HomeMy WebLinkAboutContract 44145-CA1 CITY SECRETAR
5 6' 9 �C CONTRACT NO YI-ISS
CONSENT TO ASSIGNMENT OF
TAX ABATEMENT AGREEMENT
� SUN �8 2018
(CITY SECRETARY CONTRACT NO. 44145)
This CONSENT TO ASSIGNMENT OF CITY SECRETARY CONTRACT
N O. 44145 ("Consent") is made and entered into by and between the CITY OF FORT
WORTH ("City"), a home rule municipal corporation organized under the laws of the State of
Texas, and Sparkle Express, LLC ("Assignor or Owner"), and DFW Auto Care, LLC
("Assignee").
The following introductory provisions are true and correct and from the basis of this
Consent:
A. On or about January 15, 2013, the City and Sparkle Express, LLC entered into that
certain Tax Abatement Agreement on file in the City Secretary's Office as City Secretary
Contract No. 44145 (the "Agreement"). Under the Agreement, Sparkle Express, LLC agreed to
construct an exterior express car wash (the "Required Improvements") on certain land in the
City (the "Land") in return for a 5-year real property tax abatement on improvements located on
the Land (the "Abatement"), all as more specifically set forth in the Agreement. The Abatement
was granted pursuant to the City's Neighborhood Empowerment Zone Policy("NEZ Policy").
B. Assignor has sold its interest in the Land and Required Improvements to Assignee and to
assign all right, title and interest in the Agreement to Assignee.
NOW THEREFORE, in consideration of the mutual terms and conditions herein
contained and other good and valuable consideration, the receipt and sufficiency of which are
hereby acknowledged, the parties hereby agree as follows:
1. The City hereby consents to an assignment by Assignor to Assignee of all right, title and
interest granted to Assignor by the Agreement, effective as of March 20, 2018,
("Effective Consent Date").
2. The City consents to such assignment expressly upon the promise and covenant by
Assignee, and Assignee hereby promises and covenants to the City that as of the
Effective Consent Date Assignee will comply with all duties and obligations of Owner
set forth in the Agreement.
3. Assignee understand and agrees that no act or omission of Assignor, whether on, before
or after the Effective Consent Date, will serve to mitigate (i) any Abatement Amounts,
Terms and Conditions set forth in Sections 2 and 4 of the Agreement (ii) any Event of
Default set forth in Section 5 of the Agreement.
4. Nothing in this Consent shall be deemed to grant Assignee any rights under the
Agreement that are an addition to or greater than those of the Owner thereunder.
Consent to Assignment of Tax Abatement Agreement#44145
from Sparkle Express, LLC to DFW Auto Care, LLC OFFICIAL RECORD
Approved by M&C C-28618 on March 20, 2018 CI'!Y$ECR11TAIRy
1 Ff.woff N, Tx
5. All terms in this Consent that are capitalized but not defined shall have the meanings
assigned to them in the Agreement.
IN WITNESS WHEREOF, the parties have executed this Assignment as of the Effective
Consent Date.
CITY OF FORT WORTH
/ GLJgR�dO ��
Fernando Costa
Assistant City Manager
STATE OF TEXAS §
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, 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 said CITY OF FORT WORTH, TEXAS, a
municipal corporation, that he was duly authorized to perform the same by appropriate Mayor
and Council Communication of the City Council of the City of Fort Worth and that he executed
the same as the act of the said City for the purposes and consideration therein expressed and in
the capacity therein stated.
GIVEN UNDER MY HAND AND SEAL OF OFFICE thisday of
2018.
TRIKINYA L. JOHNSON
til:'ki `PPV PUe�' Notar Public,State of Texas
Notary Public in an4 for a :10= Comm. Expires 04-17-2022
the State of Texas WN Notary ID 1238832 0
ATTEST: E—
]. aryKayser ty S cr
1EXP� F
Consent to Assignment of Tax Abatement Agreement#44145 OFFICIAL RECORD
from Sparkle Express, LLC to DFW Auto Care, LLC
Approved by M&C C-28618 on March 20, 2018 CITY SECRETARY
2 FTs NORTH,TX
APPROVED AS TO FORM AND LEGALITY:
A I&L��
Melinda Ramos
Sr. Assistant City Attorney
M & C: C-28618
ASSIGNOR: Sparkle Express,LLC
a Texas Limited Liability Company
By:
Name: Mark Tinonga
Title: Manager
STATE OF TEXAS §
COUNTY OF TARRANT §
BEFORE ME, the undersigned authority, on this day personally appeared Mark Tinonga, Manager
of Sparkle Express, LLC, a Texas Limited Liability Company, known to me to be the person
whose name is subscribed to the foregoing instrument, and acknowledged to me that he executed
the same for the purposes and consideration therein expressed, in the capacity therein stated and as
the act and deed of Sparkle Express,LLC.
GIVElvT UNDER MY HAND AND SEAL OF OFFICE this 2(a day of
2018.
L/ ; st'"^ •: VIRGINIA K GORMAN
Notar ublic in and for My Notary 10#11791536
the State of Texas :�s ExIkes November 10,2019
ASSIGNEE: DFW AUTO CARE, LL—C—
a
LCa Texas limited liability company OFFICIAL.RECORD
By: CITY SECRETARY
FT.WORTH,TX
Name: avid Chon
Tit Manaaer
Consent to Assignment of Tax Abatement Agreement#44145
from Sparkle Express, LLC to DFW Auto Care, LLC
Approved by M&C C-28618 on March 20, 2018
3
APPROVED AS TO FORM AND LEGALITY:
Melinda Ramos
Sr. Assistant City Attorney
M&C: C-28618
ASSIGNOR: Sparkle Express,LLC
a Texas Limited Liability Company
By:
Name: Mark Tinonga
Title: Manager
STATE OF TEXAS §
COUNTY OF TARRANT §
BEFORE ME, the undersigned authori , on this day personally appeared Mark Tinonga,Manager
of Sparkle Express, LLC, a Texa imited Liability Company, known to me to be the person
whose name is subscribed to t foregoing instrument, and acknowledged to me that he executed
the same for the purposes consideration therein expressed, in the capacity therein stated and as
the act and deed of Sp e Express,LLC.
GIVE UNDER MY HAND AND SEAL OF OFFICE this day of
, 2018.
N tary Public in and for
the State of Texas
ASSIGNEE: DFW AUTO CARE, LLC
a Texas limite ility company
By:
Name: 'David Chon
Title: Manager
Consent to Assignment of Tax Abatement Agreement#44145
from Sparkle Express,LLC to DFW Auto Care, LLC
Approved by M&C C-28618 on March 20,2018
3
STATE OF TEXAS §
COUNTY OF TARRANT §
BEFORE ME,the undersigned authority, on this day personally appeared David Chon,Manager of
DFW Auto Care, LLC, a Texas Limited Liability Company, known to me to be the person whose
name is subscribed to the foregoing instrument, and acknowledged to me that he executed the same
for the purposes and consideration therein expressed, in the capacity therein stated and as the act
and deed of DFW Auto Care,LLC.
GIVEN TJl`7DER MY LAND A`I�D►t�%Rhl1 � OF OFFICE this �� day of
M14rch , 2018. ������Y0. ,k/
G,.•��SsioNF
Notary Public in and for ;� �•� ; c�
the State of Texas %y i jOUg►-\G o O
VST IS-
co U to
6.COUN;
Consent to Assignment of Tax Abatement Agreement#44145
from Sparkle Express, LLC to DFW Auto Care, LLC
Approved by M&C C-28618 on March 20, 2018
4
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I-
&C Review
Official
CITY COUNCIL AGENDA FORTTII
COUNCIL ACTION: Approved on 3/20/2018
DATE: 3/20/2018 REFERENCE NO.: **C-28618 LOG NAME: 19SPARKLEASSIGN
CODE: C TYPE: CONSENT PUBLIC HEARING: NO
SUBJECT: Authorize Execution of Consent to Assignment of City Secretary Contract No. 44145, a
Tax Abatement Agreement with Sparkle Express, LLC, to DFW Auto Care, LLC, in the
Hemphill/Berry Neighborhood Empowerment Zone (COUNCIL DISTRICT 9)
RECOMMENDATION:
It is recommended that the City Council authorize the execution of a Consent to Assignment of
City Secretary Contract No. 44145, a Tax Abatement Agreement between the City and Sparkle
Express, LLC, to DFW Auto Care, LLC, in the Hemphill/Berry Neighborhood Empowerment Zone.
DISCUSSION:
On January 15, 2013, the City Council approved a five-year Tax Abatement Agreement
(Agreement) with Sparkle Express, LLC (Company) related to the construction of an exterior
express car wash on property located at 113 Thornhill Drive in the Hemphill/Berry Neighborhood
Empowerment Zone (M&C C-26061), City Secretary Contract No. 44145).
The Company now wishes to transfer the project to DFW Auto Care, LLC (Criterion). Under the
Agreement, the Company is prohibited from assigning the Agreement to another party without the
City Council's consent. In order to facilitate the transaction, a Consent to Assignment Agreement
between the City, the Company and the purchaser will be required. All terms of the Agreement
remain the same.
DFW Auto Care will be required to meet all obligations of the Company under the Agreement. The
City will continue to receive the public benefits resulting from development of this project.
The project is located in COUNCIL DISTRICT 9.
FISCAL INFORMATION/CERTIFICATION:
The Director of Finance certifies that upon approval of the above recommendations an estimated
$10,966.00 in property taxes will be abated over the two years left in the abatement period from
2018-2019. This amount will be included in the City's five year financial forecast.
LQ.
Fund Department Account Project Program Activity Budget Reference# Amount
ID ID Year (Chartfield 2)
FROM
Fund Department Account Project Program Activity Budget Reference# Amount
ID I I ID I I I Year (Chartfield 2)
http://apps.cfwnet.org/council_packet/mc_review.asp?ID=25569&councildate=3/20/2018[03/21/2018 5:23:15 PM]
M&C Review
Submitted for City Manager's Office by: Fernando Costa (6122)
Originating Department Head: Aubrey Thagard (8187)
Additional Information Contact: Sarah Odle (7316)
ATTACHMENTS
113Thornhill NEZMapsforCouncil.pdf
Form 1295 DFW Auto Care.pdf
http://apps.cfwnet.org/council_packet/mc_review.asp?ID=25569&councildate=3/20/2018[03/21/2018 5:23:15 PM]
CERTIFICATE OF INTERESTED PARTIES FORM 1295
loll
Complete Nos.1-4 and 6 it there are interested parties. OFFICE USE ONLY
Complete Nos.1,2.3,S.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. 2018-328043
DFW AUTO CARE LLC
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 03/20/2018
being filed.
City of Fort W" Date Acknowted
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.
TO BE ISSUED
Municipal Tax Abatement
Nature of interest
4 Name of Interested Party City,State,Country(place of business) (check applicable)
Controlling rmermed'
S Check only it there is NO Interested Party. ❑
x
6 UNSWORN pIECL_ARATION
My name is (/ (✓ W , and my date of birth is
My address is
-30Z3 S, wI,Jf/s ,'�/ i%/• Fy� _ 76t U�( . �4t.t
(streep (W (111els) (zip code) (country)
I declare under peneky of ptujlay the forsyatg is true and correct
��r/apt // rt
Executed m_ _County,state w_,r�,on the�Uday a ��Wi,"l.� /yt.
(morah) �(—year)
I-Wginaiure of authorized agent of contracting business crafty
(Deciarant)
1`OrmS Provided by Texas Ethics Commission www.ethics.state.tx.us Version V1.0.5523
kms, , /2"r- /,tel
Cl-C)
CERTIFICATE OF INTERESTED PARTIES FORM 1295
loll
Compete Nos.1-a and 6 if there are interested parties. OFFICE USE ONLY
Complete Nos.1.2.3,5,and 6 H 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. 2018-313173
Sparkles Express Carwash
Fort Worth,TX Unfted States �ateXF2 Name o govemmen entity or state agency that is a party tot contract for whit t e form is 8
being filed.
City of Fort Worth Acknowledged:
3 Provide the identification number used by the governmental entity or state agency to track ori ntify the contract,and provide a
description of the services,goods,or other property to be provided under the contract.
to be issued
Municipal Tax Abatement
a
Nature of interest
Name of Interested Parry City,State,Country(place of business) (check applicable)
Controlling intermediary
5 Check only if there is NO Interest�Party.
X
6 UNSWORN DECLARATION
My name is al("114 �^I�^ and my date of birth is _
My address is 1
/ (eheeq (city) (state) (zip code) (oaurery)
I declare under pen ty of perjury that the foregoing is true and correct.
/ x
Executed in ! i ��•� County.State of / on the day of—E
(MCW11h) (year)
Signature of authorized agent of contracting business entity
(Dedmant)
Forms provided by Texas Ethics Commission www.ethics.state.tx.us Version V3.0.5523