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HomeMy WebLinkAboutContract 23935 CITY SECRETARY CONTRACT NO. �. STATE OF TEXAS § TAX ABATEMENT AGREEMENT BETWEEN THE CITY OF FORT WORTH AND BLACKSTONE HOTEL PARTNERS, L.P. (TANGIBLE PERSONAL PRO'PERTEYn ONLY)7 COUNTY OF TARRANT i This Tax Abatem2nt Agreemen (t e "Agreement" ) i.s, ,ier.�.tprcd into as of the 3 day of 1-9:9:7 , u I(the: Effective Date) by and between e ity of Fort Worth; �'.xas` ( "City" ) , a Texas municipal corpo tion, acting by and through its duly authorized Assistant City Manager, and Blackstone; H-Oteax Partners, L.P. ( "Owner" ) , a Louisiana limited partnership'; acbing- by and through its duly authorized general partner, Historic' Restoration, Incorporated. WHEREAS, the City has adopted a resolution stating that it elects to be eligible to participate in tax abatement; and WHEREAS, on February 13 , 1996, the City Council adopted a Policy Statement: Tax Abatement for Qualifying Development Projects (the "Policy Statement" ) , attached hereto and incorporated herein as Exhibit "A" ; and WHEREAS, the Policy Statement constitutes appropriate "guidelines and criteria" governing tax abatement agreements to be entered into by the City as contemplated by the Texas Tax Code, as amended (the "Tax Code" ) ; and WHEREAS, the Owner owns property, more particularly described in Exhibit "B" attached hereto and incorporated herein by reference (the "Premises" ) , which lies entirely within the boundaries of the Tax Abatement Reinvestment Zone Number 17 ( "the Zone" ) , created by the City Council on �`W' by the adoption of Ordinance No. INPID- (the "Ordinance") ; and WHEREAS, on ®fo� /L- , 1996, Owner submitted an application for tax abatement, with various attachments, to the City concerning the contemplated use of the Premises (the "Application" ) , attached hereto and incorporated herein as Exhibit "C" ; and WHEREAS, the contemplated use of the Premises, the Required Improvements (as hereinafter defined) to the Premises as set forth in this Agreement, and the other terms hereof are consistent with encouraging development of the Zone in accordance with the purposes for its creation. and are in compliance with the Policy Statement, the Ordinance, guidelines and criteria adopted by the City and all applicable law; and OF-FM L G1cG/AnUrL'RD uCU: ���{i`�i1i`��!1Ulig uLhWu WHEREAS, the City Council finds that the terms of this Agreement, and the Premises and the Required Improvements, satisfy the eligibility criteria of the Policy Statement; and WHEREAS, written notice that the City intends to enter into' this. Agreement, along with a copy of this Agreement has been furnished, in the manner prescribed by the Tax Code, to the presiding officers of the governing bodies of each of the taxing units in which the Premises is located. NOW, THEREFORE, the City and Owner agree as follows : I. OWNER'S COVENANTS AND CONDITIONS A. As a condition precedent to tax abatement pursuant to this Agreement, Owner is required to make improvements to the Premises (the "Required Improvements" ) as described in the Application, with a total construction cost of at least $10, 750, 000 . B. Owner covenants to substantially complete construction of the Required Improvements within two (2) years of the Effective Date of this Agreement.; provided, that Owner shall have such additional time to complete the Required Improvements as may be required in the event of "force majeure" , if Owner is diligent and faithfully pursuing completion of the Required Improvements. For this purpose, "force majeure" shall mean any contingency or cause beyond the reasonable control of Owner, including, without limitation, acts of . God or the public enemy, war, riot, civil commotion; insurrection, government or de facto governmental action (unless caused by acts or omissions of Owner) , fires, explosions or floods, and strikes. The date of substantial completion of the Required Improvements shall be defined as the date a Certificate of Occupancy is issued by the City. C. As. a condition precedent to the initiation of tax abatement pursuant to this Agreement, the Owner will diligently and faithfully, . in a good and workmanlike manner, pursue the substantial completion of the Required Improvements within two (2) years of the Effective Date of this Agreement, which may be extended by events of force majeure. All construction of the Required Improvements will be in accordance with all applicable State and local laws., codes, ordinances and regulations (or valid waiver. thereof) . Owner further represents that the Required Improvements shall be maintained during the term of this Agreement in accordance with all applicable State and local laws, codes, ordinances, and regulations . The City, its agents and employees, shall have the right of access to the Premises during construction to inspect the Required Improvements, at reasonable times, in order to ensure that the construction is in, accordance with this 2 Agreement . After completion of the Required Improvements, the City shall have a continuing right to inspect the Premises to ensure that it is thereafter maintained and operated in accordance with this Agreement. D. Owner covenants that the Required Improvements shall be constructed and the Premises shall be used and continuously operated in accordance with the description of the project set forth in the Application, subject to the "force majeure" provisions as set forth in Section I (B) of this Agreement. The Owner covenants to comply with and satisfy all of the provisions and requirements for the project as set forth in the Application, including but not limited to (1) the description and location of the Required Improvements; (ii) the activities to be performed; (iii) the eligibility criteria for the Required Improvements; (iv) the employment impact from construction including the number of construction jobs, payroll for the jobs, amounts to be spent with Fort Worth contractors, subcontractors and certified Minority Business Enterprises and Women Business Enterprises; (v) the employment impact from permanent employment, including the number of jobs, annual payroll for the jobs, and number of jobs to be held by Fort Worth residents; (vi) the cost and fiscal impact of the Required Improvements; and (vii) the dollar amount and type of annual supplier and professional service contracts that will be awarded to both Fort Worth companies and certified Minority Business Enterprises and Women Business Enterprises . E. As part of its obligations under Paragraph I .E. , Owner covenants that, throughout the term of the Abatement (as defined in Paragraph III .E. hereof) , in connection with operations on the Premises, there shall be (i) created at least the minimum number of full-time positions (50) as specified in the Application within two (2) years of the date of substantial completion of the Required Improvements and such positions shall be maintained throughout the abatement period; (ii) employed Fort Worth residents for no less than 55% of these full-time positions and (iii) employed "Inner City" residents (as defined in the Policy Statement) for no less than 16% of these full-time positions . II. GENERAL PROVISIONS A. The City has adopted guidelines and criteria governing tax abatement agreements for the City and may enter into this Agreement containing the terms set forth herein. B. Procedures followed by the City generally conform to the requirements of the Tax Code, and have been and will be undertaken . in coordination with Owner' s corporate, public, employee, and business relations requirements . 3 i I� C. In compliance with Sec . 312 .204 of the Tax Code, the Premises are not in an improvement project financed by tax increment bonds . D. Neither the Premises nor any of the Required Improvements covered by this Agreement are owned or leased by any member of the City Council, any member of the City Plan or Zoning Commission of the City or any member of the governing body of any taxing units joining in or adopting this Agreement. E. As required by Sec. 312 .204 of the Tax Code, this Agreement is subject to rights of holders of outstanding bonds of the City. F. As required by Sec . 312 .204 of the Tax Code, an improvement, repair, development, or redevelopment taking place under this Agreement must conform to the City' s comprehensive zoning ordinance. G. A portion or all of the Premises and/or Required Improvements may be eligible for complete or partial exemption from ad valorem taxes, as a result of existing law or future legislation. This Agreement is not to be construed as evidence that no such exemptions apply to the Premises and/or Required Improvements . III. ABATEMENT TERMS AND CONDITIONS A. Subject to the terms and conditions of this Agreement, the City grants a tax abatement ( "Abatement" ) on a portion of the City taxes assessed on the Premises . The tax abatement shall be applicable only to tangible personal property, excluding inventory and supplies, located on the Premises after the Effective. Date of this Agreement and not located in Fort Worth prior to the Effective Date of this Agreement ("Eligible Tangible Personal Property" ) . B. The Abatement shall be an amount equal to the taxes assessed on one hundred percent (100%) of the value of Owner' s Eligible Tangible Personal Property during the term of the Abatement. The value of the Eligible Tangible Personal Property shall be as determined by the Tarrant County Appraisal District. C. The term of the Abatement (the "Term" ) shall be for a period of ten (10) years, beginning January 1 of the first year after the year in which the Required Improvements are substantially completed, subject to the terms and conditions of this Agreement. The obligations of the Owner and City under this Agreement shall begin on the Effective Date of this Agreement and 4 end on the expiration of the term of the Abatement, unless earlier terminated as provided herein. D. Owner shall have the right to protest and contest any or all appraisals or assessments of the Premises and/or Required . Improvements, or of the tangible personal property on the Premises . E. Tangible personal property located on the Premises at any time prior to the Effective Date of this Agreement, tangible personal property located in Fort Worth prior to the Effective Date of this Agreement, and inventory and supplies are not subject to tax abatement and are fully taxable by the City. F. The City acknowledges receipt from Owner of the required Application for Tax Abatement fee of 1% of project cost, not to exceed $15, 000 . If construction on the project is begun within one year from the date of the Application (with or without a tax abatement) , such fee shall be credited in full to the benefit of Owner against any permit, impact, inspection or other lawful fee required by the City in connection with the project, and any remaining amounts shall be refunded to Owner. IV RECORDS, AUDITS AND EVALUATION OF PROJECT A. City shall have the right to review the financial condition of the project to determine compliance with this Agreement. The City shall annually (or such other times deemed appropriate by .the City) evaluate the project to insure compliance with this Agreement. On or before March 31st of every year during the life of this Agreement, Owner shall provide information and documentation which details Owner' s compliance with each applicable term of this Agreement. Failure to provide this . information shall be considered an Event of Default. The informa- tion shall include, but not be limited to, the following: (i) the number and dollar amounts of all construction contracts and subcontracts awarded on the project, specifying which companies are Fort Worth entities; (ii) the total number of employees who work on the Premises, their total salaries, the number of employees who reside in Fort Worth, the number of employees who reside in designated "Inner City" areas, and the aggregate gross salaries of Fort Worth and Inner City employees; (iii) the gross dollars spent on supplier and profes- sional service contracts, with detail sufficient to demonstrate the amounts by contract awarded and performed by Fort Worth individuals and entities; 5 (iv) the dollar amount of both construction and supply and service contracts awarded to Minority Business Enterprises and Women Business Enterprises; and (v) if the dollars or percentages do not equal the original (as detailed in the Application) or City Council modified requirements of this Agreement, Owner shall explain the reason for the failure to meet the requirements and state a recommended course of rectification. B. The City shall determine compliance with the terms and conditions of this Agreement, based on the information furnished each year, on or before August 1 of the taxable year and shall so notify the Owner. The City Council ' s decision on the matter of compliance shall be binding, final and not appealable, except for arbitrary and capricious acts and actions, gross negligence or willful misconduct, and any appeal shall be under the substantial evidence rule. C. During normal office hours for the period commencing after the Effective Date of this Agreement and expiring at the end of the Term, provided reasonable notice is given to Owner, the City'.s officers, agents and employees shall have access to the Premises for the purpose of inspecting the Premises and the Required Improvements to ensure that the Required Improvements or repairs are made in accordance with the specifications and condi- tions of this Agreement and to verify that the conditions of this Agreement are being complied with. V. DEFAULT A. In the event that (i) the Required Improvements are not completed in accordance with this Agreement; or (ii) Owner allows its ad valorem real property taxes with respect to the Premises or improvements thereon, or its ad valorem taxes with respect to the tangible personal property (other than those which could have been assessed on the Eligible Tangible Personal Property) to become delinquent and fails to timely and properly follow the legal procedures for protest and/or contest of any such ad valorem real property or tangible personal property taxes; or (iii) Owner breaches any of the other terms or conditions of this Agreement, then Owner shall be in default of this Agreement (an "Event of Default" ) . B. Should an Event of Default occur, the City shall give Owner written notice of such Event of Default and if Owner has not cured such Event of Default within ninety (90) days of said written notice, this Agreement may be terminated by the City; provided, however, that if such Event of Default is not reasonably 6 susceptible of cure within such ninety (90) . day period and Owner has commenced and is diligently pursuing the cure re of same, then after first advising City Council of the efforts to cure same, Owner may utilize an additional ninety (90) days . Time in addition to the foregoing one hundred eighty ' (180) days may be authorized by the City Council . C. As liquidated damages for an Event of Default. after the expiration of the applicable notice and cure periods, all taxes which otherwise would have been paid to the City for the year in which the City sent notice to the owner that an Event of Default existed, without the benefit of Abatement (after taking into account any applicable exemptions) , and penalties and interest thereon charged at the statutory rate for delinquent taxes as determined by Section 33 . 01 of the Tax Code, as in effect at the time of the payment of such penalties and interest, will become a debt to the City. Such amount shall be due, owing and paid to the City within sixty (60) days of the expiration of the above- mentioned applicable cure period(s) as the sole and exclusive remedy of the City, subject to any and all lawful offsets, settlements, deductions, or credits to which owner may be legally entitled. ' The parties acknowledge that actual damages in the event of default and termination would be speculative and diffi- cult to determine. VI. EFFECT OF SALE, ASSIGNMENT OR LEASE OF PROPERTY The terms and conditions of this Agreement are binding on the successor and assigns of all parties hereto. Provided, however, upon completion of the Required Improvements and compliance with the job creation requirement as set forth herein, the Abatement shall vest in Owner and shall not be assigned without prior City Council approval, which approval shall not be unreasonably withheld. Provided further, however, that Owner shall have the right to assign this Agreement to Owner' s mortgage lender or such mortgage lender' s designee with notice to the City but without prior City Council approval . VII. NOTICE All 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; 7 Owner: Blackstone Hotel Partners, L. P. c/o Historic Restoration, Incorporated 210 Baronne Street Suite 1717 New Orleans, Louisiana 70112 City: City Manager Attention: Economic Development Office 1000 Throckmorton Street Fort Worth, Texas 76102 VIII. City COUNCIL AUTHORIZATION This Agreement was authorized by the City Council at its meeting on the 12th day of November, 1996, by approving Mayor and Council Communication No. C-J-54?3- authorizing the City Manager to execute this Agreement on behalf of the City. IX. SEVERABILITY In the event any section, subsection, paragraph, sentence, phrase or word is held invalid, illegal or unconstitutional, the balance of 'this Agreement shall stand, shall be . enforceable and shall be read as if the parties intended at all times to delete said invalid section, subsection, paragraph, sentence, phrase or word. In the event that (i) the Term of the Abatement with respect to any property is longer than allowed by law, or (ii), the Abatement applies to a broader classification of property than is allowed by law, then the Abatement shall be valid with respect to the classification of property abated hereunder, and the portion of the Term, that is allowed by law. X. ESTOPPEL CERTIFICATE Any party hereto may request an estoppel certificate from another party hereto so long as the certificate is requested in connection with a bona fide business purpose. The certificate, which if requested will be addressed to the Owner, shall include, but not necessarily be limited to, . statements that this Agreement is in full force and effect without default (or if default exists the nature of default and curative action, which should be under- taken to cure same) , the remaining term of this Agreement, the 8 levels and remaining term of the Abatement in effect, and such other matters reasonably requested by the party(ies) to receive the certificates . X1. OWNER STANDING Owner, as a party to this Agreement, shall be deemed a proper and necessary party in any litigation questioning or challenging the validity of this Agreement or any of. the underlying ordi- nances, resolutions., or City Council actions authorizing same and Owner shall be entitled to intervene in said litigation. XII. APPLICABLE LAW This Agreement shall be construed under the laws of the State of Texas . Venue for any action under this Agreement shall be the State District Court of Tarrant County, Texas . This Agreement is performable in Tarrant County, Texas . Xiii. RECORDATION OF AGREEMENT A certified copy of this Agreement in recordable form shall be recorded in the Deed Records of Tarrant County, Texas . XIV. AMENDMENT .This Agreement may be modified by the parties hereto to include other provisions which could have originally been included in this Agreement or to delete provisions that were not originally necessary to this Agreement pursuant to the procedures set forth in Title 3 , Chapter. 312 of the Tax Code. ATTEST: CITY OF F T O TH, TEXAS om�� '-�' B +t._ ity ecretary Assistant .City Manager OR Dated: -7q'7 APPROVED AS TO FORM AND LEGALITY: t Assistant City ney Contract Authori ation Date:— !� Date " ATTEST: OWNER: BLACKSTONE HOTEL PARTNERS, L.P. , a Louisiana limited partnership By: Historic Restoration, Incorporated Its : General Partner By: •G:/ "� G� Name: a S L.2o-K c, T- Title: C r s Dated: 10 STATE OF TEXAS § COUNTY OF TARRANT § BEFORE ME, the undersigned authority, on this day personally appeared Mike Groomer, Assistant City Manager of the City OF FORT WORTH, a municipal corporation, known to me to be the person and officer whose name is subscribed to the foregoing instrument, and acknowledged to me that the same' was the act of the said City OF FORT WORTH, TEXAS, a municipal corporation, that he was duly authorized to perform the same by appropriate resolution of the .City Council of the City of Fort Worth and that he executed the same as the act of the said City for the purposes and consideration therein expressed and in the capacity therein stated. GIVEN UNDER MY HAND AND SEAL OF OFFICE this 1�7e day of , 199,K. r =AB Notary Public in and for ZKO, S the State of Texas hR�1 Notary' s Printed Name My Commission Expires : o3-31-2-001 STATE OF TFEYEkS r 51), Mt M14.4- GGY OF TARRANT § BEFORE l�E, the undersigned author ty, n this day personally appeared .1��a�+A� �l°OnlrYA" N. �iW � i'+ wl, of Historic Restoration, Incorporated, general partner of Blackstone Hotel Partners, L.P. , known to me to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that he executed the same for the purposes and consideration therein expressed, in the capacity therein stated and as the act and deed of said limited partnership. GIVEN UNDER MY HAND AND SEAL OF OFFICE this day of 199k . No ublic in and for th a �tpo e of We *•(dado#Avo% A. Notary' s P into l 14ame. My Commission Expires : ���JMx��i� 11 EXHIBIT "A" 1• CITY OF FORT WORTH POLICY STATEMENT.- TAX ABATEMENT FOR QUALIFYING DEVELOPMENT PROJECTS 2193196 I. GENERAL PURPOSE.AND OBJECTIVES Certain types of investment result in the creation of new jobs, new income and provide far positive economic growth and inner-city economic stabilization which is beneficial to the City as a whole. The City of Fort Worth is committed to the promotion of high quality development in all parts of the City and improvement.in the quality of life for its citizens. The City of Fort Worth will, on a case-by-case basis, give consideration to the granting of property tax incentives to eligible residential, commercial, and industrial development projects. It is the policy of'the City of Fort Worth that consideration of eligible projects will be provided in accordance with the guidelines and criteria outlined in this document. Texas law authorizes the City of Fort Worth to grant tax abatement on the value added to a particular property by a specific development project which meets the economic goals and objectives of the City, and the requirements of the statute(Vernon's Tax Code Ann. Section 312.001, et. seq.). As mandated by state law, this policy applies to the owners of real property. It is not the policy of the City of Fort Worth to grant property tax abatement to any development project for which a building permit has been previously issued by the City's Department of Development. Nothing in the policy shall be construed as an obligation by the City of Fort Worth to approve any tax abatement application. Although all applications which meet the eligibility criteria(Section III.) of this policy statement will be reviewed, it is the objective of the-City of Fort Worth to encourage applications from projects that: (a) are located in enterprise zones or other designated target areas or (b) result nn a development with little or no additional cost to the City; or (c) result in 1,000 or more new jobs, with a commitment to hire Fort Worth and inner city residents. 11. DEFINITIONS "Abatement" means the full or partial exemption from ad valorem taxes on eligible properties for a period of up to ten years and an amount of up to 100% of the increase in appraised value (as reflected on the certified tax. roll of the appropriate county appraisal district) resulting from improvements rovem p ents be un after the execution of the tax abatement agreement. Eligible properties must be located in a reinvestment zone. -i- i "Reinvestment Zone" is an area designated as such by the City of Fort Worth or State of Texas in accordance.with the Texas Property Redevelopment and Tax Abatement Act, Sections 312.001 through 312.209 of the Tax Code. "Residential Development Project" is a development project which proposes to construct or renovate multi-family residential living units on property that is(or meets the requirements to be) zoned multi-family as defined by the.City of Fort Worth Zoning Ordinance. "Fort Worth Company"is a business which has a principal office Iocated within the city limits of Fort Worth. "Minority Business Enterprise (MBE) and Women Business Enterprise (WBE)" is a minority or women owned business that has received certification as either a MBE or WBE by =zither the North Texas Regional -Certification Agency (NTRCA) or the 'Texas Department of Transportation(TxDOT), Highway Division. . "Capital Investment" includes only real property improvements such as new facilities and structures, site improvements, facility expansion,-and facility modernization. Capital investment does NOT include land acquisition costs and/or any existing improvements, or personal property (such as machinery, equipment, arid/or supplies and inventory). "Facility Expansion" is a new permanent real property improvement such as a building or buildings constructed to provide additional square footage to accommodate increased space requirements of a Fort Worth company. "Facility Modernization" is a new permanent real property improvement under taken to provide increased productivity for a new or existing Fort Worth company. "Supply and Service Expenses".are discretionary expenses incurred during the normal .maintenance and operation activities of a business. I11. ELIGIBILITY CRITERIA A. RESIDENTIAL PROJECT ELIGIBILITY A residential development project is eligible for property tax abatement if. l: The project is located in any of the following census tracts:- 1002,02, 1010, 1011, 1016, 1017, 1018, 1.019 (partial), 1025, .1028 (partial), 1029, 1030, 1031, 1033, 1035, 1036.01, 1037.01, 1038, 1040, 1041 (partial) (see Map- Exhibit"A"); AND 2. a. The project will construct or renovate no less than 50 residential living units of which no less than 20%shall be affordable(as defined by the U.S. Department of Housing and Urban Development) to persons with incomes at or below 80%of median family income; OR b. The project has.a minimum capital investment of$5 million (excluding acquisition costs for land and any y existing improvements). -2- III. ELIGIBILITY CRITERIA B. COMMERCIALIINDUSTRIAL ELIGIBILITY 1. New Projects In order to be eligible for property tax abatement,. a new commercial/industrial development project must satisfy one of-the .following three criteria: - a. Upon completion wi11 have a minimum capital investment of$10 million and commits to hire an agreed upon percentage-of residents from an eligible inner*city census tract '(as 'identified on Exhibit "A'.)for full time employment.; OR b. Is located* in the "inner city' (as identified on Exhibit .'...`A') or property immediately adjacent to the major thoroughfares which serve as boundaries to any of.these inner city census tracts and commits to hire an agreed upon percentage of residents from an eligible inner city census tract(as identified on Exhibit'W)for full time employment.; OR C. Is located outside of the "inner city", has a minimum capital investment of less than$10 million, and commits to hire an agreed upon percentage of residents from an eligible inner city.census tract (as identified on Exhibit"A")for full time employment. 2. Existing Business Expansion and/or Modernization In order to.be eligible for-property tax abatement, a facility expansion and/or modernization by an existing commercial/industrial business a. Upon completion will have a minimum capital investment of$10 million.; OR b. Must result in increased employment for which the business commits to hire and retain an agreed upon percentage of residents from an eligible inner city census tract (as identified 'on:Exhibit "A") for new,full time positions;AND c. Must have a minimum capital investment of(1) $500,000, OR (2) an amount equal to_or greater than 25% of the appraised value, as certified by.,.the appropriate appraisal district, .of real property improvements on the property for the year in.which the abatement is requested. C. PROOF TESTS 1. Building Permits No tax abatement will be granted to any development project which has applied for or received a building permit from the City's Department of Development. -3 2. Evidence of Need for Tax Abatement The applicant must provide evidence to substantiate and justify the tax abatement request including (but not limited to) an analysis demonstrating the tax abatement is necessary for the financial viability of the project. IV. ABATEMENT GUIDELINES The tax abatement agreement must provide that the applicant: (1) Hire Fort Worth residents for an agreed upon percentage (at least 25%) of new full time jobs to be created and .make a good faith effort to hire 10.0% Fort Worth residents for all new jobs created as a result of the abatement, (2) Commit to hire an agreed upon percentage of Fort Worth residents from an eligible inner city census tract (as identified on Exhibit "A") for all new jobs created as a result of the project. The agreed upon percentage shall be determined by negotiation. (3) Utilize Fort Worth companies for an agreed upon percentage of the total costs .for construction and Supply and Service Contracts, and (4) Utilize Minority and Women owned Business Enterprises (M&WBEs) for an agreed upon percentage of the total costs for construction and supply and service contracts in the manner provided in the City of Fort Worth's Minority and Women Business Enterprise ordinance. In addition to the above, the abatement must comply with the following guidelines: A. State law prohibits abatement of taxes levied on inventory, supplies or the existing tax base. City policy is not to abate taxes on personal property-located within Fort Worth prior to the date of the tax abatement agreement. B. Unless otherwise specified in the agreement, the amount of the taxes to be abated shall in no event exceed the amount of the capital investment (as specified in the application) multiplied by the City's tax rate in effect for the year in which the.' calculation is made. C. In certain cases, the City may consider a tax abatement application from the owner of real property who serves as a landlord or lessor for a development project which meets the eligibility criteria of this section. D. The City may consider an application from the owner.or lessee of real property requesting abatement of real and or personal property owned or leased by a certificated air carrier oq the condition that the certificated air carrier make specific real property improvements or. lease real property improvements for a term of 10 years or more. E. For an eligible development project to be considered for tax abatement, the "Application for Tax Abatement" form must be completed and submitted to the Office of Economic Development. -4- F• An application fee must accompany the application. The fee is calculated at the lesser of: (i) 1% of the project capital investment, or(ii) $15,000. If construction on the project is begun on the site specified in the application within a one (1) year period from the application submittal date(with or without a tax abatement), this fee shall be credited to any permit, impact, inspection or any other lawful fee required by the City of Fort Worth. If the project is not constructed on the site specified in the application*or if construction takes place at the'specified site more than one (1) year after the application submittal.date, the application fee shall not be refunded or otherwise credited. G. If requested, the, applicant must provide evidence that there are no delinquent property taxes due on the property on which the development project is to occur. H. The tax abatement agreement shall limit the uses of property consistent with the general purpose of encouraging development or redevelopment of the zone during the period that property tax abatements are in effect. I. Tax abatement may only be granted for projects located in a reinvestment or enterprise zone. For eligible projects not currently located in such a zone,the City- Council may choose to so designate the applicant's property in order to allow for a tax abatement. J. The.owners of all projects receiving tax abatement shall properly maintain the property to assure the long term economic viability of the project. V. PROCEDURAL STEPS Each request for property tax abatement shall be processed according to the following procedural guidelines. A. Application Submission: Provided that the project meets the criteria detailed in Section III of this policy, the Applicant must complete and submit a.City of Fort Worth "Application For Tax Abatement" form (with required attachments)' and pay the appropriate application fee. B. Application Review and Evaluation: The Economic Development Office will review the application for accuracy and completeness. Once complete,the application will be evaluated based on: 1. Types of new jobs created, including respective wage rates, and employee benefits .packages such as health insurance; day care provisions, retirement package(s), transportation assistance, and . any other. 2. Percent of new jobs committed to Fort Worth residents. 3. Percent of new jobs committed to Fort Worth"Inner City"residents. -5- 4. Percent of construction contracts committed to: a. Fort Worth based'firms, and b. Minority and Women owned'Business,Enterprises (MBEs and WBEs). 5. Percent of supply and service contract expenses committed'to: a. Fort Worth based firms, and b. Minority and Women owned Business Enterprises(MBEs and WBEs). 6. The project's increase in the value of the tax base. 7. Costs to the City(such as infrastructure participation, etc.). 8. Other items which may be negotiated,by the City and the applicant. Based upon the outcome of the evaluation, the Economic-Development Office may present the application to the City Council's Expanding Economic Opportunities Committee. C. Consideration by Council Committee Should the Economic Development Office present the application to the City Council's Expanding Economic Opportunities Committee, the Committee will consider the application at an open meeting. The Committee may: (1) Approve the application. Staff will then incorporate the application into a tax abatement agreement which will be sent to the City Council with the Committee's recommendation to approve the agreement; or (2) Request modifications-to the application. Economic Development staff will discuss the suggested modifications with the applicant and then,-if the requested modifications are made, resubmit the modified application to the Committee for consideration; or (3) Deny the application. The applicant may appeal the Committee's finding by requesting the City Council to: (a) disregard the Committee's finding and (b) instruct city staff to incorporate the application into a tax abatement agreement for future consideration by*the City Council. D. Consideration by the City Council The City Council retains sole :authority to approve or deny any tax abatement agreement and is under no obligation to approve any tax abatement application or tax abatement agreement. The- City of Fort Worth is under no obligation to provide tax abatement in any amount or.value to any applicant. E. Effective Date for Approved.Agreements All tax abatements approved by the City Council will become effective on January 1 of the year following the year in which a Certificate of Occupancy (CO) is issued for the qualifying development project(unless otherwise specified in the tax abatement agreement). Unless otherwise specified in the agreement, taxes levied during the construction of the project shall be due and.payable. -6- V1. RECAPTURE If the terms of the tax abatement agreement are not met, the City Council has the right to cancel or amend the abatement agreement. In the event of cancellation, the recapture of abated taxes shall be limited to the year(s). in which the default occurred or continued. V11. INSPECTION AND FINANCIAL.VERIFICATION The terms of the agreement shall include.t'he City of Fort Worth's right to: (1) review and verify the applicant's financial statements in each year during the life of the agreement prior to granting a tax abatement in any given year,-(2)*conduct an on site inspection of .the project in each year during the life of the abatement to verify compliance with the terms of the tax abatement agreement. V111. EVALUATION Upon completion of construction of the facilities, the City shall no less than annually evaluate each project receiving abatement to insure compliance with the terms of the agreement. Any incidents of non-compliance will be repotted to all affected taxing units. On or before March JI't of every year during the life of the agreement, any individual or entity receiving a tax abatement from the City of Fort Worth shall provide information, and documentation which details. the Property owner's Compliance with the terms of the respective agreement and shall certify that the owner is in. compliance with each applicable term of the agreement. Failure to report this information and to provide the required certification by the above deadline shall result in any taxes abated in the prior year being due and payable. IX EFFECT OF SALE, ASSIGNMENT OR LEASE OF PROPERTY No tax abatement rights may be sold, assigned or leased unless otherwise specified in the tax abatement agreement. 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C i\ Elm �1�:■tii r r ..I � :'-1{x`5; A , �la^ t• � p Ll�,�,{/■�([fg fery-��■t�yl�IftlE��-,j�i��� n /�m l`'��5�.�r�`• �i,'t��mr���,.��f� 1�.-✓1����ltilf'-�=(F�`�`�' pia r. r '��+ Er;at =-`��=i ul��lien�.•,n c•-n�ll"'���',�iR. Sett � ,�������-..-:r��r■�?F�1,��:,�! �•.-��N`�,?g, / ^ t \..C, ■._.. 1 D'" �(\�.�.r-may .r�i„•���1 �' . • � .vJ�, . +�� [�rllrl!.Itt° arc-.--E��'.!•��,,��Q�^�::� �' :' w ,l;,o ► CCi1 � EXHIBIT "B" LEGAL DESCRIPTION BEING a tract of land out of the original town of Fort Worth Addition, an addition to the City of Fort Worth, Tarrant County, Texas, being all of Lots 1 through 8, Block 96 as described in the Substitute Trustee's Deed to Mark P. Thomas and Michael D. Ball recorded in Volume 8539 at Page 977 of the Deed Records of Tarrant County, Texas: said•tract being more particularly described by metes.and bounds as follows: BEGINNING at a building corner of the Blackstone Hotel the southern corner of Lot 1 of the aforementioned Block 96, sold point being of the intersection of the northeasterly right-of-way line of Main Street (80 foot R.O.W.) and the northwesterly right-of-way line of Sixth Street (60 foot R.O.W.) said point further being North 13 degrees.32 minutes 57 seconds East, a distance of 7.34 feet from a tack in a lead plug: THENCE North 30 degrees 00 minutes 00 seconds West for a distance of 200.00 feet along the northeasterly right-of-way line of Main Street and along the southeasterly face of the Blackstone Hotel building to the westerly corner of sold building and the westerly corner of Lot 8, Block 96 at the intersection of said northeasterly right-of-way line of Main Street and the southeasterly right-of-way line of Fifth Street (60 foot R.O.W.), said point being South 66 degrees 47 minutes . 51 seconds East, a distance of 8.46 feet from a tack in a lead plug: THENCE North 60 degrees 03 minutes 08 seconds East for a distance of 95.00 feet along the southeasterly right-of-way line of Fifth Street to the north corner of sold Lot B, Block 96 at the intersection of said southeasterly right-of-way line of Fifth Street with the Southwesterly right- of-way line of a ten (10) foot wide alley, said point being South 30 degrees 43 minutes 33 seconds East, a distance of 8.49 feet from a tack in washer: THENCE South 30 degrees oo minutes oo seconds East for a distance of 200.00 feet along the southwesterly right-of-way line of said ten (10) foot wide alley to the east corner of Lot 1, Block 96 at the intersection of southwest right-of-way line of said alley with the northwest right-of-way line of the aforementioned Sixth Street, said point being North 73 degrees 30 minutes 13 seconds West, a distance of 7.25 feet from a tack in a lead.plug: THENCE South 60 degrees 03 minutes 08 seconds West for a distance of 95.00 feet along the northwest line of Sixth Street to the POINT OF.BEGINNING and embracing 19,000 Square Feet or 0.44 Acres of Land. EXHIBIT "C" OCT 18 ' 96 11 : 04 FR HRI 504 525 3932 TO 18178716134-7060 P . 03X05 City of Fort Worth APPLICATION FOR COMMERCIALANDUSTRIAL TAX ABATEMENT (Personal Property) 1. AppIlcan4QW"P%t,, Partners, L.P NameBy Historic Restoration, Inc. TtA- Genemal Address 210 Barone Street, Ste. 1717 City, State Zip Code New Orlea-as, LA 70112 Telephone ( 504 ) 56_ 6 — 0204 ext. Fax ( .50_ 4 ) 52` 5 — 3932 ext. Internet E-mail Address (if available): Contact Person (include title/position) Hal ka:Lrbanks - Project Manager Name*of property owner Mark Thomas, Mike Ball - under contract to HRI 2. Property Description, Attach legal description or surveyors metes & bounds description. Lots 1-8 Block. 96 Original Town of Fort worth 3. Current Appraised Value of Property. Attach latest copy of property tax statement from the County Appraisal District. 4. Attach a brief description of the project including: services provided or products manufactured, major customers and locations, etc. Restoration/Adaptive reuse of the Blackstone as a Courtyard Hotel by Marriott, 5. Project Description Commercial space and parking garage_ A. New Facilities 1. Size Approx. 181,76-0—sq.ft. 2. Cost of construction $-10.750,000 B. Site Development (parking, fencing, landscaping, etc.): I. Type of work to be done 2. Projected costs.$ C. Personal Property: 1. Value of. a. Inventory $ b. Supplies OCT 18 ' 96 11 : 04 FR HRI 504 525 3932 TO 18179716134-7060 P . 04/05 2. Percent of inventory eligible for Freeport exemption (inventory exported from Texas within 175 days) % 3. Value of equipment, machinery, furnishings, etc.$_AUrox. 1,500,000 6. Project Constructlon: A- What percent of the construction costs (SA. & B. above) will you commit to spend with: I. Port Worth businesses? 45 2. Minority and Women owned Business Enterprises? -U B. When will construction start? .,:Iy 197 end? De-s-eideK 1998 G. How many construction jobs will be created? 150 D. What is the estimated payroll for these jobs? 5,000,000 7. Employment A. Is this project an expansion or modernization of an existing facility? If so, please answer the following: 1. How many persons are currently employed? -0- -2. What percent of 1. above are: a. Ft.Worth residents? b. Inner City residents? —0/0 B. Please complete the following table. Project Start Fifth Year Tenth Year New Jobs to be Created 50 50 50 Less Transfere 2 2 2 Net Jobs 48 48 48 OX,of Net Jobs to be filled by Ft. Worth Residents" 55% 55% 55% % of Not Jobs to be filled by Inner City Residents 16% 16% 1 16% If any employees will be Lransfering,plca5c describe whcrc they will be transfering,from- IN-lust be at Toast 2517a. *Represeftts experienced Marriott Management staff transferred from other operating C. Attach a description of the jobs to be created (technician, engineer, machinist, etc.),properti- task(s) to be performed by each, and wago rate for each classification. OCT 18' 96 11 : 04 FR HRI 504 525 3932 TO 18178716134-7060 P . 05i05 40 D, Attach a brief description of the employee benefit package(s) offered Qe_health insurance, retirement, public transportation assistance, day care provisions, etc.) including portion paid by employee and employer respectively_ 8. Regarding supply and service expenses (le. landscaping, office or manufacturing supplies, janitorial services, etc.): A_ What is the annual amount of non-sole source supply and service expenses? $ 44,000 B. What percentage of 8A.will be committed to Fort Worth businesses? - _40 C. What percentage of 8A.will be committed to Minority and Women Owned Businesses? yg 9. is the property appropriately zoned for this project? 'mss 10. Is the property platted? if yes, will replatting be necessary? No REPLATI•.CNG 11. Attach a description of any environmental Impacts associated with this project. NONE 12, Attach a description of any direct benefits to the City of Fort Worth as a result of this project (le. sales tax, Inventory tax, development fees, etc.) HOTEL HOTEL BED TAX,, SALES TAX, AND INNER., CITY P:EVITA TZATION 13. Do you Intend to pursue abatement of: County taxes? Yes O No School taxes? Yes O No (EISTORIC SITE EXEMPTION ONLY) 14. What level of abatement do you request: Years? 10 Percentage? 100 On assessed value of personal property only. 15. On an attachment, explain why tax abatement Is necessary for the success of this project. include a business pro forma or other documentation to substanti- ate your request. On behalf of the applicant, 1 certify the information contained in this application (including all attachments) to be true and correct. I further certify that, on behalf of the applicant, 1 have read the '`Policy Statement:Tax Abatement For Qualified Development Projects"and agree to comply with the guidelines and criteria stated therein. Blackstone Hotel Par ° er L.P. By Historic Restoration, Inc_ Its General Partner Name Tom Leonbard Title © Date 3 ** TOTRL PRGE . 005 �cic OCT 14196 16 : 18 FR HRI 504 525 3932 TO 18178716134-5460 P .06i09 46/1996 10:29 8178941052 `TARRAW Co. TAX A/C PAGE 02 i• r� .i Lie.R. 1 T COUNTY JVNP,GAHHISA)N FORT WORTH, TF-XA,S 76196-0301 Taw AN.,...r[i.1tarfor Acct Number: 00004659287 Roll Type: R Acres. _230 A/D Number: 14437-9+6-1-20 Of4nr: THOMAS, MARK & H BALL Legal Desc. : FORT WORTS ORIGINAL TOWN 513 MAIN ST # 201 BLK 96 LTS f THRU 4 FORT VORTH TX 76102-0000 Date Pd: 12/27/95 Map #:2048 392 Sq Ft: .00 Yr $Yt:45 S/C Roll : 0000/0000 App Val: 649,532 Lvatl: 500.000 Iva.l: 149,532 Ag Def: 0 Location: 609 MAIN ST Deed: 05/07/86 Vol: 8539 Page: 979 Rundate: 09/06/96 Status: Notes: N Exmptns: 000 Fido: N Omit: N Ad Flg: St Def: 00/00/00 Ed Def: 00/00/00 Supr: Frzn: Stmt Due: K YR TU LEVY BAL P&I RATE COL PEN PAID REFUND AMOUNT DUE 95 026 .00 .00 .00 6258.24 .00 .00 95 220 .00 .00 .00 1731.67 .00 .00 995 2224+ .00 .000 .00 2557.84 _00 .00 9S 225 .00 .00 .00 360.23 .00 .00 95 905 .00 .00 .00 9450.69 _00 .00 .00 _00 ,00 19358.67 --.. - --00 .00 <NXT> cPRV> <EA)� Enter eRP3, Reset <SYSSe1Oct cSU>$elect c--> More Option: Account Account Parameters Tax Years Tax Units Options OCT 14196 16 : 18 FR HRI 504 525 3932 TO 18178716134-5460 P. 07i09 0.,x]6/1996 10:29 8178841052 TARZANT CO. TAX A/C PACE 01 • Coughs f t E ARRANT COUNTY IUMh t:AKR15�iN. FORT'WORTH, TEXAS 76196-0301 .t.. Acpt Number; Q0004659295 Roll Type: R Acres: _230 AID NumDer: 14437-96-5-20 Ownr; THOMAS, MARK & M BALL Legal Desc. : FORT WORTH ORIGINAL TOWN! 51$ MAIN ST # 201 FOLK 96 LOTS 5 T1iRU 0 FORT WORTH TX 76102-0000 Date Pd: 12/31/95 Map #:2048 392 Sq Ft: .00 Yr B1t:00 SIC Roll: 0000/0000 App Val : 692,589 Lval : 500,060 lval : 192,589 Ag Def: 0 Location; 601 MAIN ST Deed: 05/07/66 Vol : 8539 Page: 979 Rundate: 09/06/96 Status: Notes: N Exmptns: 000 Fido: N Omit: N Ad F18; St Def: 00/00/00 Ed Def: 00/00/00 Supr: Frzn: Stmt. Due: N YR TU LEVY BAL P&I RATE COL PEN PAID REFUND AMOUNT DUE 95 026 .00 .00 .00 6673.10 .00 .Q0 95 220 .00 .00 .00 1846.46 .00 .00 95 224 .00 .00 .00 1661.11 _00 .00 95 225 .00 .00 .00 384.11 .00 .00 95 905 .00 .00 .00 10077.17 _00 .00 ----------------------------------------------- -- - ----y--- .00 .00 .00 20641.95 .00 .00 cNXT>cPRV> <EA> Enter cRP> Reset cSY>Select c$U>Select c--> More Option: Account Account parameters Tax Years Tax Units Options OCT 14196 16 : 19 FR HRI 504 525 3932 TO 18178716134-5460 P .09/09 Cicy of Fort Worth Tax Abatement Application - Blackstone Hotel Property #15) 'pax abatement is requested for personal property only. A comprehensive package of tax relief, including historic site exemptions on real property taxes, is required to make this project feasible. Tax relief is required to allow the project to be fully leveraged with debt financing. . Each $10,000_ of tax expense reduces total loan proceeds by approximately $100,000_ thereby creating a gap in available funding. >K>k TOTRL PRGE. 009 �c* City o Fort Worth, Texas Mayor and Council Communicatio DATE REFERENCE NUMBER C_15777 LOG NAME PAGE 11/12196 02BLACK 1 of 2 SUBJECT MAKE FINDINGS CONCERNING A PROPOSED TAX ABATEMENT AGREEMENT WITH BLACKSTONE HOTEL PARTNERS, L.P. AND HISTORIC RESTORATION, INC. AND AUTHORIZE EXECUTION OF THE AGREEMENT RECOMMENDATION: It is recommended that the City Council: 1 Find that the improvements contained within the attached agreement are feasible and practical and would be a benefit to the land and to the City after the expiration of the tax abatement agreement, and 2 Find that written notice of the City's intent to enter into the attached Tax Abatement Agreement and copies of the agreement were delivered to all affected taxing units in accordance with state law, and 3 Find that the terms and conditions of the Agreement and the property subject to the Agreement meet the City's Policy Statement: Tax Abatement for Qualifying Development Projects as established by M&C G-11389 (Resolution No. 2142), and 4: Authorize the City Manager to enter into the attached Tax Abatement Agreement with Blackstone Hotel Partners, L.P. and Historic Restoration Inc. in accordance with the guidelines and criteria set forth in the City's Policy Statement. DISCUSSION: The Blackstone Hotel Partners, L.P. and its general partner Historic Restoration, Inc. have submitted plans for the restoration of the Blackstone Hotel in downtown Fort Worth. The Landmarks Commission and Zoning Commission have recommended the Blackstone Hotel be designated "Highly Significant Endangered" under the zoning ordinance which if approved by City Council, will allow the project to receive real property tax exemptions. Since the project may be .eligible for real property tax exemptions under the zoning ordinance, the attached agreement pertains only to personal property and will not cover the real property or structures. The attached agreement is for a ten year, 100% tax abatement on all eligible tangible personal proppgy; excluding inventory and supplies, used in the operation of the Blackstone Hotel. Based on Blackstone-"Hotel Partners, L.P. estimate of $1 .5 million in personal property for the project, the'annual tax revenue abated would be $14,250.00. Printed on Recycied Paper City ®,,f.Fort earth, Texas ' Mayor and Council DATE REFERENCE NUMBER I LOG NAME PAGE 11/12/96 C-15777 02BLACK 2 of 2 SUBJECT MAKE FINDINGS CONCERNING A PROPOSED TAX.ABATEMENT_AGREEMENT.-.W-WITH-.-----_ BLACKSTONE HOTEL PARTNERS, L.P. AND HISTORIC RESTORATION, INC. AND AUTHORIZE EXECUTION OF THE AGREEMENT FISCAL INFORMATION/CERTIFICATION: The Director of Fiscal Services certifies that no expenditure of City funds is associated with approval of this agreement. BT:m C Submitted for City Manager's FUND ACCOUNT CENTER AMOUNT - --------CITY SECRETARY __.._.._ Office by: (to) APPROVED Mike Groomer 6140 CITY COUNCIL Originating Department Head: Tom Higgins 6192 (from) NOV 12 1996 For Additional Information City Secretary Of the Contact: City of Fort Worth,Texas Paul Cain 8003 0 Printed on Recycled Paper