HomeMy WebLinkAboutContract 39886CITY SECRETARY39
CONTRACT NO.
TAX INCREMENT FINANCING
DEVELOPMENT AGREEMENT
South Main Sustainable Development Grant: Local Match
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. As part of the City's overall plan for streetscape improvements along South Main
Street, between Vickery Blvd. and Magnolia Ave. based on preferences set forth in the South Main
Urban Village Master Plan (collectively, the "Project"), the City intends to apply or has applied
for a Sustainable Development Program Grant from North Central Texas Council of Governments
(NCTCOG) of up to $3 million (the "Grant"). In order to leverage the Grant, if awarded, the City
will be required to provide matching funds equal to twenty percent (20%) of the Grant amount.
The City and Fort Worth South, Inc. have requested that the Board authorize the use of TIF Funds
as the revenue source for any matching requirements under the Grant. 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 in order to
construct the Project.
D. The TIF Project Plan specifically authorizes the use of revenues in the TIF Fund to
pay for streetscape and boulevard projects in the TIF District. 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").
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:
Page 1 of 7
Development Agreement for South Main Sustainable Development Grant: Local Match
between Southside TIF and City of Fort Worth
C `Si.:4;;;*4.E.TARY
1. CITY'S OBLIGATIONS.
The City will oversee and be responsible for managing the Project and all Grant
requirements.
2. TIF FUND CONTRIBUTIONS; PRIORITY OF PAYMENT.
The Board hereby acknowledges and consents to the transfer from the TIF Fund an
amount equal to the lesser of (i) the amount of matching funds required to be paid by the City
under the Grant not to exceed twenty percent (20%) of the Grant amount or (ii) $750,000.00, in
whole or in part, to other funds or accounts of the City that have been identified as the funding
source for the Project. The City will notify the Director of Fort Worth South, Inc , the
administrator for the TIF District, in advance of any such transfer. 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;
(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, 2006;
Page 2 of 7
Development Agreement for South Main Sustainable Development Grant: Local Match
between Southside TIF and City of Fort Worth
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;
(x)
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;
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;
Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and Sameer Dalai 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;
(xv)
(xvi)
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, 2008;
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;
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);
(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
Page 3 of 7
Development Agreement for South Main Sustainable Development Grant: Local Match
between Southside TIF and City of Fort Worth
on May 15, 2008 (Magnolia Avenue Streetscape Repair and Maintenance, Phase
I);
(xix) 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);
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;
(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,
(xxii) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and the City (W. Rosedale retrofit), approved by
the Board on October 15, 2008;
(xxiii) 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 29, 2009 (Magnolia Avenue Streetscape Repair and Maintenance,
Phase II);
(xxiv) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and the City (Hemphill St. Re -Striping Design and
Engineering) approved by the Board on January 29, 2009;
(xxv) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and PES Management, LLC approved by the
Board on January 29, 2009 (321 Henderson St. Medical Office Building); and
(xxvi) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and Manu Group, LP approved by the Board on
January 29, 2009 (914 Lipscomb Medical Office Building and Apartments); and
(xxvii) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and Square One Development, LLC approved by
the Board on January 29, 2009 (Lofts of St. Mary's); and
(xxviii)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) and
Page 4 of 7
Development Agreement for South Main Sustainable Development Grant: Local Match
between Southside TIF and City of Fort Worth
(xxix) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and Fort Worth South, Inc. approved by the Board
on June 24, 2009 (Schematic Design for South Main Streetscape Improvements).
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 (iii) 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: City:
Board of Directors Director
Southside TIF Housing & Economic Development Dept.
Attn Paul F. Paine, Administrator 1000 Throckmorton
1606 Mistletoe Boulevard Fort Worth, TX 76102
Fort Worth, TX 76104
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.
Page 5 of 7
Development Agreement for South Main Sustainable Development Grant: Local Match
between Southside TIF and City of Fort Worth
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:
CITY OF FORT WORTH:
By:
Tom Higgins
Assistant City Manager
•
BOARD OF DIRECTORS OF TAX
REINVESTMENT ZONE NUMBER
FOUR, CITY OF FORT WORTH,
TEXAS:
Joel Burns
Chairman
Page 6 of 7
Development Agreement for South Main Sustainable Development Grant: Local Match
between Southside TIF and City of Fort Worth
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
APPROVED AS TO FORM AND LEGALITY:
By
Peter Vaky
Assistant City Attorney
M&C: none required
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Page 7 of 7
Development Agreement for South Main Sustainable Development Grant. Local Match
between Southside TIF and City of Fort Worth
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