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Home My WebLink AboutContract 25242-A1 CITY SECRETARY CONTRACT NO. I AMENDMENT NO. 1 TO TAX INCREMENT REINVESTMENT ZONE PARTICIPATION AGREEMENT This AMENDMENT NO. 1 TO AGREEMENT TO TAX INCREMENT REINVESTMENT ZONE PARTICIPATION AGREEMENT ("Amendment") is made and entered into by and between NORTHWEST INDEPENDENT SCHOOL DISTRICT (the "District"), a lawfully created independent school district of the State of Texas, and the CITY OF FORT WORTH, TEXAS (the "City"), a home rule municipality organized under the laws of the State of Texas. RECITALS A. In accordance with Chapter 311 of the Texas Tax Code and pursuant to City Ordinance No. 12323, adopted by the Fort Worth City Council (the "City Council") on December 19, 1995, the City created Tax Increment Reinvestment Zone Number Two, City of Fort Worth, Texas (the "TIF"). Pursuant to Ordinance No. 13889, adopted by the City Council on August 10, 1999, the City expanded the original boundary of the TIF established in Ordinance No. 12323 (the "Original TIF Area") to include additional property described in Ordinance No. 13889 (the "Expanded TIF Area). B. The City and the District previously entered into that certain Tax Increment Reinvestment Zone Participation Agreement ("Agreement") dated on or about August 10, 1999 pursuant to which the District agreed to deposit certain Tax Increment (as defined in the Agreement) into the Tax Increment Fund, as defined and more specifically outlined in the Agreement. The Agreement is a public document on file in the City Secretary's Office as City Secretary Contract No. 25242. C. The District has requested that the Agreement be amended to revise the calculation upon which the District's required deposits into the Tax Increment Fund are based. The City is willing to consent to such request. D. FW Sports Authority, Inc. (the "Sports Authority") is an industrial development corporation created pursuant to the Texas Development Corporation Act (as codified at Article 5190.6, Section 413, Texas Revised Civil Statutes) to aid, assist, and act on behalf of the City in the performance of the City's governmental functions to promote the common good and general welfare of the City and in undertaking and completing projects authorized by such Act. E. In accordance with its mission, the Sports Authority has punch r5ed die real property and improvements known as Texas Motor Speedway (the "Prope 1(g&ORECORD million (the "Purchase Price") from Texas Motor Speedway, Inc. ("TM "61fifsRETARY Page 1 of 4 Amendment No. 1 to Tax Increment Reinvestment Zone Participation Agreement FT. WORTH, TX between City of Fort Worth and Northwest Independent School District(Speedway TIF) I corporation, pursuant to and in accordance with that certain Purchase Contract between the Sports Authority and TMS dated on or about December 18, 1996 (the "Purchase Contract"). F. As provided in the Purchase Contract and the TIF's project and financing plans, last adopted by the board of directors of the TIF on September 6, 2002 and approved by the City Council on October 29, 2002 pursuant to Ordinance No. 15304 (collectively, the "Plans"), all tax increment generated to the City from property located in the Original Area of the TIF is to be used to pay a portion of the installments on the Purchase Price. As provided by Ordinance No. 13889 and specified in Section 1.3(g) of the Agreement, the City does not contribute tax increment generated from property located in the Expanded Area of the TIF. G. The Sports Authority and TMS have entered into that certain Joint Exploration Contract dated on or about November 26, 2008 (the "Joint Exploration Contract") for the purpose of facilitating the production of oil, gas, and other minerals from the Property. The Sports Authority expects to receive certain revenues associated with the lease or leases of Minerals (as defined in the Joint Exploration Contract) underlying the Property (each or collectively a"Mineral Lease"). H. The City desires that certain revenues received by the Sports Authority associated with a Mineral Lease (the "Designated Mineral Lease Revenues") be used by the Sports Authority as a funding source for installments on the Purchase Price of the Property in lieu of the City's tax increment generated by property in the Original Area of the TIF. In accordance with that certain Amendment No. 1 to Purchase Contract dated on or about November 26, 2008, the Sports Authority and TMS have amended the Purchase Contract to accommodate this substitute funding arrangement (the "Amended Purchase Contract"). I. In accordance with Section 311.013(m) of the Texas Tax Code, on December 16, 2008 the City Council adopted Ordinance No. 18411-12-2008 pursuant to which (i) the City will cease to deposit tax increment into the Tax Increment Fund upon execution of a Mineral Lease in accordance with the Joint Exploration Contract and (ii) prior to execution of a Mineral Lease, but so long as the Joint Exploration Contract is in effect, any contributions by the City of tax increment to the Tax Increment Fund will be held in escrow and returned to the City upon execution of a Mineral Lease. J. The last sentence of Section 3.2(a) of the Agreement allows the District to cease its contributions to the Tax Increment Fund if the City for any reason does not contribute its tax increment in accordance with the Plans. The Sports Authority and the TIF's board of directors have both executed that certain Project Funding Agreement dated December 2, 2010 pursuant to which the Sports Authority will deposit Designated Mineral Lease Revenues into the Tax Increment Fund and those deposited sums will then be paid to TMS in accordance with the Amended Purchase Contract. As a result, since deposits to the Tax Increment Fund are not expected to be reduced on account of the Page 2 of 4 Amendment No. 1 to Tax Increment Reinvestment Zone Participation Agreement between City of Fort Worth and Northwest Independent School District(Speedway TIF) City's cessation of tax increment contributions to the Tax Increment Fund, the District is willing to waive any right it has to cease contributions to the Tax Increment Fund on account of the City's cessation of tax increment contributions to the Tax Increment Fund in accordance with Ordinance No. 18411-12-2008 and the transactions described in Recitals D through I hereof. AGREEMENT NOW, THEREFORE, the District and the City, for and in consideration of the terms and conditions set forth herein and in the Agreement, the sufficiency of which is hereby acknowledged, do hereby contract, covenant, and agree as follows: 1. The recitals set forth above are true and correct and form the basis upon which the District and the City have entered into this Amendment. 2. Section 2.1(b)(ii) of the Agreement is hereby amended to delete the second paragraph in its entirety and to replace it with the following paragraph: If the Adjusted Captured Appraised Value is a positive number, the District will multiply the Adjusted Captured Appraised Value times the District's 2005 Maintenance and Operations (M&O) tax rate of$1.50 per One Hundred Dollars ($100.00) of assessed valuation. The product of this calculation will be referred to as the preliminary sum, and will be further adjusted pursuant to subparagraphs iii, iv, and v below. 3. Notwithstanding anything to the contrary in the Agreement, specifically including the last sentence of Section 3.2(a) thereof, the District hereby agrees that it will not assert any right, and hereby irrevocably waives any right it may have, to cease or reduce its contributions to the Tax Increment Fund on account of the City's cessation of contributions to the Tax Increment Fund in accordance with Ordinance No. 18411-12- 2008 and the transactions described in Recitals D through I hereof. 4. All terms in this Amendment that are capitalized but not defined shall have the meanings assigned to them in the Agreement. 5. All terms and conditions of the Agreement that are not expressly amended pursuant to this Amendment shall remain in full force and effect. IN WITNESS WHEREOF, the parties hereto have executed this Amendment in multiples to be effective as of the last date indicated below: Page 3 of 4 Amendment No. 1 to Tax Increment Reinvestment Zone Participation Agreement between City of Fort Worth and Northwest Independent School District(Speedway TIF) CITY OF FORT WORTH, TEXAS: NORTHWEST INDEPENDENT SCHOOL DISTRICT: 1 By: 1M'° By: \f- c 6L, S san Ianis Name: Mn,-k Sch/uter As t City ManagerspijoO0010000��?� President A °a0 Board of Trustees 400 odd Date: c o XWate: o d o° 0 o�}0�0,ao_0000 *14Y ATTEST: � �� ATTEST: Marty Hendrix Name: Joh W r, City Secretary Title: ia�� Se e,re. u,,y APPROVED AS TO FORM AND LEGALITY: By: Peter Vaky Assistant City Attorney M&C: none required OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX Page 4 of 4 Amendment No. 1 to Tax Increment Reinvestment Zone Participation Agreement between City of Fort Worth and Northwest Independent School District(Speedway TIF)