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HomeMy WebLinkAboutContract 45885 CITY SECRETAR'Y CONTRACT NO. ECONOMIC DEVELOPMENT PROGRAM AGREEMENT This ECONOMIC DEVELOPMENT PROGRAM AGREEMENT ("Agreement") is entered into by and between the CITY OF FORT WORTH ("City"), a home rule municipality organized under the laws of the State of Texas, and 3900 HEMPHILL STREET PARTNERS, LP ("Developer"), a Texas limited partnership. RECITALS The City and Developer hereby agree that the following statements are true and correct and constitute the basis upon which the City and Developer have entered into this Agreement: A. On or about September 7, 1979 the City entered into that certain Urban Development Action Grant Agreement with the United States Department of Housing and Urban Development UDAG Grant No. B-79-AA-48-0013 for use in acquiring land and constructing a parking garage located under General Worth Park in downtown Fort Worth (City Secretary Contract No. 10610) (the "UDAG Grant Agreement"), as more specifically set forth in the UDAG Grant Agreement. The City has leased this parking garage under that certain Lease Agreement (Parking Garage Lease) dated on or about May 22, 1980 by and between the City and Hunt Hotel/Fort Worth, Ltd. (City Secretary Contract No. 11085, as amended and assigned). Rental revenues from this lease are deemed "Grant Revenues"under the UDAG Grant Agreement (the "UDAG Grant Fund Proceeds"). The UDAG Grant Agreement allows the City to use the UDAG Grant Fund Proceeds for community or economic development activities eligible for assistance under Title I of the Housing and Community Development Act of 1974, Pub. L. No. 93-383, as amended (the "Act"). B. Developer owns or is in a position to facilitate the development of certain real property in the City generally within the boundary created by Hemphill Street, Fogg Street, Travis Street and Drew Street (the "Land"), as more specifically depicted in the map and property description attached hereto as Exhibit "A", which is hereby made a rn part of this Agreement for all purposes. Improvements on the Land currently consist of a rm vacant building that was previously used as Terry's Supermarket. Both the Land and the m building require improvements in order for the property to be feasible for reutilization. Developer has proposed to redevelop the Land by expending a minimum of Six Hundred Fifty-four Thousand Dollars ($654,000.00) to divide the existing building into two separate leasable spaces; construct fagade improvements and a new roof for the building; Z*0, construct a new parking lot; and provide landscaping along Hemphill Street (collectively the "Improvements"). A rendering of the Improvements is set forth in Exhibit "B", attached hereto and hereby made a part of this Agreement for all pu 7es. 0T� PFC R P)Pagel r-,c urlltn t�" Economic Development Program Agreement _ between City of Fort Worth and 3900 Hemphill Street Partners,LP r`11� Vren-2", m, 1w C. The 2014 Comprehensive Plan, adopted by the City Council under Ordinance No. 21164-03-2014 (the "Comprehensive Plan"), recommends that the City focus on revitalization of the Central City, as defined in the Comprehensive Plan. The Comprehensive Plan specifies that one of the principal means of revitalization of the Central City will be the redevelopment of distressed commercial corridors, especially in the vicinity of urban villages, which are highly urbanized places that have a concentration of jobs, housing units, commercial uses, public spaces, public transportation and pedestrian activity, and are typically located along priority commercial corridors. The Land is located in the Hemphill/Berry Neighborhood Empowerment Zone and in the vicinity of the Hemphill/Berry Urban Village, which, in accordance with the Comprehensive Plan, the City Council has selected as one of sixteen areas in the City where revitalization efforts are most needed and where the use of public incentives can most sensibly be focused. D. As recommended by the Comprehensive Plan and in accordance with Resolution No. 3716-03-2009, adopted by the City Council on March 10, 2009, the City has established an economic development program whereby the City will, on a case-by- case basis, offer economic development incentives authorized by Chapter 380 of the Texas Local Government Code that include monetary loans and grants of public money, as well as the provision of personnel and services of the City, to business and entities that the City Council determines will promote state or local economic development and stimulate business and commercial activity in the City in return for verifiable commitments from businesses or entities to cause specific employment and other public benefits to be made or invested in the City that promote development of the local economy (the "380 Program"). E. The Improvements qualify as community or economic development activities eligible for assistance under Title I of the Act. The City Council has found and determined that the Improvements will benefit the City and constitute a positive step in revitalization of the Central City and the Hemphill/Berry Urban Village and Hemphill/Berry Neighborhood Empowerment Zone, in particular. The City Council has also found and determined that, by entering into this Agreement, the potential economic benefits that will accrue to the City under the terms and conditions of this Agreement are consistent with the City's economic development objectives in the City as set forth in the Comprehensive Plan. This Agreement is authorized by Chapter 380 of the Texas Local Government Code. F. The City has determined that the feasibility of Developer's completing the Improvements is contingent on Developer's receipt of the Program Grant under this Agreement. The City's analysis is specifically based on financial information provided by Developer, which Developer warrants to be true and accurate. NOW, THEREFORE, in consideration of the mutual benefits and promises contained herein and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows: Page 2 Economic Development Program Agreement between City of Fort Worth and 3900 Hemphill Street Partners,LP AGREEMENT 1. INCORPORTION OF RECITALS. The City Council hereby finds, and the City and Developer hereby agree, that the recitals set forth above are true and correct and form the basis upon which the City and Developer have entered into this Agreement. 2. DEFINITIONS. In addition to terms defined in the body of this Agreement, the following terms have the definitions ascribed to them herein: 380 Program has the meaning ascribed to it in Recital D. Act has the meaning ascribed to it in Recital A. Complete Documentation means a report or reports in a form reasonably acceptable to the City that contains a summary of the Construction Costs expended for all Improvements covered by the report, with the following supporting documentation: (i) copies of invoices for all completed work and other documents necessary to demonstrate that the amounts represented were actually paid, including, without limitation, final lien waivers signed by the general contractors or appropriate subcontractors; (ii) copies of all City permits issued for this work and City-issued "pass" inspections for this work; and (iii) any other documents or records reasonably necessary to verify Construction Costs expended for this work or to otherwise comply with UDAG Regulations. Completion Date means the date as of which (i) a final certificate of occupancy has been issued for all occupiable Improvements and (ii) Complete Documentation for the Improvements have been submitted to the Director in accordance with this Agreement. Completion Deadline means March 31, 2015. Comprehensive Plan has the meaning ascribed to it in Recital C. Construction Costs means the following expenditures made by Developer for the Improvements: (i) site development costs; actual construction costs, including contractor fees and the costs of construction supplies and materials; tenant improvements; engineering fees, architectural fees, and other professional, development, and permitting fees, as verified by the Director following receipt of Complete Documentation in accordance with this Agreement. Construction Costs specifically excludes any Land acquisition costs or rents, costs for provision of security on the Land, and any cost constituting an ineligible activity under UDAG Regulations. Page 3 Economic Development Program Agreement between City of Fort Worth and 3900 Hemphill Street Partners,LP Director means the director of the City's Housing and Economic Development Department or authorized designee. Effective Date has the meaning ascribed to it in Section 3. Employment Goal has the meaning ascribed to it in Section 4.2. Force Maieure means an event beyond a parry's control, including, without limitation, acts of God, fires, strikes, national disasters, wars, terrorism, riots, material or labor restrictions, and, with respect to Developer, unreasonable delays by the City in issuing any permits with respect to the Improvements or inspection of any of the Improvements (taking into account the City's then-current workload with respect to the issuance of permits or the conducting of inspections), but does not include construction delays caused due to purely financial matters involving any entity, including, but not limited to, Developer, such as, without limitation, delays in the obtaining of adequate financing. Full-time Job means a job filled by one (1) individual for a period of not less than forty(40) hours per week. HUD means the United States Department of Housing and Urban Development. Improvements has the meaning ascribed to it in Recital B. Land has the meaning ascribed to it in Recital B. Program Grant means an economic development grant paid by the City to Developer as part of the 380 Program, as more specifically set forth in Section 5. Records means all financial and business records of Developer or provided to Developer that relate to the Improvements or that contain information necessary for the Director to calculate or verify Developer's compliance with this Agreement. UDAG means Urban Development Action Grant and the grant program of the { same name administered by HUD. UDAG Grant Agreement has the meaning ascribed to it in Recital A. UDAG Grant Fund Proceeds has the meaning ascribed to it in Recital A. UDAG Regulations means the Act and all other laws, rules, regulations, and contractual obligations pertaining to UDAG and the use of the UDAG Grant Fund Proceeds. 3. TERM. Page 4 Economic Development Program Agreement between City of Fort Worth and 3900 Hemphill Street Partners,LP This Agreement will take effect as of the date of execution by both parties (the "Effective Date") and, subject to the provisions of Section 6 of this Agreement, will expire on the date as of which the City has paid Developer the Program Grant owed by the City, unless terminated earlier as provided by and in accordance with this Agreement. 4. DEVELOPER'S OBLIGATIONS. 4.1. Completion of Improvements. Developer must expend at least Six Hundred Fifty-four Thousand Dollars ($654,000.00) in Construction Costs for the Improvements as of the Completion Date, which amount is subject to written verification by the Director based on Complete Documentation submitted to the Director by Developer in accordance with this Agreement. Developer agrees that the Completion Date must occur on or before the Completion Deadline. 4.2. Employment Goal. Developer will use its best efforts to ensure that at least six (6) Full-time Jobs will be provided and filled on the Land (the "Employment Goal"). 4.3. Reports. 4.3.1. Employment Reports. Developer must provide the City with a report on or before February 1 of the year following the Completion Date that outlines the number of Full-time Jobs provided and filled on the Land during the previous calendar year. If Developer fails to provide any such report, the City will notify Developer in writing, and Developer will provide such report within thirty (30) calendar days following receipt of the written notice. Notwithstanding anything to the contrary herein, because it is anticipated that all Program Grants owed by the City to Developer will be paid prior to the due date of this report, the parties agree that the sole remedy for failure to provide any report required by this Section 4.3.2 will be specific performance by Developer. Unless this Agreement is terminated by the City under Section 6.1, this Section 4.3.2 will survive termination or expiration of this Agreement. 4.3.2. Other Reports. Developer must supply any additional information requested by the City that is pertinent to the City's evaluation of Developer's compliance with each of the terms and conditions of this Agreement or that is Page 5 Economic Development Program Agreement between City of Fort Worth and 3900 Hemphill Street Partners,LP necessary to assist the City in demonstrating compliance with UDAG Regulations. 4.4. Inspection of Land and Improvements. Following reasonable advance notice to Developer, the City will have, and Developer will provide or cause to be provided, access to the Land and any improvements thereon, in order for the City to inspect the Land and evaluate the Improvements to ensure compliance with the terms and conditions of this Agreement. Developer will cooperate fully with the City during any such inspection and/or evaluation. 4.5. Audits. The City will have the right to audit Developer's Records at any time during the Term of this Agreement and for three (3) years thereafter in order to ensure compliance with this Agreement. Developer must 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 will otherwise cooperate fully with the City during any audit. This Section 4.5 will survive the termination or expiration of this Agreement. 5. PROGRAM GRANT. Subject to all terms and conditions of this Agreement, the City will pay Developer a Program Grant upon completion of the Improvements or certain milestones associated with improvements on the Land, as follows: 5.1. Program Grant. Provided that on or before the Completion Deadline Developer submits to the Director (i) Complete Documentation with respect to the Improvements and (ii) a copy of a temporary or final certificate or certificates of occupancy for occupiable Improvements on the Land, within thirty (30) calendar days following the date as of which the City has been able to verify that, based on the information set forth in the Complete Documentation and the certificate(s) of occupancy that Developer expended at least Six Hundred Fifty-four Thousand Dollars ($654,000.00) in Construction Costs for the Improvements as of the Completion Date and that the Completion Date occurred on or before the Completion Deadline, as required by Section 4.1, the City will pay Developer a Program Grant equal to Thirty-two Thousand Seven Hundred Dollars ($32,700.00). 5.2. Source of Program Grant; Allocation Limitations. Page 6 Economic Development Program Agreement between City of Fort Worth and 3900 Hemphill Street Partners,LP Notwithstanding anything to the contrary herein, it is understood and agreed that funding for all Program Grants exclusively will come from currently available UDAG Grant Proceeds (and no other funds or bond proceeds of the City) and will be paid only in accordance with and subject to UDAG Regulations and any other applicable HUD requirements. 6. DEFAULT AND TERMINATION. 6.1. Failure to Complete Improvements. If(i) Developer fails to expend at least Six Hundred Fifty-four Thousand Dollars ($654,000.00) in Construction Costs for the Improvements as of the Completion Date, as verified by the City from Complete Documentation submitted by Developer in accordance with this Agreement, or (ii) the Completion Date does not occur on or before the Completion Deadline, the City will have the right to terminate this Agreement effective immediately upon provision to Developer of written notice. 6.2. Failure to Submit Reports. If Developer fails to submit any report required by Sections 4.3.1 or 4.3.2, the City will notify Developer in writing and Developer will have thirty (30) calendar days from the date of receipt of the written notice to submit the report to the City. If Developer fails to submit the report within that time, the City will have the right to terminate this Agreement effective immediately upon provision to Developer of written notice. If Developer fails to submit any employment report required by Section 4.3.2, Section 4.3.2 will control. 6.3. In General. Subject to Sections 6.1 and 6.2 and unless specifically provided otherwise in this Agreement, Developer will be in default under this Agreement if Developer breaches any term or condition of this Agreement. In the event that the breach remains uncured after thirty(30) calendar days following receipt of written notice by the City referencing this Agreement (or, if Developer has diligently and continuously attempted cure following receipt of written notice but reasonably requires more than thirty (30) calendar days to cure, then an additional amount of time as is reasonably necessary to effect cure, as determined by both parties mutually and in good faith), the City will have the right to terminate this Agreement effective immediately upon provision of written notice to Developer. 6.4. By Mutual Agreement. The parties may terminate this Agreement by mutual written agreement. Page 7 Economic Development Program Agreement between City of Fort Worth and 3900 Hemphill Street Partners,LP 6.5. Knowing Employment of Undocumented Workers. Developer acknowledges that effective September 1, 2007, the City is required to comply with Chapter 2264 of the Texas Government Code, enacted by House Bill 1196 (80th Texas Legislature),which relates to restrictions on the use of certain public subsidies. Developer hereby certifies that Developer, and any branches, divisions, or departments of Developer, does not and will not knowingly employ an undocumented worker, as that term is defined by Section 2264.001(4) of the Texas Government Code. In the event that Developer, or any branch, division, or department of Developer, is convicted of a violation under 8 U.S.C. Section 1324a(l) (relating to federal criminal penalties and injunctions for a pattern or practice of employing unauthorized aliens): • if the conviction occurs during the Term of this Agreement, this Agreement will terminate contemporaneously upon the conviction (subject to any appellate rights that may lawfully be available to and exercised by Developer); or • if the conviction occurs after expiration or termination of this Agreement, subject to any appellate rights that may lawfully be available to and exercised by Developer,Developer must repay, within one hundred twenty (120) calendar days following receipt of written demand from the City, the amount of the Program Grant plus Simple Interest at a rate of four percent(4%)per annum. For the purposes of this Section 6.5, "Simple Interest" is defined as a rate of interest applied only to an original value, in this case the amount of the Program Grant. This rate of interest can be applied each year, but will only apply to the amount of the Program Grant and will not be applied to interest calculated. For example, on a Program Grant of$32,700.00 that is required to be paid back with four percent (4%) interest three years later,the total amount would be $32,700 + [3 x ($32,700 x 0.04)], which is $3,924.00, for a total amount of $35,924.00. This Section 6.5 does not apply to convictions of any subsidiary or affiliate entity of Developer, by any franchisees of Developer, or by a person or entity with whom Developer contracts. Notwithstanding anything to the contrary herein, this Section 6.5 will survive the expiration or termination of this Agreement. 7. INDEPENDENT CONTRACTOR. It is expressly understood and agreed that Developer will operate as an independent contractor in each and every respect hereunder and not as an agent, representative or employee of the City. Developer will have the exclusive right to control all details and day-to-day operations relative to the Land and the Improvements and will be solely responsible for the acts and omissions of its officers, agents, servants, employees, contractors, subcontractors, licensees and invitees. Developer acknowledges that the doctrine of respondeat superior will not apply as between the City and Page 8 Economic Development Program Agreement between City of Fort Worth and 3900 Hemphill Street Partners,LP Developer, its officers, agents, servants, employees, contractors, subcontractors, licensees and invitees. Developer further agrees that nothing in this Agreement will be construed as the creation of a partnership or joint enterprise between the City and Developer. 8. INDEMNIFICATION. DEVELOPER AGREES TO DEFEND, INDEMNIFY AND HOLD THE CITY, ITS OFFICERS, AGENTS SERVANTS AND EMPLOYEES, HARMLESS AGAINST ANY AND ALL CLAIMS, LAWSUITS, ACTIONS, COSTS AND EXPENSES OF ANY KIND, INCLUDING, BUT NOT LIMITED TO, THOSE FOR PROPERTYDAMAGE OR LOSS (INCLUDING ALLEGED DAMAGE OR LOSS TO DEVELOPER'S BUSINESS AND ANY RESULTING LOST PROFITS) AND/OR PERSONAL INJURY, INCLUDING DEATH, THAT MAY RELATE TO, ARISE OUT OF OR BE OCCASIONED BY(i) DEVELOPER'S BREACH OFANY OF THE TERMS OR PROVISIONS OF THIS AGREEMENT OR (ii)ANY NEGLIGENT ACT OR OMISSION OR INTENTIONAL MISCONDUCT OF DEVELOPER, ITS OFFICERS, AGENTS, ASSOCIATES, EMPLOYEES, CONTRACTORS (OTHER THAN THE CITY) OR SUBCONTRACTORS, RELATED TO THE LAND, THE IMPROVEMENTS OR ANY OTHER IMPROVEMENTS THEREON, OR ANY USE OF THE LAND OR ANY IMPROVEMENTS THEREON; EXCEPT THAT THE INDEMNITYPROVIDED FOR IN THIS PARAGRAPH WILL NOT APPLY TO ANY LL4BILITY RESULTING FROM THE SOLE NEGLIGENCE OF THE CITY OR ITS OFFICERS, AGENTS, OR EMPLOYEES, AND IN THE EVENT OF JOINT AND CONCURRENT NEGLIGENCE OF BOTH DEVELOPER AND CITY, RESPONSIBILITY, IF ANY, WILL BE APPORTIONED COMPARATIVELY IN ACCORDANCE WITH THE LAWS OF THE STATE OF TEXAS. 9. NOTICES. All written notices called for or required by this Agreement must be addressed to the following, or another party or address as either party designates in writing, by certified mail,postage prepaid, or by hand delivery: City: Developer: Attn: Director Attn: Chris Landers Housing and Economic Dev. Dept. c/o Widespread Properties, LLC 1000 Throckmorton St. 8235 Douglas, Suite 720 Fort Worth, TX 76102 Dallas, TX 75225 Phone: 817-392-6103 Phone: 214-674-6898 with a copy to: Page 9 Economic Development Program Agreement between City of Fort Worth and 3900 Hemphill Street Partners,LP Attn: City Attorney City Attorney's Office 1000 Throckmorton St. Fort Worth, TX 76102 10. ASSIGNMENT AND SUCCESSORS. Developer may not assign, transfer or otherwise convey any of its rights and obligations under this Agreement to another party without the written consent of the City, which consent will not unreasonably be withheld or delayed, conditioned on prior execution by the proposed assignee or successor of a written agreement with the City under which the proposed assignee or successor agrees to assume all covenants and obligations of Developer under this Agreement. Any lawful assignee or successor in interest of Developer under this Agreement will be deemed the "Developer" for all purposes under this Agreement. The City may assign this agreement to any party provided that the assignee agrees to assume the rights and obligations of the City under this Agreement. 11. COMPLIANCE WITH LAWS, ORDINANCES,RULES AND REGULATIONS. This Agreement will be subject to, and the parties hereto must comply with, all applicable federal, state and local laws, ordinances, rules and regulations, including, but not limited to, all provisions of the City's Charter and ordinances, as amended. 12. GOVERNMENTAL POWERS. It is understood that by execution of this Agreement, the City does not waive or surrender any of it governmental powers. 13. NO WAIVER. The failure of either party to insist upon the performance of any term or provision of this Agreement or to exercise any right granted hereunder will not constitute a waiver of that party's right to insist upon appropriate performance or to assert any such right on any future occasion. 14. SEVERABILITY. If any provision of this Agreement is held to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions will not in any way be Page 10 Economic Development Program Agreement between City of Fort Worth and 3900 Hemphill Street Partners,LP affected or impaired. 15. VENUE AND JURISDICTION. If any action, whether real or asserted, at law or in equity, arises on the basis of any provision of this Agreement, venue for such action will lie in state courts located in Tarrant County, Texas or the United States District Court for the Northern District of Texas —Fort Worth Division. This Agreement will be governed by the laws of the State of Texas. 16. NO THIRD PARTY RIGHTS. THE PROVISIONS AND CONDITIONS OF THIS AGREEMENT ARE SOLELY FOR THE BENEFIT OF THE CITY AND DEVELOPER, AND ANY LAWFUL ASSIGN OR SUCCESSOR OF DEVELOPER, AND ARE NOT INTENDED TO CREATE ANY RIGHTS, CONTRACTUAL OR OTHERWISE, TO ANY OTHER PERSON OR ENTITY, INCLUDING TO ANY PERSONS OR ENTITIES CONTRACTING OR PARTNERING WITH DEVELOPER TO CONSTR UCT THE IMPROVEMENTS. 17. FORCE MAJEURE. Subject to any UDAG Regulations and any other applicable rules and regulations of HUD, it is expressly understood and agreed by the parties to this Agreement that if the performance of any obligations hereunder is delayed on account of an event of Force Majeure, the party so obligated will be excused from doing the same for an amount of time equal to the duration of the event of Force Majeure. 18. INTERPRETATION. In the event of any dispute over the meaning or application of any provision of this Agreement, this Agreement must be interpreted fairly and reasonably, and neither more strongly for or against any party,regardless of the actual drafter of this Agreement. 19. CAPTIONS. Captions and headings used in this Agreement are for reference purposes only and will not be deemed a part of this Agreement. 20. ENTIRETY OF AGREEMENT. Page 11 Economic Development Program Agreement between City of Fort Worth and 3900 Hemphill Street Partners,LP This Agreement, including any exhibits attached hereto and any documents incorporated herein by reference, contains the entire understanding and agreement between the City and Developer 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 may not be amended unless executed in writing by both parties and approved by the City Council of the City in an open meeting held in accordance with Chapter 551 of the Texas Government Code. 21. COUNTERPARTS. This Agreement may be executed in multiple counterparts, each of which will be considered an original, but all of which constitute one instrument. [SIGNATURES APPEAR ON NEXT TWO (2) PAGES] EXECUTED as of the last date indicated below: CITY OF FORT WORTH: APPROVED AS TO FORM AND LEGALITY: By: Z��- Fernando Costa Peter Vaky Assistant City Manager Deputy City Attorney Date: M& C: C-26716 03-18-14 ATTES 000000 �8 00 By: ° ASS" dity Secretary °` ° ° °° AS OFFICIAL RECORD CITY SECRETARY Page 12 FT.WORTH,TX Economic Development Program Agreement between City of Fort Worth and 3900 Hemphill Street Partners,LP 3900 HEMPHILL STREET PARTNERS,a Texas limited partnership: By: 3900 Hemphill Street GP, LLC, a Texas limited liability company and its sole general partner: B 4e.' � Date: ?� / ATTEST: Page 13 Economic Development Program Agreement between City of Fort Worth and 3900 Hemphill Street Partners,LP EXHIBITS "A"—Depiction/Description of the Land "B"—Description/Depiction of Improvements Economic Development Program Agreement between City of Fort Worth and 3900 Hemphill Street Partners,LP EXHIBIT "A" Description of and Map Depicting the Land � N 3900 Hemphill Street - COUNCIL DISTRICT 9 � � f ~ii •4 � _ n 'a 54" FdGG V` � r W 3900 Hemphill Street 3 I DREW, -� Economic Development Program Agreement between City of Fort Worth and 3900 Hemphill Street Partners,LP EXHIBIT "B" Rendering of Improvements wens f-1 Old Fagade to be - Removed �►� T ; � a a m N—* qQ Proposed Fagade Upgrades Q1 2014 ijma 1414 like PEPvPESTIVE PBrAIL OIGI rat MET :I L I P �.ILF =ROI�T ELEV'71014 Economic Development Program Agreement between City of Fort Worth and 3900 Hemphill Street Partners,LP X X City of Fort Worth, Texas Mayor and Council Communication COUNCIL ACTION: Approved on 3/18/2014 DATE: Tuesday,March 18, 2014 REFERENCE NO.: C-26716 LOG NAME: 173900HEMPHILLREDEV SUBJECT: Authorize Execution of an Economic Development Program Agreement with 3900 Hemphill Street Partners, LP,Related to Improvements at the Current Site of the Former Terry's Supermarket in South Fort Worth(COUNCIL DISTRICT 9) RECOMMENDATION: It is recommended that the City Council: 1. Authorize the City Manager to execute an Economic Development Program Agreement with 3900 Hemphill Street Partners, LP,related to improvements at the current site of the former Terry's Supermarket in south Fort Worth; and 2. Find that the terms and conditions of the Agreement, as outlined below, constitute a custom-designed Economic Development Program, as recommended by the Comprehensive Plan and authorized by Chapter 380 of the Texas Local Government Code. DISCUSSION: 3900 Hemphill Street Partners, LP (Developer), acquired the property that was previously vacated by Terry's Supermarket and under the proposed Economic Development Program Agreement, the Developer has committed to investing a minimum amount of$654,000.00 in renovating the property. The overall improvements to the property include: • dividing the building into two leasable spaces, • a new roof, • fagade improvements, •parking lot improvements which include new concrete, store-front parking providing easier access for handicap visitors, and • landscaping along Hemphill. The Developer has also agreed to use best efforts to provide at least five full-time jobs at the site. In return,upon verifying the completion of the project,the City will pay the Developer an Economic Development Program Grant, in accordance with Chapter 380 of the Texas Local Government Code, in an amount not to exceed$32,700.00. The funding source for this grant will be lease revenues received by the City under its lease to the downtown Hilton Fort Worth Hotel (City Secretary Contract No. 11085, as amended and assigned) of the adjacent underground parking garage,which is owned by the City and was constructed using Urban Development Action Grant(UDAG) funds received from the United States Department of Housing and Urban Development,pursuant to a 1979 Grant Agreement(City Secretary Contract No. 10610). The recommended funding represents a 20 to 1 ratio of private versus public funds. The project is located in a CDBG eligible census tract,which qualifies it for the use of UDAG funds. This project is located in the Hemphill/Berry Neighborhood Empowerment Zone and the developer has been approved for basic NEZ incentives. The developer will be subdividing the property into two commercial store fronts and will lease one of the spaces to XL Parts, an auto parts retailer. The developer is actively seeking a second tenant. The project is located in COUNCIL DISTRICT 9,Mapsco 90H. FISCAL INFORMATION/CERTIFICATION: The Financial Management Services Director certifies that this action will not increase the total appropriations of City funds. FUND CENTERS: TO Fund/Account/Centers FROM Fund/Account/Centers CERTIFICATIONS: Submitted for City Manager's Office by: Fernando Costa (6122) Originating Department Head: Jay Chapa (5804) Cynthia Garcia (8187) Additional Information Contact: Ossana O. Hermosillo (6203) ATTACHMENTS 1. 3900Hemphill.pdf (Public)