HomeMy WebLinkAboutContract 46648 CITY SECRETARY
TAX INCREMENT FINANCINGCWRAGT N0.
DEVELOPMENT AGREEMENT
Near Southside "Complete Street" Re-Striping and Signage (S. Main)
South Main Street (W. Magnolia Ave. to Allen Ave.)
This TAX INCREMENT FINANCING DEVELOPMENT AGREEMENT
("Agreement") is entered into by and between the BOARD OF DIRECTORS OF TAX
INCREMENT REINVESTMENT ZONE NUMBER FOUR, CITY OF FORT WORTH,
TEXAS (the "Board"), an administrative body appointed in accordance with Chapter 311 of the
Texas Tax Code (the "TIF Act") to oversee the administration of Tax Increment Reinvestment
Zone Number Four, City of Fort Worth, Texas, a reinvestment zone designated by ordinance of
the City of Fort Worth ("City") in accordance with the TIF Act, and the CITY OF FORT
WORTH ("City") a home rule municipal corporation organized under the laws of the State of
Texas.
The Board and City hereby agree that the following statements are true and correct and
constitute the basis upon which the Board and City have entered into this Agreement:
A. On November 25, 1997 the City Council adopted Ordinance No. 13259,
establishing Tax Increment Financing Reinvestment Zone Number Four, City of Fort Worth,
Texas (the "TIF District"), and establishing the tax increment fund of the TIF District (the "TIF
Fund").
B. On August 30, 1999 the Board adopted a project and financing plan for the TIF
District, as amended by the Board on November 1, 2012 pursuant to Board Resolution No. 2012-
2 (collectively, the "TIF Project Plan"). The TIF Project Plan was approved by the City
Council on August 31, 1999, as amended by the City Council on December 11, 2012 pursuant to
Ordinance No. 20536-12-2012.
C. City intends to install pavement markings and signage on S. Main from W. Magnolia
Avenue to Allen Avenue to align with the City's Near Southside circulation network and Bike
Fort Worth plan, generally in accordance with the description set forth in Exhibit "A,"
Development Description, which is hereby made a part of this Agreement for all purposes
(collectively, the "Project'). In accordance with its powers set forth in Section 311.008 of the
TIF Act, and with the Board's consent, as authorized by the Board during its meeting on May 21,
2014, the City wishes to use up to $5,000 of revenues in the TIF Fund to pay for or reimburse the
City for costs associated with the Project. The Board and the City wish to enter into this
Agreement to memorialize the manner in which such funds will be transferred from the TIF
Fund to other appropriate funds or accounts of the City.
D. The TIF Project Plan specifically authorizes the Board to enter into agreements
dedicating revenue from the TIF fund for public improvements within the TIF District, in order
to promote the revitalization of Fort Worth's Near Southside neighborhood and medical district.
Accordingly, the costs of the Project qualify as lawful "project costs," as that term is defined in
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CITY SECRETARY
RECEIVED MAY - 5 2015 FT.WORTH,TX
Section 311.002(1) of the TIF Act ("Project Cost"). Accordingly, the Board is willing to
reimburse City certain Project Costs solely in accordance with and pursuant to this Agreement.
NOW, THEREFORE, the Board and City, for and in consideration of the terms and
conditions set forth herein, do hereby contract, covenant and agree as follows:
1. CITY'S OBLIGATIONS.
The City will oversee and be responsible for all aspects of the Project, in
conformance with all Legal Requirements applicable to the City.
1.1. Completion of Proiect.
For purposes of this Agreement, the Project shall be deemed completed on the date
as of which the Administrator issues a Certificate of Project Completion. The Project must
be completed in accordance with this Agreement by December 31, 2014 (the "Completion
Deadline"). If the Total Project Costs are less than five thousand dollars ($5,000.00) then
the Reimbursement shall be reduced accordingly to the actual Project Cost.
All costs incurred pursuant to the Project shall be advanced and paid for by City
and shall not, in any event, be paid by the Board except as a reimbursement to City in
accordance with this Agreement. The Project must be completed in accordance with this
Agreement by the Completion Deadline, subject to confirmation by the Fort Worth South,
Inc., which serves as the TIF's administrator (the "Administrator"), and issuance of a
Certificate of Project Completion pursuant to and in accordance with Section 2.2.3.
1.2. Third Party Contractors.
City may enter into agreements with third party contractors to undertake all or any
portion of the Project ("Third Party Contracts"), provided that all such agreements
executed after the Effective Date of this Agreement contain (i) a provision, similar in
form to Section 5 of this Agreement, pursuant to which the contractor and any
subcontractors involved in the Project agree to release, indemnify, defend and hold
harmless the Board and the City from any and all damages arising as a result of or in
relation to the Project and any work thereunder and for any negligent acts or omissions or
intentional misconduct of the contractor, any subcontractors, and their officers, agents,
servants and employees; (ii) a requirement that the contractor provide City with a bond or
bonds, that guarantees the faithful performance and completion of all construction work
covered by the contract and full payment for all wages for labor and services and of all
bills for materials, supplies and equipment used in the performance of the contract; (iii) a
requirement that the contractor provide insurance in accordance with the minimum
requirements set forth in Section 4 of this Agreement; (iv) a requirement that the
contractor comply with all Legal Requirements, as addressed and defined in Section 10 of
this Agreement. All of the requirements contained in this Section 1.2 shall hereinafter be
referred to as the "Third Party Contract Provisions."
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1.4. Deadlines for Completion of Development and Proiect.
City shall cause the entire Development and the Project to be completed by not
later than Completion Deadline.
2. REIMBURSEMENT BY BOARD.
2.1. Amount of Reimbursement.
Provided that City has completed the entire Project by the Completion Deadline in
accordance with this Agreement and has complied with all other terms and conditions of
this Agreement, and subject to the provisions of Section 6 of this Agreement, the Board
will reimburse City the lesser of(i) City's Qualified Costs in completing the Project or
(ii) $5,000.00 of City's Qualified Costs in Completing the Project (the
"Reimbursement") within thirty (30) calendar days following issuance of a Certificate
of Completion (as defined in Section 2.2.3 of this Agreement) and as more specifically
provided in this Section 2; provided, however, that if there are not sufficient revenues in
the TIF Fund at such time, the financial obligations of the Board to City under this
Agreement shall be carried forward without interest to the next fiscal year of the TIF
District in which there are sufficient revenues in the TIF Fund to satisfy such obligations.
For purposes of this Agreement, "Qualified Costs" shall mean the actual costs incurred
by City in completing the Project, provided that those Qualified Costs are for Project
work that is specifically described in and authorized by Exhibit "A" and are also
allowable Project Costs under the TIF Act. In no event will the Board pay City any
portion of the Reimbursement prior to issuance of a Certificate of Completion in
accordance with Section 2.2.3 or reimburse City for any Qualified Costs in excess
of`$5,000.00 ("Maximum Reimbursement Amount").
2.2. Process for Reimbursement.
2.2.1. Inspections.
Prior to issuance of the Certificate of Completion, at any time during
normal office hours and following reasonable notice to City, the Board and any
authorized designee shall have, and City shall provide, access to the Project site in
order for the Board and any authorized designee to inspect the Project in order to
ascertain City's compliance with this Agreement. In addition, the Board and any
authorized designee shall have the right to inspect all work undertaken on the
Project in order for the Board or any authorized designee to inspect and evaluate
such work. City shall cooperate fully with the Board during any such inspection
and/or evaluation.
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2.2.2. Audits.
At any time prior to issuance of a Certificate of Completion issued
pursuant to Section 2.2.3 of this Agreement and for a period of two (2) years
thereafter, the Board shall have the right to have audited the financial and
business records of the City that relate to the Project (collectively, the "Records")
in order to assist the Board in verifying that any given expenditure by City
qualifies as a Qualified Cost under Section 2.1 of this Agreement. City shall
make all Records available to the Board or any authorized designee at the Fort
Worth Municipal Building, 1000 Throckmorton Street or at another location in
the City following reasonable advance notice by the Board and shall otherwise
cooperate fully with the Board during any audit. Notwithstanding anything to the
contrary herein, this Section 2.2.2 shall survive termination or expiration of this
Agreement.
2.2.3 Certificate of Completion.
Once (i) all portions of the Project have been completed, as defined in
Section 1.1, and (ii) all work on the Project has been completed and City has
complied with all of its obligations under any Community Facilities Agreement or
other required written document relating to the Project, City shall submit a
certificate, signed by an officer of City, to the Administrator, which certificate
will state (i) the specific work completed under the Project; (ii) the amount of
money that City paid for completion of the Project and that City claims as a
Qualified Cost; and (iii) all supporting invoices and other documents showing that
such amounts were actually paid by City. Subject to the provisions of this Section
2.2, the Administrator will issue a certificate of completion to City within thirty
(30) calendar days following receipt of City's certificate that sets forth the actual
amount of Reimbursement that City will be entitled to receive under this
Agreement ("Certificate of Completion").
2.3. Limited to Available TIF Funds.
Notwithstanding anything to the contrary herein, and subject to Section 2.4, City
understands and agrees that the Board will be required to pay the Reimbursement only
from available revenues in the TIF Fund that are attributable solely to tax increment (as
defined in Section 311.012 of the Texas Tax Code) generated annually from property
located in the TIF District and deposited into the TIF Fund in accordance with the TIF
Act.
2.4. Priority of Pavment.
Notwithstanding anything to the contrary herein, Developer understands and
agrees that any obligation of the Board to pay all or any portion of the Reimbursement
Amount shall be subject and subordinate to the Board's right to retain reserves in the TIF
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Fund in any fiscal year to meet all existing contractual obligations of the Board.
Specifically and without limiting the generality of the foregoing, the following payments,
as obligated by the following existing contractual obligations, shall have priority over
payment by the Board of all or any portion of the Reimbursement Amount:
(i) Payments made pursuant to that certain Agreement by and among the City, the
Board, and the Central City Local Government Corporation dated to be
effective December 7, 2005 (Magnolia Green Parking Garage);
(ii) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and Fort Worth Southside Development
District, Inc. approved by the Board on July 27, 2006 (Oleander Walk Phase
11);
(iii) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and Fort Worth South, Inc. approved by the
Board on January 29, 2009 (Magnolia Avenue Streetscape Repair and
Maintenance, Phase Il);
(iv) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board, Fort Worth South, Inc. and the City, approved
by the Board on June 24, 2009 (Magnolia Streetscape Repair and Maintenance,
Phase I11);
(v) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board, City of Fort Worth, approved by the Board on
June 24, 2009 (South Main Sustainable Development Grant: 20% Local
Match);
(vi) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and Fort Worth South, Inc. for West Leuda
(Watts) Park maintenance approved by the Board on June 16, 2010;
(vii) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and Fort Worth Midtown, LD, LLC d/b/a
Raymond Fort Worth Hotel Land Development, LLC approved by the Board
on June 16, 2010 (Midtown Streetscape and Right-of-Way Improvements);
(viii) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and Fort Worth South, Inc. for final engineering
plans and construction of streetscape improvements for Park Place Avenue
between 81h Avenue and the Fort Worth & Western Railroad Tracks, approved
by the Board on October 6, 2010;
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(ix) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and Fort Worth South, Inc. for the Phase I
wayfinding program, approved by the Board on October 6, 2010;
(x) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and Modern Land Holdings, LLC on August 31,
2011 (Streetscape Improvements for Lipscomb, Travis Ave.);
(xi) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and 201 S. Calhoun LLC on February 2, 2012
(Supreme Golf Warehouse Building);
(xii) Payment made pursuant to that certain Fagade Lease Agreement between the
Board and 201 S. Calhoun LLC approved by the Board on February 2, 2012
(Supreme Golf Warehouse Building);
(xiii) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and Tarrant County Hospital District for
abatement and demolition approved by the Board on March 29, 2012 (1401 S.
Main St.);
(xiv) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and the Dahl Group, LLC for streetscape
improvements approved by the Board on March 29, 2012 (1410 S. Jennings
Ave.);
(xv) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and Dwight Mitchell for streetscape
improvements approved by the Board on March 29, 2012 (Lemon Tree
Apartments);
(xvi) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and Kemp & Sons General Services for
streetscape improvements approved by the Board on May 9, 2012 (213 S.
Freeway);
(xvii) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and Fort Worth South, Inc. for Near Southside
"Complete Street Phase-2" approved by the Board on May 9, 2012 (W.
Vickery Striping Program);
(xviii) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and Fort Worth South, Inc. for 100% design and
engineering associated with South Main approved by the Board on November
1, 2012 (100% Engineering, Design, Construction for S. Main);
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(xix) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and Magnolia May, LLC for public
improvements associated with Magnolia & May development approved by the
Board on November 1, 2012 (Magnolia May);
(xx) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and Fort Worth South, Inc. for public
improvements associated with the Evans Complete Street Project approved by
the Board on April 25, 2013 (Complete Street—Evans Avenue);
(xxi) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and Shooters Palace, LLC for public
improvements associated with the Shooters Palace Loft Apartments approved
by the Board on April 25, 2013 (801 W. Vickery Loft Apartments);
(xxii) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and Fort Worth South, Inc. for public
improvements associated with the Broadway Complete Street Project approved
by the Board on June 5, 2013 (Near Southside "Complete Street" Striping
(Broadway);
(xxiii) Payment made pursuant to that certain Tax increment Financing Development
Agreement between the Board and Fort Worth South, Inc. for public
improvements associated with the Leslie Street Feasibility Study approved by
the Board on June 5, 2013 (Leslie Street Feasibility Study);
(xxiv) Payment made pursuant to that certain Tax Increment Funding Agreement
between the Board and the City of Fort Worth for public improvements
associated with the 2014 CIP Match approved by the Board on November 6,
2013 (2014 CIP/TIF Street Improvement);
(xxv) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and Pisula Development Company for public
improvements associated with the Victory Medical Project approved by the
Board on November 6, 2013 (Victory Medical Center);
(xxvi) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and Dr. Subir Bhatia for public improvements
associated with the Mixed-Use Medical Office & Apartment Building Project
approved by the Board on November 6, 2013 (Dr. Subir Bhatia);
(xxvii) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and Hillin Saloner Development, LLC for
public improvements associated with the 120 St. Louis Avenue Mixed Use
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Apartments and Commercial Space Project approved by the Board on February
19, 2014 (120 St. Louis Avenue).
(xxviii) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and Manu Group, LP for public improvements
associated with Texas Pain Institute (TPI) on Lipscomb Street approved by the
Board on February 19, 2014 (Texas Pain Institute);
(xxix) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and Seneca Investments, LLC for public
improvements associated with 650 S. Main Street HighPointe Apartments
approved by the Board on April 23, 2014 (High Point Apartments);
(xxx) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and Oleander Investments, LLC for public
improvements associated with Lang Partners Oleander Apartments approved
by the Board on April 23, 2014 (Lang Partners Oleander Apartments);
(xxxi) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and Broken Bone Land Company, LLC for
public improvements associated with Travis Apartments approved by the
Board on April 23, 2014 (Travis Apartments);
(xxxii) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and Silver Bullet Tower Properties, LLC for
public improvements associated with Mixed-Use Retail/Office Building
located 1008 8th Avenue, approved by the Board on May 21, 2014 (1 K8
Mixed-Use);
(xxxiii) Payment made pursuant to that certain Tax Increment Financing Development
Agreement between the Board and City of Fort Worth for public improvements
associated with the demolition of former Fire Station #5 on Evans Avenue
approved by the Board on May 21, 2014 (Fire Station#5 Demolition);
3. TERM.
The term of this Agreement shall be effective as of May 21, 2014 ("Effective Date") and
expire upon the earlier of (i) the complete performance of all obligations and conditions
precedent by the Board and City; (ii) termination by either the Board or City as permitted by this
Agreement; or (iii) termination of the TIF District in accordance with Section 311.017 of the TIF
Act.
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4. INSURANCE.
In the event City engages a Third Party Contractor for the Project, the Third Party
Contractor shall maintain at all times, in full force and effect, a policy or policies of insurance as
specified in this Section 4, naming the Board and the City as additional insureds and covering all
risks related to the Project, issued by and binding upon an insurance company authorized to do
business in the State of Texas with an A.M. Best Rating of at least A-VIII and acceptable to the
City. Third Party Contractor shall obtain the following insurance coverage at the limits specified
herein:
• Commercial General Liability:
$500,000 per occurrence;
• Automobile Liability:
$500,000 per occurrence,
covering all automobiles used in the undertaking of the Project, if any;
• Excess Liability Umbrella:
$1 million.
These insurance requirements shall be subject to change upon a reasonable request by the
City's Risk Manager. Within fourteen (14) days of receipt of written notice of any such request,
Third Party Contractor agrees to comply with such revised insurance requirements. Third Party
Contractor shall provide the Board with prior written notice of any material changes in coverage,
including, but not limited to, cancellation, termination, or non-renewal within thirty (30) days of
any such change. As a condition precedent to the effectiveness of this Agreement, Third Party
Contractor shall furnish the City with appropriate certificates of insurance signed by the
respective insurance companies as proof that Third Party Contractor has obtained the types and
amounts of insurance coverage required herein. Third Party Contractor hereby covenants and
agrees that not less than thirty (30) days prior to the expiration of any issuance policy required
hereunder, it shall provide the City with a new or renewal certificate of insurance. In addition,
Third Party Contractor shall, at the City's request, provide the City with evidence that it has
maintained such coverage in full force and effect.
5. INDEMNIFICATION.
CITYTO THE EXTENT NOT PROHIBITED BY LAW, CITY AGREES TO DEFEND,
INDEMNIFYAND HOLD HARMLESS THE TIF BOARD, ITS OFFICERS,AGENTS AND
EMPLOYEES, AND THE CITY, ITS OFFICERS, AGENTS AND EMPLOYEES, FROM
AND AGAINST ANY AND ALL CLAIMS, LAWSUITS, COSTS AND EXPENSES FOR
PERSONAL INJURY (INCLUDING DEATH, PROPERTY DAMAGE OR OTHER HARM
FOR WHICH RECOVERY OF DAMAGES IS SOUGHT THAT MAY ARISE OUT OF OR
BE OCCASIONED BY CITY'S BREACH OFANY OF THE TERMS OR PROVISIONS OF
THIS AGREEMENT, OR BY ANY NEGLIGENT ACT OR OMISSION OF CITY, ITS
OFFICERS, AGENTS, ASSOCIATES, EMPLOYEES, CONTRACTORS (OTHER THAN
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THE BOARD AND THE CITY) OR SUBCONTRACTORS, IN THE PERFORAMNCE OF
THIS AGREEMENT, INCLUDING, BUT NOT LIMITED TO, THE UNDERTAKING OF
THE PROJECT. IN THE EVENT OF JOINT AND CONCURRENT NEGLIGENCE OF
BOTH CITYAND THE BOARD, RESPONSIBILITY, IFANY, SHALL BEAPPORTIONED
COMPARATIVEL Y IN ACCORDANCE WITH THE LA WS OF THE STATE OF TEXAS,
WITHOUT,HOWEVER, WAIVING ANY GOVERNMENTAL IMMUNITYAVAILABLE TO
THE BOARD AND THE CITY UNDER TEXAS OR FEDERAL LAW. THE PROVISIONS
OF THIS PARA GRAPH ARE SOLEL Y FOR THE BENEFIT OF THE PAR TIES HERETO
AND NOT INTENDED TO CREATE OR GRANT ANY RIGHTS, CONTRACTUAL OR
OTHERWISE, TO ANY OTHER PERSON OR ENTITY.
CITYHEREBYACKNOWLEDGES THAT NEITHER THE BOARD NOR THE CITY
CAN GUARANTEE OR CONTROL THE TAXABLE APPRAISED VALUE OF PROPERTY
WITHIN THE TIF DISTRICT, AND THUS CANNOT GUARANTEE OR CONTROL THE
AMOUNT OF TAX INCREMENT THAT MAY BE DEPOSITED INTO THE TIF FUND
THROUGHOUT OR AT ANY TIME DURING THE TERM OF THE TIF DISTRICT. CITY
HAS ENTERED INTO THIS AGREEMENT WITHOUT RELYING ONANYASSERTIONS,
REPRESENTATIONS OR ASSUMPTION THAT MAY HAVE BEEN MADE BY THE
BOARD AND/OR THE CITY, THEIR OFFICERS, AGENTS, SERVANTS AND
EMPLOYEES, WITH RESPECT TO THE TIF DISTRICT'S FINANCING PLANAND THE
POTENTIAL IMPACT OF TAX INCREMENT THAT MAY BE DEPOSITED INTO THE
TIF FUND THROUGHOUT OR AT ANY TIME DURING THE TERM OF THE TIF
DISTRICT. CITY HEREBY AGREES TO RELEASE AND HOLD HARMLESS THE
BOARD AND THE CITY, THEIR OFFICERS, AGENTS, SERVANTS, EMPLOYEES AND
CONTRACTORS, FOR ANY DAMAGES OR CLAIMS, INCLUDING, BUT NOT LIMITED
TO, DAMAGES FOR LOST INVESTMENT, LOST OR UNREALIZED PROFITS OR
INVESTMENT,AND LOST OR UNREALIZED FINANCING, THAT MAYARISE OUT OF
OR BE OCCASIONED BY A FAILURE OF THE TIF DISTRICT TO PRODUCE
SUFFICIENT TAX INCREMENT TO SUPPORT ALL OF THE BOARD'S FINANCIAL
OBLIGATIONS UNDER THIS AGREEMENT OR TO MEET ANY FINANCIAL
BENCHMARKS, MILESTONES OR PERFORMANCES ANTICIPATED BY CITY.
6. DEFAULT.
6.1. Failure to Complete Project.
If City has not completed the entire Project by the Completion Deadline, as
defined in and in accordance with Section 1.1 of this Agreement, the Board shall have a
unilateral right, but not the obligation, to terminate this Agreement immediately by
providing written notice to City, in which case City shall not be entitled to receive any of
the Reimbursement.
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6.2. Failure to Comply with Other Terms or Conditions.
If either party defaults under any provision of this Agreement other than as
addressed in Section 6.1, the non-defaulting party shall provide the defaulting party with
a written notice that specifies the nature of the default. The defaulting party shall have
thirty (30) calendar days following receipt of such written notice to cure the default.
After such time, if the default remains uncured, the non-defaulting party may, at its
option, terminate this Agreement and/or pursue any and all other available remedies
without the necessity of further notice to or demand upon the defaulting party; provided
that (i) if the defaulting party proceeds in good faith and with due diligence to cure the
default within thirty (30) calendar days, but reasonably needs additional time to cure the
default fully, then the non-defaulting party shall not be entitled to pursue the above
remedies, and (ii) if the non-defaulting party elects to terminate this Agreement as a
remedy for default, it shall notify the defaulting party in writing.
7. SUCCESSORS AND ASSIGNS.
City may not assign its rights or obligations under this Agreement to any other party
without the advance written approval of the Board, which shall not be unreasonably withheld or
delayed, provided that the any proposed assignee first executes an agreement with the board
pursuant to which the assignee agrees to be bound by the duties and obligations of City
hereunder. This Agreement shall be binding on and inure to the benefit of the parties, their
respective successors and assigns.
8. 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:
Board: City:
Board of Directors Doug Wiersig
Southside TIF Transportation/Public Works Dept.
Attn: Paul F. Paine, TIF Administrator 1000 Throckmorton
1606 Mistletoe Boulevard Fort Worth, TX 76102
Fort Worth, TX 76104
with a copy to:
Jesus "Jay" Chapa, Director
Economic Development Dept.
1000 Throckmorton
Fort Worth, TX 76102
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9. 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 Courts of Tarrant County, Texas, or the United States District
Court for the Northern District of Texas, Fort Worth Division. This Agreement is performable in
Tarrant County, Texas.
10. COMPLIANCE WITH LEGAL REQUIREMENTS.
This Agreement is subject to all applicable federal, state and local laws, ordinances, rules
and regulations, including, but not limited to, all provisions of the City's Charter and ordinances,
as amended, and violation of the same shall constitute a default under this Agreement. In
undertaking any work on the Project, City, its officers, agents, servants, employees, contractors
and subcontractors shall comply with all federal, state and local laws and all ordinances, rules
and regulations of the City, as such laws, ordinances, rules and regulations exist or may hereafter
be amended or adopted (collectively, "Legal Requirements").
11. NO WAIVER.
The failure of either party to insist upon the performance of any term or provision of this
Agreement or to exercise any right granted hereunder shall not constitute a waiver of that party's
right to insist upon appropriate performance or to assert any such right on any future occasion.
12. GOVERNMENTAL POWERS.
It is understood that by execution of this Agreement, neither the Board nor the City
waives or surrenders any of their governmental powers or immunities.
13. FORCE MAJEURE.
It is expressly understood and agreed by the parties to this Agreement that if the
performance of any obligations hereunder is delayed by reason of war, civil commotion, acts of
God, inclement weather, governmental restrictions, regulations, or interferences, unreasonable
delays by the City in issuing any permits or certificates of occupancy or conducting any
inspections of or with respect to the Project (based on the amount of time that the City
customarily requires in undertaking such activities and based on the then-current workload of the
City department(s) responsible for undertaking such activities), or delays caused by unforeseen
construction or site issues, fire or other casualty, court injunction, necessary condemnation
proceedings, acts of the other party, its affiliates/related entities and/or their contractors, or any
actions or inactions of third parties or other circumstances which are reasonably beyond the
control of the party obligated or permitted under the terms of this Agreement to do or perform
the same, regardless of whether any such circumstance is similar to any of those enumerated or
not, the party so obligated or permitted shall be excused from doing or performing the same
Near Southside"Complete Street"Re-Striping&Signage(South Main)St. (W.Magnolia to Allen)TIF Development Agreement
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during such period of delay, so that the time period applicable to such design or construction
requirement shall be extended for a period of time equal to the period such party was delayed.
14. BOARD REPRESENTATIVE.
City understands and agrees that, in addition to the Administrator, the Board, in its sole
discretion, may also appoint certain City staff members, a City department or another entity to
serve as its representative in carrying out any or all of the responsibilities of the Board
hereunder, and that references to "the Board" in this Agreement mean the Board in its entirety or
any such designated representative.
15. NO THIRD PARTY RIGHTS.
This Agreement is solely for the benefit of the parties hereto and is not intended to create
or grant any rights, contractual or otherwise, to any other person or entity.
16. 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.
17. COUNTERPARTS.
This Agreement may be executed in any number of counterparts, each of which shall be
deemed an original and constitute one and the same instrument.
18. CAPTIONS.
The captions to the various clauses of this Agreement are for informational purposes only
and shall not alter the substance of the terms and conditions of this Agreement.
19. 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 Board and
City, 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 Board in an open meeting held in
accordance with Chapter 551 of the Texas Government Code.
IN WITNESS WHEREOF, the undersigned have caused this Agreement to be executed
effective as of the Effective Date:
Near Southside"Complete Street'Re-Striping&Signage(South Main)St.(W. Magnolia to Allen)TIT Development Agreement
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BOARD OF DIRECTORS OF TAX CITY OF FORT WORTH,
INCREMENT REINVESTMENT
ZONE NUMBER FOUR, CITY OF
FORT WORTH, TEXAS: "
By: _OEM 4_14� By:
Ann Zadeh Fernando Costa,
Chairman Assistant City Manager
APPROVED ASA FORM AND LEGALITY:
Attested by:
ByC-40&��
Maleshia Fanner
Senior Assistant City Attorney J. t 1 Seavtmy
Resolution No. 2014-10 IF 01?�
Date of Board Approval: May 21, 2014 Q � O
V °
$y
� or
FXAS
OFFICIAL RECORD
CITY SECRETARY
FT.WORTH, TX
Near Southside"Complete Street'Re-Striping&Signage(South Main)St.(W. Magnolia to Allen)TIF Development Agreement
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"A"
EXHIBIT
PROJECT DESCRIPTION
City intends to install pavement markings and signage on S. Main from W. Magnolia Avenue to
Allen Avenue to align with the City's Near Southside circulation network and Bike Fort Worth
plan.
S. Main Street Re-Striping
Phase 2: Magnolia to Allen
EKe Pham One-Com tg eted
•TIF funding approved 10/06/10
� ,: •TIF Amendment No.1 approved 319!11 added
connection to Downtown along S.Main
•Completed In 2011 along with Jennings,W.
Vickery,and Magnolia(Hemphill to S.Main)
7 = CC,
c-
Proposed Phase 2
•
City is re-paving and re-striping S.Main
.` from Magnolia to Allen,covering costs
e:.. through their maintenance program
911
•JPS collaborated with city and FWSI on
design
Magnolia •Signage associated with'complete street'
design not included in maintenance project
•TIF request would cover signage costs
ry
+*� Previous Complete Street Striping Prof"
.■s a s.Main Phase 2 section extendft to Allen
Near Southside"Complete Street"Re-Striping&Signage(South Main)St.(W.Magnolia to Allen)TIF Development Agreement
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Near Southside"Complete Street"Re-Striping&Signage(South Main)St.(W.Magnolia to Allen)TIF Development Agreement
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Near Southside"Complete Street"Re-Striping&Signage(South Main)St.(W.Magnolia to Allen)TIF Development Agreement
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