HomeMy WebLinkAboutContract 53913 CITY SECRETARY
CONTRACT N0. J q 13
TAX INCREMENT FINANCING
o ��ts�o FUNDING AGREEMENT
8th Avenue Safety and Circulation Improvements (Construction)
This TAX INCREMENT FINANCING FUNDING AGREEMENT ("Agreement") is
entered into by and between the BOARD OF DIRECTORS OF TAX INCREMENT
REINVESTMENT ZONE NUMBER FOUR,CITY OF FORT WORTH,TEXAS("Board"),
an administrative body appointed in accordance with Chapter 311 of the Texas Tax Code ("TIF
Act") to oversee the administration of Tax Increment Reinvestment Zone Number Four, 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("City"),a Texas home-rule
municipality.
The Board and City hereby agree that the following statements are true and correct and
constitute the basis upon which the Board and City have entered into this Agreement:
A. On November 25, 1997 the City Council adopted Ordinance No. 13259,
establishing Tax Increment Reinvestment Zone Number Four, City of Fort Worth, Texas ("TIF
District'), and establishing the tax increment fund of the TIF District("TIF Fund").
B. On August 30, 1999, the Board adopted a project and financing plan for the TIF
District, as amended by the Board on November 1, 2012 pursuant to Board Resolution No. 2012-
2 (collectively. "TIF Project Plan"). The TIF Project Plan was approved by the City Council on
August 31, 1999, as amended by the City Council on December 11, 2012, pursuant to Ordinance
No. 20536-12-2012.
C. Fort Worth Southside Development District, Inc., d/b/a Near Southside, Inc.
completed a study of traffic safety and circulation improvements to 81h Avenue through a previous
Tax Increment Financing Development Agreement (Board Resolutions Nos. 2016-08, 2018-08-
A1, 2018-08-A2).
D. Near Southside, Inc. and the City have worked with 8th Avenue stakeholders to
identify a first phase of recommended improvements from the study for implementation.
E. Through a separate request, the Board has approved funding for Near Southside,
Inc. to complete the final design and engineering of these improvements, subject to approval by
the City.
F. The City is requesting TIF funding for the construction of those public
improvements ("Project'), which are set forth in more detail in Exhibit A attached hereto and
incorporated herein for all purposes.
L. The TIF Project Plan specifically authorizes the Board to enter into agreements
dedicating revenue from the TIF fund for public improvements that benefit the general public and
Agreement for 81 Avenue Construction QFFICiLLR �r'TIF Funding Agreement �between TIF District Southside TIF and Ci of Fort Worth Iri CITx S1"�a9Page 1 of 11
v2o15o617 FT W , T.X �
facilitate development of the TIF district as an eligible expense. 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 provide funding for the purchase of
the land 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.
City will oversee and be responsible for all aspects of the Project in accordance with this
Agreement,the Plans, and all Legal Requirements.
2. FUNDING BY THE BOARD
2.1 Amount of Fundiniz.
Provided that the City pursues the Project, and the City has complied with all terms and
conditions of this Agreement, the Board will provide funding for the Project in an amount up to
Seven Hundred Fifty Thousand Dollars and No Cents($750,000.00)("Funds")in accordance with
this Agreement;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 will 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. In no event will the Board pay City any portion of the
Funding in excess of Funds.
2.2 Reimbursement.
All costs incurred pursuant to the Project will be advanced and paid for by City and will
not, in any event,be paid by the Board except as a reimbursement to City in accordance with this
Agreement.
2.3 TIF Fund Contributions.
The Board acknowledges and consents to the transfer from the TIF Fund of up to the total
amount of the Funds, in whole or in part,to the funds or accounts of the City that will be used to
pay for the costs of the Project.
2.4 Limited to Available TIF Funds.
Notwithstanding anything to the contrary herein, City understands and agrees that the
Board will be required to pay the Funds only from available revenues in the TIF Fund that are
attributable solely to tax increment (as defined in Section 311.012 of the Texas Tax Code)
Agreement for 8t°Avenue Construction
TIF Funding Agreement
between TIF District Southside TIF and City of Fort Worth Rev.06/2015
Page 2 of 11
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generated annually from property located in the TIF District and deposited into the TIF Fund in
accordance with the TIF Act.
2.5 Priority of Payment.
Notwithstanding anything to the contrary herein, City understands and agrees that any
obligation of the Board to pay all or any portion of the Reimbursement Amount shall be subject
and subordinate to the Board's right to retain reserves in the TIF Fund in any fiscal year to meet
all existing contractual obligations of the Board. Specifically and without limiting the generality
of the foregoing, the following payments, as obligated by the following existing contractual
obligations, will have priority over payment by the Board of all or any portion of the
Reimbursement:
(i) Payments made pursuant to that certain Agreement by and among the City, the
Board, and the Central City Local Government Corporation dated to be effective
December 7,2005 (Magnolia Green Parking Garage);
(ii) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and Fort Worth Southside Development District,
Inc. approved by the Board on July 27, 2006 (Oleander Walk Phase II);
(iii) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board, Fort Worth South, Inc. and the City, approved
by the Board on June 24, 2009 (Magnolia Streetscape Repair and Maintenance,
Phase III);
(iv) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and Fort Worth South, Inc. for 100% design and
engineering associated with South Main approved by the Board on November 1,
2012 (100%Engineering,Design, Construction for S. Main);
(v) Payment made pursuant to that certain Tax Increment Funding Agreement
between the Board and the City of Fort Worth for public improvements
associated with the 2014 CIP Match approved by the Board on November 6,
2013 (2014 CIP/TIF Street Improvement);
(vi) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and Fort Worth Bike Sharing for System Support
associated with the Bike Share Stations located within the TIF#4 Boundary,
approved by the Board on August 12,2015 (Fort Worth Bike Share);
(vii) Payment made pursuant to Amendment No.2 to a Tax Increment Financing
Development Agreement between the Board and Fort Worth South, Inc., to
authorize a multi-year TIF Maintenance Agreement with Fort Worth South,Inc.
Agreement for 8'Avenue Construction
TIF Funding Agreement
between TIF District Southside TIF and City of Fort Worth Rev.06/2015
Page 3 of 11
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for annual landscaping, fertilizing, grass cutting, trash pick-up, pedestrian
lighting, and irrigation of the Watts Park, approved by the Board on December
16,2015 (Watts Park Maintenance continued);
(viii) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and Fort Worth South, Inc. for final design,
engineering, and construction of two public parks located on parcels adjacent to
the E. Broadway Apartments project located on E. Broadway Ave. approved by
the Board on April 19, 2017 (S. Main Village Public Parks Final Design/
Engineering/Construction);
(ix) Payment made pursuant to that certain Tax Increment Financing Funding
Agreement between the Board and Fort Worth South, Inc. for final design and
construction of accessibility ramps and other sidewalk improvements along the
south side of W. Vickery Boulevard between College Ave. and Lipscomb
approved by the Board on April 19, 2017 (W. Vickery Boulevard Accessibility
Improvements);
(x) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and SoMa District Development,LLC for public
improvements associated with the redevelopment and restoration of four 1920's
buildings fronting South Main Street and transformation of the public alley
behind the building into a public plaza and play space located at 105 and 125 S.
Main St.,approved by the Board on June 7,2017(SoMa District Development);
(xi) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and Dolabi Development, LLC for public
improvements associated with the development of hotel, parking garage,
residential condominiums located near the intersection of Henderson St. and
Magnolia Ave. approved by the Board on June 7, 2017 (Magnolia Mixed-Use -
Infrastructure);
(xii) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and Central City Local Government Corporation
to fund an easement for 150 public parking spaces associated with the
development of a newly constructed hotel, 16-20 unit for-purchase residential
condominiums,approximate 400 space parking garage,and a public storm water
detention/green space located near the intersection of Henderson St. and
Magnolia Ave., approved by the Board on June 7,2017 (Magnolia Mixed Use -
Parking);
(xiii) Payment made pursuant to that certain Tax Increment Financing Development
Agreement with Mistletoe Station,.LLC for public improvements associated
with a not less than 100 and not to exceed 110 mixed-income residential units
Agreement for 8'Avenue Construction
TIF Funding Agreement
between TIF District Southside TIF and City of Fort Worth Rev.06/2015
Page 4 of 11
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apartment complex housed in two new construction buildings located near the
intersection of Mistletoe Blvd. and Beckham St.,approved by the Board August
23, 2017 (Mistletoe Station Apartments);
(xiv) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and Near Southside, Inc. for a Magnolia Village
Parking and Circulation Study approved by the Board on March 21, 2018
(Magnolia Village Parking and Circulation Study);
(xv) Payment made pursuant to that certain Tax Increment Financing Development
Agreement with FW Katy Station, LP for public improvements associated with
the new construction of the mixed-use, mixed-income, transit-oriented
development located at the intersection of Vickery Blvd. and S. Main Street
approved by the Board on July 18,2018 (Katy Lofts);
(xvi) Payment made pursuant to that certain Tax Increment Financing Development
Agreement with POCCO Investments,LLC for public improvements associated
with the renovation of the historic Clark Felt Building located at the intersection
of E. Leuda St. and Missouri Ave. approved by the Board on July 18, 2018
(Basecom Renovation of Historic Felt Building);
(xvii) Payment made pursuant to that certain Tax Increment Financing Funding
Agreement with the City of Fort Worth for roadway resurfacing and safety
improvements to Hemphill Street between Vickery Boulevard and Allen Avenue
approved by the Board on July 18, 2018 (Hemphill Resurfacing and
Rightsizing);
(xviii) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and Rosedale/Lake Street, LLC for public
improvements associated with new construction mixed-use medical office
building and four apartments located at the corner of W. Rosedale Street and S.
Lake Street approved by the Board on October 3, 2018 (Dr. Tillman Mixed-
Use);
(xix) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and Near Southside,Inc.for public improvements
associated with maintenance for streets, streetscapes, and public spaces located
within the TIF#4 boundary approved by the Board on December 5, 2018 (2019
Street, Streetscape, and Public Space Maintenance Agreement); and
(xx) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and BoonPetro Real Estate LLC for public
improvements associated with the adaptive reuse of the historic Katy Depot
Agreement for 8'Avenue Construction
TIF Funding Agreement
between TIF District Southside TIF and City of Fort Worth Rev.06/2015
Page 5 of 11
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property at the southwest corner of Vickery Boulevard and Jones Street
approved by the Board on June 5,2019 (Katy Depot).
(xxi) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and Near Southside, Inc. the design and engineering of
safety and circulation improvements to 8th Avenue between Magnolia and
Pennsylvania Avenues approved by the Board on June 5, 2019 (81 Avenue Phase One
Improvements—Design);
3. TERM.
The term of this Agreement is effective as of June 5,2019 ("Effective Date") and expires
upon the earlier of(i)June 30,2022,which is the deadline for the City to complete the Project; (ii)
the complete performance of all obligations and conditions precedent by the Board and City; or
(iii)termination by either the Board or City as permitted by this Agreement.
4. 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 may be withheld at the Board's
discretion. This Agreement shall be binding on and inure to the benefit of the parties, their
respective successors and assigns.
5. 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 City of Fort Worth
Southside TIF Attn:Assistant City Manager
Attn: Michael Brennan, Administrator 200 Texas Street
1606 Mistletoe Boulevard Fort Worth, TX 76102
Fort Worth, TX 76104
with a copy to:
City of Fort Worth
Attn: Director of Economic Development
1150 South Freeway
Fort Worth, TX 76104
Agreement for 8'Avenue Construction
TIF Funding Agreement
between TIF District Southside TIF and City of Fort Worth Rev.06/2015
Page 6 of 11
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6. VENUE AND CHOICE OF LAW.
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 District Court 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.
7. COMPLIANCE WITH LEGAL REOUHZEMENTS.
This Agreement is 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, and violation of the same shall constitute a default under this Agreement. In
undertaking any work in accordance with this Agreement, City, its officers, agents, servants,
employees, contractors and subcontractors shall comply with all federal, state and local laws and
all ordinances, rules and regulations of the City, as such laws, ordinances, rules and regulations
exist or may hereafter be amended or adopted(collectively, "Legal Requirements").
8. 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.
9. 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.
10. 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.
11. 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.
12. GOVERNMENTAL POWERS.
It is understood that by execution of this Agreement,neither the Board nor the City waives
or surrenders any of their governmental powers or immunities.
Agreement for 8'Avenue Construction
TIF Funding Agreement
between TIF District Southside TIF and City of Fort Worth Rev.06/2015
Page 7 of 11
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13. FORCE MAJEURE.
It is expressly understood and agreed by the parties to this Agreement that if the
performance of any obligations hereunder is delayed by reason of war, civil commotion, acts of
God, inclement weather, governmental restrictions, regulations, or interferences, unreasonable
delays by the City in issuing any permits or certificates of occupancy or conducting any inspections
of or with respect to the Project(based on the amount of time that the City customarily requires in
undertaking such activities and based on the then-current workload of the City department(s)
responsible for undertaking such activities), or delays caused by unforeseen construction or site
issues, fire or other casualty, court injunction, necessary condemnation proceedings, acts of the
other party,its affiliates/related entities and/or their contractors,or any actions or inactions of third
parties or other circumstances which are reasonably beyond the control of the party obligated or
permitted under the terms of this Agreement to do or perform the same,regardless of whether any
such circumstance is similar to any of those enumerated or not,the party so obligated or permitted
shall be excused from doing or performing the same during such period of delay, so that the time
period applicable to such design or construction requirement shall be extended for a period of time
equal to the period such party was delayed.
14. BOARD REPRESENTATIVE.
City understands and agrees that the Board, in its sole discretion, may also appoint certain
City staff members, a City department or another entity to serve as its representative in carrying
out any or all of the responsibilities of the Board hereunder, and that references to "the Board" in
this Agreement mean the Board in its entirety or any such designated representative.
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. 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 the
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
Agreement for 8'Avenue Construction
TIF Funding Agreement
between TIF District Southside TIF and City of Fort Worth Rev.06/2015
Page 8 of 11
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ZONE NUMBER TIF FOUR, CITY OF
FORT WORTH,TEXAS:
Jesus J. Digitally signed by Jesus J.
B Chapa
Ann Zadeh B Cha a Date:
t-� Date:2020.05.07 09:43:33
y' y. p -05'00'
Ann Zadeh Jay Chapa
Chairman Assistant City Manager
Resolution No. 4-2019-05 (June 5,2019)
Contract Compliance Manager:
By signing, I acknowledge that I am the person responsible
for the monitoring and administration of this contract, including
ensuring all performance and reporting requirements.
Digitally signed by Kelly
Bagett
Kelly Baggett Date:2020.04.2013:39:06
-05,00'
Name of Employee
Innovation Coordinator
Title
APPROVED AS TO FORM AND LEGALITY:
Digitally signed by Tyler
Tyler Wallach Datlea2020.05.0115:51:19
By: 05,00,
Tyler Wallach :
Assistant City Attorney
ATTEST:
Mary J.Ka erg,
City Secretary
0FFP(�DAL I EC01��F,I
Agreement for 8d'Avenue Construction F-1i. WOVHIl,.
TIF Funding Agreement
behveen TIF District Southside TIF and City of Fort Worth ev. S
Page 9 of 11
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Exhibit A
Project
fliaaL A�wrrs,rt4,d tyrmvnmta,#'°�Snu�■ItnvtriYa Onvalr�gcii A»r�l
81h Ave. Safety & Circulation Improvements - phase 1
TIF RegUe-5t5:
$135,000 Engineering $750,000 Construction
A. Pennsylvaniato Cooper:Curb widening and turn lane., in
collaboration with Cook Children's
;
�aY l 8. Mistletoe 131ud intersection
.N C. Pulaski/Worth turn lanes
4
' — to
il.i6 tsW �' Ira:a;; � - . i s�[•1,.
NORM
Agreement for 8'Avenue Construction
TIF Funding Agreement
between TIF District Southside TIF and City of Fort Worth Rev.06/2015
Page 10 of 11
v20150617
8111 Ave. Safety & Circulation improvements - Phase I
TIF Requests:
5135,000 Engineering $750,000 Construction
Engineering Construction
A. Widening for turn lanes, $80,000 $600,000
Pennsylvania to Cooper
0, Mistletoe Blvd. intersection $55,000 (Projects B&C) $100,000
C. Pulaski/Worth turn lanes $50,000
TIF Requests $135,000 $750,000
Combined Total $885,000
The Project only concerns the construction scope and costs listed above. As stated in the recitals,
the engineering costs are being funded through a separate agreement with Near Southside, Inc.
Agreement for 8'Avenue Construction
TIF Funding Agreement
between TIF District Southside TIF and City of Fort Worth Rev.06/2015
Page 11 of 11
v20150617
f .
vqq,\ Resolution: 04'e20M�
�ppt� Date: June 5,2019
•`p�Fpc��.F�R`l
\FySE RESOLUTION
Board of Directors
Tax Increment Reinvestment Zone Number Four,City of Fort Worth,Texas
(Southside TIF)
A UTHORIZING EXECUTION OFA TAX INCREMENT FINANCING(TIF) FUNDING AGREEMENT
BETWEEN THE BOARD OF DIRECTORS OF TAX INCREMENT REINVESTMENT ZONE NUMBER
FOUR AND THE CITY OF FORT WORTH FOR THE CONSTRUCTION OF SAFETYAND
CIR CULA TIONIMPR 0 VEMENTS TO 8rHA VENUE BETWEENMAGNOLL4 AND PENNSYLVAATA
AVENUES,
WHEREAS, the Board of Directors (the "Board") of Tax Increment Reinvestment Zone Number Four,
City of Fort Worth, Texas (the "TIF District") desires to promote the development and redevelopment of the
Southside Development District area as authorized by the Fort Worth City Council and state law;
WHEREAS,on August 30, 1999 the Board adopted a Project and Financing Plan(the"Plan")for the TIF
District,which was approved by the City Council by ordinance and in accordance with Section 311.011 of the Texas
Tax Code, and which was subsequently updated by the Board November 1, 2012, and approved by City Council
December 11,2012;
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;
WHEREAS, the Plan identifies public improvements that benefit the general public and facilitate
development of the TIF district,including street and streetscape improvements,as an eligible expense;
WHEREAS, Fort Worth Southside Development District, Inc., d/b/a Near Southside, Inc. completed a
study of traffic safety and circulation improvements to 8'1' Avenue through a previous Tax Increment Financing
Development Agreement(Board Resolutions Nos, 2016-08,2018-08-A1,2018-08-A2);
WHEREAS, Near Southside, Inc, and the City of Fort Worth ("City") have worked with 8"' Avenue
stakeholders to identify a first phase of recommended improvements from the study for implementation;
WHEREAS,.through a separate request, the Board has approved funding for Near Southside, Inc, to
complete the final design and engineering of these improvements,subject to approval by the City;
WHEREAS, the City is requesting TIF funding up to $750,000 for the construction of those public
improvements("Project");
WHEREAS, consistent with the Plan, the Board now wishes to approve a Tax Increment Financing
Funding Agreement with the City to fund or reimburse City for the Project.
NOW,THEREFORE,BE IT RESOLVED:
i
Section 1.That the Board hereby authorizes a Tax Increment Financing Funding Agreement with the City s
to find or reimburse the costs of the Project in an amount up to$750,000.
Section 2.That the Agreement shall begin on June 5,2019,with the Project to be completed no later than
June 30,2022.
Resolution: OR- R D 9' OS
Date: June 5,2019
Section 3. That the Chairperson of the Board is authorized to sign this Resolution on the Board's behalf
and execute all necessary agreements and related documents in accordance with this Resolution.
Section 4.That this Resolution shall take effect immediately from and after its passage.
Approved: auL,)
Ann Zade i, Chair