HomeMy WebLinkAboutContract 39747Y SECRETARY
N RACT No, 31
TAX INCREMENT FINANCING
DEVELOPMENT AGREEMENT
W. Rosedale Retrofit
This TAX INCREMENT FINANCING DEVELOPMENT AGREEMENT
("Agreement") is entered into by and between the BOARD OF DIRECTORS OF TAX
INCREMENT REINVESTMENT ZONE NUMBER FOUR, CITY OF FORT WORTH,
TEXAS (the "Board"), an administrative body appointed in accordance with Chapter 311 of the
Texas Tax Code (the "TIF Act") to oversee the administration of Tax Increment Reinvestment
Zone Number Four, City of Fort Worth, Texas, a reinvestment zone designated by ordinance of the
City of Fort Worth in accordance with the TIF Act, and the CITY OF FORT WORTH ("City"),
a home rule municipal corporation organized under the laws of the State of Texas.
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 Financing Reinvestment Zone Number Four, City of Fort Worth,
Texas (the "TIF District"), and establishing the tax increment fund of the TIF District (the "TIF
Fund").
B. On August 30, 1999 the Board adopted a project and financing plan for the TIF
District (the "TIF Project Plan"). The TIF Project Plan was approved by the City Council on
August 31, 1999 pursuant to Ordinance No. 13919.
C. The City intends to reconstruct W. Rosedale St. between 8th Avenue and S. Main
St. from a six -lane divided arterial into a four -lane thoroughfare that is designed to serve vehicles,
pedestrians, and cyclists, generally in accordance with the renderings attached hereto as Exhibit
"A", which is hereby made a part of this Agreement for all purposes (collectively, the "Project").
The entire Project is estimated to cost approximately $6,200,000.00. Of this cost, $4,100,000.00
has been appropriated from a combination of City surplus funds, City bond funds, a Texas
Department of Transportation Grant, and grant funds from the North Central Texas Council of
Governments. In accordance with its powers set forth in Section 311.008 of the TIF Act, and with
the Board's consent, as authorized by the Board during its meeting on October 15, 2008, the City
wishes to use $2,100,000.00 of revenues in the TIF Fund to pay for or reimburse the City for the
remaining costs associated with the Project. The Board and the City wish to enter into this
Agreement to memorialize the manner in which such funds will be transferred from the TIF Fund
to other appropriate funds or accounts of the City.
D. The TIF Project Plan specifically authorizes the use of revenues in the TIF Fund to
pay for streetscape and boulevard projects, including, specifically, Rosedale Street. Accordingly,
the costs of the Project qualify as lawful "project costs", as that term is defined in Section
311.002(l) of the TIF Act ("Project Cost").
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
Page 1 1
Development Agreement for W. Rosedale Retrofit
between Southside TIF and City of Fort Worth
NOW, THEREFORE, the Board and the 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.
The City will oversee and be responsible for all aspects of the Project. The Project will be
constructed in accordance with all Legal Requirements applicable to the City. In satisfaction of
Section 311.0101 of the TIF Act, the Project shall be subject to the City's Minority and Women
Business Enterprises Policies and Disadvantaged Business Enterprise Policies, as set forth in
Section 20-366 et seq. of the City Code.
2. TIF FUND CONTRIBUTIONS; PRIORITY OF PAYMENT.
The Board hereby acknowledges and consents to the transfer from the TIF Fund of up to
$2,100,000.00, in whole or in part, to other funds or accounts of the City that have been
identified as the funding source for the Project, which funds shall be used as generally outlined
in Exhibit "B", attached hereto and hereby made a part of this Agreement for all purposes. The
City will notify the Director of Fort Worth South, Inc., the administrator for the TIF District, in
advance of any such transfer. In the event that aggregate costs of the Project exceed
$6,200,000.005 the City reserves the right to request additional funding from the TIF Fund, with
the understanding that the availability of such funding will be subject to any previous contractual
commitments made by the Board. Notwithstanding anything to the contrary herein, such transfers
shall be subject and subordinate to the following existing contractual obligations of the Board:
(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) Payments made pursuant to that certain Loan Agreement dated to be effective
December 7, 2005 by JPMorgan Chase Bank, N.A. and Central City Local
Government Corporation and any documents executed pursuant to such Loan
Agreement (Magnolia Green Parking Garage);
(iii) Payments made pursuant to that certain Facade Lease Agreement between the
Board and Max Mehl Building, LLC, dated as of October 18, 2005;
(iv) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and Larimar Development, L.L.C. executed by
Larimar Development, L.L.C. on June 1, 2006;
(v) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and Park Hill Real Estate Partners, L.P. executed
by Park Hill Real Estate Partners, L.P. on May 30, 2006;
Page 2
Development Agreement for W. Rosedale Retrofit
between Southside TIF and City of Fort Worth
(vi) 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, 20061
(vi1) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and Fort Worth South, Inc. approved by the Board
on January 10, 2007;
(viii) 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 19, 2007;
(ix) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and Tarrant Academy of Medicine approved by the
Board on July 19, 2007;
(x) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and South Adams, L.P. approved by the Board on
May 15, 2008;
(xi) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and Gate Lock, Ltd. approved by the Board on
May 15, 2008;
(xii) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and Sameer Dalal approved by the Board on May
15, 2008;
(xiii) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and R.J. Frank & Co., Inc. approved by the Board
on May 15, 2008;
(xiv) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and 1208 West Magnolia, Ltd. approved by the
Board on May 15, 20081
(xv) Payment made pursuant to that certain Facade Lease Agreement between the
Board and 1208 West Magnolia, Ltd. approved by the Board on May 15, 2008;
(xvi) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and the City, approved by the Board on May 15,
2008 (James E. Guinn Public Plaza) (City Secretary Contract No. 38242);
Page 3
Development Agreement for W. Rosedale Retrofit
between Southside TIF and City of Fort Worth
(xvii) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and Fort Worth South, Inc., approved by the Board
on May 15, 2008 (W. Leuda Park/St. Louis Park Construction);
(xviii) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and Fort Worth South, Inc., approved by the Board
on May 15, 2008 (Magnolia Avenue Streetscape Repair and Maintenance, Phase
1);
Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and Ann Lesok, approved by the Board on October
15, 2008 (1220 7th Avenue);
(xx) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and Cook Children's Home Health, approved by
the Board on October 15, 2008; and
(xxi) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and Minimax International, L.L.C. (1800 Mistletoe
Blvd. Medical Building), approved by the Board on October 15, 2008.
3. TERM.
The term of this Agreement shall commence on the later date of execution by both the
Board and City and expire upon the earlier of (i) the complete performance of all obligations and
conditions precedent by the Board and City; (ii) termination by either the Board or City as
permitted by this Agreement; or (ill) termination of the TIF District in accordance with Section
311.017 of the TIF Act.
4. 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:
Board of Directors
Southside TIF
Attn: Paul F. Paine, Administrator
1606 Mistletoe Boulevard
Fort Worth, TX 76104
Page 4
Development Agreement for W. Rosedale Retrofit
beriveen Southside TIF and Citv of Fort Worth
ity:
C
Director
Housing &Economic Development Dept.
1000 Throckmorton
Fort Worth, TX 76102
5. COMPLIANCE WITH LEGAL REQUIREMENTS.
This Agreement and the Project are 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 same shall constitute a default under this
Agreement. In undertaking any work on the Project, 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").
6. 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.
7. 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.
8. 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.
9. ENTIRETY OF AGREEMENT.
This Agreement, including any exhibits attached hereto and any documents incorporated
herein by reference, contains the entire understanding and agreement between the Board and
City, their assigns and successors in interest, as to the matters contained herein. Any prior or
contemporaneous oral or written agreement is hereby declared null and void to the extent in
conflict with any provision of this Agreement. This Agreement shall not be amended unless
executed in writing by both parties and approved by the Board in an open meeting held in
accordance with Chapter 551 of the Texas Government Code.
IN WITNESS WHEREOF, the undersigned have caused this Agreement to be
executed:
Page 5
Development Agreement for W. Rosedale Retrofit
between Southside TIF and City of Fort Worth
CITY OF FORT WORTH:
By:
Tom Higgins
Assistant City Manager
APPROVED AS TO FORM AND LEGALITY:
By: vo
Peter Vaky
Assistant City Attorney
Page 6
Development Agreement for W. Rosedale Retrofit
between Southside TIF and City of Fort Worth
BOARD OF DIRECTORS OF TAX
REINVESTMENT ZONE NUMBER
FOUR, CITY OF FORT WORTH,
TEXAS:
Joel Burns
Chairman
OFFICIAL RECORD
CITY SECRETARY
T.
WORTH„ TX
EXHIBIT
PROJECT RENDERINGS
Development Agreement for W. Rosedale Retrofit
between Southside TIF and City of Fort Worth
LL
FOREST PARKT' q
{
a rk m F
lsrri
7 3
1 s _1 4 1
uT
_.BA4TlLE ..
EXHIBIT "B"
GENERAL PROJECT DESCRIPTION
TIF funds used for the Project will pay for, by way of example and without limitation, the
following improvements:
• Curb extensions (bulb -outs) at intersections
• On -street parallel parking lanes
• Trees and additional landscaping in the mediation, with irrigation
• Planters and trees within outside parking lanes and along the street, with irrigation
• Street re -striping, including bicycle lanes
• Crosswalks
• Public art or other decorative elements at gateways or other significant locations
• Landscaping and/or enhancements to retaining walls
Development Agreement for W. Rosedale Retrofit
between Southside TIF and City of Fort Worth