RES 2013-34 Adopted STATE OF SOUTH CAROLINA ) RESOLUTION NO. 2013-34 OF THE CITY
) OF NORTH AUGUSTA, SOUTH
) CAROLINA APPROVING THE FORM OF
) INTERGOVERNMENTAL
) AGREEMENTS BETWEEN THE CITY OF
) NORTH AUGUSTA, SOUTH CAROLINA,
COUNTY OF AIKEN ) AND EACH OF THE AIKEN COUNTY
) PUBLIC SCHOOL DISTRICT, SOUTH
) CAROLINA, AND AIKEN COUNTY
) SOUTH CAROLINA, AND
) AUTHORIZING THE EXECUTION
) THEREOF
WHEREAS, the City of North Augusta, South Carolina (the "City") adopted a tax
increment financing ("TIF") redevelopment plan (the "Original Redevelopment Plan") and
designated a certain portion of the City as a TIF redevelopment district (the "TIF District")
by the terms of Ordinance No. 96-10, adopted on December 16, 1996;
; 1 WHEREAS, the City has determined to adopt certain amendments to the Original
Redevelopment Plan (as modified, the "Amended Redevelopment Plan") to provide a
comprehensive program for the continuing redevelopment of the TIF District, and in
11 particular, an area within the TIF District comprised of approximately twenty-five (25) acres
along the City's riverfront, as more fully described and detailed in the Amended
Redevelopment Plan;
WHEREAS, the General Assembly of the State of South Carolina adopted Act No.
267 on June 20, 2012, the provisions of which amend Title 31, Chapter 6 of the Code of
1 Laws of South Carolina, 1976, as amended, by, among other things, adding Section 31-6-85,
which explicitly confirms the ability of taxing districts to enter into intergovernmental
agreements with a municipality to provide the terms under which they would participate in
plans;
redevelopment lans;
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WHEREAS, the City and the Aiken County Public School District, South Carolina
(the "School District"), and the City and Aiken County, South Carolina (the "County") have
negotiated separate intergovernmental agreements specifying the terms and conditions under
which each of the School District and the County is willing to participate in the Amended
Redevelopment Plan, as more specifically set out in those certain Intergovernmental
Agreements between the School District and the City, and the County and the City (each, an
"IGA");
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WHEREAS, the Board of Education of the School District adopted a resolution on
August 13, 2013, authorizing its Chair to enter into an IGA with the City in the form set
forth as Exhibit A hereto; and
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WHEREAS, the County Council of the County enacted an ordinance on September
17, 2013, authorizing its Chairman to enter into an IGA with the City in the form set forth as
Exhibit B hereto.
NOW, THEREFORE, the City Council of the City of North Augusta (the "City
Council"), the governing body of the City, has determined the following:
1. The City Council approves the form of each IGA, the form and substance of
which are attached hereto as Exhibits A and B.
2. The City Council hereby authorizes the Mayor and/or the City Administrator
of the City to amend or modify the form of each IGA prior to its execution, if necessary, to
provide for the final agreements between the School District and the City, and the County
and the City, and thereafter to execute each IGA on behalf of the City and to take all other
action necessary to give effect to the same.
AND IT IS SO RESOLVED this 18th day of November, 2013, in a meeting duly
assembled at North Augusta, South Carolina.
CITY OF NORTH AUGUSTA, SOUTH
CAROLINA
(SEAL)
By
Lark W. Jones, Mayor
Attest:
By:
Donna B. Young, unici l Clerk
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Exhibit A
Form of Intergovernmental Agreement with
Aiken County Public School District, South Carolina
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INTERGOVERNMENTAL AGREEMENT
(Redevelopment Plan for the North Augusta Tax Increment Financing District
within the North Augusta Riverfront Redevelopment District)
This INTERGOVERNMENTAL AGREEMENT (the "Agreement") is dated as of
this day of , 2013, and is by and between THE CONSOLIDATED
SCHOOL DISTRICT OF AIKEN COUNTY, a school district and political subdivision of
the State of South Carolina (the "School District"), and the CITY OF NORTH
AUGUSTA, SOUTH CAROLINA, a municipal corporation and a political subdivision of
the State of South Carolina (the "City," and together with the School District, the "Parties"
and each individually, a "Party").
WITNESSETH :
(a) Title 31, Chapter 6 of the Code of Laws of South Carolina, 1976, as amended
(the "Tax Increment Financing Law" or "TIF Law"), authorizes incorporated
municipalities of the State of South Carolina (the "State") to provide incentives for
redevelopment in areas which are, or threaten to become blighted, through the direct
payment or financing of municipally-owned improvements pursuant to the provision of the
Tax Increment Financing Law; and
(b) The Tax Increment Financing Law authorizes the City to establish a
redevelopment project area (as defined in the TIF Law) and to adopt a redevelopment plan
(as defined in the TIF Law) for the purpose of providing for the payment of the costs of
redevelopment projects (as defined in the TIF Law), both on a pay-as-you-go basis or
through the issuance of obligations, both payable from the amount of taxes attributable to
the increase in the assessed valuation of real property in the redevelopment project area
following the establishment of such redevelopment project area (such tax increment
revenues sometimes being referred to as "TIF Revenues"), and to amend the redevelopment
plan from time to time to accommodate new redevelopment projects or changes in the
original redevelopment projects, as well as changes in the amount and maturity of any
required financing secured in whole or in part by TIF Revenues, and changes in the term of
the redevelopment plan by following specified procedures set forth in the TIF Law; and
(c) In connection with the authorizations contained in the TIF Law, the City
approved its redevelopment plan by Ordinance No. 96-10 adopted December 16, 1996 (the
"Original North Augusta Redevelopment Plan"), which contains, among other things, a
statement of objectives of the City with regard to such Original North Augusta
Redevelopment Plan and a general description of the redevelopment projects. The area of
the City included within the Original North Augusta Redevelopment Plan consists of 457
acres located within the corporate limits of the City (the "TIF District"); and
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(d) As described further below, the City has determined to adopt certain
modifications to the Original North Augusta Redevelopment Plan, the Original North
Augusta Redevelopment Plan as modified being referred to sometimes as the "Modified
North Augusta Redevelopment Plan." Set forth in Exhibit A attached hereto are the
Exhibit A Form of Intergovernmental Agreement with the Consolidated School District of Aiken
County
projects which are the subject of such modifications and which are to be undertaken
pursuant to the Modified North Augusta Redevelopment Plan (the "Redevelopment
Projects"), together with the estimated costs thereof, which shall be included in the
Modified North Augusta Redevelopment Plan; and
(e) The Modified North Augusta Redevelopment Plan provides a comprehensive
program for the redevelopment of various areas of the TIF District, including a revised plan
of development of an area within the TIF District comprising approximately twenty-five
(25) acres along the City's riverfront; and
(f) After its adoption of the Original North Augusta Redevelopment Plan and the
establishment of the TIF District, the City issued its Tax Increment Revenue Bond, Series
2001 in the aggregate principal amount of $5,000 (the "2001 Bond") both to finance
redevelopment projects described in the Original North Augusta Redevelopment Plan and to
initiate the collection of TIF Revenues to fund such redevelopment projects on a pay-as-you-
go basis. The 2001 Bond is payable only from TIF Revenues. The 2001 Bond matures on
December 5, 2016; and
(g) Pursuant to the provisions of Act No. 267 adopted by the General Assembly
on June 20, 2012, the TIF Law was modified to, among other things, add Section 31-6-85
which explicitly confirmed the ability of taxing districts to enter into intergovernmental
agreements with a municipality to set forth the contractual terms under which they are
consenting to participate in redevelopment plans; and
(h) Accordingly, in connection with the anticipated adoption of the Modified
North Augusta Redevelopment Plan as noted above, the Parties negotiated terms and
conditions on which the School District is willing to participate, on a limited basis, in the
Modified North Augusta Redevelopment Plan. Specifically, to address concerns raised by
the School District with respect to the length of the term of the Modified North Augusta
Redevelopment Plan and the level at which collections of School District taxes may be
utilized, the City proposed and the School District accepted the following commitments:
1. The School District consents to its participation in the Modified North Augusta
Redevelopment Plan by contributing a specific amount of TIF Revenues derived
exclusively from its levy of millage upon real property in the Sub-TIF District (as
defined below). The specific years and amounts with respect to which the School
District will participate are set forth in Sections 3(b) and 3(d), respectively, herein.
The School District reserves the flexibility to allocate such contribution of TIF
Revenues from its debt levy or its operational levy or from both, in its sole
discretion.
2. The City will forego its claim, based on the Consent Order of Settlement and
Dismissal, filed on March 14, 2000, in the Court of Common Pleas and General
Sessions for Aiken County, C.A. No. 97-CP-02-14 (the "TIF Revenue Settlement"),
to receive the remaining four years of the School District's allocation of TIF
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Exhibit A Form of Intergovernmental Agreement with the Consolidated School District of Aiken
County
Revenues on certain commercial properties in the TIF District totaling five (5) acres
previously designated in the downtown area by the City.
3. All amounts received by the School District as a result of the imposition of its
operating millage on all owner-occupied real properties assessed at the ratio of 4%
("Owner-Occupied Properties") will be excluded from the TIF Revenues and will be
retained by the School District. These amounts specifically include State
reimbursements of amounts equivalent to the School District's operating levy on
Owner-Occupied Properties.
4. The School District's participation in the Modified North Augusta Redevelopment
Plan will be limited to fifteen (15) consecutive tax-cycle years beginning on January
1 in the year of the first principal payment (1) included within the Debt Service
Requirements (hereafter defined) on the first series of the Obligations (hereafter
defined) or (2) evidencing the purchase of undivided interests in the Redevelopment
Projects under the first series of Transactions consummated, whichever first occurs,
and as more fully discussed herein.
5. The School District's participation in the Modified North Augusta Redevelopment
Plan will be limited to the parcel(s) of real property within the TIF District described
in Exhibit B attached hereto and which area is hereafter referred to as the "Sub-TIF
District." This property is in lieu of the originally designated five acres of
property(ies) in the TIF Revenue Settlement, as described in paragraph (2) above,
and not in addition thereto.
6. All as set forth in Section 3(f) hereof, the City will provide a report to the School
District each year detailing the receipts and setting forth the uses during that year of
the TIF Revenues deposited into the North Augusta Special Tax Allocation Fund (as
defined herein), together with parking revenues, hotel accommodation taxes,
hospitality taxes, and baseball stadium revenues used to defray the costs of the
Redevelopment Projects. The City's back-up records of these revenues and project
expenditures will be made available to the School District, upon written request, if
the School District wishes to examine these records in more detail at its own
expense; the City will fully cooperate in explaining the uses to which these funds
have been put.
(i) In order to raise the moneys necessary to construct the Redevelopment
Projects, the City anticipates issuing obligations within the meaning of the TIF Law (the
"Obligations") and undertaking installment purchase transactions (the "Transactions")
pursuant to the provisions of which the City will utilize TIF Revenues, together with parking
revenues, hotel accommodation taxes, hospitality taxes, and baseball stadium revenues, to
purchase an undivided interest in each of the Redevelopment Projects during the years the
Obligations and the Transactions are outstanding; and
(j) The Parties hereto are now entering into this Agreement to memorialize the
terms and conditions under which the City and the School District will participate in the
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Modified North Augusta Redevelopment Plan. Each Party acknowledges that this
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Exhibit A Form of Intergovernmental Agreement with the Consolidated School District of Aiken
County
Agreement is supplemental and in addition to the Modified North Augusta Redevelopment
Plan, and is expressly intended to create contractual rights enforceable by the City and the
School District with respect to the Modified North Augusta Redevelopment Plan, all as
provided in Section 8 hereof.
Section 1. Representations and Warranties of the Parties. Each of the Parties
I represents and warrants that:
(a) It has the full legal right, power, and authority to enter into this Agreement
' and carry out and consummate all other transactions contemplated by this Agreement;
(b) It has duly authorized the execution, delivery, and performance of its
I j obligations under this Agreement and the taking of any and all actions as may be required on
I its part to carry out, give effect to, and consummate the transactions contemplated by this
Agreement; and
(c) This Agreement constitutes a legal, valid, and binding obligation of it,
! enforceable in accordance with its terms, subject to applicable bankruptcy, insolvency and
similar laws affecting creditors' rights generally, and subject, as to enforceability, to general
principles of equity regardless of whether enforcement is sought in a proceeding in equity or
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at law.
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Section 2. Acknowledgments.
(a) The School District acknowledges and agrees that the City will adopt the
1 Modified North Augusta Redevelopment Plan. The School District hereby waives any
I objection it may have under the TIF Law as to any procedure and method utilized by the
City in adopting the Modified North Augusta Redevelopment Plan, and acknowledges
I receipt from the City of proper notice under the TIF Law and consents to its adoption
subject to the terms and conditions set forth herein.
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(b) The City acknowledges and agrees that the School District's participation in
the Modified North Augusta Redevelopment Plan is conditioned upon the terms and
conditions established herein, and that the School District would not consent to such
participation in the absence of this Agreement.
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Section 3. Participation; Term; Allocation; Annual Report.
(a) Participation. As used herein, the term "Participation," with respect to the
School District means the level of annual funding as agreed to by the School District herein
I to be derived from collections of TIF Revenues attributable to the School District's annual
I millage rates imposed by it on taxable real property located exclusively within the Sub-TIF
I District and the term "Participation" with respect to the City means the level at which the
! City shall contribute collections of TIF Revenues attributable to its annual millage rates
imposed by it on taxable real property within the TIF District, all of which will be deposited
in the special fund created pursuant to the TIF Law and known as the special tax allocation
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Exhibit A Form of Intergovernmental Agreement with the Consolidated School District of Aiken
County
fund (the fund created and held by the City shall be hereinafter referred to as the "North
Augusta Special Tax Allocation Fund") and either applied to (1) the payment of Debt
Service Requirements (as defined below), or (2) the direct payment of the costs of the
Redevelopment Projects on a pay-as-you-go basis, or (3) the payment of purchasing
undivided interests in the Redevelopment Projects under the terms of the Transactions on a
pay-as-you-go basis. The term "Debt Service Requirements" means all payments of
principal, interest, redemption premium (if any), and optional or mandatory redemptions of
Obligations.
(b) Term. The Parties hereby consent to the deposit into the North Augusta Spe
Tax Allocation Fund of the collections of the TIF Revenues in the amounts set fortl
paragraph (d) below: (i) in the case of the City, for a period co-terminus with the term of
Modified North Augusta Redevelopment Plan, and (ii) in the case of the School District, f
period of fifteen (15) consecutive tax-cycle years, commencing on January 1 in the year of
first principal payment (1) evidencing the purchase of undivided interests in
Redevelopment Projects under the terms of the first series of Transactions consummated
(2) included within the Debt Service Requirements on the first series of Obligations issi
whichever first occurs, after the date of the adoption of the ordinance approving the Modi
North Augusta Redevelopment Plan (the "School District's Actual Participation Term"),
forth in paragraph (h)(4) of the preambles above; provided, however, that the School Distri
Actual Participation Term must begin no later than five (5) years after the date of adopt;o
such ordinance approving the Modified North Augusta Redevelopment Plan or five years f
the date of execution of this Agreement, whichever is earlier, or the School District's Ac
Participation Term shall abate pro tanto on the installment schedule attached as Exhib
hereto, starting at the beginning of such Exhibit C, and in no event shall the School Distri
Actual Participation Term extend beyond twenty (20) years from the earlier of the d tti
adoption of such ordinance approving the Modified North Augusta Redevelopment Plan bt
date of execution of this Agreement.
(c) Payment of School District Millage Prior to and after the School District's
Actual Participation Term; Payment of TIF Revenue Settlement Amounts; Exclusion of
Owner-Occupied Property.
(i) Prior to the commencement of and after the end of the School
District's Actual Participation Term, all amounts of the TIF Revenues, described in
paragraph (d) below, attributable to the School District's millage rates and collected
by the Treasurer of Aiken County, South Carolina (the "County Treasurer") shall be
paid to the School District.
(ii) The City hereby agrees to forego its remaining claim, based on the
TIF Revenue Settlement, to receive the School District's share of TIF Revenues
attributable to certain commercial properties in the TIF District totaling five (5) acres
previously designated in the downtown area by the City, as more fully described in
the TIF Revenue Settlement; all such amounts collected by the County Treasurer
during the four year period beginning on January 1, 2013 and ending on December
31, 2016 shall be paid to the School District.
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Exhibit A Form of Intergovernmental Agreement with the Consolidated School District of Aiken
County
(iii) The Parties agree that the School District's share of TIF Revenues
attributable to Owner-Occupied Property in the Sub-TIF District (as in the remainder
of the TIF District) shall be excluded from the School District's Participation (as
defined below) and any and all amounts resulting from millage levied by the School
District on such real property and collected by the County Treasurer during the term
of the Modified North Augusta Redevelopment Plan shall be paid to the School
District.
(d) Participations.
(i) The City hereby agrees to its Participation in the Modified North
Augusta Redevelopment Plan in the amount of one hundred percent (100%) of the
collections of the TIF Revenues derived from the TIF District attributable to its
millage imposed for general fund or operating purposes (the "City TIF District
Incremental Taxes").
(ii) The School District hereby consents to its Participation in the
Modified North Augusta Redevelopment Plan as follows:
During the School District's Actual Participation Term, the "School
District's Participation" shall be the annual monetary amount specified and
set forth on Exhibit C attached hereto, as derived exclusively from the School
District Sub-TIF District Incremental Taxes (as defined herein); and provided
further that the School District's Participation shall not, in any event, include
any revenue attributable to the reimbursement from the State pursuant to S.C.
Code Ann. 11-11-156(D), all of which is to be remitted to the School District.
(iii) It is anticipated that Aiken County, South Carolina (the "County")
will consent to its Participation in the Modified North Augusta Redevelopment Plan
pursuant to a separate intergovernmental agreement between the City and the County
(the "County Intergovernmental Agreement"), and the School District hereby
agrees that it will interpose no objection to the methodologies or other provisions
contained therein.
(e) Allocation Methodology for Sub-TIF District. In every year during the
School District's Actual Participation Term, the Parties, together with the County Treasurer,
I by his acknowledgement and acceptance of this Agreement, hereby agree to implement the
School District's Participation described above pursuant to the following methodology:
(i) Determination of the School District Sub-TIF District Incremental
Taxes. In each tax year during the School District's Actual Participation Term, the
County Treasurer shall first implement the provisions of Section 31-6-70(2)(b) of the
TIF Law by determining that portion, if any, of tax revenues that are received from
the Sub-TIF District and which are (1) attributable to the millage imposed by the
School District, and (2) attributable to the increase in the then-current total equalized
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Exhibit A Form of Intergovernmental Agreement with the Consolidated School District of Aiken
County
assessed valuation of all taxable real property in the Sub-TIF District over and above
the total initial equalized assessed value of taxable real property in the Sub-TIF
District (the amount of the increase in assessed value being referred to as the
"Increased Assessed Value in the Sub-TIF District" and such incremental taxes
being referred to as the "School District Sub-TIF District Incremental Taxes"). The
School District's annual monetary contribution shall be derived therefrom
exclusively. The Parties hereby agree that, for purposes of measuring the School
District's Participation, the total initial equalized assessed value of taxable real
property in the Sub-TIF District shall be equal to the total assessed value in the Sub-
TIF District as of December 31, 2012.
(ii) Application of the School District Sub-TIF District Incremental
j Taxes; Deposit. Unless paid to the School District in accordance with the provisions
I of Section 3(c) hereof, as of May 1 of each tax year, the County Treasurer shall then
allocate and distribute such School District Sub-TIF District Incremental Taxes as
follows:
(A) The County Treasurer shall pay the specified annual
installment of the School District Sub-TIF District Incremental Taxes, as set
forth on Exhibit C attached hereto, to the City, and the sum equal to the
School District's Participation as set forth in Section 3(d)(ii) above shall be
deposited into the North Augusta Special Tax Allocation Fund. In the event
that the School District Sub-TIF District Incremental Taxes exceed the
1 amount of said School District's Participation, such excess shall be promptly
remitted by the City to the School District to be applied as provided by
general law.
I (B) If any portion of the School District Sub-TIF District
Incremental Taxes is received after the initial annual distribution is made,
then such funds shall be distributed by the end of the quarter in which
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received in accordance with the foregoing distribution method.
(iii) Use of TIF Revenues. The School District agrees that the City shall
have the conclusive right to apply the City TIF District Incremental Taxes and the
amount of the School District's Participation in the School District Sub-TIF District
! f Incremental Taxes to (1) the payment of Debt Service Requirements, or (2) the direct
payment of the costs of the Redevelopment Projects on a pay-as-you-go basis, or (3)
the payment of purchasing undivided interests in the Redevelopment Projects under
the terms of the Transactions on a pay-as-you-go basis.
(iv) No Responsibility for Shortfall. With respect to this Agreement and
as provided by the TIF Law, the School District shall not be responsible for any
shortfalls in the amounts relative to the projections contained in the Modified North
Augusta Redevelopment Plan or relative to Debt Service Requirements or relative to
the payment of purchasing undivided interests in the Redevelopment Projects under
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the terms of the Transactions on a pay-as-you-go basis. Further, each annual
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Exhibit A Form of Intergovernmental Agreement with the Consolidated School District of Aiken
County
installment as outlined on Exhibit C shall constitute an independent funding
obligation and shall not be deemed to be part of a cumulative total. Accordingly, a
shortfall in any installment due to inadequate tax revenue collection for that year will
not be "caught up" by virtue of any future tax year during the School District's
Actual Participation Term in which revenues may present an excess over the
installment shown on Exhibit C for such future tax year.
(f) Annual Report. On or before 1 of each year during the
j School District's Actual Participation Term, the City will provide to the School District a
report detailing the receipts and setting forth the general uses during that year of the TIF
Revenues deposited into the North Augusta Special Tax Allocation Fund together with
jparking revenues, hotel accommodation taxes, hospitality taxes, and baseball stadium
revenues used to defray the costs of the Redevelopment Projects. The report will
j y specifically provide all expenditures made to defray the costs of Redevelopment Projects
including the allocable Debt Service Requirements and allocable payments of purchasing
II undivided interests of such Redevelopment Projects under the terms of Transactions in order
I to illustrate which Redevelopment Projects are being paid from School District Sub-TIF
I District Incremental Taxes. The report shall be in a format similar to the table/graph
provided to the School District on or prior to the date of this Agreement in connection with
P the preparation of the City's financial model. The City's back-up records of these revenues
and project expenditures will be made available to the School District, upon written request,
I if the School District wishes to examine these records in more detail at its own expense; the
ICity will fully cooperate in explaining the uses to which these funds have been put.
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Section 4. State Reimbursements. The City and, by his acknowledgement and
11 acceptance of this Agreement, the County Treasurer hereby agree that each shall promptly
remit to the School District, as and when received and in the full amount so received, any
I payments received pursuant to Section 11-11-156(D) of the Code of Laws of South
Carolina, 1976, as amended, and the City hereby waives any statutory right to receive such
II funds the City would have otherwise been granted under said Section 11-11-156(D).
I I Section 5. Project Costs. The Modified North Augusta Redevelopment Plan
contains an itemized list of the Redevelopment Projects to be funded, in whole or in part,
11 with TIF Revenues. To the extent that the cost of an individual Redevelopment Project is
Id less than indicated in the Modified North Augusta Redevelopment Plan (either because the
costs are less than estimated, because funds are available from sources other than TIF
Revenues, or proceeds of Obligations, or proceeds of the Transactions, or otherwise), the
City shall have the right to reallocate TIF Revenues or proceeds of Obligations or proceeds
of the Transactions intended to pay such project costs to other Redevelopment Projects that
are identified in the Modified North Augusta Redevelopment Plan.
Section 6. No Personal Liability. No obligation or agreement contained herein shall
be deemed to be an obligation or agreement of any present or future member, officer, agent
or employee of the City or the School District in any other than his or her official capacity,
and neither the members of the City Council of the City or the School Board of the School
District (as applicable), nor any official executing this Agreement shall be personally liable
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Exhibit A Form of Intergovernmental Agreement with the Consolidated School District of Aiken
County
thereon or be subject to any personal liability or accountability by reason of the obligations
or agreements of the City or the School District contained in this Agreement.
Section 7. Binding Nature of Agreement. This Agreement shall inure to the
benefit of and shall be binding in accordance with its terms upon the governing bodies of the
City and the School District and their respective successors in office.
Section S. Effect of Agreement. This Agreement constitutes and is intended by the
Parties to constitute the entire agreement between the Parties, and all obligations of the
Parties, each to the other, contained in any memorandum and any other document or based
upon any other communications prior to the execution of this Agreement have been satisfied
or are superseded by this Agreement and are no longer valid and enforceable, provided this
Agreement is properly executed and duly authorized by the Parties, and consented to by the
County Treasurer. Accordingly, the Parties hereto are now entering into this Agreement to
memorialize the terms and conditions on which each Party will participate in the Modified
North Augusta Redevelopment Plan. Each Party acknowledges that this Agreement is
supplemental and in addition to the Modified North Augusta Redevelopment Plan, and is
expressly intended to create contractual rights enforceable by the City and the School
District with respect to the Modified North Augusta Redevelopment Plan and the
distribution of the School District's real property taxes and TIF Revenues received
exclusively from the properties in the Sub-TIF District, as described in such Modified North
1 Augusta Redevelopment Plan. As this Agreement addresses only those modifications
included in the Modified North Augusta Redevelopment Plan relating specifically to the
Sub-TIF District, the Parties acknowledge that the City will continue to collect real property
taxes and TIF Revenues in the entire TIF District and, except as specifically provided
11 herein, this Agreement shall have no effect on the City's rights or actions with respect to the
entire TIF District. As between the Parties, the terms and provisions of this Agreement shall
be controlling with respect to any conflicting or inconsistent provisions found in the Original
North Augusta Redevelopment Plan, the Modified North Augusta Redevelopment Plan, the
TIF Revenue Settlement and/or any implementing ordinances or resolutions previously or
!j hereafter enacted or promulgated. As to the School District, this Agreement supersedes any
prior commitments or liabilities under any former tax increment financing redevelopment
plans, ordinances, implementing resolutions, agreements, settlements, or settlement
documents inconsistent herewith and constitutes exclusively the obligations of the School
1 District with respect to both the Original North Augusta Redevelopment Plan and the
Modified North Augusta Redevelopment Plan.
Section 9. Amendments. This Agreement may not be effectively amended, changed,
modified, altered or terminated, except in accordance with the express provisions of this
11 Agreement or with the written consent of all Parties hereto.
Section 10. Captions; Sections; Headings. The sections, headings and other titles to
paragraphs of this Agreement are inserted solely for the convenience of reference. None
shall in any way define, limit, extend or aid in the construction of the scope, extent, meaning
1 or intent of this Agreement.
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Exhibit A Form of Intergovernmental Agreement with the Consolidated School District of Aiken
County
Section 11. Counterparts. This Agreement may be executed in any number of
counterparts, each of which shall be regarded as an original and all of which shall constitute
but one and the same instrument.
Section 12. No Construction Against Drafter. The Parties hereby acknowledge
j that they have reviewed this Agreement, that each of the Parties has offered suggested
changes, many of which are incorporated herein, and concur that any rule of construction to
the effect that ambiguities are to be resolved against the drafting Party shall not apply in the
interpretation of any provision of this Agreement.
Section 13. Severability. If any provision of this Agreement or any obligation or
agreement contained herein is determined by a court of competent jurisdiction to be invalid
or unenforceable, that determination shall not affect any other provision, obligation or
agreement, each of which shall be construed and enforced as if the invalid or unenforceable
portion were not contained herein. That invalidity or unenforceability shall not affect any
valid and enforceable application thereof, and each such provision, obligation, or agreement
shall be deemed to be effective, operative, made, entered into, or taken in the manner and to
I the full extent permitted by law.
Section 14. Governing Law. This Agreement shall be deemed to be a contract made
under the laws of the State and for all purposes shall be governed by and construed in a,
accordance with the laws of the State, and by their signatures herein below, the Parties
consent to the exclusive jurisdiction of the courts of the State, in the County, for resolution
of any dispute arising hereunder. To the extent permitted by State law, the Parties waive
11 their rights, if any, to seek or have a trial by jury of any dispute arising under this
a ! Agreement. The Parties agree to promptly submit to non-binding mediation any dispute
Ithat might otherwise have to be litigated, with each Party paying one-half of the costs of the
mediator's services and necessary expenses.
Section 15. Further Resolutions or Ordinances. To the extent required by the laws
of the State, including, but not limited to, the TIF Law, the City and the School District
agree to adopt one or more resolutions or to enact one or more ordinances as necessary to
effect the agreements provided for in this Agreement and such resolutions and ordinances
( shall be given the full force and effect of law.
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Exhibit A Form of Intergovernmental Agreement with the Consolidated School District of Aiken
County
IN WITNESS WHEREOF, the City and the School. District, by their authorized
representatives, have hereunto set forth their hands as of the day first above written.
CITY OF NORTH AUGUSTA, SOUTH
CAROLINA
By:
Its:
THE CONSOLIDATED SCHOOL
DISTRICT OF AIKEN COUNTY
By:
Its:
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Page 11
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Exhibit A Form of Intergovernmental Agreement with the Consolidated School District of Aiken
County
ACKNOWLEDGEMENT AND AGREEMENT
The undersigned, Treasurer of Aiken County, South Carolina, hereby acknowledges
receipt of an executed, duplicate original of this Intergovernmental Agreement
(Redevelopment Plan for the North Augusta Tax Increment Financing District within the
North Augusta Riverfront Redevelopment District) and further agrees to comply with the
provisions thereof.
TREASURER OF AIKEN COUNTY, SOUTH
CAROLINA
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By:
Dated: , 2013
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Exhibit A Form of Intergovernmental Agreement with the Consolidated School District of Aiken
County
Exhibit A
Description of Redevelopment Projects and Estimated Costs
Estimated
Project Description Cost
Municipal Stadium 5,000 seat stadium, intended to serve primarily as $25 million
the home field of the GreenJackets minor league
baseball team (but available for other athletic and
entertainment events from time to time), to be
owned by the City and located in the Sub-TIF
District
Parking Garage(s) One or more parking garages, with related surface $11 million
parking for a total capacity of approximately 900
parking spaces, to be owned by the City and located
in the Sub-TIF District
Conference Center 18,000-22,000 square-foot conference center to be $7 million
owned by the City and constructed in or in close
proximity to a new hotel which will be privately
developed in the Sub-TIF District
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Exhibit A Form of Intergovernmental Agreement with the Consolidated School District of Aiken
County
Exhibit B
Description of Sub-TIF District
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[By Separate Attachment]
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Exhibit A Form of Intergovernmental Agreement with the Consolidated School District of Aiken
County
Exhibit C
School District's Participation Schedule
Year Ending School District
i Participation Year June 30' Participation
1 2016 $ 750,431
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2 2017 772,944
H E 3 2018 796,132
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l : 4 2019 820,016
p 5 2020 844,616
9 6 2021 869,955
1 7 2022 896,054
i l 8 2023 922,935
1 9 2024 950,623
I 10 2025 979,142
H 11 2026 1,008,516
i i 12 2027 1,038,772
13 2028 1,069,935
14 2029 1,102,033
1 15 2030 1,135,094
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' While the City currently anticipates the payment schedule to commence in the year ending June 30,2016,the
actual payment schedule may commence before, at, or after that time as provided in Section 3(b) of the
E Agreement, and thereafter will continue for a term of fifteen(15)consecutive years.
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Exhibit B
Form of Intergovernmental Agreement with
Aiken County, South Carolina
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Exhibit B Form of Intergovernmental Agreement with Aiken County
INTERGOVERNMENTAL AGREEMENT
(Redevelopment Plan for the North Augusta Tax Increment Financing District
within the North Augusta Riverfront Redevelopment District)
This INTERGOVERNMENTAL AGREEMENT (the "Agreement") is dated as of
this day of , 2013, and is by and between AIKEN COUNTY, SOUTH
I CAROLINA, a body politic and corporate and a political subdivision of the State of South
Carolina (the "County"), and the CITY OF NORTH AUGUSTA, SOUTH CAROLINA,
a municipal corporation and a political subdivision of the State of South Carolina (the
"City," and together with the County, the "Parties" and each individually, a"Party").
WITNESSETH :
(a) Title 31, Chapter 6 of the Code of Laws of South Carolina, 1976, as amended
1 (the "Tax Increment Financing Law" or "TIF Law"), authorizes incorporated
municipalities of the State of South Carolina (the "State") to provide incentives for
redevelopment in areas which are, or threaten to become blighted, through the direct
payment or financing of municipally-owned improvements pursuant to the provision of the
Tax Increment Financing Law; and
111 (b) The Tax Increment Financing Law authorizes the City to establish a
11 i
redevelopment project area (as defined in the TIF Law) and to adopt a redevelopment plan
1 (as defined in the TIF Law) for the purpose of providing for the payment of the costs of
1 , redevelopment projects (as defined in the TIF Law), both on a pay-as-you-go basis or
through the issuance of obligations, both payable from the amount of taxes attributable to
; 1 the increase in the assessed valuation of real property in the redevelopment project area
1 1 following the establishment of such redevelopment project area (such tax increment
revenues sometimes being referred to as "TIF Revenues"), and to amend the redevelopment
plan from time to time to accommodate new redevelopment projects or changes in the
original redevelopment projects, as well as changes in the amount and maturity of any
required financing secured in whole or in part by TIF Revenues, and changes in the term of
the redevelopment plan by following specified procedures set forth in the TIF Law; and
tl , (c) In connection with the authorizations contained in the TIF Law, the City
sapproved its redevelopment plan by Ordinance No. 96-10 adopted December 16, 1996 (the
^ "Original North Augusta Redevelopment Plan"), which contains, among other things, a
1 statement of objectives of the City with regard to such Original North Augusta
11 Redevelopment Plan and a general description of the redevelopment projects. The area of
1 1 the City included within the Original North Augusta Redevelopment Plan consists of 457
acres located within the corporate limits of the City (the "TIF District"); and
(d) Recognizing that the areas located within the TIF District met the tenets of
the TIF Law due to their "blighted" or "conservation" nature and were unlikely to be
I developed or improved without substantial public assistance, the County consented to its
participation in the Original North Augusta Redevelopment Plan and thus, TIF Revenues
resulting from the imposition of millage by the County have been collected subsequent to
Exhibit B Form of Intergovernmental Agreement with Aiken County
the delivery of the 2001 Bond and deposited into the North Augusta Special Tax Allocation
Fund (as defined in Section 3(a) hereof); and
(e) As described further below, the City has determined to adopt certain
modifications to the Original North Augusta Redevelopment Plan, the Original North
j Augusta Redevelopment Plan as modified being referred to sometimes as the "Modified
1 North Augusta Redevelopment Plan." Set forth in Exhibit A attached hereto are the
I projects which are the subject of such modifications and which are to be undertaken
11 pursuant to the Modified North Augusta Redevelopment Plan (the "Redevelopment
Projects"), together with the estimated costs thereof, which shall be included in the
Modified North Augusta Redevelopment Plan; and
(f) The Modified North Augusta Redevelopment Plan provides a comprehensive
1 program for the redevelopment of various areas of the TIF District, including a revised plan
I of development of an area within the TIF District comprising approximately twenty-five
1 (25) acres along the City's riverfront, such approximate twenty-five acre area to be referred
1 to herein as the "Sub-TIF District." While the term Sub-TIF District is useful in explaining
the location of the Redevelopment Projects for purposes of this Agreement, the term TIF
District always includes all areas located in the Sub-TIF District; and
(g) After its adoption of the Original North Augusta Redevelopment Plan and the
establishment of the TIF District, the City issued its Tax Increment Revenue Bond, Series
2001 in the aggregate principal amount of $5,000 (the "2001 Bond") both to finance
1 redevelopment projects described in the Original North Augusta Redevelopment Plan and to
13 initiate the collection of TIF Revenues to fund such redevelopment projects on a pay-as-you-
go basis. The 2001 Bond is payable only from TIF Revenues. The 2001 Bond matures on
I December 5, 2016; and
k � 4
(h) Pursuant to the provisions of Act No. 267 adopted by the General Assembly
on June 20, 2012, the TIF Law was modified to, among other things, add Section 31-6-85
which explicitly confirmed the ability of taxing districts to enter into intergovernmental
agreements with a municipality to set forth the contractual terms under which they are
consenting to participate in redevelopment plans; and
(i) Recognizing again that the original purpose of the TIF District as stated in the
I City's Ordinance No. 96-10 remains true and correct and that continued redevelopment of !:
the areas located in the TIF District promote the health, safety and general welfare of the
I
citizens of the County, the County has consented to its participation in the Modified North
IAugusta Redevelopment Plan, provided that the amount of the TIF Revenues attributable to
that portion of the TIF District not included within the Sub-TIF District and collected for tax
year 2012 will in each year as provided in this Agreement be paid by the City to the County;
and
(j) In order to raise the moneys necessary to construct the Redevelopment
Projects, the City anticipates issuing obligations within the meaning of the TIF Law (the
"Obligations") and undertaking installment purchase transactions (the "Transactions")
Page 2
Exhibit B Form of Intergovernmental Agreement with Aiken County
pursuant to the provisions of which the City will utilize TIF Revenues, together with parking
revenues, hotel accommodation taxes, hospitality taxes, and baseball stadium revenues, to
purchase an undivided interest in each of the Redevelopment Projects during the years the
Obligations and the Transactions are outstanding; and
(k) The Parties hereto are now entering into this Agreement to memorialize the
terms and conditions under which the City and the County will participate in the Modified
North Augusta Redevelopment Plan. Each Party acknowledges that this Agreement is
I ; supplemental and in addition to the Modified North Augusta Redevelopment Plan, and is
expressly intended to create contractual rights enforceable by the City and the County with
respect to the Modified North Augusta Redevelopment Plan, all as provided in Section 7
hereof.
1
Section 1. Representations and Warranties of the Parties. Each of the Parties
represents and warrants that:
' (a) It has the full legal right, power, and authority to enter into this Agreement
and carry out and consummate all other transactions contemplated by this Agreement;
(b) It has duly authorized the execution, delivery, and performance of its
obligations under this Agreement and the taking of any and all actions as may be required on
its part to carry out, give effect to, and consummate the transactions contemplated by this
Agreement; and
(c) This Agreement constitutes a legal, valid, and binding obligation of it,
enforceable in accordance with its terms, subject to applicable bankruptcy, insolvency and
similar laws affecting creditors' rights generally, and subject, as to enforceability, to general
principles of equity regardless of whether enforcement is sought in a proceeding in equity or
at law.
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Section 2. Acknowledgments.
I;
(a) The County acknowledges and agrees that the City will adopt the Modified
I North Augusta Redevelopment Plan to provide for the continuing redevelopment of areas
located in the TIF District as more fully provided in paragraphs (e), (f) and (i) of the recitals
to this Agreement. The County hereby waives any objection it may have under the TIF Law
as to any procedure and method utilized by the City in adopting the Modified North Augusta
+ j Redevelopment Plan, and acknowledges receipt from the City of proper er notice under the TIF
I
Law and consents to its adoption subject to the terms and conditions set forth herein.
(b) The City acknowledges and agrees that the County's participation in the
IModified North Augusta Redevelopment Plan is conditioned upon the terms and conditions
Is
I established herein, and that the County would not consent to such participation in the
I absence of this Agreement.
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Exhibit B Form of Intergovernmental Agreement with Aiken County
Section 3. Participation; Term; Allocation; Annual Report.
(a) Participation. As used herein, the term "Participation," with respect to the
County means the level of annual funding as agreed to by the County herein to be derived
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from collections of TIF Revenues attributable to the County's annual operational millage
rates imposed by it on taxable real property located in the TIF District, and the term
"Participation" with respect to the City means the level at which the City shall contribute
collections of TIF Revenues attributable to its annual operational millage rates imposed by it
e on taxable real property within the TIF District, all of which will be deposited in the special
fund created pursuant to the TIF Law and known as the special tax allocation fund (the fund
created and held by the City shall be hereinafter referred to as the "North Augusta Special
Tax Allocation Fund") and either applied to (1) the payment of Debt Service Requirements
(as defined below), or (2) the direct payment of the costs of the Redevelopment Projects on a
pay-as-you-go basis, or (3) the payment of purchasing undivided interests in the
Redevelopment Projects under the terms of the Transactions on a pay-as-you-go basis ((1)-
6 (3) collectively, "Redevelopment Project Costs"). The term "Debt Service Requirements"
means all payments of principal, interest, redemption premium (if any), and optional or
f i mandatory redemptions of Obligations.
(b) Term. The Parties hereby consent to the deposit into the North Augusta
Special Tax Allocation Fund of the collections of the TIF Revenues in the amounts set forth
in paragraph (c) below for a period beginning upon the effective date of this Agreement and
ending the later of (i) the maturity of the 2001 Bond; or (ii) the maturity of Obligations
I issued in support of the Modified North Augusta Redevelopment Plan (the "County's
Actual Participation Term"); provided, however, if Obligations have not yet been issued in
support of the Modified North Augusta Redevelopment Plan at the maturity of the 2001
` Bond, the County's Actual Participation Term shall be suspended, and shall recommence
m" upon the issuance of such Obligations, provided that the City shall issue such Obligations
° (with final maturity not later than 30 years from their date of issue) no later than the fifth
11 anniversary of the effective date of this Agreement.
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1 ; (c) Participations.
(i) The City hereby agrees to its Participation in the Modified North
Augusta Redevelopment Plan in the amount of one hundred percent (100%) of the
collections of the TIF Revenues derived from the TIF District attributable to its
millage imposed for general fund or operating purposes (the "City's Participation").
(ii) The County hereby consents to its Participation in the Modified North
Augusta Redevelopment Plan as follows:
1 During the County's Actual Participation Term, the "County's Participation"
? 1 shall be an amount equal to 100% of the collections of TIF Revenues derived
from the TIF District from the imposition of millage by the County for
general fund or operating purposes equivalent in value to 65.30 mills, but
with an adjustment in a year of reassessment to the number of mills that
Page 4
Exhibit B Form of Intergovernmental Agreement with Aiken County
produces the same revenues as was produced by 65.30 mills in the year prior
to the reassessment; provided, however, that the City will pay or cause to be
paid to the County on June 1 of each year during the County's Actual
Participation Term, commencing on June 1, 2014, (1) the sum of $349,744
(which amount represents the amount of TIF Revenues received by the City
1
from the imposition of 65.30 mills imposed by the County for general fund or
II operating purposes on taxable real property in the TIF District and collected
during the period July 1, 2012 through June 30, 2013) and (2) TIF Revenues,
1 on an annual basis, attributable to the incremental revenue produced by
j growth in the assessed value of the TIF District from 3.01% to 4.00% over
I the prior tax year; such TIF Revenues attributable to the first 3% in annual
assessed value growth and in excess of 4% growth shall constitute a
component of the County's Participation and be payable to the North Augusta
ISpecial Tax Allocation Fund.
(iii) The Consolidated School District of Aiken County (the "School
1 ! District") has consented to participate in the Modified North Augusta
i Redevelopment Plan pursuant to a separate intergovernmental agreement between
i the City and the School District (the "School District Intergovernmental
1 ;1
Agreement"), and the County hereby agrees that it will interpose no objection to the
methodologies or other provisions contained therein.
(d) Allocation Methodology for TIF District. In every year during the County's
Actual Participation Term, the Parties, together with the County Treasurer, by his
1 1 acknowledgement and acceptance of this Agreement, hereby agree to implement the
@ i respective Participations described above pursuant to the following methodology:
i (i) Determination of TIF District Incremental Taxes. In each tax year
during the County's Actual Participation Term, the County Treasurer shall first
implement the provisions of Section 31-6-70(2)(b) of the TIF Law by determining
that portion of tax revenues that are received from the TIF District and which are (1)
1 attributable to the imposition of general fund or operational millage imposed by the
i City and by the County, and (2) attributable to the increase in the then-current total
I i equalized assessed valuation of all taxable real property in the TIF District over and
I$ above the total initial equalized assessed value of taxable real property in the TIF
i District (the amount of the increase in assessed value being referred to as the
I "Increased Assessed Value in the TIF District" and such incremental taxes being
q I referred to as the "Total TIF District Incremental Taxes"). Prior to distributing any
amount of the Total TIF District Incremental Taxes to the City, the County Treasurer
I
i shall perform the calculations required by the remainder of this Section 3(d). The
Parties hereby agree that, for purposes of measuring the County's Participation, the
total initial equalized assessed value of taxable real property in the TIF District shall
be the same as the total initial equalized assessed value of taxable real property for
1 the Original North Augusta Redevelopment Plan.
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Page 5
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Exhibit B Form of Intergovernmental Agreement with Aiken County
(ii) Allocation Among Parties. The County Treasurer shall then allocate
the Total TIF District Incremental Taxes between the Parties by multiplying the
amount of each Party's millage imposed for general fund or operating purposes
during such tax year by the Increased Assessed Value in the TIF District of each
Party. The resulting amounts shall be expressed in dollars and shall be defined, with
respect to each Party, as the "City Attributable Incremental Taxes in the TIF
1 District" and the "County Attributable Incremental Taxes in the TIF District" for
! such tax year.
(iii) Application of Total TIF District Incremental Taxes; Deposit. Not
I later than May 1 of each tax year, the County Treasurer shall allocate and distribute
I such Total TIF District Incremental Taxes as follows:
is
(A) With respect to the City, the County Treasurer shall deposit
the City Attributable Incremental Taxes in the TIF District into the North
Augusta Special Tax Allocation Fund.
< (B) With respect to the County, the County Treasurer shall pay the
County Attributable Incremental Taxes in the TIF District to the City.
9 During each year of the County's Actual Participation and upon receipt of the
; 1 County Attributable Incremental Taxes in the TIF District, the City shall pay
to the County from the County Attributable Incremental Taxes in the TIF
District the sum of$349,744 on or before June 1 of that year, beginning the
first June 1 in which this Agreement is effective and continuing for each June
{ I 1 for the duration of the County's Actual Participation Term.
,
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i (C) If any portion of Total TIF District Incremental Taxes is
received after the initial annual distribution is made, then such funds shall be
distributed by the end of the quarter in which received in accordance with the
foregoing distribution method.
1
I (iv) Use of Total TIF District Incremental Taxes. The County agrees that
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the City shall have the conclusive right to apply the City Attributable Incremental
4 Taxes in the TIF District and the amount of the County's Participation in the County
1 Attributable Incremental Taxes in the TIF District to (1) the payment of Debt Service
11 Requirements, or (2) the direct payment of the costs of the Redevelopment Projects
11 on a pay-as-you-go basis, or (3) the payment of purchasing undivided interests in the
Redevelopment Projects under the terms of the Transactions on a pay-as-you-go
basis.
I
(v) No Responsibility for Shortfall. With respect to this Agreement and as
1 provided by the TIF Law, the County shall not be responsible for any shortfalls in
9 . the amounts relative to the projections contained in the Modified North Augusta
Redevelopment Plan or relative to Debt Service Requirements or relative to the
q , payment of purchasing undivided interests in the Redevelopment Projects under the
1, 1 terms of the Transactions on a pay-as-you-go basis.
11
11 Page6
Exhibit B Form of Intergovernmental Agreement with Aiken County
(e) Annual Report. Annual Report. On or before August 1 of each year during
the County's Actual Participation Term, the City will provide to the County a report
detailing the receipts and setting forth the general uses during that year of the TIF Revenues
deposited into the North Augusta Special Tax Allocation Fund together with parking
revenues, hotel accommodation taxes, hospitality taxes, and baseball stadium revenues used
to defray the costs of the Redevelopment Projects. The report will specifically provide all
i expenditures made to defray the costs of Redevelopment Projects including the allocable
I Debt Service Requirements and allocable payments of purchasing undivided interests of
such Redevelopment Projects under the terms of Transactions in order to illustrate which
I Redevelopment Projects are being paid from County Attributable Incremental Taxes in the
TIF District, and in furtherance of the representation made by the City in Section 4(a)
I regarding the use of County Attributable Incremental Taxes derived outside of the Sub-TIF
District in excess of $8,877,606, as shown in Model 38, to retire debt associated with
Obligations or Transactions. The City's back-up records of these revenues and project
expenditures will be made available to the County, upon written request, if the County
wishes to examine these records in more detail at its own expense; the City will fully
cooperate in explaining the uses to which these funds have been put.
Section 4. Redevelopment Project Costs; Local Preferences.
(a) Redevelopment Project Costs. The Modified North Augusta Redevelopment
Plan contains an itemized list of the Redevelopment Projects to be funded, in whole or in
part, with TIF Revenues. To the extent that the cost of an individual Redevelopment Project
is less than indicated in the Modified North Augusta Redevelopment Plan (either because
the costs are less than estimated, because funds are available from sources other than TIF
Revenues, or proceeds of Obligations, or proceeds of the Transactions, or otherwise), the
City shall have the right to reallocate TIF Revenues or proceeds of Obligations or proceeds
of the Transactions intended to pay such project costs to other Redevelopment Projects that
are identified in the Modified North Augusta Redevelopment Plan, subject to the following
paragraph.
The Parties are entering into this Agreement based on certain expectations and
assumptions, many of which are set forth in the financial model the City presented to the
I County (such financial model is hereinafter referred to as "Model 38" and is attached hereto
as Exhibit B). The amount of TIF Revenues attributable to County Participation under this
Agreement and based on Model 38 is estimated to be $25,355,928; such sum is comprised of
(1) TIF Revenues in the amount of $8,877,606 that are not attributable to investment by
private developers and other entities in the Sub-TIF District in connection with the Modified
INorth Augusta Redevelopment Plan (such investment being referred to herein as the
I I "Private Investment"), and (2) TIF Revenues that are attributable to the Private Investment
in the Sub-TIF in the amount of$16,478,322. Pursuant to the terms of the ordinance of the
County authorizing this Agreement, the City represents that it plans to use no more than
11 of the TIF Revenues that are not attributable to the Private Investment to provide
11 for Redevelopment Project Costs. Furthermore, the City represents that it plans to use TIF
Revenues in excess of such $8,877,606 not attributable to the Private Investment to retire the
I I I Page 7
3
Exhibit B Form of Intergovernmental Agreement with Aiken County
outstanding principal balance attributable to Obligations, or Transactions, or both, at the
time and in the order of maturity to be determined in the sole discretion of the City. Such
representation does not extend to County Participation attributable to the Private Investment
in the Sub-TIF District, estimated to be $16,478,322, but which may be higher or lower.
(b) Local Preferences. The City shall work with its general contractor(s) and
architect(s) for the Redevelopment Projects to seek to develop subcontractor interest in the
Redevelopment Projects and shall require the general contractor(s) with respect to the
Redevelopment Projects to furnish to the City and the architect(s), if any, for their
information a list of possible subcontractors, including suppliers, from whom proposals will
be requested for each principal portion of the construction of the Redevelopment
Projects. The receipt of such list shall not require the City or any architect to investigate the
qualifications of proposed subcontractors or suppliers, nor shall it waive the right of the City
or any architect later to object to or reject any proposed subcontractor or supplier.
The City will endeavor, together with its general contractor(s) and architect(s) for the
Redevelopment Projects, to use local businesses and minority and women-owned business
enterprises ("MWBE") insofar as possible while complying with all applicable procurement
guidelines. The City will work with its general contractor(s) and architect(s) for the
Redevelopment Projects to develop a subcontractor and supplier selection process providing
for (a) public advertisement and dissemination of information with respect to the
Redevelopment Projects and (b) prequalification of MWBE and local (defined as the
Augusta, GA — Aiken, SC Metropolitan Statistical Area, or "MSA") subcontractors, based
upon criteria developed by the City and its general contractor(s) and architect(s) for the
Redevelopment Projects. Upon award of major subcontracts or supply contracts, the City
will require its general contractor(s) for the Redevelopment Projects, together with their
major subcontractors or suppliers where applicable, to conduct a job fair such that local
labor can submit job applications to the subcontractors or suppliers.
The City and its general contractor(s) and architect(s) for the Redevelopment
Projects will comply with applicable laws, regulations, and special requirements that may be
provided for in the agreements among the City and its general contractor(s) and architect(s)
regarding equal employment opportunity and affirmative action programs. The City will
make reasonable, good faith efforts to meet or exceed goals of 7% MWBE participation and
40% MSA participation as a percentage of the total cost of construction of the
Redevelopment Projects. Neither the City nor its general contractor(s) and architect(s),
however, will control the pricing submitted by subcontractors and suppliers and as such
shall not be bound by any pre-determined participation percentage goals.
Section 5. No Personal Liability. No obligation or agreement contained herein
shall be deemed to be an obligation or agreement of any present or future member, officer,
agent or employee of the City or the County in any other than his or her official capacity,
and neither the members of the City Council of the City or the County Council of the
County (as applicable), nor any official executing this Agreement shall be personally liable
thereon or be subject to any personal liability or accountability by reason of the obligations
or agreements of the City or the County contained in this Agreement.
Page 8
Exhibit B Form of Intergovernmental Agreement with Aiken County
Section 6. Binding Nature of Agreement. This Agreement shall inure to the
benefit of and shall be binding in accordance with its terms upon the governing bodies of the
City and the County and their respective successors in office.
Section 7. Effect of Agreement. This Agreement constitutes and is intended by the
Parties to constitute the entire agreement between the Parties, and all obligations of the
Parties, each to the other, contained in any memorandum and any other document or based
upon any other communications prior to the execution of this Agreement have been satisfied
or are superseded by this Agreement and are no longer valid and enforceable, provided this
Agreement is properly executed and duly authorized by the Parties, and consented to by the
County Treasurer. Accordingly, the Parties hereto are now entering into this Agreement to
memorialize the terms and conditions on which each Party will participate in the Modified
North Augusta Redevelopment Plan. Each Party acknowledges that this Agreement is
supplemental and in addition to the Modified North Augusta Redevelopment Plan, and is
expressly intended to create contractual rights enforceable by the City and the County with
respect to the Modified North Augusta Redevelopment Plan and the distribution of real
property taxes and TIF Revenues received from the properties in the TIF District, as
described in such Modified North Augusta Redevelopment Plan. As between the Parties,
the terms and provisions of this Agreement shall be controlling with respect to any
conflicting or inconsistent provisions found in the Original North Augusta Redevelopment
Plan, the Modified North Augusta Redevelopment Plan or any implementing ordinances or
resolutions previously or hereafter enacted or promulgated.
Section 8. Amendments. This Agreement may not be effectively amended,
changed, modified, altered or terminated, except in accordance with the express provisions
of this Agreement or with the written consent of all Parties hereto.
Section 9. Captions; Sections; Headings. The sections, headings and other titles to
paragraphs of this Agreement are inserted solely for the convenience of reference. None
shall in any way define, limit, extend or aid in the construction of the scope, extent, meaning
or intent of this Agreement.
Section 10. Counterparts. This Agreement may be executed in any number of
counterparts, each of which shall be regarded as an original and all of which shall constitute
but one and the same instrument.
Section 11. No Construction Against Drafter. The Parties hereby acknowledge
that they have reviewed this Agreement, that each of the Parties has offered suggested
! changes, many of which are incorporated herein, and concur that any rule of construction to
the effect that ambiguities are to be resolved against the drafting Party shall not apply in the
interpretation of any provision of this Agreement.
Section 12. Severability. If any provision of this Agreement or any obligation or
■ 1 agreement contained herein is determined by a court of competent jurisdiction to be invalid
or unenforceable, that determination shall not affect any other provision, obligation or
Page 9
Exhibit B Form of Intergovernmental Agreement with Aiken County
agreement, each of which shall be construed and enforced as if the invalid or unenforceable
portion were not contained herein. That invalidity or unenforceability shall not affect any
valid and enforceable application thereof, and each such provision, obligation, or agreement
shall be deemed to be effective, operative, made, entered into, or taken in the manner and to
the full extent permitted by law.
Section 13. Governing Law. This Agreement shall be deemed to be a contract
made under the laws of the State and for all purposes shall be governed by and construed in
accordance with the laws of the State, and by their signatures herein below, the Parties
consent to the exclusive jurisdiction of the courts of the State, in the County, for resolution
of any dispute arising hereunder. To the extent permitted by State law, the Parties waive
their rights, if any, to seek or have a trial by jury of any dispute arising under this
Agreement. The Parties agree to promptly submit to non-binding mediation any dispute
that might otherwise have to be litigated, with each Party paying one-half of the costs of the
mediator's services and necessary expenses.
Section 14. Further Resolutions or Ordinances. To the extent required by the
laws of the State, including, but not limited to, the TIF Law, the City and the County agree
to adopt one or more resolutions or to enact one or more ordinances as necessary to effect
the agreements provided for in this Agreement and such resolutions and ordinances shall be
given the full force and effect of law.
Section 15. Effective Date. This Agreement becomes effective upon execution by
both the County and the City.
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3s
Exhibit B Form of Intergovernmental Agreement with Aiken County
IN WITNESS WHEREOF, the City and the County, by their authorized
representatives, have hereunto set forth their hands as of the day first above written.
CITY OF NORTH AUGUSTA,
SOUTH CAROLINA
By:
Its:
Attest:
Council Clerk
AIKEN COUNTY, SOUTH CAROLINA
By:
Ronnie Young
Its: County Council Chairman
Attest:
Tamara Sullivan, Council Clerk
Page 1 1
Exhibit B Form of Intergovernmental Agreement with Aiken County
ACKNOWLEDGEMENT AND AGREEMENT
The undersigned, Treasurer of Aiken County, South Carolina, hereby acknowledges
receipt of an executed, duplicate original of this Intergovernmental Agreement
(Redevelopment Plan for the North Augusta Tax Increment Financing District within the
North Augusta Riverfront Redevelopment District) and further agrees to comply with the
provisions thereof.
TREASURER OF AIKEN COUNTY,
SOUTH CAROLINA
11
By:
Dated: , 2013
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I
Exhibit B Form of Intergovernmental Agreement with Aiken County
Exhibit A
Description of Redevelopment Projects and Estimated Costs
Estimated
Project Description Cost
1 Municipal Stadium 5,000 seat stadium, intended to serve primarily $25 million
as the home field of the GreenJackets minor
league baseball team (but available for other
athletic and entertainment events from time to
time), to be owned by the City and located in
the Sub-TIF District
Parking Garage(s) One or more parking garages, with related $11 million
surface parking for a total capacity of
approximately 900 parking spaces, to be owned
11 by the City and located in the Sub-TIF District
Conference Center 18,000-22,000 square-foot conference center $7 million
° to be owned by the City and constructed in or in
close proximity to a new hotel which will be
privately developed in the Sub-TIF District
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