HomeMy WebLinkAboutContract 30737 CITY SECRETARYZC�7
STATE OF TEXAS § CONTRACT 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 TARGET CORPORATION
("Owner"), a Minnesota corporation.
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 June 15, 2004, the City Council adopted Resolution No. 3092, 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" (the "Policy"), which is attached hereto as Exhibit "A" and
hereby made a part of this Agreement for all purposes.
B. The Policy 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 July 6, 2004, the City Council adopted Ordinance No. 16015 (the
"Ordinance") establishing Tax Abatement Reinvestment Zone No. 48, City of Fort Worth, Texas
(the"Zone").
D. Subject to Section 9 of this Agreement, Owner has entered into a contract 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 plans to undertake the Required Improvements, as defined in Section 1.1 of
this Agreement, in order to, without limitation, construct a general retail and full service grocery
store on the Land (the"Project").
F. Owner previously 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.
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,
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Tax Abatement Agreement between
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in accordance with the purposes for creation of the Zone, and are in compliance with the Policy,
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 for Commercial/Industrial Development Projects, as defined in the
Policy.
I. Written notice that the City intends to enter into this Agreement, along with a copy
of this Agreement, has been famished 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.
1.1.1. Nature of Improvements.
Owner shall cause improvements on the Land to be constructed for use as a
general retail store, which shall (i) contain at least 170,000 square feet of overall
interior space; (ii) contain within that minimum 170,000 square feet of interior
space a Full Service Grocery Store component (collectively, the "Required
Improvements"); and (iii), together with any other improvements constructed on
the Land,have a minimum Construction Cost upon completion of$8,750,000.
For purposes of this Agreement, "Full Service Grocery Store" means a
space with at least 35,000 square feet, either as a component of a larger building or
a stand-alone building, that is primarily used for the retail sale of edible foods,
paper products,health and beauty aids, pet foods and other items typically sold in a
grocery store such as Tom Thumb, Albertson's or Kroger, which space may include
a proportionate share of the square footage for uses that support sales from the
grocery store component, such as, without limitation, a stock room, snack bar,
customer service area, checkout lanes, related common areas, restrooms and other
non-sales areas. A grocery component substantially similar to the grocery
component as of the execution date of this Agreement within the SuperTarget
located in Cityview Place on Hulen Street in the City shall be deemed to be a Full
Service Grocery Store.
For purposes of this Agreement, "Construction Costs" shall mean site
development and building costs, including, without limitation, actual construction
costs, signage costs, contractor fees, third party overhead and profit, the costs of
supplies and materials, engineering fees, architectural fees and other professional,
development and permitting fees expended directly in connection with the Required
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Tax Abatement Agreement between ���,y %�Ca���� . .•
City of Fort Worth and Target Corporation
Improvements and any other improvements constructed on the Land. The City
recognizes that Owner will request bids from various contractors in order to obtain
the lowest reasonable price for the cost of the Required Improvements and any
other improvements constructed on the Land. In the event that bids for the
Required Improvements and any other improvements constructed on the Land are
below $8,750,000 in Construction Costs 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 $8,750,000 in Construction
Costs, with the understanding that the City's staff will recommend, but cannot
guarantee, approval of such amendment by the City Council.
1.1.2. Completion of Required Improvements.
Owner intends to undertake work on the Required Improvements in
accordance with the timeline set forth in Exhibit"C". Owner covenants and agrees
that the Completion Date (as such term is defined below) shall occur by August 1,
2007 unless delayed because of Force Majeure, in which case the August 1, 2007
deadline shall be extended by the number of days comprising the specific Force
Majeure ("Completion Deadline"). The Required Improvements shall be deemed
complete for purposes of this Section 1.1.2 on the date as of which a certificate of
occupancy, whether temporary or final, has been issued for all of the Required
Improvements and the Required Improvements are lawfully open for business to
the general public (the "Completion Date"). 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, delays caused by unforeseen structural issues,
weather delays, unreasonable delays by the City in issuing any permits or
certificates with respect to the Required Improvements or inspecting any of the
Required Improvements or delays caused by unforeseen construction or site issues,
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.
1.2. Use of Land. _
Owner covenants that following the Completion Date and for the remainder of the
Tenn, subject to Force Majeure, the Required Improvements shall be operated and
maintained as a general retail store with a Full Service Grocery Store component, which
the parties agree is consistent with the general purposes of encouraging development or
redevelopment of the Zone.
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2. ABATEMENT AMOUNTS,TERMS AND CONDITIONS.
Provided that Owner has fee title to the Land as of the Completion Date, the City will grant
to Owner for a period of one (1) year a tax abatement on the Land and on Tangible Personal
Property taxable by the City and located on the Land, 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 over its value for the 2004 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. Because the Land comprises approximately 27.45% of a
larger parcel of property that, as of the execution date of this Agreement, has not been separately
replatted, the City and Owner agree that the 2004 base value of the land shall equal 27.45% of
the real property described in and depicted on Exhibit "D", attached hereto and hereby made a
part of this Agreement for all purposes. For purposes of this Agreement, "Tangible Personal
Property" means any personal property that is owned or leased by Target, including, without
limitation, inventory, fixtures, store signage, checkout stands, computers, cash registers and
security and communications systems.
2.1. Amount of Abatement (Maximum of 100%).
Subject to Section 2.3 and Section 4 of this Agreement, the Abatement granted
hereunder may range up to a maximum of one hundred percent (100%) of the increased
value of the Land and up to a maximum of one hundred percent (100%) of the increased
value of taxable Tangible Personal Property located on the Land, and shall be calculated
as follows:
2.1.1. Base Abatement.
The base abatement provided hereunder shall be based on a combination of
(i) Owner's compliance with the requirements to construct and complete the
Required Improvements, as provided by and in accordance with Section 1.1 and (ii)
the degree to which Owner -met construction spending commitments with Fort
Worth Companies and Fort Worth Certified M/WBE Companies, as set forth in
Sections 2.1.1.2 and 2.1.1.3 below (collectively, the `Base Abatement"). The
Base Abatement shall equal the sum of the percentages set forth in Sections 2.1.1.1,
2.1.1.2 and 2.1.1.3, so that if, for example, the sum of those percentages is 90%,the
Base Abatement will equal ninety percent (90%) of the increased value of the Land
and ninety percent (90%) of the increased value of taxable Tangible Personal
Property located on the Land.
2.1.1.1. Completion of Required Improvements (65% of Base
Abatement).
Owner shall receive a sixty-five percent (65%) Base
Abatement if the Completion Date occurs by the Completion Deadline, as
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provided by and in accordance with Section 1.1 of this Agreement. An
Event of Default, as addressed in Section 4 of this Agreement, shall occur if
the Completion Date does not occur by the Completion Deadline.
2.1.1.2. Construction Expenditures with Fort Worth Companies
(Up to 25% of Base Abatement).
Owner shall receive a twenty-five percent (25%) Base
Abatement if the lesser of (i) twenty percent (20%) of all Construction
Costs for the Required Improvements and any other improvements
constructed on the Land,_or (ii) $2,500,000 in Construction Costs for the
Required Improvements and any other improvements constructed on the
Land were spent by the Completion Date with contractors that are Fort
Worth Companies, as defined in Exhibit "A" (the "Fort Worth
Construction Commitment").
If the Fort Worth Construction Commitment is not met,
Owner will earn a lesser percentage toward the Base Abatement that is
based on the degree to which the Fort Worth Construction Commitment
was met, which lesser percentage shall equal the product of 25%
multiplied by a fraction, the numerator of which shall equal the number of
dollars in Construction Costs actually expended by or on behalf of Owner
for the Required Improvements and any other improvements constructed
on the Land with contractors that are Fort Worth Companies and the
denominator of which shall equal the Fort Worth Construction
Commitment. For example, if the Fort Worth Construction Commitment
was $2,500,000 and only $1,125,000 in Construction Costs for the
Required Improvements and any other improvements constructed on the
Land were spent with contractors that are Fort Worth Companies, then the
percentage toward the Base Abatement that Owner would earn pursuant to
this Section 2.1.1.2 would equal 25% x %z, or 12.5%.
2.1.1.3. Construction Expenditures with Fort Worth Certified
M/WBE Companies (Up to 10% of Base Abatement).
Owner shall receive a ten percent (10%) Base Abatement if
the lesser of (i) fifteen percent (15%) of all Construction Costs for the
Required Improvements and any other improvements constructed on the
Land, or (ii) $1,000,000 in Construction Costs for the Required
Improvements and any other improvements constructed on the Land were
spent by the Completion Date with Fort Worth Certified M/WBE
Companies, as defined in Exhibit "A" (the "M/WBE Construction
Commitment"). The M/WBE Construction Commitment has been
approved by the City's Minority and Women Business Enterprise
Advisory Committee and satisfies Section 6.4 of the Policy. Dollars spent
with Fort Worth Certified M/WBE Companies shall also count as dollars
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Tax Abatement Agreement between c c: ?; ;•.?
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spent with Fort Worth Companies for purposes of the commitment set
forth in Section 2.1.1.2.
If the M/WBE Construction Commitment is not met,
Owner will earn a lesser percentage toward the Base Abatement that is
based on the degree to which the M/WBE Construction Commitment was
met, which lesser percentage shall equal the product of 10%multiplied by
a fraction, the numerator of which shall equal the number of dollars in
Construction Costs actually expended by or on behalf of Owner for the
Required Improvements and any other improvements constructed on the
Land with contractors that are Fort Worth Certified M/WBE Companies
and the denominator of which shall equal the M/WBE Construction
Commitment. For example, if the M/WBE Construction Commitment
was $1,000,000 and only$600,000 in Construction Costs for the Required
Improvements and any other improvements constructed on the Land were
spent with contractors that are Fort Worth Certified M/WBE Companies,
then the percentage toward the Base Abatement that Owner would earn
pursuant to this Section 2.1.1.3 would equal 10%x 6/10, or 6%.
2.1.1.4. No Offsets.
A deficiency in attainment of one of the commitments set
forth in Sections 2.1.1.2 and 2.1.1.3 may not be offset by exceeding the
other commitment. In other words, if Owner exceeded the Fort Worth
Construction Commitment, as set forth in Section 2.1.1.2, by $5,000 but
failed to meet the M/WBE Construction Commitment, as set forth in
Section 2.1.1.3, by $5,000, the Base Abatement would still be reduced in
accordance with the methodology outlined in this Section 2.1.1.
2.1.2. Reduction Based on Failure to Meet Fort Worth Resident
Emnloyment Commitment.
If during the Compliance Auditing Year (as defined in Section 2.5) fewer
than (i) fifty percent (50%) of all Jobs on the Land or (ii) one hundred (100) Jobs
on the Land, whichever number is less, were held by individuals whose principal
places of residence were located within the corporate limits of the City, then the
amount of Abatement granted hereunder on the Land and Tangible Personal
Property will be reduced by subtracting from the Base Abatement $1,000 for each
Job by which such commitment was not met. For purposes of this Agreement, a
"Job" means a job provided to an individual directly by Owner. Determination of
compliance with the employment requirements of this Section 2.1.2 shall be based
on Owner's employment data for December 1 (or another date requested by Owner
and reasonably acceptable to the City)of the Compliance Auditing Year.
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2.1.3. Reduction Based on Failure to Meet Central City Resident
Employment Commitment.
If during the Compliance Auditing Year (as defined in Section 2.5) fewer
than (i) twenty-five percent (25%) of all Jobs on the Land or (ii) twenty-five (25)
Jobs on the Land, whichever number is less, were held by individuals whose
principal places of residence were located within the Central City, as defined in
Exhibit "A", then the amount of Abatement granted hereunder on the Land and
Tangible Personal Property will be reduced by subtracting from the Base
Abatement $1,000 for each Job by which such commitment was not met. A Job
held by a Central City Resident shall also count as a Job held by a Fort Worth
Resident for purposes of measuring the commitment set forth in Section 2.1.2.
Determination of compliance with the employment requirements of this Section
2.1.3 shall be based on Owner's employment data for December 1 (or another date
requested by Owner and reasonably acceptable to the City) of the Compliance
Auditing Year.
2.1.4. Reduction Based on Failure to Meet Commitment for Supply and
Service Expenditures with Fort Worth Certified M/WBE Companies.
If during the Compliance Auditing Year, as defined in Section 2.5, Owner
failed to spend or cause to be spent at least $20,000 (or if the Completion Date
occurs on a date other than January 1 of the Compliance Auditing Year, an
amount equal to the product of$20,000 multiplied by a fraction, the numerator of
which is the number of days in the Compliance Auditing Year remaining after the
Completion Date and the denominator of which is 365) for supplies and services
provided directly in connection with the operation of the Required Improvements
("Supply and Service Expenses") with Fort Worth Certified M/WBE
Companies, then the amount of Abatement granted hereunder on the Land and
Tangible Personal Property will be reduced by subtracting from the Base
Abatement the number of dollars by which that commitment was_ not met
multiplied by two (2). In other words, subject to the proration condition and
formula set forth in the first sentence above, if only $15,000 in Supply and
Service Expenses were spent with Fort Worth Certified M/WBE Companies
during the Compliance Auditing Year, the Abatement would be reduced by
$10,000 (the$5,000 shortfall x 2). The City agrees that one way Target may meet
this commitment is to cause a third party to spend at least $20,000 in Supply and
Service Expenses with Fort Worth Certified M/WBE Companies. Determination
of compliance with the requirements of this Section 2.1.4 shall be based on
spending for the entire calendar year, as reflected in the report filed for the fourth
quarter of the Compliance Auditing Year in accordance with Section 3.3.5 hereof.
This commitment has been approved by the City's Minority and Women Business
Enterprise Advisory Committee and satisfies Section 6.4 of the Policy
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2.2. Effect of Failure to Meet Commitments Set Forth in Sections 2.1.2 Throup-h
2.1.4.
Subject to Section 2.1.1.1 (providing for an Event of Default if the Completion
Date does not occur by the Completion Deadline), the failure to meet any or all of the
numerical or percentage commitments, as the case may be, for Construction Cost spending,
employment and supply and service vendor contract spending, as set forth in Sections
2.1.1, 2.1.2, 2.1.3 and 2.1.4, shall result only in the reduction of the percentage of
Abatement available to Owner in the Abatement Year, as defined in Section 2.5, 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.
2.3. Abatement Limitation.
Notwithstanding anything that may be interpreted to the contrary in this Agreement,
Owner's Abatement shall be based (i) on the increase in the real property value of the
Land, including the Required Improvements and other improvements constructed on the
Land, since the 2004 tax year, up to a maximum increase of$13,125,000 and (ii) on the
increase in the value of Tangible Personal Property taxable by the City and located on the
Land since the 2004 tax year, up to a maximum increase of$4,500,000. In other words,
with regard to the real property tax Abatement on the Land, if the value of the Land,
including the Required Improvements and other improvements constructed on the Land, in
the Abatement Year exceeds the value of the Land in the 2004 tax year plus $13,125,000,
Owner's Abatement shall be capped and calculated as if the increase in the value of the
Land since the 2004 tax year had only been $13,125,000. For example, and as an example
only, if the value of the Land in the Abatement Year is $15,000,000 over the value of the
Land in the 2004 tax year, Owner would receive a maximum real property tax Abatement
of one hundred percent (100%) of the taxes payable on real property with an increased
value of$13,125,000. Along the same lines, if the value of the taxable Tangible Personal
Property located on the Land in the Abatement Year is $5,000,000, Owner would receive a
maximum personal property tax Abatement of one hundred percent (100%) of the taxes
payable on taxable Tangible Personal Property located on the Land with an increased value
of$4,500,000.
2.4. 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 thereon.
2.5. Term of Abatement.
As more specifically set forth in Section 3.4, the City will audit Owner's
compliance with the terms and conditions of this Agreement as of the last day of the
calendar year in which the Completion Date occurs (the "Compliance Auditing Year").
Taxes will not be abated during the Compliance Auditing Year. The Abatement given to
Owner hereunder will apply to the tax year beginning January 1 following the Compliance
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Tax Abatement Agreement between
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Auditing Year and ending December 31 of the same year (the "Abatement Year").
Unless terminated earlier as provided herein, this Agreement shall commence upon
execution by both the City and Owner and shall expire on the date as of which the City has,
in accordance with Section 3.4,made a final determination of the amount of the Abatement
and such Abatement has been applied to Owner's tax bill for the Abatement Year (the
"Term").
2.6. Abatement Application Fee.
The City acknowledges receipt from Owner of the required Application fee of one
percent (1%) of the estimated Construction Costs of the Required Improvements, not to
exceed $15,000. If Owner diligently begins or causes to begin the undertaking of the
Required Improvements within one (1) year from the date of the Application (whether or
not Owner actually receives any 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 Land.
Throughout the Term of this Agreement, at any time during normal office hours
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.
3.2. Audits.
The City shall have the right to audit, at no cost to Owner, 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 Term of this Agreement 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 at least thirty (30) calendar days'
advance notice by the City and shall otherwise cooperate fully with the City during any
audit.
Tax Abatement Agreement between
City of Fort Worth and Target Corporation �� �'_^'�I�u
3.3. Reports and Filings.
3.3.1. Plan for Use of Fort Worth Certified M/WBE Companies.
Within ninety(90) calendar days following execution of this Agreement or
prior to the submission of an application by or on behalf of Owner for a building
permit to initiate construction of any of the Required Improvements, whichever is
earlier, Owner will file a plan with the City as to how the goals for the use of Fort
Worth Certified M/WBE Companies outlined in this Agreement will be attained.
Owner agrees to meet with the City's M/WBE Office and Minority and Women
Business Enterprise Advisory Committee as reasonably necessary for assistance
in implementing such plan and to address any concerns that the City may have
with such plan.
3.3.2. Monthly Spendine Reports.
From the date of execution of this Agreement until the Completion Date,
in order to enable the City to assist Owner in meeting its goal for construction
spending with Fort Worth Certified M/WBE Companies, Owner will provide the
City with a monthly report in a form reasonably acceptable to the City that
specifically outlines the then-current aggregate Construction Costs expended by
and on behalf of Owner with Fort Worth Certified M/WBE Companies for
construction of the Required Improvements and other improvements constructed
on the Land. Owner agrees to meet with the City's M/WBE Office and Minority
and Women Business Enterprise Advisory Committee as reasonably necessary for
assistance in implementing such plan and to address any concerns that the City
may have with such plan.
3.3.3. Construction Spendine Report.
Within ninety (90) calendar days following the Completion Date, Owner
will provide the City with a report in a form reasonably acceptable to the City that
specifically outlines the Construction Costs expended by and on behalf of Owner
for construction of the Required Improvements and other improvements
constructed on the Land, together with supporting invoices and other documents
necessary to demonstrate that such amounts were actually paid by Owner,
including, without limitation, final lien waivers signed by Owner's general
contractor (provided that Owner may bond over any contested liens). This report
shall also include actual Construction Costs expended by and on behalf of Owner
for construction of the Required Improvements and other improvements
constructed on the Land with contractors that are Fort Worth Companies and with
contractors that are Fort Worth Certified M/WBE Companies, together with
supporting invoices and other documents necessary to demonstrate that such
amounts were actually paid by or on behalf of Owner to such contractors.
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3.3.4. Employment Report.
On or before April 1 following the end of the Compliance Auditing Year,
Owner shall provide the City with a report in a form reasonably acceptable to the
City that sets forth (i) the total number of employees who held Jobs on the Land
and who resided within the corporate limits of the City and (ii) the total number of
employees who held Jobs on the Land and who resided in the Central City, all as
of December 1 of the Compliance Auditing Year, together with reasonable
documentation regarding the residency of such employees; and
3.3.5. Ouarterly Supply and Service Spending Report.
Beginning on the Completion Date and for the remainder of the Term,
within thirty(30) calendar days following the end of each calendar quarter Owner
will provide or cause to be provided a report to the City in a form reasonably
acceptable to the City that specifically outlines the aggregate number of dollars
expended in the same calendar year with Fort Worth Certified M/WBE
Companies for supplies and services provided directly in connection with the
operation of the Required Improvements. Owner agrees to meet or cause a
representative to meet with the City's M/WBE Office and Minority and Women
Business Enterprise Advisory Committee as reasonably necessary to address any
concerns arising from the report. The City will use the fourth quarter report for
the Compliance Auditing Year to determine whether any reduction to the
Abatement will be assessed pursuant to Section 2.1.4 hereof.
3.3.6. General.
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. Notwithstanding anything to the contrary herein,
failure to provide all information required by this Section 3.3 within thirty (30)
calendar days following receipt of a written request from the City (or such
reasonable additional time as may reasonably be required by Owner under the
circumstances) shall not give the City a right to terminate this Agreement, but
will result in Owner's forfeiture of the Abatement hereunder if the City provides
Owner with a second written notice that the Abatement is subject to forfeiture as
a result of Owner's failure to provide the information requested by the City in the
time frame set forth above and Owner still fails to supply all such information
within fifteen (l S) calendar days following receipt of that second notice. All of
the foregoing shall be subject to applicable federal and state privacy laws and
regulations.
3.4. Determination of Compliance.
On or before June 1 of the Abatement Year, the City shall make a decision and rule
on the actual percentage of Abatement available to Owner for the Abatement Year based
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on the City's audit of the Records (including specifically,but without limitation,the reports
described in Section 3.3) and any inspections of the Land and/or the Required
Improvements, the City shall notify Owner in writing of the actual percentage of
Abatement to which Owner is entitled based on compliance with the commitments set forth
in Section 2.1.1 and any reductions assessed in accordance with Sections 2.1.2, 2.13 and
2.14. 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.
4. EVENTS OF DEFAULT.
4.1. Defined.
Owner shall be in default of this Agreement if(i) any of the covenants set forth in
any portion or all of Sections 1.1 and 1.2 of this Agreement are not met; or (ii) ad valorem
real property taxes with respect to the Land or the Project, or ad valorem taxes with respect
to Owner's Tangible Personal Property located on the Land, become delinquent and Owner
does not either pay such taxes or 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 Sections 2.2 and 3.3.6 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 6, 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.
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Tax Abatement Agreement between tc, � ,��
City of Fort Worth and Target Corporation = �L y :
?«.1h g •A
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 the year in which the 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 tax appraisal by the appraisal district that has jurisdiction over the Land.
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. INDEMNIFICATION.
Owner understands and agrees that the City is not sponsoring the Project or creating any
kind of partnership or joint venture with Owner with regard to the Project, including, but not
limited to, the construction of the Required Improvements. It is expressly understood and agreed
that Owner shall operate as an independent contractor as to all aspects of the Project, and not as
an agent or representative the City. OWNER, AT OWNER'S OWN EXPENSE, SHALL
INDEMNIFY, DEFEND (WITH COUNSEL REASONABLY ACCEPTABLE TO THE
Page 13
Tax Abatement Agreement between
City of Fort Worth and Target Corporation
INDEMNIFIED PARTIES HEREIN) AND HOLD HARMLESS THE CITY, ITS
OFFICERS, AGENTS, SERVANTS, EMPLOYEES AND CONTRACTORS, FROM AND
AGAINST ANY CLAIM, LAWSUIT OR OTHER ACTION FOR DAMAGES OF ANY KIND,
INCLUDING, BUT NOT LIMITED TO, PROPERTY LOSS, PROPERTY DAMAGE
AND/OR PERSONAL INJURY OF ANY KIND, INCLUDING DEATH, TO ANY AND ALL
PERSONS, OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, TO THE
EXTENT(i) CAUSED BY THE NEGLIGENT OR WILLFUL ACT(S) OR OMISSION(S) OF
OWNER, ITS OFFICERS, AGENTS, SERVANTS, EMPLOYEES, CONTRACTORS
AND/OR SUBCONTRACTORS, AND (ii) ARISING OUT OF, OCCASIONED BY OR
RELATED TO THE PROJECT OR THE CONSTRUCTION OF THE REQUIRED
IMPROVEMENTS OR ANY OTHER PERFORMANCE OF THIS A GREEMENT.
6. EFFECT OF SALE OF LAND AND/OR REQUIRED IMPROVEMENTS.
Prior to the Completion Date, Owner may not assign, transfer or otherwise convey any of
its rights or obligations under this Agreement to a new owner of all or any portion of the Land
and/or Required Improvements and/or Tangible Personal Property taxable by the City and located
on the Land without the prior consent of the City Council, which consent shall not be unreasonably
withheld, conditioned on (i) the prior approval of the assignee or successor and a finding by the
City Council that the proposed assignee or successor is financially capable of meeting the terms
and conditions of this Agreement and (ii) prior execution by the proposed assignee or successor of
a written agreement with the City under which the proposed assignee or successor agrees in writing
to assume all covenants and obligations of Owner under this Agreement. Any attempted
assignment prior to the Completion Date 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. After the Completion Date,
Owner shall have the right to assign, transfer or otherwise convey any of its rights or obligations
under this Agreement to any party without the consent of the City, with the understanding that
Owner shall provide written notice to the City within thirty (30) calendar days thereafter of the
name of such party and the name and telephone number of a contact person affiliated with such
party if the party is not an individual. Any lawful assignee or successor in interest of Owner under
this Agreement shall be deemed "Owner" for all purposes under this Agreement.
7. 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 14
Tax Abatement Agreement between
City of Fort Worth and Target Corporation
City: Owner:
City of Fort Worth Target Corporation
Attn: City Manager Property Development
1000 Throckmorton Attn: Property Administration
Fort Worth,TX 76102 1000 Nicolett Mall
Minneapolis, MN 55403
with copies to: with a copy to:
the City Attorney and M. Lawrence Hicks, Jr.
Economic/Community Development Thompson&Knight, LLP
Director at the same address 1700 Pacific Avenue, Suite 3300
Dallas,TX 75201
8. MISCELLANEOUS.
8.1. 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.
8.2. 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.
8.3. Conflicts Between Documents.
In the event of any conflict between the body of this Agreement and Exhibit "C",
the body of this Agreement shall control.
8.4. 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.
8.5. 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 nclude. hut not
Page 15 fii i..L
Tax Abatement Agreement between --
City of Fort Worth and Target Corporation _
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.
8.6. 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.
8.7. Recordation.
Owner shall cause a certified copy of this Agreement in recordable form to be
recorded in the Deed Records of Tarrant County, Texas and shall be responsible for all
costs of such recordation.
8.8. 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.
8.9. 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.
8.10. 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.
Page 16
Tax Abatement Agreement between
City of Fort Worth and Target Corporation
8.11. Amendment.
This Agreement may be amended only by the written agreement of the City and
Owner.
9. 1031 EXCHANGE.
The City acknowledges and agrees that (i) the City has been advised by Owner that in
order to facilitate Owner's use of exchange proceeds (under Section 1031 of the Internal
Revenue Code) to purchase and develop the Land, fee title to the Land may be acquired and held
for a period of time prior to the Completion Date by FAE-Target Acquisition LLC, a Minnesota
limited liability company (the "Exchange Facilitator"), during which period of time Owner
shall lease the Land from the Exchange Facilitator, and (ii) the mere fact that fee title to the Land
may be owned by the Exchange Facilitator for a period of time prior to the Completion Date, and
that during such period of time Owner shall be the lessee of the Land, shall not affect Owner's
rights under this Agreement.
IN WITNESS WHEREOF, the undersigned have caused this Agreement to be executed
as of the later date below:
CITY OF FORT WORTH: APPROVED AS TO FORM AND LEGALITY:
By: By:
-L
Dale Fisseler V Peter Vaky
Acting Assistant City Manager Assistant City Attorney
Date: M & C: (2-2 01 V�j
ATTEST:
By:
City Secretary
rz , 44
Contract Authorizatiou
Patti
Page 17 ��
Tax Abatement Agreement between --
City of Fort Worth and Target Corporation r.
STATE OF TEXAS §
COUNTY OF TARRANT §
BEFORE ME, the undersigned authority, on this day personally appeared Dale Fisseler,
Acting 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 Z2=day of
-7o A e r' , 2004.
Notary Public in and for
the State of Texas
Notary's Printed Name
HETTIE LA ,4E
R MY COMMISS1QpaEXPIRE,s�•
'ham~ July 23, 2007
Page 18
Tax Abatement Agreement between
City of Fort Worth and Target Corporation
.ICW
TARGET CORPORATION:
By:
Name: Scott A. Nelson
Title: ViCe President
REAL ESTATE
STATE OF MINNESOTA §
COUNTY OF HENNEPIN §
BEFORE ME, the undersigned authority, on this day personally appeared
Safi A .ge9 m , known to me to be the person and officer 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 TARGET CORPORATION, a Minnesota corporation.
GIVEN UNDER MY HAND AND SEAL OF OFFICE this 13th day
of QGfilber' 32004.
No Public in and for
the State of Minnesota
_$fid e. Nrcoha
Notary's Printed Name
ARLRICHARD S. NICOLAS
NOTARY PUBLIC-MINNESOTA
MY COMMISSION
EXPIRES JAN.31 20 09
Page 19
Tax Abatement Agreement between
City of Fort Worth and Target Corporation
Exhibit"A"
TAX ABATEMENT POLICY
Tax Abatement Agreement between - - •-
City of Fort Worth and Target Corporation j
A Resolution
(D
NO.
PROVIDING THAT THE CITY OF FORT WORTH ("CITY") ELECTS TO BE
ELIGIBLE TO PARTICIPATE IN TAX ABATEMENT AUTHORIZED BY CHAPTER
312 OF THE TEXAS TAX CODE AND ESTABLISHING A TAX ABATEMENT
POLICY GOVERNING SUBSEQUENT TAX ABATEMENT AGREEMENTS
WHEREAS, a municipality may enter into tax abatement agreements authorized by
Chapter 312 of the Texas Tax Code ("Code") only if the governing body of the
municipality has previously adopted a resolution stating that the municipality elects to be
eligible to participate in tax abatement and has established guidelines and criteria
governing tax abatement agreements ("Tax Abatement Policy"); and
WHEREAS, pursuant to Code, a Tax Abatement Policy is effective for two (2) years from
the, date of its adoption;-and
WHEREAS, the City last adopted a tax abatement policy in 2002;
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY
OF FORT WORTH, TEXAS:
1. THAT the City hereby elects to be eligible to participate in tax abatement in
accordance with Chapter 312 of the Code.
2. THAT the City hereby adopts the Tax Abatement Policy attached hereto as Exhibit
"A", which constitutes the guidelines, criteria, and procedures governing tax abatement
agreements entered into by the City, to be effective from June 1, 2004 through May 31,
2006, unless earlier amended or repealed by a vote of at least three-fourths (3/4) of the
members of the City Council.
3. THAT this Tax Abatement Policy, as it may subsequently be amended, will expressly
govern all tax abatement agreements entered into by the City during the period in
which such Tax Abatement Policy is in effect.
APPROVED
g4
ADOPTED this li h day of M-ay 2004. CITY COUNCIL
ATTEST: JUN' 15 2194
Acer C:ty�1�T�c+;s4d
By
C9. Y:
it Secretary
LAP
!.
Exhibit "A"
City of Fort Worth
Tax Abatement Policy
1. GENERAL PROVISIONS.
1.1. Purpose.
Chapter 312 of the Texas Tax Code allows, but does not obligate or
require, the City to grant a tax abatement on the value added to a particular
property on account of a specific development project that meets the eligibility
requirements set forth in this Policy. In order for the City to participate in tax
abatement, the City is required to establish guidelines and criteria governing tax
abatement agreements. This Policy is intended to set forth those guidelines and
criteria for persons or entities interested in receiving a tax abatement from the
City. This Policy shall expire on June 14, 2006.
1.2. General Eligibility Criteria.
A tax abatement can only be granted to persons or entities eligible for tax
abatement pursuant to Section 312.204(a) of the Texas Tax Code, which persons
or entities as of the effective date of this Policy are (i) the owner of taxable real
property located in a tax abatement reinvestment zone; or (ii) the owner of a
leasehold interest in real property located in a tax abatement reinvestment zone.
Although the City will consider all applications for tax abatement that meet the
eligibility requirements set forth in this Policy, it is especially interested in
development projects that:
• result in the creation of new full-tune jobs for Fort Worth Residents and
Central City Residents; and
• are located in the Central City; and
• result in development with little or no additional cost to the City; and
• have a positive impact on Fort Worth Companies and Fort Worth Certified
M/WBE Companies.
1.3. General Exclusions and Limitations.
1.3.1. Lessees of Real Property.
A person or entity seeking tax abatement on real property that is
leased from a third party should be advised that, pursuant to state law, the
City can only abate taxes on the increased value of the taxable leasehold
Exhibit A:Tax Abatement Policy
Page 1 of 12
interest in the real property, if any, and the increase in value of taxable
improvements and tangible personal property located on the real property
and subject to the leasehold interest, if any. Before applying for a tax
abatement from the City, such persons or entities should seek professional
and legal guidance, and may wish to consult with the appraisal district
having jurisdiction over the property in question, as to whether their
development projects will result in a taxable leasehold interest in the
property and, if so, the anticipated value of that leasehold interest.
1.3.2. Property Located in Neighborhood Empowerment Zones
"NEZs" .
The City Council has designated certain distressed areas of the
City needing affordable housing, economic development and expanded
public services as NEZs. Notwithstanding anything that may be
interpreted to the contrary, this Policy does not apply to property located
in a NEZ. A person or entity seeking tax abatement on property owned or
leased in a NEZ should refer to the NEZ Policy in Appendix _.
1.3.3. Property Located in Tax Increment Reinvestment Zones
"TIFs" .
The City Council has designated certain areas of the City as TIFs.
This Policy does apply to property located in a TIF. However, a person or
entity seeking tax abatement on property owned or leased in a TIF should
be advised that state law requires a TIF's board of directors and the
governing bodies of all taxing jurisdictions contributing tax increment
revenue to a TIF to approve a City tax abatement agreement on property
located in that TIF before the agreement can take effect.
1.3.4. Property Located in Enterprise Zones.
The State of Texas has designated certain areas of the City with
high unemployment as enterprise zones. Various economic development
incentives are available to owners of property located in enterprise zones.
In accordance with state law, all property located within an enterprise zone
is automatically designated as a tax abatement reinvestment zone.
However, the City typically designates individual tax abatement
reinvestment zone overlays when it wishes to grant tax abatements on
property located in an enterprise zone.
2. DEFINITIONS.
Capitalized terms used in this Policy but not defined elsewhere shall have the
following meanings:
Exhibit A:Tax Abatement Policy
Page 2 of 12
Abatement or Tax Abatement - A full or partial exemption from ad valorem taxes on
eligible taxable real and personal property located in a Reinvestment Zone for a specified
period on the difference between (i) the amount of increase in the appraised value (as
reflected on the certified tax roll of the appropriate county appraisal district) resulting
from improvements begun after the execution of a written Tax Abatement Agreement and
(ii) the appraised value of such real estate prior to execution of a written Tax Abatement
Agreement (as reflected on the most recent certified tax roll of the appropriate county
appraisal district for the year prior to the date on which the Tax Abatement Agreement
was executed).
Abatement Benefit Term — The period of time specified in a Tax Abatement
Agreement, but not to exceed ten (10) years, that the recipient of a tax abatement may
receive the Abatement.
Abatement Compliance Term — The period of time specified in a Tax Abatement
Agreement during which the recipient of a tax abatement must comply with the
provisions and conditions of the Tax Abatement Agreement and file an annual report
with the City which outlines and documents the extent of the recipient's compliance with
such provisions and conditions.
Capital Investment - Only real property improvements such as, without limitation, new
facilities and structures, site improvements, facility expansion, and facility
modernization. Capital Investment does NOT include (1) land acquisition costs; (ii) any
improvements existing on the property prior to execution of a Tax Abatement
Agreement; or (iii) personal property such as, without limitation, machinery, equipment,
supplies and inventory.
Central City — A geographic area within the City, defined by the City Council and
shown in the map of Exhibit "A" of this Policy.
Central City Resident—An individual whose principle place of residence is at a location
in the Central City.
Co mmercial/Industrial Development Project — A development project in which a
facility or facilities will be constructed or renovated on property that is or meets the
requirements to be zoned for commercial or industrial use pursuant to the City's Zoning
Ordinance.
CDBG Eligible Area—Any census tract in which fifty-one percent (51%) or more of the
residents in that census tract have low to moderate incomes, as defined by the United
States Department of Housing and Urban Development.
Fort Worth Certified M/WBE Company — A minority or woman-owned business that
has a principal office located within the corporate limits of the City and has received
certification as either a minority business enterprise (MBE) or a woman business
Exhibit A:Tax Abatement Policy
Page 3 of 12
enterprise (WBE) by the North Texas Central Regional Certification Agency (NCTRCA)
or the Texas Department of Transportation(TxDOT), Highway Division.
Fort Worth Company - A business that has a principal office located within the
corporate limits of the City.
Fort Worth Resident—An individual whose principal place of residence is at a location
within the corporate limits of the City.
Mixed-Use Development Project — A development project in which a facility or
facilities will be constructed or renovated such that (i) at least twenty percent (20%) of
the total gross floor area will be used as residential space and (ii) at least ten percent
(10%) of the total gross floor area will be used for office, restaurant, entertainment and/or
retail sales and service space.
M/WBE Ordinance— City Ordinance No. 15530, as may subsequently be amended, or a
successor ordinance(hereto.
Reinvestment Zone — An area designated by the City as a tax abatement reinvestment
zone in accordance with Chapter 312 of the Texas Tax Code.
Residential Development Project — A development project in which a facility or
facilities will be constructed or renovated as multi-family living units on property that is
or meets requirements to be zoned for multi-family or mixed-use pursuant to the City's
Zoning Ordinance.
Supply and Service Expenses — Discretionary expenses incurred as part of normal
business operations on the real property subject to tax abatement, such as, by way of
example only, office supplies,janitorial supplies and professional services.
Tax Abatement Agreement—A written Agreement that the recipient of a tax abatement
must enter into with the City and that outlines the specific terms and conditions
pertaining to and governing the tax abatement.
3. RESIDENTIAL DEVELOPMENT PROJECTS ELIGIBLE FOR TAX
ABATEMENT.
To be eligible for tax abatement under this Policy, a Residential Development
Project must meet all of the criteria set forth in one of the following paragraphs:
3.1. (i) Be located in the Central City; and (ii) Satisfy the Capital Investment
and affordability criteria necessary for a Residential Development Project to be eligible
for tax abatement under the NEZ Policy; and (iii) Meet all of the commitments set forth
in Section 6 of this Policy (Standard Requirements for Residential Development Projects
and Certain Commercial/ Industrial and Mixed-Use Development Projects); or
Exhibit A:Tax Abatement Policy
Page 4of12
3.2. (i) Be located in a CDBG Eligible Area; and (ii) Have a capital investment
of at least $5 million; and (iii) Cause no greater than 50% of the units be reserved as
affordable housing for persons with incomes at or below eighty percent (80%) of median
family income based on family size (as established and defined by the United States
Department of Housing and Urban Development); and (iv) Meet all of the commitments
set forth in Section 6 of this Policy (Standard Requirements for Residential Development
Projects and Certain Commercial/Industrial and Mixed-Use Development Projects); or
3.3. (i) Be located outside of the Central City; and (ii)Have a capital investment
of at least $5 million; and (iii) Cause no fewer than 20% of the units shall to be reserved
as affordable housing for persons with incomes at or below eighty percent (80%) of
median family income based on family size (as established and defined by the United
States Department of Housing and Urban Development); and (iv) Meet all of the
commitments set forth in Section 6 of this Policy (Standard Requirements for Residential
Development Projects and Certain Commercial/Industrial and Mixed-Use Development
Projects).
In addition, an applicant for a Residential Development Project tax abatement that
includes, in whole or in part, the renovation of one or more existing structures shall
provide, as part of the applicant's Tax Abatement Application, a detailed description and
the estimated costs of the renovations contemplated.
4. COMMERCIAL/INDUSTRIAL DEVELOPMENT PROJECTS ELIGIBLE
FOR TAX ABATEMENT.
To be eligible for tax abatement under this Policy, a Commercial/Industrial
Development Project must meet all of the criteria set forth in one of the following
paragraphs:
4.1. (i) Have a.minimum Capital Investment of$500,000; and (ii) be located in
the Central City or on property immediately adjacent to the major thoroughfares which
serve as boundaries to the Central City, or within a CDBG Eligible Area; and (iii) meet
all of the commitments of Section 6 of this Policy (Standard Requirements for
Residential Development Projects and Certain Commercial/Industrial and Mixed-Use
Development Projects); or
4.2. / (i) Have a minimum Capital Investment of$10 million; and 11 meet all of
the commitments of Section 6 of this Policy (Standard Requirements for Residential
Development Projects and Certain Commercial/Industrial and Mixed-Use Development
Projects); or
4.3. (i) Have a minimum Capital Investment of$100 million; and (ii) satisfy
additional requirements that may be set forth by the City on a project-specific basis.
Exhibit A:Tax Abatement Policy
Page 5 of 12
In addition, an applicant for tax abatement on a Commercial/Industrial
Development Project that includes, in whole or in part, the renovation of one or more
existing structures shall provide, as part of the applicant's Tax Abatement Application, a
detailed description and the estimated costs of the renovations contemplated.
5. MIXED-USE DEVELOPMENT PROJECTS ELIGIBLE FOR TAX
ABATEMENT.
To be eligible for tax abatement under this Policy, a Mixed-Use Development
Project must meet all of the criteria set forth in one of the following paragraphs:
5.1. (i) Have a minimum Capital Investment of$500,000; and (ii) Be located in
the Central City or on property immediately adjacent to the major thoroughfares which
serve as boundaries to the Central City, or within CDBG Eligible Area; and (iii) meet all
of the commitments of Section 6 of this Policy (Standard Requirements for Residential
and Mixed-Use Development Projects and Certain Commercial/Industrial-Development
Projects); or
5.2. (i) Have a minimum Capital Investment of$10 million; and (ii) meet all of
the commitments of Section 6 of this Policy (Standard Requirements for Residential and
Mixed-Use Development Projects and Certain Commercial/Industrial Development
Projects); or
5.3. (i) Have a minimum Capital Investment of$100 million; and (ii) consist of
multiple land uses, whereby no single land use would comprise greater than 40% of the
project's land area; and (iii) emphasize live/work/play opportunities with multi-modal
access; and, (iv) satisfy additional requirements that may be set forth by the City on a
project-specific basis.
In addition, an applicant for tax abatement on a Mixed-Use Development Project
that includes, in whole or in part, the renovation of one or more existing structures shall
provide, as part of the applicant's Tax Abatement Application, a detailed description and
the estimated costs of the renovations contemplated.
6. STANDARD REQUIREMENTS FOR RESIDENTIAL DEVELOPMENT
PROJECTS AND CERTAIN COMMERCLAL/INDUSTRIAL AND
MIXED-USE DEVELOPMENT PROJECTS.
To be eligible for property tax abatement, a Residential Development Project
meeting the requirements set forth in Sections 3.1, 3.2 or 3.3 of this Policy; a
Commercial/Industrial Development Project meeting the requirements set forth in
Sections 4.1 and 4.2 of this Policy; and a Mixed-Use Development Project meeting the
requirements set forth in Sections 5.1 and 5.2 shall meet all of the following
requirements:
Exhibit A:Tax Abatement Policy
Page 6of12
6.1. Commit to provide full-time employment to a set number and/or a
percentage of full-time jobs offered on the real property where the Development is
located to Central City Residents, which commitment will be agreed upon and set forth in
the Tax Abatement Agreement; and
6.2. Commit to provide full-time employment to a set number and/or a
percentage of full-time jobs offered on the real property where the Development is
located to Fort Worth Residents, which commitment will be agreed upon and set forth in
the Tax Abatement Agreement; and
6.3. Commit to spend a set amount or percentage of total construction costs
and annual Supply and Service Expenses with Fort Worth Companies, which
commitment will be agreed upon and set forth in the Tax Abatement Agreement; and
6.4. For the purposes outlined in the City's M/WBE Ordinance, agree, as a
base goal, to undertdke a good faith effort to spend at least twenty-five perdent (25%) of
total construction costs and at least twenty-five percent (25%) of annual Supply and
Service Expenses with Fort Worth Certified M/WBE Companies, which goal may be
increased or decreased by the City, after consultation with the Minority and Women
Business Enterprise Advisory Committee, considering all applicable factors with regard
to the specific Development Project, including, but not limited to, capacity, quality and
price, and otherwise in accordance with the process applicable pursuant to the City's
M/WBE Ordinance; and
6.5. As part of the base goal established pursuant to Section 6.4 above, commit
to spend a set amount or percentage of total construction costs and annual Supply and
Service Expenses with Fort Worth Certified M/WBE Companies, which commitments
will be agreed upon and set forth in the Tax Abatement Agreement and, if not met, will
serve to reduce the value of Abatement in accordance with specific terms and conditions
of the Tax Abatement Agreement; and
6.6. Commit to file a plan with the City as to how the goals and commitments
for use of Fort Worth Certified M/WBE Companies will be attained and, in order to
demonstrate compliance with that plan, (i) to file monthly reports with the City and the
Minority and Women Business Enterprise Advisory Committee throughout the
construction phase of any improvements required by the Tax Abatement Agreement
reflecting then-current expenditures made with Fort Worth Certified M/WBE Companies,
and (ii) from the start of the First Compliance Auditing Year (as defined in Section 8)
until expiration of the Tax Abatement Agreement, to file quarterly reports with the City
reflecting then-current expenditures made with Fort Worth Certified M/WBE Companies.
The City Council may, in its sole discretion, require a Commercial/Industrial
Development Project meeting the criteria set forth in Section 4.3 of this Policy and a
Mixed-Use Development Project meeting the criteria set forth in Section 5.3 of this
Policy to satisfy some, all or none of the requirements set forth in this Section 6.
Exhibit A:Tax Abatement Policy
Page 7 of 12
7. TAX ABATEMENT CALCULATION.
All Tax Abatement Agreements shall require the recipient to construct or cause
construction of specific improvements on the real property that is subject to the
abatement. Failure to construct these specific improvements at the minimum Capital
Investment expenditure and by the deadline established in the Tax Abatement Agreement
shall give the City the right to terminate the Tax Abatement Agreement. The amount of a
particular tax abatement shall be negotiated on a case-by-case basis and specifically set
forth in the Tax Abatement Agreement. The calculation of tax abatement for a
Commercial/Industrial Project that meets the requirements of Section 4.3 of this Policy or
for a Mixed-Use Development Project that meets the requirements of Section 5.3 of this
Policy shall be negotiated on a case-by-case basis and governed solely by the terms and
conditions of the Tax Abatement Agreement. The calculation of tax abatement for any
other project shall be negotiated on a case-by-case basis, but shall be governed directly in
accordance with the-degree to which the recipient meets the four (4) commitments set
forth in Sections 6.1, 6.2, 6.3 and 6.4 of this Policy, which will be outlined in the Tax
Abatement Agreement. A Tax Abatement Agreement may establish a base abatement
that is (i) reduced in accordance with the recipient's failure to meet one or more of such
commitments or (ii) increased in accordance with the recipient's meeting and/or
exceeding one or more of such commitments.
8. TAX ABATEMENT IMPLEMENTATION.
The term of a tax abatement shall be negotiated on a case-by-case basis and
specified in the Tax Abatement Agreement. The City will audit and determine the
recipient's compliance with the terms and conditions of the Tax Abatement Agreement
for a full calendar year prior to the first year in which the tax abatement is available (the
"First Compliance Auditing Year"). The Compliance Auditing Year shall either be the
full calendar year in which a final certificate of occupancy is issued for the improvements
required by the Tax Abatement Agreement for the real property subject to abatement or
the following calendar year, as negotiated and set forth in the Tax Abatement Agreement.
The first tax abatement will be available to the recipient for the tax year following the
Compliance Auditing Year. In other words, the degree to which the recipient meets the
commitments set forth in the Tax Abatement Agreement will determine the percentage of
taxes abated for the following tax year. The City will continue to audit and determine the
recipient's compliance with the terms and conditions of the Tax Abatement Agreement
for each subsequent calendar year, which findings shall govern the percentage of taxes
abated for the following tax year, until expiration of the Tax Abatement Agreement.
Exhibit A:Tax Abatement Policy
Page 8 of 12
9. TAX ABATEMENT APPLICATION PROCEDURES.
Each tax abatement application shall be processed in accordance with the
following standards and procedures:
9.1. Submission of Application.
If a given development project qualifies for tax abatement pursuant to the
eligibility criteria detailed in Section 4, Section 5 or Section 6 of this Policy, as
the case may be, an applicant for tax abatement must complete and submit a City
of Fort Worth Tax Abatement Application (with required attachments) (the
"Application"). An Application can be obtained from and should be submitted
to the City's Economic and Community Development Department. In order to be
complete, the Application must include documentation that there are no
delinquent property taxes due for the property on which the development project
is to occur.
9.2. Application Fee.
Upon submission of the Application, an applicant must also pay an
application fee. This application fee shall be the lesser amount of(i) one percent
(1%) of the proposed project's Capital Investment and value of personal property
qualifying for Abatement or (ii) $15,000 ("Application Fee"). Regardless of
whether the City ultimately grants the applicant a Tax Abatement, if substantive
construction on the project, as determined by the City in its sole and reasonable
discretion, has been undertaken on the property specified in the application within
one (1) year following the date of its submission, this Application Fee shall be
credited to any permit, impact, inspection or other fee paid by the applicant and
required by the City directly in connection with the proposed project. Otherwise,
the Application Fee shall not be credited or refunded to any party for any reason.
9.3. Application Review and Evaluation.
The Economic and Community Development Department will review an
Application for accuracy and completeness. Once complete, the Economic and
Community Development Department will evaluate an Application based on the
perceived merit and value of the project, including, without limitation, the
following criteria:
• Types and number of new jobs created, including respective wage rates,
and employee benefits packages such as health insurance, day care
provisions, retirement packages, transportation assistance, employer-
sponsored training and education, and any other benefits;
• Percentage of new jobs committed to Fort Worth Residents;
Exhibit A:Tax Abatement Policy
Page 9 of 12
• Percentage of new jobs committed to Central City Residents;
• Percent of construction contracts committed to (i) Fort Worth Companies
and (ii) Fort Worth Certified M/WBE Companies;
• Percentage of Supply and Service Contract expenses committed to (i) Fort
Worth Companies and (ii) Fort Worth Certified M/WBE Companies;
• Financial viability of the project;
• The project's reasonably projected increase in the value of the tax base;
• Costs to the City(such as infrastructure participation, etc.);
a Remediation of an existing environmental problem on the real property;
• The gender, ethnic background and length of employment of each member
of the applicant's board of directors, governing body or upper
management, as requested by the City; and
• Other items that the City may determine to be relevant with respect to the
project.
Based upon the outcome of the evaluation, the Economic and Community
Development Office will present the Application to the City Council's Central
City Revitalization and Economic Development Committee. In an extraordinary
circumstance, the Economic and Community Development Department may elect
to present the Application to the full City Council without initial input from the
Central City Revitalization and Economic Development Committee.
9.4. Consideration by Council Committee.
The City Council's Central City Revitalization and Economic
Development Committee will consider the Application in an open meeting or, if
circumstances dictate and the law allows, a closed meeting. The Committee may
either (i) recommend approval of the Application, in which case City staff will
incorporate the terms of the Application into a Tax Abatement Agreement for
subsequent consideration by the full City Council with the Central City
Revitalization and Economic Development Committee's recommendation to
approve the Agreement; (ii) request modifications to the Application, in which
case Economic Development Office staff will discuss the suggested modifications
with the applicant and, if the requested modifications are made, resubmit the
modified Application to the Central City Revitalization and Economic
Development Committee for consideration; or (iii) deny to recommend
consideration of the Application by the full City Council.
Exhibit A:Tax Abatement Policy
Page 10 of 12
9.5. Consideration by the City Council.
A Tax Abatement Agreement will only be considered by the City Council
if the applicant has first executed the Tax Abatement Agreement. The City
Council retains sole authority to approve or deny any Tax Abatement Agreement
and is under no obligation to approve any Application or Tax Abatement
Agreement.
10. GENERAL POLICIES AND REQUIREMENTS.
Notwithstanding anything that may be interpreted to the contrary herein, the
following general terms and conditions shall govern this Policy:
10.1. A tax abatement shall not be granted for any development project in which
a building permit application has been filed with the City's Development Department. In
addition, the City will not abate taxes on the value of real or personal property for any
period of time prior to the year of execution of a Tax Abatement Agreement with the
City.
10.2. The applicant for a tax abatement must provide evidence to the City that
demonstrates that a tax abatement is necessary for the financial viability of the
development project proposed.
10.3. In accordance with state law, the City will not abate taxes levied on
inventory, supplies or the existing tax base.
10.4. An applicant for tax abatement shall provide wage rates, employee benefit
information for all positions of employment to be located in any facility covered by the
Application.
10.5. Unless otherwise specified in the Tax Abatement Agreement, the amount
of real property taxes to be abated in a given year shall not exceed one hundred fifty
percent (150%) of the amount of the minimum Capital Investment expenditure required
by the Tax Abatement Agreement for improvements to the real property subject to
abatement multiplied by the City's tax rate in effect for that same year, and the amount of
personal property taxes to be abated in a given year shall not exceed one hundred fifty
percent (150%) of the minimum value of personal property required by the Tax
Abatement Agreement to be located on the real property, if any, subject to abatement
multiplied by the City's tax rate in effect for that same year.
10.6. The owner of real property for which a Tax Abatement has been granted
shall properly maintain the property to assure the long-term economic viability of the
project. In addition, if a citation or citations for City Code violations are issued against a
Exhibit A:Tax Abatement Policy
Page 11 of 12
project while a Tax Abatement Agreement is in effect, the amount of the tax abatement
benefit will be subject to reduction, as provided in the Tax Abatement Agreement.
10.7. If the recipient of a tax abatement breaches any of the terms or conditions
of the Tax Abatement Agreement and fails to cure such breach in accordance with the
Tax Abatement Agreement, the City shall have the right to terminate the Tax Abatement
Agreement. In this event, the recipient will be required to pay the City any property taxes
that were abated pursuant to the Tax Abatement Agreement prior to its termination.
10.8. As part of the consideration under all Tax Abatement Agreements, the
City shall have, without limitation, the right to (i) review and verify the applicant's
financial statements and records related to the development project and the abatement in
each year during the term of the Tax Abatement Agreement prior to the granting of a tax
abatement in any given year and (ii) conduct an on-site inspection of the development
project in each year during the term of the Tax Abatement to verify compliance with the
terms and conditions of the Tax Abatement Agreement. Any incidents of non-
compliance will be reported to all taxing units with jurisdiction over the-real property
subject to abatement.
10.9. The recipient of a tax abatement may not sell, assign, transfer or otherwise
convey its rights under a Tax Abatement Agreement unless otherwise specified in the
Tax Abatement Agreement. A sale, assignment, lease, transfer or conveyance of the real
property that is subject to the abatement and which is not permitted by the Tax
Abatement Agreement shall constitute a breach of the Tax Abatement Agreement and
may result in termination of the Tax Abatement Agreement and recapture of any taxes
abated after the date on which the breach occurred.
Exhibit A:Tax Abatement Policy
Page 12 of 12
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Exhibit"B"
LEGAL DESCRIPTION OF AND MAP DEPICTING THE LAND
BEING all that certain lot, tract or parcel of land situated in the City of fort Worth, Tarrant
County, Texas, and being a part of Lot 1 in Block 1 of Montgomery Ward & Company Addition,
an addition to the City of fort Worth, Texas, according to the plat thereof recorded in Volume
388-138 at Page 5 of the Plat Records of Tarrant County, Texas, and being more particularly
described by metes and bounds as follows;
BEGINNING at an "x" found in concrete in the East right of way line of Carroll Street (64 foot
right of way) for the Northwest corner of said Lot 1 in Block 1 of Montgomery Ward &
Company Addition;
THENCE South 89° 55' 00" East (Bearing Basis is the plat of Montgomery Ward & Company
Addition recorded in Volume 388-138 at Page 5 of the Plat Records of Tarrant County, Texas)
along the North line of said Lot 1 in Block 1 of Montgomery Ward & Company Addition, and
being common to South line of the Weisenberger Addition, an addition to the City of Fort Worth,
Texas, according to the plat thereof recorded in Volume 388-A at Page 120 of the plat Records
of Tarrant County, Texas, for a distance of 576.61 feet to a survey marker nail set for corner;
THENCE South and departing the North line of said Lot 1 in Block 1 of Montgomery Ward &
Company Addition for a distance of 122.31 feet to a survey marker nail set for corner;
THENCE West for a distance of 24.39 feet to a survey marker nail set for corner;
THENCE South for a distance of 317.00 feet to a point for corner;
THENCE East for a distance of 16.71 feet to a point for corner;
THENCE South for a distance of 637.24 feet to a point for corner;
THENCE West for a distance of 372.18 feet to a survey marker nail set for corner;
THENCE North for a distance of 285.00 feet to a survey marker nail set for comer;
THENCE West for a distance of 196.75 feet to an "x" set in concrete for comer in the East right
of way line of the aforementioned Carroll Street;
THENCE North along the East right of way line of Carroll Street, same being the West line of
the aforesaid Lot 1 in Block 1 of Montgomery Ward & Company Addition, for a distance of
792.38 feet to the POINT OF BEGINNING and CONTAINING 12.6789 ACRES OF LAND,
more or less.
Tax Abatement Agreement between
City of Fort Worth and Target Corporation
Exhibit"C"
OWNER'S TAX ABATEMENT APPLICATION
Tax Abatement Agreement between
City of Fort Worth and Target Corporation
JUL-06-2004 05;34 PROPERTY ADMINISTRATION 6127613735 P.91
i
QAt By; Wayne R. Miller, P.C. 872 739 84@3 ; Jury-29-04 5:40PM; Pege 2
JwH, 2004 2:68A ECO&COMM DEV No-8900 P. 2
FoRTWORTH
City of Fort Worth
Incentive application
Economia& Community Development Departrnant
1000 Tlrockmottou Sweet
Fort Waith, Tom 76102
917-392-6103
r
JUL-06-2004 05 35 PROPERTY ADMINISTRATION 6127613735 P.02
&ant By: Wayne R. !Miller, P.C. 972 739 8493 Jun-29-04 5:40PM; Page 3
JUA'M 2004 2,50pm FCO&CM DEV H0,0800 P. 3
Incentive,application
6BN-UU Ir WMUn0 v
1. Applicant Informm"am:
CampaoyN=e TARGET CORPORATION
Company A ddrM_ 1000 NZCOLLET MALI,
City,Ste,74 Coda MINNEAPOLIS, MN 55403
t;0otKt PCr=(JnCJU&tWe/pcsitlogy JOHN GRIMES OR MYRIAM SIMMONS
Telephone Numbcr 612-761--1559 OR 612-761-2022 ext
Mobfle ToicphQU0Nwzbcr N/A -
fraxNumb 612-7613728 OR 612-761--3727
my John,grimes@target.com OR myriam.si=ons@target.com
2- Pralcet She Information(If dlQertnt k*K Above);
Address/Ucalion. 26DO W. 7th Street; Fort Worth, Texas
3. Dcydopmtnt regum4 aW ww bo sought for the project(chtek an that apply):
A. Repiat: N/A
E. RczoNng: --E/.A CurrotZowng^ N/A Rcgocstydzoning; N/A
C. VRrimm: N/A Ifyes,picric dcm4hr.
d, Inceattvc(e)Regactted:
8 'f mr Ababement(If requested,please a wwrr questions 6 and 7 below)
0 Entaprise ZamIneeativcs
9 Qualified B"a Designation
0 EntmTrize Project DWSuldoo
0 17edmW Devclo,"tlm mait No(oxcluding water eud acwcr impact fans)
0 Direct Porchmu of City--oymed Swplu3 PyuprzV
0 AsOnme vALh W04dorcc Developimm
e Enhanced Community FadlWcs ASmmmu
0 lndusuW Rewe Road
g q� NIA
�. Speer aU of We poikl providonx which establish eligibility for tho ratueav)lne=dVe(s):
PROJECT EXCEEDS CITY OF FORT WORTH GUIDELINES FOR MINIMUM PRIVATE
INVESTMENT 6 DEVELOPMENT; PROJECT CREATES .LOBS & LOCATED IN CENTRAL CITY
rw 1 of$
JUL-06-2024 05:35 PROPERTY ADMINISTRATION 6127613735 P.03
Bent By: Wayne A. Millar, P.C. ; 972 739 9426 ; ,1un-20-04 5:40PIli Page 4
Jun �9 2004 2:66pm ECO&COmm Div Ho-0860 P. 4
6. M you intend to pursue abatement of:
County Taxes? tt Yrs ❑ No
7. drat level of:batement wiU yalt ttignsatf Year*? ONEPment"e? 100X
PitoJsCTINFOMtc -rIOM
For real aststc proitmI,please include below the project conczpt,project benefits and bow the project
relater to oxlstiae enramurdty plans_For bttain nmkg!i plcaec include bclaw WTI=
provided or product mamdachued,major c mmmms and locations,etc.For busiwss expansion project
involving the pumhm anchor construction of mal wftX,pl=m answer all that apply.
S. Type of Proieet: Itaidetttial X CaIDmerda!llnd041r l HLVi d-uaa
9. Wilt this ba a rel:oc>ifion? X No Yes If res,what'd it the eou"rty currently
Loci ttdt
18..Plexse provide A brief description of the project.
PROJECT WILL BE PART OF THE EFFORT TO REDEVELOP THE FORIER
MONTGOMERY WARDS SITE AND THE DEVELOPMENT OF A NEW RET41L CENTER
A real eztsta preiect is orm 64 AkYolvcs the rcxs>tuatlon oe nawvdan of real propom 6AL 1x111 be melt for lam*or fear cgk.
Any filCentivas given by tht City Should bo tmsldtrtd only"gap"fv+a4bg amd ahonk3 net be conikicr ed a substltula for dobt
and equity.
2 A business txpmwion project 1nvedvq ualumcc too bcsinnr ouity that scelca to expand les mx minx epotadoz%wife Fon
worts.the bullosae is in a growth mode 3eckina wmiing cap1W.pau mal pTepety or fixed asset flmmcing.
Page 2 of 3
CC,17w017w
JUL-06-2004 05:35 PROPERTY ADMINISTRATION 6127613735 P.04
gaht By: Wayne R. Miller, P.C. ; 072 730 9493 ; Jun-29-04 5:40PM; Page 5/7
Jun.29, 2004 2:58PY ECa&Colin DEV N0•0800 P. 6
11.Project DWCr3pdou
A, Rgd ErU ft Davt,{on_t
1. Cu=11 Ass&Ts6d Valuation of IAnd S 1.4 91.2 70 1mprovc=ts.$ N/A
2 1 New Dcvd cat Expansion(pleaso chtic one):
Size 170,000 sq,t cost ofConaftuctionSti,750,000 including site wk
3. For mined-use prgjrcts,phase list sqn=footage for each use
N/A
4., Site Development(parking,ftrte u&lmulKspia&etc.):
7)q0 of work to be dont v NEV UTILITIES, LANDSCAPING, PARKING
Cost of Site Development S- 2,000,000
� Viy_en
1. personal Property:
• Cost ofequipmCKraachincty.fvrmishing,etc;14,500,000 including inventory
• Pumha4e or lease? NIA
• Asset life: N/A
• Aruortixatian prriad: NIA _ -- —
2, lnvoMrY&Supplim
Valve of,TAvrnmory 5 N/A Supplies S N/A --
• ?==of of lnvaatory eligible for frovpon m mpti=(iavcatory,cqartcd ffom Texas
within 175 days) N/A %
12.l "cat;u d Job S:ratdion:
A. ORdn-a C.="590n JANUal 1, 2005
1.Anticipated date wtiea coashuction will stn V
2.How nany Tana mcilun jobs will be=Wed? 112 ANNUALIZED
3.What is the esti"eld payroll far theso jobtrl $2,900,000 AMUALIZED
From 111melonm w
1_ Aow many pcmonm are currmt]y mv1oycd7 N/A
I What parceat of agent employtw above era Fart worth midert37 !I/A
t�34fs
JUL-06-2004 05:35 PROPERTY ADMINISTRATION 6127613735 P.05
Sent By: Wayne R. Miller, P.C. ; 972 739 8493 ; JUM•20-04 5;40PM; pegs 617
Jgo,29- 2041 2.68PM MUM MH DEV N0,0800 P. 6
3. What paeans of CWent crr,ployM above aro Central City residents'I N/A
4. Please aomplao the flowing table for new jobs to be created.
Firm Fear lith Yrat B T Y"r
fatal lobs to bo CCC&t8d 200 200 200
Leda Transfers* - - -
Nqt MA 200 200 200
Y•of Net Jabs to be filled by
Fan WorthRaaiLknts SD 50 50X
4y ofXetJobs to bo118ed by 25% 25% 25X
C.@Rtral Cttp ResiQon� J
-- gag*
-
If any cnaoyces will be tr=0arring,plcmo Useribe from wheel they will be tumfeninz
N/A
Plewa attach a description of the jobs to be=atcd.tasks to be perfornnd feu a"wage rate for each
classifloalion,and a brief dmc#tiid of the employee bmdd pwlagz(s)offacd including the portion
paid by ariVloyco and cmploym ttspcotively. Set question 15 for mora information.
13.Local Comm1baeob:
A. Durinrr Coast raise
1. What pertemt of the CotnStmdQa costs demribed iu question 11 above will be commimd to:
• Fog Worth besinessrs?_ LESSER. OF 20% OR $2.500,000
• Fan worth CgrMcdMaority and Wommi B slues Enterprises? LESSER OF 15Z
R fl.ma,boo
B For Anne Strike Timb
RetlasTinY digMtfigM oW1p and acMge expemm�(ix.lsadaesrphig,office or manufacturing
suppllce,janitorial service$,etc.):
1. What:is the amue1=ourtt of divietioaa4y supply and SCrviw wenm?S 130,000
2. 'hat pere mup will be committed to Fort Worth bn3U mw7 15X %
'Dbuvdlcnay ogwwm am chow"U as Wvurrod dins the eo*nol opwadon of busln¢u w4 whkh aro nuc subs est ea s
naetoual purehrstnS�'•�
rip 4 of S
.;nuruw
JuL.-VM-,:eb4 U�,-:.15 PROPERTY ADMINISTRATION 6127613?35 P.O6
Sent By; Wayne R. Hiller, P.C. ; 972 739 6493 ; Jun-29.04 5:40PM; Page 717
An-29. 2004 212PM ECO&COM4 BEY Na,0900 P. 1
3. What primage will be conuitted to Fort WoTth Cmtifled Nflantity and Womza Husinass
Entv?rise$7 15 %
Disawma
14.Ian=ar pcma or raw receiving any than of eemnensatiaa,eoninxi ,ion or other monetary
benefit based on the laud of iv cativc obtained by tho applicant frota the(qty of Fort
Worth? if yes,pkenxa eqiWn and/or attach detalb.
Na
15.Pkao provide the following Information as■ttathalchb:
a) Attach a iiia plan of the prgiect
b) Explain why to abate m=t is nttm =T for tho saeew of thb projetL Ineluda a
business pmfornra or*der dDcv iientatian to substantWe your requesL
c) Docribe any envirmnicaW uupacb anadated with osis project.
0) Describe the infr6stroctwc lmprmu ats(water,e#►tt,atrectst etc.)"twill W
cansoveted is put of this project.
e) Describe any direct bene5b to the City of Fort Worth au st result of this project,
f) Attarh a lcpl description or sarreyor's certified races & bounds description.
C) Attach a copy of the snow retest prop"tis statosatmt from the Tornnt AppmU21
District.
l) Attach a descrha m of the jobs to be created(twAakiao,engineer,ma"r,etc..),Wks
to be porformcd halt each,and wav rate fat rich tbmi5catiov.
i) Attach a brid daarip l6n of th#OmPkpos hamellt patlorge(s)otfcred(Le.health
inmrancr,rst1nw 4 pgbUt traaWortsdon aastatanee,dory cars provisions,enc,)
N44ding portion paid by tmployso and empleytr rtspedivety. ,
j) Attwk a pUs for alae trt7isatien of bort Worth Cath2ed XWEE compre,ioc
k) Much a tbiing of the applicaefs Board of Diracoors,Incladiat x natation of gender.
Dn behalf of tht applicant,I crxilfy the information cosi abed in this application,including all
stiacisttsa m to be trot and==ct.'l fwtha ccttifyt that on behatrof.the applicant,I have mad the current
Tax AI}atemcnt Polky,tt o Fort Werth Rntcrpriso Zoae lnfomution packet oral or All otlsrs perdwzt City
of Fort Worth policies and I ayp=to rompty with the guidelines and rsitmsia swed tl=tin.
TARGET CORPORATION
Scot-�A.NeIS_O- _ �� I(c �Xes►�
p oma Title
B
Si a
Fac 5 of 5
JUL-06-2004 05:36 PROPERTY ADMINISTRATION 6127613735 P.07
J
ATTACHMENT "A"
JUS-06-2004 05:36 PROPERTY ADMINISTRATION 6127613735 P.08
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JUL-06-2004 05:36 PROPERTY ADMINISTRATION 6127613735 P.09
ATTACE MENT "B"
JUL-06-2004 05:36 PROPERTY ADNINISTRATION 6127613735 P.10
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JUL-06-2004 05:36 PROPERTY ADMINISTRATION 6127613735 P.11
ATTACHMENT "C"
JUL-06-2004 05:37 PROPERTY ADMINISTRATION 6127613735 P.12
'lbe facility currently poses a looming physical, environments], and psychological obstacle to
sucrosful community redevelopment and further environmental clean-up. 'IU arra,as well as
the project site,was ravaged by a tornado in March 2040. President Clinton designated the area
for fedtnd disaster relief,but severe damage r=ains unaddressed. Left unabated, the facility's
present enviroumentai state,cktt r=aized by presence of asbestos and an abundance of toad--base
paint, and other hazardous substances, Would condemn the surrounding community to a future
clouded by the stigma of blight aad perceived environ ncatai threat,
JUL-06-2004 05:3? PROPERTY ADMINISTRATION 612?613735 P.13
ATTACHM ENT "D"
JUL-BS-2004 @S:37 PROPERT'r ADMINISTRATION 6127613735 P.14
On-Site
General Paving,Drainage, &Landscaping
Off-Site
12"Water Line:White Settlement to W. 7`6 Street
Signal light at entry ou W.7"Street.
Public Water,Sanitary,&Storm Draiu
Restripe 7th St and Carroll Avrnue
Sidewalks on 7th and Carroll Avenue
T
JUL-06-2004 05:3? PROPERTY ADMINISTRATION 6127613735 P.15
ATTACNT "E"
JUL-06-2004 05:37 PROPERTY ADMINISTRATION 6127513735 P.16
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JUL-a6-2004 05:37
PROPERTY ADMINISTRATION 6127613735 P.17
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JUL-06-2004 85 38 PROPERTY ADMINISTRATION 6127613735 P.18
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JUL-ub-2004 05:39 PROPERTY ADMINISTRATION 6127613735 P.19
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UL—bb-2004 05;:38 PROPERTY ADMINISTRATION 6127613735 P.20
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JUL-06-2004 05:39
PROPERTY ADMINISTRATION 612'7613735 P.21
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JUL-06-2004 05:39 PROPERTY ADMINISTRATION 6127613735 P.22
ATTACHMENT "F"
JuL-4b-2004 05:39 PROPERTY ADMINISTRATION 6127613735 P.23
SURVPY PLAT
TO ALL PARTIES INTERESTED IN PREMISES SURVEYED:
This is to certify that I have, this date, made a careful and accurate survey on the
ground of properties described as follows:
Target Parcel— Tract 1
BEING all that certain lot, tract or parcel of land situated in the City of fort Worth,
Tarrant County, Texas, and being a part of Lot 1 In Block 1 of Montgomery Ward &
Company Addition, an addition to the City of fort Worth, Texas, according to the plat
thereof recorded in Volume 388-138 at Page 5 of the Plat Records of Tarrant County,
Texas,and being more particularly described by metes and bounds as follows;
BEGINNING at an "x" found In concrete in the East right of way line of Carroll Street
(64 foot right of way) for the Northwest Comer of said Lot 1 by Black-1 of Montgomery
Ward & Company Addition;
THENCE South 89° 55' 00" East (Bearing Basis is the plat of Montgomery Ward &
Company Addition recorded In Volume 388738 at Page 5 of the Plat Records of
Tarrant County, Texas) along the North line of said Lot 1 In Block 1 of Montgomery
Ward & Company Addition, and being common to South line of the Weisenberger
Addition, an addition to the City of Fort Worth, Texas, according to the plat thereof
recorded In Volume 388-A at Page 120 of the plat Records of Tarrant County, Texas,for
a distance of 576,61 feet to a survey marker nail set for corner,
THENCE South and departing the North line of said Lot 1 In Block 1 of Montgomery
Ward & Company Addition for a distance of 122.31 feet to a survey marker nail set for
corner;
THENCE West for a distance of 24.39 feet to a survey marker null set for corner;
THENCE South for a distance of 317.00 feet to a point for corner,
THENCE East for a distance of 16.71 feet to a point for cornier,
THENCE South for a distance of 637,24 feet to a point for comer,
THENCE West for a distance of 372.18 feet to a survey marker nail set for corner;
THENCE North for a distance of 285.00 feet to a survey marker nail set for comer;
THENCE West for a distance of 186.75 feat to an "x" set In concrete for comer in the
East right of way fine of the aforementioned Carroll Street;
THENCE North along the East right of way line of Carroll Street, same being the West
line of the aforesaid Lot 1 In Block 1 of Montgomery Ward & Company Addition, for a
JUL-Wb- 1004 wt>:39 PROPERTY ADMINISTRATION 6127613735 P..24
dlstance of 792.38 feet to the POINT OF BEGINNING and CONTAINING 12.6739 ACRES
OF LAND, more or less.
JUL-06-2004 05:39 PROPERTY ADMINISTRATION 6127613735 P.25
ATTACRMENT "G"
�UL-06-2004 05:39 PROPERTY ADMINISTRATION 6127613735 P.26
Real estate Display Paige 1 of 1
Horne Tarrant Appraisal District
Another Search Real Estate
07/03/2004
Account Number: 01798510
Georefrere nce:26475-1-1
Property Location: 2600 W 7th 51, Fort Worth
Owner Information., Kimco Montgomery Plaza Lp,
Atin 3333 New Hyde Park Rd#100
PO Box 5020
New Hyde Park Ny 11042
2 Prior Owner(s)
Legal Description: Montgonwry Ward&Co
Stk 1 Lot 1
'taxing Jurisdictions:028 City of Fort Warth
099 Regional Water DWct
220 Tarrant County
224 Tarrant County Hospital Dist
225 Tarrant County College Dist
905 For#Worth ISD
Is Informatlon Is Intended for reference only and is subject to change.It may not accurately
reflect the complete status of the account as actually carrled in TAD'S database.
Proposed Values for Tax Year 2004
Land tmpr 2044 Total** 2003 Total
Market Value $0 $0 $0
Appraised Value* $0 $o $0 $6,037,530
Approximate Site*** 0
Land Acres 45.4828
Land SgFt 1,981,235
*Ap"ged valve may be leas than market value due to state-mandated IMM010ru on value Wreasas
'*A 2"value Indtate9 heat ma properly remrd has mt yet bem camplebed for the"Icamd tax year
'"Raunded
2004 Notice Sent; Protest Deadline:
Exemptions:
Property Data Historic Site
Deed Date:0912412003 Class: 999
Deed Vol: 000000 State Code: F1 Commercial
Deed Page:0000 Garage Bays; 00
Year Built: 1926 Central Air:
Pct Complete: 100 Central Heat:
TAD Map:2042 392 Pool: N
MAPSCO: 0768
Agent None
Link to Business Personal Property MAPQUEST Map
http:/w m,tad.orgMatasearoh/re.cpm?Account%28%a2E°/02l4M]%5D%502K%401.%20%0A 7/4104
JUL-06-2004 05:40 PROPERTY ADMINISTRATION 6127613735 P.27
ATTACUMENT "H"
JUL-06-2004 05:40 PROPERTY PDMINISTP.RTION 612?613'735 P.2e
This project will create a typical list of jobs that is commonly associated with the
development, construction,and operation of$8,750,004 of real estate.
JUL-4�b-��b4 b5�40 PROPERTY ADMINISTRATION 6127613735 P.29
ATTACWMENT "I"
,;UL-06-2004 05:40 PROPERTY AAM1NISTRATION 6127613'735 P.30
r
An employer may provide a typical employee benefit package that is commonly
associated with the development,construction, and operation of$8,750,000 of real estate.
No details are available at this time,
UL-bb-2004 b5:4W PROPERTY ADMINISTRATION 6127615'rS5 r.�l
ATTACHMENT "P
:UL-06-2004 05:40 PROPERTY ADMINISTRATION 6127613735 P.32
A plats for the utilization of Fort Worth Certified MAVEE compardes will be provided by
August 10,2004 to the City of Fort Worth
.UJL-06-2004 05 40 PROPERTY ADMINISTRATION 6127613735 P.33
. a o
ATTACIMNT " "
,AUL-06-2004 05:40 PROPERTY ADMINISTRATION 6127613?35 P.34
DIRECTORS AND MANAGEMENT
Directors Exetutiw Officers other Offlnn
Roxanne S.Austin Anne M_Mulcahy Linda L Ahiars Timothy R.Baer
Former Executive Chairmen and President,Marshali Flald's Senior Vke President Low,
Vtce President.Hughes Chief Executive Officer, General Counsel-Deslgnate
Electronics Corpomtfon and Xerox Corporation Todd V.fllackwed
Former President and L 4.$7 Executive MCA Prgsldent Nathan K.Gervis
Chlwf Operating Officer of Human Resources, Vlce Presiden6
Its subsidiary,DIRECTV,Inc. Staptwn W.Sanger Assets Protection,AMC Government Affairs
42.7 Cholrman and
Chief Executive Offlcar Bart Butzer Susan D.Kahn
Calvin Darden General MIILs,Inc Erecutivo Vice Prcsldent, Vice PresldenL
Senior Vice President, 1,A S E 7 Stores`Target Stores Investor Relations
US.Operations,
United Parcel Service Warren R.Staley Michael Francis Tracy Wad
of America,Inc. Chairman and Executive Vice President, Vlca President
7 Chief Ezecrtlye Officer, Marketing Total Compensation
Carolli,Inc.
Roger A.Enrico r 4,9 7 Jdhn D.G►tfnth Stephen C.Kowalkv
Retired Chairman and Senior Vice Pmldent Vice President and Treasurer
chief Executive Officer, George V4 Tamke, Property Development
PepsfCo.Inc Partner. ibchard J.Kuymkh
I,A 7 Gayton,Dubillof&Rice,Inc. James 7 Hale Presiders,Assoclatrd
t 2 a a y Exawttve Vice President, Merchandising Corp.
wlllfam W.George General Courser and
Former Chairman and Solomon D.TrulHlo Corporate Semtmy Dale Mltsi:Nm
Chief Executive Officer. Chief Executive Officer, (12etirhg June 2004) President,torget.dlrect
Medtmrilc,Inc— Orange SA
L Z A 7 L X 4,4 7 Diane L Meal Terence J.Scully
President MQrvyn's Prodder
Eltzebeth Hoffman Robett A Ulrich Target Financial Services
President.UnNwMty Chairman and Luht Padilla
of Colorado System Chlof Executive Officer, Executive Vita President. Laysha ward
47 Target Corporaticn and Merchandising. Via Prnsidem
Target Stores Marshal Fields Corrnmunity Rslatlons
Mk owe J.Hooper i
Former Chlaf Executive Douglas A Scwmnner Jane P.WhArneter
officer and Presidwf. Executive vice President Senior Vice President,
voyager Expanded Learning and Chief Flnanclal Off car Flaance
Lza7
Paul L Sinner
Jamas A.Johnson Senior Via President,
Via Chalrman, Avdt C,,,nitre Tachnokny Services and
Perseras,LLC romows4don pa yrgr,V Chef Information Officer
1 s:A&7 4 Canxwats j%=orsfCXdy
cornfrvlrtee Grng W.Stoinhaiel
Pk-h--rd M.Kovacevich S Fbwxv CarranRt" President,Target Stores
Chairman and 5 Nomii-adrw Gbrwivuee
Chief FVicutiva Offlcer, 7 eaparate Ga'wnar,n Gerald L Storch
welts Fargo a Ca Cmxri;ttee Vica ChOrman
LZrS7
Ertugn.9 TLzcu
Executive Vice PreSldent
Storm Operations,
Marshall Field's
Robert J.Ulrich
Chairman and
Chief Executive OMcer
41
TOTAL P.34
City of Fort Worth, Texas
Mayor and Council Communication
COUNCIL ACTION: Approved on 7/6/2004
DATE: Tuesday, July 06, 2004
LOG NAME: 17TATARGET REFERENCE NO.: C-20144
SUBJECT:
Authorize the Execution of a Tax Abatement Agreement with Target Corporation for the
Development of a SuperTarget within the Former Montgomery Ward Site
RECOMMENDATION:
It is recommended that the City Council:
1. Authorize the City Manager to execute a Tax Abatement Agreement with Target Corporation related to
the development of a SuperTarget within the former Montgomery Ward site (the Project); and;
2. Find that the terms and conditions of the Agreement, as outlined below, satisfy the City's Tax
Abatement Policy for qualified commercial/industrial projects located within the Central City and that the
development is consistent with encouraging development of that property generating economic
development and increasing employment opportunities in the City.
DISCUSSION:
Under the proposed Tax Abatement Agreement, Target Corporation (Target) has committed to (i) invest
$8,750,000 in the development of the Property by August 1, 2007 (the Completion Date); (ii) construct a
170,000 square foot general retail store, and (iii) contain within that store a 35,000 square foot full-service
grocery store.
In return for Target's development of a SuperTarget with full service grocery store component on the
Property, the City will abate up to 100% of the increase in Target's real and personal property taxes
attributable to the Property. This abatement will be for one (1) year only, the 2005 tax year, and will
compliment a 21-year Economic Development Program Agreement that the City Council is considering
separately. The purpose of the one-year tax abatement is to allow other taxing jurisdictions to also grant
Target an abatement of real and personal property taxes assessed by those jurisdictions. Under state law, a
taxing jurisdiction other than a municipality may riot grant a tax abatement on property within a municipality
unless the municipality has also granted a tax abatement for the same property.
In order to obtain the maximum benefit under this agreement, Target will be required to spend the lesser of
(i) twenty percent (20%) or $2,500,000 of its construction costs with Fort Worth companies and the lesser of
(ii) fifteen percent (15%) or $1,000,000 of its construction costs with Fort Worth Certified M/WBE
companies. In addition, Target has committed to provide the lesser of 100 or 50% of all jobs on the
Property to Fort Worth residents and the lesser of 25 or 25% of all jobs on the Property to Central City
residents. Moreover, Target has committed to spend at least $20,000 in local discretionary funds for
supplies and services with Fort Worth Certified M/WBE companies. The Minority and Women Business
Enterprise Ad Hoc Committee has reviewed and endorsed these commitments.
The actual amount of the abatement will depend upon the extent to which Target meets its commitments as
outlined above and as allocated as follows:
Loename: l7TATARCYF,T PauP 1 of
An amount equal to 65% if Target substantially completes at least $8,750,000 in real property
improvements on the Property by August 1, 2007. Failure to meet this commitment is an event of default;
An amount equal to 25% if Target spends the lesser of 20% or $2,500,000 of its construction costs on
Fort Worth companies; and
An amount equal to 10% if Target spends the lesser of 15% or $1,000,000 of its construction costs
with Fort Worth Certified M/WBE companies.
However, the tax abatement will be reduced if Target does not meet certain commitments, as follows:
By an amount equal to the product of the number of dollars by which Target fails to spend or cause to
be spent at least $20,000 with Fort Worth Certified M/WBE companies for supplies and services provided
directly in connection with the operation of the improvements multiplied by two (2);
By and amount equal to $1,000 for each job by which Target falls short of its commitment to hire the
lesser of fifty percent (50%) of all jobs on the Property or 100 jobs for Fort Worth residents; and
By and amount equal to $1,000 for each job by which Target falls short of its commitment to hire the
lesser of twenty-five percent (25%) of all jobs on the Property or 50 jobs for Fort Worth Central City
residents.
The contemplated SuperTarget development is consistent with encouraging the overall redevelopment of
the former Montgomery Ward site and generating economic development and increasing employment
opportunities within the City. The project outlined herein qualifies for tax abatement under the City's Tax
Abatement Policy for qualified commercial/industrial projects in the Central City. The Tax Abatement
Agreement is authorized under Chapter 312 of the Texas Tax Code.
The proposed Project is located in COUNCIL DISTRICT 9.
FISCAL INFORMATION/CERTIFICATION:
The Finance Director certifies that this action will require no direct expenditure from the City funds in the
current fiscal year.
TO Fund/Account/Centers FROM Fund/Account/Centers
Submitted for City Manager's Office by: Reid Rector (6140)
Originating Department Head: Tom Higgins (6192)
Additional Information Contact: Christine Maguire (8187)
Logname: 17TATARCTF.T PnvP 7 nf7