HomeMy WebLinkAboutContract 42762CITY SECRUARY
CONTRACT NO.
X1-4 b2
ECONOMIC DEVELOPMENT INCENTIVE AGREEMENT
(Foreign Trade Zone Payment In Lieu of Taxes)
This ECONOMIC DEVELOPMENT INCENTIVE AGREEMENT
( "Agreement") is entered into by and between the CITY OF FORT WORTH, TEXAS
(the "City"), a home rule municipality organized under the laws of the State of Texas, and
TTI, Inc. ( "TTI"), a Delaware corporation.
RECITALS
The City and TTI hereby agree that the following statements are true and correct
and constitute the basis upon which the City and TTI have entered into this Agreement:
A. TTI is a leading authorized distributor of passive, connector,
electromechanical and discrete components for industrial, military, aerospace and
consumer electronic manufacturers worldwide. TTI conducts business operations at two
primary locations in the City: 2441 Northeast Parkway, which is used as TTI's corporate
headquarters, and 2601 Sylvania Cross Drive, which is used as a manufacturing and
distribution facility (collectively, the "TTI Sites ").
B. The City and TTI have entered into that certain Economic Development
i rogram Agreement, a public document on file in the City Secretary's Office as City
Secretary Contract No. 41746 (the "EDPA"), pursuant to which the City has agreed to pay
TTI five (5) annual Economic Development Program Grants, as authorized by Chapter 380
of the Texas Local Government Code, in return for TTI's commitment to, among other
things, continue to use the property at 2441 Northeast Parkway as its corporate
headquarters.
C. As part of its plans to expand its operations in the City and in Tarrant
County, Texas, TTI wishes to apply to the United States Department of Commerce for
foreign trade zone designation of the TTI Sites (the "FTZ Application"). Approval of the
FTZ Application will cause certain tangible personal property located on the TTI Sites that
currently is subject to ad valorem taxation by the City to become tax exempt pursuant to
applicable federal and state law. TTI has requested that the City issue a Letter of
Concurrence from the City in substantially the same form as that set forth in Exhibit "A ",
attached hereto (the "Letter of Concurrence "), to be included as part of the FTZ
Application.
D. In accordance with action taken by the City Council at its regular meeting
of December 13, 2011 pursuant to agenda item M &C C- 25373, the City is willing to issue
the Letter of Concurrence requested by TTI conditioned on TTI's agreement, if the FTZ
Application is approved, to make certain real property improvements and increase
employment at the TTI Sites as part of its expanded operations by December 31. 20161_
and, if TTI fails to meet such commitments, to pay the City an amount ,1Q �h
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Page I CITY'_.;R:�tlY I
Economic Development Incentive Agreement
between City of Fort Worth and TTI, Inc. (FTZ PILOT) r r. le' 7TM, T.)(
amount of ad valorem taxes that the City would have received from the TTI Sites but for
approval of the FTZ Application, all as more specifically set forth in this Agreement.
NOW, THEREFORE, in consideration of the mutual benefits and promises
contained herein and for other good and valuable consideration, the receipt and sufficiency
of which is hereby acknowledged, the parties agree as follows:
AGREEMENT
1. INCORPORATION OF RECITALS.
The City Council has found, and the City and TTI hereby agree, that the recitals set
forth above are true and correct and form the basis upon which the parties have entered
into this Agreement.
2. DEFINITIONS.
In addition to terms defined in the body of this Agreement, the following terms
shall have the definitions, ascribed to them as follows:
Affiliate means all entities, incorporated or otherwise, under common control with,
controlled by or controlling TTI. For purposes of this definition, "control" means fifty
percent (50 %) or more of the ownership determined by either value or vote.
Annual Personal Property Report has the meaning ascribed to it in Section 4.3.
Certificate of Completion has the meaning ascribed to it in Section 5.2.
Completion Date means the date as of which TTI has met both the Real and
Personal Property Commitment and the Employment Commitment, which must be
confirmed by a Certificate of Completion issued in accordance with this Agreement.
Completion Deadline means December 31, 2016.
Completion Notice has the meaning ascribed to it in Section 4.4.
Construction Costs means actual site development and construction costs,
including directly - related contractor fees, costs of construction labor and costs of supplies
and materials, plus engineering fees, architectural and design fees, and permit fees.
Director means the director of the City's Housing and Economic Development
Department or his or her authorized representative.
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Economic Development Incentive Agreement
between City of Fort Worth and T L Inc. (FTZ PILOT)
Effective Date has the meaning ascribed to it in Section 3.
Employment Commitment has the meaning ascribed to it in Section 4.2.
Full -time Job means a job provided to an individual by TTI at the Site for at least
forty (40) hours per week.
Future TTI Site means a site located within the corporate limits of the City that is
purchased by TTI after the Effective Date of this Agreement.
Letter of Concurrence has the meaning ascribed to it in Recital C.
New Tangible Personal Property means any personal property, including
inventory and supplies, that (i) is subject to ad valorem taxation by the City or would be
subject to ad valorem taxation by the City but for a tax exemption provided on account of
approval of the FTZ Application; (ii) is located on a TTI Site or Future TTI Site; (iii) is
owned by TTI; and (iv) was not located in the City prior to the Effective Date of this
Agreement.
PILOT Amount means an amount equal to the aggregate ad valorem taxes that the
City would have received from the TTI Sites between the effective date of any tax
exemption occurring due to approval of the FTZ Application and the effective date of
termination of this Agreement in accordance with Section 6.
Real and Personal Property Commitment has the meaning ascribed to it by
Section 4.1.
Records has the meaning ascribed to it in Section 4.5.
Term has the meaning ascribed to it in Section 3.
TTI Sites has the meaning ascribed to it in Recital A.
3. TERM.
This Agreement shall be effective as of the date of execution by both parties (the
"Effective Date") and, unless terminated earlier in accordance with this Agreement, shall
expire on (i) December 31, 2016 or (ii) one hundred (120) calendar days following receipt
by the City of the Completion Notice, whichever date is later (the "Term ").
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Economic Development Incentive Agreement
between City of Fort Worth and TTI, Inc. (FTZ PILOT)
4. TTI OBLIGATIONS.
4.1. Real and Personal Property Commitment.
On or before the Completion Deadline, TTI shall have expended or caused
to be expended at least Twenty Million Dollars ($20,000,000.00) in the aggregate
for real property improvements and additions of New Tangible Personal Property to
the TTI Sites and any Future TTI Site (the "Real and Personal Property
Commitment"). Attainment of the Real and Personal Property Commitment shall
be measured by adding (i) the amount of Construction Costs expended by or on
behalf of TTI at the TTI Sites and any Future TTI Site between the Effective Date
and the Completion Date and (ii) amounts expended by TTI on New Tangible
Personal Property purchased by TTI and located on the TTI Site and any Future
TTI Sites between the Effective Date and the Completion Date.
4.2. Employment Commitment.
On or before the Completion Deadline, TTI shall provide and fill at least
eight hundred fifty -three (853) Full -time Jobs collectively on the TTI Sites and any
Future TTI Sites (the "Employment Commitment "). Attainment of the
Employment Commitment shall be determined from the employment data
submitted by TTI in its Completion Notice, as outlined in Section 4.4.
4.3. Annual Personal Property Report.
In order for the City to monitor the costs and value of New Tangible
Personal Property purchased by TTI and located on the TTI Sites and any Future
TTI Site prior to the Completion Date, on or before February 1, 2013 and of each
year thereafter until the date of submission of the Completion Notice, TTI will
provide the Director with a report, in a form reasonably acceptable to the Director,
that contains a list of the New Tangible Personal Property that was installed on the
TTI Sites and any Future TTI Site during the previous calendar year, together with
reasonable documentation concerning the identification and cost (including
invoices and receipts) of such New Tangible Personal Property (the "Annual
Personal Property Report ").
4.4. Completion Notice.
Once TTI believes that the Completion Date has occurred, and provided
that the Completion Date has occurred on or before the Completion Deadline, TTI
will submit a written notice to the Director, in a form reasonably acceptable to the
Director, that sets forth (i) the aggregate Construction Costs expended by and on
behalf of TTI for real property improvements to the TTI Sites and any Future TTI
Site between the Effective Date and the Completion Date, together with supporting
invoices and other documents necessary to demonstrate that such amounts were
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Economic Development Incentive Agreement
between City of Fort Worth and TTI, Inc. (FTZ PILOT)
actually paid by TTI, including, without limitation, final lien waivers signed by
TTI's general contractor(s); (ii) a list of the New Tangible Personal Property that
was installed on the TTI Sites and any Future TTI Site between the Effective Date
and the Completion Date, together with reasonable documentation concerning the
identification and cost (including invoices and receipts) of such New Tangible
Personal Property (with the understanding that the parties may agree to use the
information supplied in Annual Personal Property Reports previously submitted in
partial satisfaction of this obligation); and (iii) the total number of Full -time Jobs
provided and filled on the TTI Sites and any Future TTI Site as of sixty (60)
calendar days prior to the date of such notice (or such other date requested by TTI
and reasonably acceptable to the City), together with reasonable supporting
documentation (collectively, the "Completion Notice "). The Completion Notice,
and any supplemental Completion Notice permitted by Section 5.2, must be
submitted on or before February 28, 2017.
4.5. Audits.
Upon reasonable advance notice to TTI, the City will have the right
throughout the Term to audit, during TTI's normal business hours, the financial and
business records of TTI that are reasonably necessary to evaluate TTI's compliance
with this Agreement (the "Records "). TTI shall make all Records available to the
City at the Site or at another location in the City acceptable to both parties
following reasonable advance notice by the City and shall otherwise cooperate fully
with the City during any audit.
5. CITY OBLIGATIONS.
5.1. Issuance of the Letter of Concurrence.
As part of the consideration for this Agreement, the City has issued the
Letter of Concurrence.
5.2. Issuance of Certificate of Completion.
Within sixty (60) calendar days following receipt of the Completion Notice
from TTI in accordance with Section 4.4, provided that the City is able to verify
that TTI met both the Real and Personal Property Commitment and the
Employment Commitment on or prior to the Completion Deadline, the Director
will issue TTI a certificate stating this fact and the date as of which such
Commitments were met ( "Certificate of Completion "). If the City cannot verify
that TTI met both the Real and Personal Property Commitment and the
Employment Commitment on or prior to the Completion Deadline, the City shall
notify TTI in writing within such sixty (60) -day period. In this event, TTI shall
have the right to supplement its Completion Notice at any time prior to the
Completion Deadline, and the process for review of such Completion Notice as set
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Economic Development Incentive Agreement
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forth in this Section 5.2 shall again be followed. Notwithstanding anything to the
contrary herein, the City will not consider (i) any Construction Costs expenditures
for real property improvements made after the Completion Deadline; (ii) any
expenditures for New Tangible Personal Property made after the Completion
Deadline; or (iii) any employment data covering any period of time after the
Completion Deadline. In addition, TTI may not file any Completion Notice or
supplemental Completion Notice after February 28, 2017, and the City will not
consider any Completion Notice or supplemental Completion Notice filed after
such date. If, after considering any Completion Notice and supplemental
Completion Notice properly submitted in accordance with this Section 5.2, the City
cannot verify that both the Real and Personal Property Commitment and the
Employment Commitment were met, Section 6.1 and/or Section 6.2, as the case
may be, shall apply.
6. DEFAULT AND TERMINATION.
6.1. Failure to Meet the Real and Personal Property Commitment.
TTI will be in default under this Agreement if TTI fails to meet the Real
and Personal Property Commitment, as determined in accordance with this
Agreement, in which case the City will have the right to terminate this Agreement
immediately by providing written notice to TTI.
6.2. Failure to Meet the Employment Commitment.
TTI will be in default under this Agreement if TTI fails to meet the
Employment Commitment, as determined in accordance with this Agreement, in
which case the City will have the right to terminate this Agreement immediately by
providing written notice to TTI.
6.3. Failure to Submit Reports.
If TTI fails to submit its Completion Notice as set forth in Section 4.4, or
fails to submit any Annual Personal Property Report as set forth in Section 4.3, the
City will notify TTI in writing. If TTI fails to submit the Completion Notice or the
Annual Personal Property Report in question to the Director within sixty (60)
calendar days following receipt of such notice, the City will have the right to
terminate this Agreement immediately by providing written notice to TTI.
6.4. General Breach.
Unless stated elsewhere in this Agreement, a party shall be in default under
this Agreement if such party breaches any term or condition of this Agreement. In
the event that such breach remains uncured after thirty (30) calendar days following
receipt of written notice from the non - defaulting party (or, if the defaulting party
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Economic Development Incentive Agreement
between City of Fort Worth and TTI, Inc. (FfZ PILOT)
has diligently and continuously attempted to cure following receipt of such written
notice but reasonably requires more than thirty (30) calendar days to cure, then
such additional amount of time as is reasonably necessary to effect cure, as
determined by both parties mutually and in good faith), the non - defaulting party
shall have the right to exercise any and all legal remedies available to it, including,
but not limited to, the immediate termination of this Agreement upon provision of
written notice to the non - defaulting party.
6.5. PILOT Obligation.
If the City terminates this Agreement in accordance with Sections 6.1, 6.2,
6.3, or 6.4, TTI will be obligated to pay the PILOT Amount to the City within sixty
(60) calendar days following the date of such notice. Such payment shall be made
by cash or wire transfer acceptable to the City in accordance with written
instructions from the City. If TTI fails to pay the PILOT Amount within such time,
the City shall have the right to exercise any and all legal remedies available to it to
obtain such payment, in which case the same penalties, interest, attorney's fees and
costs of collection shall also be recoverable by the City in the same manner that
they would be in a suit to recover delinquent ad valorem taxes.
TTI hereby represents its full understanding that issuance of the Letter of
Concurrence by the City and the City's support of TTI's FTZ Application is
conditioned upon TTI's execution of and agreement to be bound by the terms
and conditions of this Agreement. Notwithstanding any City ad valorem tax
exemption to which TTI may be entitled as a result of approval of the FTZ
Application, TTI understands and agrees that it will pay the PILOT Amount to
the City if required by and in accordance with this Agreement. TTI hereby
irrevocably waives any right it may have to challenge the enforceability of this
Section 6.5 or any other provision of this Agreement. Notwithstanding anything
to the contrary herein, this Section 6.5 shall survive the expiration or termination
of this Agreement
6.6. Knowing Employment of Undocumented Workers.
TTI acknowledges that effective September 1, 2007, the City is required to
comply with Chapter 2264 of the Texas Government Code, enacted by House Bill
1196 (80th Texas Legislature), which relates to restrictions on the use of certain
public subsidies. TTI hereby certifies that TTI, and any branches, divisions, or
departments of TTI, does not and will not knowingly employ an undocumented
worker, as that term is defined by Section 2264.001(4) of the Texas Government
Code. In the event that TTI, or any branch, division, or department of TTI, is
convicted of a violation under 8 U.S.C. Section 1324a(t) (relating to federal
criminal penalties and injunctions for a pattern or practice of employing
unauthorized aliens):
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Economic Development Incentive Agreement
between City of Fort Worth and "ITI, Inc. (FF7. PILOT)
• if such conviction occurs during the Term of this Agreement, this
Agreement shall terminate contemporaneously upon such conviction
(subject to any appellate rights that may lawfully be available to and
exercised by TTI) and TTI shall repay, within one hundred twenty (120)
calendar days following receipt of written demand from the City, the
aggregate amount of the Program Grants received by TTI hereunder, if
any, plus Simple Interest at a rate of four percent (4 %) per annum; or
• if such conviction occurs after expiration or termination of this Agreement,
subject to any appellate rights that may lawfully be available to and
exercised by TTI, TTI shall repay, within one hundred twenty (120)
calendar days following receipt of written demand from the City, the
aggregate amount of the Program Grants received by TTI hereunder, if
any, plus Simple Interest at a rate offourpercent (4 %) per annum.
For the purposes of Section 6.6, "Simple Interest" is defined as a rate of interest
applied only to an original value, in this case the aggregate amount of Program
Grants paid hereunder. This rate of interest can be applied each year, but will only
apply to the aggregate amount of Abatement and is not applied to interest calculated.
For example, if the aggregate amount of Abatement is $10,000 and it is required to
be paid back with four percent (4 %) interest five years later, the total amount would
be $10,000 + [5 x ($10,000 x 0.04)], which is $12,000. This Section 6.6 does not
apply to convictions of any subsidiary or affiliate entity of TTI, by any franchisees of
TTI, or by a person or entity with whom TTI contracts. Notwithstanding anything to
the contrary herein, this Section 6.6 shall survive the expiration or termination of this
Agreement.
6.7. If FTZ Application is Not Approved.
Notwithstanding anything to the contrary herein, if the FTZ Application is
for any reason not approved by the United States Department of Commerce and
any other necessary agencies or authorities, TTI shall have the right to terminate
this Agreement immediately upon provision of written notice to the City.
7. INDEPENDENT CONTRACTOR.
It is expressly understood and agreed that TTI shall operate as an independent
contractor in each and every respect hereunder and not as an agent, representative or
employee of the City. TTI shall have the exclusive right to control all details and day -to-
day operations relative to the Site and shall be solely responsible for the acts and omissions
of its officers, agents, servants, employees, contractors, subcontractors, licensees and
invitees. TTI acknowledges that the doctrine of respondeat superior will not apply as
between the City and TTI, its officers, agents, servants, employees, contractors,
subcontractors, licensees, and invitees. TTI further agrees that nothing in this Agreement
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Economic Development Incentive Agreement
between City of Fort Worth and "I`I I, Inc. (FTZ. PILOT)
will be construed as the creation of a partnership or joint enterprise between the City and
TTI.
8. INDEMNIFICATION.
TTI, AT NO COST TO THE CITY, AGREES TO DEFEND, INDEMNIFY AND
HOLD THE CITY, ITS OFFICERS, AGENTS SERVANTS AND EMPLOYEES,
HARMLESS AGAINST ANY AND ALL CLAIMS, LAWSUITS, ACTIONS, COSTS
AND EXPENSES OF ANY KIND, INCLUDING, BUT NOT LIMITED TO, THOSE
FOR PROPERTY DAMAGE OR LOSS (INCL VDING ALLEGED DAMAGE OR LOSS
TO TTI'S BUSINESS AND ANY RESULTING LOST PROFITS) AND /OR
PERSONAL INJURY, INCLUDING DEATH, THAT MAY RELATE TO, ARISE OUT
OF OR BE OCCASIONED BY (i) TTES BREACH OF ANY OF THE TERMS OR
PROVISIONS OF THIS AGREEMENT; OR (ii) ANY ACT OR OMISSION OR
INTENTIONAL MISCONDUCT OF TTI, ITS OFFICERS, AGENTS, ASSOCIATES,
EMPLOYEES, CONTRACTORS (OTHER THAN THE CITY), OR
SUBCONTRACTORS DUE OR RELATED TO OR ARISING FROM THE TTI SITES
OR FUTURE TTI SITES, AND ANY OPERATIONS AND ACTIVITIES THEREON,
OR OTHERWISE RELATED TO OR ARISING FROM THE PERFORMANCE OR
NON - PERFORMANCE OF THIS AGREEMENT, EXCEPT TO THE EXTENT
DIRECTLY CAUSED BY THE NEGLIGENT ACTS OR OMISSIONS OR
INTENTIONAL MISCONDUCT OF THE CITY OR ITS EMPLOYEES.
9. NOTICES.
All written notices called for or required by this Agreement shall be addressed to
the following, or such other party or address as either party designates in writing, by
certified mail, postage prepaid, or by hand delivery:
City:
City of Fort Worth
Attn: City Manager
1000 Throckmorton
Fort Worth, TX 76102
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Economic Development Incentive Agreement
between City of Fort Worth and TTI, Inc. (FT7, PILOT)
TTI:
TTI, Inc.
Attn: Michael Morton
2441 Northeast Parkway
Fort Worth, TX 76106 -1896
with copies to:
the City Attorney and
Director, Housing & Economic
Development Dept. at the same address
10. ASSIGNMENT AND SUCCESSORS.
TTI may at any time assign, transfer or otherwise convey any of its rights or
obligations under this Agreement to an Affiliate without the approval of the City Council
so long as TTI, the Affiliate and the City first execute an agreement under which the
Affiliate agrees to assume and be bound by all covenants and obligations of TTI under this
Agreement. Otherwise, TTI may not assign, transfer or otherwise convey any of its rights or
obligations under this Agreement to any other person or entity without the prior consent of
the City Council, which consent shall not be unreasonably withheld, conditioned on (i) the
prior approval of the assignee or successor and a finding by the City Council that the
proposed assignee or successor is financially capable of meeting the terms and conditions of
this Agreement and (ii) prior execution by the proposed assignee or successor of a written
agreement with the City under which the proposed assignee or successor agrees to assume
and be bound by all covenants and obligations of TTI under this Agreement. Any attempted
assignment without the City Council's prior consent shall constitute grounds for termination
of this Agreement and following ten (10) calendar days of receipt of written notice from the
City to TTI. Any lawful assignee or successor in interest of TTI of all rights under this
Agreement shall be deemed "TTI' for all purposes under this Agreement.
11. COMPLIANCE WITH LAWS, ORDINANCES, RULES AND
REGULATIONS.
This Agreement will be subject to all applicable federal, state and local laws,
ordinances, rules and regulations, including, but not limited to, all provisions of the City's
Charter and ordinances, as amended.
12. GOVERNMENTAL POWERS.
It is understood that by execution of this Agreement, the City does not waive or
surrender any of it governmental powers or immunities.
13. NO WAIVER.
The failure of either party to insist upon the performance of any term or provision
of this Agreement or to exercise any right granted hereunder shall not constitute a waiver
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Economic Development Incentive Agreement
between City of Fort Worth and TTI, Inc. (FFL PILOT)
of that party's right to insist upon appropriate performance or to assert any such right on
any future occasion.
14. SEVERABILITY.
If any provision of this Agreement is held to be invalid, illegal or unenforceable,
the validity, legality and enforceability of the remaining provisions shall not in any way be
affected or impaired.
15. VENUE AND JURISDICTION.
If any action, whether real or asserted, at law or in equity, arises on the basis of any
provision of this Agreement, venue for such action shall lie in state courts located in
Tarrant County, Texas or the United States District Court for the Northern District of
Texas — Fort Worth Division. This Agreement shall be construed in accordance with the
laws of the State of Texas.
16. NO THIRD PARTY RIGHTS.
The provisions and conditions of this Agreement are solely for the benefit of the
City and TTI, and any lawful assign or successor of TTI, and are not intended to create any
rights, contractual or otherwise, to any other person or entity.
17. INTERPRETATION.
In the event of any dispute over the meaning or application of any provision of this
Agreement, this Agreement shall be interpreted fairly and reasonably, and neither more
strongly for or against any party, regardless of the actual drafter of this Agreement.
18. CAPTIONS.
Captions and headings used in this Agreement are for reference purposes only and
shall not be deemed a part of this Agreement.
19. ENTIRETY OF AGREEMENT.
This Agreement, including any exhibits attached hereto and any documents
incorporated herein by reference, contains the entire understanding and agreement between
the City and TTI, and any lawful assign and successor of TTI, as to the matters contained
herein. Any prior or contemporaneous oral or written agreement is hereby declared null
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Economic Development Incentive Agreement
between City of Fort Worth and'I`fl, Inc. (FTZ PILOT)
and void to the extent in conflict with any provision of this Agreement. Notwithstanding
anything to the contrary herein, this Agreement shall not be amended unless executed in
writing by both parties and approved by the City Council of the City in an open meeting
held in accordance with Chapter 551 of the Texas Government Code.
20. COUNTERPARTS.
This Agreement may be executed in multiple counterparts, each of which shall be
considered an original, but all of which shall constitute one instrument.
EXECUTED as of the last date indicated below:
CITY OF FORT WORTH:
By L.s•r �i�. -.�
Fernando Costa
Assistant City Manager
Date:
APPROVED AS TO FORM AND LEGALITY:
By:
Peter Vaky
Deputy City Attorney
M &C: C -25373 12 -13 -11
A by: V
R&Wd P. Gonzales, ity Secretary
TTI, INC.:
By: ;�2�
M chael Morton
President, TTI Inc. - America's
Date: 1-5-.0-0 17-
OFffrA!AL L aL7
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Economic Development Incentive Agreement C'ITY ,^ T - TA;i Y
between City of Fort Worth and TTI, Inc. (1TZ PILOT) F 1; ;s 11- , 1'
EXHIBITS
"A" — Substantial Form of Letter of Concurrence
Economic Development Incentive Agreement
between City of Fort Worth and TT'I, Inc. (FTZ PILOT)
FORTWORTH
December 27, 2011
Mr. Andrew McGilvray
Executive Secretary
Foreign -Trade Zones Board
U.S. Department of Commerce
1401 Constitution Avenue, NW
Room 2111
Washington, D.C. 20230
RE: Foreign -Trade Zone Designation
Dear Mr. McGilvray:
We understand that the TTI, Inc. is applying for foreign -trade zone designation in the Fort Worth
area. We also understand that activated foreign -trade zones in Fort Worth can access an ad
valorem property tax exemption under Texas state law. We have discussed this with the Alliance
Corridor, Inc., Grantee of Foreign -Trade Zone No. 196 and TTI. We do not object to the
submission of a request for sponsorship of foreign -trade zone status in our community by the
nearest existing foreign -trade zone organization, the Alliance Corridor, Inc., Grantee of Zone No.
196 for a new usage -driven application to the Foreign -Trade Zones Board. We understand that
this letter will be included as part of the Foreign -Trade Zone Application.
Sincerely,
Tom Hig
City Manager
CITY MANAGER'S OFFICE
The City of Fort Worth * 1000 Throckmorton Street * Fort Worth, Texas 76102
Phone 817-392-6111 * Fax 817 -392 -6134
City of Fort Worth, Texas
Mayor and Council Communication
COUNCIL ACTION: Approved on 12/13/2011
DATE: Tuesday, December 13, 2011 REFERENCE NO.: C -25373
LOG NAME: 17TTIFTZ
SUBJECT:
Authorize Submission of a Letter of Concurrence to the Foreign Trade Zone Board to Allow for a Foreign
Trade Zone Tax Exemption at the TTI, Inc., Facilities Located at 2441 Northeast Parkway and 2601 Sylvania
Cross Drive and Authorize Execution of a Payment in Lieu of Taxes Agreement with TTI, Inc. (COUNCIL
DISTRICT 2)
It is recommended that the City Council:
1. Authorize the City Manager to submit a Letter of Concurrence to the Foreign Trade Zone Board allowing
for Foreign Trade Zone application to the TTI, Inc. facilities at 2441 Northeast Parkway and 2601 Sylvania
Cross Drive; and
2. Authorize the City Manager to enter into a Payment in Lieu of Taxes Agreement with TTI, Inc.
TTI, Inc., is a specialty distributor of passive, interconnect, and discrete components for applications such as
Consumer Products, Energy, Industrial/Instrument, Medical, Military/Aerospace and Transportation. The
company maintains a corporate headquarters in Fort Worth and employs over 750 employees at its Fort
Worth operations. The company has approached the City regarding the activation of a Foreign Trade Zone
(FTZ) License at two facilities to fuel future growth opportunities.
A FTZ is a geographical area, where commercial merchandise receives the same customs treatment it would
as if it were outside the commerce of the United States. The merchandise may be held in the Zone without
being subject to customs duties and other ad valorem taxes. The FTZ exemption is designed to lower the
costs of U.S. based operations and create /retain the employment and capital investment opportunities that
result from those operations.
TTI, Inc., needs a Letter of Concurrence from the City in order to receive the benefit of an FTZ exemption on
City taxes at its headquarters facility at 2441 Northeast Parkway and its manfacturing and distribution facility
at 2601 Sylvania Cross Drive. In return for the City's providing the recommended Letter of Concurrence,
TTI, Inc. will commit to invest a minimum of $20 million in new real and personal property and employ an
additional 100 new employees at a Fort Worth facility by December 31, 2016. The company will also enter
into a Payment in Lieu of Taxes (PILOT) Agreement which will require TTI, Inc., to pay any City taxes
exempted by the FTZ exemption if these commitments are not met. The PILOT will expire if the
commitments are met within a five year time frame.
The proposed project is located in COUNCIL DISTRICT 2.
The Financial Management Services Director certifies that this action will have no material effect on City
funds.
CERTIFICATIONS:
Suhmitted for City Manager's Office bye Fernando Costa (6122)
Originating Department Head• Jay Chapa (5804)
Additional Information Contact* Robert Sturns (8003)
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