13-R-100-First Amendment to Dev Agrmt Caterpiller 12-3-2013#�EV
A RESOLUTION BY TAE CITY COUNCIL OF THE CITY OF
SCHERTZ, TEXAS AUTHORIZING A FIRST AMENDMENT TO
DEVELOPMENT AGREEMENT (CATERPILLAR INC.), AND OTHER
MATTERS IN CONNECTION THE REWITH
WHEREAS, the City Co-uncil has determined that it is in the best interest of the City t
authorize the First A-mendment to Development Agreement (Caterpillar, Inc.) as attached heret
as Exhibit #\ y I
)WHEREAS, the City, SEDC and Caterpillar intend to execute the reminder of the
Agreementi"n ftill force and effect.
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SCHERTZ, TEXAS
THAT,-
Section 1. The City Council hereby authorizes the President (or the Vice President in
the President's absence) of the SEDC and the City Manager of the City, or his designee, to
execute and deliver, a First Amendment to Development Agreement (Caterpillar Inca in
substantially the form set forth on Exhibit A.
Section 2. The recitals contained in the preamble hereof are hereby found to be true,
and such recitals are hereby made a part of this Resolution for all purposes and are adopted as a
paint of the judgment and findings of the City Council.
Section 3. All resolutions, or parts thereof, which are in conflict or inconsistent with
any provision of this Resolution are hereby= repealed to the extent of such conflict, and the
provisions of this Resolution shall be and remain controlling as to the matters resolved herein.
Section 4. This Resolution shall be construed and enforced in accordance with the
laws of the State of Texas and the'United States of America.
Section 5. If any provision of this Resolution or the application thereof to any person
or circumstance shall be held to be invalid, the remainder of this Resolution and the application
of such provision to other persons and circumstances small nevertheless be valid, and the City
Council hereby declares that this Resolution would have been enacted without such invalid
provision.
Section d. It is officially found, determined, and declared that the meeting at which
this Resolution is adopted was open to the public and public notice of the tine, place, and subject
matter of the public business to be considered at such meeting, ulcluduig this Resolution, was
given, all as required by Chapter 551, Texas Coverrn lent Code, as amended.
Section 7. This Resolution shall be in force and effect from and after its final
passage, and it is so resolved,
PASSED AND ADOPTED, this 3 d day of December, 2013.
CITY OF SCHERT TE A- S
Ma ok
ATTEST -:
City Secretary
(CITY SEAL)
IWAMIJ
(Caterpillar agreement)
FIRST AMENDMENT TO DEVELOPMENT AGREEMENT
(Caterpillar Inc.)
This FIRST AMENDMENT TO DEVELOPMENT AGREEMENT (this "Amendment "),
dated to be effective as of the date that the Amendment is signed by the last party to the
Amendment (the "Effective Date "), is among the City of Schertz, Texas, a Texas home -rule
municipality (the "City"), the City of Schertz Economic Development Corporation, a Texas non-
profit industrial development corporation (the "SEDC "), and Caterpillar Inc., a Delaware
corporation ( "Caterpillar ", and collectively with the City and the SEDC, the "Parties ").
WHEREAS, by Resolution I O -R -72, the Parties entered into a Development Agreement,
dated effective October 19, 2010 (the "Agreement ") establishing a tax incentive agreement
between the Parties for the development of a multiphase manufacturing facility by Caterpillar
(the "Caterpillar Development "); and
WHEREAS, the Agreement provides that Caterpillar will receive up to a seventy -five
percent (75 %) ad valorem tax reimbursement on the personal property taxes paid each year for
each phase of the Caterpillar Development (the "Incentive "), and the Incentive shall be reduced
according to the schedule in Section 5(b) of the Agreement; and
WHEREAS, in year one of Phase 1, Caterpillar reported Nineteen Million Four Hundred
Forty -Nine Thousand Seven Hundred Eleven and No /100 Dollars ($19,449,711.00) of taxable
personal property ( "_Year One Reported Value "), resulting in a Tax Credit of zero percent (0 %)
for year one of Phase 1 of the Agreement; and
WHEREAS, the Parties desire to amend the Agreement as set forth below.
NOW THEREFORE, for Ten and No /100 Dollars ($10.00) and other good and valuable
consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as
follows:
1. Recitals. The recitals are incorporated herein as matters of contract and not mere recitals.
2. iapitalized Terms. All capitalized terms used herein and not defined herein shall have
the meanings ascribed to them in the Agreement.
3. Amended Year One Personal Property „Value. Notwithstanding any provision in the
Agreement to the contrary, Caterpillar may earn the incentive originally scheduled to be
earned in year one of Phase 1 in year two of Phase I (and not in any subsequent year) in
accordance with the following provisions. Any reported personal property value for year
two of Phase 1 in excess of Twenty -Five Million and No /100 Dollars ($25,000,000.00)
will be added to the Year One Reported Value, which will result in the amended value for
year one of Phase 1 (the "Amended Year One Value "). The schedule in Section 5(b) of
the Agreement shall be applied to the Amended Year One Value to determine any
eligible Tax Credit for year one of Phase 1. Notwithstanding anything herein to the
contrary and regardless of the amount of the Amended Year One Value, the
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maximum Tax Credit for year one of Phase 1 shall not exceed seventy -five percent
(75 %) of the actual personal property ad valorem taxes paid by Caterpillar on the
original Year One Reported Value during year one of Phase 1.
4. Amended Personal Property Value. In the event that the assessed value of the personal
property on the Caterpillar Development Site (as used in this Section 4., the "Personal
Property Value ") is adjusted following Caterpillar's submission to the SEDC of the
written notice certifying such amount in accordance with Section 1.(b)(iii) of the
Agreement, then promptly upon such adjustment in value, and in no event more than ten
(10) business days following such adjustment in value, Caterpillar shall submit to the
SEDC an amended written notice required by Section 1.(b)(iii) of the Agreement
certifying to such amended Personal Property Value, and, if the Tax Credit attributable to
the changed Personal Property Value has already been paid to Caterpillar, then, along
with the amended written notice, Caterpillar shall also provide a check to the SEDC
refunding the difference in the amount of the Tax Credit between the Tax Credit amount
based on the original Personal Property Value and the Tax Credit amount based on the
amended Personal Property Value. Further, in the event that Caterpillar contests the
Personal Property Value, Caterpillar shall promptly, and in no event more than ten (10)
business days following the commencement of any action to contest the value, provide
the SEDC with written notice of such action, and if the Tax Credit attributable to the
Personal Property Value being contested has not yet been paid, such Tax Credit shall not
be paid until the action to contest the Personal Property Value has been completed, the
final Personal Property Value has been determined, and Caterpillar has provided the
written notice required by Section 1.(b)(iii) with respect to such final Personal Property
Value to the SEDC.
Authority to Sign. The individual signing below for Caterpillar hereby certifies that
he /she is authorized to sign this Amendment on behalf of Caterpillar and that no
authorizations or approvals are required that have not already been obtained.
6. Notices. The following contact information for notices and requests for information or
action under this Amendment and the Agreement (originally set forth in Section 7 of the
Agreement) are hereby amended:
If to the SEDC: Schertz Economic Development Corporation
1400 Schertz Parkway
Schertz, Texas 78154
Attention: Director of Economic Development
Facsimile: (210) 619 -1079
E -Mail: d, awinnschertz.com
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