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Home My WebLink AboutContract 42496 CITY SECRETARY CONTACT NO. C-1 TAX INCREMENT FINANCING DEVELOPMENT AGREEMENT Hemphill Streetscape Improvements at Magnolia Intersection and between Felix Gwodz and Allen Streets 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. City intends to cause the design and construction of certain streetscape improvements along Hemphill Street at its intersection with Magnolia Avenue and between Felix Gwodz and Allen Streets, including curb, sidewalk, landscaping, irrigation, lighting furniture installation, pedestrian crosswalk and pavement marking improvements, 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"). 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 March 9, 2011, the City wishes to use $175,000.00 of revenues in the TIF Fund to pay for or reimburse the City for 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 gateway features at strategic points in the TIF District, including, specifically, the intersection of E. Rosedale and IH-3 5 W. 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 City, for and in consideration of the terms and conditions set forth herein, do hereby contract, covenant and agree as follows: PdL)c I I OFFICIAL RECORD Do c lopillcilt 'Agreeniclit E01-Hemphill Strmscape 1 niprm enients t u %Iagnol to micl hct\\Cen t=G1 i-\t i\i« I 1 hct\\Gen Southsidc I I t=and[�it\ of 1;�ort \ orth ��"� �CFA�TA��` FT, III , TH, TX 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 of up to $175,000.00 from the TIF Fund to other funds or accounts of the City that have been identified as the funding source for the Project. 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 Fagade 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; (vii) 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; Pac2 ? I)cx cIopment Afire nicnt fOr I It'mphIII Strectscap Inipi- 1 cn1cntti t u MaL)noIia and ht'mt'en I cII\(i\%od/mid ,AIIcn f bee cen SOL-ithside H F and OtN of i tart \ orth (vill) 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, 2005; (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, 2005; (x111) 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, 2008; (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); (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), as amended by that certain Amendment No. 1 to Tax Increment Financing Development Agreement, with additional funding thereunder approved by the Board on June 245 2009 and October 7, 2009; (xviii) Payment made pursuant to that certain Tax Increment Financing Development Agreement between the Board and Fort Worth South, Inc., approved by the Board I'I L)c 3 )c\C Io III ell t Aor Cc III cllt Ii]I-I Ic:I ph I II Street scap Impro\cI1 cntti 4 a MaP-noI I and hct1'cc I-e I i\(Il\cad/and AI Icn) hc°t\Nccn Southside III"and Ot< of I cart Worth r } 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); (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; (xxi) Payment made pursuant to that certain Tax Increment Financing Development Agreement between the Board and Dr. Robert Kaufman, 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); Pi u)c 4 t)CX t'1[1pI lent'A reellient tOt.I lemph Il l Streetscpe Improx t.'I111.ms t (1 Magnolia and hctlt ccn f ell\(T\ d/anti Al lcn) hct��een Southsldc I IF and Ot\ ot'Fort Worth s r (xxix) 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 June 24, 2009 (South Main Urban Village Concept Design); (xxx) Payment made pursuant to that certain Tax Increment Financing Development Agreement between the Board and the City approved by the Board on June 24, 2009 (Matching Funds for South Main Urban Village NCTCOO 2009 Sustainable Development Grant); (xxxi) Payment made pursuant to that certain Tax Increment Financing Development Agreement between the Board and the City approved by the Board on June 24, 2009 (Utility Relocation for Construction of Parallel Parking Spaces, Curbs and Clutters on South Adams Street); (xxxii) Payment made pursuant to that certain Tax Increment Financing Development Agreement between the Board and Park Hill Real Estate Partners, L.P. approved by the Board on June 24, 2009 (1700 Block of 8th Avenue Sidewalk and Streetscape Improvements); (xxxiii) Payment made pursuant to that certain Tax Increment Financing Development Agreement between the Board and the City approved by the Board on October 7, 2009 (Re-striping of Hemphill Street and Pedestrian Crosswalk on Hemphill between Rosedale and Terrell); (xxxiv) Payment made pursuant to that certain Tax Increment Financing Development Agreement between the Board and The Armory Building, L.L.C. approved by the Board on October 7, 2009 and February 3, 2010 (1289 Hemphill Sidewalk and Streetscape Improvements); (xXxv) Payment made pursuant to that certain Tax Increment Financing Development Agreement between the Board and Broken Bone Land Company, LLC approved by the Board on October 7, 2009 (929 Lipscomb Sidewalk and Streetscape Improvements); (xxxvi) Payment made pursuant to that certain Tax Increment Financing Development Agreement between the Board and Kroger Texas L.P. dlbla Vandervoort's Dairy Foods Company approved by the Board on October 7, 2009 (900 S. Main Sidewalk and Streetscape Improvements); (xxxvii) Payment made pursuant to that certain Tax Increment Financing Development Agreement between the Board and the City approved by the Board on October 7, 2009 (Missouri Ave. Sidewalk and Streetscape Improvements); Pap-C 5 L I)cNc.•Iopmcnt Agrccmcnt fc)r IIc.'mphIII Strcctscapc: Irn pro\cmcnts( a MagnoIIa and hct\�ccn I-c I I\(.I��od/and'AIIenf hct\.Nccn Southsldc III and('itN of Fort \Vorth (xxxviii) Payment made pursuant to that certain Tax Increment Financing Development Agreement between the Board and Growth Property Investments, Inc. approved by the Board on February 3, 2010 (Near Southside Apartments); (xxxix) Payment made pursuant to that certain Tax Increment Financing Development Agreement between the Board and Texas Nephrology Associates approved by the Board on February 3, 2010 (Tarrant Dialysis Center, 500 College Ave. Streetscape Improvements); (xl) Payment made pursuant to that certain Tax Increment Financing Development Agreement between the Board and Everest Partners, Inc. approved by the Board on February 3, 2010 (North Texas Neurology Clinic, 713 Grainger Streetscape Improvements); (xIi) Payment made pursuant to that certain Tax Increment Financing Development Agreement between the Board and Fort Worth South, Inc. for West Leuda Park maintenance approved by the Board on June 16, 2010; (xIii) Payment made pursuant to that certain Tax Increment Financing Development Agreement between the Board and Fort Worth South, Inc. for the concept design for streetscape improvements to Park Place Avenue between 8th Avenue and the Fort Worth& Western Railroad tracks approved by the Board on June 16, 2010; (xllli) Payment made pursuant to that certain Tax Increment Financing Development Agreement between the Board and Fort Worth South, Inc. for bicycle rack purchases and installation throughout the TIF District approved by the Board on June 16, 2010; (xliv) Payment made pursuant to that certain Tax Increment Financing Development Agreement between the Board and Modern Land Holdings, LLC approved by the Board on June 16, 2010 (1325 Hemphill Ave. Public Improvements); (xlv) Payment made pursuant to that certain Tax Increment Financing Development Agreement between the Board and Fort Worth Midtown LD, LLC dlbla Raymond Fort Worth Hotel Land Development, LLC approved by the Board on June 16, 2010 (Midtown Streetscape and Right-of-Way Improvements); (xlvi) Payment made pursuant to that certain Tax Increment Financing Development Agreement between the Board and UT Southwestern Moncrief Cancer Center dlbla Moncrief Cancer Institute approved by the Board on June 16, 2010 and December 16, 2010; (xlvli) Payment made pursuant to that certain Tax Increment Financing Development Agreement between the Board and Fort `]North South, Inc. for final engineering PaL) 6 1)c�c Iopnicnt:N&reenient 10r 11cmphIII Strectscape lmpro cnicnIs 4 ti MagnoI is anLI bet«ccn 1_c I �Notl/anLI .NII c n� betxk ccn SouthS ldc l'l l'anti C itx o f l=cart Worth s • plans and construction of streetscape improvements for Park Place Avenue between 8 th Avenue and the Fort Worth & Western Railroad Tracks, approved by the Board on October 6, 2010; (xlviii) Payment made pursuant to that certain Tax Increment Financing Development Agreement between the Board and Fort Worth South, Inc. for Near Southside "Complete Street" striping projects, approved by the Board on October 6, 20 10; (xlix) Payment made pursuant to that certain Tax Increment Financing Development Agreement between the Board and Fart Worth South, Inc. for the Phase I wayfinding program, approved by the Board on October 6, 2010; and (1) Payment made pursuant to that certain Tax Increment Financing Development Agreement between the Board and Sixth & Oleander Lofts, L.L.C. approved by the Board on October 6, 2010 (6th & Meander Townhomes Streetscape Improvements); (1i) Payment made pursuant to that certain Tax Increment Financing Development Agreement between the Board and the City approved by the Board on October 6, 2010 (Fire Station#5 Public Plaza); (111) Payment made pursuant to that certain Tax Increment Financing Development Agreement between the Board and The Citizen Theater, LLC approved by the Board on December 16, 2010; and (Iiii) Payment made pursuant to that certain Tax Increment Financing Development Agreement between the Board and Mellina& Larson, P.C. approved by the Board on December 16, 2010. 3, TERM. This Agreement shall be effective as of March 9, 2011 (the "Effective Date") 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: 1'dL)C Dex clopment Agreement for I lemphi l l S11—C tSCdPC impro emcnts( cr Magnolia and hem cen 1'e l i\(Mot-1/dnc1 :v lcn) hetx%ccn SOLIthside l F and C'it- of Fort Worth Board: City: Board of Directors Director Southside TIF Housing& Economic Development Dept. Attn: Paul F. Paine, Administrator 1000 Throckmorton 1505 Mistletoe Boulevard Fort Worth, Tx 75102 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. 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. S. 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 )c\c Iopmcnt:,Igrccment f«r I Icmph111 Strectscape Im pro\ements( ti \1agnoIIa and hct\\«ri I=c ii od/anti AIIcn) het\\«n South�idc Ill and Ot, of Tort Worth A 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. EXECUTED to be effective as of the Effective Date, as defined in Section 3: CITY OF FORT WORTH: BOARD OF DIRECTORS OF TAX REINVESTMENT ZONE NUMBER FOUR, CITY OF FORT WORTH, TEXAS: By: Q 'moo cmiameft-A CTULO"11 1-1.1"111 S FeMA44 6.004-L Urns Assistant City Manager Chairman APPROVED AS To FORM AND LEGALITY: By: Peter Vaky Assistant City Attorney M&C: none required 10' 0000 p Attested by: 47 00 � O Q;v4 a a�� a°Mart Hendrix, City�secretary a" 0110 0 0 0 0 000 S llauc 9 OFFICIAL RECORD Dc\c1opmcnt Agrccmcni 1(}r IIc rnphill Strcctscapc lmpro\enicntti 4 r1 Mitgnc�lia rind hct\keen I ch\ dC ffYI CRETARY hct\\een Southsldc IJ F and('it\ of I:cart Worth FT. WORTH, Tx Ok EXHIBIT "A" PROJECT RENDERINGS 1)e\cIopm nt AgyrecmenI tc)r l lemrhill 1,orectscape Imprm cments( r! 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