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HomeMy WebLinkAboutItem 04 - Polar IceITEM 0 MEMO TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL FROM: ROGER NELSON, CITY MANAGER ?// MEETING DATE: SEPTEMBER 2, 2003 SUBJECT: A RESOLUTION AUTHORIZING TAX INCREMENT FINANCE DISTRICT 1 EXPENDITURE OF UNDESIGNATED FUND BALANCE AND A CONTRACT WITH POLAR ICE ENTERTAINMENT, INC. RECOMMENDATION: The City Manager recommends Council approval of a resolution authorizing the expenditure of up to $400,000 over the next two fiscal years to Polar Ice Entertainment, Inc. in exchange for various considerations from Polar Ice Entertainment, Inc. for a period of up to seven years. FUNDING SOURCE: Tax Increment Finance District #1 undesignated fund balance in the amount of $400,000. BACKGROUND: Polar Ice is one of the key entertainment components at Grapevine Mills Mall. With two sheets of ice and over 100,000 square feet of space leased it also represents the mall's single largest tenant. In 1999, when Polar Ice first announced it was coming to the mall there were four ice skating facilities in the Metroplex with a total of seven sheets of ice. Today there are 16 facilities with 27 sheets of ice. The leader of this movement has been the partnership between the Dallas Stars and Dr. Pepper. The Dr. Pepper/StarCenters control the lion's share of the ice rink market. A recently completed StarCenter in Farmer's Branch was built with an $8 million city investment. The Polar Ice facility at Grapevine Mills recently announced its designation as a StarCenter. However, this is all contingent upon Polar Ice's ability to secure assistance from the Mall and the City. The City's investment will allow Grapevine to have the fifth StarCenter in the Metroplex for a fraction of the cost that other cities have paid for such a facility. In exchange for the investment from the TIF's fund balance, the local high school club teams are guaranteed prime time ice usage at no cost for the seven year life of the agreement. The City's Parks and Recreation Department is also granted the right to conduct "Learn to Skate" programs at no cost to the City for ice time for Grapevine residents. There are also, as yet undetermined, "community relations events" that will be provided for the residents of Grapevine as a part of this agreement. August 28, 2003 (5:10PM) RESOLUTION NO. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF GRAPEVINE, TEXAS, AUTHORIZING THE EXPENDITURE OF UP TO $400,000 OF UNDESIGNATED FUND BALANCE IN TAX INCREMENT FINANCE (TIF) DISTRICT NO. 1 TOWARDS THE FUNDING OF A RECREATION FACILITY AND PROVIDING AN EFFECTIVE DATE WHEREAS, the Board of Directors of TIF #1 authorized the expenditure of up to $400,000 in undesignated fund balance for the funding of a recreation facility; and WHEREAS, Polar Ice Entertainment, Inc. ("PIE") is the owner/operator of a public recreational ice-skating facility at 3000 Grapevine Mills Parkway #613 in the City (the "Facility"); and WHEREAS, the continued operation of the Facility will be beneficial to the public, and will serve to foster economic development through retail sales retention and growth, and through recreational and educational opportunities; and WHEREAS, the City wishes to provide funding for the continued operation and maintenance of the Facility, in exchange for PIE's donation of a commensurate level of in-kind services to the benefit of the public (this arrangement will hereinafter be referred to as the "Project"); and WHEREAS, the Project constitutes an appropriate use of funds from the Tax Increment Finance District No. 1. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF GRAPEVINE, TEXAS: Section 1. That all matters stated in the preamble are found to be true and correct and are incorporated herein as if copied in their entirety. Section 2. That the City Council approves the expenditure of up to $400,000 in undesignated TIF # 1 fund balance for the funding of the Project, a recreation facility. Section 3. That this resolution shall take effect immediately upon its passage. PASSED AND APPROVED BY THE CITY COUNCIL OF THE CITY OF GRAPEVINE, TEXAS on this the 2nd day of September, 2003. ATTEST: APPROVED AS TO FORM: RESOLUTION NO. - STATE OF TEXAS § COUNTY OF TARRANT § CITY OF GRAPEVINE § TAX INCREMENT FINANCE REIMBURSEMENT AGREEMENT BETWEEN THE CITY OF GRAPEVINE AND POLAR ICE ENTERTAINMENT, INC. WHEREAS, the City of Grapevine, Tarrant County, Texas, is a home -rule city, authorized pursuant to the Texas Constitution, Article II, Section 5 (hereinafter referred to as the City); and WHEREAS, Polar Ice Entertainment, Inc. (hereinafter "PIE") is a Delaware corporation authorized to do business in Texas; and WHEREAS, the Tax Increment Reinvestment Zone No. 1, City of Grapevine, was created by as permitted by Chapter 311 of the Texas Tax Code (hereinafter referred to as the "TIF"); and WHEREAS, the City and PIE mutually desire to pursue a public/private partnership for the continued operation and maintenance of a public recreational ice- skating facility (the "Facility") at 3000 Grapevine Mills Parkway, #613, in the City; and WHEREAS, PIE is the owner/operator of the Facility; and WHEREAS, the continued operation of the Facility will be beneficial to the public and will serve to foster economic development through retail sales retention and growth and through recreational and educational opportunities; and WHEREAS, the City wishes to provide funding for the continued operation and maintenance of the Facility in exchange for PIE's donation of a commensurate level of in-kind services to the benefit of the public (this arrangement will hereinafter be referred to as the "Project"); and WHEREAS, the Project constitutes an appropriate use of funds from the TIF; and WHEREAS, the TIF has approved the Project as an appropriate use of funds from the TIF; and WHEREAS, the City and PIE desire to enter into an agreement to fund PIE not more than $400,000 for the Project ($200,000 per year for 2 years), subject to the City's receipt of funding in that amount from the TIF. NOW, THEREFORE, the parties to this Agreement, City and PIE, do enter into this Agreement concerning the Project (all of which are hereafter referred to as the Agreement), for and in consideration of good and valuable consideration, the receipt and Page 1 sufficiency of which are hereby acknowledged, and for the mutual promises and mutual benefits that flow to each party, do hereby contract, covenant, warrant and agree as follows: Section 1. That all matters stated in the preamble above are found to be true and correct and are incorporated herein into the body of this Agreement as if copied in their entirety. Section 2. PIE's responsibilities relative to the Project are as follows: A. PIE agrees to continue the operation and maintenance of the Facility as a public ice skating venue for the shorter of 1) seven years, or 2) the time in which the City determines that PIE has provided in-kind services, as described herein, in an equivalent amount to the City's monetary contributions provided for in this Agreement. B. At all times during this Agreement, PIE shall operate the Facility in a professional and responsible manner. C. During the term of this Agreement, PIE agrees to provide the following: PIE will make the Facility available for use by the City's Parks and Recreation Department for conducting "Learn to Skate", or equivalent classes, for residents of the City of Grapevine. ii. PIE will make the Facility available to Grapevine High School and Colleyville Heritage High School club hockey teams to practice during "prime ice time". The term "prime ice time" shall be times which are mutually agreeable to the City and the club teams. Due to scheduling commitments for the first year of this Agreement, practice times will be 5:10 pm — 6:10 pm twice a week Monday through Thursday. Weekend practice time may be made available on an as -needed and space available basis. iii. Any other costs associated with the operation, maintenance, ownership, or use of the Facility shall be paid for and borne by PIE, with no recourse for reimbursement above and beyond the monetary contributions provided for herein. PIE shall be solely responsible for all costs of operating, insuring, managing and maintaining the Facility. The City shall be named additional insured on any liability policy(ies) for the Facility. PIE will Page 2 indemnify, defend, and hold harmless the City along with its officers, officials, agents, contractors, and employees for any and all claims, damage(s), bodily injury, or death arising out of or in any way related to PIE's operation, maintenance, or ownership of the Facility. iv. During the term of this Agreement with the City, PIE shall ensure that the Facility be designated as a "Starscenter". Thereafter, PIE shall operate the Facility in a manner consistent with the manner in which other Starscenter ice facilities in the Dallas -Fort Worth metropolitan area (the "Metroplex") are operated. V. Save and except any provision to the contrary herein, PIE shall be responsible for all aspects of the management of the Facility including, without limitation, staffing, programming, scheduling and hours of operation. PIE shall comply with the Americans with Disabilities Act (the "ADA"), and all other applicable rules and regulations as they relate to the design, construction and operation of the Facility. PIE shall also comply with the ADA and other applicable regulations as they relate to programs conducted at the Facility by PIE. vi. PIE shall have the exclusive right to sell sponsorships pertaining to the Facility including, without limitation, building naming rights (i.e., "Dr Pepper StarsCenter — Grapevine Mills"), exterior and interior building signage and the right to display such signage subject to the City's zoning rules and regulations. vii. PIE shall offer a standard discount to City of Grapevine residents who participate in certain public programs at the Facility similar to those offered at other City recreational facilities. Further, PIE and the City shall work together to create community and public relations events regularly at the Facility that are mutually beneficial for PIE and the City and its residents. Page 3 Section 3. The City's responsibilities are: A. Subject to receipt of funding from the TIF in these amounts, the City agrees to provide up to $200,000.00 per year to PIE for a period of up to 2 years from the TIF, subject to PIE's compliance with the terms and conditions contained herein and any subsequent agreement of the parties relating to the Project. The purpose of said payments is to promote recreational and educational opportunities and to foster economic development, both of which shall be for the benefit of the public. In the absence of the receipt of appropriate funding for this Agreement by the TIF, the City shall have no further responsibility for its obligations under this Agreement. B. The City shall not be responsible in any way for the operation, management or maintenance of the Facility, unless expressly stated herein. C. Any payment to be made hereunder is subject to the City's confirmation that PIE has met and is meeting its obligations under this Agreement on an ongoing basis. In the event of PIE's failure to adhere to this standard, the City may withhold any and all payments provided for hereunder. Section 4: General Requirements: A. Breach and Enforcement. Venue for any claim or dispute concerning this Agreement shall lie exclusively in the State District Courts of Tarrant County, Texas. The prevailing party in any litigation is entitled to recover its legal fees. B. This Agreement represents the entire agreement between the parties hereto with respect to the subject matter hereof, and supersedes all prior understandings or written or oral agreements between the parties with respect to the subject matter of this Agreement. C. Each person signing this Agreement hereby confirms that any requisite approvals from the governing body of such signatory have been obtained, and all prerequisites to the execution, delivery and performance hereof have been obtained by or on behalf of that party. D. In the event that any portion of this Agreement shall be found to be contrary to law, it is the intent of the parties Page 4 hereto that the remaining portions shall remain valid and in full force and effect to the extent possible. E. It is expressly understood and agreed that, in the execution of this Agreement, no party waives, nor shall be deemed hereby to have waived any immunity or defense that would otherwise be available to it against claims arising in the exercise of governmental powers and functions. By entering into this Agreement, the parties do not create any obligations, express or implied, other than those set forth herein, and this Agreement shall not create any rights in parties not signatories hereto. F. Each party paying for the performance of governmental functions or services must make those payments from current revenues. Section 5. This Agreement may be amended or terminated by the mutual written consent of the parties. This Agreement may not be assigned or conveyed to any third party without the written consent of both parties hereto. Section 6. Nothing contained herein shall create a contractual relationship with, or any rights in favor of, any party not signatory to this Agreement. By signing and dating below in the appropriate space and returning same in a timely manner, the parties hereto mutually agree to pursue the Project in accordance with this Agreement. Polar Iee By: _ Name: Its: Agreed and Accepted this day of , 2003: CITY OF GRAPEVINE Page 5 Name: Its: Approved by City of Grapevine Resolution No. .2003. A:\gv-tif agnnt polar-ice.doc 5M., dated