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HomeMy WebLinkAbout82-519 01-26-1982RESOLUTION NO. 82 -519 WHEREAS, the CITY OF EULESS, Texas, hereinafter referred to as "Taxing Authority ", has assessed and levied 1981 ad valorem taxes on the bank shares of FIRST NATIONAL BANK OF EULESS, hereinafter referred to as "Bank "; and WHEREAS, it is the opinion of Bank that the 1981 ad valorem taxes levied on the bank shares are not owed and are not lawful; and WHEREAS, Bank is contemplating litigation against the Taxing Authority over the legality of assessing and levying 1981 ad valorem taxes on the Bank's shares; and WHEREAS, the Taxing Authority desires to collect and use the 1981 ad valorem taxes claimed, and the Bank desires not to be delinquent in the payment of the bank share taxes pending the outcome of the anticipated litigation; and WHEREAS, Bank and the Taxing Authority desire to enter into a proposed agreement pertaining to the payment of the 1981 ad valorem taxes pending the outcome of the litigation; NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Euless, Texas, that its Mayor be and he is hereby authorized to enter into the attached agreement on behalf of the City of Euless, Texas, and that the attached agreement is hereby incorporated herein and made a part hereof for all purposes. ADOPTED by the City Council of the City of Euless, Texas, at a regular meeting on the 26th day of January, 1982, by a vote of ayes, e2 nays, and Q abstentions. APPROVED: ATTEST: Kay R ney, City S etary zCetze •c"-a41-ze Harold D. Samuels, Mayor THE STATE OF TEXAS AGREEMENT COUNTY OF TARRANT 5 This AGREEMENT is made by and between the CITY OF EULESS, TEXAS, hereinafter referred to as "Taxing Authority ", and FIRST NATIONAL BANK OF EULESS, hereinafter referred to as "Bank ", as follows: W I T N E S S E T H: WHEREAS, the Taxing Authority who seeks to tax the Bank's shares which are outstanding on January 1, 1981, desires to enter into this Agreement pertaining to the payment of the ad valorem taxes on the shares of stock pending the outcome of the litigation to determine the legality of the taxing of the Bank's shares; and WHEREAS, the Taxing Authority desires to collect and sue for the taxes claimed and the Bank desires not to be delinquent in the payment of share taxes pending the outcome of this litigation; NOW, THEREFORE, KNOW ALL MEN BY THESE PRESENTS: That the Bank and the Taxing Authority each acting herein by and through their designated representatives, do hereby covenant and agree as follows: 1. The sums listed on Exhibit "A ", attached hereto and incorporated herein for all purposes, are the total amounts of 1981 Personal Property Taxes assessed and levied by the Taxing Authority with respect to the Bank's personal property which may reflect shares outstanding as of January 1, 1981, as reflected on Exhibit "A ". 2. Thomas H. Law, Escrow Agent, is hereby designated as Escrow Agent to receive the sums equal to the respective tax funds listed on Exhibit "A ". Upon execution of this Agreement by the Taxing Authority and delivery to the Escrow Agent of a resolution by the Taxing Authority, authorizing or ratifying the execution of this Agreement, Escrow Agent shall forthwith deliver the sum listed in Exhibit "A" to the HURST- EULESS- BEDFORD INDENPENDENT SCHOOL DISTRICT as the collecting agent which shall in turn disburse same to the Taxing Authority. 3. If it shall be determined or declared by final judgment in subsequent litigation between the parties hereto that the taxes assessed and levied, as detailed on Exhibit "A" and paid under Paragraph 2, were not owed or not lawful, either in whole or in part, the Taxing Authority covenants and agrees to refund to the Bank an amount of money equal to that portion of any 1981 share taxes paid by the Bank pursuant to Paragraph 2, but not lawfully owed. 4. Any refund provided for in Paragraph 3 shall be made after application under Tex. Rev. Civ. Stat., Art. 7261.1. The Bank shall make the application for refund within three (3) years of the payment. Any refund under this Agreement shall then be mandatory when and if the conditions,of Paragraphs 3 and 5 are fully met. 5. Any refund Which might be due under this Agreement shall be made not later than the first anniversary date of the entry of final judgment in a suit between the parties that the taxes assessed and levied were not owed or not lawful, either in whole or in part. For purposes hereof, "final judgment" shall mean the judgment of the trial court if no appellate review should be sought by any party to the suit, "final judgment" shall mean the judgment of the highest court of Texas or of the United States in which review shall have been sought by any party to the suit and either (1) no further appellate review can be sought or (2) time for further appellate review shall have expired without further appellate review having been sought. 6. Any amounts refunded pursuant to this Agreement shall be for the amount of taxes only and shall not include any accrued interest upon said taxes; provided, however, that in the event the Taxing Authority fails to refund the amount by the first anniversary date of the final judgment, interest shall accrue on the entire amount from the date of final judgment. 7. In the event the suit contemplated herein is not brought by the Bank prior to February 2, 1982, then the Bank shall relinquish all rights to the refund referred to herein, and the Taxing Authority shall not be required to repay them. 8. Taxing Authority shall make adequate provisions for any repayment which may be due under this Agreement. 9. It is expressly understood by the parties hereto that this Agreement is entered into freely, openly and voluntarily, and not under duress; however, Taxing Authority acknowledges that the tax payments made hereunder are made under duress. 10. In further consideration of the Taxing Authority's agreeing to the terms and provisions herein, the Bank hereby expressly waives and relinquishes any and all rights it may have or might have to contest the Taxing Authority assessment and levying of all or any part of the 1981 ad valorem taxes on the Bank's real and personal property. EXECUTED this the cday of 1982. ATTEST-: By 0 TAXING AUTHO TY CITY OF EULESS, TEXAS: By: 7/1"64e Kay ,{iney, Citfyj Secretary Harold H. Samuels, Mayor V BANK FIRST NATIONAL BANK OF EULESS: AGREEMENT -Page Two By: EXHIBIT "A" TO AGREEMENT BETWEEN THE CITY OF EULESS, TEXAS, AND FIRST NATIONAL BANK OF EULESS 1981 Personal Property Taxes assessed and levied by Taxing Authority which may include bank's shares outstanding EXHIBIT "A" Page Solo $7,928.20