HomeMy WebLinkAboutContract 28320 r
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STATE OF TEXAS § CITY SECRETARY
C0NTR C'o NO.
. COUNTY OF TARRANT §
TAX ABATEMENT AGREEMENT
This TAX ABATEMENT AGREEMENT (`Agreement") is entered into by and
between the CITY OF FORT WORTH, TEXAS (the "City"), a home rule municipal
corporation organized under the laws of the State of Texas and acting by and through Reid Rector,
its duly authorized Assistant City Manager, and BANK ONE, N.A. ("Owner"), a national
banking association acting by and through Roy C. Keller, Owner's duly authorized Senior Vice
President.
The City Council of the City of Fort Worth("City Council")hereby finds and the City and
Owner hereby agree that the following statements are true and correct and constitute the basis upon
which the City and Owner have entered into this Agreement:
A. On February 26, 2002, the City Council adopted Resolution No. 2811, stating that
the City elects to be eligible to participate in tax abatement and including guidelines and criteria
governing tax abatement agreements entered into between the City and various third parties,
entitled "Tax Abatement Policy Statement .for Qualifying Development Projects" (the "Policy
Statement"), which is attached hereto as Exhibit "A" and hereby made a part of this Agreement
for all purposes.
B. The Policy Statement contains appropriate guidelines and criteria governing tax
abatement agreements to be entered into by the City as contemplated by Chapter 312 of the Texas
Tax Code, as amended(the"Code").
C. On December 17, 2002, the City Council adopted Ordinance No. 15367 (the
"Ordinance") establishing Tax Abatement Reinvestment Zone No. 41, City of Fort Worth, Texas
(the"Zone").
D. Owner is in negotiations to purchase certain real property located entirely within the
Zone and that is more particularly described in Exhibit "B", attached hereto and hereby made a
part of this Agreement for all purposes(the"Land").
E. Owner or its lawful assigns plan to construct the Required Improvements, as
defined in Section 1.1 of this Agreement, on the Land for use as an administrative processing
center(the"Project") serving Owner's various banking facilities within the region.
F. On Decemberl0, 2002 Owner submitted an application for tax abatement to the
City concerning the contemplated use of the Land (the "Application"), attached hereto as Exhibit
"C"and hereby made a part of this Agreement for all purposes.
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Tax Abatement Agreement between
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G. The contemplated use of the Land, the Required Improvements, as defined in
Section 1.1, and the terms of this Agreement are consistent with encouraging development of the
Zone and generating economic development and increased employment opportunities in the City,
in accordance with the purposes for creation of the Zone, and are in compliance with the Policy
Statement, the Ordinance and other applicable laws, ordinances, rules and regulations.
H. The terms of this Agreement, and the Land and Required Improvements, satisfy the
eligibility criteria of the Policy Statement.
I. 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 Code to the presiding
officers of the governing bodies of each of the taxing units in which the Land is located.
NOW, THEREFORE, the City and Owner, for and in consideration of the terms and
conditions set forth herein, do hereby contract, covenant and agree as follows:
1. OWNER'S COVENANTS.
1.1. Real Property Improvements.
Owner shall construct, or cause to be constructed, certain improvements consisting
of an administrative processing center serving Owner's various banking facilities in the
region (i) at least 400,000 square feet in size and (ii) having a minimum Construction Cost
upon completion of$40,000,000 (collectively, the "Required Improvements"). The kind,
number and location of the Required Improvements are more particularly described in
Attachment A of Exhibit "C". Minor variations in the Required Improvements from the
description provided in the Application for Tax Abatement shall not constitute an Event of
Default, as defined in Section 4.1, provided that the conditions in the first sentence of this
Section 1.1 and the completion deadline set forth in Section 1.2 are met. For purposes of
this Agreement, "Construction Costs" shall mean site development costs, actual
construction costs, including contractor fees, the costs of supplies and materials,
engineering fees, architectural fees and other professional, development and permitting fees
expended directly in connection with the Project. The City recognizes that Owner will
request bids from various contractors in order to obtain the lowest reasonable price for the
cost of the Project. In the event that bids for the Project are below $40,000,000 for work
substantially the same as that provided in Exhibit "C" and otherwise described in this
Agreement, the City will meet with Owner to negotiate in good faith an amendment to this
Agreement so that Owner is not in default for its failure to expend at least $40,000,000 on
the Project, with the understanding that the City's staff will recommend, but cannot
guarantee, approval of such amendment by the City Council.
1.2. Completion Date of Required Improvements.
Owner intends to undertake construction of the Required Improvements in
accordance with the timeline set forth in Attachment A of Exhibit "C". Owner covenants
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Tax Abatement Agreement between
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and agrees that construction of all Required Improvements identified in Attachment A of
Exhibit "C" shall be substantially completed by December 31, 2005, unless delayed
because of Force Majeure, in which case the December 31, 2005 date shall be extended by
the number of days comprising the specific Force Majeure. For purposes of this
Agreement, "Force Majeure" shall mean an event beyond Owner's reasonable control,
including, without limitation, acts of God, fires, strikes, national disasters, wars, riots,
material or labor restrictions, and unreasonable delays by the City in issuing any permits
with respect to the Required Improvements or inspecting any of the Required
Improvements, but shall not include construction delays caused due to purely financial
matters involving Owner, such as, without limitation, delays in the obtaining of adequate
financing.
1.3. Use of Land.
Owner covenants that the Required Improvements shall be constructed and the
Land shall be used in accordance with the description of the Project set forth in Exhibit
"C". In addition, Owner covenants that throughout the Term, the Required
Improvements shall be operated and maintained for the purposes set forth in this
Agreement and in a manner that is consistent with the general purposes of encouraging
development or redevelopment of the Zone.
2. ABATEMENT AMOUNTS,TERMS AND CONDITIONS.
Provided that Owner has closed on its purchase of the Land, the City will grant to Owner
annual property tax abatements on the Land and on taxable tangible personal property located on
the Land for a period of ten (10) years, as specifically provided in this Section 2 and subject to and
in accordance with this Agreement (collectively, the "Abatement"). The actual amount of the
Abatement granted under this Agreement shall be based upon the increase in value of the Land and
the increase in value of taxable tangible personal property located on the Land over their respective
values for the 2002 tax year, which is the year in which this Agreement was entered into, and
upon attainment by Owner of certain employment, contracting and spending benchmarks set
forth in this Section 2.
2.1. Amount of Abatement in Years 1 through 5 of the Term.
Subject to Section 2.4 of this Agreement, during each the first five years of the
Term, the Abatement granted hereunder may range up to a maximum of ninety percent
(90%) of the increased value of the Land and up to a maximum of ninety percent (90%)
of the increased value of taxable tangible personal property located on the Land, and shall
be calculated as follows:
2.1.1. Abatement Based on Construction Expenditures (25%).
Owner shall receive a twenty-five percent (25%) Abatement if Owner
spends (1) at least twenty-five percent (25%) of the total actual Construction Costs
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Tax Abatement Agreement between
City of Fort Worth and Bank One,N.A.
with contractors that are Fort Worth Companies, as defined in Exhibit "A", and
(ii) at least fifteen percent (15%) of the total Construction Costs with M/WBE
certified contractors whose principal business office is located in the City ("Fort
Worth M/WBE Companies"). Terms and requirements relating to the location
and certification of a given contractor are defined and explained in Exhibit"A".
Determination of compliance with the spending requirements of this
Section 2.1.1 shall be based on spending during the period of time prior to and
including December 31, 2005. The maximum percentage of Abatement
available to Owner under this Section 2.1.1 is twenty-five percent (25%). Owner
shall not be eligible for any of the twenty-five percent (25%) Abatement under
this Section 2.1.1 unless Owner meets the minimum requirements set forth in
both subsections (i) and (ii) of the paragraph above. In other words, Owner may
not offset a deficiency in one subsection by exceeding its commitment in another
subsection. In addition, if the total Construction Costs of the Required
Improvements are less than as provided in Section 1.1 of this Agreement, not
only will Owner be ineligible to receive the twenty-five percent (25%)
Abatement under this Section 2.1.1, but an Event of Default, as defined and
addressed in Section 4, shall also occur.
2.1.2. Abatement Based on Employment Goals (35%).
Owner shall receive a thirty-five percent (35%) Abatement if during the
previous calendar year, regardless of the total number of Full-time Equivalent
Jobs offered on the Land and at Owner's Facilities in the City, (i) at least 679 or at
least thirty-five percent (35%) of all Full-time Equivalent Jobs on the Land and at
Owner's Facilities in the City, whichever number is greater, were held by
individuals residing within the corporate limits of the City (the "Base Number of
Fort Worth Jobs"), and (ii) at least 213 or at least eleven percent (11%) of all
Full-time Equivalent Jobs on the Land and at Owner's Facilities in the City,
whichever number is greater, are held by individuals residing within the Central
City (the "Base Number of Central City Jobs"). For purposes of this
Agreement, a "Facility" shall be defined as any building or other real property
owned or leased by Owner, an Affiliate of Owner, or an Affiliate of Bank One
Corp., with "Affiliate" meaning (i) any entity in which a majority of the
ownership consists of individuals, partnerships, trusts (or their individual partners
or beneficiaries) or other entities included, whether by legal title or beneficially,
in the present ownership of Owner or Bank One Corp. or (ii) any entity which has
at least a fifty-one percent (51%) ownership interest in Owner or (iii) any entity in
which Owner or Bank One Corp. has at least a fifty-one percent (51%) ownership
interest; the "Central City" shall be defined as those areas depicted in the map of
Exhibit "D", attached hereto and hereby made a part of this Agreement for all
purposes, as either the central city or a CDBG area; and a "Full-time Equivalent
Job" shall mean jobs filled for a period of not less than thirty-five (35) hours per
week or another measurement used to define full-time equivalent employment by
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Tax Abatement Agreement between
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Owner in accordance with its then-current corporate-wide personnel policies and
regulations.
Determination of compliance with the employment requirements of this
Section 2.1.2 shall be based on Owner's or an Affiliate's employment data on
August 1 of each year during the Compliance Auditing Term, as defined in Section
2.6. The maximum percentage of Abatement available to Owner under this
Section 2.1.2 is thirty-five percent (35%). Owner shall not be eligible for any of
the thirty-five percent (35%) Abatement under this Section 2.1.2 unless Owner or
an Affiliate meets the minimum requirements set forth in subsections (i) and (ii)
of the paragraph above. In other words, Owner may not offset a deficiency in one
subsection by exceeding its commitment in another subsection.
2.1.3. Abatement Based on Additional Employment Goals (Up to 20%).
Owner may receive an additional Abatement by exceeding the base
employment commitments set forth in Section 2.1.2 during the previous calendar
year, as more specifically provided by this Section 2.1.3. Determination of
compliance with the employment incentives of this Section 2.1.3 shall be based on
Owner's or an Affiliate's employment data on August 1 of each year during the
Compliance Auditing Term, as defined in Section 2.6. For purposes of this Section
2.1.3, fractional calculations of one-half percent (0.5%) or greater shall be rounded
up; fractional calculations of less than one-half percent (0.5%) shall be rounded
down.
2.1.3.1. City Residents.
Subject to the aggregate cap set forth in Section 2.1.3.3, Owner
shall receive an additional one percent (1%) Abatement for each one
percent (1%) interval that Owner or an Affiliate exceeds the Base Number
of Fort Worth Jobs, as set forth in Section 2.1.2. In other words, by way
of example only, if during the previous calendar year forty percent (40%)
of all Full-time Equivalent Jobs on the Land and at Owner's Banking
Facilities in the City were held by individuals residing within the
corporate limits of the City, and that number exceeded 679, Owner would
receive an additional five percent (5%) Abatement.
2.1.3.2. Central City Residents.
Subject to the aggregate cap set forth in Section 2.1.3.3, Owner
shall receive an additional one percent (1%) Abatement for each one
percent (1%) interval that Owner or an Affiliate exceeds Base Number of
Central City Jobs, as set forth in Section 2.1.2. In other words, by way of
example only, if during the previous calendar year fifteen percent (15%)
of all Full-time Equivalent Jobs on the Land and at Owner's Banking
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Tax Abatement Agreement between
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Facilities in the City were held by individuals residing within the Central
City, Owner would receive an additional four percent (4%) Abatement.
2.1.3.3. Additional Abatement Cap.
In no event shall Owner be entitled to more than an aggregate
twenty percent (20%) additional Abatement under this Section 2.1.3. This
cap applies to Sections 2.1.3.1 and 2.1.3.2 together, not separately.
2.1.4. Abatement Based on Supply and Service Expenditures with
Fort Worth Companies (5%).
Owner shall receive a five percent (5%) Abatement if during the previous
calendar year Owner or Bank One Building Corporation, an Affiliate of Owner,
spent at least $32,000 in local discretionary funds for supplies and services
provided by Fort Worth Companies directly in connection with Owner's operation
of the Required Improvements. Determination of compliance with the
requirements of this Section 2.1.4 for local discretionary spending for supply and
service contracts shall be based on spending for an entire calendar year.
2.1.5. Abatement Based on Supply and Service Expenditures with
Fort Worth M/WBE Companies (5%).
Owner shall receive a five percent (5%) Abatement if during the previous
calendar year Owner or Bank One Building Corporation, an Affiliate of Owner,
spent at least $32,000 in local discretionary funds for supplies and services
provided by Fort Worth M/WBE Companies directly in connection with Owner's
operation of the Required Improvements. Determination of compliance with the
requirements of this Section 2.1.5 for local discretionary spending for supply and
service contracts shall be based on spending for an entire calendar year.
2.2. Amount of Abatement in Years 6 through 10 of the Term.
Subject to Section 2.4 of this Agreement, during each of the latter five (5) years of
the Term, the Abatement granted hereunder may range up to a maximum of ninety
percent (90%) of the increased value of the Land and up to a maximum of ninety percent
(90%) of the increased value of taxable tangible personal property located on the Land,
and shall be calculated as follows:
2.2.1. Abatement Based on Employment Goals (35%).
Owner shall receive a thirty-five percent (35%) Abatement if during the
previous calendar year, of the total number of Full-time Equivalent Jobs offered
on the Land and at Owner's Facilities in the City, (i) there are at least the Base
Number of Fort Worth Jobs (the greater of 679 or 35% of the total, as previously
defined in Section 2.1.2) and (ii) there are at least the Base Number of Central
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Tax Abatement Agreement between
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City Jobs (the greater of 213 or 11% of the total, as previously defined in Section
2.1.2).
Determination of compliance with the employment requirements of this
Section 2.2.1 shall be based on Owner's employment data on August 1 of each year
during the Compliance Auditing Term, as defined in Section 2.6. The maximum
percentage of Abatement available to Owner under this Section 2.2.1 is thirty-five
percent (35%). Owner shall not be eligible for any of the thirty-five percent
(35%) Abatement under this Section 2.2.1 unless Owner meets the minimum
requirements set forth in subsections (i) and (ii) of the paragraph above. In other
words, Owner may not offset a deficiency in one subsection by exceeding its
commitment in another subsection.
2.2.2. Abatement Based on Additional Employment Goals (Up to 45%).
Owner may receive an additional Abatement by exceeding the base
employment commitments set forth in Section 2.2.1 during the previous calendar
year, as more specifically provided by this Section 2.2.2. Determination of
compliance with the employment incentives of this Section 2.2.2 shall be based on
Owner's employment data on August 1 of each year during the Compliance
Auditing Term, as defined in Section 2.6. For purposes of this Section 2.2.2,
fractional calculations of one-half percent (0.5%) or greater shall be rounded up;
fractional calculations of less than one-half percent (0.5%) shall be rounded down.
2.2.2.1. City Residents.
Subject to the aggregate cap set forth in Section 2.2.2.3, Owner
shall receive an additional one percent (1%) Abatement for each one
percent (1%) interval that Owner exceeds the Base Number of Fort Worth
Jobs, as set forth in Section 2.2.1 and defined in Section 2.1.2. In other
words, by way of example only, if during the previous calendar year forty
percent (40%) of all Full-time Equivalent Jobs on the Land and at Owner's
Banking Facilities in the City were held by individuals residing within the
corporate limits of the City, and that number exceeded 679, Owner would
receive an additional five percent (5%) Abatement.
2.2.2.2. Central City Residents.
Subject to the aggregate cap set forth in Section 2.2.2.3, Owner
shall receive an additional one percent (1%) Abatement for each one
percent (1%) interval that Owner exceeds Base Number of Central City
Jobs, as set forth in Section 2.2.1 and defined in Section 2.1.2. In other
words, by way of example only, if during the previous calendar year
fifteen percent (15%) of all Full-time Equivalent Jobs on the Land and at
Owner's Banking Facilities in the City were held by individuals residing
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Tax Abatement Agreement between
City of Fort Worth and Bank One,N.A.
within the Central City, Owner would receive an additional four percent
(4%) Abatement.
2.2.2.3. Additional Abatement Cap.
In no event shall Owner be entitled to more than an aggregate
forty-five percent (45%) additional Abatement under this Section 2.2.2.
This cap applies to Sections 2.2.2.1 and 2.2.2.2 together, not separately.
2.2.4. Abatement Based on Supply and Service Expenditures with
Fort Worth Companies (5%).
Owner shall receive a five percent (5%) Abatement if during the previous
calendar year Owner or Bank One Building Corporation, an Affiliate of Owner
spent at least $32,000 in local discretionary funds for supplies and services
provided by Fort Worth Companies directly in connection with Owner's operation
of the Required Improvements. Determination of compliance with the
requirements of this Section 2.2.4 for local discretionary spending for supply and
service contracts shall be based on spending for an entire calendar year.
2.2.5. Abatement Based on Supply and Service Expenditures with
Fort Worth M/WBE Companies (5%).
Owner shall receive a five percent (5%) Abatement if during the previous
calendar year Owner or Bank One Building Corporation, an Affiliate of Owner
spent at least $32,000 in local discretionary funds for supplies and services
provided by Fort Worth M/WBE Companies directly in connection with Owner's
operation of the Required Improvements. Determination of compliance with the
requirements of this Section 2.2.5 for local discretionary spending for supply and
service contracts shall be based on spending for an entire calendar year.
2.3. Effect of Failure to Meet Section 2.1 and Section 2.2 Goals.
Unless specifically identified as an Event of Default, the failure to meet any or all
of the numerical commitments or percentages, as the case may be, for Construction Costs,
employment and supply and service vendor contract spending, as set forth for the first five
(5) years of the Term in Sections 2.1.1, 2.1.2, 2.1.3, 2.1.4, 2.1.5 and for the latter five (5)
years of the Term in Sections 2.2.1, 2.2.2, 2.2.3, 2.2.4 and 2.2.5, shall result only in the
reduction of the percentage of Abatement available to Owner for a given year or a failure to
earn an additional percentage of Abatement, and shall not constitute an Event of Default as
defined in Section 4.1 of this Agreement or trigger the cure periods and remedies set forth
in that Section 4.
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Tax Abatement Agreement between
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2.4. Abatement Limitation.
Notwithstanding anything that may be interpreted to the contrary in this Agreement,
Owner's Abatement in any given year shall be based (i) on the increase in the real property
value of the Land, including the Required Improvements, since the 2002 tax year, up to a
maximum of ninety percent (90%) of$60,000,000 and (ii) on the increase in the value of
taxable tangible personal property located on the Land since the 2002 tax year, up to a
maximum of ninety percent (90%) of$15,000,000. In other words, with regard to the real
property tax Abatement on the Land, in any year in which the value of the Land, including
the Required Improvements, exceeds (i) the value of the Land in the 2002 tax year plus (ii)
$60,000,000, Owner's real property tax Abatement for that tax year shall be capped and
calculated as if the increase in the value of the Land since the 2002 tax year had only been
$60,000,000. For example, and as an example only, if the value of the Land in the sixth
year of the Compliance Auditing Term is $75,000,000 over the value of the Land in
the2002 tax year, Owner would receive a maximum real property tax Abatement of ninety
percent (90%) of$60,000,000 in the sixth year of the Term. Along the same lines, if the
value of the taxable tangible personal property located on the Land in the sixth year of the
Term is $25,000,000 over the value of that property in the 2002 tax year, Owner would
receive a maximum personal property tax Abatement of ninety percent (90%) of
$15,000,000 in the sixth year of the Term.
2.5. Protests Over Appraisals or Assessments.
Owner shall have the right to protest and contest any or all appraisals or
assessments of the Land and/or improvements or taxable tangible personal property
thereon.
2.6. Terms.
January 1 of the year following the year in which a final certificate of occupancy is
issued for the Required Improvements will constitute the start of auditing for compliance of
this Agreement ("Compliance Auditing Term"). Taxes will not be abated during the first
year of the Compliance Auditing Term. The term of the Abatement benefit (the "Term")
shall begin on January 1 of the year following the year that the Compliance Auditing Term
begins (the "Abatement Beginning Date"). Unless sooner terminated as herein provided,
the Term and the Compliance Auditing Term shall end on the December 31 st immediately
preceding their respective tenth (10th) anniversaries. Information for the last Compliance
Auditing Term shall be submitted as indicated in Section 3.3.
2.7. Abatement Application Fee.
The City acknowledges receipt from Owner of the required Application fee of one
percent (1%) of Project's estimated cost, not to exceed $15,000. If Owner diligently begins
or causes to begin construction of the Required Improvements on the Land within one (1)
year from the date of the Application (whether or not Owner actually receives any
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Tax Abatement Agreement between
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Abatement), this Application fee shall be creditable 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.
3. RECORDS, AUDITS AND EVALUATION OF PROJECT.
3.1. Inspection of Property.
Between the execution date of this Agreement and the last day of the Term, at any
time during normal office hours throughout the Term and the year following the Term and
following reasonable notice to Owner, the City shall have and Owner shall provide access
to the Land and any improvements thereon in order for the City to inspect the Land and
evaluate the Required Improvements to ensure compliance with the terms and conditions of
this Agreement. Owner shall cooperate fully with the City during any such inspection
and/or evaluation. Notwithstanding the foregoing, any representative of the City must be
escorted by Owner's security personnel and no such inspection shall unreasonably interfere
with Owner's operations.
3.2. Audits.
The City shall have the right to audit the financial and business records of Owner
that relate to the Project and Abatement terms and conditions (collectively, the
"Records") at any time during the Compliance Auditing Term in order to determine
compliance with this Agreement and to calculate the correct percentage of Abatement
available to Owner. Owner shall make all Records available to the City on the Land or at
another location in the City following reasonable advance notice by the City and shall
otherwise cooperate fully with the City during any audit.
3.3. Provision of Information.
On or before February 1 following the end every year during the Compliance
Auditing Term, Owner shall provide information and documentation for the previous year
that addresses Owner's compliance with each of the terms and conditions of this
Agreement for that calendar year. This information shall include, but not be limited to, the
following:
3.3.1. The total number of employees holding Full-time Equivalent Jobs and who
worked on the Land and in Owner's Banking Facilities in the City, the number of
such employees who resided within the corporate limits of the City and the number
of such employees who resided in Central City areas, all as of August 1 of the
preceding calendar year, together with reasonable documentation regarding the
residency of such employees; and
3.3.2. The number and dollar amounts of all construction contracts and
Subcontracts awarded on the Project, specifying the number and dollar amounts
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Tax Abatement Agreement between
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spent with contractors that are Fort Worth Companies, as defined in Exhibit "A",
and with contractors that are Fort Worth M/WBE Companies, as defined in Section
2.1.1; and
3.3.3. The gross dollars and supporting details showing the amounts spent by
Owner on local discretionary supply and service contracts, specifying the number
and dollar amounts spent with vendors that are Fort Worth Companies, as defined
in Exhibit "A", and with vendors that are Fort Worth M/WBE Companies, as
defined in Section 2.1.1.
Owner shall supply any additional information requested by the City that is
pertinent to the City's evaluation of Owner's compliance with each of the terms and
conditions of this Agreement. Failure to provide all information required by this Section
3.3 shall constitute an Event of Default, as defined in Section 4.1. All of the foregoing
shall be subject to applicable federal and state privacy laws and regulations.
3.4. Determination of Compliance.
On or before August 1 of each year during the Compliance Auditing Term, the City
shall make a decision and rule on the actual annual percentage of Abatement available to
Owner for the following year of the Term based on the City's audit of the Records and any
inspections of the Land and/or the Required Improvements and shall notify Owner in
writing of such decision and ruling. If Owner reasonably disagrees with the City's decision
and ruling, Owner shall notify the City in writing within fourteen (14) calendar days of
receipt. In this event, Owner, at Owner's sole cost and expense, may request an
independent third party who is reasonably acceptable to the City to verify the findings of
the City within not more than thirty(30) calendar days following receipt of Owner's notice
to the City, and if any discrepancies are found, the City, Owner and the independent third
party shall cooperate with one another to resolve the discrepancy. If resolution cannot be
achieved, the matter may be taken to the City Council for consideration in an open public
meeting at which both City staff and Owner's representatives will be given an opportunity
to comment. The ruling and determination by the City Council shall be final.
The actual percentage of the Abatement granted for a given year of the Term is
therefore based upon Owner's compliance with the terms and conditions of this Agreement
during the previous year of the Compliance Auditing Term. Notwithstanding the
foregoing, if the City makes a decision and ruling that Owner is entitled to the twenty-five
percent (25%) Abatement available pursuant to Section 2.1.1, Owner shall be entitled to the
benefits of such twenty-five percent (25%) Abatement each year of the first five (5) years
of the Term without the necessity of providing any additional information and
documentation or obtaining any additional decision or ruling from the City.
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Tax Abatement Agreement between
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4. EVENTS OF DEFAULT.
4.1. Defined.
Owner shall be in default of this Agreement if(i) any of the covenants set forth in
Section 1 of this Agreement are not met; or (ii) ad valorem real property taxes with respect
to the Land or the Project, or its ad valorem taxes with respect to the tangible personal
property located on the Land, become delinquent and Owner does not 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) subject to Section 2.3 of this Agreement, Owner
breaches any of the other terms or conditions of this Agreement (collectively, each an
"Event of Default").
4.2. Notice to Cure.
Subject to Section 5, if the City determines that an Event of Default has occurred,
the City shall provide a written notice to Owner that describes the nature of the Event of
Default. Owner shall have ninety(90) calendar days from the date of receipt of this written
notice to fully cure or have cured the Event of Default. If Owner reasonably believes that
Owner will require additional time to cure the Event of Default, Owner shall promptly
notify the City in writing, in which case (i) after advising the City Council in an open
meeting of Owner's efforts and intent to cure, Owner shall have one hundred eighty (180)
calendar days from the original date of receipt of the written notice, or (ii) if Owner
reasonably believes that Owner will require more than one hundred eighty (180) days to
cure the Event of Default, after advising the City Council in an open meeting of Owner's
efforts and intent to cure, such additional time, if any, as may be offered by the City
Council in its sole discretion.
4.3. Termination for Event of Default and Payment of Liquidated Damages.
If an Event of Default has not been cured within the time frame specifically allowed
under Section 4.2, the City shall have the right to terminate this Agreement immediately.
Owner acknowledges and agrees that an uncured Event of Default will (i) harm the City's
economic development and redevelopment efforts on the Land and in the vicinity of the
Land; (ii) require unplanned and expensive additional administrative oversight and
involvement by the City; and (iii) otherwise harm the City, and Owner agrees that the
amounts of actual damages therefrom are speculative in nature and will be difficult or
impossible to ascertain. Therefore, upon termination of this Agreement for any Event of
Default, Owner shall pay the City, as liquidated damages, all taxes that were abated in
accordance with this Agreement for each year when an Event of Default existed and which
otherwise would have been paid to the City in the absence of this Agreement. The City and
Owner agree that this amount is a reasonable approximation of actual damages that the City
will incur as a result of an uncured Event of Default and that this Section 4.3 is intended to
provide the City with compensation for actual damages and is not a penalty. This amount
may be recovered by the City through adjustments made to Owner's ad valorem property
Page 12
Tax Abatement Agreement between
City of Fort Worth and Bank One,N.A.
tax appraisal by the appraisal district that has jurisdiction over the Land and over any
taxable tangible personal property located thereon. Otherwise, this amount shall be due,
owing and paid to the City within sixty (60) days following the effective date of
termination of this Agreement. In the event that all or any portion of this amount is not
paid to the City within sixty (60) days following the effective date of termination of this
Agreement, Owner shall also be liable for all penalties and interest on any outstanding
amount at the statutory rate for delinquent taxes, as determined by the Code at the time of
the payment of such penalties and interest (currently, Section 33.01 of the Code).
4.4. Termination at Will.
If the City and Owner mutually determine that the development or use of the Land
or the anticipated Required Improvements are no longer appropriate or feasible, or that a
higher or better use is preferable, the City and Owner may terminate this Agreement in a
written format that is signed by both parties. In this event, (i) if the Term has commenced,
the Term shall expire as of the effective date of the termination of this Agreement; (ii) there
shall be no recapture of any taxes previously abated; and (iii) neither party shall have any
further rights or obligations hereunder.
5. EFFECT OF SALE OFLAND AND/OR REQUIRED IMPROVEMENTS.
The Abatement granted hereunder shall vest only in Owner and cannot be assigned to a
new owner of all or any portion of the Land and/or Required Improvements and/or tangible
personal property on the Land without the prior consent of the City Council, which consent shall
not be unreasonably withheld provided that (i) the City Council finds that the proposed assignee is
financially capable of meeting the terms and conditions of this Agreement and (ii) the proposed
assignee agrees in writing to assume all terms and conditions of Owner under this Agreement.
Owner may not otherwise assign, lease or convey any of its rights under this Agreement. Any
attempted assignment without the City Council's prior consent shall constitute grounds for
termination of this Agreement and the Abatement granted hereunder following ten (10) calendar
days of receipt of written notice from the City to Owner. Notwithstanding the foregoing, Owner
may assign the Abatement granted hereunder to an Affiliate of Owner or Bank One Corp. provided
that (i) Owner first notifies the City in writing of such intent and (ii) the proposed assignee agrees
in writing to assume all terms and conditions of Owner under this Agreement. A merger or
consolidation involving Owner or an Affiliate shall not constitute an assignment under this
Agreement and the surviving entity shall be entitled to the Abatement provided hereunder.
6. NOTICES.
All written notices called for or required by this Agreement shall be addressed to the
following, or such other party or address as either party designates in writing, by certified mail,
postage prepaid, or by hand delivery:
Page 13
Tax Abatement Agreement between
City of Fort Worth and Bank One, N.A.
x
City: Owner:
City of Fort Worth Bank One, N.A.
Attn: City Manager Attn: Tom Hennessey
1000 Throckmorton 1111 Polaris Parkway
Fort Worth, TX 76102 Law Department
Suite P4
Columbus, OH 43240
with copies to: with copies to:
the City Attorney and Roy C. Keller
Economic/Community Development Senior Vice President
Director at the same address Bank One, N.A.
One Bank One Plaza
Mail Suite IL 1-0522
Chicago, IL 60670
and
Dee S. Finley, Jr.
Harris,Finley&Bogle, P.C.
777 Main St., Suite 3600
Fort Worth, TX 76102
7. MISCELLANEOUS.
7.1. Bonds.
The Required Improvements will not be financed by tax increment bonds. This
Agreement is subject to rights of holders of outstanding bonds of the City.
7.2. Conflicts of Interest.
Neither the Land 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 or any member of the governing body of any taxing units in the Zone.
7.3. Conflicts Between Documents.
In the event of any conflict between the City's zoning ordinances, or other City
ordinances or regulations, and this Agreement, such ordinances or regulations shall control.
In the event of any conflict between the body of this Agreement and Exhibit "C", the body
of this Agreement shall control.
Page 14
Tax Abatement Agreement between
City of Fort Worth and Bank One,N.A.
e
7.4. Future Application.
A portion or all of the Land 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 shall not be construed as evidence that such exemptions do not
apply to the Land and/or Required Improvements.
7.5. City Council Authorization.
This Agreement was authorized by the City Council through approval Mayor and
Council Communication No. C-13834 on December 17, 2002, which, among other things,
authorized the City Manager to execute this Agreement on behalf of the City.
7.6. 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 an Event of Default exists, the nature of the Event of Default and curative
action taken and/or necessary to effect a cure), the remaining term of this Agreement, the
levels and remaining term of the Abatement in effect, and such other matters reasonably
requested by the party or parties to receive the certificates.
7.7. Owner Standing.
Owner shall be deemed a proper and necessary party in any litigation questioning or
challenging the validity of this Agreement or any of the underlying laws, ordinances,
resolutions or City Council actions authorizing this Agreement, and Owner shall be entitled
to intervene in any such litigation.
7.8. Venue and Jurisdiction.
This Agreement shall be construed in accordance with the laws of the State of
Texas and applicable ordinances, rules, regulations or policies of the City. Venue for any
action under this Agreement shall lie in the State District Court of Tarrant County, Texas.
This Agreement is performable in Tarrant County, Texas.
7.9. Recordation.
A certified copy of this Agreement in recordable form shall be recorded in the Deed
Records of Tarrant County, Texas.
Page 15
Tax Abatement Agreement between
City of Fort Worth and Bank One,N.A.
7.10. Severability.
If any provision of this Agreement is held to be invalid, illegal or unenforceable,
the validity, legality and enforceability of the remaining provisions shall not in any way
be affected or impaired.
7.11. Headings Not Controlling.
Headings and titles used in this Agreement are for reference purposes only and
shall not be deemed a part of this Agreement.
7.12. Entirety of Agreement.
This Agreement, including any exhibits attached hereto and any documents
incorporated herein by reference, contains the entire understanding and agreement
between the City and Owner, their assigns and successors in interest, as to the matters
contained herein. Any prior or contemporaneous oral or written agreement is hereby
declared null and void to the extent in conflict with any provision of this Agreement.
This Agreement shall not be amended unless executed in writing by both parties and
approved by the City Council. This Agreement may be executed in multiple
counterparts, each of which shall be considered an original, but all of which shall
constitute one instrument.
7.13. Amendment.
This Agreement may be amended only by the written agreement of the City and
Owner.
IN WITNESS WHEREOF, the undersigned have caused this Agreement to be executed
as of the later date below:
[SIGNATURES IMMEDIATELY FOLLOW ON NEXT TWO PAGES]
Page 16
Tax Abatement Agreement between
City of Fort Worth and Bank One,N.A.
u y
IN WITNESS WHEREOF, the undersigned have caused this Agreement to be executed
as of the later date below:
CITY OF FORT WORTH: BANK , N.A.:
By: / 1�1-G�� kll/t/t r By:
Reid Rector Name. / py e. I(eil e re
Assistant City Manager Title: .tcJAX
ATTES . ATTEST:
Wry
By: ' �/1' By:
QC ty Secret
APPROVED AS TO FORM AND LEGALITY:
B y: zi���
Peter Vaky
Assistant City Attorney
M & C: C -/9`/ 04 12-17-02.
k
Tax Abatement Agreement between
City of Fort Worth and Bank One, N.A.
STATE OF TEXAS §
COUNTY OF TARRANT §
BEFORE ME, the undersigned authority, on this day personally appeared Reid Rector,
Assistant City Manager of the CITY OF FORT WORTH, a municipal corporation organized
under the laws of the State of Texas, 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
CITY OF FORT WORTH, 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 CITY OF FORT WORTH for the purposes and consideration therein expressed and in the
capacity therein stated.
GIVEN UNDER MY HAND AND SEAL OF OFFICE this 3-67a—day of
2002.
AGE � e•. ROSELLA BARNES
Notary Public in and for * *: NOTARY PUBLIC
the State of Texas t�„tfP; state of Texas
Comm.Exp.03-31-2005
Notary's Printed Name
STATE OF TEXAS §
COUNTY OF TARRANT §
BEFORE ME, the undersigned authority, on this day personally appeared Roy C. Keller,
Senior Vice President of BANK ONE, N.A., known to me to be the person whose name is
subscribed to the foregoing instrument, and acknowledged to me that s/he executed the same for
the purposes and consideration therein expressed, in the capacity therein stated and as the act and
deed of BANK ONE, N.A.
GIVEN UNDER MY HAND AND SEAL OF OFFICE this f D day
of
n P -P r 2002.
IV \
Notary Public ciin_and for
the State of e%(o S
MARIE MARTINEZ
Notary's Printed Name 'Ok '= COMMISSION EXPIRES
} :; �" September 26,2005
9f
City of
� FORT WORTH �
Tax Abatement Policy
EXHIBIT "A"
CITY OF FORT WORTH
TAX ABATEMENT POLICY
Effective March 1,2002 through February 29,2004
I. GENERAL PURPOSE AND OBJECTIVES
Certain types of investment result in the creation of new jobs, new income and provide for positive
economic growth and Central 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 in 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 Central City
residents.
II. 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 begun after the
execution of the tax abatement agreement. Eligible properties must be located in a reinvestment zone.
"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.
Page 1 of 7
"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 located within the city limits of Fort
Worth.
"Minority or Woman-owned Business Enterprise (MWBE)" is a minority or woman-owned business that
has received certification as either a Minority Business Enterprise (MBE) or Woman-owned Business
Enterprise (WBE) by either the North Central Texas Regional Certification Agency (NCTRCA) 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,
and/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.
"Central City" is the area in Fort Worth that is within Interstate Loop 820 consisting of: all Community
Development Block Grant (CDBG) eligible census block groups, and all State-designated enterprise
zones, and all census block groups that are contiguous by 75 percent or more of their perimeter to CDBG-
eligible block groups or enterprise zones. (see Map "A")
III. ELIGIBILITY CRITERIA
A. RESIDENTIAL PROJECT ELIGIBILITY
A residential development project is eligible for property tax abatement if:
1. The project is located in any of the following census tracts: 1002.02, 1010, 1011,
1016, 1017, 1018, 1019 (partial), 1025, 1028 (partial), 1029, 1030, 1031, 1033,
1035, 1036.01, 1037.01, 1038, 1040, 1041 (partial) (see Map `B"); 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 existing improvements).
Page 2 of 7
B. COMMERCIAL/INDUSTRIAL 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 will have a minimum capital investment of $10 million
and commits to hire an agreed upon percentage of residents from the Central
City and any CDBG-eligible census tract outside the Central City (as
identified on Map "A") for full time employment.; OR
b. Is located in the Central City (as identified on Map "A") or property
immediately adjacent to the major thoroughfares which serve as boundaries
to any of the Central City and any CDBG-eligible census tract outside the
Central City and commits to hire an agreed upon percentage of residents
from the Central City and any CDBG-eligible census tract outside the
Central City (as identified on Map "A") for full time employment; OR
C. Is located outside of the Central City, has a minimum capital investment of
less than $10 million, and commits to hire an agreed upon percentage of
residents from the Central City and any CDBG-eligible census tract outside
the Central City (as identified on Map "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 must:
a. Upon completion have a minimum capital investment of$10 million; OR
b. Result in increased employment for which the business commits to hire and
retain an agreed upon percentage of residents from the Central City and any
CDBG-eligible census tract outside the Central City (as identified on Map
"A") for new, full time positions; AND
C. 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.
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.
Page 3 of 7
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 100% 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 the Central City and
any CDBG-eligible census tract outside the Central City (as identified on Map "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 Woman-owned Business Enterprises (MWBEs) 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 on
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 Economic and
Community Development Department.
F. An application fee must accompany the application. The fee is calculated at the lesser of-
(i) I% 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.
Page 4 of 7
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 and Community Development Department 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"Central City"residents.
4. Percent of construction contracts committed to:
a. Fort Worth based firms, and
b. Minority and Woman-owned Business Enterprises (MWBEs).
5. Percent of supply and service contract expenses committed to:
a. Fort Worth based firms, and
b. Minority and Woman-owned Business Enterprises (MWBEs).
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 and Community Development
Department may present the application to the City Council's Economic Development
Committee.
Page 5 of 7
C. Consideration by Council Committee
Should the Economic and Community Development Department present the application to
the City Council's Economic Development 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: (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.
VI. 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.
VII. INSPECTION AND FINANCIAL VERIFICATION
The terms of the agreement shall include the 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.
Page 6 of 7
VIII. 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 reported to all affected taxing units.
On or before February V 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. Any sale, assignment or lease of the property which is not permitted in the
tax abatement agreement results in cancellation of the agreement and recapture of any taxes abated
after the date on which an unspecified assignment occurred.
Page 7 of 7
For additional information about this Tax Abatement Policy, contact the City of Fort Worth's Economic
Development Office using the information below:
City of Fort Worth
Economic& Community Development Department
1000 Throckmorton Street
Fort Worth, Texas 76102
(817) 871-6103
http://fortworthgov.org/ecodev/
FORTWORTH,
Page 8 of 8
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EXHIBIT B TO TAX ABATEMENT AGREEMENT
BETWEEN
THE CITY OF FORT WORTH AND BANK ONE,NA
Legal Description of Land:
Being part of Lot 3,Block 205 of AREA 2, SECTION 4, CENTREPORT, an Addition to the City of Fort
Worth,Texas, according to the Map thereof recorded in Cabinet A, Slide 5898,Plat Records of Tarrant
County,Texas, and being more particularly described on Exhibit A attached hereto and made a part hereof
for all purposes.
Being a 21.77 acre tract of land situated in the Lorenzo D. Burnett Survey,Abstract No. 177,Tarrant
County,Texas,being a portion of Lot 3,Block 205,Area 2, Section 4, Centreport, an addition to the city of
Fort Worth,Texas as recorded in Cabinet A, slide 5898,Plat Records,Tarrant County,Texas. Said 21.77-
acre tract of land being more particularly described by metes and bounds as follows:
BEGINNING at a found 1/z in iron road in the south right-of-way line of South Frye Road(a 60 foot
R.O.W), said point being the northwest corner of Lot 4,Block 205, conveyed by deed to Dallas/WP
Limited Partnership, as recorded in Volume 14295,Page 0123,Deed Records,Tarrant County,Texas,and
the northeast corner of said Lot 3, Block 205,Area 2, Section 4,Centreport;
THENCE South 00 degrees 35 minutes 59 seconds West, leaving said south right-of-way line, and
following along the west line of said Lot 4 and the east line of said Lot 3,being a common line, for a
distance of 821.82 to a found 5/8 inch iron rod for corner,said point being in the north line of a tract of land
conveyed by deed to the city of Fort Worth and City of Dallas, as recorded in Volume 7726,Page 1848,
Deed Records,Tarrant County,Texas;
THENCE North 88 degrees 52 minutes 40 seconds West, leaving said common line, and following along
said north line of City of Fort Worth and Dallas tract and the south line of said Lot 3,being a common line,
for a distance of 1176.82 feet to a found %z inch iron rod for corner, said to point being the southeast corner
of Block 203AR,Area 2, Section 2,Centreport, as recorded in Volume 388/158,Page 69,Deed Records,.
Tarrant County,Texas;
THENCE North 00 degrees 12 minutes 14 seconds West, leaving said common line, and following along
the east line of said block 203AR and the west line of said Lot 3,being a common line,for a distance of
791.67 feet to a set'/z inch iron rod for corner, said point being the southwest corner of Centreport Trinity,
Ltd.,as recorded in Volume 14630,page 370,Deed Records,Tarrant County,Texas;
THENCE South 88 degrees 51 minutes 37 seconds East, leaving said common line, and following along
the south line of said Centreport Trinity, Ltd., for a distance of 669.86 feet to a set%z inch iron rod for
corner;
THENCE North 37 degrees 16 minutes 47 seconds East, for a distance of 84.59 feet to a set '/z inch iron rod
for corner, said point being in the south line of Lots 1 and 2,block 205,Area 2, Section 4,Centreport, as
recorded in Cabinet A, Slide 4457,Plat Records,Tarrant County, Texas and the north line of said Lot 3,
and being in the west right-of-way of Buckingham Road(a variable width R.O.W. at this point) and being
the point of curvature of a non-tangent curve to the left, having a delta of 121 degrees 54 minutes 07
seconds, a radius of 75.00 and a chord bearing and distance of South 64 degrees 05 minutes 03 seconds
East, 131.13 feet;
THENCE southeasterly, along said west right-of-way line and the arc of said non-tangent curve to the left,
for a distance of 159.57 feet to a set %z inch iron rod for corner, said point being in said south of right-of-
way line of South Frye road( a variable width R.O.W. at this point) and being the point of curvature of a
reverse curve to the right, having a delta of 35 degrees 38 minutes 04 seconds, a radius of 75,00 feet and a
chord bearing and distance of North 72 degrees 46 minutes 56 seconds East,45.90;
9b943v1 Exhibit B to Tax Abatement Application
THENCE northeasterly, along said south right-of-way line and the arc of said reverse curve to the right,for
a distance of 46.65 feet to a set '/�inch iron rod for corner(a 60 foot R.O.W at this point);
THENCE South 89 degrees 24 minutes 02 seconds East, continuing along said south right-of-way line,for
a distance of 305.28 feet to the POINT OF BEGINNING and CONTAINING 948,489 square feet or 21.77
acres of land, more or less. Being a 21.77 acre tract of land situated in the Lorenzo D.Burnett Survey,
Abstract No. 177,Tarrant County,Texas,being a portion of Lot 3,Block 205,Area 2 Section 4,
Centreport, an addition to the City of Fort Worth,Texas. Said 21.77 acre tract of land being more
particularly described by metes and bounds as follows.
BEGINNING at a found 1/2 in iron road in the south right-of-way line of South Frye Road(a 60 foot
R.O.W),said point being the northwest corner of Lot 4, Block 205, conveyed by deed to Dallas WP
Limited Partnership, as recorded in Volume 14295,Page 0123,Deed Records,Tarrant County,Texas,and
the northeast corner of said Lot 3,Block 205,Area 2, Section 4, Centreport;
THENCE South 00 degrees 35 minutes 59 seconds West, leaving said south right-of-way line, and the
following along the west line of said Lot 4 and the east line of said Lot 3,being a common line, for a
distance of 821.82 to a found 5/8 inch iron rod for corner, said point being in the north line of a tract of land
conveyed by deed to the City of Fort Worth and City of Dallas, as recorded in Volume 7726,Page 1848,
deed Records,Tarrant County,Texas;
THENCE North 88 degrees 52 minutes 40 seconds West, leaving said common line, and following along
said north line of City of Fort Worth and Dallas tract and south line of said Lot 3,being a common line, for
a distance of 1176.82 feet to a found '/�inch iron rod for comer, said point being the southeast comer of
block203 AR,Area 2 Section2, Centreport as recorded in Volume 388/158,page 69,Deed records,Tarrant
County,Texas;
THENCE North 00 degrees 12 minutes 14 seconds West, leaving said common line, and following along
the east line of said Block 203AR and the west line of said Lot 3,being a common line, for a distance of
791.67 feet to a set '/Z inch iron rod for a corner, said point being the southwest corner of southwest corner
of Centreport Trinity, ltd., as recorded in Volume 14630,Page 370,Deed Records,Tarrant County,Texas;
THENCE South 88 degrees 51 minutes 37 seconds East, leaving said common line, and following along
the south line of said Centreport Trinity, ltd., for a distance of 669.86 feet to a set'/2 inch iron rod for a
corner;
THENCE North 37 degrees 16 minutes 47 seconds East,for a distance of 84.59 feet to a set 1/2 inch iron rod
for corner, said point being in the south line of Lots 1 and 2,Block 205,Area 2, Section 4, Centreport,as
recorded in Cabinet A,slide 4457,Plat records,Tarrant County,Texas, and the north line of said Lot 3, and
being in the west right-of-way line of Buckingham Road(a variable width R.O.W at this point) and being
the point of curvature of a non-tangent curve to the left,having a delta of 121 degrees 54 minutes 07
seconds, a radius of 75.00 feet and a chord bearing and distance of South 64 degrees 05 minutes 03 seconds
East, 131.13 feet;
THENCE southeasterly, along said west right-of-way line and the arc of said non tangent curve to the left,
for a distance of 159.57 feet to a set '/2 inch iron rod for corner, said point being in said south right-of-way
line of South Frye Road(a variable width R.O.W. at this point) and being the point of curvature of a
reverse curve to the right, having a delta of 35 degrees 38 minutes 04 seconds, a radius of 75.00 feet and a
chord bearing and distance of North 72 degrees 46 minutes 56 seconds East,45.90 feet;
THENCE northeasterly, along said south right-of-way line and the arc of said reverse curve to the right, for
a distance of 46.65 feet to a set %2 inch iron rod for corner(a 60 foot R.O.W. at this point);
THENCE South 89 degrees 24 minutes 02 seconds East, continuing along said south right-of-way line, for
a distance of 305.28 feet to the POINT OF BEGINNING and CONTAINING 948,489 square feet or 21.77
acres of land, more or less.
9b943vl Exhibit B to Tax Abatement Application
I B IT ; Ta TA AOATtm DIT G k6c ►�G-N t
FORT WORTH
City of Fort Worth
Incentive Applicatimi
Economic & Community Development Department
1000 Throckmorton Street
Fort Worth, Texas 76102
817-871-6103
DEC /�)5 20a2 14:52 1
Incentive Application
GE.VERAL 1,VFORAL4 TION
1. Applicant Information:
Company Name ***Please see attached documents***
Company Address
City, State, Zip Code
Contact Person (include title/position):
Telephone ext.
Fax ( ) ext.
E-mail addresses:
2. Project Site Information:
Address/ Location:
Cw•rent zoning: Will the property need to be rezoned? Yes No
If the property needs rezoning, please specify the zoning you will be seeking:
Will the project require any site or building variances (Y/N):
If yes, what variances will you seek?:
3. Incentive(s) Requested:
O Reduced/Waived Development Fees D Reduced/Wai�ed Permit Fees
C Community Facilities Agreement 7 Land Bank program
❑ Tax Abatement(If yes,please answer 5 & 6 below) :i Workforce Development
C Transit Provisions D Enterprise Zone Qualified Business
❑ Industrial Revenue Bond C Enterprise Zone Project
D Bridge financing/below market loan financing
❑ Other
4. Do you intend to pursue abatement of:
County Taxes? ❑ Yes ❑ No
School Taxes? ❑ Yes ❑ No
5. What level of abatement will you request: Years? Percentage?
Page 2 of
DEC 25 20C2 14:52
PROJECT INFOkVATION
For real estate projectsl, please include below the project concept, targeted tenant mix, projec*. benefits
and how,the project relates to existing community plans. Please attach a site plan. For business
expansion proiectS2, please include oelow services provided or products manufactured, major
customers and locations, etc. For business expansion project involving the purchase and/or
construction of real estate, please answer all that apply.
6. Please provide a brief description of the project.
7. Project Description
Size of project: square feet acres
Check all that apply:
❑ Office: square feet ❑ Multi-family: square feet _ units
❑ Retail: square feet ❑ Industrial: square feet
Will any portion of the project consist of vertical mixed-use:
Anticipated date when construction will start?
Anticipated date of occupancy?
'A real estate project is one that involves the construction or renovation of real property tha- will be either for lease Or for sale
Any incentives given by the City should be considered only"gap" financing and should not be considered a substitute for debt
and equity.
2 A business development project involves assistance to a business entity that seeks to expand i exa ';-operations frorr. a
location within the Fort Worth or to For Worth. The business is in a growth mode seeking working capital, personal property
or fixed asset financing. The City will refer start-up businesses to more appropriate organizations
Page 3 of 7
DEC 25 2002 14:52
A. Real Propel
• Current Assessed Valuation of. Land S Improvements: S
• New Construction:
Size sq. ft. Cost of Construction S
• Renovation:
Size sq. ft. Cost of Construction S
• Site Development (parking, fencing, landscaping, etc.):
Type of work to be done
Cost of Site Development S
B. Personal Property (complete all applicable)
• Current value of personal property exclusive of inventory and supplies in fort Worth:
S
• Value of personal property, exclusive of inventory and supplies, for which your are ste_king a
tax abatement: S
• Current value in Fort Worth:
Inventory S Supplies S
• Value for inventory and supplies after development/relocation andlor expansion:
Inventory S Supplies S
• Percent of inventory eligible for freeport exemption (inventory, exported from Texas within
175 days) %
• Are you seeking working capital financing? . If so, please state the value of%vorl:inc
capital financing being sought: S
S. Employment And Job Creation:
Temporary
1. How many construction jobs will be created?
2. What is the estimated payroll for these jobs?
Permanent
1. How many persons are currently employed?
2. What percent of current employees above are Fort Worth residents? ' ?%
3. What percent of current employees above are Central City residents? r
Page G of 7
DEC 25 2002 14:52
4. Please complete the following table.
Est. First Year Est. Fifth Year 1 Est. Tenth Year
New Jobs to be Created I
i
Less Transfers*
I
Net Jobs j
°,% of Net Jobs to be filled by
Fort Worth Residents
?/o of Net Jobs to be filled by i
Central City Residents
If any employees will be transferring, please describe from where they will be transfer71iiz0._.
Please attach a description of the jobs to be created, tasks to be performed for each. and wage rate for
each classification, and a brief description of the employee benefit package(s) offered includirlL,
portion paid by employee and employer respectively. See question #12 for more information.
9. Local Commitments:
What percent of the construction costs (7A above) will you commit to spend with:
• Fort Worth businesses? %
• Certified Minority and Woman-owned Business Enterprises? °o
Regarding discretionary supply and service expenses (i.e. landscaping office or manufacturing
supplies,janitorial services, etc.):
• What is the annual amount of discretionary supply and service expenses" S
• What percentage will be committed to Fort Worth businesses? °%
• What percentage will be committed to certified \'linority and Woman-Owned
businesses?
Discretionary expenses incurred during the normal maintenance and operation of business activines
Pae_c 5 of 7
DEC 25 2002 14:52 -_. --
DisaosuREs
10. Is any person or firm receiving any form of compensation, commission or other monetatti, benefa
based on the level of incentive obtained by the applicant from the City of Fort Worth'? Ii yes,
please explain and/or attach details.
11. Please provide the following information as attachments:
a) Explain why the incentive(s) requested is(are) necessary for the success of this project.
Include a development and/or business operating pro-forma or other documcntatioti to
substantiate your request.
b) Describe any environmental impacts associated wi,1i this project.
c) Describe any direct benefits to the City of Fort Worth as a result of this project.
d) Attach a legal description or surveyor's metes & bounds description.
e) Attached a site plan for any real estate development project.
f) Attach a copy of the most recent real and personal property tax statement from the Tarrant
Appraisal District.
g) Attach a description of the jobs to be created (technician, engineer, manager, etc.), tasks to be
performed for each, and wage rate for each classification.
h) Attach a brief description of the employee benefit package(s) offered (i.e. health insurance.
retirement, public transportation assistance, day care provisions, etc.) including portion paid by
employee and employer respectively.
On behalf of the applicant, I certify the information contained in this application (including all
attachments) to be true and correct. I further certify that, on behalf of the applicant, I have read the
current applicable "Land Bank Policy," "Tax Abatement Policy," and/or"fort Worth Enterprise Zone"
Information Packet and agree to comply with the guidelines and criteria stated therein.
C' K kD -
Pri ted Narn
p n Title
J1J9 /0 -L-
Sigpfftte Date
For Internal Use Only
Project Location (check all that!pply):
urban village r : neighborhood cmpowerrnent zone
targeted area _ : state enterprise zone _ Model Blocks
Central Cite _ : CDBG eligible area _ : Commercial corridor
Foreign trade zone
Pao° 6 of?
DEC 35 2002 14• 537
Definitions
Abatement —the full or partial exemption from ad valorem taxes on eligible properties for a period of up
to ten years and 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 begun afre: the execution of
the tax abatement agreement. Eligible properties must be located in a reinvestment zone.
Capital Investment — includes only real property improvements such as new facilities and structures, site
improvements, facility expansion, and facility modernization. Capital investment does NOT includ° land
acquisition costs and/or any existing improvements, or personal property (such as machinery, equipment,
and/or supplies and inventory).
Central City —the area in Fort Worth that is within Interstate Loop 820 consisting of. all Community
Development Block Grant (CDBG) eligible census block groups, and all State-designated enterprise
Zones, and all census block groups that are contiguous by 75 percent or more of their perimeter to C'DBG-
eligible block groups or enterprise zones.
Enterprise project — a business that is nominated by an enterprise zone governing body and approved bti
TDED for state and local benefits. The business must commit to create or retain permanent jobs, mare
capital investment in the enterprise zone, fill at least 25 percent of its ne\v jobs with individuals N,;l:o are
either economically disadvantaged or residents of an enterprise zone within the governing body's
jurisdiction, and maintain the level of employment from the date jobs are certified by the TDED for at
least three years.
Facility Expansion—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— a new permanent real property improvement undertaken to provide increased
productivity for a new or existing Fort Worth company.
Fort Worth Company—a business that has a principal office located within the city limits of Fort Worth.
Nlinority or Woman-Owned Business Enterprise (M%'v1E) —a minority or woman-owned business that
has received certification as either a Minority Business Enterprise (L1BE) or Woman-owned Business
Enterprise (WBE) by either the North Central Texas Regional Certification Agency (NCTRCA) or the
Texas Department of Transportation (TxDOT), Highway Division.
Reinvestment Zone— an area designated as such by the City of Fort Worth or State of Texan in
accordance with the Texas Property Redevelopment and Tax Abatement Act, Sections 312.001 through
312.209 of the Tax Code.
Residential Development Project— a development project which proposes to construct or renova-e rnulti-
family residential living units on property that is (pr meets the requirements to be) zoned multi-family as
defined by the City of Fort Worth Zoning Ordinance.
Supply and Service Expenses —discretionary expenses incurred during the normal maintenance and
operation activities of a business.
Page 7 of 7
DEC 25' 2302 14:53 = _.
1.Applicant Information
Name: Bank One
Address: 1 Bank One Plaza
City, State, and Zip: Chicago,Il 60670
Telephone: 1-800-992-7169(switchboard)
Contact Person: Mike Weinberg—Director of Real Estate,Roy Keller SVP of Real Estate
2.Project Site Information
Address/Location: Centreport Complex
Current Zoning: J1 Light Industrial Will the property need to be rezoned?No
Will the project require any site or building variances?Yes—Parking
3. Incentives Requested
Tax abatement
Enterprise Zone Designation for 900 Cherry Street.
4.Do you intend to pursue abatement of...
County Taxes
5.What level of abatement will you request:
10 Years, 100%abatement
6.Brief Description of Project
Currently Bank One has 3 operation centers in the Dallas/Fort Worth area. The largest of the three is the
Bedford Operations Center,located in Bedford,TX.The other two cps centers are located in Dallas;the
Operations Annex and the Jackson Building.
The Centreport Ops center will have a 200,OOOsgft first floor, which will house operations from all of the
above-mentioned locations. Another 200,OOOsgft on the 2nd floor will be built out to accommodate further
consolidations across Texas and the rest of the country.
7. Project Description
A. New Facilities
Size: approximately 400,OOOsgft Acres: approximately 21.77
Commercial/Light Industrial
Cost of Construction: $40,000,000
Estimated I"Quarter 2003 construction will begin
Occupancy: Initial Occupancy 12/31/04 Full Occupancy 12/31/05
B. Real Property
Assessed value of land:The Centreport property is under an exclusive option to Centreport Venture,Inc.
and actually owned by the City of Fort Worth. As such,no taxes are paid on it and therefore no assessor
has appraised the value.Market comparables in the area indicate office land at Centreport to be valued at
$4.50 per square foot and totals over 325 acres remaining.
Site Development: Parking, fencing, landscaping,and signage
Project Costs: 2,000,000
C. Personal Property
Value of Inventory: n/a
Value of Supplies: n/a
Percent of inventory eligible for Freeport exemption(inventory,exp6tted from Tna%A0M9MjJM days): n/a
Value of equipment, machinery, furnishings,etc: $10,000,000
8. Employment and Job Creation
How many construction jobs will be created?
1
At the peak,the manpower is expected to be at 200-250 on site. This does not include off-site
employment used in the fabrication of materials and equipment. An estimated 150,000 to 165,000 MH,or
3,750 to 4,125 man-weeks is estimated for on site personnel, including all phases of the work.
What is the estimated payroll for these jobs?
Payroll is estimated at$7 to$8 million for on site personnel, including labor burden.
How many persons are currently employed?
1940(Current Bedford Ops &Fort Worth)
Complete the following table:
Existing Jobs at FW Locations Y1 thru y5 thru y10
Base of 1,940 jobs 35% 35%
Greater of 679 jobs or 35%to FW residents
Greater of 213 jobs or 11%to FWCC residents
New Jobs(above existing) at Fort Worth Locations Y1 thru y5 thru y10
1%abatement for every 1% of jobs above base 20% 45%
1%abatement for every 1%of jobs above base to FWCC residents
9.Local Commitments
What percentage of the construction costs will you commit to spend with Fort Worth businesses?
25%
What percentage of the construction costs will you commit to spend with Fort Worth MWO businesses?
15%
What is the amount of non-sole supply and service expenses?n/a
What amount will be committed to FW businesses?$32,000
What amount will be committed to MWO businesses?$32,000
10.Is any person or firm receiving any form of compensation,commission or other monetary benefit
based on the level of incentive obtained by the applicant from the city of Fort Worth?
No
2
11.Please Provide the following
a.
Upon financial analysis of three options available to Bank One,options two and three both have lower tax
costs. Of the alternatives considered,Fort Worth would be the too costly for the Bank to consider but for
the tax abatement.
2003
Fort Worth Real Property 39,451,851
Tax 1,234,843
City Tax Abatement (307,133)
Tarrant County Abatement (194103)
Ne 733 60
Option 2 25,130,920
Tax 653,404
Tax Abatement -
Ne 653 4
Option 3 16,485,920
Tax 428,634
Tax Abatement -
Ned 428 6
b.
None
C.
Increase in tax revenue,increase in jobs for city residents,future consideration for Bank One relocations
and projects
d.
Legal Description of Land:
Being part of Lot 3,Block 205 of AREA 2,SECTION 4,CENTREPORT,an Addition to the City of Fort
Worth,Texas, according to the Map thereof recorded in Cabinet A,Slide 5898,Plat Records of Tarrant
County,Texas,and being more particularly described on Exhibit A attached hereto and made a part hereof
for all purposes.
Exhibit A GF-Number 02RI8637
Being a 21.77 acre tract of land situated in the Lorenzo D.Burnett Survey,Abstract No. 177,Tarrant
County,Texas,being a portion of Lot 3,Block 205,Area 2,Section 4,Centreport,an addition to the city of
Fort Worth,Texas as recorded in Cabinet A,slide 5898,Plat Records,Tarrant County,Texas. Said 21.77-
acre tract of land being more particularly described by metes and bounds as follows:
BEGINNING at a found 1/2 in iron road in the south right-of-way line of South Frye Road(a 60 foot
R.O.W),said point being the northwest corner of Lot 4,Block 205,conveyed by deed to Dallas["
Limited Partnership, as recorded in Volume 14295,Page 0123,Deed Records,Tarrant County,Texas,and
the northeast corner of said Lot 3,Block 205,Area 2,Section 4,Centreport;
THENCE South 00 degrees 35 minutes 59 seconds West, leaving said south right-of-way line,and
following along the west line of said Lot 4 and the east line of said Lot 3,being a common line for a
distance of 821.82 to a found 5/8 inch iron rod for corner,said point being in tho north: tract of land
conveyed by deed to the city of Fort Worth and City of Dallas, as recorded in Volume 7726,Page 1848,
Deed Records,Tarrant County,Texas;
3
r ,
THENCE North 88 degrees 52 minutes 40 seconds West,leaving said common line,and following along
said north line of City of Fort Worth and Dallas tract and the south line of said Lot 3,being a common line,
for a distance of 1176.82 feet to a found Y2 inch iron rod for corner,said to point being the southeast corner
of Block 203AR, Area 2,Section 2,Centreport,as recorded in Volume 388/158,Page 69,Deed Records,
Tarrant County,Texas;
THENCE North 00 degrees 12 minutes 14 seconds West, leaving said common line,and following along
the east line of said block 203AR and the west line of said Lot 3,being a common line,for a distance of
791.67 feet to a set V2 inch iron rod for corner,said point being the southwest corner of Centreport Trinity,
Ltd.,as recorded in Volume 14630,page 370,Deed Records,Tarrant County,Texas;
THENCE South 88 degrees 51 minutes 37 seconds East, leaving said common line,and following along
the south line of said Centreport Trinity,Ltd.,for a distance of 669.86 feet to a set Y2 inch iron rod for
corner;
THENCE North 37 degrees 16 minutes 47 seconds East,for a distance of 84.59 feet to a set 1/2 inch iron rod
for corner, said point being in the south line of Lots 1 and 2,block 205,Area 2,Section 4,Centreport,as
recorded in Cabinet A,Slide 4457,Plat Records,Tarrant County,Texas and the north line of said Lot 3,
and being in the west right-of-way of Buckingham Road(a variable width R.O.W. at this point)and being
the point of curvature of a non-tangent curve to the left,having a delta of 121 degrees 54 minutes 07
seconds,a radius of 75.00 and a chord bearing and distance of South 64 degrees 05 minutes 03 seconds
East, 131.13 feet;
THENCE southeasterly,along said west right-of-way line and the arc of said non-tangent curve to the left,
for a distance of 159.57 feet to a set V2 inch iron rod for corner, said point being in said south of right-of-
way line of South Frye road(a variable width R.O.W. at this point)and being the point of curvature of a
reverse curve to the right,having a delta of 35 degrees 38 minutes 04 seconds,a radius of 75,00 feet and a
chord bearing and distance of North 72 degrees 46 minutes 56 seconds East,45.90;
THENCE northeasterly,along said south right-of-way line and the arc of said reverse curve to the right,for
a distance of 46.65 feet to a set Y2 inch iron rod for corner(a 60 foot R.O.W at this point);
THENCE South 89 degrees 24 minutes 02 seconds East,continuing along said south right-of-way line,for
a distance of 305.28 feet to the POINT OF BEGINNING and CONTAINING 948,489 square feet or 21.77
acres of land,more or less. Being a 21.77 acre tract of land situated in the Lorenzo D.Burnett Survey,
Abstract No. 177,Tarrant County,Texas,being a portion of Lot 3,Block 205,Area 2 Section 4,
Centreport,an addition to the City of Fort Worth,Texas.Said 21.77 acre tract of land being more
particularly described by metes and bounds as follows.
BEGINNING at a found 1/2 in iron road in the south right-of-way line of South Frye Road(a 60 foot
R.O.W),said point being the northwest corner of Lot 4,Block 205,conveyed by deed to Dallas/WP
Limited Partnership,as recorded in Volume 14295,Page 0123,Deed Records,Tarrant County,Texas,and
the northeast corner of said Lot 3,Block 205,Area 2,Section 4,Centreport;
THENCE South 00 degrees 35 minutes 59 seconds West, leaving said south right-of-way line, and the
following along the west line of said Lot 4 and the east line of said Lot 3,being a common line,for a
distance of 821.82 to a found 5/8 inch iron rod for corner, said point being in the north line of a tract of land
conveyed by deed to the City of Fort Worth and City of Dallas, as recorded in Volume 7726,Page 1848,
deed Records,Tarrant County,Texas;
THENCE North 88 degrees 52 minutes 40 seconds West, leaving said common line,arld A- -,:ng along
said north line of City of Fort Worth and Dallas tract and south line oT said Lot 3,be on line,for
a distance of 1176.82 feet to a found V2 inch iron rod for corner,said point being the southeast corner of
block203 AR, Area 2 Section2,Centreport as recorded in Volume 388/158, page 69,Deed records,Tarrant
County,Texas;
4
� t ,
THENCE North 00 degrees 12 minutes 14 seconds West,leaving said common line, and following along
the east line of said Block 203AR and the west line of said Lot 3,being a common line, for a distance of
791.67 feet to a set Y2 inch iron rod for a corner, said point being the southwest corner of southwest corner
of Centreport Trinity,ltd.,as recorded in Volume 14630,Page 370,Deed Records,Tarrant County,Texas;
THENCE South 88 degrees 51 minutes 37 seconds East, leaving said common line,and following along
the south line of said Centreport Trinity,ltd.,for a distance of 669.86 feet to a set i/z inch iron rod for a
corner;
THENCE North 37 degrees 16 minutes 47 seconds East,for a distance of 84.59 feet to a set 1/2 inch iron rod
for corner,said point being in the south line of Lots 1 and 2,Block 205,Area 2,Section 4,Centreport,as
recorded in Cabinet A, slide 4457,Plat records,Tarrant County,Texas,and the north line of said Lot 3, and
being in the west right-of-way line of Buckingham Road(a variable width R.O.W at this point) and being
the point of curvature of a non-tangent curve to the left,having a delta of 121 degrees 54 minutes 07
seconds,a radius of 75.00 feet and a chord bearing and distance of South 64 degrees 05 minutes 03 seconds
East, 131.13 feet;
THENCE southeasterly, along said west right-of-way line and the arc of said non tangent curve to the left,
for a distance of 159.57 feet to a set V2 inch iron rod for corner,said point being in said south right-of-way
line of South Frye Road(a variable width R.O.W. at this point)and being the point of curvature of a
reverse curve to the right,having a delta of 35 degrees 38 minutes 04 seconds,a radius of 75.00 feet and a
chord bearing and distance of North 72 degrees 46 minutes 56 seconds East,45.90 feet;
THENCE northeasterly,along said south right-of-way line and the arc of said reverse curve to the right,for
a distance of 46.65 feet to a set 1/2 inch iron rod for corner(a 60 foot R.O.W. at this point);
THENCE South 89 degrees 24 minutes 02 seconds East,continuing along said south right-of-way line,for
a distance of 305.28 feet to the POINT OF BEGINNING and CONTAINING 948,489 square feet or 21.77
acres of land, more or less.
e.
none
f.
The Centreport property is under an exclusive option to Centreport Venture,Inc. and actually owned by the
City of Fort Worth. As such,no taxes are paid on it and therefore no assessor has appraised the value.
Market comparables in the area indicate office land at Centreport to be valued at$4.50 per square foot and
totals over 325 acres remaining.
9.
Comml Ops Associate-Image Keyer 8 to 9 Hourly Payband 1
Job Description
Previous banking experience helpful,but not required. Applicant will be performing a
job that requires long periods of sitting. Must pass 10 key test with minimum
requirements for speed and accuracy. Ability to work in a fast paced environment to
meet deadlines. Attention to detail necessary. Overtime may occasionally be required.
Remittance Processing Spec 8 to 8 Hourly Payband 2
Job Description
Handle large volumes of customer deposits/Prioritize work to meet deadlines/perform
duties with accuracy and speed/meet standards of production and Q) 'ts,.:'`some mail sorting
/cross-training in other areas of department/Read and follow v_tba aia ritten detailed
instructions/support other team members as needed/review checks for negotiability, payee,
amount and all other customer requested instructions/re-associate of remittance/package up
accounts for mail out/ work at fast pace/complete your own desk/ work until deparment is
finished
5
Materials/Print Associate Sr Not Applicable Payband 5
Job Description
Manages lettershop vendors for timely completion of campaigns and projects. Reports
project status and costs.Manages campaigns to meet established production CPPs, works
with Acquisition Operations Project Managers to plan most cost efficient execution.Has an
impact on the success of the functional area and secondary impact on the success of the
department.Under supervision of Ops Manager and in conjunction with AO makes day-to-
day decisions'affecting daily vendor schedules. Significant customer contact within larger
functional area.
Remittance Processing Team Ld 26000 to 28000 Annual Payband 2
Job Description
The individual will be responsible for coordinating the daily workflow of a service
deliver team responsible for providing wholesale remittance services to a specific
group of customers during a particular shift.Resolves problems that are potential
obstacles to the team in order to meet all service,quality and timeliness expectations.
Ensures the quality, accuracy,and timeless of product delivery.Essential Job Functions
3 to 5 years related experience in Wholesale R&IP with an understanding of R&IP
processing work flow and technology,and/or similar item processing experience with
an understanding of check and deposit processing. Knowledge of mail operations and
mail sorting equipment. ,h Ensures daily work readiness ,h Monitoring and
coordinating workflow,h Identifying,researching and resolving problems ,h
Performing quality control function,h Coaching and training employees ,h Preparing
essential management and tracking reports
NPC Consultant II Not Applicable Payband 6
Job Description
1.Coaches front-line staff to set up a system for gathering metric data,conducting reviews
around that data,and generating improvement opportunities. 2.Manages large
HPC/Collaborative Problem Solving projects/leads engagements in the areas of process re-
engineering,lean manufacturing,productivity improvements, facility layout design,and
simulation modeling.. 3. Identifies opportunities to use HPC/Collaborative Problem
Solving to deliver results across NEO Business Units. 4.Provides training on Collaborative
Problem Solving to key stakeholders.5.Leads and coaches other NPC Consultants. 6.
Manages Operational engagements that consist of analysis,planning,training,knowledge,
transfer,and customer mentoring/consulting. 7.Partners with the continuous improvement
team to insure profitability and client satisfaction are maximized. 8.Ensures linkage and
integration with CI initiatives.9. Identifies,obtains,and manages resources for CI efforts.
Participate in plan development and execution of report results. 10. Makes high-level CI
decisions and identifies and resolves major issues relating to CI discrepancies.
h.
Bank One provides these benefits
-Personal Pension Account Plan J
-Basic Term Life Insurance
-Wellness Program
-Sick Time
-Employee Assistance Program
-Short-term& Basic Long-term Disability
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-Dependent Care Reimbursement match(25%up to$400/year)
-WorkLife Services
-Vacation
-Holidays(Designated/Personal)
-Business Travel Accident Insurance
-Various Banking Services and Products
-Service Awards
Bank One shares with you the cost of these benefits
-401(k) -Savings&Investment Plan
-Medical Insurance
-Dental Insurance
-Training&Education Benefits
-Adoption Assistance
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City of Fort Worth, Texas
Mayor and Council Communication
DATE REFERENCE NUMBER I LOG NAME PAGE
12/17/02 C-19404 17BANK 1 of 4
SUBJECT TAX ABATEMENT AGREEMENT WITH BANK ONE, N.A. AND RELATED FINDINGS
OF FACT BY THE CITY COUNCIL
RECOMMENDATION:
It is recommended that the City Council:
1. Find that the statements set forth in the recitals of the attached Tax Abatement Agreement with
Bank One, N.A. (Bank One) are true and correct; and
2. Authorize the City Manager to enter into the attached Tax Abatement Agreement with Bank One.
DISCUSSION:
The property subject to abatement in the attached Tax Abatement Agreement with Bank One is located
in the CentrePort Business Park in far east Fort Worth. The City Council has designated this property
as Tax Abatement Reinvestment Zone Number 41. This reinvestment zone is located in COUNCIL
DISTRICT 5.
Pr_ oject
Bank One currently has three check processing facilities in the Fort Worth-Dallas metroplex. Bank
One is proposing to invest at least $40,000,000 for the construction of an approximately 400,000
square foot regional processing center which consolidates its operations. The regional processing
center will contain at least $10,000,000 of personal property. Bank One will be retaining 1,940
employees, including 679 Fort Worth residents, 213 of which are Central City residents, at the
CentrePort development and its other facilities in the City.
Employment
Bank One currently has 1,940 employees, of which 679 are Fort Worth residents and 213 are
Central City residents. Additionally, Bank One currently has 925 employment opportunities within
Fort Worth. Bank One is planning to maintain the greater of its current percentage of 35%, or 679
Fort Worth employees. Likewise, Bank One is planning to maintain the greater of its current
percentage of 11%, or 213 Central City employees. Bank One has the possibility of earning
additional abatement for increased percentages of Fort Worth and Central City residents.
Utilization of Fort Worth Businesses
Regarding utilization of Fort Worth based construction contractors and/or subcontractors.
Additionally, Bank One has committed to spend $32,000 per year during each year of the abatement
with Fort Worth companies for supply and service expenditures.
City of Fort Worth, Texas
Mayor and Council Communication
DATE REFERENCE NUMBER I LOG NAME PAGE
12/17/02 C-19404 17BANK 2 of 4
SUBJECT TAX ABATEMENT AGREEMENT WITH BANK ONE, N.A. AND RELATED FINDINGS
OF FACT BY THE CITY COUNCIL
Utilization of MWWBE Businesses
Regarding Minority Business Enterprises (MBEs) and Women Business Enterprises (WBEs), Bank
One has committed to spend at least 15% of its construction costs with certified Fort Worth MWBE
contractors and/or subcontractors. Additionally, Bank One has committed to spend $32,000 per
year during each year of the abatement with certified Fort Worth MWWBE companies for supply and
service expenditures.
Abatement Terms
Bank One will receive a ten-year tax abatement on real and tangible personal property that could
reach a maximum of 90% annually. The abatement incorporates construction expenditures, total
supply and service spending, and employment goals.
The abatement is structured as follows:
Years 1 through 5
Construction (25%)
• Construct and occupy a 400,000 square foot regional check processing center at a cost of at
least $40,000,000; and
• Utilize Fort Worth companies for at least 25% of construction costs; and
• Utilize. certified Minority/Women-owned Business Enterprises (MWWBE) for at least 15% of
construction costs; and
• Possess $10,000,000 in personal property.
Existing Employment (35%)
• Maintain at the CentrePort development and at other Fort Worth facilities the greater of 679
jobs, or 35% of total jobs for Fort Worth residents; and
• Maintain at the CentrePort development and at other Fort worth facilities the greater of 213
jobs, or 11% of total jobs for Fort Worth Central City residents.
City of Fort Worth, Texas
Mayor and Council Communication
DATE REFERENCE NUMBER LOG NAME PAGE
12/17/02 C-19404 17E 3 of 4
SUBJECT TAX ABATEMENT AGREEMENT WITH BANK ONE, N.A. AND RELATED FINDINGS
OF FACT BY THE CITY COUNCIL
New Employment (up to 20%)
• Meet or exceed the commitments for "Existing Employment"; and
• For every 1% of jobs above the greater of 679 jobs or 35% of total jobs for Fort Worth
residents, 1% of additional abatement will be granted; and
• For every 1% of jobs above the greater of 213 jobs or 11% of total jobs for Fort Worth Central
City residents, 1% of additional abatement will be granted.
Supply and Service Spending (5% / 5%)
• Spend $32,000 annually with Fort Worth companies; and
• Spend $32,000 annually with certified Fort Worth MWBE companies.
Years 6 through 10
Existing Employment (35%)
• Maintain at the CentrePort development and at other Fort Worth facilities the greater of 679
jobs or 35% of total jobs for Fort Worth residents; and
• Maintain at the CentrePort development and at other Fort Worth facilities the greater of 213
jobs or 11% of total jobs for Fort Worth Central City residents.'
New Employment (up to 45%)
• Meet or exceed the commitments for"Existing Employment"; and
• For every 1% of jobs above the greater of 679 jobs or 35% of total jobs for Fort Worth
residents, 1% of additional abatement will be granted; and
• For every 1% of jobs above the greater of 213 jobs or 11% of total jobs for Fort Worth Central
City residents, 1% of additional abatement will be granted.
Supply and Service Spending (5% / 5%)
• Spend $32,000 annually with Fort Worth companies; and
• Spend $32,000 annually with certified Fort Worth MWBE companies.
City of Fort Worth, Texas
Mayor and Council Communication
DATE REFERENCE NUMBER I LOG NAME PAGE
12/17/02 C-19404 17BANK 4 of 4
SUBJECT TAX ABATEMENT AGREEMENT WITH BANK ONE, N.A. AND RELATED FINDINGS
OF FACT BY THE CITY COUNCIL
Each percentage calculation will be measured separately based on meeting or exceeding the
respective criteria. However, failure to construct the described project will result in a default. The total
tax abatement has a cap of 90% annually. At maximum, the abated taxes are projected to be
approximately $311,400 annually.
FISCAL INFORMATION/CERTIFICATION:
The Finance Director certifies this action will require no direct expenditure of City funds.
RR:k
Submitted for City Manager's FUND ACCOUNT CENTER AMOUNT CITY SECRETARY
Office by: (to)
Reid Rector 6140
Originating Department Head:
Tom Higgins 6192 (from) APPROVED 12/17/02
Additional Information Contact:
Ardina Washington 8003