HomeMy WebLinkAboutContract 41267-A2As of December 20., 2010 the City and Company entered lento that certain
Property located
depailmen
CRA"NTRACT NO.
ALM E ND U-j NT NO 2,1,
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CI'1Y N,,,ECRL'1'ARY CONTRACT NO. 41267
ECONOMIC DEVOP-M.......-ENFI' PROGRAM AGR M N'1'
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This AMENDMENT NO. 2 TO ECONOMIC D V OPMENT PROGRAM
AGREEMENT ("Amendment") is entered i
WORTH, TEXAS (the "City"), a home rule municipality organized under the laws oi
nto by and between the CITY OF FORT
the State of Texas, and COLUMBIA NORTH HILLS HOSPITAL SUBSIDIARY,
L.P., a Texas limited partnership doing business as Emergency Medical Center at
Alliance ( " Company ").
RECITALS
The City and Company hereby agree that the following statements are true and
coiTect and constitute the basis upon which the City and Company have entered into this
agreement:
A.
Economic Development Program Agreement on file in the City Secretary's Office as City
Secretary Contract No. 41267, as amended by City Secretary Contract No. 41267-Al
(collectively, the "Agreement"). Under the Agreement, Company agreed to expend at least
$3,200,000.00 in Construction Costs for construction on the Development Property oi a
freestanding emergency
t, defined in the Agreement as Phase I oi the
0
Development, and to expend at least $,z uuu uuuouu ior New Taxable Tangible Personal
in the building, all as more specifically set forth in the Agreement. The
Cifv ko'llpil Cormnnnnx n Certificate Of Completion for Phase I on December
return, the City has agreed to pay Company certain Prograr
Chapter 380 of the Texas Local Government Code and outlined i
Grants as
125 2012. In
authonzed by
n the Agreement.
Be The Agreement allows Company to earn additional Program Grants if
Company expends at least $40,000 000.00 in Construction Costs for construction on the
Development Property of a hospital, defined in the Agreement as Phase II of the
Development, and expends at least $?0or New Taxable TangPersonal
ible
Propefty to be located ine hospital, all as more speelfically seo in the Agreement.
In addition, the amount of each Program Grant is dependent on Company's compliance
with various Construction Cost spending commitments for the Development and with
various annual employment commitments on the Development Property and Supply and
Service Expenditure commitments related to the operation and maintenance of the
Development.
C. The City has been informed that construction of Phase II, and operation of
the various improvements on the Development Property, including Phase I and Phase II,
Amendment No. 2 to Economic Development Program Agreement
between City of Fart Worth and Brand Emergency Medical Center at Allialice
OFFICIAL RECORD
CIiV SECRETAIRY
FTS WO
RTH, TX
i
will not exclusively be undeftaken by Company. Instead, it is expected that an Affiliate
of Company, North Texas — MCA, LLC, will operate Pliase II of the Development. In
have operations on or
Company, to be eligible for the Program
he Agreement on its Effective Date, the
addition, it is possible that other Affiliates of Company may
employees in the Development. In order for
Grants that were originally envisioned under I
City and Company desire to amend the Agreemen
spending commitments for the Development,
employment commitments
Development Property, and Supplyanc Service Expenditure commitments related to the
on Cost
on the
operation and maintenance of the Development may be satisfied not only by Company,
but also by North Texas — MCA, LLC and any other Affiliate of Company.
NOWRIE�,FORIE, THEin
contained herein and for other
consideration of the
good and valuable
sufficiency of which is hereby acknowledged, the parties agree as follows:
AGREEMENT
mutual benefits and promises
consideration, the receipt and
1.0 The City and Company hereby agree, that the recitals set forth above are true and
coiTect and form the basis upon which the parties have entered into this Amendment.
2. Section 2 of the Agreement (Definitions) 1*s hereby amended to add the following
term and definition:intion.,9
MCA means North Texas
company doing huqiness as Medical Center of A
MCA TJ -,C
4%
1101
a Texas limited liability
ance.
3.9 Section 2 of the Agreement (Definitions) is hereby amended to change the
definitions of the following terms,,
Full-time Equivalent Job means a j ob provided to one (1) or
more individuals by Company, MCA, or any other Affiliate of Company
for, collectively, at least forty (40) hours per week.
Supjpl and. Service Expenditures means all expenditures by
Company, MCA, or any other Affiliate of Company expended directly for
the operation and maintenance of the Development, excluding amounts
paid for electric, gas, water and any other utility services.
Amendment No. 2 to Economic Development Program Agreement
between City of Fort Worth and Brand Emergency Medical Center at Alliance
- -3now— -.=-. - . - -- -- - -_ - . - - -;-
OFFIGIAL RECORD
CITY SECRETARY
FT. WORTH, TX
to reasonable advance notice by the City and shall
with the City during any audit.
both parties following
other -wise cooperate fully
5. Section 4 of the Agreement (Company Obligations and Commitments) I*s hereby
amended to add Section 4.12, as follows:
4a 12*
subj ec
Oblii* a ions
4. Section 4.11 (Audiits)s hereby amended to read as follows0
:
4,11, Audits.
The City will have the right throughout the Term to audit the
financial and business records of Company (and, to the extent that
Company seeks to receive credit in accordance with Section 4.12 for any
expenditures made or Full-time Equivalent Jobs provided and filled on the
Development Property by MCA or any other Affiliate of Company, then
the financial and business records of MCA or t
that
he Affiliate in question)
relate to the Development and any other documents necessary to
evaluate compliance with this Agreement or with the commitments set
forth i"n this Agreement (collectively "Records"). COMDanv shall make
all Records available to the City on the Development Property or at
another location the City acceptable
in
and Commitments Mg,y be Satisfied bLAffilIates.
Notwithstanding anything to the contrary in this Agreement,
t to Section 4.11, (1) Construction Costs expended for Phase II o f the
Development by Company, MCA or any other Affiliate of Company will
all be counted for purposes of ascertaining Company's compliance with
Section 4.8.1 and the extent to which the Phase II Fort Worth Construction
Commitment and the Phase II M/WBE Construction Commitment, as
outlined in Sections 4.8.2 and 4.8.3, were met; (11) expenditures for New
Taxable Tangible Personal Property by Company, MCA or any other
Affiliate ofC0 mpany will all be counted for purposes of ascertaining
Company's compli0 ance with the Phase II Personal Property Comm itment,
as outlined in Section 4.9; (111) Full-time Equivalent Jobs provided and
filled on the Development Property by Company, MCA or any other
Affiliate of Company will all be counted for PPuroses of ascertaining the
extent to which the Overall Employment Commitment, the Foil Worth
Employment Commitment and the Central City Employment
Commitment, as outlined i*n Sections 4.2,, 4.3 and 4.4, were met in any
given year; and (iv) Supply and Service Expenditures made by Company,
MCA or any other Affiliate of Company will all be counted for pu rposes
of ascertaining the extent to which the Fort Worth Supply and Service
Spending Commitment and the M/WBE Supply and Service Spending
Commitment, as outlined in Sections 4.6 and 4,,7, were met in any given
year. In addition, the City agrees to accept performance of any obligation
Amendment Na. 2 to Economic Development Program Agreement
between City of Ford Worth and brand Emergency Medical Center at Alliance
of Company under this Agreement by MCA or any other Affiliate o f
Company to the same extent as I*f Company Performed such obligation,
6. This Amendment is effective as of O-e, cew b-4er J)p Zo 12 .
7. All capitalized terms used but not
meanings ascribed to them in the Agreement
8*
to t
defined
in this Amendment shall have the
This Amendment contains the entire agreement between t
he matters set forth herein,, All provisions of the Agreemer
amended by this Amendment shall remain in full force and effiec
EXECUTED as of the last date indicated below:
CITY OF' FORT WORTHO
Bv-0
esus J
ssistant
or— —
apa
t y T
anager
Date:
APPROVED AS TO FORM AND LEGALITY:
By:
Peter
Del u
M&C
none required
C
t
te
he patties with respect
hat are not specifically
COLUMBIA NORTH HILLS
HOSPITAL SUBSIDIARY, L.P., a
Texas limited partnership doing business
as Emergency Medical Center at
Alliance:
By: Columbia North Texas Subsidiary
By:
GP, LLC, a Texas limited liability
company and its sole general partner:
Name: an0.oY
Title. SO 40; �
Date.
A
W71
Amendment No. 2 to Economic Development Program Agreement
between City of Foil Worth and Brand Emergency Medical tenter at Alliance
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OFFICI L RECORD
CITY SECRETARY
FT. WORTH, X