HomeMy WebLinkAboutContract 49922 CITYSECRETARY /Jo q a
CONTRACT NO. _I
ECONOMIC DEVELOPMENT PROGRAM AGREEMENT
This ECONOMIC DEVELOPMENT PROGRAM 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 RYDER INTEGRATED LOGISTICS, INC., a Delaware corporation
("Company").
RECITALS
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. Company is a global transportation and logistics provider that is seeking to
expand its business operations in the City. In return for the economic development
incentives set forth in this Agreement, Company is willing to enlarge its current facility
located at 13599 Park Vista Boulevard (the "Development Property"), which it leases
from AT Industrial 7 Owner, LLC, a Delaware limited liability company. Specifically,
Company will redevelop and expand existing improvements on the Development
Property by at least 25,500 square feet of gross building area for use in support
Company's Transportation Management Center, the operational component of
Company's Supply Chain Solutions service line, which improvements are more
specifically described in Exhibit "A" (the "Required Improvements"). The lease of
the Development Property by AT Industrial 7 Owner, LLC to Company (the "Lease")
will include terms and conditions consistent with those outlined in Exhibit"B". Exhibits
"A" and `B" are attached hereto and hereby made a part of this Agreement for all
purposes.
B. The Required Improvements will benefit the City by further expanding a
viable commercial operation with significant opportunities for employment and tax base
growth. Company has represented that new jobs created once the Required
Improvements are completed will pay an average annual salary of $56,000.00. As
recommended by the City's 2016 Comprehensive Plan, adopted by the City Council
pursuant to Ordinance No. 22146-06-2016 (the "Comprehensive Plan"), and in
accordance with Resolution No. 3716-03-2009, the City has established an economic
development program pursuant to which the City will, on a case-by-case basis, offer
economic incentives authorized by Chapter 380 of the Texas Local Government Code
that include monetary loans and grants of public money, as well as the provision of
personnel and services of the City, to businesses and entities that the City Council
determines will promote state or local economic development and stimulate busines 7 8 ,9
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commercial activity in the City in return for verifiable commitments fro Nc raj
businesses or entities to cause specific employment and other public benefits to mad
or invested in the City(the"380 Program").
Page I OFFICIAL RECORD
Economic Development Program Agreement CITY SECRETARY S\CI� S�SQ�c
between City of Fort Worth and Ryder Integrated Logistics,Inc.
IT.WORTH,TX CV. 6 � �a
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C. The City has determined that the feasibility of the proposed development
described herein is contingent on Company's receipt of the Program Grants that will be
provided under this Agreement. The City Council has determined that the proposed
development and use of the Required Improvements will benefit and stimulate the local
economy and that the 380 Program is an appropriate means to achieve this project. In
addition, the City Council has determined that by entering into this Agreement the
potential economic benefits that will accrue to the City under the terms and conditions of
this Agreement are consistent with the City's economic development objectives, as
outlined in the Comprehensive Plan. This Agreement is authorized by Chapter 380 of the
Texas Local Government Code.
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 Company 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 other terms defined in the body of this Agreement, the following
terms shall have the definitions ascribed to them as follows:
380 Program has the meaning ascribed to it in Recital B.
Affiliate means all entities, incorporated or otherwise, under common control
with, controlled by or controlling Company. For purposes of this definition, "control"
means fifty percent(50%) or more of the ownership determined by either value or vote.
Base Grant Percentage has the meaning ascribed to it in Section 6.1.
Certificate of Completion has the meaning ascribed to it in Section 5.
Completion Date means the date as of which all occupiable space within the
Required Improvements has received a temporary or permanent certificate of occupancy.
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Economic Development Program Agreement
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Completion Deadline means December 31, 2017.
Comprehensive Plan has the meaning ascribed to it in Recital B.
Construction Costs means Hard Construction Costs, plus the following costs
expended by Company directly in connection with construction of the Required
Improvements: engineering, architectural and other design and consulting fees;
construction management fees; and costs of governmental permits and inspection fees
related to site preparation and construction.
Development Personal Property Tax Revenues means City ad valorem taxes on
New Taxable Tangible Personal Property located on the Development Property. The
taxable appraised value of all business personal property located on the Development
Property for the 2016 tax year is $1,123,023. The taxable appraised value of New
Taxable Tangible Personal Property located on the Development Property for any given
year will be established solely by the appraisal district that has jurisdiction over the
Development Property at the time.
Development Property has the meaning ascribed to it in Recital A.
Development Real Property Tax Revenues means City ad valorem taxes on
improvements located on the Development Property (but not the land itself) minus the
taxes attributable to the base collective taxable appraised value of all improvements
located on the Development Property for the 2016 tax year, which base collective taxable
appraised value is $3,318,000.00. The taxable appraised value of the Development
Property and any improvements located thereon for any given year will be established
solely by the appraisal district that has jurisdiction over the Development Property at the
time.
Director means the director of the City's Economic Development Department or
his authorized designee.
Effective Date has the meaning ascribed to it in Section 3.
Fort Worth Certified M/WBE Company means a minority- or woman-owned
business that(i) has received certification as either 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); (ii) has a principal
business 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
that Company is seeking to have counted under 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.
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Economic Development Program Agreement
between City of Fort Worth and Ryder Integrated Logistics,Inc.
Fort Worth Construction Percentage has the meaning ascribed to it in Section
6.2.
Fort Worth Construction Spending Commitment has the meaning ascribed to
it in Section 4.4.
Fort Worth Employment Commitment has the meaning ascribed to it in
Section 4.6.
Fort Worth Employment Percentage has the meaning ascribed to it in Section
6.4.
Fort Worth Resident means an individual whose principal place of residence is
at a location within the corporate limits of the City.
Full-time Job means a job provided to one(1) individual by Company for at least
forty(40)hours per week.
Hard Construction Costs means actual site development and construction costs
expended by Company for the Required Improvements, including directly-related
contractor fees, costs of construction labor, supplies and materials for site preparation,
construction and landscaping, and materials testing.
Lease has the meaning ascribed to it in Recital A.
M/WBE Construction Percentage has the meaning ascribed to it in Section 6.3.
M/WBE Construction Spending Commitment has the meaning ascribed to it in
Section 4.5.
New Taxable Tangible Personal Property means any personal property that (i)
is subject to ad valorem taxation by the City; (ii) is located on the Development Property;
(iii) is owned or leased by Company; and (iv) was not located in the City prior to October
18, 2016, which is the date on which the City Council authorized execution of this
Agreement.
Personal Property Commitment has the meaning ascribed to it in Section 4.3.
Program Grants means the annual economic development grants paid by the
City to Company in accordance with this Agreement and as part of the 380 Program.
Program Source Funds means an amount of City funds available for inclusion in
a given Program Grant, which shall equal the Development Real Property Tax Revenues,
plus the Development Personal Property Tax Revenues received by the City during the
Twelve-Month Period ending in the same year in which the Program Grant is payable;
provided, however, that if the Lease is amended or interpreted by the parties thereto, so
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that at any time during a given Twelve-Month Period Company is not required to pay or
reimburse to the landlord all real property taxes on the Development Property and all
improvements thereon, the Program Source Funds available for the Program Grant
payable in the same year as the year in which such Twelve-Month Period ends shall equal
only the Development Personal Property Tax Revenues received by the City during that
Twelve-Month Period.
Real Property Commitment has the meaning ascribed to it in Section 4.2.
Records has the meaning ascribed to it in Section 4.9.
Required Improvements has the meaning ascribed to it in Recital A.
Term has the meaning ascribed to it in Section 3.
Twelve-Month Period means the period between February 1 of a given year and
January 31 of the following year.
3. TERM.
This Agreement shall be effective as of the date of execution by both parties (the
"Effective Date") and, unless terminated earlier pursuant to and in accordance with this
Agreement, shall expire on the date as of which the City has paid all Program Grants
required hereunder(the"Term").
4. COMPANY OBLIGATIONS AND COMMITMENTS.
4.1. Use of Development Property.
Throughout the Term of this Agreement, Company must use the
Development Property directly in support of Company's or an Affiliate's business
operations.
4.2. Real Property Improvements.
Company must expend or cause to be expended at least Three Million
Nine Hundred Thousand Dollars ($3,900,000.00) in Construction Costs for the
Required Improvements by the Completion Date, and the Completion Date must
occur on or before the Completion Deadline (collectively, the "Real Property
Commitment").
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Economic Development Program Agreement
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4.3. Personal Property Improvements.
Company covenants and agrees that New Taxable Tangible Personal
Property having a value of at least One Million Three Hundred Thousand Dollars
($1,300,000.00) must be in place on the Development Property by January 1,
2018, as determined solely by the appraisal district having jurisdiction over the
Development Property at that time(the"Personal Property Commitment").
4.4. Construction Spending Commitment with Fort Worth Companies.
Company must expend or cause to be expended by the Completion Date
the greater of at least (i) Three Hundred Ninety Thousand Dollars ($390,000.00)
in Hard Construction Costs for the Required Improvements or (ii) ten percent
(10%) of all Hard Construction Costs for the Required Improvements, regardless
of the total amount of such Hard Construction Costs, with Fort Worth Companies
(the"Fort Worth Construction Spending Commitment").
4.5. Construction Spending Commitment with Fort Worth Certified
M/WBE Companies.
Company must expend or cause to be expended by the Completion Date
the greater of at least (i) Three Hundred Ninety Thousand Dollars ($390,000.00)
in Hard Construction Costs for the Required Improvements or (ii) ten percent
(10%) of all Hard Construction Costs for the Required Improvements, regardless
of the total amount of such Hard Construction Costs, with Fort Worth Certified
M/WBE Companies (the "M/WBE Construction Spending Commitment").
Expenditures with Fort Worth Certified M/WBE Companies shall also be counted
as expenditures with Fort Worth Companies for purposes of measuring the Fort
Worth Construction Spending Commitment.
4.6. Fort Worth Employment Commitment.
The following levels of employment must be met for the calendar years
specified below (for each year referenced, the "Fort Worth Employment
Commitment"):
4.6.1. 2017-2018.
The Fort Worth Employment Commitment for 2017 and for 2018
will be met if in each of those years (i) at least 403 Full-time Jobs were
provided and filled on the Development Property and (ii) at least fifteen
percent (15%) of all Full-time Jobs on the Development Property,
regardless of the total number of Full-time Jobs provided and filled on the
Development Property, were held by Fort Worth Residents.
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4.6.2. 2019-2020.
The Fort Worth Employment Commitment for 2019 and for 2020
will be met if in each of those years (i) at least 459 Full-time Jobs were
provided and filled on the Development Property and (ii) at least fifteen
percent (15%) of all Full-time Jobs on the Development Property,
regardless of the total number of Full-time Jobs provided and filled on the
Development Property, were held by Fort Worth Residents.
4.6.3. 2021-2022.
The Fort Worth Employment Commitment for 2021 and for 2022
will be met if in each of those years (i) at least 508 Full-time Jobs were
provided and filled on the Development Property and (ii) at least fifteen
percent (15%) of all Full-time Jobs on the Development Property,
regardless of the total number of Full-time Jobs provided and filled on the
Development Property, were held by Fort Worth Residents.
4.6.4. 2023.
The Fort Worth Employment Commitment for 2023 will be met if
in that year (i) at least 547 Full-time Jobs were provided and filled on the
Development Property and (ii) at least fifteen percent (15%) of all Full-
time Jobs on the Development Property, regardless of the total number of
Full-time Jobs provided and filled on the Development Property, were
held by Fort Worth Residents.
4.6.5. Compliance Measurements.
Determination of compliance with the Fort Worth Employment
Commitment each year will be based on the employment data provided to
the City pursuant to Section 4.7.3 for the year under evaluation.
Notwithstanding anything to the contrary herein, the Fort Worth
Employment Commitment will not be met in any year that the minimum
number of overall Full-time Jobs required for that year (403 in 2017
and 2018; 459 in 2019 and 2020; 508 in 2021 and 2022, and 547 in
2023) were not, in fact,provided and filled on the Development Property.
4.7. Reports and Filings.
4.7.1. Construction Spending Reports.
4.7.1.1. Monthly Reports.
From the Effective Date until the Completion Date,
Company will provide the Director with a monthly report in a form
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reasonably acceptable to the Director that specifically outlines (i)
the then-current aggregate Construction Costs and then-aggregate
Hard Construction Costs expended or caused to be expended for
the Required Improvements; (ii) the then-current aggregate Hard
Construction Costs expended or caused to be expended with Fort
Worth Companies for the Required Improvements; and (iii) the
then-current aggregate Hard Construction Costs expended or
caused to be expended with Fort Worth Certified M/WBE
Companies for the Required Improvements. Company agrees to
meet with the City's M/WBE Office as reasonably necessary for
assistance in meeting or exceeding the M/WBE Construction
Spending Commitment and to address any related concerns that the
City may have.
4.7.1.2. Final Construction Report.
Within sixty (60) calendar days following the
Completion Date, in order for the City to assess whether the Real
Property Commitment was met, and the extent to which the Fort
Worth Construction Spending Commitment and the M/WBE
Construction Spending Commitment were met, Company will
provide the Director with a report in a form reasonably acceptable
to the Director that specifically outlines (i) the total Construction
Costs and total Hard Construction Costs expended or caused to be
expended as of the Completion Date for the Required
Improvements; (ii) the total Hard Construction Costs expended or
caused to be expended with Fort Worth Companies as of the
Completion Date for the Required Improvements; and (iii) the total
Hard Construction Costs expended or caused to be expended as of
the Completion Date with Fort Worth Certified M/WBE
Companies for the Required Improvements, together with
supporting invoices and other documents necessary to demonstrate
that such amounts were actually paid, including, without
limitation, final lien waivers signed by the general contractor for
the Required Improvements.
4.7.2. Personal Property Report.
In order for the City to track its obligations under this Agreement,
Company will notify the Director in writing once it believes that the
Personal Property Commitment has been attained.
4.7.3. Annual Employment Report.
On or before February 1, 2018 and February 1 of each year
thereafter, in order for the City to assess the degree to which the Fort
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Economic Development Program Agreement
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Worth Employment Commitment for the previous calendar year was met,
Company shall provide the Director with a report in a form reasonably
acceptable to the Director that sets forth the total number of individuals,
and the total number of Fort Worth Residents who held Full-time Jobs on
the Development Property, all as of December 31 (or such other date
requested by Company and reasonably acceptable to the City) of the
previous year, together with reasonable supporting documentation.
4.8. Inspections of Development Property and the Lease.
At any time during Company's normal business hours throughout the
Term and following reasonable notice to Company, the City shall have the right to
inspect and evaluate the Development Property and any improvements thereon,
including the Required Improvements, and Company will provide full access to
the same, in order for the City to monitor compliance with the terms and
conditions of this Agreement. Company will cooperate fully with the City during
any such inspection and evaluation. Notwithstanding the foregoing, Company
shall have the right to require that any representative of the City be escorted by a
representative or security personnel of Company during any such inspection and
evaluation. In addition, upon request of the City at any time during the Term and
following reasonable advance notice, Company will make available a copy of the
Lease in effect at the time (as certified in writing by a duly authorized officer of
Company) for review by the City to ensure compliance under this Agreement.
4.9. Audits.
The City will have the right throughout the Term to audit the financial and
business records of Company that relate to the Required Improvements and the
Development Property as well as any other documents necessary to evaluate
Company's compliance with this Agreement or with the commitments set forth in
this Agreement (collectively "Records"). Company shall make all Records
available to the City on the Development Property 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. CERTIFICATE OF COMPLETION.
Within ninety (90) calendar days following receipt by the City of the final
construction spending report for the Required Improvements submitted in accordance
with Section 4.7.1.2, and assessment by the City of the information contained therein
pursuant to Sections 4.8 and 4.9, if the City is able to verify attainment of the Real
Property Commitment set forth in Section 4.2 (that is, that Company expended or caused
to be expended at least Three Million Nine Hundred Thousand Dollars ($3,900,000.00) in
Construction Costs for the Required Improvements by the Completion Date, and that the
Completion Date occurred on or before the Completion Deadline), the Director will issue
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Company a certificate stating this fact as well as the verified total amount of Construction
Costs expended for the Required Improvements (the "Certificate of Completion"). The
Certificate of Completion will also include a statement of the verified total amounts of
the Hard Construction Costs expended specifically with Fort Worth Companies and Fort
Worth Certified M/WBE Companies for the Required Improvements and will serve as the
basis for determining the extent to which the Fort Worth Construction Spending
Commitment and the M/WBE Construction Spending Commitment were met.
6. PROGRAM GRANTS.
Company will be entitled to receive annual Program Grants from the City solely
in accordance with all the provisions of this Section 6. As more specifically set forth
herein, if both the Real Property Commitment set forth in Section 4.2 and the Personal
Property Commitment set forth in Section 4.3 are met, Company will be entitled to
receive seven (7) annual Program Grants, payment of which will begin in 2018 and end
in 2024. The amount of each Program Grant shall equal a percentage of the Program
Source Funds available for that Program Grant, which percentage will be based on the
extent to which the various commitments set forth in Section 4 were met and,
specifically, will equal the sum of the Base Grant Percentage, the Fort Worth
Construction Percentage, the M/WBE Construction Percentage, and the Fort Worth
Employment Percentage, as defined and outlined in Section 6.1, 6.2, 6.3, and 6.4. In no
event shall any Program Grant exceed twenty-five percent (25%) of the Program Source
Funds available for that year's Program Grant.
6.1. Attainment of Real Property Commitment and Personal Property
Commitment(10%).
Provided that the City is able to verify that both the Real Property
Commitment set forth in Section 4.2 and the Personal Property Commitment set
forth in Section 4.3 were met, each annual Program Grant will include ten percent
(10%) of the Program Source Funds available for that year's Program Grant (the
"Base Grant Percentage").
6.2. Fort Worth Construction Spending Commitment (Up to 5%).
A percentage of each Program Grant will be based on the extent to which
the Fort Worth Construction Spending Commitment, as outlined in Section 4.4,
was met (the "Fort Worth Construction Percentage"). The Fort Worth
Construction Percentage will equal the product of five percent (5%) multiplied by
the percentage by which the Fort Worth Construction Spending Commitment was
met, which will be calculated by dividing the actual Hard 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 Spending Commitment, as determined in accordance with Section
4.4. For example, if Company expended or caused to be expended $4,500,000.00
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♦ 4
in Hard Construction Costs for the Required Improvements, the Fort Worth
Construction Spending Commitment would be $450,000.00 (10% of
$4,500,000.00). If only$405,000.00 in Hard Construction Costs for the Required
Improvements were expended for the Required Improvements by the Completion
Date with Fort Worth Companies, the Fort Worth Construction Percentage would
be 4.5% instead of 5% (or .05 x [$405,000.00/$450,000.00],or .05 x .90, or .045).
If the Fort Worth Construction Spending Commitment was met or exceeded, the
Fort Worth Construction Percentage will be five percent (5%).
6.3. M/WBE Construction Spending Commitment (5%).
A percentage of each Program Grant will be based on the extent to which
the M/WBE Construction Spending Commitment, as outlined in Section 4.5, was
met (the "M/WBE Construction Percentage"). The M/WBE Construction
Percentage will equal the product of five percent (5%) multiplied by the
percentage by which the M/WBE Construction Spending Commitment was met,
which will be calculated by dividing the actual Hard 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 Spending Commitment, as determined in accordance with Section
4.5. If the M/WBE Construction Spending Commitment was met or exceeded,
the M/WBE Construction Percentage will be five percent (5%).
6.4. Fort Worth Employment Commitment(Up to 5%).
Each annual Program Grant will include a percentage of the Program
Source Funds available for that year's Program Grant that is based on Company's
compliance with the Fort Worth Employment Commitment in the previous
calendar year, as outlined in Section 4.6 (the "Fort Worth Employment
Percentage"). The Fort Worth Employment Percentage for each Program Grant
will equal the product of five percent (5%) multiplied by the percentage by which
the Fort Worth Employment Commitment was met in the previous calendar year,
which will be calculated by dividing the actual number of Full-time Jobs provided
on the Development Property that were filled by Fort Worth Residents in the
previous calendar year by the applicable number of Full-time Jobs constituting the
Fort Worth Employment Commitment for the previous calendar year, as outlined
in Section 4.6. For example, if in 2020 480 Full-time Jobs were provided and
filled on the Development Property, then pursuant to Section 4.6.2 the Fort Worth
Employment Commitment for 2020 would be 72 Full-time Jobs (15% of 480 Full-
time Jobs). However, if only 60 Full-time Jobs provided on the Development
Property in 2020 were filled with Fort Worth Residents, the Fort Worth
Employment Percentage for the Program Grant payable in 2021 would be 4.167%
instead of 5% (or .05 x [60/72]), or .05 x .83333, or .041666). If the Fort Worth
Employment Commitment is met or exceeded in any given year, the Fort Worth
Employment Percentage applicable to the Program Grant payable in the following
year will equal five percent (5%). Notwithstanding anything to the contrary
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herein, if the minimum number of overall Full-time Jobs required by Section
4.6 for the year in question (403 in 2017 and 2018; 459 in 2019 and 2020, 508
in 2021 and 2022; and 547 in 2023) were not, in fact,provided and filled on the
Development Property in that year, then the Fort Worth Employment
Percentage for the Program Grant payable in the following year will be zero
percent(0%).
6.5. No Offsets.
A deficiency in attainment of one commitment may not be offset by the
exceeding attainment of another commitment. For example, if the M/WBE
Construction Commitment was missed by $50,000.00 in Hard Construction Cost
expenditures, but the Fort Worth Construction Commitment was exceeded by
$50,000.00 in Hard Construction Cost expenditures, the M/WBE Construction
Percentage for each Program Grant would still be reduced in accordance with
Section 6.3 on account of the failure to meet the M/WBE Construction
Commitment.
6.6. Deadline for Payments and Source of Funds.
The first Program Grant payable hereunder shall be paid by the City on or
before June 1, 2018. Each subsequent annual Program Grant payment will be
made by the City to Company on or before June 1 of the year in which such
payment is due. It is understood and agreed that all Program Grants paid pursuant
to this Agreement shall come from currently available general revenues of the
City and not directly from ad valorem taxes on the Development Property or
improvements thereon or on New Taxable Tangible Personal Property that are
received by the City. Company understands and agrees that any revenues of the
City other than those dedicated for payment of a given annual Program Grant
pursuant to and in accordance with this Agreement may be used by the City for
any lawful purpose that the City deems necessary in the carrying out of its
business as a home rule municipality and will not serve as the basis for calculating
the amount of any future Program Grant or other obligation to Company.
7. FEE CREDIT.
Company has paid an economic development incentive application fee of
$5,000.00. From this fee, the City will give Company a credit of $3,000.00 that
Company may apply toward any fees charged by the City in connection with the
Required Improvements on or before the Completion Deadline. After the Completion
Deadline, any unused balance of this credit will be refunded to Company within thirty
(30) days following receipt of a written request from Company, provided that such
written request is received by the City on or before December 31, 2018. Any unused
balance of such credit that remains after December 31, 2018 will be retained by the City.
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8. DEFAULT,TERMINATION AND FAILURE BY COMPANY TO MEET
VARIOUS DEADLINES AND COMMITMENTS.
8.1. Failure to Meet Real Property Commitment or Personal Property
Commitment.
Notwithstanding anything to the contrary herein, the City shall have the
right to terminate this Agreement immediately upon provision of written notice to
Company, without further obligation to Company hereunder, if the Real Property
Commitment, as outlined in Section 4.2, or the Personal Property Commitment,
as outlined in Section 4.3, or both, are not met.
8.2. Failure to Use Development Property for Business Purposes.
If the Development Property is not used for Company's or an Affiliate's
business operations for more than thirty (30) consecutive calendar days at any
time during the Term of this Agreement for any reason (other than on account of
Company's temporary displacement caused by a casualty to the Development
Property and resulting ongoing repairs or restoration to the Development Property
necessitated by such casualty), Company shall be in default under this Agreement
and Section 8.6 shall apply.
8.3. No Default for Amendment of Lease.
If the Lease is amended or interpreted by the parties thereto in any way, or
any other arrangement is instituted between the parties, so that at any time during
a given Twelve-Month Period Company is not required to pay or reimburse to the
landlord all real property taxes on the Development Property and all
improvements thereon, an event of default shall not occur under this Agreement,
but, in accordance with the definition of "Program Source Funds" set forth in
Section 2, the Program Source Funds available for the Program Grant payable in
the same year as the year in which such Twelve-Month Period ends shall equal
only the Development Personal Property Tax Revenues received by the City
during that Twelve-Month Period, and all Development Real Property Tax
Revenues received by the City during that Twelve-Month Period shall be
excluded from the calculation of that Program Grant and may be used by the City
for any other lawful purpose.
8.4. No Default for Failure to Meet Fort Worth and M/WBE Construction
Spending Commitments or Fort Worth Employment.
If the Fort Worth Construction Spending Commitment or the M/WBE
Construction Spending Commitment are not met, or the Fort Worth Employment
Commitment is not met in any given year, such failure shall not constitute a
default hereunder or provide the City with the right to terminate this Agreement,
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but, rather, shall only cause the amount of the Program Grant that the City is
required to pay in the following year to be reduced in accordance with this
Agreement.
8.5. Failure to Submit Reports.
If Company fails to submit any report required by and in accordance with
Section 4.7, the City's obligation to pay any Program Grants at the time, if any,
shall be suspended until Company has provided all required reports; provided,
however, that if any report required hereunder is delinquent by more than one (1)
year, Section 8.6 shall apply.
8.6. General Breach.
Unless stated elsewhere in this Agreement, Company shall be in default
under this Agreement if Company 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 City referencing this
Agreement (or, if Company 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 City shall have the right to terminate this Agreement immediately by
providing written notice to Company.
8.7. Knowing Employment of Undocumented Workers.
Company acknowledges that 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 the Program Grants received by Company
hereunder, if any,plus Simple Interest at a rate of four percent (4%)per
annum; or
Page 14
Economic Development Program Agreement
between City of Fort Worth and Ryder Integrated Logistics,Inc.
• 4
• 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 the Program Grants received by Company
hereunder, if any,plus Simple Interest at a rate of four percent (4%)per
annum.
For the purposes of this Section 8.7, "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 Program Grants paid hereunder and is
not applied to interest calculated. For example, if the aggregate amount of the
Program Grants paid hereunder is $10,000 and such amount 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 8.7 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 8.7 shall survive the
expiration or termination of this Agreement.
9. INDEPENDENT CONTRACTOR.
It is expressly understood and agreed that Company shall operate as an
independent contractor in each and every respect hereunder and not as an agent,
representative or employee of the City. Company shall have the exclusive right to
control all details and day-to-day operations relative to the Required Improvements and
the Development Property and any improvements thereon and shall be solely responsible
for the acts and omissions of its officers, agents, servants, employees, contractors,
subcontractors, licensees and invitees. Company acknowledges that the doctrine of
respondeat superior will not apply as between the City and Company, its officers, agents,
servants, employees, contractors, subcontractors, licensees, and invitees. Company
further agrees that nothing in this Agreement will be construed as the creation of a
partnership or joint enterprise between the City and Company.
10. FORCE MAJEURE.
If Company gives written notice to the City that Company cannot perform one or
more of Company's obligations because of an event of force majeure within thirty (30)
calendar days of the occurrence of the event of force majeure, Company's obligations
shall be suspended in whole or in part for the time and to the extent reasonably necessary
to allow Company to overcome the event of force majeure and resume performance
thereof. If there is an event of force majeure, then the time period to which benefits
Page 15
Economic Development Program Agreement
between City of Fort Worth and Ryder Integrated Logistics,Inc.
apply under this Agreement shall be adjusted if necessary to provide Company the
benefits Company would have received in the absence of the event of force majeure. For
purposes of this provision, "force majeure" means lightning, earthquakes, hurricanes,
storms, floods, or other natural occurrence; strikes, lockouts, riots, wars, or other civil
disturbances; or explosions, fires, or similar accidents not reasonably within the control
of Company or Company's agents or contractors, with the understanding that the inability
to obtain adequate financing to fund any of Company's obligations or commitments
under this Agreement does not constitute an event of"force majeure."
11. INDEMNIFICATION.
COMPANY, AT NO COST TO THE CITY, AGREES TO DEFEND,
INDEMNIFY AND HOLD THE CITY, ITS OFFICERS, AGENTS SER VANTS 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 (INCLUDING
ALLEGED DAMAGE OR LOSS TO COMPANY'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)
COMPANY'S BREACH OF ANY OF THE TERMS OR PROVISIONS OF THIS
AGREEMENT OR (ii) ANY NEGLIGENT ACT OR OMISSION OR INTENTIONAL
MISCONDUCT OF COMPANY, ITS OFFICERS, AGENTS, ASSOCIATES,
EMPLOYEES, CONTRACTORS (OTHER THAN THE CITY) OR
SUBCONTRACTORS, RELATED TO THE REQUIRED IMPROVEMENTS AND
ANY OPERATIONS AND ACTIVITIES ON THE DEVELOPMENT PROPERTY OR
OTHERWISE TO THE PERFORMANCE OF THIS AGREEMENT.
12. 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:
City of Fort Worth
Attn: City Manager Attn:
1000 Throckmorton
Fort Worth, TX 76102
Page 16
Economic Development Program Agreement
between City of Fort Worth and Ryder Integrated Logistics,Inc.
with copies to: with a copy to:
the City Attorney and
Economic/Community Development
Director at the same address
13. ASSIGNMENT AND SUCCESSORS.
Company 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 so long
as Company, 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 Company
under this Agreement. Otherwise, Company 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 Company
under this Agreement. Any attempted assignment without the City Council's prior consent
shall constitute grounds for termination of this Agreement following ten(10) calendar days
of receipt of written notice from the City to Company. Any lawful assignee or successor in
interest of Company of all rights under this Agreement shall be deemed "Company" for all
purposes under this Agreement.
14. 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.
15. 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.
Page 17
Economic Development Program Agreement
between City of Fort Worth and Ryder Integrated Logistics,Inc.
16. 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.
17. 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.
18. NO THIRD PARTY RIGHTS.
The provisions and conditions of this Agreement are solely for the benefit of the
City and Company, and any lawful assign or successor of Company, and are not intended
to create any rights, contractual or otherwise, to any other person or entity.
19. 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.
20. CAPTIONS.
Captions and headings used in this Agreement are for reference purposes only and
shall not be deemed a part of this Agreement.
21. 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.
Page 18
Economic Development Program Agreement
between City of Fort Worth and Ryder Integrated Logistics,Inc.
22. 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, and any lawful assign and successor of Company, 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. 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.
23. 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: RYDER INTEGRATED
LOGISTICS, INC., a Delaware
corporation:
By: By:
Jesus J. Chapa Name: '[>i v I
Assistant City Manager Title:
Date: !l 3 � Date:
r " - < 17
APPROVED AS TO FORM AND LEGALITY:
By: by.
G1T Y
Peter Vaky �.O
Deputy City Attorney
az J. Kayser, City
M&C: C-27966 10-18-16 .Q Q
/29s': 20/6 - �(706o S .,...• y
Page 19
Economic Development Program Agreement
between City of Fort Worth and Ryder Integrated Logistics,Inc.
EXHIBITS
"A"—Description of Required Improvements
"B"—Lease Terms
Economic Development Program Agreement
between City of Fort Worth and Ryder Integrated Logistics,Inc.
Exhibit "A"
Description of Required Improvements
In support of Company's Transportation Management Center, the operational component
of Company's Supply Chain Solutions service line, the Company will undertake a 25,500
square foot expansion at its current location at 13599 Park Vista Boulevard. Estimated
capital investment is at least $5.2 million in real and business personal property
improvements (exclusive of land costs).
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IAlliance*rexas Gateway 21 !
Economic Development Program Agreement
between City of Fort Worth and Ryder Integrated Logistics,Inc.
Exhibit"B"
Lease Terms
1. Lease Agreement between Ryder Integrated Logistics, Inc. and Alliance Gateway No.
21, Ltd.—Lease Date March 8, 2000:
4, TA31TS.
A- Landlord ages to pay all taxes, assessments and governmental charges of cony
kind and mature (collectively refermd to herein as "Talxcs') tett accrue against the Premises,
anUor the Land)an&or the Project. (For purposes of this Lease, the term"Taxes"s1W j inaluft
the amount of any takes: that would otlserwise be imposed but for the provisions of any tax
abaternent agreement with respect to which Landlord is a party which is epteted into pursuant to
chapter 312 of the Texas 'T'ax Coda; and for pinposes of this Lease,such abated taxes shall be
deemed to be payable by Landlord.) If at any time diving the Term of this Lease,there shall be
levied,assessed or imposed on Landlord a capital levy or other tact direly on the rents received
honfrom and/or a frand*c tax,mcssrmttt,levy or cage measured by or based, alts whole or in
part, upon such rents from the Premises and/or the Lei mdtor the Project, then$11 such taxes.
asswmemts, levies or eym or the part thereof so measured cw teased, shall be deemed to be,
included within the tern» "*Taxee' for the purpows hereof. Landlord shall have the right to
employ a tax consulting.firm to attempt to assure a fair talc burden on the Project. Tenant agrees
to pay ids prWrtionate share of the cast of such consultant.
B. Tenant shall be liabrlo for all Uma levied or assawed against any personal
property or fixtures placed in the premises. If any such taxes am leAl;d or wsmcd against
Landlord or Landlord's property and (11)Landlord pays the same or (11)the assessed value of
Landlord's property is increased by inclusion of such personal pmperty awd fixtures and
Latvilord pays the inaremed taxes„ Hien, upon demand.Tenant shall pay to Landlord such takes.
Its addition, if the Building is a multiple occupancy building and the Bost of any inipro-vements
cousbucted to the Tenant's Premises is disproportionawly higher than the cost of improvements
constructed to tl-pmmiaw of other tcrmt,s of the Building,then upon deed 'fen t shall pay
the amount of Taxes attributable to such disproportionately more expensive impeovements, is
addition to Tenant's proportionate share of Taxes.
2. RENT.
C. In addition to Base Rent and Tenant's other obligations hereunder, Tenant agrees
to pay its proportionate share(as defined in the Basic Lease.: Information) of the following costs
and expenses (collectl the "Reimbursable Expenses"): (i)Takes (hereinafter defined)
payable by Landlord 1"ara-Rrarin 41A below, (ii)the cost of jointly metered utilities
payable pursuant . P�xr,rvr<,pi 9 below, (iii)the cost of maintaining insurance pursuant to
Paragraph I OA below, i i v) t '�,<<i mon Area Charges (hereinafter defined) payable by Tenant in
accordance with Paragrapu ; ,>eIow, and (v)the cost: of any repair, replacement, or capital
expenditures required under any governmental law or regulation that was not applicable to the
Building at time of original construction. During each month of the Term of this Lease. on the
same day that Base Rent is due hereunder, Tenant shall escrow with Landlord an amount equal
to 1/12th of Tenant's proportionate share of such Reimbursable Expenses, as reasonably
estimated by Landlord. Tenant authorizes Landlord to use the funds deposited with Landlord
2. First Amendment—August 1,2003
3. Second Amendment—November 29, 2006
4. Third Amendment—September 28, 2011
Economic Development Program Agreement
between City of Fort Worth and Ryder Integrated Logistics,Inc.
Vv,
BASIC LEASE INFORMATION
Lease Date: As of Marrh ?S ,2000
Tenant: Ryder Integrated Logistics,Inc.,a Delaware corporation
Tenant's Address: 3600 NW 82nd Avenue
Miami,Florida 33166-6623
Atte: Asset Management and
Real Estate Group,4th Floor
Contact: Penny Thompson,Telephone: 305/500-3299
With copy to: Colliers Turley Martin Tucker
34 No.Meramec Ave.
Suite 500
St. Louis,Missouri 63105
Attn: Ryder Team-Portfolio Administration
Landlord: Alliance Gateway No.21,Ltd.
Landlord's Address: c/o Hillwood Development Corporation
13600 Heritage Parkway,Suite 200
Fort Worth,Texas 76177
Attn: Bill Burton
With copy to: Hillwood Development Corporation
1700 Lakeside Square
12377 Merit Drive
Dallas,Texas 75251
Attn: Tom Mason
Contact: Bill Burton;Telephone: (817)224-6000
Premises: As indicated by the cross-hatched area on Exhibit"A" attached to the
Lease, situated in the building commonly known, or to be known, as
Alliance Gateway No. 21 (the"Building'') located or to be located on the
land more particularly described on Exhibit"B"attached to the Lease(the
"Land").
Project: Collectively,the Land,the Building and all other buildings, structures and
improvements situated on the Land at any time during the Term.
Term: Sixty (60) months, commencing on the Commencement Date (which is
estimated to be October 2,2000)and ending at 5:00 p.m.on the last day of
the sixtieth(60th) full month following the Commencement Date, subject
to adjustment and earlier termination as provided in the Lease.
Base Rent:
Monthly Annual Per Square Foot
Months Base Rent Base Rent Per Annum
1-60 $55,125.00 $661,500.00 $15.75
(Subject to adjustment as provided in the Lease)
Initial Tenant's proportionate
share of Taxes: $6,720.00 per month
1
007500.00177:499638 08
1-j rinj
Initial Tenant's proportionate
share of cost of insurance
under Paragraph 10A: $105.00 per month
Initial Tenant's proportionate
share of Common Area Charges: $1,575.00 per month
Security Deposit: None.
Tenant's Proportionate
Share: 100% which is the percentage obtained by dividing (i) the 42,000 square feet of area in '
the Premises by(ii)the 42,000 square feet of area in the Building.
Broker or Agent: Colliers International
The foregoing Basic Lease Information is incorporated into and made a part of the Lease
identified above. If any conflict exists between any Basic Lease Information and the Lease,then
the Lease shall control.
LANDLORD:
Alliance Gateway No.21,Ltd.,
a Texas limited partnership
By: Hillwood Operating,L.P.,
a Texas limited partnership,
its general partner
By: Hillwood Development Corporation
a Texas corporation,
its gener
By: ZOX
s A
Its: ilT E
TENANT:
Ryder Integrated Logistics,Inc.
a Delaware orporation
By:
Its: Y � P16i I U, ,
Robe+ 5cunctrlez �fbD
2
007500 00177 499638.08
---------------- J
M&C Review Page 1 of 2
Official
CITY COUNCIL AGENDA Ff)RTI 't1RT
COUNCIL ACTION: Approved on 10/18/2016
DATE: 10/18/2016 REFERENCE NO.: **C-27966 LOG NAME: 17RYDER380
CODE: C TYPE: CONSENT PUBLIC NO
HEARING:
SUBJECT: Authorize Execution of Economic Development Program Agreement with Ryder
Integrated Logistics, Inc., for the Development of an Expansion to Support Ryder's
Supply Chain Solutions Service Line Located at 13599 Park Vista Boulevard (COUNCIL
DISTRICT 7)
EL
RECOMMENDATION:
It is recommended that the City Council:
1. Authorize the City Manager to execute an Economic Development Program Agreement with
Integrated Logistics, Inc., for the 25,500 square foot expansion to support Ryder's Supply Chain Sol
service line at 13599 Park Vista Boulevard; and
2. Find that the terms and conditions of the Agreement, as outlined below, constitute a custom-de:
Economic Development Program, as recommended by the 2016 Comprehensive Plan and authori2
Chapter 380 of the Texas Local Government Code.
DISCUSSION:
Ryder Integrated Logistics, Inc. (Company), is a global transportation and logistics provider that is loot
expand business operations in Fort Worth to support Ryder's Transportation Management CentE
operational component of Ryder's Supply Chain Solutions service line. The Company will undert
25,500 square foot expansion at its current location at 13599 Park Vista Boulevard, with an esti
capital investment of at least $5.2 million in real and business personal property improvements (exclu:
land costs) by December 31, 2017.
The Company must spend the greater of 10 percent or $390,000.00 of all hard construction costs wit
Worth companies, and will spend or cause to be expended the greater of 10 percent or $390,000.00
hard construction costs with companies that are Fort Worth Certified Minority/Women Owned Bu:
Enterprises.
The Company must also retain 347 full-time equivalent (FTE) positions and create an additional 20
FTEs by December 31, 2023, with average annual wages of more than $56,0000.00. The Company
a minimum of 15 percent of all new FTEs with Fort Worth residents.
In return, the City will pay the Company 7 annual Economic Development Program grants, as authori2
Chapter 380, Texas Local Government Code. The maximum annual program grant will be equal
percent of the incremental value of real and business personal property taxes on the development
recommends entering into an Economic Development Program Agreement with the Company ft
project.
Except for cases of default, failure to meet a particular commitment will result in a reduction to the
amount that Developer is entitled to receive in a given year based on the value assigned to the comm
in accordance with the following chart:
Developer Commitment Potential Grant
Real &Personal Property Investment 10 Percent
http://apps.cfwnet.org/council_packet/mc_review.asp?ID=22940&councildate=10/18/2016 12/20/2017
M&C Review Page 2 of 2
Fort Worth Contractors 5 Percent
Fort Worth certified M/WBE Contractors 5 Percent
Employment of Fort Worth Residents 5 Percent
Total 25 Percent
This project is located in COUNCIL DISTRICT 7.
FISCAL INFORMATION/CERTIFICATION:
The Director of Finance certifies that approval of this Agreement will have no material effect on the Fis
Year 2017 budget. While no current year impact is anticipated from this action, any effect on expenditt
and revenues will be budgeted in future fiscal years and will be included in the long-term forecast.
TO _
Fund Department Account Project Program Activity Budget Reference # Ary
ID ID Year (Chartfield 2)
FROM
Fund Department Account Project Program Activity Budget Reference# Arr
ID ID Year (Chartfield 2)
Submitted for City Manager's Office by: Jay Chapa (5804)
Originating Department Head: Robert Sturns (212-2663)
Additional Information Contact: Ossana Hermosillo (212-2665)
ATTACHMENTS
Ryder map.pdf
Ryder-Forml295.pdf
http://apps.cfwnet.org/council_packet/mc_review.asp?ID=22940&councildate=10/18/2016 12/20/2017
CERTIFICATE OF INTERESTED PARTIES FORM 1295
1of1
Complete Nos.1-4 and 6 if there are interested parties. OFFICE USE ONLY
Complete Nos.1,2,3,5,and 6 if there are no interested parties. CERTIFICATION OF FILING
1 Name of business entity filing form,and the city,state and country of the business entity's place Certificate Number:
of business. 2016-117060
Ryder Integrated Logistics, Inc.
Fort Worth,TX United States Date Filed:
2 Name of governmental entity or state agency that is a party to the contract for which the form is 09/27/2016
being filed.
City of Fort Worth Date Acknowledged:
3 Provide the identification number used by the governmental entity or state agency to track or identify the contract,and provide a
description of the services,goods,or other property to be provided under the contract.
17Ryder380
Economic Development program agreement to grant 25%of incremental real and business personal property taxes over 7 years.
Nature of interest
4 Name of Interested Parry City,State,Country(place of business) (check applicable)
Controlling I Intermediary
CBRE, Inc. Los Angeles,CA United States X
5 Check only if there is NO Interested Party. ❑
6 AFFIDAVIT I swear,or affirm,under penalty of perjury,that the above disclosure is true and correct.
C. GUZMAN
Commission #2080657 Z
Notary Public -California z
Z Los Angeles County D Sign ure of authorized ent of contracting business entity
My Comm. Expires Sep 5,2018
AFFIX NOTARY STAMP/SEAL ABOVE
Sworn to and subscribed before me,by the said this the Z " day of ,
20to certify which,witness my hand and seal of office.
C 1>t-r
Si ur icer administering oath Printed name of officer administering oath Title of officer administering oath
F ms provided by Texas Ethics Commission www.ethics.state.tx.us Version V1.0.277