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1998-165-RES WHEREAS, CITY COUNCIL HAS BEEN PRESENTED A PROPOSED RESOLUTION NO. 98-165 WHEREAS, the City Council of the City of Paris has been presented a proposed agreement by and between the City of Paris, Paris, Texas, and Campbell Soup Company, a Delaware corporation, establishing a reinvestment zone in the City of Paris, Paris, Texas, and providing for a commercial and industrial tax abatement for certain improvements, a copy of which is attached hereto and incorporated herein by reference hereinafter called "AGREEMENT"; and, WHEREAS, upon full review and consideration of the AGREEMENT, and all matters attendant and related thereto, the City Council is of the opinion that the terms and conditions thereof should be approved and that the Mayor should be authorized to execute it on behalf of the City of Paris; NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY 0.' PARIS, PARIS TEXAS: 1. That the terms and conditions of the proposed AGREEMENT, having been reviewed by the City Council of the City of Paris and found to be acceptable and in the best interests of the City of Paris and its citizens, be, and the same are hereby, in all things, approved. 2. That the Mayor is hereby authorized to execute the AGREEMENT and all other documents in connection therewith on behalf of the City of Paris substantially according to the terms and conditions set forth in the AGREEMENT. 3. That this approval and execution of the AGREEMENT on behalf of the City is not conditional upon approval and execution of any other tax abatement agreement by any other taxing entity. 4. That this resolution shall become effective from and after its passage. PASSED AND ADOPTED this the 14th day of D cember, 1998. ~'ij tt /" Charles H. Neeley, Mayor ATTEST: ~ '-'N\m~y Mattie Cunningham, City Clerk APPROVED AS TO FORM: ~#~ Scott P. Foster, City Attorney -.... THE STATE OF TEXAS ) ) COUNTY OF LAMAR ) TAX ABATEMENT AGREEMENT This agreement is entered into by and between the CITY OF PARIS, PARIS, TEXAS, a municipal corporation, situated in Lamar County, Texas, acting by and through its Mayor, Charles H. Neeley, duly authorized, hereinafter called CITY, and CAMPBELL SOUP COMPANY, acting by and through its authorized officer whose signature appears below, hereinafter referred to as OWNER. WIT N E SSE T H: WHEREAS, the City Council of the City of Paris did heretofore, on the 9th day of November, 1998, pass Ordinance No. 98-067, establishing Reinvestment Zone No.6 in the City of Paris, hereinafter called CITY, for commercial and industrial tax abatement, hereinafter referred to as ORDINANCE, as authorized by the Property Redevelopment and Tax Abatement Act, as amended, being V.T.C.A. Tax Code, Chapter 312; and, WHEREAS, the City Council of the City of Paris did heretofore, on the 9th day of November, 1998, in Resolution No. 98-156, elect to be eligible to participate in tax abatement agreements in order to maintain and enhance the commercial and industrial economic and employment base of the Paris area for the long term interest and benefit of the CITY and its citizens: and, WHEREAS, the City Council of the City of Paris did heretofore, on the 9th day of November, 1998, in Resolution No. 98-157, pass and adopt a policy on tax abatement incentives; and, WHEREAS, the policy on tax abatement incentives constitutes appropriate guidelines and criteria governing tax abatement agreements to be entered into by the CITY as required by the Property Redevelopment and Tax Abatement Act, as amended; and, WHEREAS, the contemplated use of the property, as hereinafter defmed, the contemplated improvements to the property in the amount as set forth in this AGREEMENT, and the other terms hereof are consistent with encouraging development of said Reinvestment Zone No.6 in accordance with the purposes for which it was created and are in compliance with the CITY's policy on tax abatement incentives and the ordinance creating such reinvestment zone adopted by the CITY and all applicable laws; NOW, THEREFORE, The Parties hereto do mutually contract and agree as follows: TAX ABATEMENT AGREEMENT - Page 1 f,XHlB1T A I. Term 1.1. The term of this AGREEMENT shall begin on the 14th day of December, 1998, with, as hereinafter provided, tax abatement granted herein beginning with the tax year beginning January 1, 2000, and expiring on December 31, 2006. II. Area to be Improved 2.1. The property to be the subject of this agreement shall be that property described by metes and bounds in Exhibit A, attached hereto, which is made a part hereof and shall be hereinafter referred to as PROPERTY. III. Improvements 3.1. The OWNER shall make improvements to the PROPERTY as follows: Installation of processing equipment and modifications to the existing buildings and utilities installed to produce consumer products in the existing Prego building; and miscellaneous items of office and plant equipment, all of which will be particularly described in CITY'S Certificate of Completion prepared after the completion and installation of the improvements and machinery herein described which shall be furnished to and filed with the Chief Appraiser of Lamar County and the Tax Assessor and Collector of the City of Paris. Said Certificate shall be duly executed by the Mayor of the City of Paris and attached hereto as Exhibit B. The improvements described in this paragraph shall be hereinafter referred to as IMPROVEMENTS. The IMPROVEMENTS will be at a cost in excess of $37,000,000.00, and shall be substantially completed on or about July 31, 1999; provided, that OWNER shall have such additional time to complete the IMPROVEMENTS as may be required in the event of "force majeure" if OWNER is diligently and faithfully pursuing completion of the IMPROVEMENTS. For this purpose, "force majeure" shall mean any contingency or cause beyond the reasonable control of OWNER including, without limitation, acts of God, or the public enemy, any natural disaster, war, riot, civil commotion, insurrection, governmental or de facto governmental action, unless caused by acts or omissions of OWNER, fires, explosions, accidents, floods, and labor disputes or strikes. The date of completion of the IMPROVEMENTS shall be defined as the date a Certificate of Occupancy is issued by the City of Paris. IV. Consideration Improvements 4.1. The OWNER agrees and covenants that it will diligently and faithfully, in a good and workmanlike manner, pursue the completion of the IMPROVEMENTS as a good and valuable TAX ABATEMENT AGREEMENT. Page 2 consideration of this AGREEMENT, OWNER further covenants and agrees that all construction of the IMPROVEMENTS will be in accordance with all applicable state and local laws, codes and regulations or will procure a valid waiver thereof. In further consideration, OWNER shall thereafter, from the date a Certificate of Occupancy is issued until the expiration of this AGREEMENT, continuously operate and maintain the PROPERTY as a manufacturing plant. V. Consideration Jobs 5.1. Not later than July 31, 1999, OWNER will create at least one hundred forty-five (145) new, permanent jobs at the Paris Plant for work to be performed substantially either (a) at the site of the Improvements, or (b) in support of operations performed by others at the site of the IMPROVEMENTS. Such jobs to be filled with priority being given to promote among equally qualified job applicants the hiring of employees first from within the Enterprise Zone, second from within the corporate limits of the City of Paris, and third from within the County of Lamar, State of Texas, subject to the laws and regulations of the United States of America and the State of Texas and subject to any labor contracts currently in effect and any successive contracts or past practices. 5.2. OWNER agrees that, during the term of this AGREEMENT, it will not reduce below one hundred forty-five (145) the number of such new, permanent jobs so created. VI. Default 6.1. In the event that (a) the IMPROVEMENTS for which an abatement has been granted are not completed in accordance with this AGREEMENT or (b) OWNER allows its ad valorem taxes owed the CITY to become delinquent and fails to timely and properly follow the legal procedures for protest or contest of any such ad valorem taxes; or (c) OWNER breaches any of the terms and conditions of this AGREEMENT, then this AGREEMENT shall be in default. In the event the OWNER defaults in its performance of either (a), or (b) or (c) above, then the CITY shall give the OWNER written notice of such default and if the OWNER has not cured such default with thirty (30) days of said written notice, or, if such default cannot be cured by the payment of money and cannot, with due diligence, be cured within a ninety (90) day period due to cause beyond the control of the OWNER, this AGREEMENT may be modified or terminated by the CITY. Notice shall be in accordance with paragraph 14.3. As liquidated damages in the event of default, all taxes which otherwise would have been paid to the CITY without the benefit of abatement, together with interest to be charged at the statutory rate for delinquent taxes as determined by Section 33.01 of the Property Tax Code of the State of Texas, with all penalties permitted by the Property Redevelopment and Tax Abatement Act and the Property Tax Code of the State of Texas, will become a debt to the CITY and shall be due, owing and paid to the CITY within sixty (60) days of the expiration of the above mentioned applicable cure period as the sole TAX ABATEMENT AGREEMENT - Page 3 remedy of the CITY subject to any and all lawful offsets, settlements, deductions, or credits to which OWNER may be entitled. The parties acknowledge that actual damages in the event of default and termination would be speculative and difficult to determine. VII. Tax Abatement 7.1. It is understood and agreed between the parties that the PROPERTY, also known as Tax Reinvestment Zone No 6, shall be appraised at market value prior to the construction and installation of the IMPROVEMENTS for the purposes of property tax assessment effective January 1, 2000, and continued at market value without said IMPROVEMENTS until the expiration of this AGREEMENT. The CITY, acting under and pursuant to the said Texas Property Redevelopment and Tax Abatement Act, hereby covenants and agrees to abate: (a) all CITY real property taxes that would other wise be payable with respect to the IMPROVEMENTS, and (b) all CITY personal property taxes that would otherwise be payable with respect to all personal property, save and except inventory and supplies, that is brought onto the PROPERTY described in Exhibit "A" as a part of the improvement project herein described, for a primary period of seven (7) years beginning January 1, 2000. VIII. No Conflict of Interest 8.1. The CITY represents and warrants that the PROPERTY does not include any property that is owned by a member of the City Council approving, or having responsibility for the approval of, this AGREEMENT. IX. Conditions 9.1. The terms and conditions of the AGREEMENT are binding upon the successors and assigns of all parties hereto. 9.2. It is understood and agreed between the parties that the OWNER, in performing its obligations hereunder, is acting independently, and the CITY assumes no responsibility or liability in connection therewith to third parties and OWNER agrees to indemnify and hold harmless the CITY therefrom; it is further understood and agreed among the parties that the CITY, in performing its obligations hereunder, is acting independently, and the OWNER assumes no responsibility or liability in connection therewith to third parties and the CITY agrees to indemnify TAX ABATEMENT AGREEMENT - Page 4 and hold harmless the OWNER therefrom. X. Compliance Provisions 10.1. The OWNER further agrees that the CITY, its agents and employees, shall have reasonable right of access to the property to inspect the IMPROVEMENTS in order to insure that the construction of the IMPROVEMENTS are in accordance with this AGREEMENT and all applicable state and local laws and regulations or valid waiver thereof. After completion of the IMPROVEMENTS, the CITY shall have the continuing right to inspect the PROPERTY to insure that it is thereafter maintained and operated in accordance with this agreement during the term of the AGREEMENT, and OWNER shall provide evidence as to the creation of the one hundred forty-five (145) new, permanent jobs described in this Agreement. Representative of the CITY inspecting the property and improvements shall sign an agreement promising to maintain the confidentiality of any information they obtain in connection therewith except for the purposes of assessing and collecting ad valorem taxes. Said representative shall also be required to observe any facility rule and regulation applicable to the property. XI. Initial and Annual Reporting 11.1 The OWNER further agrees that it will, immediately upon completion of the IMPROVEMENTS, provide CITY with a sworn report which contains the following information: (a) Copy of the appraisal showing the market value without the IMPROVEMENTS as required in paragraph 7.1; (b) Detailed description of IMPROVEMENTS; (c) Description of any miscellaneous items of office and plant equipment; (d) Identification of plans and specifications of constructed improvements and the location of the same for inspection by CITY's certification team; (e) Actual cost of added machinery and equipment; (t) Actual cost of capital IMPROVEMENTS; and, (g) Date of substantial completion of the IMPROVEMENTS as defined in paragraph 3.1 hereof. 11.2 The OWNER further agrees that it will provide CITY with an annual, sworn report which contains the following information: (a) the name of original hiree in the newly created job, TAX ABATEMENT AGREEMENT - Page 5 date of hire, and place of residence of the hiree, and (b) statement as to whether or not the one hundred forty-five (145) new, permanent jobs are still in existence and filled, and (c) the name of current employee in the newly created job, date of hire, and place of residence of the hiree. Additionally, OWNER shall certify, in writing, that it is in compliance with each applicable term of this agreement. XII. Authority to Contract 12.1. This AGREEMENT was authorized by resolution of the City Council at its regularly scheduled meeting on the 14th day of December, 1998, authorizing the Mayor to execute the AGREEMENT on behalf of the City. 12.2. This AGREEMENT was entered into by Campbell Soup Company pursuant to authority granted to D. T. Hays, Vice-President - Taxes. 12.3. This AGREEMENT shall constitute a valid and binding AGREEMENT between the CITY and OWNER when executed in accordance herewith, regardless of whether any other taxing unit executes a similar agreement for tax abatement. XIII. Legal 13.1. No officer, official or agent of the CITY has the power to amend, modify or alter this AGREEMENT or waive any of its conditions or to bind the CITY by making any promise or representation not contained herein. 13.2 This AGREEMENT, except by operation of law, shall not be assigned or transferred by OWNER, without the prior written consent of CITY, which consent shall be at the sole discretion of the CITY. 13.3. Any written notice required or permitted under the terms of this AGREEMENT shall be given and be deemed to have been duly served if either (1) delivered in person, or (2) deposited certified mail, return receipt requested, postage prepaid in the United States mail, addressed to the designated representative of the respective parties which are designated as follows: OWNER D. T. Hays, Vice-President - Taxes Campbell Soup Company 1 Camden Place Camden, New Jersey 08103-1799 CITY City Manager City of Paris P. O. Box 9037 Paris, Texas 75461-9037 TAX ABATEMENT AGREEMENT - Page 6 With a copy to: Plant Manager Campbell Soup Company P. O. Box 9016 Paris, Texas 75461-9016 With a copy to: City Clerk City of Paris P. O. Box 9037 Paris, Texas 75461-9037 13.4. If any term or provision of this AGREEMENT shall be declared unconstitutional or void by any court of competent jurisdiction, the constitutionality and validity of the remainder of said AGREEMENT shall not be affected thereby, and to this end the terms and provisions of said Agreement are declared to be severable. 13.5. This AGREEMENT sets forth the entire understanding between the parties, and any other understandings or agreements shall be canceled and superseded by this AGREEMENT upon the date of execution hereof. None of the terms of this AGREEMENT shall be waived, discharged, altered or modified in any respect, except by an Agreement in writing signed by both parties and specifically referring to this AGREEMENT. The captions in this AGREEMENT are included for convenience only and shall not be taken into consideration in any construction or interpretation of this AGREEMENT or any of its provisions. This AGREEMENT is performable in Lamar County, Texas, and shall be governed by, construed and enforced in accordance with the laws of the State of Texas. The provisions of this AGREEMENT shall apply to, bind and inure to the benefit of the CITY, OWNER, and their respective successors, and permitted assigns, if any. Witness our hands this 14th day of December, 1998. CITY OF PARIS, PARIS, TEXAS By: Charles H. Neeley, Mayor ATTEST: Mattie Cunningham, City Clerk APPROVED AS TO FORM: Scott P. Foster, City Attorney TAX ABATEMENT AGREEMENT - Page 7 By: ATTEST: Secretary CAMPBELL SOUP COMPANY D. T. Hays, Vice-President - Taxes TAX ABATEMENT AGREEMENT. Page 8 EXHIBIT A Property Description Approximately nine (9) acres of property owned by Campbell Soup Company, at 500 Loop 286 N. w., in the City of Par is, Lamar county, Texas, and more particularly described as follows: BEGINNING at a point in the West Boundary Line of the st. Louis-San Francisco Railway Right of Way Line, said point being North 230 East, 610 feet more or less from the Southeast cor~er of the Campbell Soup Company property, same being the Southeast corner of a 20.987 acre tract of land purchased by Campbell Soup Company from Paris, Texas, Industrial Foundation, Inc.; THENCE North 670 West, 340 feet more or less to a line that is 45 feet East of and parallel to the East wall of Campbell Soup company Office Building L-1; THENCE Northeasterly with said line that is 45 feet East of and parallel with the East wall of Building L-1, 840 fe~t more or less to a point; THENCE Northwesterly 110 feet more or less to the East wall of Production Building L-4; THENCE Northeasterly with the East wall of Building L-4, 200 feet more or less to a point; THENCE Southeasterly 440 feet more or less to a point in the West Boundary Line of the st. Louis-San Francis- co Railway Company Right of Way Line; THENCE Southerly along the West Boundary Line of said railroad Right of Way Line, 1,060 feet more or less to the place of beginning. tXHIBIT A . .',' , 1 ',' rr ) I I ! II i II ~ l., I II I' I II I I I I I I I I · I II I I I I I I I I II I I . .~. CERTIFICATE OF COMPLETION STATE OF TEXAS } COUNTY OF LAMAR } CITY OF PARIS } The City of Paris has included the property described in Exhibit A attached hereto into Reinvestment Zone Number 6 by Ordinance No. 98-067 and executed a tax abatement agreement with Campbell Soup Company for certain improvements or repairs. Campbell Soup Company has complied with all terms of the tax abatement agreement and the City of Paris herein verifies that the improvements agreed to be built or used were in fact completed, as provided. NOW, THEREFORE, the City of Paris authorizes that the property described herein shall receive a tax abatement of 100 % of the taxes assessed upon the increased value of the improvements over the value in the year in which the tax abatement agreement was executed for a duration of seven (7) years, beginning January 1, 2000. APPROVED this day of ,199_ Mayor ATTEST: City Clerk APPROVED AS TO FORM: City Attorney ~ I ' r' /'-' [') r 'I' 'II' lor: l I (1 .1\ i WI,...