HomeMy WebLinkAboutContract 44768 CITY
CONTRACT NO*
ECONOMIC DEVELOPMENT PROGRAM AGREEMENT
This ECONOMIC DEVELOPMENT PROGRAM AGREEMENT
("Agreement") pis entered Ito by and between the CITY OF FORT WORTH, TEXAS
(the "City" ,, a home rule municipality organized under the laws of the State of Texas,
and OUR NATION'S BEST SPORTS, a Texas nonprofit corporation doing business as
Nation's Best Sports ("Company").
RECITALS
The City and Company hereby agree that the following statements are true and
correct and constitute the basis upon which the City and Company have entered into this
A. Company pany is a purchasing cooperative composed of over 30101 independent
spurting goods merchandise, retailers in the United States and Canada that, among other
things, acts as an agent on behalf of its members in order to consolidate the individual
members' purchasing capacities and obtain more favorable unit prices on sporting goods
merchandise. Company wishes to expand its corporate headquarters and is considering a
site in 'the Fossil Creek Business .dark in the City, as more specifically depicted and
described in Exb bit "A"I attached hereto and hereby made a part of this Agreement for
all purposes (the "Development Property"), far construction of a. new, approximately
6 I,0 'N.f square foot facility for that purpose (the"Development").
The Development will benefit the City by developing vacant land into a
viable commercial operation with opportunities for increased employment and tax base
growth. As recommended ended by the City's 2013 Comprehensive sive Ilan, adopted by the City
Council pursuant to Ordinance No. 20,644-0 -20 13 (the "Comprehensive Plan"), and in
accordance with :resolution No. 3716-03-2009, the City has established an economic,
development program pursuant to which the City will, on a case-by-case basis, offer
economic incentives authorized by Chapter 380 of the Texas Vocal Government Code
that include monetary loans and grants of public money, as well as the provision of
personnel and services of the City, to, businesses and entities that the City Council
determines will promote state or local economic development and stimulate business and
conunercial activity in the City in return for verifiable commitments from such
businesses or entities to cause specific employment and other public benefits to be made
or invested in the City"(the 11380 Program"),
C. The City has determined that the feasibility of the Development is
contingent on Company's receipt of the Program Grants, as provided in this Agreement.
The City Council has determined that the Development will benefit and stimulate the
local economy and that the 380 program is an appropriate means to achieve the
Development.t. Tn addition.,. the City Council has determined that by entering into this
Agreement the potential economic benefits that will accrue to the City under the terms
"age'I
Economic Development Program.A Agreement
between City of Fort Worth and Nation's Best Spurts OFFICIAL RECORD
SECRETARY'CITY I - --- I I!
RECEIVED SEP 0 4 201,13 FTv WORTH9 TX
and conditions of this Agreement are consistent with the City's economic development
objectives, as outlined in the Comprehensive Plan. This Agreement is authorized by
Chapter 380 of the Texas,Local Government Code.
NO THEREFORE, consideration of the mutual benefits, and promises
contained herein and for other good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged, the parties agree as follows.-
AGREEMENT
10 INCORPORATION OF RECITALS.
The City Council has found, and the City and Company hereby agree, that the
recitals set forth, above are true and correct and form the basis upon which the parties
have entered into this Agreement,.
2. DEFINITIONS.
In addition to other terms defined in the body of this Agreement, the following
terms shall have the definitions ascribed to them as follows:
380 Pro rarer. has the meaning ascribed to it in Recital B.
Affiliate" means all entities, incorporated o common r otherwise, under comn control
with, controlled by or controlling Company. For purposes of this definition, "control"
means fifty percent 0%) or more of the ownership determined by either value or vote.
Base Grant Percentage has the meaning ascribed to it in Section 6.1.
Central means the area of the corporate limits of the City within Loop 820
(i) consisting of all Conu-nuffl*ty Development Block Grant (11CDBUI)-cligible census
block groups; (ii) all enterprise zones, designated as such pursuant to the Texas,
Enterprise Zone Act, Chapter 2303, Subichapiter F of the Texas Government Code; (iii) all
census block groups that are contiguous by seventy-five percent (75%) or more of their
penineters to CSI -eligible block groups or enterprise zones, as well as any CDBG-
eligible block in the corporate limits of the City outside Loop 820, as more specifically
depicted in the map attached hereto as Exhibit "B", attached hereto and hereby made a
part of this Agreement for all purposes.
Central City Eml2loyment Commitment has the meaning ascribed to it in
Section 4.8.
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Econornic Development Program Agreement
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Central Cily-Employment Percent has the mean-i-rig ascribed to it in Section
16v 6v
Central Citv Resident means an individual whose principal Place of residence is
at a location within the Central City.
Certificate of Completion has the meaning,ascribed to, it in Section 5.
Completion Date means, the date as of which a certificates or certificates of
occupancy, whether final or temporary, have been issued by the City for all space in the
Development that is intended to be occupied.
0
Coo plet'llon Deadline means December 31, 2014.
Construction Costs means only the following costs directly expended for the
Development: actual site development and construction costs', contractor fees; the costs
of supplies, and materials; engineering fees; and architectural and design fees. Costs of
and related to land acquisition are expressly excluded as Construction Costs,.
Development has the meaning ascribed to it in Recital A.
Development Personal Pro' ert Tax Revenues means City ad valorem taxes on
New Taxable Tangible Personal Property located on the Development Property. The
taxable appraised value of New Taxable Tangible Personal Property located on, the
Development Property for any given year will be established solely by the appraisal
district that has jurisdiction over the Development Property at the tine.
DevelojRmeat Proper,tv has the meaning ascribed to it in Recital A.
Director means the director of the City's Housing and Economic Development
Department or his authorized designee.,
Effective Date has the meaning, ascribed to it in Section 3.
Fort Worth Certified M/WBE Company, means a minori ty- or woman-owned
business that (i) has received certification as either a minority business enterprise (MBE)l,
a woman business enterprise ("E) or a disadvantaged business enterprise (DBE) by the
North Central Texas Regional Certification Agency (NCTRCA); (ii) has, a principal
business office located within the corporate limits of the City that performs a
commercially useful function; and(,iii)has provided from such office the services or sales
that Company is seeking to have counted under this Agreement.
Fort Worth Company means a business that has a principal office located within
the corporate limits of the City that perforrns a commercially useful function and that
I''
provides the services for which Company is seeking credit under this Agreement.
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f" rt Worth Construefion Commitment has the meaning ascribed to it in
Section 4,.4.
Fort Worth, Construefion Ir"ercentne has the meaning ascribed to it in Section
6.2.
Fort Worth Employment Commitment has the meaning ascribed to it in
Section 4.7.
Fort Worth Employment Perce has the meaning ascribed to, it 'in Section
6.5.
Fort Worth Resident means an individual whose principal place of residence is
at a location withinthe corporate limits of the City.
Fort Worth u and Service Sp end int! Commitment has the meaning
ascribed to it in Section 4.,9.
Fort Worth Supply and Service Spen din ggerce has the meaning ascribed
to it in Section 61.7.
Full-time Job means a job provided to one (1) individual by Company for at least
forty(40) hours per week.
NMBE Construction Commitment has the meaning ascribed to, it in Section
4.5.
M/WBE Construction Plerce has the meanm' g ascribed to it in Section 6.31.
M/WBE Supply and Service PereentaU has the meaning ascribed to it 'in
Section 6.8.
to
NMBE Sup i S pending CommUment has the meaning ascribed pily and Slery Ce I
to it in Section .10.
New Taxable Tangible Personal 'r2 e means any personal property that i(i)
is subject to ad valorem taxation by the City; (ii) is located on the Development Property,*
iii) is owned or leased by Company; and (iv) was not located *in the City prior to the
Effective Date of this Agreement.
Overall, Emplo ent Commitment has the meaning ascribed to it in Section
6.4.
Overall Emplo ent Percentage has the meaning a.scn'bed to it in Section A.
Personal Pry,p Lrtv Com i mUment has the meaning ascribed to it in Section 4.3.
,
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Program Grants means the! annual economic development grants paid by the
City to Company in accordance with this Agreement and as part of the 380 Program.
Program Source Funds means an amount of City funds available for inclusion in
a given Program Grant, which shall equal only the Development Personal Property Tax
Revenues, received by the City during the Twelve-Month Period ending in the same year
in whichthe Program Grant is payable.
Real Property Commitment has the meaning ascribed to it in Section 4.2.
Records has the meaning ascribed to 'it in Section 4.13.
Sup1211 and Service Expendiftures means all expenditures by Company
expended directly for the operation and maintenance of the Development, excluding,
amounts paid for electric, gas, water and any other utility services as well as any amounts
paid for temporary direct labor on the Development Property.
Term has the meaning ascribed to it in Section 3.
Trade Show Commitment has the meaning ascribed to it in Section 4.11
Twelve-Month Period means the period between February I of a given year and
January 31 of the following,year.
3. TERM.
This Agreement shall be effective as of the date of execution by both parties (the
"Effective Date"') and, unless terminated earlier pursuant to and in accordance with this
Agreement, shall expire on the date as of which the City has paid all Program Grants
required hereunder(the"Term"').
4. COMPANY OBLIGATIONS AND COMMITMENTS.
4.1. Use of Development Prop 41
Throughout the Term of this Agreement, Company will use the
Development Property as its corporate headquarters C for the business operations
described in Recital A.
4.2. Reguired Real Properly Improvements.
In accordance with the terms and conditions of this Agreement, (1)
Company must expend or cause to be expended by the Completion Date at least
Three Million Two Hundred Fifty Thousand Dollars ($3,250,000.00) in
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Construction Costs for the Development, and (11) the Completion Date must occur
on or ble!folre the Completion Deadline, as verified in the Certificate of Completion
issued pursuant to Section 5 (collectively, the' ea l 'Property Commitment").
4.3. :fie auired Personal Property Improvements.
Company covenants and agrees that New Taxable Tangible Personal
Property having a value of at least Three Hundred Thousand Dollars
($300,000.00) must be in place on the Development Property by January 1, 2015,
as determined solely by the appraisal district having jurisdiction over the
Development Property at that time (tile"Personal Property Commitment").
0
4A. Construction Splending Commitment with Fort Worth Companies,
By the Completion Date, Company must have expended or caused to be
expended with Fort Worth Companies at least the greater of(i) Nine Hundred
Seventy-five Thousand Dollars ($975,000.00) in Construction Costs for the
Development or (ii) 30% of all Construction Costs for the Development,
regardless, of the total amount of such Construction Costs (the "Fort Worth
Construction Commitment").
4.5. Construction Spending Commitment with Fort Worth Certified
MIWBE Companies.
By the Completion Date, Company must have expended with Fort Worth
Certified M/WBE Companies at least the greater of(i) Eight Hundred Twelve
Thousand Five Hundred Dollars ($812,,500.00) in Construction Costs for the
Development or (ii) 25% of all Construction Costs for the Development,
regardless of the total amount of such Construction Costs (the IINMBE
Construction Commitment").
4.6. Overall Employment Commitment.
As of December 31, 2015 and in each calendar year thereafter for the
remainder of the Tenn, Company must provide and fill at least thirty-five (35)
Full-time Jobs, on the Development Proplerty (the "Overall Employment
Commitment"). Determination of compliance with the Overall Employment
Commitment each year will be based on the employment data provided to, the
City pursuant to Section 4.12.31 for the year Under evaluation.
4.7. Fort Worth Employment Commitment,
As of December 31, 2015 and in each calendar year thereafter for the
remainder of the Terml Company must provide and fill at least the greater of:(i)
sixteen (16) Full-time Jobs, on the Development Property or (ii) 45% of all Full-
time Jobs on the Development Property, regardless of the total number of such
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Full-time Jobs, with Fort Worth Residents the "Fort Worth Employment
Commitment"). Determination of compliance with the Fort Worth Employment
Commitment each year will be based on the employment data provided to the
City pursuant to Section 4.1 2.3 for the year under evaluation.. Full-time Jobs held
by Fort Worth Residents will also count as Full-time Jobs fo�r purposes of
measuring the applicable Overall Employment Commitment outlined in Section
4.6.
4.�8. Central Citv Ems ptowent Commitment.
As of December 31, 20�15 and in each calendar year thereafter for the
remainder of the Tenn. Company must provide and fill the greater of at least (i)
four (4) Full-time Jobs on the Development Property or (ii) 10% of all Full-time
Jobs on the Development Property, regardless of the total number of such Full-
time Jobs, with Central City Residents (thee Central City Employment
Commitment"). Detenni-nation of compliance with the Central City
Employment Commitment each year will be based on the employment data
provided to the City pursuant to Section 4.12.3 for the year under evaluation.
Full-time Jobs held by Central City Residents will also count as Full-time Jobs for
purposes, of measuring the applicable Overall Employment Commitment, outlined
in Section 4.,6 and the Fort Worth Employment Commitment outlined in Section
4.7.
4.9�. Supply auld Service Sven din g Commitment for Fort Worth
Companies,
Beginning M calendar year 20151, and in each year thereafter during the
Term of this Agreement, Company annually must expend with Fort Worth,
Companies at least the greater of(i) Fifty-one Thousand Dollars ($51,0100.00) in
Supply and Service Expenditures or (lid) 30% of all Supply and Service
Expenditures, regardless of the total amount of such Expenditures made in the
year under evaluation (the "Fort Worth Supply and Service Spending
Commitment").
4.10. Supply and Service Spendine Commitment for Fort Worth Certified
0
NMBE Companies.
Beginning in calendar year 2015, and in each year thereafter during the
Term of this Agreement, Company annually must expend with Fort Worth
Certified NI/WB,E Companies at least the greater of(i) Forty-two ThousandFive
Hundred Dollars ($42,500.,00) in Supply and Service Expenditures or (ii) 251% of
all Supply and Service Expenditures, regardless of the total amount of such
Expenditures made in the year under evaluation (the II'M/WBE, Supply and
Service Spending Commitment")., Dollars spent with Fort Worth Certified
M/WBE Companies will also count as dollars, spent with Fort Worth Companies
for purposes, of measuring the Fort Worth Supply and Service Spending
Commitment outlined in Section 4.9,
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4.11. Trade Shows.
Beginning in calendar year 2015, and in each thereafter during the 0 1 erm
of this Agreement, Company annually must conduct at least two markets or trade
shows lasting approximately five (5) days each at the Fort Worth Convention
Center or another location in the City mutually acceptable to Company and the
City, which markets or trade shows will generally feature outdoor recreational
products sold by Company's members, such as products geared towards fishing;
hunting and shooting; archery- camping and cooking; hunting clothing and
footwear; ski and snowboard apparel; alpine, snowboard and Nordic hard goods;
and winter accessories (the"Trade Show Commitment"),
4.12. Reports and FI-1-1
4.12.1, Construction S enCllu g Reports,,
4,12,1.1. Monthly ouuuuuw Reports,.
From the Effective Date until the Completion Date,
in order to enable 'the City to assist Company in meeting the Fort
Worth Construction Commitment and the M/WBCE Construction
Commitment, Company will provide the Director with a monthly
report in a form reasonably, acceptable to the City that specifically
outlines the then-current aggregate Construction Costs expended
by and on behalf of Company for the Development as well as the
then-current aggregate Construction Costs expended by and on
behalf of Company for the Development with Fa rt Worth
Companies and Fort Worth Certified BE Companies.
Company agrees to meet with the City's NMBE Office and
Minority and Women Business Enterprise Advisory Committee as
reasonably necessary for assistance in meeting or exceeding, the
M/WB,E Construction Commitment and to address any related
concerns that the City may have.
4.12.1.2. Final Construction Report.
Within thirty (3 calendar days following the
Completion Date, in order for the City to assess whether Company
met the Real 'Property Commitment and the extent to which
Company met the Fort Worth Construction Commitment and the
NIVWBE Construction Commitment, Company will provide the
Director with a report in a form reasonably acceptable to the City
that specifically outlines the total Construction Costs expended by
and on behalf of' Company for the Development, together with
supporting invoices and other documents necessary to demonstrate
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that such amounts were actually paid by Company, including,
without I imitation, final lien waivers signed by Company's general
contractor. This report shall also include actual total Construction
Costs expended for construction of the Development with Fort
'Worth Companies and Fort Worth Certified M/WBE Companies,
together with supporting invoices and other documents necessary
to demonstrate that such amounts were actually paid by Company
to such contractors.
4.12.2. Personal Pro-pertv Roort.
In order for the City to track its obligations under this Agreement,
Company will notify the City in writing once it believes that the Personal,
Property Commitment has been attained.
4,.12.3,. Annual EmMoyment Revort.
On or before February 1, 2016 and of each year thereafter, in order
for the City to assess the degree to which the Overall Employment
Commitment,, the Fort Worth Employment Commitment, and the Central
City Employment Commitment for the! previous, calendar year were met,
Company will, provide the Director with a report in a form reasonably
acceptable to the City that sets forth the total number of individuals, Fort
Worth Residents, and Central City Residents who held Full-time Jobs on
the Development Property, all as of December 31 or such other date
requested by Company and reasonably acceptable to the City) of the
previous year, together with reasonable supporting documentation.
4.12.4. Annual Sup i Spending ar c
and Serv*ce,
On or before February 1, 2016 and of each year thereafter, M order
for the City to assess, the degree to which the Fort Worth Supply and
Service Spending Commitment and the M/WBE Supply and Service
Spending Commitment were met in the previous calendar year, Company
will provide the Director with a report in a, ford reasonably acceptable to
the City that sets forth the aggregate Supply and Service Expenditures
made during such calendar year with Fort Worth Companies and with Fort
Worth Certified N4/W'BE Companies.
41.13. Audlits.,
The City will have the right throughout the Term to audit the financial and
business records of Company that relate to the Development and the Development
Property as well as any other documents necessary to evaluate Company's
compliance with this Agreement or with the con its set forth in this
Agreement (collectively "Records"). Company shall make all Records available
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to the City on the Development Property or at another location in the City
acceptable to both parties, following reasonable advance notice by the City and
shall otherwise cooperate fully with the City during any audit.
4.,14. Inspections.
At any time during Company's, normal business hours throughout the
Term and following reasonable notice to Company, the City shall have the right to
inspect and evaluate the Development and Development Property, and Company
will provide full access to the same, in order for the City to monitor compliance
with the terms and conditions of this Agreement. Company will cooperate fully
with the City during any such inspection and evaluation. Notwithstanding the
foregoing, Company shall have the right to require that any representative of the
City be escorted by a Company representative or security personnel during any
such inspection or evaluation.
5. CERTIFICATE OF COMPLETION,
Within ninety (90) calendar days following receipt by the City of the final
construction spending report for the Development submitted in accordance with Section
4.12.1.2 and assessment by the City of the information contained therein pursuant to
Sections 4.13 and 4.14,1 if the City is able to verify that the Real Property Commitment
set forth in Section 4.2 was met,, the Director will issue Company a certificate stating the
aggregate amount, of Construction Costs expended by the Completion Date for the
Development and the amount of such Construction Costs expended with Fort Worth
Companies and Fort Worth Certified CBE Companies (the "Certificate of
Completion"). The Certificate of Completion will serve as the basis for determining the
extent to which the Fort Worth Construction Commitment and the NIVWBE Construction
Commitment were met.
6. PROGRAM GRANTS.
As more specifically set forth herein, if both the Real Property Commitment set
forth in Section 4.2 and the Personal Property Commitment set forth in Section 4.3 are
met, Company will be entitled to receive ten (101) annual Program Grants, payment of
which will begin in 20161 and end in 2025. The amount of each Program Grant shall
equal a percentage of the Program Source Funds,available for that Program Grant, which
percentage will be based, in part, on the extent to which the various commitments set
forth in Section 4 were met in the previous calendar year and, specifically, will equal the
sum of the Base Grant Percentage,, the Fort Worth Construction Percentage, the M/WBE
Construction Percentage, the Overall Employment Percentage, the Fort Worth
Employment Percentage, the Central City Employment Percentage, the Fort Worth
Supply and Service Percentage and the NMBE Supply and Service Percentage, as
defined in Section 6.1, 6.21 6.31 6.4, 6�.5, 6.6, 6.7 and 6.8. In no event shall any Program
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Grant exceed 50% of the Program Source Funds available for, that year's Program
Grant.
6.1. Attainment of Both Real Pro l) Commitment and Personal
Proi)ertv Commitment (25%).
Provided that the Real Property Commitment set forth in Section 4.1 and
the Personal Property Conunitment set forth in Section 4.,2 were both met, each
annual Program Grant will include twenty-five percent (25%) of the Program
Source Funds, available for that year's Program Grant (the "Base Grant
Percentage").
6.2. Fort Worth Construction, Commitment(Up to 2..S% ,.
Each annual Program Grant will include a percentage of the Program
Source Funds available for that year's, Program Grant that is based on the extent
to which Company met the Fort Worth Construction Commitment, as outlined in
Section 4.4 (the "Fort Worth Construction Percentage,"'),. The Fort Worth
Construction Percentage will equal the product of 2.5% multiplied by the
percentage by which the Fort Worth Construction. Commitment was met, which
will be calculated, by dividing the actual Construction Costs expended or caused
to be expended for the Development by the Completion Date with Fort Worth
Companies by the number of do�llars, comprising the Fort Worth Construction
Commitment, as determined in accordance with Section 4.4. For example, if the
Fort Worth Construction Commitment is $,975,000.00 and only $780,000-00 in
Construction Costs were expended or caused to be expended for the Development
with Fort Worth Companies by the Completion Date, the Fort Worth Construction
Percentage for each Program Grant payable hereunder would be 2% instead of
2.5% (or .025 x [$,7'80,0001/$9,75,10:00], or .025 x .8 0, or .02). If the Fort Worth
Construction Commitment is met or exceeded, the Fort Worth Construction
Percentage for each Program Grant payable hereunder will be 2.5%.
61.3. NIJWBE Construction PercentagcjU to 2.5
Each annual Program Grant will include a percentage of the Program
Source Funds, available for that year's Program Grant that is based on the extent
to which Company net the N4/WBE Construction Conunitinent, as, outlined in
Section 4.5 (the I'M/WBE Construction Percentage"). The M1W_BE
Construction Percentage will equal the product of 2.5% multiplied by the
Percentage by which the M/WBE, Construction Commitment was met, which will
be calculated by dividing the actual Construction Costs expended or caused to be
expended for the Development by the Completion Date with Fort Worth Certified
XIVWBE Companies by the number of dollars comprising the M/WBE
Construction Commitment, as determined in, accordance with Section 4.5. If the
M/WBE Construction Co fitment is met or exceeded, the NIVWBE Construction
Percentage for each Program Grant payable hereunder will be 2.5%.
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6.4. Overall Employment Commitment (Up to 10%).
Each annual Program Grant will include a percentage of the Program
Source Funds available for that year's Program Grant that is based on the extent
to which Company met the Overall Employment Commitment in the previous
calendar year, as outlined in Section 4.6 (the "Overall Employment
Percentage"'). The Overall Employment Percentage for each Program Grant will
equal the product of 10% multiplied by the percentage by which the Overall
Employment Commitment was met in the previous calendar year,, which will be
calculated by dividing the actual number of Full-time Jobs provided and filled on
the Development Property in the previous calendar year by the applicable number
of Full-time Jobs constituting the Overall Employment Commitment for the
previous calendar year, as outlined in Section 4.,6. For example, the Overall
Employment Commitment for each year is 35 Full-time Jobs. If only 27 Full-time
Jobs were provided and filled on the Development Property in a given year, the
Overall Employment Percentage for the Program Grant payable in the following,
year would be 9%, 'Instead of 10% (or .10 x [27/30]), or .,10 x .90, or .09. If the
Overall .hmpioyment Commitment is met or exceeded in any given year, the
Overall Employment Percentage for the Program Grant payable the following
year wi ll equal 10%.
6.5. Fort Worth Emoloyment Commitment Q2 to 2.5%,
Each annual Program Grant will include a percentage of the Program
Source Funds available for that year's Program Grant 'that is based on the extent
to which Company met the Fort Worth Employment Commitment in the previous
calendar year, as outlined in Section 4.7 (the "Fort Worth Employment
Percentage"'). The Fort Worth Employment Percentage for each Program Grant
will equal the product of'2.5% multiplied by the percentage by which the Fort
Worth Employment Commitment was met in the previous, calendar year, which
will be calculated by dividing the actual number of Full-time Jobs provided on the
Development Property that were filled by Fort Worth Residents in the previous,
calendar year by the applicable number of Full-time Jobs constituting the Fort
Worth Employment Commitment for the previous calendar year, as outlined in
Section 4.7. For example, if 40 Full-time Jo I Ds were provided and filled on the
Development Property in a given year, pursuant to Section 4.7 the Fort Worth
Employment Commitment for that year would be 18 Full-time Jobs (45% of 40
Full-time Jobs). However, if only 16 Full-time Jobs provided on the
Development Property in that year were filled with Fort Worth Residents, the Fort
Worth Employment Percentage for the Program Grant payable in the following
year would be 2.22,% instead of 2.5% or .025 X [16/18]), or .025 x .8819, or.02 2.
If the Fort Worth Employment Commitment is met or exceeded in any given year,
the Fort Worth Employment Percentage for the Program Grant payable 'in the
following year will equal 2.5%.
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6.6. Central Cill Employment Commitment (Up to 2.5,
Each annual Program Grant will include a percentage of the Program
Source Funds available for that year"s Program Grant that is based on the extent
to which Company met the Central City Employment Commitment in the
previous calendar year, as outlined in Section 4.8 (the "Central Employment
Percentage"). The Central City Employment Percentage for each Program Grant
will equal the product of 2.5% multiplied by the percentage by which the Central
City Employment Commitment was met in the previous calendar year,which will
be calculated by dividing the actual number of Full-time Jobs provided on the
Development Property that were filled by Central City Residents 'in the previous,
calendar year by the applicable number of Full-time Jobs constituting the Central
City Employment Commitment for the previous calendar year, as outlined in
Section 4.8. If'the Central City Employment Commitment is met or exceeded in
any given year, the Central City Employment Percentage for the Program Grant
payable In the following year will equal 2.5%.
6.7. Fort Worth Su ly and Service Spending
I -OLP to 2.5%),.
Each annual Program Grant will include a percentage of the Program
Source Funds, available for that year's Program Grant that is based on the extent
to which Company net the Fort Worth Supply and Service Spending
Commitment in the previous calendar year, as outlined in Section 4.9 (the "Fort
Worth Supply and Service Percentage"). The Fort Worth Supply and Service
Percentage for, each Program Grant will equal the product of 2.5% multiplied by
the percentage by which the Fort Worth Supply and Service Commitment was
met in the previous calendar year, which will be calculated by dividing the
amount of Supply and Service Expenditures made with Fort Worth Companies, in
the previous calendar year by the applicable dollar amount constituting the Fort
Worth Supply and Service Commitment for the previous calendar year, as
outlined in Section 4.9. For example, if Company expended $75,000.00 in
Supply and Service Expenditures *in a given year, pursuant to Section 4.9 the Fort,
Worth Supply and Service Commitment for that year would be $22,500.010.
However, if Company made only $15,750.010 in Supply and Service Expenditures
with Fort Worth Companies in that year, the Fort Worth Supply and Service
Percentage for the Program Grant payable in the following year would be 1.75%
instead of 2.5% or .0251 x [$15,750522,500]), or .025 x: .70, or .0175. If the Fort
Worth Supply and Service Commitment is met or exceeded in any given year, the
Fort Worth Supply and Service Percentage for the Program Grant payable in the
following year will equal 2.5%.
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6.8. Fora Worth NM BE Supply and Bernice S en n U Lo .5%, .
Each annual Program Grant will include a percentage of the Program
Source Funds available for that year's Program Grant that is based on the extent
to which Company net the Supply
and Service Spending Commitment
in the previous calendar year, as outlined in Section 4.10 (the "M/WBE Supply
and Service Percentage"). The BE Supply and Service Percentage for each
Program Grant will equal the product of 2.5% multiplied by the percentage by
which the E Supply and Service Comin tr. e t was met in the previous
calendar year, which will be calculated by dividing the amount of Supply and
Service Expenditures made with Fort Worth Certified M E Companies in the
previous calendar year by the applicable dollar amount constituting the
Supply and Service Commitment for the previous calendar year, as outlined in
Section 4.10. If the Supply and Service Commitment is met or exceeded.
in any given year, the BE Supply and Service Percentage for the Program
Grant payable in the following year,will equal 2.5%.
6.9. No Offsets.
deficiency in attainment of one commitment t g ay not be offset by the
exceeding attainment of another commitment. For example, if n a given year the
Fort Worth. Employment Commitment failed to be met by sip. (6) Full-time Jobs,
but the Overall Employment Commitment was exceeded, by six Full-time
,fobs, the Fort Worth Employment Percentage applicable to the Programs Grant
payable in the following year would still be reduced in accordance with Section
6.5 on account of the failure to meet the Fort Worth Employment Commitment.
6.10. Deadline for ayments and Source of Funds.
The first Program Grant payable hereunder shall be paid by the City on or
before June 1, 2016. each subsequent annual Program Grant payment will be
made by the City to Company on or before June 1 of the year in which such
payment is due. It is understood and agreed that all Program Grants paid pursuant
to this Agreement shall come from currently available general revenues of the
City and not directly from ad valorem taxes on New Taxable Tangible personal
Property that are received by the City. Company understands and agrees that any
revenues of the City other than those dedicated for payment ent of a given annual
Program Grant pursuant to and in accordance with this Agreement may be used
by the City for any lawful purpose that the City deems necessary in the carrying
out of its business as a home rule municipality and will not serve as the basis for
calculating the amount of any future Program Grant or other obligation to
Company.
Page 1
Economic Development Program Agreement
between City of.Fort Wodh and Nation's Best:sports
7. DEFAULT, TERMINATION AND FAILURE BY COMPANY TO MEET
VARIOUS DEADLINES AND COMMITM-ENTSI.,
7.1. Failure to Meet Real Prover Commitment,
Notwithstanding anything to the contrary herein, the City shall. have the
right to, terminate this Agreement by providing written notice to Company without
ffirther obligation to Company hereunder if the Real Property Commitment, as
outlined in Section 4.2 1 is not met.
7.2. Failure to Meet Personal Proverty Commitment.
Notwithstanding anything to the contrary herein, the City shall have the
right to terminate this Agreement by providing,written notice to Company without
further obligation to Company hereunder if the Personal Property Commitment,
as outlined in Section 4.3 7 is not met.
7.3. Failure to Use Development Property for business Fur ores,
If Company fails to use the Development Property as its corporate
headquarters for the business operations described in Recital A for more than
thirty (30) consecutive calendar days at any tirne during the Term of this
Agreement for any reason (other than on account of Comp�any's temporary
displacement caused by a casualty to the Development Property and resulting
ongoing repairs or restoration to the Development Property necessitated by such
caSualty), Company shall be in default under this Agreement and Section 7.7 shall
apply.
7.4. Failure to Meet Trade Show Commitment.
If the Trade Show Commitment, as oudiled in Section 4.11 1, is not met in
any given year,, such failure shall not constitute a default hereunder or provide the
City with the night to terminate this Agreement, but shall result in Compalty's
forfeiture of the full Progr am Grant that would otherwl'se have been payable in
the following year. In this event, the forfeiture nevertheless shall count as a
Program Grant payment by the City for all purposes,under this Agreement.,
7.5,. No Default for Failure to Meet Certain Construction Spendinal.,
Employment or Supply and Service Spend*I ng Commi kments.
If the Fort Worth Construction Commitment or the M/WEE Construction
Commitment are not met, or if the Overall Employment Commitment, the Fort
Worth Employment Commitment, the Central City Employment Commitment,
the Fort Worth Supply and Service Spending Commitment, or the M/WBE
Supply and Service Spending Commitment are not met m' any given year, such
failure shall not constitute a default hereunder or provide the City with the right to
Page 15
Economic Development Pro rn Agreement
between City of Fort Worth and Nation's Best Sports
terminate this Agreement, but, rather, shall only cause the amount of the Program
Grant that the City is required to pay in the following year to be reduced in
accordance with this Agreement.
7.6. Failure to Snub mi.t 1R" rts.
If Company fails to submit any report required by and in accordance with
Section 4.12, the City's obligation to pay any Program Grants at the time, if any,
shall be suspended until Company has provided all required reports; pro:vided,
however, that if any report required hereunder is delinquent by more than one (1)
year, Section 7'.7 shall apply.
7.7. General Breach.
Unless stated elsewhere in this Agreement, Company shall be in default
under this Agreement if Company breaches any terin or condition of this
Agreement. In the event that such breach remains uncured after thirty (30)
calendar days following receipt of written notice from the City referencing such
default (or, if Company has diligently and continuously attempted to cure such
default following receipt of such written notice out reasonably requires more than
thirty (30) calendar days to cure such default, then such additional amount of time
as is reasonably necessary to effect cure, as determined by both parties mutually
and in good faith), the City shall have the right, to terminate is Agreement
inimediately by providing written notice to Company.
7.8. Knowing EM anent of Undocumented Workers.
Company acknowledges, that the City is required to comply with Chapter
22,6 of they Texas, Government Code, enacted by House Bill 1196 (80th Texas
Legislature), which relates to restrictions on the use of certain public subsidies.
Company hereby certifies that Company, and' any branches, divisions, or
departments of Company, does not and will not knowingly employ an
undocumented worker, as that term i's defined by Section 2264.00](4) of the
I it
Texas Government Code. In the event that Company, or any branch, division, or
department o Company, is convicted of a vilation under 81 U.S.C. Section
0 a -
1324a(fil (relating to federal criminal penalties and injunctions for a pattern or
practice of emplqying unauthorized aliens).*
if such conviction occurs during the Term of this Agreement, this
Agreement shall terminate contemporaneousty upon such conviction
(subject to any appellate ri' hts that may la wfully be available to d
g
exercised by Company) and Company shall repay, within one hundred
twenty (120), calendar days./ollowing receipt oj written demandfrom the
City, the aggregate amount of'the Program Grants received by Company
hereunder, if any,plus Simple Interest at a rate off ourpercent (4%)per
annum;or
Page 16
Economic Development Program Agreement
between City of Fort Worth and Nation's Best Sports
0 if such conviction occurs after expiration or termination of this
Agreement, subject to aity appellate rights that may Imifully,be available
to and exercised by Company, Company shall repay, within one hundred
twenty (120) ca lend"ar .ys
da following receipt of written d m emandfro the
City, the aggregate amount of the Program Grants recei.ved by Company
hereunder, if any,plus Simple Interest at a rate offour percent (4 Yo)per
annum'.
For the purposes of this Section 7.8, "Simple Interest" is defined as a rate of
interest applied only to an original value, in this case the aggregate amount of
Program Grants paid hereunder. This rate of interest can be applied each year, but
will only apply to the aggregate
,regate amount of rogram Grants hereunder and is
not applied to interest calculated. For example, if the aggregate amount of the
Program Grants, paid hereunder is $,10,01010, and such amount is required to be paid
back with four percent (4%) interest five years, later, the total amount would be
$M000 + [5 x ($10,01010 x 0.01 ,], which is $12,0001., This Section 7.8 does not
apply to convictions of any subsidiary or affiliate entity of Company, by any
francl-sees of Company, or by a person or entity with whom Company contracts.
Notwithstanding anything to the contrary herein, this Section, 7.8 shall survive the
expiration or termination of this Agreement.
8. INDEPENDENT CONTRACTOR.
It is expressly understood and agreed that Company shall operate as an
independent contractor in each and every respect hereunder and not as an agent,
representative or employee of the City. Company shall have the exclusive right to
control all details and day-to-day operations relative to the Development and the
Development Property and any improvements thereon and shall be solely responsible for
the acts and omissions of its officers, agents, servants, employees, contractors,
subcontractors,, licensees and invitees. Company acknowledges that 'the doctrine of
respon(leat superior will not apply as between the City and Company, its officers, agents,
servants, employees, contractors, subcontractors, licensees, and invitees. Company
further agrees that nothing in this Agreement will be construed as the creation of a
partnership or Joint enterprise between the City and Company.
9. INDEMNIFICATION.
COMPANY, AT NO COST TO THE CITY, AGREES TO DEFEND,
INDEMNIFY AND HOLD THE CITY, ITS OFFICERS, AGENTS SERVANTS AND
EMPLOYEES, HARMLESS AGAINST ANY AND ALL CLAIMS,, LAWSUITS,
ACTIONS-, COS ISAND EXPENSES OF ANY KIND,, INCLUDING, BUT NOT
LIMITED TO, THOSE FOR PROPERTY DAMAGE OR LOSS (INCLUDING
ALLEGED DAMAGE OR LOSS TO COMPANYS BUSINESS AND ANY
Page 17
Econorrk Development Program Agreement
between City of Fort Worth and Nation's Best'Apo rts
RESULTING L S T PROFITS) A D OR PERSONAL INJURY, INCL UD NG
EA T'I, THAT MAY RELA T E TO, A. JSE OUT OF OR BE OCCASIONED BY
COMPANY'S BREACH OF ANY OF THE TERMS OR, PROvISIONS OF THIS
.A GREEM NT OR ` ANY NEGLIGENT ACT OR OMISSION R INTENTIONAL
MISCONDUCT COMPANY, ITS OFFICERS AGENTS, ASSOCIATES,
EMPLOYE.ESi CONTJ?ACTORS (OTHER THAN THE CIT19 OR
S U CONT' CT"ORSi RELATED TO THE DEVELOPMENT AND ANY
OPERATIONS AND ACTIVITIES ON THE DEVELOpMENT PROPERTY OR
OTHERWISE TO THE PERFORMANCE OF THIS AGREEMENT.
I , NOTICES.
All written notices called for or required by this Agreement shall be addressed to
the followi , or such other party or address as either party designates in writing, by
certified mail,postage prepaid, or,by hand delivery.
city* Company,
City of Fort Worth Nation's, Best Sports
Attu.. City Manager Attn. president
1000 Throckmorton 4216 Hahn Blvd..
Fart Worth, TX 76102 .fort Worth,TX 76117
with copies
the City Attorney and
Economic/Community Development
Director at the same address
IL ASSIGNMENT AND SUCCESSORS.
Company may at any time assign, transfer or otherwise convey any i its rights or
obligations under this Agreement to an Affiliate without the approval of the City so long.
as Company, the Affiliate and the City first execute an agreement under which -the
Affiliate agrees to assume and be bound by all covenants and obligations of Company
under this Agreement. Otherwise, Company may not assign, transfer or otherw ise convey
any of its rights or obligations under this Agreement to any other person or entity without
the prior consent of the City Council, which consent shall not be unreasonably withheld,
conditioned on, i) the prior approval of the assignee or successor and a finding by the City
oun it hat the proposed assignee or successor is financially capable of meeting the terms
and conditions, of this Agreement and ii) prior execution by the proposed assignee or
successor of a written agreement with the +Fitt' under which the proposed assignee or
successor agrees to assume and be bound by all covenants and obligations of Company
under this Agreement. Any attempted assignment without the City Council's prior consent
shall constitute grounds for termination of this Agreement following ten 1 calendar days
Page 1
Econornic Development Program Agreement
between City of Fo Worth and Nation's on's Best sports
of receipt of written notice from the City to Company. Any lawful assignee or successor in
interest of Company of all rights under this Agreement shall be deemed "Company" for all
purposes under this Agreement.
12. COMPLIANCE WITH LAWS., ORDINANCES,RULES AND
REGULATIONS.
This Agreement will be 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.
130 GOVERNMENTAL POWERS*
It is understood that by execution of this Agreement, the City does not waive or
surrender any of it governmental powers or irnmunities.
14. NO WAIVER.
The failure of either party to insist upon the performance of any to or provision
of this Agreement or to exercise any right granted hereunder shall not constitute a waiver
of that party's right to insist upon appropriate performance or to assert, any such right on
any future occasion.
15, VENUE AND JUMSDICTION.
If any action, whether real or asserted, at law or in equity, arises, on the basis of
any provision of this Agreement, venue for such action shall lie in state courts located in
Tarrant County, Texas or, the United States District Court for the Northern District of
Texas—Fort Worth Division, This Agreement shall be construed in accordance with the
laws of the State of Texas,.
1610 NO THIRD PARTY RIGHTS,,
The provisions and conditions of this Agreement are solely fior the benefit of the
City and Company, and any lawful assign or successor of Company, and are not intended
to create any rights, contractual or otherwise, to any other person or entity.
Page 19
Economic Development Program Ag=ment
betwe!en City of Fort Worth and Nation's Best Sports
170 INTERPRETATION.
In the event of any dispute over the meaning or application of any provision of
this Agreement, this Agreement shall be interpreted fairly and reasonably, and neither
more strongly for or against any party, regardless of the actual drafter of this Agreement.
18. CAPTIONS.
Captions and headings used in this Agreement are for reference purposes only and
shall not be deemed a part of this Agreement.
19. 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 finpaired.
20. ENTIRETY OF AGREEMENT.
This A
I greement, including any exhibits attached hereto and any documents
incorporated herein by reference, contains, the entire understanding and agreement
between the City and Company, and any lawful assign and successor of Company, as to
the matters contained herein. Any prior or contemporaneous oral or written agreement is
hereby declared null and void to the extent in confl ict with any provision of this
Agreement. Notwithstanding anything to the contrary herein, this Agreement shall not be
amended unless executed in writing by both parties and approved by the City Council of
the City in an open meeting held in accordance with Chapter 551 of the 'Texas
Government Code.
21. COUNTERPARTS.
This Agreement maybe executed fi-1 multiple counterparts, each of which shall be
considered an original,but all of which shall constitute one instrument.
EXECUTED as of the la,s,t date indicated below
Page 20
Economic Development Program Agirement
between City of Fort Worth and Nation's Best Sports
CITY OF FORT WORTH: OUR NATION'S N'S BEST SPORTS,
a"Texas nonprofit corporation doing
lnsmess a est Sports:
l
By: B .
Fernando Costa sta Na
Z:� �
Assistant City Manager i�"l ��'� �, �j'�
:Cute. Date. .
APPROVED E AS TO FORM AND LEGALITY:
By: - /.'z I
Peter Vaky
Deputy City.Attorney
1&C: C-26269 5-21-1
ORwu"
by.
Now
ITY SECRETARY
��
OFFICIAL FT A.C jr RECORD
Page � Wel
Eeanam.ie Development Program Agreement FT. WORN"
TX
between City of Fort earth and Nation's Best Sports
EXHIBITS
"All—Description and MapDepicting,the Development Property
11 11 1
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Ec o is Development Program Agreement
between City,of Fort Worth and Nation's Best Sports
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uESCRIPTION OF THE DEVELOPMENT PROPERTY
EXHIBIrr A"
W , n ,,HERASOUR NATION"S BEST SPORTSa Texas fit p is the
owner of a tract of land situated in the James M. Robinson Survey, Abstract No. 1345,
City of Fort Worth,Tarrant County,Texas, being a portion o:f'Lot I, Block A and a
,portion of Lot 2. Block A of the final plat of Blocks 1, 2, and 3, Fossil Creek Addition.
Phase I Section I, an addition to the City of Fort Worth,Tarrant County,Texas as
recorded in Volume 388-140, Page 40, Plat Records,,Tarrant County, Texas (P,RTCT),
being that same tract of land as described in deed to Our Nation's Best Sports, recorded in.
D213135219, Deed Records. Tarrant County,Texas (DRT'CT), and being more
particularly described as follows:
COMMENCING at a 1/2" rebar capped Halff Assoc. Inc. found in the west line of North
Beach Street(R.O.W., varies) at the southeast comer of Lot I, Block I of'said Fossil
Creek Addition, Phase 1. Section 1, the southeast corner of Tract 32 as described in deed
to The Ruth Ray and B.L. Hunt Foundation new known as The Nancy Ann and Ray L.
Hunt Foundation per affidavit recorded in 201300086287, DRT'CT),, recorded in Volume
9498, Page 1906, DRTCT, and corrected in Volume 9490, Page 700, DRTCT, and as
described in deed to The Ruth Foundation. recorded M' Volume 94901 Page 75 L DRTCT,
being the most easterly northeast comer of Lot I A, Block I of the plat of Lots IA, 2 & 3,
Block I, Motorola Addition, an addition to the City of Fort Worth,Tarrant County, Texas
as recorded in Cabinet A, Slide 8389. PRTCT:
THENCE N 8945'40" W(Reference Bearing per Volume 388-140, Page 40, PRTCT.
departing the west line of said North Beach Street, along the south line of said Lot 1,
Block I and the north line of said Lot IA, Block 1, a distance of 380.66 feet(Deed
3 80.61 feet) to a 1/2" rehear capped Halff Assoc. Inc. found at the southwest comer of said
Tract 32 and the southeast comer of said Our Nation's Best Sports tract, being the POINT
OF BEGINNING of the herein described tract of land;
THENCE N 89 45 '40" W, continuing along the south line of said Lot I and said Lot 2,
Block I and the north line of said Lot IA. Block L a distance of 829.35 feet(Deed
829.39 feet), to a 1/2" rebar capped Half"Assoc. Inc. found at the southwest comer of said
Our Nation's,Best Sports,tract and a reentrant comer of said Lot I A. Block 1, from which
a cut x. in concrete found at the most westerly northwest corner of said Lot 1 A, Block I
bears N 89 '4540" W, 928.,29 feet-
11
THENCE along the east line of said Lot 1A, Block A and the west line of said Our
Nation's Best Sports tract, as follows-,
N 00 '18'25" E,1 a distance of 192.51 feet (plat&Deed 192.43 feet) to a 1/2" rebar
capped Halff Assoc. Inc. found at the beginning,of a non-tangent curve to the left,
having a radius point that bears N 8 9 '48'09" W, 480.00 feet-,
Northwesterly, along said curve, having a central angle of 23 "1 F35", an arc
distance of 1,94.30 feet (Plat&Deed 194.48 feet), and a chord that bears,N
11'2358" W, 192.98 feet to a 1/2" mbar found at the end of said curve:
N 22 '59 '44" W, tangent to said curve, a distance of 47.80 feet(Plat&Deed
47.77 feet) to a 1/2"' rebar capped Halff Assoc. Inc. found at the beginning of a
tangent curve to the right,having a radius,of 30.00 feet:
Northeasterly, along said curve,having a central angle of 88 '40'02", an are
distance of 46.43 feet(Plat&Deed 46.41 feet), and a chord that bears N 21'20'1 7"
El 41.93 feet to a 1/2" re bar capped T lff Assoc. Inc. found in the south line of
Fossil Creek Boulevard (called 120' R.O.W. per Volume 388-140, Page 40,
PIRTCT, being the most northerly northeast comer of said Lot IA. Block I and the
northwest comer of said Our Nation's Best Sports tract, and the beginning of
reverse curve to the left having a radius of 2508.1 feet-,
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THENCE along the south line of said , Creek Boulevard., the north line of said of 2
and Lot 1, Block 1, as fellows-,
Northeasterly, along said curve,having a central angle of 11'318 ,45", an arc
distance of 509.79 feet (Deed 509.82 feet), and a chord that bears N 59'50'55" E.
508.91 feet to a 1/2"' rebar capped Goodwin&Marshall set at the end of said
curve, from which a 3/8" rebar found bent bears S I VOTW) 0.2 feet:
N 54 '0l X33" El tangent to said curve, a distance of 100.00 feet to a 1/2" rebar
found at the beginning of a tangent curve to the right, having a radius of 894.99
feet';
'Northeasterly, along said curve, having a central angle of 23 ''38'31", an arc
distance of 369.3 feet(Deed 369.45 feet), and a chord that dears N 65 '50'4 " E.
3661.69 feet to the northeast corner of said Our Nation's Best Sports tract and the
northwest comer of said Tract 32, from which a 1/2" reba,r found bears N 00 '52
14211 W) 0,,2 feet, and a 1/2" rebar capped Raiff Assoc. Inc. found bears a chord of
N 83'50 '33" E. 192.53 feet(Deed chord 1. 2.4 feet),
THENCE S 00 '15242" El departing the south line of said Fossil Creek Boulevard, along
the east line of said Our Nation's Best Sports tract and the west line of said Tract 32,,non
tangent to said curve, a distance,of 932.70 feet(Deeds 932.82 feet& 932.8,5 feet) to the
POINT OF BEGINNING and containing 6 2.891 square feet or 13.8,40 acres of land.
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Loquon '
FORTWORTH
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M&C Review
Pagel of3
Official site of the City of FDrt Worth,Texas
F WORT11
CITY' COO`
UNIL AGENDA
COUNCIL ACTION: Approved on 5/21/2013
DATE', 5/21/2013 REFERENCES C-26269 LOG NAME', 17NATIONSBESTEDPA
I *
NO,,N,
CODE"" C TYPE: NOW PUBLIC NO
CONSENT HEARING:
SUBJECT.- Authorize Execution, of an Economic Development Program Agreement with Our Nation's
Best Sports:for the Construction of a New Corporate Headquarters Facility to be Located in
the, Fossil Creek Business Park Near the Intersection of Fossil Creek Boulevard and North
Beach Street (COUNCI�L DISTRICT 4)
RECOMMENDATI,ON.-
It is recommended that the City Council authorize the execution of an Economic Development
Program Agreement with Our Nation's Best Sports for the construction of a new approximately
60,000 square foot, corporate headquarters to be located, iin the Fossil Creek Business, Park near the
intersection of Fossil Creek Boulevard and North Beach Street.
DISCUSSION:
The Housing, and Economic Development Department is proposing a 10-year Economic
Development Program,Agreement with Our Nation's Best Sports (Company)�. The Company is a
purchasing cooperative composed of over 300 independent sporting goods merchandise retailers in
the United States and Canada,., Its primary activity is to act,as,an agent on behalf of its membership,
i�n order to consolidate the individual member's purchasing capacities and obtain more favorable unit
prices on sporting goods merchandise. The Company currently is looking to expand its corporate
headquarters and is considering, a site in the Fossil, Creek Business Park for construction of a new,
approximately 601,0001 square foot facility.
In return for comip�lieting this project, the City will provide 10 annual, economic,devellop�ment program
grants to Company in amounts equal to 50 percent of the City's taxes on the incremental value of the
real and business personal property investment at the site.
The Company hosts,two semi-annual shows at the Fort Worth Convention Center that generate
approximately $9,200,0100.00 in economic benefit to the City of Fort Worth on an annual basis. As a
result of the proposed relocation, the Company is considering hosting an additional show in Fort
Worth that could generate an additional $1,500,000.00 in local economic impact to the City.
Pr,oiect:
Company must expend at least$3,,250,000.00 in real property improvements at the; site by December
311 2014 and install at least$,300,0:001.00 in non-in vento�ry, non-supply, taxable personal property on
the site as of Jan u a ry 1, 2015 (as determined by the Tarrant Appr,a isa I Dii strict's official tax rolls)..
Failure to meet the minimum real property and personal property investment is a condition of default
and will result in immediate termination of the Agreement.
Utilization of Fort Worth QgManles and Fort Worth, Certified Miniority/Women-OWined Businesses
(M/WBE) (Real Property Improvements).
The Company will be required to spend a minimum in the amount of$975,0010.00 or 30 percent,
whichever is greater, of real property improvements with contractors that are Fort Worth
companies. The Company will also be required to spend a minimum in the amount of$8,1,2,500.00 or
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25 percent, whichever is greater, of real property improvements with contractors that are Fort Worth
certified M companies (with the u,nderstanidling that dollars spent with Fort Worth Certified
M/WBE companies will also count as dollars spent with Fort Worth companies).
Emploment Commitments;
The Company will be required to employ a minimum of 35 full-time employees on the property by
December 31, 2015. The Company has committed to fill the greater of 45 percent or 16 of these jobs
with Fort Worth residents and the greater of 10 percent or four of these jobs with Central City
residents, with an understanding that employment of Central City residents also counts as
employment with Fort Worth, residents.
Utilization of Fort Worth CoMpaini,es and Fort Worth Certified Minori,jy/Women-Owned Businesses,
(M/WBEIJSupply & Services
The Company will be required to spend the greater of 30 percent or$51 000.00 of annual
discretionary service and supply expenditures with Fort Worth companies. The Company wilil, also be
required to spend the greater of 25, percent or$42,500.00 of annual discretionary service and supply
expenditures with Fort Worth certified, M/WBE companies (with the understanding that dollars spent
with Fort Worth certified M/WBE companies will also count as dollars spent with Fort Worth
companies). Discretionary Supply and Service Expenditures means all expenditures by the
Company expended directly for the operation and maintenance of the Development, excluding
amounts paid for electric, gas, water and any other utility services.
Trade Shows-
"I I "=..L
The Company will be required to conduct at least two annual markets at the Fort Worth Convention
Center or another location mutually acceptable to the Company and the City. If Company fails,to
meet this cos° m,itment in any given year, the City will not be required to make an economic
development grant payment in the following year.
Citv Commitments:
All grant payments will be based on up to 50 percent of the taxes received by the City that are
attributable to the incremental increase in value of improvements on the real property and non
inventory business, personal property located on the site during the 1 o--year term of the Agireem�ent.
Except for cases,of default,, failure to meet a commitment will result in a reduction of the
correspondiing component of the grant for that year proportional to the amount the commitment was
not met as more specifically depicted in the following chart-,
Company Commitment Potent'I'all
Grant
Baal and Personal Property Investment 25 percent
Fort Worth Contractors for Real Property 2.5 percent
Improvements
Fort Worth Certified, M/WBE, Contractors for Real 2.5 percent
Property Improvements
'Overall Employment 10 percent
JErnployment of Fort Worth, Residents 1 2.5 percentJ
EEmplolyment of Central City Residents 2.5 percenT
Utilization of Fort Worth Companies for Services and 2.5 percent
Supplies
Utilization of Fort Worth MWBE Companies for 2.5 percent
Services and Supplies
JTotal l 50 percenwt
The project is located in COUNCIL DISTRICT'4.
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FISCAL INFORMATIONXERTIFICATION
The Financial Management Services, Director certifies that this act,ion will not increase the total
appropriations on City funds.
TO Funid/Account/Cent,ers FROM Fund/AccounMenters
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Suibmifted for CIS Manager's Office,,,,, Fernando Costa (6122)
Oria Latin g,Department Head.- Cynthia B. Garcia (81 7)
Addibonal Information Contacti: Ana Alvarado(2661)
Robert Sturns, (8003),
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ATTACHMENTS
NEIS Reference Map.pdf
lhttp-,//apps.cfwnet.org/councit—Packet/mc—review.asp?ID=1836 1.&councildate=5/21/2013 05/22/2013