HomeMy WebLinkAboutContract 42665 CITY SECRETARY
CONTRACT NO. 210 1OS
STATE OF TEXAS §
COUNTY OF TARRANT §
TAX ABATEMENT AGREEMENT
This TAX ABATEMENT AGREEMENT ("Agreement") is entered into by and
between the CITY OF FORT WORTH, TEXAS (the "City"),
organized under the laws of the State of Texas, and LANCASTER ROPERTIES,LLC, a Texlas
limited liability company ("Company").
The City Council of the City of Fort Worth ("City Council") hereby finds, and the City
and Company hereby agree, that the following statements are true and correct and constitute the
basis upon which the City and Company have entered into this Agreement:
A. On June 22, 2010, the City Council adopted Resolution No. 3895-06-2010, stating
that the City elects to be eligible to participate in tax abatement and setting forth guidelines and
criteria governing tax abatement agreements entered into between the City ious ird
parties, entitled "General Tax Abatement Policy" t
he reference and hereby made a part of this Agreement for all and varth
purposes.hich is incorporated herein by
B. The Policy contains appropriate guidelines and criteriagoverning tax abatement
agreements to be entered into by the City as contemplated by Chapter 312 of the Texas Tax Code,
as amended (the "Code").
C. On September 20, 2011, the City Council adopted Ordinance No. 19919-09-2011
(the "Ordinance") establishing Tax Abatement Reinvestment Zone No. 76, City of Fort Worth,
Texas (the "Zone").
D. Company owns or is under contract to purchase approximately 3.88 acres of real
property within the Zone, as more specifically described in Exhibit "A" (the "Land").
Contingent upon receipt of the tax abatement herein, Company intends to construct an apartment
complex with at least 315 residential units on the Land (collectively, the "Apartment Units"), as
more specifically described in Exbi_ 'bi_t!B" (the "Required Improvements"). Exhibits "A" and
"B"are attached hereto and are hereby made a part of this Agreement for all purposes.
E. On November 4, 2011 Company, submitted an application for tax abatement to the
City concerning the contemplated use of the Land (the "Application"), which is incorporated
herein by reference for all purposes.
F. The contemplated use of the Land, the Required Improvements, and the terms of
this Agreement are consistent with encouraging development of the Zone and generatin
economic development and increased employment opportunities in the Cince g
ith
the purposes for creation of the Zone, and are in compliance with the Policy Statement,vthe
Ordinance and other applicable laws, ordinances, rules and regulations.
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lax Abatement Agreement between OFFICIAL RECORD
it), of Fort worth and Lancaster Properties, LLC u 1/ S CR TARY
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ET WORTH, TX
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G. The terms of this Agreement, and the proposed use and nature of the Land and
Required Improvements, satisfy the eligibility criteria for residential tax abatement pursuant to
Section 3.2 of the Policy.
H. Written notice that the City intends to enter into this Agreement, along with a copy
of this Agreement, has been furnished in the manner prescribed by the Code to the presiding
officers of the governing bodies of each of the taxing units in which the Land is located.
NOW, THEREFORE, the City and Company, for and in consideration of the terms and
conditions set forth herein, do hereby contract, covenant and agree as follows:
1• COMPANY'S COVENANTS.
1.1. Real Property Improvements,
Company shall expend a minimum of Twenty-three Million Two Hundred Fifty-
two Thousand Dollars ($239252,000.00) in Construction Costs for the Required
Improvements by the Completion Date, as defined in Section 1.2 (the "Construction Cost
Commitment"). For purposes of this Agreement, "Construction Costs" shall mean the
following expenditures directly associated with construction of the Required
Improvements: site development and construction costs, contractor fees and the costs of
supplies and materials; engineering fees; architectural fees; and other professional,
development and permitting fees, and shall specifically exclude any property acquisition
costs.
1.2. Completion Date of Required Im wovements
The Required Improvements will be considered completed as of the date on which
all Required Improvements have received either a temporary or final certificate or
certificates of occupancy for residential use (the "Completion Date"). The Completion
Date must occur on or before March 31, 2013 (the "Completion Deadline"). Once
Company provides the City with a Completion Notice in accordance with Section 3.3.3 of
this Agreement, the City will inspect the Required Improvements and audit all Records
pursuant to and in accordance with Sections 3.1 and 3.2. Within sixty (60) calendar days
following completion of all such inspections and audits,
writing as to whether it concurs that all of the Required ed lImprty onotivements11 fYChave been
an
constructed or installed in accordance with this Agreement. If the Cit y does not concur, the
written notice will specify the nature of the disagreement. In this event, Company will
have the right to take corrective measures (provided that such measures are completed on
or before the Completion Deadline) or to provide appropriate supplemental information and
to submit an amended Completion Notice. When, and if, the City concurs that all of the
Required Improvements have been constructed or installed in accordance with this
Agreement, the City's written notice to Company shall state this fact, and such notice shall
Page z be deemed a"Certificate of Completion" for purposes of this Agreement.
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1.3. Use of Land and Required Improvements.
Company covenants that the Required Improvements and the Land shall be used
as a multi-family apartment complex and in accordance with this Agreement. In
addition, Company 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. Affordable/Accessible Housing Set-Aside.
From and at all times after the Completion Date, at least ten percent 0 0%) of all
Apartment Units, regardless of the total number of such Apartment Units within the
Required Improvements and regardless of the owner of record of any such Apartment
Units (the "Affordable Housing Units"), shall be reserved exclusively for lease to
qualifying households whose adjusted incomes do not exceed the United States
Department of Housing and Urban Development's ("HUD") then-current eighty percent
(80%) income limits for the Fort Worth-Arlington, TX HUD Metro FMR Area at rents
that do not exceed thirty percent (30%) of such adjusted incomes, with at least eight (8)
of such Affordable Housing Units being fully handicap accessible (collectively, the
"Affordable/Accessible Housing Requirement"). Company will cooperate with the
City's Housing and Economic Development Department in reasonably publicizing the
availability of the Affordable Housing Units. For Company's reference, HUD's 80%
income limits for the Fort Worth-Arlington, TX HUD Metro FMR area and an example
of the calculation of rent limits based on such income limits are published annually by
HUD (see www.hud.gov and www.huduser or ).
2• ABATEMENT AMOUNTS TERMS AND CONDITIONS; CERTAIN FEE
WAIVERS.
Subject to and in accordance with this Agreement, the City will during the five (5)-year
Abatement Term, as defined in Section 2.5, grant to Company an annual abatement of the City's
ad valorem real property taxes on improvements located on the Land (but not on the Land itself)
based upon the increase in value of improvements located on the Land over their respective
value as of January 1, 2011, which is the year in which this Agreement was entered into, and
upon attainment of certain construction, construction contracting, employment, and supply and
service spending benchmarks, all as more specifically set forth in this Section 2 (the
"Abatement").
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2.1. Amount of Abatement.
Subject to Section 2.3 of this Agreement, during each year of the Abatement
Term, the Abatement granted hereunder may range up to a maximum of eighty-five
percent (85%) of the increased value of improvements on the Land, calculated as follows:
2.1.1. Abatement Based on Construction of Required Im rovements 25%
Component).
Subject to receipt of a Certificate of Completion pursuant to Section 1.2,
Company shall receive a twenty-five percent (25%) Abatement in each year of the
Abatement Term, as defined in Section 2.5, if(i) the Completion Date occurs on
or before the Completion Deadline, and (ii) at least Twenty-three Million Two
Hundred Fifty-two Thousand Dollars ($23,252,000.00) in Construction Costs are
expended on the Required Improvements as of the Completion Date. If (i) the
Completion Date does not occur by the Completion Deadline, or (ii)
less than
Twenty-three Million Two Hundred Fifty-two ThousandDollars
($23,252,000.00) in Construction Costs are expended on the Required
Improvements as of the Completion Date, not only will Company be ineligible to
receive the twenty-five percent (25%) Abatement under this Section 2.1.1, but an
Event of Default, as defined and addressed in Section 4, shall also occur.
2.1.2. Abatement Based on Construction S e iding with Fort Worth
Companies (Up to 100/. Component).
Company shall receive a ten percent (10%) Abatement in each year of the
Abatement Term, as defined in Section 2.5, if by the Completion Date at least the
greater of (i) thirty percent (30%) of all Construction Costs for the Required
Improvements, regardless of the total amount of such Construction Costs, or (ii)
Six Million Nine Hundred Seventy-five Thousand Six Hundred Dollars
($6,975,600.00) in Construction Costs for the Required Improvements have been
expended with Fort Worth Companies (the "Fort Worth Construction
Commitment'). For purposes of this Agreement, "Fort Worth Company"
means a business that has a principal office located within the corporate limits of
the city that performs a commercially useful function and that provides the services
for which Company is seeking credit under this Agreement. If the Fort Worth
Construction Commitment is not met, the percentage of Abatement that Company
may receive pursuant to this Section 2.1.2 throughout the Abatement Term shall
be reduced to an amount equal to the product of ten percent (10%) multiplied by
the percentage by which the Fort Worth Construction Commitment was met,
which will be calculated by dividing the actual Construction Costs expended for
the Required Improvements by the Completion Date with Fort Worth Companies
by the number of dollars comprising the Fort Worth Construction Commitment.
For example, if the Fort Worth Construction Commitment is $6,975,000.00 and
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only $5,580,000.00 in Construction Costs were expended with Fort Worth
Companies by the Completion Date, the percentage of Abatement that Company
would receive pursuant to this Section 2.1.2 throughout the Abatement Term
would be 8% instead of 10% (or .10 x [$5,580,000.00/$6,975,000.00], or .10 x
.80, or .08).
2.1.3. Abatement Based on Construction S endin with Fort Worth
Certified M/WBE Com anies U to 10% Component).
Company shall receive a ten percent (10%) Abatement in each year of the
Abatement Term, as defined in Section 2.5, if by the Completion Date at least the
greater of (i) twenty-five percent (25%) of all Construction Costs for the
Required Improvements, regardless of the total amount of such Construction
Costs, or (ii) Five Million Eight Hundred Thirteen Thousand Dollars
($5,813,000.00) in Construction Costs for the Required Improvements have been
expended with Fort Worth Certified M/WBE Companies (the "M/WBE
Construction Commitment'). For purposes of this Agreement, "Fort Worth
Certified M/WBE Company" means a minority or woman-owned business that
(i) has received certification as a minority business enterprise (MBE), a woman
business enterprise (WBE) or a disadvantaged business enterprise (DBE) by the
North Central Texas Regional Certification Agency (NCTRCA), and (ii) has a
principal office located within the corporate limits of the City that performs a
commercially useful function, and (iii) has provided from such office the services
or sales for which Company is seeking credit under this Agreement. If the M/WBE
Construction Commitment is not met, the percentage of Abatement that Company
may receive pursuant to this Section 2.1.3 throughout the Abatement Term shall
be reduced to an amount equal to the product of ten percent (10%) multiplied by
the percentage by which the M/WBE Construction Commitment was met, which
will be calculated by dividing the actual Construction Costs expended for the
Required Improvements by the Completion Date with Fort Worth Certified
M/WBE Companies by the number of dollars comprising the M/WBE
Construction Commitment. For example, if Company expends $25,000,000.00 in
Construction Costs for the Required Improvements by the Completion Date, the
M/WBE Construction Commitment will be $6,250,000.00. If only $5,625,000.00
in Construction Costs were expended with Fort Worth Certified Companies by the
Completion Date, the percentage of Abatement that Company would receive
pursuant to this Section 2.1.3 throughout the Abatement Term would be 9%
instead of 10% (or .10 x [$5,625,000.00/$6,250,000.00], or .10 x .90, or .09).
2.1.4. Abatement Based on Overall Em to ment U to 10% Component).
Company shall receive a ten percent (10%) Abatement in any given year
of the Abatement Term, as defined in Section 2.5, if in the previous calendar year
Company provided and filled at least three (3) Full-time Jobs on the Land (the
"Overall Employment Commitment'). For purposes of this Agreement, "Full-
Page s time Job" means a job filled by one (1) individual for a period of not less than
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forty (40) hours per week. Determination of compliance with the Overall
Employment Commitment shall be based on Company's employment data on
December 1 (or such other date as may mutually be acceptable to both the City
and Company) of each year during the Compliance Auditing Term, as defined in
Section 2.5. If the Overall Employment Commitment is not met in a given year
of the Compliance Auditing Term, the percentage of Abatement that Company
may receive pursuant to this Section 2.1.4 in the following year of the Abatement
Term shall be reduced to an amount equal to the product of ten percent (10%)
multiplied by the percentage by which the Overall Employment Commitment was
met, which will be calculated by dividing the number of Full-time Jobs provided
and filled on the Land in the previous year by the number of Full-time Jobs
comprising the Overall Employment Commitment. For example, if in the
previous calendar year Company provided and filled only two (2) Full-time Jobs
on the Land, the percentage of Abatement that Company would receive pursuant
to this Section 2.1.4 in the following year of the Abatement Term would be 6.67%
instead of 10% (or .10 x [2/3], or .10 x .667, or .0667).
2.1.5. Abatement Based on Fort Worth Em to ment 50/_ Com onent .
Company shall receive a five percent (5%) Abatement in any given year of
the Abatement Term, as defined in Section 2.5, if in the previous calendar year at
least one (1) Full-time Job on the Land was held by an individual residing at a
location within the corporate limits of the City (the "Fort Worth Employment
Commitment"). Determination of compliance with the Fort Worth Employment
Commitment shall be based on Company's employment data on December 1 (or
such other date as may mutually be acceptable to both the City and Company) of
each year during the Compliance Auditing Term, as defined in Section 2.5. If the
Fort Worth Employment Commitment is not met in a given year of the
Compliance Auditing Term, then Company will be ineligible to receive the five
percent (5%) Abatement under this Section 2.1.5 in the following year of the
Abatement Term.
2.1.6. Abatement Based on Central Ci Em to ment 5% Com onent .
Company shall receive a five percent (5%) Abatement in any given year of
the Abatement Term, as defined in Section 2.5, if in the previous calendar year at
least one (1) Full-time Job on the Land was held by an individual residing at a
location within the Central City (the "Central City Employment
Commitment"). For purposes of this Agreement, "Central City" means (i) that
area in the corporate limits of the City within Loop 820 (a) consisting of all
Community Development Block Grant ("CDBG") eligible census block groups;
(b) all state-designated enterprise zones; and (c) all census block groups that are
contiguous by seventy-five percent (75%) or more of their perimeter to CDBG
eligible block groups or enterprise zones, as well as (ii) any CDBG eligible block
in the corporate limits of the City outside Loop 820, as more specifically depicted
in the map attached hereto as Exhibit "C", which is hereby made a part of this
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Agreement for all purposes. The number of Full-time Jobs provided and filled on
the Land by Company and held by individuals residing in the Central City shall
also count as Full-time Jobs held by individuals residing in the corporate limits of
the City for purposes of measuring compliance with the Fort Worth Employment
Commitment. Determination of compliance with the Central City Employment
Commitment shall be based on Company's employment data on December 1 (or
such other date as may mutually be acceptable to both the City and Company) of
each year during the Compliance Auditing Term, as defined in Section 2.5. If the
Central City Employment Commitment is not met in a given year of the
Compliance Auditing Term, then Company will be ineligible to receive the five
percent (5%) Abatement under this Section 2.1.6 in the following year of the
Abatement Term.
2.1.7. Abatement Based on SuPply and Service Expenditures with Fort
Worth Companies (Un to 10% Component).
Company shall receive a ten percent (10%) Abatement in any given year
of the Abatement Term, as defined in Section 2.5, if in the previous calendar year
it expended at least Sixty Thousand Dollars ($60,000.00) in local discretionary
expenditures for supplies and services directly in connection with the operation or
maintenance of the Land and any improvements thereon, excluding utility service
costs ("Supply and Service Expenditures") (the "Fort Worth Supply and
Service Spending Commitment"). If the Fort Worth Supply and Service
Spending Commitment is not met in a given year of the Compliance Auditing
Tenn, then the percentage of Abatement that Company may receive pursuant to
this Section 2.1.7 in the following year of the Abatement Term shall be reduced to
an amount equal to the product of ten percent 0 0%) multiplied by the percentage
by which the Fort Worth Supply and Service Spending Commitment was met,
which will be calculated by dividing the actual Supply and Service Expenditures
made with Fort Worth Companies in the previous calendar year by the number of
dollars comprising the Fort Worth Supply and Service Spending Commitment.
For example, if Company made only $48,000.00 in Supply and Service
Expenditures with Fort Worth Companies in a given year, the percentage of
Abatement that Company would receive pursuant to this Section 2.1.7 in the
following year of the Abatement Term would be 8% instead of 10% (or .10 x
[$48,000.00/$60,000.00], or .10 x .80, or .08).
2.1.8. Abatement Based on Su vly and Service Ex enditures with Fort
Worth Certified M(WBE Companies (Up to 10% Component).
Company shall receive a ten percent (10%) Abatement in any given year
of the Abatement Term, as defined in Section 2.5, if in the previous calendar year
it expended at least Twenty-five Thousand Dollars ($25,000.00) in Supply and
Service Expenditures (the "M/WBE Supply and Service Spending
Commitment"). If the M/WBE Supply and Service Spending Commitment is
Page 7 not met in a given year of the Compliance Auditing Term, then the percentage of
I ax Abatement Agreement between
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Abatement that Company may receive pursuant to this Section 2.1.8 in the
following year of the Abatement Term shall be reduced to an amount equal to the
product of ten percent 0 0%) multiplied by the percentage by which the M/WBE
Supply and Service Spending Commitment was met, which will be calculated by
dividing the actual Supply and Service Expenditures made with Fort Worth
Certified M/WBE Companies in the previous calendar year by the number of
dollars comprising the M/WBE Supply and Service Spending Commitment.
2.2. Reduction to or Forfeiture of Abatement for Failure to Co mpty with
Affordable/Accessible Housing Requirement.
If the City determines that Company has not complied with or is not in compliance
with the Affordable/Accessible Housing Requirement, as outlined in Section 1.4, the City
will notify Company in writing. If Company disagrees with the City's determination,
Company shall have fourteen (14) calendar days to provide the City with documentation to
rebut such determination. If Company does not provide the City with documentation
sufficient to rebut the City's determination within such time, the City's determination shall
be deemed conclusive. In this event, notwithstanding anything to the contrary herein, (i) if
the Affordable/Accessible Housing Requirement was not met for an entire calendar year,
Company will forfeit any Abatement that it would otherwise have been entitled to receive
in the following year, and (ii) if the Affordable/Accessible Housing Requirement was not
met for a portion of a calendar year, then the amount of Abatement that it would otherwise
have been entitled to receive in the following year will be reduced by a fraction, to be
expressed as a percentage, where the numerator is the number of days in that calendar year
in which the Affordable/Accessible Housing Requirement was met and the denominator is
365. The forfeiture of an annual Abatement hereunder shall not serve to extend the Term
of this Agreement.
2.3. Abatement Limitation.
Notwithstanding anything to the contrary herein, Company's Abatement in any
given year of the Abatement Term shall be based on the increase in the real property
value of any improvements on the Land (and not on the Land itself) since January 1,
2011, up to a maximum increase of Thirty-four Million Eight Hundred Seventy-eight
Thousand Dollars ($34,878,000.00). In other words, in any year in which the taxable
value of improvements on the Land exceeds their value as of January 1, 2011 plus
$34,878,000.00, Company's Abatement for that tax year shall be capped and calculated
as if the increase in the value of the Land and improvements on the Land since January 1,
2011, had only been $34,878,000.00. For example, and as an example only, if in a given
year of the Abatement Term the value of improvements on the Land is $36,000,000.00
over their value as of January 1, 2011, Company would receive a maximum Abatement
of eighty-five percent (85%) of$34,878,000.00 in valuation for that year and would pay
full taxes on the $1,122,000.00 difference over the cap.
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2.4. Protests over Appraisals or Assessments.
Company shall have the right to protest and contest any or all appraisals or
assessments of the Land and/or improvements.
2.5. Terms.
This Agreement shall take effect on the date as of which both the City and
Company have executed this Agreement (the "Effective Date") and, unless terminated
earlier in accordance with its terms and conditions, shall expire simultaneously upon
expiration of the Abatement Term, as defined below (the "Term"). The percentage of
overall Abatement available to Company in any given year will be based in part on
Company's compliance with the Overall Employment Commitment, the Fort Worth
Employment Commitment, the Central City Employment Commitment, the Fort Worth
Supply and Service Spending Commitment, and the M/WBE Supply and Service
Spending Commitment. The term during which the City will audit Company's
compliance with such annual commitments shall commence in the firstfull calendar year
following the year in which the Completion Date occurred and expire on December 31 ar
the fifth (5th) year thereafter (the of
"Compliance Auditing Term"). The term during
which Company may receive an Abatement shall commence on January 1 of the second
full calendar year following the year in which the Completion Date occurred and expire
on December 31 of the fifth (5th) year thereafter(the "Abatement Term").
2.6. Abatement Application Fee.
The City acknowledges receipt from Company of the required Application fee of
Five Thousand Dollars ($5,000.00). Of such amount, Two Thousand Dollars ($2,000.00)
is nonrefundable and shall be used by the City for the
if
Company diligently begins or causes to begin construction of the oses Required Improvements forth in thel
on the Land within one (1) year from the date of the Application, the remaining Three
Thousand Dollars ($3,000.00) of such fee shall be creditable to the benefit of Company
against any permit, impact, inspection or other lawful fee required by the City in
connection with the Required Improvements, and any remaining amounts shall be refunded
to Company solely in accordance with the Policy.
2.7• Waiver of Certain Fees.
Company and its contractors will be required to apply for and receive all permits
and other licenses and certificates required by the City with respect to construction and
occupancy of the Required Improvements. However, as further consideration for the
public purposes that will be achieved from construction and use of the Required
Improvements and the redevelopment of the Land, unless otherwise prohibited by
applicable law, ordinance, rule or regulation, the City agrees to waive the following fees
related to the Required Improvements that would otherwise be charged by the City at any
Nage 9 time prior to the Completion Deadline: (i) all building permit, plan review, inspection and
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re-inspection fees; (ii) all zoning fees; (iii) all temporary encroachment fees; (iv) all platting
fees; and (v) all fire, sprinkler and alarm permit fees. All other fees charged or assessed by
the City in accordance with applicable federal, state and local laws, ordinances, rules and
regulations, including, but not limited to, transportation impact fees and water and sewer
impact fees, are not waived hereunder and shall be fully payable by Company and its
contractors.
3. INSPECTIONS AUDITS AND REPORTS AND FILINGS.
3.1. Inspection of the Land and Required Improvements.
At any time during normal office hours throughout the Term and following
reasonable notice to Company, the City shall have and Company shall provide or cause
provision of access to the Land and any improvements thereon, including the Required
Improvements, in order for the City to inspect the Land and evaluate the Required
Improvements to ensure compliance with the terms and conditions of this Agreement.
Company shall cause full cooperation with the City during any such inspection and/or
evaluation. Notwithstanding the foregoing, Company shall have the right to require that
any representative of the City be escorted by Company's security personnel while on the
Land.
3.2. Audits.
The City shall have the right to audit the financial and business records of
Company and any of its Affiliates (as defined in Section 5) that relate to the Required
Improvements and this Agreement in general (collectively, the "Records") at any time
during the Term in order to determine compliance with this Agreement and to calculate
the correct percentage of Abatement available hereunder. Company shall make all
Records available to the City on the Land 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. Reports and Filings.
3.3.1. Plan for Use of Fort Worth Certified NMBE Com anies.
Prior to the application of any building permit for the Required
Improvements (including for any demolition work), Company will file a plan with
the City as to how the M/WBE Construction Commitment and the M/WBE Supply
and Service Spending Commitment will be attained. Company agrees to meet with
the City's M/WBE Office as reasonably necessary for assistance in implementing
such plan and to address any concerns that the City may have with such plan.
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3.3.2. Monthly M/WBE Construction Spending Reports.
From the date of execution of this Agreement until the Completion Date, in
order to enable the City to assist Company in meeting the M/WBE Construction
Commitment, Company will provide the City with a monthly report in a form
reasonably acceptable to the City that specifically outlines the then-current
aggregate Construction Costs expended by and on behalf of Company with Fort
Worth Certified M/WBE Companies for the Required Improvements.
3.3.3. Completion Notice.
Once Company believes that the Completion Date has occurred, Company
will provide the City with a report in a form reasonably acceptable to the City that
specifically outlines the Construction Costs expended by and on behalf of Company
for the Required Improvements, together with supporting invoices and other
documents necessary to demonstrate that such amounts were actually paid,
final lien waivers signed by Company's general
including, without limitation,
contractor (the "Completion Notice"). The Completion Notice shall also include
actual Construction Costs expended by and on behalf of Company for the Required
Improvements with Fort Worth Companies and Fort Worth Certified M/WBE
Companies, together with supporting invoices and other documents necessary to
demonstrate that such amounts were actually paid to such contractors. The
Completion Notice shall be reviewed by the City in accordance with Section 1.2 of
this Agreement.
3.3.4. Annual Employment Report.
In order to determine whether Company attained the Overall Employment
Commitment, the Fort Worth Employment Commitment and the Central City
Employment Commitment in a given year of the Compliance Auditing Term, on or
before February 1 following the end of each year of the Compliance Auditing
Term, Company shall provide the City with a report in a form reasonably
acceptable to the City that sets forth (i) the total number of individuals who held
Full-time Jobs on the Land; (ii) the total number of individuals residing within the
corporate limits of the City who held Full-time Jobs on the Land; and (iii) the total
number of individuals residing within the Central City who held Full-time Jobs on
the Land, all as of December 1 (or such other date as may mutually be acceptable to
both the City and Company) of the previous calendar year, together with reasonable
documentation regarding the residency of such employees.
3.3.5. Annual Supply and Service Spending Report.
In order to determine whether Company attained the Fort Worth Supply and
Service Spending Commitment and the M/WBE Supply and Service Spending
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Commitment in a given year, on or before February 1 following the end of each
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fax Abatement Agreement between
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year of the Compliance Auditing Term, Company will provide a report to the City
in a form reasonably acceptable to the City that specifically outlines the Supply and
Service Expenditures made in the previous calendar year with Fort Worth
Companies and Fort Worth Certified M/WBE Companies, together with reasonable
documentation verifying that such Expenditures were made.
3.3.6. Annual Affordable/Accessible Housin Repo .
On or before February 1 following the end of each year of the Compliance
Auditing Term, in order to determine whether Company complied with the
Affordable/Accessible Housing Requirement in the previous calendar year,
Company will provide the Director with a report in a form reasonably acceptable to
the City that sets forth (i) the total number of Apartment Units within the Required
Improvements; (ii) the total number of Affordable Housing Units within the
Required Improvements; (iii) the total number of Affordable Housing Units that are
fully handicap accessible; (iv) the number of Apartment Units within the Required
Improvements that were under lease at any time during the previous calendar year•,
(v) the number of Affordable Housing Units that were under lease at any time
during the previous calendar year; (vi)the number of Affordable Housing Units that
are fully handicap accessible that were under lease at any time during the previous
calendar year; and (vi) for each Affordable Housing Unit that was under lease at
any time during the previous calendar year, sufficient documentation for the City to
assess the adjusted income of the tenant leasing such Affordable Housing Unit and
the amount of monthly rent paid by that tenant.
3.3.7. General.
Company shall supply or cause to be supplied any additional information
requested by the City that is pertinent to the City's evaluation of 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 and more specifically outlined in Section 4.
4• EVENTS OF DEFAULT.
4.1. Effect of Failure to Meet Certain Commitments.
The failure to meet the Fort Worth Construction Commitment, the M/WBE
Construction Commitment, the Overall Employment Commitment, the Fort Worth
Employment Commitment, the Central City Employment Commitment, the Fort Worth
Supply and Service Spending Commitment and/or the M/WBE Supply and Service
Spending Commitment shall result only in the failure to earn a percentage of Abatement
that would otherwise have been available hereunder, as set forth in Sections 2.1.2 through
2.1.8, and shall not constitute an Event of Default, as defined in Section 4.2. The failure to
Page 12 meet the Affordable and Accessible Housing Requirement, as set forth in Section 1.4, shall
I ax Abatement Agreement between
City of Fort worth and Lancaster Properties, LLC
result only in the forfeiture or reduction of Abatement that would otherwise have been
available hereunder, as set forth in Section 2.2, and shall not constitute an Event of Default,
as defined in Section 4.2.
4.2. Defined.
Company shall be in default of this Agreement if(i) any of the covenants set forth
in any portion of Sections 1.1, 1.2 or 1.3 of this Agreement are not met; (ii) any ad valorem
taxes owed by to the City by Company become delinquent and Company does not timely
and properly follow the legal procedures for protest and/or contest of any such ad valorem
real property or tangible personal property taxes; or (iii) subject to Section 4.1, Company
breaches any of the other terms or conditions of this Agreement (collectively, each an
"Event of Default").
4.3. Notice to Cure.
If the City determines that an Event of Default has occurred, the City shall provide
a written notice to Company that describes the nature of the Event of Default. If the Event
of Default is due to a breach under Section 1.1 or 1.2 of this Agreement, the City will have
the right to terminate this Agreement immediately. For any other Event of Default,
Company shall have thirty (30) calendar days (or such additional time as the City and
Company reasonably and mutually agree upon) from the date of receipt of such written
notice to fully cure or have cured the Event of Default.
4.4. Termination for Event of Default and Pa ment of Li uidated Damn es.
If an Event of Default has not been cured within the time frame specifically allowed
under Section 4.3 (if any), the City shall have the right to terminate this Agreement
immediately upon provision of written notice to Company. Company acknowledges and
agrees that an uncured Event of Default will (i) harm the City's economic development and
redevelopment efforts on the Land and in the vicinity of the Land; (ii) require unplanned
and expensive additional administrative oversight and involvement by the City; and (iii) be
detrimental to the City's general economic development programs, both in the eyes of the
general public and by other businesses and corporate relocation professionals, and
Company 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, other than pursuant to Sections 4.5, 4.6 and 4.2 on
account of Company's failure to construct or to cause to be constructed the Required
Improvements in accordance with Sections 1.1 and 1.2 of this Agreement, and as
authorized by Section 311.205(b)(6) of the Code, Company shall pay the City, as liquidated
damages, all taxes that were abated in accordance with this Agreement for each year in
which an Event of Default existed and which otherwise would have been paid to the City in
the absence of this Agreement. The City and Company 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 4.4 is intended to provide the City with
compensation for actual damages and is not a penalty. This amount may be recovered by
Nage 13
I ax Abatement Agreement between
City of Fort Worth and Lancaster Properties.LLC
the City through adjustments made to Company's ad valorem property tax appraisal by the
appraisal district that has jurisdiction over the Land and over any taxable tangible personal
property located thereon. 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, Company 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).
4.5. Termination at Will.
Company may terminate this Agreement at any time by providing written notice of
such intent to the City. In this event, there shall be no recapture of any taxes abated prior to
the effective date of termination, and neither party shall have any further rights or
obligations hereunder.
4.6. Knowing Employment of Undocumented Workers.
Company 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.
Company hereby certifies that Company, and any branches, divisions, or departments of
Company, 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
Company, or any branch, division, or department of Company, is convicted of a violation
under 8 U.S.C. Section 1324a(l) (relating to federal criminal penalties and injunctions
for a pattern or practice of employing unauthorized aliens):
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 Company) and
Company shall repay, within one hundred twenty (120) calendar days following
receipt of written demand from the City, the aggregate amount of Abatement
received by Company hereunder, if any, plus Simple Interest at a rate of four
percent (4%) per annum based on the amount of Abatement received in each
previous year as of December 31 of the tax year for which the Abatement was
received,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
Company, Company shall repay, within one hundred twenty (120) calendar days
following receipt of written demand from the City, the aggregate amount of
Abatement received by Company hereunder, if any,plus Simple Interest at a rate
of four percent (4%) per annum based on the amount of Abatement received in
Page 14
lax Abatement Agreement between
City of Fort worth and Lancaster Properties.LLC
each previous year as of December 31 of the tax year for which the Abatement
was received
For the purposes of Section 4.6, "Simple Interest" is defined as a rate of interest applied
only to an original value, in this case the aggregate amount of Abatement. 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 4.6 does not apply to convictions of any subsidiary or affiliate entity of
Company, by any franchisees of Company, or by a person or entity with whom Company
contracts. Notwithstanding anything to the contrary herein, this Section 4.6 shall survive
the expiration or termination of this Agreement.
5. EFFECT OF SALE OF LAND AND/OR REQUIRED IMPROVEMENTS.
Company may assign this Agreement and all or any portion of the benefits provided
hereunder to an Affiliate without the consent of the City, provided that (i) prior to or
contemporaneously with the effectiveness of such assignment, Company provides the City with
written notice of such assignment, which notice shall include the name of the Affiliate and a
contact name, address and telephone number, and (ii) the Affiliate agrees in writing to assume all
terms and conditions of Company under this Agreement. For purposes of this Agreement, an
"Affiliate" means all entities, incorporated or otherwise, under common control with Company,
controlled by Company or controlling Company. For purposes of this definition, "control" means
fifty percent (50%) or more of the ownership determined by either value or vote. Company may
not otherwise assign this Agreement or any of the benefits provided hereunder to another party
without the consent of the City Council, which consent shall not unreasonably be withheld or
delayed, provided that(i)the City Council finds that the proposed assignee is financially capable of
meeting the terms and conditions of this Agreement and (ii) the proposed assignee agrees in
writing to assume all terms and conditions of Company under this Agreement. Any attempted
assignment without the City Council's prior consent shall constitute an Event of Default.
6. 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' Company:
P Y:
City of Fort Worth Lancaster Properties, LLC
Attn: City Manager Attn: Dirk Oudt
1000 Throckmorton 428 W. Davis, Studio 4
Fort Worth, TX 76102 Dallas, TX 75208
Page 15
I ax Abatement Agreement between
City of Fort worth and Lancaster Properties, LLC
with copies to:
the City Attorney and
Housing and Economic Development
Director at the same address
7. COMPLIANCE WITH LAWS ORDINANCES RULES AND REGULATIONS•
ALL GRANTS SUBJECT TO APPROPRIATION.
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.
8. 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.
9. 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 of that party's
right to insist upon appropriate performance or to assert any such right on any future occasion.
10. 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.
11. VENUE AND JURISDICTION.
If any action, whether or not 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.
Nage 16
far Abatement Agreement between
City of Fort Worth and Lancaster Properties, LLC
12. NO THIRD PARTY RIGHTS.
The provisions of this Agreement are solely for the benefit of the City and Company, and
are not intended to create any rights, contractual or otherwise, in any other person or entity.
13. 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 either party, regardless of the actual drafter of this Agreement. In the event of any
conflict between any City ordinances and regulations, and this Agreement, such ordinances or
regulations shall control. In the event of any conflict between the body of this Agreement and the
Application, the body of this Agreement shall control.
14. BONDHOLDER RIGHTS.
The Required Improvements will not be financed by tax increment bonds. This Agreement
is subject to the rights of holders of outstanding bonds of the City.
15. CONFLICTS OF INTEREST.
Neither the Land 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 unit with jurisdiction in the Zone.
16. CAPTIONS.
Captions and headings used in this Agreement are for reference purposes only and shall not
be deemed a part of this Agreement.
17. 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
Company, their assigns and successors in interest, as to the matters contained herein. Any prior or
contemporaneous oral or written agreement is hereby declared null and 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.
Nage 17
lax Abatement Agreement between
City of Fort Worth and Lancaster Properties, LLC
18. 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.
IN WITNESS WHEREOF, the undersigned have caused this Agreement to be executed
as of the later date below:
[SIGNATURES FOLLOW IMMEDIATELY ON NEXT TWO (2) PAGES]
Page 18
lax Abatement Agreement between
City of Fort Worth and Lancaster Properties. LLC
CITY OF FORT WORTH: APPROVED AS TO FORM AND LEGALITY:
By: 44-16- �/� By:
Fernando Costa Peter Vaky
Assistant City Manager Deputy City Attorney
Date:_ /,Z�2�/
M&C: C-25196* 09-27-11
* Company is an Affiliate of
ATTEST: Locap Holdings, LLC
F944 4�k
4,o-ao�a��n
A.
/* By: �0 00 0
9t ity Secretary o° OMP
o a�0
0 4ta
K vo Gtl d
STATE OF TEXAS P►°OO°o°oo° �c�y
§ a4h4,nom a�a
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, 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 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 /,�-A day of
2011.
Notary Public in and for
the State of Texas
'6 v
Notary's Printed Name A
Page 19
fax Abatement Agreement between
City of Fort Worth and Lancaster Properties. LLC ; OFFW IAL RECORD
CITY SECRETARY j
FT. WORTH, TX if
LANCASTER PROPERT ES, LLC, a
"Texas limited li bilit�com y:
By:
Name:
A/ J, rt Ovv'
Title: �', Vwe,a)
Date:_ N,DJ ID loq_
ATTEST:
By:
STATE OFT�Xft 5 §
COUNTY OF DALL-,4 S §
(Name)
BEFORE ME, the undersigned authority, on this day personally appeared
(Title) of LANCASTER
PROPERTIES, LLC, 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 his act and that s/he executed the
same as the act of LANCASTER PROPERTIES, LLC for the purposes and consideration
therein expressed and in the capacity therein stated.
GIVEN UNDER MY HAND AND SEAL OF OFFICE this _
day of
Ajav>r,ADEP , 2011. 10
Notary Public in and for """" RICHARD D. SOMMERS, III
the State of 'S Notary Public, State of Texas
ii My Commission Expires
a<, March 21, 2015
�'c�iu r� Sn�„,,,�c,•S
Notary's Printed Name
Page 20
fax Abatement Agreement between OMCIAL RECORD'
Cite of Fort Worth and Lancaster Properties. LLC CITY SEXRETARY
I f f', WORTH, TX
EXHIBITS
"A"—Legal Description of the Land
"B"—Description of the Required Improvements
"C"—Map of Central City
I ax Abatement Agreement between
City of Fort Worth and Lancaster Properties. LLC
EXHIBIT "A"
LEGAL DESCRIPTION OF THE LAND
LAND DESCRIPTION (TRACT 1)
BEING a tract of land situated in the J.M.C. Lynch Survey, Abstract No.955, City of Fort
Worth, Tarrant County, Texas and being all of Lots 11-17, Block 12 of Van Zandt's Park
Addition, an addition to the City of Fort Worth as recorded in Volume 204-A, Page 81 of
the Plat Records, Tarrant County, Texas and being all of that 1.044 acre tract of land
described in instrument to Locap Holdings, LLC as recorded in CC# D209188509 of the
Deed Records, Tarrant County, Texas and being more particularly described as follows;
BEGINNING at a 5/8 inch iron rod set with plastic cap stamped "Huitt-Zollars" at the
southeast corner of said Block 12, and being at the intersection of the northerly right-of-
way line of Bledsoe Street (a 60' right-of-way) with the westerly right-of-way line of
Currie Street (a 60' right-of-way);
THENCE North 89 degrees 45 minutes 49 seconds West, along the northerly right-of-
way line of Bledsoe Street, a distance of 350.00 feet to a 5/8 inch iron rod set with plastic
cap stamped "Huitt-Zollars" at the common southerly comer of Lot 17 and 18, Block 12,
of said Van Zandt's Park Addition;
THENCE departing the northerly right-of-way line of Bledsoe Street, North 00 degrees
17 minutes 58 seconds East, along the common line of said Lots 17 and 18, a distance of
130.00 feet to a 5/8 inch iron rod found with plastic cap stamped "Brooks Baker" at the
common north corner of Lots 17 and 18 and being on the southerly right-of-way line of a
16 foot alley;
THENCE South 89 degrees 45 minutes 49 seconds East, along the southerly right-of-way
line of said 16 foot alley, a distance of 350.00 feet to a 5/8 inch iron rod set with plastic
cap stamped "Huitt-Zollars" on the westerly right-of-way line of the aforementioned
Currie Street;
THENCE South 00 degrees 17 minutes 58 seconds West, along the westerly right-of-way
line of said Currie Street, a distance of 130,00 feet to the POINT OF BEGINNING and
containing 1,0445 acres of land, more or less.
LAND DESCRIPTION (TRACT 2)
WHEREAS, Locap Holdings, LLC is the owner of that certain tract of land that are Lots
1 thru 10 and Lots 13 thru 20, Block 18 of Van Zandt's Park Addition, an addition to the
City of Fort Worth as recorded in Volume 204-A, Page 81 of the Deed Records, Tarrant
County, Texas and all of that tract of land described as an Alley Abandonment as
recorded in Volume ???, Page ??? of the Deed Records, Tarrant County. Texas and being
more particularly described as follows;
BEGINNING at a 3/4 inch iron rod found at the intersection of the southerly right-of-way
line of Bledsoe Street (a 60' right-of-way) and the westerly right-of-way line of Currie
Street (a 60' right-of-way), said point being the northeast corner of the aforementioned
Block 18;
THENCE South 00 degrees 17 minutes 58 seconds West, along the westerly right-of-way
line of Currie Street, a distance of 130.29 feet to an X cut found at the intersection of the
westerly right-of-way line of Currie Street and the northerly line of a 16' alley as shown
on the plat of the aforementioned Van Zandt's Park Addition;
THENCE North 89 degrees 45 minutes 49 seconds West, departing the westerly right-of-
way line of Currie Street, a distance of 100.00 feet along the northerly line of said 16'
alley to a 5/8 inch iron rod set with plastic cap stamped "Huitt-Zollars";
THENCE South 00 degrees 17 minutes 58 seconds West, departing the northerly line of
said 16' alley, a distance of 146.00 to a PK nail found on the northerly right-of-way line
of West Lancaster Avenue (a 80' right-of-way), said point being the common southerly
comer of Lot 12 and 13, Block 18 of said Van Zandt's Park Addition;
THENCE North 89 degrees 45 minutes 49 seconds West, along the northerly right-of-
way line of West Lancaster Avenue, a distance of 400.00 feet to a 5/8 inch iron rod set
with plastic cap stamped "Huitt-Zollars" at the intersection of the northerly right-of-way
line of West Lancaster Avenue and the easterly right-of-way line of Norwood Street (a
60' right-of-way);
THENCE North 00 degrees 17 minutes 58 seconds East, along the easterly right-of-way
line of Norwood Street, a distance of 276.29 feet to a 5/8 inch iron rod set with plastic
cap stamped "Huitt- Zollars" at the intersection of the easterly right-of-way line of
Norwood Street and the southerly right of-way line of the aforementioned Bledsoe Street;
THENCE South 89 degrees 45 minutes 49 seconds East, along the southerly right-of-way
line of Bledsoe Street, a distance of 500.00 feet to the POINT OF BEGINNING and
containing 2.836 acres of land, more or less.
EXHIBIT "B"
DESCRIPTION OF THE REQUIRED IMRPOVEMENTS
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A M&C Review Page 1 of 3
Official site of the City of Fort Worth,texas
CITY COUNCIL AGENDA Foa�11
COUNCIL ACTION: Approved on 9/27/2011
DATE: 9/27/2011 REFERENCE C-25196 LOG NAME: 17TALANCASTERAPTS
NO..
CODE: C TYPE: NOW PUBLIC NO
CONSENT HEARING:
SUBJECT: Authorize Execution of a Tax Abatement Agreement with Locap Holdings, LLC, for the
Construction of a Multifamily Apartment Complex at 2920 West Lancaster Avenue and
1020 Currie Street (COUNCIL DISTRICT 9)
RECOMMENDATION:
It is recommended that the City Council:
1. Authorize the execution of a Tax Abatement Agreement with Locap Holdings, LLC, for the
construction of a multifamily apartment complex at 2920 West Lancaster Avenue and 1020 Currie
Street.; and
2. Authorize waiving of related development fees.
DISCUSSION:
Project:
Locap Holdings, LLC (Locap), is considering the development of a 315 unit multifamily apartment
complex at 2920 West Lancaster and 1020 Currie Street Fort Worth, TX 76107. The proposed project
is estimated to have at least$23,252,000.00 expended in real property improvements by March 31,
2013.
In return for Locap's commitment to complete the project, the Housing and Economic Development
Department is proposing a five-year Tax Abatement Agreement with Locap that could potentially
abate up to 85 percent of the City's taxes on the incremental value of real property investment at the
site.
Failure to meet the minimum real property investment would be a condition of default giving the City
the right to terminate the Agreement without any tax abatement obligation. Additional, Locap has
agreed to the following commitments.-
Utilization
ommitments:Utilization of Fort Worth Companies and Fort Worth M/WBE Businesses (Real Property
Improvements):
Locap has committed to spend the greater of 30 percent or$6,975,600.00 of real property
improvement costs with contractors that are Fort Worth companies. Locap will also spend the greater
of 25 percent or$5,813,000.00 of real property improvement costs with contractors that are Fort
Worth certified M/WBE companies (with the understanding that dollars spent with Fort Worth certified
M/WBE companies will also count as dollars spent with Fort Worth companies).
Employment Commitments:
Locap has committed to provide a minimum of three full-time jobs on the property by March 31, 2013.
Of these, at least one job will be held by a Fort Worth Central City resident.
Utilization of Fort Worth Companies and Fort Worth M/WBE Businesses (Supply & Services)
http://apps.cfwnet.org/couneiI_packet/mc—review.asp?lD=I 5896&councildate=9/27/201 1 9/29/2011
M&C Review Page 2 of 3
Locap has committed to make at least$60,000.00 per year in discretionary service and supply
expenditures with contractors that are Fort Worth companies. Locap has also committed to spend at
least$25,000.00 of such costs with contractors that are Fort Worth certified M/WBE companies (with
the understanding that dollars spent with Fort Worth certified M/WBE companies will also count as
dollars spent with Fort Worth companies).
Discretionary service and supply costs shall include all expenditures, whether under written contract
or ad hoc purchases, other than for electric, gas and water utilities, related to the operation and
maintenance of the project including amounts paid to eligible companies or contractors for personnel.
Quality, Accessible, Affordable Housing Commitments:
Locap has committed to reserve at least 10 percent of the total units as quality, affordable housing
units. All of these units will be reserved for lease to persons earning no more than 80 percent of the
Area Median Income (AMI). Locap has also committed to have at least eight fully handicap
accessible units.
Failure to meet the affordable/accessible housing commitment in any given year will result in
forfeiture of the tax abatement for the following year.
City Commitments:
All tax abatements granted are for City property taxes based on the incremental increase in value of
real property improvements (above a base year value) and can be awarded for up to 85 percent for a
period of five years as depicted in the following chart.
Company Commitment Nbateent
At
Real Property Investment 2
Fort Worth Contractors 1tFort Worth M/WBE Contractors 1Overall Em to ment 1Em to ment of Fort Worth Residents 5Em to ment of Fort Worth Central Ci Residents 5Utilization of Fort Worth Com anies for Services and Su lies 1ercen
Utilization of Fort Worth M/WBE Companies for Services and
Supplies 10 percent
TOTAL 85 percent
Except for cases of default, failure to meet a commitment will result in a reduction of the
corresponding component of the abatement for that year proportional to the amount the commitment
was not met, or for the duration of the abatement in the case of construction commitments.
Fee Waivers:
As part of the public benefits anticipated to be received from this project, the City has agreed to waive
the following fees related to the project that would otherwise be charged by the City at any time prior
to March 31, 2013: (i) all building permit, plan review, inspection, and re-inspection fees; (ii) all zoning
fees; (iii) all temporary encroachment fees; (iv) all platting fees; and (v) all fire, sprinkler, and alarm
permit fees. All other fees charged or assessed by the City in accordance with applicable federal,
state and local laws, ordinances, rules and regulations, including, but not limited to, transportation
impact fees and water and sewer impact fees, are not waived and shall be fully payable.
The project is located in COUNCIL DISTRICT 9.
http://apps.cfwnet.org/council_packet/mc_review.asp?ID=15896&councildate=9/27/201 1 9/29/2011
M&C Review Page 3 of 3
FISCAL INFORMATION/CERTIFICATION:
The Financial Management Services Director certifies that this action will have no material effect on
City funds.
TO Fund/Account/Centers FROM Fund/Account/Centers
Submitted for City Manager's Office bv: Susan Alanis (8180)
Originating Department Head: Jay Chapa (5804)
Additional Information Contact: Robert Sturns (8003)
ATTACHMENTS
http://apps.cfwnet.org/council packet/mc_review.asp'?ID=15896&counc1ldate=9/27/201 1 9/29/2011
M&C Review Pagel of 2
Official site of the City of Fort Worth,Texas
CITY COUNCIL AGENDA FORT�1
COUNCIL ACTION: Approved on 8/21/2012
DATE: 8/21/2012 REFERENCE ,C-25789 LOG NAME: 17TALANCASTERAPTSAM END 1
NO..
CODE: C TYPE: CONSENT PUBLIC NO
HEARING:
SUBJECT: Authorize Execution of Amendment No. 1 to Tax Abatement Agreement with Lancaster
Properties, LLC, to City Secretary Contract No. 42665 for Extending the Completion
Deadline and Amending Certain Provisions Related to the Affordable/Accessible Housing
Requirement (COUNCIL DISTRICT 9)
RECOMMENDATION:
It is recommended that the City Council authorize the execution of Amendment No. 1 to the Tax
Abatement Agreement with Lancaster Properties, LLC, to City Secretary Contract No. 42665 for
extending the completion deadline and amending certain provisions related to the
Affordable/Accessible Housing Requirement in the Agreement.
DISCUSSION:
On September 27, 2011, (M&C C-25196) the City Council approved a Five-Year Tax Abatement
Agreement with Lancaster Properties, LLC, an affiliate of Locap Holdings, LLC, related to the
construction of a 315-unit multi-family apartment complex located on West Lancaster Avenue and
Currie Street. The Agreement is a public document on file as City Secretary Contract No. 42665.
Per the Agreement, Lancaster Properties, LLC, must complete the project by March 31, 2013. The
complex must also maintain ten percent of the total units as quality, accessible, affordable housing.
All ten percent must be rentable by tenants earning no more than eighty percent of the Area Median
Income (AMI). The multi-family development must have eight fully handicap-accessible units.
Due to a higher than expected water table, the developer had to redesign and upgrade the drainage
system under the garage. In addition, all piers and concrete moorings needed to be cased and
waterproofed. As a result of these modifications, Lancaster Properties, LLC, has approached Housing
and Economic Development Department Staff to request an extension of the completion deadline
from March 31, 2013 to October 31, 2013 and to revise language in the Agreement regarding the
number of fully handicap accessible units. As currently stated in the Agreement, all handicap
accessible units must meet the affordability requirements. The intent of the parties was to have eight
fully handicap accessible units, but not all being affordable housing that meets the Area Median
Income (AMI) Guidelines. Lancaster Properties, LLC, is building all eight units as handicap accessible
and is designating three of those units as affordable. Staff is agreeable to this change. All other terms
of the Agreement will remain unchanged.
FISCAL INFORMATION/CERTIFICATION:
The Financial Management Services Director certifies that this action will have no material effect on
City funds.
http://apps.cfwnet.org/council_packet/mc_review.asp?ID=17257&councildate=8/21/2012 9/4/2013
M&C Review Page 2 of 2
TO Fund/Account/Centers FROM Fund/Account/Centers
Submitted for City Manager's Office by: Fernando Costa (6122)
Originating Department Head: Jay Chapa (5804)
Additional Information Contact: Robert Sturns (8003)
Marguerite Allen (2235)
ATTACHMENTS
Reinvestment Zone 76 Exhibit A.pdf
http://apps.cfwnet.org/counciIpacket/mc_review.asp?ID=17257&counciIdate=8/21/2012 9/4/2013