HomeMy WebLinkAboutContract 47128 TAX INCREMENT FINANCING
DEVELOPMENT AGREEMENT
Woodhaven Street Light and Traffic Signal Pole Painting
This TAX INCREMENT FINANCING DEVELOPMENT AGREEMENT
("Agreement") is entered into by and between the BOARD OF DIRECTORS OF TAX
INCREMENT REINVESTMENT ZONE NUMBER THIRTEEN, CITY OF FORT
WORTH, TEXAS (the "Board"), an administrative body appointed in accordance with Chapter
311 of the Texas Tax Code (the "TIF Act") to oversee the administration of Tax Increment
Reinvestment Zone Number Thirteen, City of Fort Worth, Texas, a reinvestment zone designated
by ordinance of the City of Fort Worth ("City") in accordance with the TIF Act, and the CITY
OF FORT WORTH, TEXAS.
The Board and Developer hereby agree that the following statements are true and correct
and constitute the basis upon which the Board and Developer have entered into this Agreement:
A. On November 27, 2007, the City Council adopted Ordinance No. 17889-11-2007,
establishing Tax Increment Reinvestment Zone Number Thirteen, City of Fort Worth, Texas (the
"TIF District"), and establishing the tax increment fund of the TIF District (the "TIF Fund").
B. On May 29, 2008, the Board adopted a project and financing plan for the TIF
District (the "TIF Project Plan"). The TIF Project Plan was approved by the City Council on
June 27, 2008,pursuant to Ordinance No. 18146-06-2008.
C. City intends to oversee the painting of all City-Maintained Street Light and
Traffic Signal Poles throughout the contiguous area bounded on the east by East Loop 820, the
north by Randol Mill Road, the west by Woodhaven Boulevard, and the south by Interstate 30, in
accordance with the description set forth in Exhibit "A," Project Description, which is attached
hereto and hereby made a part of this Agreement for all purposes (the "Project"). The Project is
located entirely within the TIF District or otherwise directly benefits the TIF District. In
accordance with its powers set forth in Section 311.008 of the TIF Act, and with the Board's
consent, as authorized by the Board during its meeting on September 30, 2015, the City wishes
to use up to $121,350 of revenues in the TIF Fund to reimburse the City for costs associated with
the Project.
D. The TIF Project Plan specifically authorizes the Board to enter into agreements
dedicating revenue from the TIF fund for public improvements within the TIF District, in order
to promote the revitalization of the Woodhaven area. Accordingly, the costs of the Project
qualify as lawful "project costs," as that term is defined in Section 311.002(1) of the TIF Act
("Project Cost"). Accordingly, the Board is willing to reimburse City certain Project Costs
solely in accordance with and pursuant to this Agreement.
NOW, THEREFORE, the Board and City, for and in consideration of the terms and
conditions set forth herein, do hereby contract, covenant and agree as follows:
1. CITY'S OBLIGATIONS.
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2. REIMBURSEMENT BY BOARD.
2.1. Amount of Reimbursement.
Provided that City has completed the entire Project by the Completion Deadline in
accordance with this Agreement and has complied with all other terms and conditions of
this Agreement, and subject to the provisions of Section 6 of this Agreement, the Board
will reimburse City the lesser of (i) City's Qualified Costs in completing the Project or
(ii) One Hundred Twenty One Thousand Three Hundred Fifty Dollars ($121,350) of
City's Qualified Costs in Completing the Project (the "Reimbursement") within thirty
(30) calendar days following issuance of a Certificate of Completion (as defined in
Section'2.2.3 of this Agreement) and as more specifically provided in this Section 2;
provided, however, that if there are not sufficient revenues in the TIF Fund at such time,
the financial obligations of the Board to City under this Agreement shall be carried
forward without interest to the next fiscal year of the TIF District in which there are
sufficient revenues in the TIF Fund to satisfy such obligations. For purposes of this
Agreement, "Qualified Costs" shall mean the actual costs incurred by City in
completing the Project, provided that those Qualified Costs are for Project work that is
specifically described in and authorized by Exhibit "A" and are also allowable Project
Costs under the TIF Act. In no event will the Board pay City any portion of the
Reimbursement prior to issuance of a Certificate of Completion in accordance with
Section 2.2.3 or reimburse City for any Qualified Costs in excess of One Hundred
Twenty One Thousand Three Hundred Fifty Dollars ($121,350) ("Maximum
Reimbursement Amount").
2.2. Process for Reimbursement.
2.2.1. Inspections.
Prior to issuance of the Certificate of Completion, at any time during
normal office hours and following reasonable notice to City, the Board and any
authorized designee shall have, and City shall provide, access to the Project site in
order for the Board and any authorized designee to inspect the Project in order to
ascertain City's compliance with this Agreement. In addition, the Board and any
authorized designee shall have the right to inspect all work undertaken on the
Project in order for the Board or any authorized designee to inspect and evaluate
such work. City shall cooperate fully with the Board during any such inspection
and/or evaluation.
2.2.2. Audits.
At any time prior to issuance of a Certificate of Completion issued
pursuant to Section 2.2.3 of this Agreement and for a period of two (2) years
thereafter, the Board shall have the right to have audited the financial and
business records of the City that relate to the Project (collectively, the "Records")
in order to assist the Board in verifying that any given expenditure by City
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business in the State of Texas with an A.M. Best Rating of at least A-VIII and acceptable to the
City. Third Party Contractor shall obtain the following insurance coverage at the limits specified
herein:
• Commercial General Liability:
$500,000 per occurrence;
• Automobile Liability:
$500,000 per occurrence,
covering all automobiles used in the undertaking of the Project, if any;
• Excess Liability Umbrella:
$1 million.
These insurance requirements shall be subject to change upon a reasonable request by the
City's Risk Manager. Within fourteen (14) days of receipt of written notice of any such request,
Third Party Contractor agrees to comply with such revised insurance requirements. Third Party
Contractor shall provide the Board with prior written notice of any material changes in coverage,
including, but not limited to, cancellation, termination, or non-renewal within thirty (30) days of
any such change. As a condition precedent to the effectiveness of this Agreement, Third Party
Contractor shall furnish the City with appropriate certificates of insurance signed by the
respective insurance companies as proof that Third Party Contractor has obtained the types and
amounts of insurance coverage required herein. Third Party Contractor hereby covenants and
agrees that not less than thirty (30) days prior to the expiration of any issuance policy required
hereunder, it shall provide the City with a new or renewal certificate of insurance. In addition,
Third Party Contractor shall, at the City's request, provide the City with evidence that it has
maintained such coverage in full force and effect.
5. INDEMNIFICATION.
TO THE EXTENT NOT PROHIBITED BY LAW, CITY AGREES TO DEFEND,
INDEMNIFYAND HOLD HARMLESS THE TIF BOARD, ITS OFFICERS,AGENTS AND
EMPLOYEES, FROM AND AGAINST ANY AND ALL CLAIMS, LAWSUITS, COSTS AND
EXPENSES FOR PERSONAL INJURY(INCL UDING DEATH, PROPERTY DAMAGE OR
OTHER HARM FOR WHICH RECOVERY OF DAMAGES IS SOUGHT THAT MAY
ARISE OUT OF OR BE OCCASIONED BY CITY'S BREACH OF ANY OF THE TERMS
OR PROVISIONS OF THIS AGREEMENT, OR BY ANY NEGLIGENT ACT OR
OMISSION OF CITY, ITS OFFICERS, AGENTS, ASSOCIATES, EMPLOYEES,
CONTRACTORS (OTHER THAN THE BOARD AND THE CITI9 OR
SUBCONTRACTORS, IN THE PERFORAMNCE OF THIS AGREEMENT, INCLUDING,
BUT NOT LIMITED TO, THE UNDERTAKING OF THE PROJECTT, IN THE EVENT OF
JOINT AND CONCURRENT NEGLIGENCE OF BOTH CITY AND THE BOARD,
RESPONSIBILITY, IF ANY, SHALL BE APPORTIONED COMPARATIVELY IN
ACCORDANCE WITH THE LAWS OF THE STATE OF TEXAS, WITHOUT, HOWEVER,
WAIVING ANY GOVERNMENTAL IMMUNITY A VAILA BLE TO THE BOARD AND THE
CITY UNDER TEXAS OR FEDERAL LAW. THE PROVISIONS OF THIS PARAGRAPH
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default within thirty (30) calendar days, but reasonably needs additional time to cure the
default fully, then the non-defaulting party shall not be entitled to pursue the above
remedies, and (ii) if the non-defaulting party elects to terminate this Agreement as a
remedy for default, it shall notify the defaulting party in writing.
7. SUCCESSORS AND ASSIGNS.
City may not assign its rights or obligations under this Agreement to any other party
without the advance written approval of the Board, which shall not be unreasonably withheld or
delayed, provided that the any proposed assignee first executes an agreement with the board
pursuant to which the assignee agrees to be bound by the duties and obligations of City
hereunder. This Agreement shall be binding on and inure to the benefit of the parties, their
respective successors and assigns.
8. 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:
Board: City:
Board of Directors Doug Wiersig
Woodhaven TIF Transportation/Public Works Dept.
Attn: Cary Moon, Chair 1000 Throckmorton
1000 Throckmorton Fort Worth, TX 76102
Fort Worth, TX 76102
with a copy to:
Robert Sturns, Interim Director
Economic Development Dept.
1150 South Freeway
Fort Worth, TX 76104
9. VENUE AND JURISDICTION.
This Agreement shall be construed in accordance with the laws of the State of Texas and
applicable ordinances, rules, regulations or policies of the City. Venue for any action under this
Agreement shall lie in the State Courts of Tarrant County, Texas, or the United States District
Court for the Northern District of Texas, Fort Worth Division. This Agreement is performable in
Tarrant County, Texas.
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15. NO THIRD PARTY RIGHTS.
This Agreement is solely for the benefit of the parties hereto and is not intended to create
or grant any rights, contractual or otherwise, to any other person or entity.
16, 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.
17. COUNTERPARTS.
This Agreement may be executed in any number of counterparts, each of which shall be
deemed an original and constitute one and the same instrument.
18. CAPTIONS.
The captions to the various clauses of this Agreement are for informational purposes only
and shall not alter the substance of the terms and conditions 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 Board and
City, 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 Board in an open meeting held in
accordance with Chapter 551 of the Texas Government Code.
IN WITNESS WHEREOF, the undersigned have caused this Agreement to be executed
effective as of the Effective Date:
BOARD OF DIRECTORS OF TAX CITY OF FORT WORTH,
INCREMENT REINVESTMENT
ZONE NUMBER THIRTEEN, CITY OF
FORT WO H,
TEXAS
..� r
By: By:
Cary Moon, Jesus "Jay" Chapa
Chairman Assistant City _
APPROVED AS TQ FORM AND LEGALITY; _
33
aleshia rmerd °
Senior Assistant City Attorney ol
Resolution No. 2015- "
Date of Board Approval: September 30, 2015 1C IA E C 0 R,1))
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Resolution: 2015—�
Date: September 30,2015
RESOLUTION
Board of Directors
Tax Increment Reinvestment Zone Number Thirteen,City of Fort Worth,Texas
(Woodhaven TIF)
A UTHORIZING EXECUTION OFA TIF DEVELOPMENT AGREEMENT WITH THE CITY OF FORT WORTH
TO OVERSEE THE PAINTING OF CITY-MAINTAINED STREET LIGHT AND TRAFFIC SIGNAL POLES
THROUGHOUT THE CONTIGUOUS AREA BOUNDED ON THE EAST BY EAST LOOP 820, THE NORTH BY
RANDOL MILL ROAD, THE(VEST BY WOODHA PEN BOULEVARD,AND THE SO UTH B Y INTERSTA TE 30.
WHEREAS, the Board of Directors (the"Board") of Tax Increment Reinvestment Zone Number Thirteen, City of Fort
Worth, Texas (the "TIF District") desires to promote the development and redevelopment of the Woodhaven area as
authorized by the Fort Worth City Council and state law; and
WHEREAS, on May 29,2008, the Board adopted a Project and Financing Plan(the "Plan") for the TIF District, which
Plan was approved by the City Council June 27, 2008, by Ordinance No. 18146-06-2008 and in accordance with Section
311.011 of the Texas Tax Code;and
WHEREAS, in accordance with Section 311.010 of the Texas Tax Code, the Board may use TIF revenue only for the
types and kinds of projects set forth in the Plan;and
WHEREAS,the Plan identifies public improvements that benefit the general public and facilitate development of the TIF
district as an eligible expense;and
WHEREAS, consistent with the Plan, the Board now wishes to enter into an agreement with the City of Fort Worth for
painting street light and traffic signal poles in the area;
NOW THEREFORE,BE IT RESOLVED:
Section 1. That the Board hereby authorizes execution of a Tax Increment Financing Development Agreement with the
City of Fort Worth to oversee the painting of city-maintained street light and traffic signal poles throughout the
contiguous area bounded on the east by East Loop 820, the north by Randol Mill Road, the west by Woodhaven
Boulevard,and the south by Interstate 30("the Project");
Section 2. That the Agreement shall authorize the use of tax increment to fund or reimburse the cost of the Project in an
amount not to exceed$121,350.
Section 3. That the Project shall be completed no later than June 30,2016.
Section 4. That the Chairperson of the Board is authorized to sign this Resolution on the Board's behalf and execute all
necessary documents and agreements to effect this Resolution.
Section S.That this Resolution shall take effect immediately from and after its passage.
Approved:
Cary Moon,Chair