12-B Lamar Power PartnersDRAFT
LISAkRESOLUTIONS\CURRENT\Lamar Power - Amendment One to TAG Res
September 25, 2001
RESOLUTION NO.
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PARIS,
PARIS, TEXAS, APPROVING AND AUTHORIZING THE EXECUTION OF
AMENDMENT NUMBER ONE TO TAX ABATEMENT AGREEMENT
WITH LAMAR POWER PARTNERS, FORMERLY PANDA PARIS POWER,
L.P.; MAKING OTHER FINDINGS AND PROVISIONS RELATED TO THE
SUBJECT; AND PROVIDING AN EFFECTIVE DATE.
WHEREAS, the City Council of the City of Paris did heretofore, on the 8th day of June,
1998, in Resolution No. 98-079, authorize the execution, delivery, and performance of an agreement
with Panda Paris Power, L.L.C., pursuant to the Property Redevelopment and Tax Abatement Act,
V.T.C.A., Tax Code Sec. 312.001, et seq. ("Act"), and the Guidelines and Criteria for Designation
of Reinvestment Zones and Tax Abatement Agreements ("Guidelines"), to exempt a portion of the
value of the property owned by Panda Paris Power, L.L.C. located in Reinvestment Zone 1998-1
from ad valorem taxation upon and subject to the terms, conditions, and provisions set forth in the
Tax Abatement Agreement, dated effective as of January 1, 1999; and,
WHEREAS, in order to assist Panda Paris Power, L.L.C., then known as Panda Paris I,
L.L.C., in effectuating its contractual relationship with the affiliated legal entity which owned the
project and the project assets and which was not in existence previously, same being Panda Paris
Power, L.P., the City Council of the City of Paris did heretofore, on February 18, 1999, in Resolution
No. 99-025, authorize the execution of a new Tax Abatement Agreement with Panda Paris Power
L.P. that was identical in form to the previous abatement agreement and which replaced said previous
agreement; and,
WHEREAS, since the execution of the Tax Abatement Agreement, the contacts for notice
as set out in paragraph 13.3 of the Agreement have changed, and it is deemed appropriate that said
Agreement be amended to reflect such change; and,
WHEREAS, the form of the First Amendment to Tax Abatement Agreement Between the
City of Paris, Paris, Texas, and Lamar Power Partners, LP, formerly Panda Paris Power, L.P. dated
February 18, 1999, attached hereto as Exhibit A, should, in all things, be approved, and the Mayor
should be authorized to execute the same; NOW, THEREFORE,
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PARIS, PARIS,
TEXAS:
Section 1. That the findings set out in the preamble to this resolution are hereby in all things
approved.
Section 2. That the form of the First Amendment to Tax Abatement Agreement Between the
City of Paris, Paris, Texas, and Lamar Power Partners, LP, formerly Panda Paris Power, L.P. dated
February 18, 1999, attached hereto as Exhibit A, revising the notice provisions therein, be, and the
same is hereby, approved.
Section 3. That the Mayor be, and he is hereby, authorized and directed to execute, on behalf
of the City of Paris, the First Amendment to Tax Abatement Agreement with Lamar Power Partners,
LP, formerly Panda Paris Power, L.P., under the terms and conditions and in the form shown in
Exhibit A, attached hereto.
Section 4. That this resolution shall be effective from and after its date of passage.
PASSED AND APPROVED this 4th day of October, 2001.
Michael J. Pfiester, Mayor
ATTEST:
Mattie Cunningham, City Clerk
APPROVED AS TO FORM:
Larry W. Schenk, City Attorney
FIRST AMENDMENT TO TAX ABATEMENT AGREEMENT
BETWEEN THE CITY OF PARIS, PARIS, TEXAS,
AND LAMAR POWER PARTNERS, LP,
FORMERLY PANDA PARIS POWER, L.P.
DATED FEBRUARY 18, 1999
STATE OF TEXAS
COUNTY OF LAMAR
KNOW ALL MEN BY THESE PRESENTS:
That this First Amendment to Tax Abatement Agreement is made this 4th day of
October, 2001, by and between the CITY OF PARIS, PARIS, TEXAS, acting by and through
its Mayor, Michael J. Pfiester, duly authorized, hereinafter called CITY, and LAMAR POWER
PARTNERS, LP, formerly Panda Paris Power, L.P., acting by and through its authorized officer
whose signature appears below, hereinafter called OWNER.
RECITALS
WHEREAS, the City Council of the City of Paris did heretofore, on the 8th day of June,
1998, in Resolution No. 98-079, authorize the execution, delivery, and performance of an
agreement with Panda Paris Power, L.L.C., pursuant to the Property Redevelopment and Tax
Abatement Act, V.T.C.A., Tax Code Sec. 312.001, et seq. ("Act"), and the Guidelines and
Criteria for Designation of Reinvestment Zones and Tax Abatement Agreements ("Guidelines"),
to exempt a portion of the value of the property owned by Panda Paris Power, L.L.C. located in
Reinvestment Zone 1998-1 from ad valorem taxation upon and subject to the terms, conditions,
and provisions set forth in the Tax Abatement Agreement, dated effective as of January 1, 1999;
and,
WHEREAS, in order to assist Panda Paris Power, L.L.C., then known as Panda Paris I,
L.L.C., in effectuating its contractual relationship with the affiliated legal entity which owned
the project and the project assets and which was not in existence previously, same being Panda
Paris Power, L.P., the City Council of the City of Paris did heretofore, on February 18, 1999,
in Resolution No. 99-025, authorize the execution of a new Tax Abatement Agreement with
Panda Paris Power L.P. that was identical in form to the previous abatement agreement and
which replaced said previous agreement; and,
EXHIBIT A
Page 1 of 3
WHEREAS, since the execution of the Tax Abatement Agreement, the contacts for
notice as set out in paragraph 13.3 of the Agreement have changed, and it is deemed appropriate
that said Agreement be amended to reflect such change; NOW, THEREFORE,
WlTNESSETH
Section 1. That OWNER does hereby mutually agree with CITY that the following
section of said Agreement be amended to read as follows:
"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
Lamar Power Partners, LP
c/o FPL Energy - Tax Dept.
700 Universe Boulevard
Juno Beach, FL 33408-0420
CITY
City Manager
City of Paris
P. 0. Box 9037
Paris, Texas 75461-9037
With a copy to:
Lamar Power Partners, LP
c/o Cummings Westlake, LP
11000 Richmond Ave., Suite 650
Houston, TX 77042
With a copy to:
City Clerk
City of Paris
P. 0. Box 9037
Paris, Texas 75461-9037"
Section 2. That this First Amendment to Tax Abatement Agreement shall be effective
from and after the date of execution hereof.
Section 3. That all other provisions of the original Agreement, not affected by this
Amendment, shall remain in full force and effect.
EXECUTED on this the 4th day of October, 2001.
CITY OF PARIS, PARIS, TEXAS
By:
Michael J. Pfiester, Mayor
Page 2 of 3
ATTEST:
Mattie Cunningham, City Clerk
APPROVED AS TO FORM:
Larry W. Schenk, City Attorney
LAMAR POWER PARTNERS, LP
ATTEST:
By:
Title:
Secretary
Page 3 of 3