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R-95-06-22-10B - 6/22/1995WHEREAS, in accordance with Chapter 312, Tax Code, V.A.T.S., as amended, and as authorized by Resolution No. R- 95- 06- 22 -9B, dated March 23, 1995, the City entered into a tax abatement agreement with Sysco Food Services of Austin, Inc., regarding property in Reinvestment Zone No. Eight; and WHEREAS,the City, the Williamson County Commissioners Court, and Sysco Food Services of Austin, Inc., intended for the agreement to include the abatement of personal property taxes; and WHEREAS,the parties desire to amend the agreement to include language evidencing their intentions; Now Therefore BE IT RESOLVED BY THE COUNCIL OF THE CITY OF ROUND ROCK, TEXAS That the Mayor is hereby authorized and directed to execute on behalf of the City that certain Amendment No. 1 to the Tax Abatement Agreement with Sysco Food Services of Austin, Inc. RESOLVED this 14th day of August, 1997. ATTEST: LAND, City Secretary K:\ KPDOCSVIB .SDIATI \0.S'7OB11K.KPD /kah RESOLUTION NO. R- 97- 08- 14 -13K ,aL CHARLES CU* ER, MAYO R CITY OF ROUND ROCK, TEXAS THE STATE OF TEXAS COUNTY OF WILLIAMSON I: \ TEXT \ CITY \RCUNDRCC \TAXAEATEUH1SYS.CO /kah AMENDMENT NO.1 TO TAX ABATEMENT AGREEMENT WITH SYSCO FOOD SERVICES OF AUSTIN. INC. This Amendment No. 1 is entered into this the /Y _ day of 1997 to amend that certain agreement authorized by City of Round Rock Resolu n No. R -95- 06-22-9B on June 22, 1995, and by order of the Williamson County Commissioners Court on July 11, 1995, to abate certain property taxes of Sysco Food Services of Austin, Inc., for the Tax Years 1996 - 2000, inclusive. WHEREAS, it was the intention of all parties that said above referenced Tax Abatement Agreement was to include the abatement of personal property taxes; and WHEREAS, the parties desire to include language in said Agreement evidencing their intentions; NOW THEREFORE, the parties hereby do mutually agree to amend said Agreement as follows: 1. Paragraph 6. is amended to read as follows: 6. In the event that (1) the Improvements for which an abatement has been granted are not completed in accordance with this Agreement or (2) Owner allows its ad valorem or personal property taxes owed the City or County to become delinquent and fails to timely and properly follow the legal procedures for protest and/or contest of any such ad valorem or personal property taxes; or (3) Owner breaches any of the terms or conditions of this Agreement, then this Agreement shall be in default. In the event that the Owner defaults in its performance of (1), (2), or (3) above, then the City or County shall give the Owner written notice of such default and if Owner has not cured such default within 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 90 -day period owing to causes beyond the control of the Owner, this Agreement may be terminated by the City or County by written notice to Owner. Such notice shall be in writing and shall be delivered by personal delivery or certified mail to: Tax Year 1996 Tax Year 1997 Tax Year 1998 Tax Year 1999 Tax Year 2000 Mr. Lynn Gustafson Sysco Food Services of Austin, Inc. 101 S. Chisholm Trail Round Rock, Texas As liquidated damages in the event of default and in accordance with Section 312.205, Tax Code, V.A.T.S., as amended, all taxes which otherwise would have been paid to the City and County without the benefit of abatement (without the addition of penalty, but interest will be charged at the statutory rate for delinquent taxes as determined by Section 33.01 of the Tax Code) shall become a debt owed by Owner to the City and County and shall be due, owing and paid to the City and County within sixty (60) days of the expiration of the above mentioned applicable cure period. The City and County shall have all remedies for the collection of the recaptured tax revenue as provided generally in the Tax Code for the collection of delinquent property taxes. The parties acknowledge that actual damages in the event of default and termination would be speculative and impossible to determine. 2. That Paragraph 11 is amended to read as follows: 11. Subject to the terms and conditions of the Agreement, and subject to the rights of the holders of any outstanding bonds of the City and County, a portion of ad valorem real property taxes and personal property taxes assessed against the Premises otherwise owed to the City and County shall be abated. City and County hereby acknowledge that they are not aware of any terms or conditions of any outstanding bonds which would invalidate this Agreement. Said abatement shall be an amount equal to the below- stated percentages assessed upon the increased value of the Premises and Improvements over the value in the year in which this Agreement is executed, in accordance with the terms of this Agreement and all applicable state and local regulations. The percentage of abatements are as follows: 100% abatement 100% abatement 75% abatement 50% abatement 25% abatement These abatements shall be for five (5) tax years beginning January 1, 1996. 2. 3. Retroactive application. It is the intentions of the parties that this Amendment No. 1, shall be effective as of the effective date of the original Tax Abatement Agreement, as if this amendment was fully written therein at such time. Witness our hands this day of ATTEST: 1997. CITY OF ROUND ROCK, TEXAS CHARLES C PPER, MAYOR WILLIAMSON COUNTY COMMISSIONERS COURT SYSCO FOOD SERVICES OF AUSTIN, INC. 3. DATE: August 12,1997 SUBJECT: City Council Meeting, August 14,1997 Item: 13.K. Consider resolution authorizing the Mayor to execute Amendment No. 1 to the Tax Abatement Agreement with Sysco Food Services of Austin, Inc. Staff Resource Person: Joe Vining Staff Recommendation: Approval The attached Amendment No. 1 with Sysco Food Services of Austin, Inc. clarifies for the Williamson County Appraisal District our intention to include personal property in this agreement. WHEREAS, the City Council, on the 8th day of June, 1995, in Ordinance No. G- 95- 06- 08 -9B, created Reinvestment Zone No. Eight in the City of Round Rock, Texas, and WHEREAS, in accordance with Chapter 312, Tax Code, V.A.T.S. as amended, the City desires to enter into a tax abatement agreement with SYSCO Foods of Austin, Inc., regarding property located in said Reinvestment Zone No. Eight, and WHEREAS, the Council has determined that all requirements of the guidelines and criteria adopted by Ordinance No. G- 93- 12 -09 -9G have been complied with, Now Therefore BE IT RESOLVED BY THE COUNCIL OF THE CITY OF ROUND ROCK, TEXAS That the Mayor is hereby authorized and directed to execute on behalf of the City a Tax Abatement Agreement with SYSCO Foods of Austin, Inc. RESOLVED this 22nd day of June, 1995. ATTEST: ESOLUTION M5062213 011 E LAND, City Secretary RESOLUTION NO. R- 95- 06- 22 -10B ZA, CHARLES CUL R, Mayor City of Round o ck, Texas THE STATE OF TEXAS § COUNTY OF WILLIAMSON § TAX ABATEMENT AGREEMENT This Tax Abatement Agreement ( "Agreement ") is entered into by and between the City of Round Rock, Texas, a home rule city and Municipal Corporation of Williamson ,.county, Texas, duly acting herein by and through its Mayor, hereinafter referred to as "City"; Williamson County, duly acting herein by and through the County Judge, hereinafter referred to as "County "; and Sysco Food Services of Austin, Inc., duly acting by and through its President or any Vice President, hereinafter referred to as "Owner". RECITALS WHEREAS, on the 8th day of June, 1995, the City Council of the City of Round Rock, Texas, adopted Ordinance No. G- 95- 06 -08 -9B establishing Reinvestment Zone No. 8, City of Round Rock, Texas for commercial /industrial tax abatement, hereinafter referred to as "Ordinance No. G- 95- 06- 08 -9B ", as authorized by Chapter 312, Tax Code, V.A.T.S. as amended, hereinafter referred to as the "Code "; and WHEREAS, the City has adopted Ordinance Number G- 93- 12- 09 -9G, which Ordinance adopted appropriate guidelines and criteria governing reinvestment zones and tax abatement agreements to be entered into by the City as contemplated by the Code; and WHEREAS, in order to maintain and /or enhance the commercial /industrial economic and employment base of the Round Rock area to the long term interest and benefit of the City and Taxing Units, in accordance with Ordinance No. G- 93 -12- 09-9G and the Code; and WHEREAS, the contemplated use of the Premises, as hereinafter defined, the contemplated improvements to the Premises in the amount as set forth in this Agreement and the other terms hereof are consistent with encouraging development of said Reinvestment Zone No. a in accordance with the purposes for its creation and are in compliance with Ordinance No. G- 93- 12 -09 -9G and the guidelines and criteria adopted by the City and all applicable law; and WHEREAS, the Improvements as defined below constitute a major investment within Reinvestment Zone No. 8 that will substantially increase the appraised value of property within the zone and will contribute to the retention or expansion of primary and secondary employment within the City and County; and WHEREAS, the City finds that there will be no substantial adverse affect on the provision of, ffity services or on its tax base and the planned use of the Premises will not constitute a hazard to public safety, health, or welfare, Now Therefore, the parties hereto do mutually agree as follows: 1. The property to be the subject of this Agreement shall be that property described by metes and bounds and map attached hereto as Exhibit "A" and made a part hereof and shall be hereinafter referred to as "Premises ". 2. The Owner shall promptly commence construction of its facility as described in Exhibit "B" on the Premises (hereinafter referred to as "Improvements ".) The total construction cost of the Improvements is approximately Three Million Twenty Eight Thousand and no /100 Dollars ($3,028,000.00), which Improvements are to be substantially complete on or about September 10, 1995; 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, war, riot, civil commotion, insurrection, governmental or de facto governmental action (unless caused by acts or omissions of Owner), fires, explosions or floods, and strikes. The date of completion of the Improvements shall be defined as the date a Certificate of Occupancy is issued by the City of Round Rock. 3. 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 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 and regulations or valid waiver thereof. In further consideration, Owner shall thereafter, from the date a Certificate of Occupancy is Page 2 issued until the expiration of this Agreement, continuously operate and maintain the Premises as a Sysco Food Services of Austin, Inc. facility . 4. The Owner agrees and covenants that the Improvements shall provide employment according to the following accumulative schedule: Upon completion -- By December 31, 1996- - By December 31,1997- - By December 31, 1998- - By December 31, 1999- - By December 31, 2000 -- Page 3 332 jobs 370 jobs 400 jobs 450 jobs 500 jobs 550 jobs The Owner shall provide to the City and Taxing Units annual manpower reports in the form attached hereto as Exhibit "E" and made a part hereof, within sixty (60) days following the end of each calendar year. Regardless of anything contained herein to the contrary, the failure by Owner to provide the number of jobs set out in the above schedule shall not be considered an event of default as defined in paragraph 6 below unless the number of jobs actually provided is less than seventy-five percent (75 %) of the number set out in the schedule. If the actual number of jobs provided at the end of any year is less than the scheduled number but is seventy -five percent (75 %) or more, then the percentage of tax abatement for the following year as provided in paragraph 11 below shall be reduced. The percentage of tax abatement shall be reduced by the same percentage that the actual number of jobs bears to the scheduled number of jobs. By way of illustration, the schedule requires 370 jobs by December 31, 1996, but if only 333 jobs are provided, then the tax abatement for 1996 shall be reduced from 100% to 90% (i.e. 333/370 = 90% of required jobs, thus 100% less 10 %). Similarly, the schedule requires 550 jobs by December 31,1999, but if only 440 jobs are provided, then the tax abatement for 2000 shall be reduced 20% (i.e. 440 /550 = 80% of required jobs, thus 100% less 20 %). By way of clarification, failure by the Owner to provide at least seventy -five percent (75 %) of the number of jobs shown on the above schedule shall be considered an event of default of this Agreement. 5. The Owner agrees and covenants that the Premises shall contain taxable personal Property and equipment with an assessed value of not less than that shown on the following cumulative schedule: Upon completion -- By December 31,1996- - By December 31,1997- - By December 31,1998- - By December 31, 1999 — By December 31, 2000— $ 9,100,000.00 $ 9,700,000.00 $10,250,000.00 $10,800,000.00 $11,340,000.00 $11,770,000.00 Owner shall provide to the City and County a statement of the value of taxable personal property and equipment within sixty (60) days following completion of the Improvements. The City and /or County shall have the option of conducting an appraisal by an appraiser acceptable to City and /or County to verify the value of said property and equipment. If the value determined is one hundred and five percent (105 %) or more of the value certified by the Owner, then the Owner shall bear the cost of the appraisal; otherwise the cost shall be born by the City or County requesting such appraisal. The taxable value shall be determined on a uniform and equal basis of assessment by the methods used by the Williamson County Tax Appraisal District. 6. In the event that (1) the Improvements for which an abatement has been granted are not completed in accordance with this Agreement or (2) Owner allows its ad valorem taxes owed the City or County to become delinquent and fails to timely and properly follow the legal procedures for protest and /or contest of any such ad valorem taxes; or (3) Owner breaches any of the terms or conditions of this Agreement, then this Agreement shall be in default. In the event that the Owner defaults in its performance of (1), (2), or (3) above, then the City or County shall give the Owner written notice of such default and if the Owner has not cured such default within 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 90- day period, owing to causes beyond the control of the Owner, this Agreement may be terminated by the City or County by written notice to Owner. Such notice shall be in writing and shall be delivered by personal delivery or certified mail to: Mr. Lynn Gustafson Sysco Food Services of Austin, Inc. 101 Chisholm Trail Round Rock, Texas 78681 Page 4 As liquidated damages in the event of default and in accordance with Section 312.205, Tax Code, V.A.T.S., as amended, all taxes which otherwise would have been paid to the City and County without the benefit of abatement (but without the addition of penalty; interest will be charged at the statutory rate for delinquent taxes as determined by Section 33.01 of the Tax Code) will become a debt to the City and County and shall be due, owing and paid to the City and County within sixty (60) days of the expiration of the above mentioned applicable cure period as the sole and exclusive remedy of the City and County. The City and County shall have all remedies for the collection of the recaptured tax revenue as provided generally in the Tax Code for the collection of delinquent property taxes. The parties acknowledge that actual damages in the event of default and termination would be speculative and impossible to determine. 7. The City and the County each represent and warrant that the Premises does not include any property that is owned by a member of their respective councils or boards, agencies, commissions, or other governmental bodies approving, or having responsibility for the approval of, this Agreement. 8. The terms and conditions of this Agreement are binding upon the successors and assigns of all parties hereto. This Agreement cannot be assigned by Owner unless written permission is first granted by the City and County, which permission shall not be unreasonably withheld; provided however, Owner may assign its rights under this Agreement to an entity which is wholly owned by Owner. No assignment shall be approved if the assignor or assignee are indebted to the City or County for ad valorem taxes or other obligations. 9. It is understood and agreed between the parties that the Owner, in performing its obligations hereunder, is acting independently, and the City and County assume no responsibilities or liabilities in connection therewith to third parties. During the term of this Agreement, Owner agrees to indemnify and hold City and County harmless from any and all kinds of claims, losses, damages, injuries, suits, or judgments which may accrue to Owner, City, County, or third parties arising out of this Agreement. 10. The Owner further agrees that the City and County, their agents and employees shall have the right to enter upon the Premises at any reasonable time to Page 5 inspect the Improvements in order to determine whether the construction of the Improvements is in accordance with this Agreement and all applicable Federal State, and Local laws, ordinances, and regulations or valid waiver thereof. After completion of the Improvements, the City and County shall have the continuing right to enter upon and inspect the Premises at any reasonable time to determine whether the Premises are thereafter maintained and operated in accordance with this Agreement and all applicable Federal State, and Local laws, ordinances, and regulations. If the City or County determines that a violation of a Federal, State or Local law, ordinance or regulation exists on the Premises, the City or County may, in addition to any other authorized enforcement action, provide to the Owner written notice of such violation. For the purposes of this Agreement, the Owner shall have ten (10) days from the date of the notice to cure or remedy such violation. If the Owner fails or refuses to cure or remedy the violation within the ten (10) day period, as such period may be extended, the Owner is subject to the forfeiture, at the discretion of the City and /or County, of any right to any tax abatement for a portion of the period or the entire period covered by this Agreement. 11. Subject to the terms and conditions of this Agreement, and subject to the rights of the holders of any outstanding bonds of the City and County, a portion of ad valorem real property taxes from the Property otherwise owed to the City and County shall be abated. City and County hereby acknowledge that they are not aware of any terms or conditions of any outstanding bonds which would invalidate this Agreement. Said abatement shall be an amount equal to the below- stated percentages assessed upon the increased value of the Property and Improvements over the value in the year in which this Agreement is executed, in accordance with the terms of this Agreement and all applicable state and local regulations. The percentage of abatements are as follows: 1996 100% abatement 1997 100% abatement 1998 75% abatement 1999 50% abatement 2000 25% abatement These abatements shall be for five (5) years beginning January 1, 1996. 12. The Owner agrees and covenants that the attached application for tax Page 6 abatement (Exhibit "C ") is a part of this Agreement, and Owner further warrants that the information provided in that application is true and correct, and that any materially false or misleading information that is provided to the taxing jurisdictions may be grounds for termination of the Agreement with possible liability for recovery of abated taxes. 13. It is understood and agreed by the City, County, and the Owner that if the Premises has, been designated and taxed as agricultural land pursuant to Chapter 23, Subchapter C, Tax Code, V.A.T.S., this Agreement shall not be effective and no abatement will be granted until Owner has removed the agricultural use designation and all taxes due pursuant to Section 23.55, Tax Code, V.A.T.S., as amended, (roll back taxes) have been paid. 14. This Agreement was authorized by Resolution of the City Council at its council meeting on the 22nd day of June, 1995, authorizing the Mayor to execute the Agreement on behalf of the City. 15. This Agreement was authorized by Resolution or Order of the Williamson County Commissioners Court at its meeting on the arsday of ( 1,/i/ 1995, authorizing the County Judge to execute the Agreement on behalf of the County. 16. This Agreement was entered into by SYSCO Food Services of Austin, Inc. pursuant to authority granted by its Board of Directors on the 25th day of May, 1995, whereby the Senior Vice President was authorized to execute this Agreement on behalf of Sysco Food Services of Austin, Inc., a copy of which authorization is attached hereto as Exhibit "D ". 17. This Agreement shall constitute a valid and binding agreement between the City, County and Owner when executed in accordance herewith. 18. This Agreement is performable in Williamson County, Texas. Witness our hands this 11 f day of Jul , 19 9S, Page 7 ATTEST: Name Title VED S TO ORM: STEP • L. SHEE , City Attorney APPROVED AS TO FORM: Gene Taylor, County Attorney APPROVED AS TO FORM: Corporate Attorney Q7� ROUND ROCK, TEXAS i HARLES CZPPER, Mayor WILLIAMSON COUNTY COMMISSIONERS COURT SYSCO FO D SERVICES OF C. By: Page 8 its > d. � � EXHIBIT "A" Page 1 of 1 Property Description Block A, Lot 1, Lake Creek Center, Section Two, A Resubdivision of a Portion of Lot 1, Round Rock West, Section Three Revised 35 9 14 4 Trucks Forklifts Tuggers Pallet Jacks Add one for each $2.8 million sales increase Add one for each $11 million sales increase Add one for each $7 million sales increase Add one for each $22 million sales increase Total Equipment Investment $3,500,000 240,000 000 1 40,000 $3,950.000 EXHIBIT "B" Description of Improvements To Be Constructed SYSCO Food Services of Austin, Inc. has been operating out of present facility since July 1988 without any significant capital investment. During this time we have grown from $50 million in sales for FY 1988 to our current estimate for FY 1995 of $131 million. With this expansion we are projecting growth to $230 million in sales by FY 2000. Without this expansion we would be extremely limited in growth potential as our existing facility is now at capacity. We are proposing to increase the storage capacity of our existing warehouse to eliminate the need for outside storage and accommodate future growth. The square footage of the proposed expansion and resulting warehouse is presented below: Existing Proposed Ultimate Freezer 21,100 14,900 36,000 Cooler 12,300 8,990 21,290 Dry 49,400 22,840 72,240 This project will require a net base year investment of $3,969,000 and a five year investment of $11,319,000 (including $7,369,000 working capital). This investment allows the expansion of our facility by 15,000 square feet in the freezer, 9,000 square feet in the cooler, and 23,000 square feet in the dry warehouse. This expansion will enable us to continue our growth rate of 11.89% through FY 2000. Initial equipment purchases are projected at $591,000. Fleet and equipment purchases after the base year are planned at $3,950,000. This investment was determined by the following formula: I. APPLICANT INFORMATION: EXHIBIT "C" APPLICATION FOR TAX ABATEMENT This is to certify that the statements contained herein are true and correct. The signers hereof are authorized to make these statements on behalf of the applicant. The filing of this document acknowledges familiarity and conformance with guidelines and criteria for granting tax abatement. This application will become part of the agreement which shall be enforceable and binding on the applicant. False representations will be grounds for terminating the agreement. Any such false statements shall be considered a default which renders the agreement void. This application should be filed with the City Manager of the City of Round Rock, 221 East Main Street, Round Rock, Texas 78664. Company Name: Sysco Food Services of Austin, Inc. Address: 101 S. Chisholm Trail Round Rock, Texas 78681 Land: $ 909,663 Improvements: $4,205,052 Personal Property: $8,473,531 Page 1 DATE: 6 "aI-gS II. PROTECT INFORMATION: A. Description of area to be designated as reinvestment zone: (attach map) Lot 1, Block A, Lake Creek Center, Section Two, A Resubdivision of a Portion of Lot 1, Round Rock West, Section Three Revised B. Description of eligible improvements (real property) to be constructed: Expand existing warehouse by 47,000 square feet (per Exhibit B) C. Current assessed value: $5,114,713 D. Estimated value of eligible improvements: $3,028,000 E. Description of ineligible (taxable) property to be included in project: None F. Estimated value of ineligible property: $0 G. Estimated value of site as of January 1 preceding abatement agreement: Local Transfer Total Est. Salaries 35 3 38 $1,300,000 27 3 30 1,125,000 45 5 50 1,970,000 45 5 50 2,070,000 45 5 50 2,150,000 H. This project is: ( ) A New Plant ( X) An Expansion ( ) A Modernization If Modernization: Estimated economic life of existing plant: Added economic life from modernization: Tax abatement requested: 100 % of eligible property for year 1. Q %a of eligible property for year 2. 75% of eligible property for year 3. 50% of eligible property for year 4. 25% of eligible property for year 5. III. ECONOMIC INFORMATION: A. Construction Estimates: Commencement Date: May 15, 1995 Completion Date: September 10, 1995 # of Construction Jobs 50 B. Estimated number of jobs to be created: 1. December 31, 1996 2. December 31, 1997 3. December 31, 1998 4. December 31, 1999 5. December 31, 2000 C. Other estimated taxes generated by project: Sales Tax: $1,900,000 (including use tax) Other (Identify): -0- years years D. The proposed reinvestment zone is located in: City: Round Rock County: Williamson School District: Round Rock Independent School District (RRISD) Other Taxing Water Control & Improvement District #3 of Williamson, Jurisdiction: Milam and Lee Counties Page 2 Signature of Authorized Company Official 1 / Printed Name and Title of Authorized Company Official Company Representative to be contacted: Name: Gy''�` �� ? Title: Address: Telephone No.: g 3& J' c? a o a Upon receipt of the application, the City of Round Rock may also require copies of the latest annual stockholders report, audited financial statements, bank references, and any other information required to evaluate the application. Page 3 EXHIBIT "D" Resolution or Other Authorization Of Owner's Board of Directors CERTIFICATE The undersigned, Assistant Secretary of Sysco Food Services of Austin, Inc. (the "Corporation "), hereby certifies that the attached is a true and correct copy of resolutions which were duly adopted by the Board of Directors of the Corporation as of the 25th day of May, 1995, and that said resolutions have not been in anywise amended, rescinded or revoked, and are in full force and effect as of the date hereof. WITNESS my hand and seal of the Corporation, this 14th Day of June, 1995. Kent R. Berke, Assistant Secretary RESOLUTIONS ADOPTED BY UNANIMOUS WRITTEN CONSENT OF THE BOARD OF DIRECTORS OF SYSCO FOOD SERVICES OF AUSTIN, INC. RESOLVED, that the form, terms and provisions of that certain Tax Abatement Agreement (the "Agreement ") between the Corporation and the City of Round Rock, Texas (the "City") to be dated on or about May 25, 1995, and all documents or instruments to be executed by the Corporation related to the matters contemplated by the Agreement are, in all respects authorized, adopted and approved. FURTHER RESOLVED, that all actions by any and all officers of the Corporation taken and performed up to the date hereto with respect to the negotiation and preparation of the Agreement, and any other related matters be, and they hereby are, in all respects approved, ratified and confirmed. FURTHER RESOLVED, that the President or any Vice President (collectively "Authorized Officers" and individually "Authorized Officer"), are and each of them hereby is authorized and empowered, for and in the name and on behalf of the Corporation, to execute and deliver the Agreement with such exhibits and changes, modifications, amendments or revisions thereto and therein as the Authorized Officers or Authorized Officer executing the same shall approve in their sole discretion, such approval to be conclusively evidenced by such execution. STATE OF TEXAS COUNTY OF WILLIAMSON . BEFORE ,,ME, the undersigned Notary Public, on this day personally appeared LYNN R ' G UST AFSOn) , SR 1/P F J.4JCG (title) of SYSCO Food Services of Austin, Inc. (Owner), being by me duly sworn on his oath deposed and said that he is duly qualified and authorized in all respects to make this affidavit; that he has read the above and foregoing Application For Tax Abatement; and that every statement contained in the Application is within his knowledge and true and correct. SUBSCRIBED AND SWORN TO BEFORE ME on the a J1 — day of Ju' 1995 , to certify which witness my hand and official seal. CHRISTINE R. MARTINEZ Notary Pubic, St b: of Texas My Commaion Wires 08.0597 VERIFICATION II Page 4 Notary Public, State of Texas Printed Name: e-HEIS7-0J6 ,. /YU92TiAJ6Z. My Commission Expires: F1 -S-9 UNANIMOUS WRITTEN CONSENT OF THE BOARD OF DIRECTORS OF SYSCO FOOD SERVICES OFAUSTIN, INC. The undersigned, constituting the entire Board of Directors of Sysco Food Services of Austin, Inc., a Delaware corporation (the "Corporation "), hereby takes the following actions in lieu of a meeting, pursuant to Section 141(f) of the General Corporation Law-of the State of Delaware: RESOLVED, that the form, terms and provisions of that certain Tax Abatement Agreement (the "Agreement ") between the Corporation and the City of Round Rock, Texas (the "City ") to be dated on or about May 25, 1995, and all documents or instruments to be executed by the Corporation related to the matters contemplated by the Agreement are, in all respects authorized, adopted and approved. ETHER RESOLVED, that all actions by any and all officers of the Corporation taken and performed up to the date hereto with respect to the negotiation and preparation of the Agreement, and any other related matters be, and they hereby are, in all respects approved, ratified and confirmed. FURTI1ER RESOLVED, that the President or any Vice President (collectively "Authorized Officers" and individually "Authorized Officer "), -- are and each of them hereby is authorised and empowered, for and in the name and on behalf of the Corporation, to execute and deliver the Agreement with such exhibits and changes, modifications, amendments or revisions thereto and therein as the Authorized Officers or Authorized Officer executing the same shall approve in their sole discretion, such approval to be conclusively evidenced by such execution. This document may be executed in any number of counterparts, each of which, when executed, shall be deemed to be an original and all of which together constitute one and the same instrument. Execution of a counterpart by all of the directors shall effect adoption of the above resolutions. Gary L. Ro I, of SYSCO Food Services of Austin, Inc. (Owner) do certify that on December 31, 19_ there were full time employees at SYSCO Food Services of Austin, Inc.. STATE OF TEXAS COUNTY OF WILLIAMSON MANPOWER REPORT § § EXHIBIT "E" Signature: Printed Name: Title: Date: BEFORE ME, the undersigned Notary Public, on this day personally appeared of SYSCO Food Services of Austin, Inc. (Owner), being by me duly sworn on his oath deposed and said that he is duly qualified and authorized in all respects to make this affidavit; and that every statement contained in the Manpower Report is within his knowledge and true and correct. SUBSCRIBED AND SWORN TO BEFORE ME on the day of , 19 , to certify which witness my hand and official seal. Notary Public, State of Texas Printed Name: My Commission Expires: Year % of Abatement City AV tax rate 0.48896/$100 Co. AV tax rate 0.3542 /$100 1996 100 14,806 10,725 1997 100 14,806 10,725 1998 75 11,104 8,044 1999 50 7,403 5,363 2000 25 2,221 2,681 $50,339 $37,538 DATE: June 20, 1995 SUBJECT: City Council Meeting, June 22, 1995 ITEM: 10.B. Consider a resolution authorizing the Mayor to enter into a tax abatement agreement with SYSCO Foods of Austin, Inc. (Reinvestment Zone #8.) Staff Resource Person: Joe Vining Staff Recommendation: Approval This is a five year tax abatement which will facilitate the expansion of SYSCO which has been operating out of its present facility since July 1988. During this time they have grown from $50 million in sales for FY 1988 to their current estimate for FY 1995 of $131 million. With this proposed expansion they are projecting growth to $230 million in sales by FY 2000. Without this expansion they would be extremely limited in growth potential as the existing facility is now at capacity. They are proposing to increase the storage capacity of their existing warehouse to eliminate the need for outside storage and accommodate future growth. This expansion will enable SYSCO to continue their growth rate of 11.89% through FY 2000. Initial equipment purchases are projected at $591,000. Fleet and equipment purchases after the base year are planned at $3,950,000. Reinvestment zone no. 8, which was created by ordinance on June 8, 1995, precedes this tax abatement agreement. The following schedule breaks out the estimated value of the tax abatement according to the terms of this agreeement: ECONOMIC IMPACT: Refer to the above chart.