Resolution No. A resolution authorizing the termination of the Tax Abatement Agreements with National Semiconductor Corporation

Transcription

1 Resolution No. A resolution authorizing the termination of the Tax Abatement Agreements with National Semiconductor Corporation WHEREAS, on April 10, 2001, pursuant to City Council Resolution No , City and National Semiconductor Corporation (hereafter OWNER ) entered into a tax abatement agreement relative to real property and personal property improvements located in Reinvestment Zone Number Eight in Arlington, Texas and related to OWNER S manufacturing of semiconductor wafers and related activities; and WHEREAS, on November 23, 2004, pursuant to City Council Resolution No , City and OWNER entered into a modification of the 2001 Tax Abatement Agreement relative to real property and personal property improvements located in Reinvestment Zone Number Eight in Arlington, Texas (hereafter the above referenced tax abatement agreement and modification shall be referred to collectively as the 2001 Tax Abatement Agreement ); and WHEREAS, on February 28, 2006, pursuant to City Council Resolution No , City and OWNER entered into a tax abatement agreement relative to real property and personal property improvements located in Reinvestment Zone Number Twenty-Five in Arlington, Texas and related to OWNER s manufacturing of semiconductor wafers and related activities (hereafter referred to as the 2006 Tax Abatement Agreement ); and WHEREAS, OWNER has terminated the use of the premises for the manufacturing of semiconductor wafers and related activities during the terms of the 2001 and 2006 Tax Abatement Agreements and therefore no longer desires to receive the authorized tax abatement and desires to terminate the 2001 and 2006 Tax Abatement Agreements and pay back any taxes, penalty and interest as required by the agreements; and WHEREAS, City is agreeable to OWNER S request to terminate the tax abatement agreements; NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ARLINGTON, TEXAS:

2 I. That all of the recitals contained in the preambles of this resolution are found to be true and are adopted as findings of fact by this governing body and as part of its official record. II. That the City Manager or his designee is hereby authorized to execute an Agreed Termination of Tax Abatement Agreements relative to the termination of the tax abatement agreement awarded to OWNER on April 10, 2001 by City Council Resolution No and modified on November 23, 2004 by City Council Resolution No , and relative to the termination of the tax abatement agreement awarded to OWNER on February 28, 2006 by City Council Resolution No III. A substantial copy of the Agreed Termination of Tax Abatement Agreements is attached hereto and incorporated herein for all intents and purposes. PRESENTED AND PASSED on this the day of, 2010 by a vote of ayes and nays at a regular meeting of the City Council of the City of Arlington, Texas. ATTEST: ROBERT N. CLUCK, Mayor MARY W. SUPINO, City Secretary (2)

3 THE STATE OF TEXAS COUNTY OF TARRANT Agreed Termination of Tax Abatement Agreements KNOW ALL MEN BY THESE PRESENTS: This AGREED TERMINATION OF TAX ABATEMENT AGREEMENTS (hereafter "Agreement") is made and entered into on this day of, 2010, by and between NATIONAL SEMICONDUCTOR CORPORATION, a corporation duly authorized to do business in the State of Texas, acting by and through its authorized officer (hereafter referred to as "OWNER") and the CITY OF ARLINGTON, TEXAS, a municipal corporation of Tarrant County (hereafter referred to as "CITY"), acting by and through its City Manager or his designee. W I T N E S S E T H : WHEREAS, on April 10, 2001, pursuant to City Council Resolution No , CITY and OWNER entered into a tax abatement agreement relative to real property and personal property improvements located in Reinvestment Zone Number Eight in Arlington, Texas and related to OWNER S manufacturing of semiconductor wafers and related activities; and WHEREAS, on November 23, 2004, pursuant to City Council Resolution No , CITY and OWNER entered into a modification of the tax abatement agreement relative to real property and personal property improvements located in Reinvestment Zone Number Eight in Arlington, Texas (hereafter the above referenced tax abatement agreement and modification shall be referred to collectively as the 2001 Tax Abatement Agreement ); and WHEREAS, on February 28, 2006, pursuant to City Council Resolution No , CITY and OWNER entered into a tax abatement agreement relative to real property and personal property improvements located in Reinvestment Zone Number Twenty-Five in Arlington, Texas and related to OWNER S manufacturing of semiconductor wafers and related activities (hereafter referred to as the 2006 Tax Abatement Agreement ); and WHEREAS, OWNER has terminated the use of the premises for the manufacturing of semiconductor wafers and related activities during the terms of the 2001 and 2006 Tax Abatement Agreements and therefore no longer desires to receive the authorized tax abatement and desires to terminate the 2001 and 2006 Tax Abatement Agreements and pay back any taxes, penalty and interest as required by the agreements; and WHEREAS, CITY is agreeable to OWNER S request to terminate the 2001 and 2006 Tax Abatement Agreements; NOW THEREFORE,

4 In consideration of the terms and conditions contained herein, the parties do mutually agree as follows: I. Termination of Agreements The 2001 and 2006 Tax Abatement Agreements are terminated by mutual agreement of the parties, effective as of the date upon which both the CITY and OWNER sign this Agreed Termination of Tax Abatement Agreements, and after passage of a City Council resolution authorizing the termination. II. Payments and Incentives OWNER waives any abatement of taxes it may have had a past, present or future right to claim under the 2001 and 2006 Tax Abatement Agreements. OWNER agrees that through the 2009 tax year it has received $440, in tax abatement under the 2001 and 2006 Tax Abatement Agreements and will pay the CITY that amount upon execution of this Agreement. Payment of said $440, to CITY by OWNER in accordance with this Agreement shall satisfy in full any and all past, present and future claims CITY may have against OWNER for any taxes, penalty and interest that may be due CITY under the 2001 and 2006 Tax Abatement Agreements. III. Authority to Execute The undersigned represent and warrant that they have the authority to act on behalf of the parties hereto and to bind them to this Agreement. IV. Voluntary Execution OWNER acknowledges that it is fully and completely informed of the facts relating to this Agreement, and of the rights and liabilities of the parties; OWNER enters into this Agreement voluntarily after having given careful consideration to the making of this Agreement; OWNER has carefully read this Agreement; OWNER has discussed the provisions of this Agreement with an attorney of its own choice and has executed it in reliance upon its own judgment and the advice of its attorneys, and OWNER is legally competent to execute this Agreement and understands its terms. V. Entire Agreement The undersigned represent that no inducement or agreement not herein contained has been made and that this Agreement contains the entire agreement of the parties. (2)

5 VI. Headings The headings of this Agreement are for the convenience of reference only and shall not affect in any manner any of the terms and conditions hereof. IN WITNESS WHEREOF, the parties have hereto set their hands by the representatives thereunto duly authorized. NATIONAL SEMICONDUCTOR CORPORATION BY Name: Title: CITY OF ARLINGTON, TEXAS ATTEST: BY FIONA ALLEN, P.E. Deputy City Manager MARY W. SUPINO, City Secretary APPROVED AS TO FORM: JAY DOEGEY, City Attorney BY (3)

6 THE STATE OF TEXAS NATIONAL SEMICONDUCTOR CORPORATION Acknowledgment COUNTY OF BEFORE ME, the undersigned authority, a Notary Public in and for the State of Texas, on this day personally appeared known to me (or proved to me on the oath of or through (description of identity card or other document)) to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that he/she executed same for and as the act and deed of NATIONAL SEMICONDUCTOR CORPORATION and for the purposes and consideration therein expressed and in the capacity therein stated. GIVEN UNDER MY HAND AND SEAL OF OFFICE this the day of, [Seal] Notary Public In and For The State of Texas Notary's Printed Name THE STATE OF TEXAS CITY OF ARLINGTON Acknowledgment COUNTY OF TARRANT BEFORE ME, the undersigned authority, a Notary Public in and for the State of Texas, on this day personally appeared FIONA ALLEN, P.E., known to me to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that she executed same for and as the act and deed of the CITY OF ARLINGTON, TEXAS, a municipal corporation of the State of Texas, Tarrant County, Texas, and as the Deputy City Manager thereof, and for the purposes and consideration therein expressed and in the capacity therein stated. GIVEN UNDER MY HAND AND SEAL OF OFFICE this the day of, [Seal] Notary Public In and For The State of Texas Notary's Printed Name (4)