; and b. Office, eating and entertainment, and/or retail sales and service uses in.the project constitute 10 percent or more of the total Gross Floor Area of the project; and (1) A mixed-use development project constructed after NEZ designation must have a minimum Capital Investment of$200,000; or (2) For a rehabilitation project, it must be rehabilitated after NEZ designation. Eligible Rehabilitation costs on the property shall be at least 30% of the Base Value of the property, or$200,ODO, whichever is greater. 2. 1%-100% Abatement of City Ad Valorem taxes up to 10 years If an applicant applies for a tax abatement agreement with a term of more than five ears this section shall apply. Abatements agreements for a Mixed Use Development projects for up to 10 years are subject to City Council approval. The applicant may apply with the Housing Department for such abatement. The applicant must apply for the tax abatement before construction or rehabilitation is started and the application for the tax abatement must be approved by City Council. Years 1 through 5 of the Tax Abatement Agreement Mixed Use Development projects shall be eligible for 100% abatement of City ad valorem taxes for the first five years of the Tajo Abatement Agreement upon the satisfaction of the following: a. Residential uses in the project constitute 20 percent or more of the total Gross Floor Area of the project; and b. Office, eating and entertainment, and/or retail sales and service uses in the project constitute 10 percent or more of the total Gross Floor Area of the project; and c. A new mixed-use development project constructed after NEZ designation must have a minimum Capital Investment of$200,000; or for a rehabilitation project, it must be rehabilitated after NEZ designation. Eligible Rehabilitation costs on the property shall be at least 30% of the-Base Value of the property, or $200,000, whichever is greater. Years 6 through 10 of the Tax Abatement Agreement Mixed Use Development projects shall be eligible for 1-100% abatement of City ad valorem taxes for years six through ten of the Tax Abatement Agreement upon the satisfaction of the following: a. Residential uses in the project constitute 20 percent or more of the total Gross Floor Area of the project; and b. Office, eating and entertainment, and/or retail sales and service uses in the project constitute 10 percent or more of the total Gross Floor Area of the project; c. A new mixed-use.development project constructed after NEZ designation must have a minimum Capital Investment of$200,000; or for a rehabilitation project, it must be rehabilitated after NEZ designation. Eligible Rehabilitation costs on the property shall be at least 30% of the Base Value of the property, or $200,000, whichever is greater, and d. Any other terms as City Council of the City of Fort Worth deems appropriate, including, but not limited to: t. utilization of Fort Worth companies for an agreed upon percentage of the total costs for construction contracts; 2. utilization of certified minority and women owned business enterprises for an agreed upon percentage of the total costs for construction contracts; 3. property inspection; 4. commit to hire an agreed upon percentage of Fort Worth residents 6. commit to hire an agreed upon percentage of Central City residents 6. landscaping; 7. tenant selection plans; and 8. management plans. E. ABATEMENT GUIDELINES 1. If a NEZ is located in a Tax Increment Financing District, City Council will determine on a case-ley-case basis if the tax abatement incentives in Section Ill will be offered to eligible Projects. Eligible Projects must meet all eligibility requirements specified in Section Ill. 2. If a Project is located in the Woodhaven Neighborhood Empowerment Zone, in order to be considered 'eligible" to apply for a tax abatement under this Policy, the Woodhaven Community Development Corporation and the Woodhaven Neighborhood Association must have submitted a letter of support for the Project to the City of Fort Worth 3. In order to be eligible to apply for a tax abatement, the property ownerldeveloper must: a. Not be delinquent in paying property taxes for any property owned by the ownerldeveloper, except that an ownerldeveloper may enter into a tax abatement agreement with the city of Fort Worth for a specific Project K-- 1. f:1. the Project meets NEZ tax abatement criteria; and 2. the applicant is not responsible for the tax delinquency for the Property; and 3. the applicant enters into an agreement to pay off the taxes under the guidelines permitted under state law; and 4. the tax abatement shall provide that the agreement shall take effect after the delinquent taxes are paid in full b. Not have any City of Fort Worth liens filed against any property owned by the applicant property ownerldeve[oper. "Liens" include, but are not limited to, weed liens, demolition liens, board-uplopen structure liens and paving liens. 4. Projects to be constructed on property to be purchased under a contract for deed are not eligible for tax abatements. 5. Once a NEZ property owner of a residential property (including multi family) in the NEZ satisfies the criteria set forth in Sections IIIA, E.I. and E.2. and applies for an abatement, a property owner may enter into a tax abatement agreement with the City of Fort Worth. The tax abatement agreement shall automatically terminate if the property subject to the tax abatement agreement is in violation of the City of Fort Worth's Minimum Building Standards Code and the owner is convicted of such violation. i 6. A tax abatement granted under the criteria set forth in Section Ill. can only be granted once for a property in a NEZ for a maximum term of as specified in the agreement. If a property on which tax is being abated is sold, the City will assign the tax abatement agreement for the remaining term once the new owner submits an application. 7. A property ownerldeveloper of a multifamily development, commercial, industrial, community facilities and mixed-use development project in the NEZ who desires a tax abatement under Sections III.B, C or D must: a. Satisfy the criteria set forth in Sections 111.13, C or D, as applicable, and Sections III.E.1 E.2; and E3, and b. File an application with the Housing Department, as applicable; and c. The: property owner must enter into a tax abatement agreement with the City of Fort Worth. In addition to the other terms of agreement, the tax abatement agreement shall provide that the agreement shall automatically terminate if the owner receives one conviction of a violation of the City of Fort Worth's Minimum Building Standards Gode regarding the property subject to the abatement agreement during the term of the tax abatement agreement; and d. If a property in the NEZ on which tax is being abated is sold, the new owner may enter into a tax abatement agreement on the property for the remaining term. S. If the terms of the tax abatement agreement are not met, the City Council has the right to cancel or amend the abatement agreement. In the event of cancellation, the recapture of abated taxes'shall be limited to the year(s) in which the default occurred or continued. 9. The terms of the agreement shall include the City of Fort Worth's right to: (1) review and verify the applicant's financial statements in each year during the life of the agreement prior to granting a tax abatement in any given year, (2) conduct an on site inspection of the project in each year during the life of the abatement to verify compliance with the terms of the tax abatement' agreement, (3) terminate the agreement if the Project contains or will contain a sexually oriented business (4 terminate the agreement, as determined in City's sole discretion, if the Project contains or will contain a liquor store or package store_ 1Q. Upon completion of construction of the facilities, the City shall no less than annually evaluate each project receiving abatement to insure compliance with the terms of the agreement.Any incidents of non-compliance will be reported to the City Council. On or before February 1st of every year during the life of the agreement, any individual or entity receiving a tax abatement from the City of Fort Worth shall provide information and documentation which details the property owner's compliance with the terms of the respective agreement and shall certify that the owner is in compliance with each applicable term of the agreement. Failure to report this information and to provide the required certification by the above deadline shall result in cancellation of agreement and any taxes abated in the prior year being due and payable. 11. if a property in the NEZ on which tax is being abated is sold, the new owner may enter into a tax abatement agreement on the property for the remaining term. Any sale, assignment or lease of the property which is not permitted in the tax abatement agreement results in cancellation of the agreement and recapture of any taxes abated after the date on which an unspecified assignment occurred. F. ' APPLICATION FEE 1. An application fee of$25.00 for all basic incentives, excluding tax abatements. 2. The application fee for residential tax abatements governed under Section IIIA is $100. 1 The application fee for multi-family, commercial, industrial, community facilities and mixed-use development projects governed under Sections III.B., C. and D.; is one- half of one percent (0.5%) of the proposed Project's Capital Investment,with a $200 minimum not to exceed $2,000 . The application fee will be refunded upon issuance of certificate of final occupancy and once the property owner enters into a tax abatement agreement with the City. Otherwise, the Application Fee shall not be credited or refunded to any party for any reason. 111. FEE WAIVERS A. ELIGIBLE RECIPIENTSIPROPERTIES 1. City Gouncil shall determine on a case-by-case basis whether a Project that will contain or contains a liquor store or package store is eligible to apply for a fee waiver. 2. If a Project is located in the Woodhaven Neighborhood Empowerrbent Zone, in order to be considered "eligible" to apply for a fee waiver under this Policy, the Woodhaven Community Development Corporation and the Woodhaven Neighborhood Association must have submitted a letter of support for the Project to the City of Fort Worth. 3. Projects to be constructed on property to be purchased under a contract for deed are not eligible for development fee waivers. 4. In order for a property owner/developer to be eligible to apply for fee waivers for a Project, the property ownerldeveloper: a. must submit an application to the City; i b. must not be delinquent in paying property taxes for any property owned by the ownerldeveloper or applicant; c. must not have any City liens filed against any property owned by the applicant property ownerldeveloper, including but not limited to, weed liens, demolition liens, board-uplopen structure liens and paving liens; and d. of a Project that will contain or contains a liquor store, package stare or a sexually oriented business has received City Council's determination that the Project is eligible to apply for fee waivers. Approval of the application and waiver_ of the fees shall not be deemed to be approval of any aspect of the Project Before constfoction the applicant must i ensure that the Project is located in the correct zoning district. B. D'EVELOPMEN'T FEES Once the Application for NEZ Incentives has been approved and certified by the City, the following fee's for services performed by the City of Fort Worth for Projects in the NEZ are waived for new construction projects or rehabilitation projects_that expend at least 30% of the Base Value of the property on Eligible Rehabilitation costs: 1. All building permit related fees (including Plans Review and Inspections) 2. Plat application fee (Including concept plan, preliminary plat, final plat, short form replat) 3. Board of Adjustment application fee 4. Demolition fee b. Structure moving fee 6. Community Facilities Agreement (CFA) application fee 7. Zoning application fee S. Street and utility easement vacation application fee 9_ Ordinance Inspection Fees 10. Consent/EncroachmentAgreement Application Fees Other development related fees not specified above will be considered for approval by City Council on-a case-by-case basis. C. IMPACT FEES 1• Single family and multi-family residential development projects in the NEZ. Automatic 100%waiver of water and wastewater impact fees will be applied. 2. Commercial, industrial, mixed-use, or community facility development projects in the NEZ. a. Automatic 104% waiver of water and wastewater impact fees up to $55,000 or equivalent to two 6-inch meters for each commercial, industrial, mixed-use or community facility development project. y b. If the project requests an impact fee waiver exceeding $55,000 or requesting a waiver for larger and/or more than two 6-Inch meter, then City Council approval is required. Applicant may request the additional amount of impact fee waiver through the Housing Department. i V. RELEASE OF CITY LIENS i A. ELIGIBLE RECIPIENTSIPROPERTIES 1. City Council shall determine on a case-by-case basis whether a Project that will contain or contains a liquor store or package store is eligible to apply for a fee waiver. 2. if a Project is located in the Woodhaven Neighborhood Empowerment Zone, in order to be considered "eligible"to apply for release of city liens under this Policy, the Woodhaven Community Development Corporation and the Woodhaven Neighborhood Association must have submitted a letter of support for the Project to the City of Fort Worth—however, once the NEZ Plan is submitted for the Woodhaven NEZ,this will no longer be required. 3. Projects to be constructed on property to be purchased under a contract for deed are not eligible for any release of City Liens. 4. In order for a property ownerldeveloper to be eligible to apply for a release of city liens contained in Section V.B., C., D., and E. for a Project, the property owner/developer. a. must submit an application to the City; b. must not be delinquent in paying property taxes for any property owned by the owner/developer; b. must not have been subject to a Building Standards Commission's Order of Demolition where the property was demolished within the last five (5)years; c, must not have any City of t=ort Worth liens filed against any other property owned by the applicant property owner/developer. "Liens"includes, but is not limited to, weed lienb; demolition liens, board-uplopen structure liens and paving liens; and d. of a Project that contains or will contain a liquor store, package store or a sexually oriented business ha's received City Council's determination the Project is eligible to apply for release of City liens. S. In order for a Rehabilitation Project to qualify for a release of city liens, the owner/developer must spend Eligible Rehabilitation costs on the Property of at lease 30% of the Base Value of the Property. B. Liens shall be released once the Project Improvements have been made to the property. 7. Any liens filed after the initial certification of the property shall not be released. B. WEED LIENS The following are eligible to apply for release of weed liens_ 1. Single unit owners performing rehabilitation on their properties. 2. Builders or developers constructing new homes on vacant lots. 3. Owners performing rehabilitation on multi-family, commercial, industrial, mixed-use, or community facility properties. 4. Developers constructing new multi-farnily, commercial, industrial, mixed-use or community facility development projects. C. DEMOLITION LIENS Builders or developers developing or rehabilitating a property for a Project are eligible to apply for release of demolition liens for up to $30,000. Releases of demolition liens in excess of$30,000 are subject to City Council approval. D. BOARD-UPIOPEN STRUCTURE LIENS The following are eligible to apply for release of board-up/open structure liens: 1. Single unit owners-performing rehabilitation on their properties. 2. Builders or developers constructing new single family homes on vacant lots. 3. Owners performing rehabilitation on multi-family, commercial, industrial, mixed-use, or community facility properties. 4. Developers constructing multi-family, commercial, industrial, mixed-use, or community facility projects. E. PAVING LIENS The following are eligible to apply for release of paving liens: 1. Single unit owners performing rehabilitation on their properties. 2. Builders or developers constructing new homes on vacant lots. 3. Owners performing rehabilitation on multi-family, commercial, industrial, mixed-use, or community facility properties. 4. developers constructing multi-family, commercial, industrial, mixed-use, or community facility projects. VI. PROCEDURAL STEPS A. APPLICATION SUBMISSION 1. The applicant for NEZ incentives under Sections Ill. IV., and V. must complete and submit a City of Fort Worth "Application for NEZ Incentives" and pay the appropriate application fee to the Housing Department, as applicable. 2. The applicant for incentives under Sections III.C.2 and D.2 must also complete and submit a City of Fort Worth "Application for Tax Abatement" and pay the appropriate application fee to the Economic Development Office. The application fee, review, evaluation and approval will be governed by City of Fort Worth Tax Abatement Policy Statement for Qualifying Development Projects. B. CERTIFICATIONS FOR APPLICATIONS UNDER SECTIONS III. IV, AND V 1. The Housing Department will review the application for accuracy and i f completeness. Once the Housing Department determines that the application is complete, the Housing Department will certify the property ownerldeveloper's eligibility to receive tax abatements andlor basic incentives based on the criteria set forth in Section III., IV., and V. of this policy, as applicable. Once an applicants eligibility is certified, the Housing Department will inform appropriate departments administering the incentives. An orientation meeting with City departments and the applicant may be scheduled. The departments include: a. Housing Department; property tax abatement for residential properties and multi- family development projects, release of City liens. b. Economic Development Office: property tax abatement for commercial, industrial, community facilities or mixed-use development projects. c. Development Department: development fee waivers. d. Water Department: impact fee waivers. e. Other appropriate departments, if applicable. 2. Once Development Department, Water Department, Economic Development Office, and/or other appropriate department receive a certified application from the Housing Department, each department/office shall fill out a "Verification of NEZ Incentives for Certified NEZ Incentives Application" and return it to the Housing Department for record keeping and tracking: C. APPLICATION REVIEW AND EVALUATION FOR APPL.ICATIONS 1. Property Tax Abatement for Residential Properties and Multi-family Development Projects a. For a completed and certified application for no more than five years of tax abatement, with Council approval, the City Manager shall execute a tax abatement agreement with the applicant. b. For a completed and certified multi-family development project application for more than five years of tax abatement: (1) The Housing Department will evaluate a completed and certified application based on: (a)The project's increase in the value of the tax base. (b) Costs to the City (such as infrastructure participation, etc.). (c) Percent of construction contracts committed to: (1) Fort Worth based firms, and (ii) Minority and Women Owned Business Enterprises (M1WBEs). (d)Other items which the City and the applicant may negotiate. (2) Consideration by Gounci!Committee. Based upon the outcome of the evaluation, Housing Department may present the application to the City Council's Economic Development Committee. Should the Housing Department present the application to the Economic Development Committee, the Committee will consider the application at an open meeting.The Committee may: (a) Approve the application. Staff will then incorporate the application into a tax abatement agreement which will be sent to the City Council with the Committee's recommendation to approve the agreerrient; or (b) Request modifications to the application. Housing Department staff will discuss the suggested modifications with the applicant and then, if the requested modifications are made, resubmit the modified application to the Committee for consideration; or (c) Deny the application. The applicant may appeal the Committee's finding by requesting the City Council to: (a) disregard the Committee's finding and (b) instruct city staff to incorporate the application into a tax abatement agreement for future consideration by the City Council. (3) Consideration by the City Council The City Council retains sole authority to approve or deny any tax abatement agreement and is under no obligation to approve any tax abatement application or tax abatement agreement. The City of Fort Worth is under no obligation to provide tax abatement in any amount or value to any applicant. c. Effective Date for Approved Agreements All tax abatements approved by the City council will become effective on January 1 of the year following the year in which a Certificate of Occupancy(GO) is issued for the qualifying development project (unless otherwise specified in the tax abatement agreement). Unless otherwise specified in the agreement, taxes levied during the construction of the project shall be due and payable. 2. Property Tax Abatement for Commercial, Industrial, Community Facilities, and Mixed-Use Development Projects a. For a completed and certified application for no more than five years of tax abatement, with Council approval, the City Manager shall execute a tax abatement agreement with the applicant. b. For a completed and certified application for more than five years of tax abatement'- (1) batement:(1) The Economic Development Office will evaluate a completed and certified application based on: (a) The project's increase in the value of the tax base. (b) Costs to the City (such as infrastructure participation, etc.). (c) Percent of construction contracts committed to: (i) Fort Worth based firms, and (ii) Minority and Women owned Business Enterprises (MIWBEs). (d) Other items which the City and the applicant may negotiate. (2) Consideration by Council Committee Based upon the outcome of the evaluation, the Economic Development Office may present the application to the City Council's Economic Development Committee. Should the Economic Development Office present the application to the Economic Development Committee, the Committee will consider the application at an open meeting.The Committee may: _ E I (a) Approve the application. Staff will then incorporate the application into a tax abatement agreement which will be sent to the City Council with the Committee's recommendation to approve the agreement, or (b) Request modifications to the application. Economic Development Office staff will discuss the suggested modifications with the applicant and then, if the requested modifications are made, resubmit the modified application to the Committee for consideration; or (c) Deny the application. The applicant may appeal the Committee's finding by requesting the City Council to; (a) disregard the Committee's finding and (b) instruct city staff .to incorporate the application into a tax abatement agreement for future consideration by the City Council. (3) Consideration by the City Council The City Council retains sole authority to approve or-deny any tax abatement agreement and is under no obligation to approve any tax abatement i application or tax abatement agreement. The City of Fort Worth is under no obligation to provide tax abatement in any amount or value to any applicant. c. Effective Date for Approved Agreements All tax abatements approved by the City Council will become effective on January 'I of the year following the year in which a Certificate of Occupancy(CO) is issued for the qualifying development project (unless otherwise specified in the tax abatement agreement). Unless otherwise specified in the agreement, taxes levied during the construction of the project shall be due and payable. 3. Development Fee Waivers a. For certified applications of development fee waivers that do not require Council approval, the Development Department will review the certified applicant's application and grant appropriate incentives. b. For certified applications of development fee waivers that require Council approval, City staff will review the certified applicant's application and make appropriate recommendations to the City Council. 4_ Impact Fee Waiver a. For certified applications of impact fee waivers that do not require Council approval, the Water Department will review the certified applicant's application tifi and grant appropriate incentives. b. For certified applications of impact fee waivers that require Council approval, the Water Department will review the certified applicant's application and make appropriate recommendations to the City Council. i 5. Release of City Liens For certified applications of release of City liens, the Housing Department will release the appropriate liens_ VII. REFUND POLICY In order for an ownerldeveloper of a Project in a NEZ to receive a refund of development fees or impact fees, the conditions set forth in the Refund of Development and Impact Fee Policy, attached as Attachment'K, must be satisfied. VIII. OTHER INCENTIVES A. Plan reviews of proposed development projects in the NEZ will be expedited by the Development Department. B. The City Council may add the following incentives to a NEZ in the Resolution adopting the NEZ: J. Municipal sales tax refund 2. Homebuyers assistance 3. Gap financing 4. Land assembly 5. Conveyance of tax foreclosure properties 5. Infrastructure improvements 7. Support for Low Income Housing Tax Credit(LI HTC) applications i a. Land use incentives and zoninglbuilding code exemptions, e.g., mixed-use, density bonus, parking exemption 4 9. Tax Increment Financing (TIF) 10.Public improvement District (PID) 11.Tax-exempt bond financing 12.New Model Blocks 13. Loan guarantees 14. Equity investments 15. Other incentives that will effectuate the intent and purposes of NEZ. IX. public Notification i to receive any a. Subject to subsection (b), in order for an ownerldeveloper to apply incentives provided for under the NEZ Tax Abatement Policy and Basic incentives, an ownerldeveloper must meet with the following persons and organizations to discuss the Project: 1. the Council Member for the District the Project is located; and 2. the neighborhood associations or community based organiza#ions registered with the city in the NEZ the Project is located. b. Subsection (a) shall be satisfied upon: 1. the ownerldeveloper meeting with the City Council Member for the District the Project is located and the neighborhood associations or community based organizations registered with the city in the NEZ the Project is located; or 2. meeting with the City Council Member for the District the Project is located and upon the ownerldeveloper providing proof that the ownerldeveloper attempted to i meet with the neighborhood associations and the community based organizations registered with the city in the NEZ the Project is located and the associations or organizations failed to arrange a meeting with the ownerldeveloper within two weeks of initial contact. it c. The Public Notification Process listed in (a) and (b) above shall only apply to NEZs in which the City Council has not approved a NEZ Strategic Pian. Once the a NEZ Strategic Plan has been approved for the particular NEZ, no public notification shall be required for NEZ Incentives so long, as the Project meets the criteria outlined in the relevant NEZ Strategic Plan. X. lnelialble_Prcxiiects The following Projects or Businesses shall not be. eligible for any incentives under the City' of Fort Worth's Neighborhood Empowerment Zone (NEZ) Tax Abatement Policy and Basic Incentives'. 1. Sexually Oriented Businesses 2. Non-residential mobile structures i I i i i ATTACHMENT A► REFUND OF DEVELOPMENT AND IMPACT FEES POLICY Purpose This refund policy is for the purpose of establishing the conditions under wwich the City may refund development and impact fees, normally waived through the Neighborhood Empowerment Zone (NEZ). Applicability Unless.expressly excepted, this policy applies to all development and impact fees waived by the City through the NEZ. I Under the NEZ Tax Abatement Policy and Basic incentives, City Departments are authorized to waive impact and development fees for qualified projects located in a designated NEZ. The impact fees include only water and sewer impact fees, up to $55,0oo for commercial, industrial, mixed-use or community facilities projects. The development fees that can be waived through the NEZ include: 1. All building permit fees (including Plans Review and Inspections) 2. Plat application fee (including concept plan, preliminary plat, final plat, short form replat) 3. Board of Adjustment application fee 4. Demolition fee 5. Structure moving fee 6. Community Facilities Agreement (CFA) application fee 7. Zoning application fee 8. Street and utility easement vacation application fee. To 'take advantage of these waivers, applicants need to obtain a certification letter from the Housing Department. Conditions for Refunds The City.will consider refunds only when circumstances beyond the developers control prevent them from obtaining the qualification letter from the Housing Department. A property owner and/or developer may qualify for a refund if the proposed development project meets all criteria to receive a fee waiver under the NEZ Tax Abatement and Basic Incentives Policy and: a. The owner andlor developer was not made aware of the NEZ incentives at the time the fees were paid; or b. The owner andlor developer was mistakenly fold that his/her property was not in a designated NEZ; or c. The owner and/or developer has put funds in an escrow account with a City Department while awaiting a decision from the City Council about his/her project; or d. City Council authorizes a City Department to issue a refund to the owner/developer. Refund Charge A refund charge will be assessed to help defray administration cost associated with the processing of refund check.The charge shall be 20% of the amount of the refund. This charge will be automatically deducted from the total refund amount. Statute of Limitations Any request, action or proceeding concerning the refund of fees normally waived through the NEZ music be filed within ninety days following the date that the fees were paid. An applicant who does not submit a refund request within 90 days of the transaction shall not qualify for a refund. To obtain a refund the applicant needs to: submit a NEZ application to the Housing Department for determination of the eligibility for NEZ fee waivers, and - submit a written request to the Department in which the fees were paid. Upon receiving a confirmation from the Housing Department that the project meets all NEZ fee waiver criteria, that Department shall process the request based on the qualifications discussed in this policy. Exemptions The provisions of this policy do not apply to: a. Fees that are not waived through the NEZ program; and b. Taxes and special assessments; and c. City liens such as mowing, board-up, trash, demolition and paving liens. An applicant shall not qualify for any refund if: a. The applicant was made aware of the NEZ incentives before he/she pays the fees; or b. The applicant does not meet the requirements for NEZ incentives at the time he/she paid the fees; or c. The applicant paid the fees before the refund policy was put in place; or d. The applicant paid the fees Before the designation date of the NEZ. Disclaimer In the event of any conflict between the City's ordinances or regulations and this policy, such ordinances or regulations shall control. In the event of any conflict between this policy and other policies or regulations adopted by the City Department issuing the refund, such department policies or regulations shall control. The City reserves the right to deny any or all request for refunds. Exhibit B Property Description 2001 Park Hill Drive; Lot 1,Block 1,Park Ridge 1V Addition to the City of Fort Worth, Tarrant County, Texas, according to the Plat filed in Cabinet A, Slide 11237,being a part of Block 1, and all of Block 2,3,4, and 5 Park Ridge lu Addition to the City of Fort Worth,Volume 388-133,Page 11 and being a part of Lot t,and all of Lot 2,Block IR, Park Ridge Addition to the City of Fort Worth,Volume 388-111,Page 41,Plat Records, Tarrant County,Texas, situated in the M.J. Arocha Survey,Abstract No 2,Tarrant County,Texas. exh Fo:RT WoRTH ` Application No. CITY OF FORT WORTH NEIGHBORHOOD EMPOWERMENT ZONE (NEZ) PROGRAM PROJECT CERTIFICATION APPLICATION - FORM"C" FOR DEVELOPMENT PROJECTS I. APPLICATION CHECK LIST Please submit the following documentation: ❑ A completed application form ❑ A list of all properties owned by the applicant, owner,developer,associates,principals,partners,and agents in Fort Worth (\1a okW �a�" cWrledt5 �ar�nCrS�1 ❑ Nan Refundable Application fee—cashier's check or money order payable to the City of Fort Worth.For all Basic Incentives applications excluding Tax Abatement$25.00.For multifamily,commercial,industrial, commercial facilities,and mixed-use tax abatement applications:0.5%of the total Capital Investment of the project,with a$200.00 minimum and not to exceed$2,000.00;For residential tax abateinent applications: $100.00 per house. ❑ Proof of ownership,such as a warranty deed,affidavit of heirship,or a probated will OR evidence of site control,such as option to buy(A registered warranty deed is required for tax abatement application.) ❑ Title abstract of the property(only if applying for release of City liens) ❑ A completed set of development plans,project description and development budget or contractor's quote Met with the Councihnember and Neighborhood&other Organizations representing the NEZ as outlined in the Public Notice requirement of the NEZ Policy and Guidelines revised April 6,2004 or followed guidelines of NEZ Strategic Plan if a Strategic Plan is in place for the specific EZ.wk AW-re � 11 1P R``f�tcMt� ❑ Copy of Incorporation Papers noting all principals,partners,and agents �vAE41� For levieW r�J 'C� CVI. u ❑ Support letter from Woodhaven Neighborhood Association and Woodhaven Con- unity Development Corporation(For projects located in Woodhaven NEZ only) INCOMPLETE APPLICATIONS WILL NOT BE PROCESSED FOR CERTIFICATION UNTIL ALL REQUIRED DOCUMEINTS SHOWN IN THE ABOVE CHECKLIST ARE SUBMITTED WITHIN 3o DAYS AFTER THE APPLICATION IS RECEIVED. YOU MUST APPLY FOR TAX ABATEMENT BEFORE ANY BUILDING PERMITS ARE ISSUED FOR YOUR PROPERTY AND BEFORE ANY U"ROVEMENTS ARE MADE TO YOUR. PROPERTY. IT TAKES 30 TO 90 BUSINESS DAYS TO COMPLETE THE TAX ABATEMENT AGREEMENT APPROVAL PROCESS ATTER THE ISSUANCE OF NEZ CERTIFICATION DEPENDING ON THE COMPLEXITY OF YOUR PROJECT. 11. APPLICANT/AGENT INFORMATION 1. Applicant: ( C v L 2. Contact Person: LaF' 3. Address: 7� Street City State Zip d. Phone no.: 21� 740` 5. Fax No.: 5 G. Email: A I C r c 7. Agent(if any) 8. Address: Street City State Zip 9. Phone no.: 10. Fax No.: 11.Email: If you need further information or clarification,please contact Saral:Odle at{$17}392-7316. Revised October 4,2005 l i F0RTWORTH i Application No. i PROJECT ELIGIBILITY 1. Please list down the addresses and legal descriptions of the project and other properties your organization owns in Fort Worth. Attach metes and bounds description if no address or legal description is available. Attach an exhibit showing the location of the project. Table 1 Property Owners!!! Address Zip Cr Printinn CVro'ect Location Code Subdivision Name Lot No. Block No, �1 r tc rr Other properties owned in the City of Fort Worth -continue on a separate sheet and attach if necessary. r 7&,Lo � p i Ze (Please attach additional sheets of paper as needed.) 2. For each properties listed in Tabled,please check the boxes below to indicate if- * there are taxes due;or ® there are City liens;or a You (meaning the applicant, developer, associates, agents, principals) have been subject to a Building Standards Commission's Order of Demolition where the property was demolished within the last five years. Table 2 Property Taxes and City Liens Address Property City Liens on Property Taxes Weed Board-uplOpen Dernolition Paving Order of Due Liens Stucture Liens Liens Liens Demolition 4,5701 -e ❑ ❑ ❑ ❑ ❑ ❑ f ❑ ❑ ❑ ❑ ❑ ❑ ' ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ ❑ (Please attach additional sheets of paper as needed.) Revised October 4,2005 2 FORT WORTH Application No. 3. Do you own other properties under other names? Yes❑No If Yes,please specify - -1)4� 01 1 X 4. Does the proposed project conform wit City of F rt orth Zoning? Yes F]Na If no,what steps are being taken to insure compliance? S. Project Type: ❑ ❑ ❑ ❑ ❑ i Single Multi- Commercial Industrial Community Mixed-Use i Family Family Facilities 6. 1f your project is a commercial, industrial, or mixed-use project, please describe the types of businesses that are being proposed: 7. Is this a new construction or rehab project? gNew Construction ❑Rehab 8. How much is the total development cost of your project? A 6( 9. Will the eligible rehabilitation work* equal to at least 30% oft e Tarrant Appraisal District (TAD) assessed value of the structure during the year rehabilitation occurs? ❑Yes ❑No * Eligible rehabilitation includes only physical improvements to real property. It does NOT include personal property such as furniture,appliances,equipment,and/or supplies. Total eligible rehabilitation costs shall equal to or exceed 30%of the TAD appraised value of the structure during the year rehabilitation occurs. 10. How much is the total square footage of your project? Aey n square feet 11.For a s* Lyle family homeownership, mixed-use,or multi-family develop went project,please fill out the number of residential units based on income range of owners or renters in the following table. Table 3 Number of Residential Units and Income Range of Owners or Renters •.Numller-of Units Percentage Income Rar_i e >80%of A.MFI** At or below 80%of AMFZ Total Uzuts **AMPI:Area Median Family Income. Please see attachment for income and housing payment guidelines. 12. For a multifamily project to be qualified for tax abatement, at least 20`% of total units shall be affordable to fa 'ies at or below 80% of AAM. Check the box if you are requesting a waiver of this requirement. 13. For a commercial industrial or community facilities project, indicate square footage of non- residential space. Commercial Industrial Community Facilities square feet square feet square feet ]PLEASE ANSWER QUESTIONS NO.14 TO NO. 16 ONLY 1F YOU ARE APPLYING FOR TAX ABATEMENT. Revised October 4,2005 3 FORT WORTH Application No. 14. How much will be your Capital Investment*** on the project? Please use the following table to it provide the details and amount of your Capital Investment(attached additional sheets if necessary). 1 Table 4 Capital Investment of the Pro'ect Items Amount Notes f SIS 92 z s ***Capital Investment includes only real property improvements such as new facilities and structures,site improvements,facility expansion, and facility modernization. Capital Investment DOES NOT include land acquisition costs and/or any existing improvements,or personal property(such as machinery,equipment,and/or supplies or inventory). 15. For a commercial industrial community fad!ity or mixed-use project, how many employees will the project generate? 16. For a wed.-use proiect,please indicate the percentage of all uses in the project in the following table. Table 5 Percentage of Uses in a Mixed-Use Project Type. `•Square Footage Percentage Residential Office Eating Entertainment Retail sales Service Total III. INCENTIVES 1.What incentives are you applying for? Municipal ProperTax Abatements Must provide Final Plat Cabinet and Slide for Tax Abatement Cabinet Slide years More than 5 years Development Fee Waivers M All building permit related fees(including Plans Review and Inspections) IgPlat application fee(including concept plan,preliminary plat,final plat,short form replat) ❑ Board of Adjustment application fee 0 Demolition fee ❑ Structure moving fee X Community Facilities Agreement(CFA)application fee ❑ Zoning application fee IKStreet and utility easement vacation application fee Impact Fee Waivers XImpact fee Meter Size No. of meters? Release of City Liens ❑ Weed.liens ❑ Paving liens ❑ Board up/open structure liens ❑ Demolition liens Revised October 4,2005 4 'FORT WORTH Application No. III. ACKNOWLEDGMENTS I hereby certify that the information provided is true and accurate to the best of my knowledge. I hereby acknowledge that I have received a copy of 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 MISREPRESENTATION shall constitute grounds for rejection of an application or termination of incentives at the discretion of the 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 in 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. I agree to provide any additional information for determining eligibility as requested by the City. (TYPED NAME) AU HOWZED SIGNAT ) (DATE) .-]Please'=mail.dr.fax your-,rapplicati on to: :City q Fart VVorth,'Hausing Depa_rtmbnt. 1000 T rac on. t W '761 . S 02 (817)392-7328 Electronic version of this form is available by request. Please call 81.7.392-7507 to request a copy.For more information on the NEZ Program.,please visit our web site at www.fortworthgov.org/lousing. For Office Use Only Application No. In which NEZ? Council District Application Completed Date(Received Date): Conform with Zoning? ❑Yes ONO Type? ❑SF ❑Multifamily ❑Commercial ❑Industrial ❑ Cominurnity facilities ❑Mixed-Use Construction completion date? ❑Before NEZ❑After NEZ Ownership/Site Control ❑Yes❑No TAD Account No. Consistent with the NEZ plan? ❑Yes ❑No Meet affordability test? ❑Yes ❑No Minimum Capital Investment? ❑Yes ❑No Rehab at or higher than 30%? ❑Yes ❑No Meet mixed-use definition? ❑Yes ❑No Tax current on this property? ❑Yes ❑No Tax current on other properties? ❑Yes ❑No City liens on this property? City liens on other properties? Weed liens ❑Yes ❑No • Weed liens ❑Yes ❑No Board-up/open structwre liens ❑Yes ❑No o Board-up/open structure liens ❑Yes ❑No e Demolition Iiens ❑Yes ❑No o Demolition liens ❑Yes ❑No o Paving liens ❑Yes ❑No m Paving liens ❑Yes ❑No e Order of demolition ❑Yes ❑No e Order of demolition ❑Yes ❑No Certified? ❑Yes ❑No Certified by Date certification.issued? If not certified,reason Referred to: ❑Economic Development ❑Housing ❑Development ❑Water ❑Code ❑TPW Revised October 4,2005 5 VORT WORTH Application No. ATTACHMENT INCOME AND HOUSING PAYMENT GUIDELINES Family Size 80% of Median Income* Maximum Housing Payment Affordable for Individuals or Families at 80% of Median Income 1 $35,100 $877 2 $40,150 $1,003 3 $45,150 $1,125 4 $50,150 $1,253 5 $54,1.50 $1,353 6 $58,200 $1,455 7 $62,200 $1,555 8 $66,200 $1,655 *Source: 2004 Fort Worth-Arlington DMSA HUD Income Guidelines Revised October 4,2005 6 i Exhibit D 1 PROJECT DESCRIPTION Four hundred and six(406)snit, apartment complex: i Sixteen 3-story apartment buildings containing a mix of the following units: 74'One-bedroom(671 s.f) 26 Two-bedroom(1057 s.f.) 9 three-bedroom; (1459 s.f) 35 One-bedroom(760 s.f) 26 Two-bedroom(1040 s.f) 9 three-bedroom j (1323 s.f.) 23 One-bedroom(743 s.f) 9 Two-bedroom(1153 s.f) 9 three-bedroom. (1354 s.f) 21 One-bedroom(855 s.f) 9 Two-bedroom(1185 s.f) 21 One-bedroom(837 s.f) 7 Two-bedroom(1216 s.f) 14 One-bedroom(870 s.f.) 7 Two-bedroom.(1104 s.f.) 7 One-bedroom(884 s.f.) 18 Two-bedroom(1132 s.f) 15 One-bedroom(899 s.f) 7 Two-bedroom(1159 s.f) 15 One-bedroom(848 s.f.) 10 Two-bedroom(1212 s.f) 15 One-bedroom.(897 s.f.) 10 Two-bedroom.(1168 s.f) 10 Two-bedroom(1209 s.f) Features -Nine-foot ceilings - Crown molding - Ceiling fans in the living area and each bedroom -Black kitchen appliances -High speed Internet and cable hook-ups in each unit - Washer and dryer connections -Exterior: masonry and stucco - CIubhouse with business center, covered porches,pool with exterior fireplace,fitness center -Eight Hundred and Eighty-Six total parking spaces: direct-access garages (182), indirect-access garages (66), surface parking (305), carport parking(104),tandem parking(229) -Wrought iron fencing - Heavy landscaping - Courtyard areas - 5' Storm water drainage improvements across site EXHIBIT C FORM OF ASSIGNMENT AGREEMENT ASSIGNMENT AND CONSENT TO ASSIGNMENT OF TAX ABATEMENT AGREEMENT (CITY SECRETARY CONTRACT NO. 38805) This ASSIGNMENT AND CONSENT TO ASSIGNMENT OF TAX ABATEMENT AGREEMENT ("Consent Agreement") is entered into by and between the CITY OF FORT WORTH ("City"), a home rule municipal corporation organized under the laws of the State of Texas; Park Ridge Multi-Family LP ("Assignor"), a Texas limited partnership; and Berkeley Apartments Phase I LLC ("Assignee"), a California limited liability company. The following statements are true and correct and form the basis upon which the parties have entered into this Amendment: A. The City and Assignor previously entered into a Tax Abatement Agreement, which is a public document on file in the City Secretary's Office as City Secretary Contract ("CSC") No. 33805, (the "Abatement Agreement"). Under the Abatement Agreement, Assignor agreed to construct a multi-family complex containing rental apartment units (each an "Apartment") and certain other improvements on real property owned by Assignor (the "Land"), and to set aside a certain number of Apartments as affordable housing units for lease exclusively to qualifying households, as more specifically provided in the Abatement Agreement. In return, the City agreed to abate up to one hundred percent (100%) of the real property taxes generated from the increase in the taxable value of the improvements on the Land and up to one hundred percent (100%) of the personal property taxes generated from the increase in the taxable value of tangible personal property located on the Land, all as more specifically provided in the Abatement Agreement. B. Assignor's subsidiary, The Berkeley Apartments, LLC, a Texas limited liability company, has sold the Land and all improvements thereon to Assignee. Both Assignor and Assignee have requested that the City consent to an assignment by Assignor of all of Assignor's rights and interest in the Abatement Agreement to Assignee. Under Section 6 of the Abatement Agreement, Assignor is prohibited from assigning its rights and interest in the Abatement Agreement to another party unless (i) the City Council determines that the proposed assignee is financially capable of meeting the duties and obligations of Owner, as defined and set forth in the Abatement Agreement, and (ii) the proposed assignee agrees in writing to assume all duties and obligations of Owner under the Abatement Agreement, The City is willing to consent to the proposed assignment solely in accordance with this Consent Agreement. NOW, THEREFORE, the City, Assignor and Assignee, for and in consideration of the mutual promises, covenants and agreements contained herein, and for other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, agree as follows: Page 1 of 6 Consent to Assignment of CSC No.38805, by Park Ridge Multi-Family,L.P.to Berkeley Apartments Phase I LLC 1611514v.2 1565/0198 1. Assignor hereby assigns all of its right, title and interest in and to the Abatement Agreement to Assignee. Notwithstanding the foregoing, Assignor reserves its right and claim to any tax savings, refund, or rebate for the taxes for the year 2013 as a result of Assignor's protest of the valuation of the Property. 2. The City hereby consents to an assignment by Assignor to Assignee of all right, title and interest granted to Owner by the Abatement Agreement, effective as of April 15, 2414 ("Effective Date"). The City's consents to such assignment is expressly conditioned upon the promise and covenant by Assignees, and Assignee hereby promises and covenants to the City, that as of the Effective Date Assignee will comply with all duties and obligations of Owner set forth in the Abatement Agreement. 3. The City has not reviewed or agreed to, and does not adopt, ratify or approve of, any aspect or provision of any agreement that may exist between Assignor and Assignee as to such assignment or any other matter concerning the Abatement Agreement. This Consent Agreement does not grant any right, privilege or use to Assignee that is different from or more extensive than any right, privilege or use granted to Owner under the Abatement Agreement. In the event of any conflict between the Abatement Agreement and any agreement that may exist between Assignor and Assignee as to the assignment described herein or any other matter concerning the Abatement Agreement, the Abatement Agreement shall control as to the City. 4. Assignee understands and agrees that no act or omission of Assignor or any third party, whether before or after the Effective Date, will serve to mitigate (i) any Event of Default, as set forth in Section 4 of the Abatement Agreement, or (ii) any failure to meet any or all of the commitments of Owner that may be used to calculate the percentage of any particular tax abatement under the Abatement Agreement. 5. Assignor shall indemnify and defend Assignee against and hold Assignee harmless from all claims, demands, liabilities, losses, damages, costs and expenses, including, without limitation, reasonable attorneys' fees and disbursements (collectively, "CIaims"),that are caused by any failure by Assignor to perform its obligations under the Abatement Agreement before the date of this Assignment. Assignee shall indemnify and defend against and hold Assignor harmless from all Claims that are caused by any failure by Assignee to perform its obligations arising or accruing under the Abatement Agreement on or after the date of this Assignment. The indemnifying party shall control the litigation, including the selection of counsel, but it shall not have the authority to settle any claims without the indemnified party's prior consent, unless the indemnified party would be fully released from liability as part of such settlement. 6. Any capitalized terms not defined herein shall have the meanings assigned to them in the Abatement Agreement. [Signature pages immediately follow.] Page 2 of 6 Consent to Assignment of CSC No.38805, by Park Ridge Multi-Family,L.P.to Berkeley Apartments Phase I LLC 1611514v.2 1565/0198 EXECUTED as of the last date set forth below: CITY OF FORT W RTH: Ro ���pp By: Fernando C to Q Assistant City Manager Date: AtWsted APPROVED AS TO FORM AND LEGALITY: 1� _ I 'Kau By: Melinda Ramos Sr. Assistant City Attorney M&C: 6"2674(0-2-, 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 organized under the laws of the State of Texas, 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 CITY OF FORT WORTH, and that he executed the same as the act of the CITY OF FORT WORTH for the purposes and consideration therein expressed and in the capacity therein stated. GIVEN UNDER MY HAND AND SEAL OF OFFICE this �, day of �r1c 92014. No y Public in and for {' � � LINDA M.NIRRLINGEA the State of Texas MY COMMISSION EXPIRES L)V\ajk y1. �yr I t�c,e� �„Q„� Febrtrary2,2018 Notary's Printed Name OFFICIAL RECORD Page 3 of 6 CITY SECRIMRY Consent to Assignment of GSC No.38805, by Park Ridge Multi-Family,L.P.to Berkeley Apartments Phase I LLC FT. RTK� 7,rF 1611514v.2 1565/0198 ; PARK RIDGE MULTI-FAMILY LP, a Texas limited partnership: By: LPC-PPC Park Ridge LP, a Texas limited partnership and its general partner: By: Lincoln Property Company No. 2063 Limited Partnership, a Texas limited Partnership and its general partner: By: Lincoln 2063, Inc., a Texas corporation and its general partner By: c�d.n.r,, Printe Title: Date: C By: PPC-Park Ridge G.P., Inc., a Texas limited partnership and its general partner- By: Printed am Title: Date: Page 4 of 6 Consent to Assignment of CSC No.38805, by Park Ridge Multi-Family,L.P.to Berkeley Apartments Phase I LLC 1611514v.2 1565/0198 STATE OF Q-s § COUNTY OF , A�1) § BEFORE ME, the undersigned authority, on this day personally appeared V.P. of Lincoln 2063, Inc., general partner of Lincoln Property Compz&y No. 2063 Limited Partnership, general partner of LPC-PPC Park Ridge LP, general partner of Park Ridge Multi-Family LP, known to me to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that s/he executed the same for the purposes and consideration therein expressed, in the capacity therein stated. GIVEN UNDER MY HAND AND SEAL OF OFFICE this C?.?n A_ day of , 2014. Notary Public in and for �pF the State of mycomp Notary's Printe ame STATE OF l 6 § `s V COUNTY OF § -- BEFORE ME, the undersigned authority, on this day personally appeared Q • &P" �, of PPC-Park Ridge G.P., Inc., general partner of LPC- PPC Park Ridge LP„ general partner of Park Ridge Multi-Family LP, known to me to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that s/he executed the same for the purposes and consideration therein expressed, in the capacity therein stated. GIVN UNDER MY HAND AND SEAL OF OFFICE this day of , 2014. L:2m t-- —0 Notary Public in and the State of SALLY RUSH ''" '"= MY COMMISSION EXPIRES April 17,2016 - Notary's Printed Name Page 5 of 6 Consent to Assignment of CSC No.38805, by Park Ridge Multi-Family,L.P.to Berkeley Apartments Phase 1 LLC 1611514v.2 1565/0198 BERKELEY APARTMENTS PHASE I LLC, a Delaware limited liability company By:Daiwa House California, a California corporation and its managing member_ By: Na Title: Date: STATE OF § COUNTY OF § a 9. .., . r BEFORE ME, the undersigned authorit)k" on this day personally appeared of/ Daiwa House California, Managing Member of Berkeley Apartments Phase I LLC, ,hown to me to be the person whose name is subscribed to the foregoing instrument, and(acknowledged to me that s/he executed the same for the purposes and consideration therein expressed, in the capacity therein stated. GIVEN UNDER MY HAND AND SEAL OF OFFICE this day of , 2014. Notary Public in and for the State of Notary's Printed Name ids of C�OEis�€ a JOE F. GONZAl. B 2346 Coaaia[y of Snota CEgra NOTARY PUBLIC 0 CAL CALIFORNIA ri SANTA CLARA COUNTY 1 caerribi nods�xor«(or ssfiiq;��)ks�fove y�e ota this l dray of Commission Expires SEP 21,2017 ,ptoved to we on the bsaais©f satisfactory CWHIMee to be the pers©n(s)wlao appeared Won ane. Page 5ofJg0 Consent to Assignment of CSC No.38805, by Park Ridge Multi-Family,L.P.to Berkeley Apartments Phase I LLC M&C Review CITY COUNCILAGENDA FORT WORT1-1 COUNCIL ACTION: Approved on 411512014 DATE: 4/15/2014 REFERENCE **C--26762 LOG NAME: 17NEZBERKELEYASSIGN NO.. CODE: C TYPE: CONSENT PUBLIC NO HEARING: SUBJECT: Authorize Execution of a Consent to Assignment of Tax Abatement Agreement, City Secretary Contract No. 33805, by Park Ridge Multi-Family LP, for the Construction of the Berkeley Apartments Located at 2001 Park Hill Drive in the Berry/University Neighborhood Empowerment Zone to Berkeley Apartments Phase I LLC (COUNCIL DISTRICT 9) RECOMMENDATION: It is recommended that the City Council authorize the execution of a Consent to Assignment by Park Ridge Multi-Family LP, of their rights, duties and obligations under its Tax Abatement Agreement, City Secretary Contract No. 33805, for the construction of the Berkeley Apartments located at 2001 Park Hill Drive in the Berry/University Neighborhood Empowerment Zone to Berkeley Apartments Phase I LLC. DISCUSSION: On July 18, 2006, (M&C C-21576 and City Secretary Contract No. 33805) the City Council granted the execution of a Tax Abatement Agreement with Park Ridge Multi-Family LP, for the property located at 2001 Park Hill Drive in the Berry/University Neighborhood Empowerment Zone (NEZ) for the construction of a 406 unit multi-family apartment complex which was completed, as specified in the Tax Abatement Agreement. The Tax Abatement Agreement prohibits Park Ridge Multi-Family LP, from assigning their rights under the Agreement to a third party unless the City Council approves the assignment. Park Ridge Multi-Family LP, is selling the property to Berkeley Apartments Phase 1 LLC. Staff recommends approval of the assignment. The property is located in COUNCIL DISTRICT 9, Mapsco 76U. FISCAL INFORMATION/CERTIFICATION: The Financial Management Services Director certifies that this action will not increase the total appropriations of City funds. IQ EundlAcLountIC-entem FROM Fund/Account/Centers Submitted for City Manager's Office bv: Fernando Costa (6122) Originating Department Head: Jesus Chapa (5804) http://apps.cfwnet.oig/council_packet/me review.asp?ID=19698&couticildate=4/15/2014[05/06/2014 1:56:43 PM] M&C Cynthia Garcia (8187) Additional Information Contact: Sarah Odle (7316) ATTACHMENTS 2001 Park Hill Drive Ma.pdf http://apps.cfwnet.org/council packet/mc review.asp?ID=19698&councildateJ4/15/2014[05/06/2014 1:56:43 PMJ