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HomeMy WebLinkAbout24-1473ORDINANCE NO. 24-1473 AN ORDINANCE OF THE CITY OF DENTON APPROVING A GRANT TO GREEN EGGS & nAM, LLC FOR IMPROVEMENTS LOCATED AT 116 W. OAK ST. FROM THE DOWNTOWN REINVESTMENT GRANT PROGRAM FOR A FA(,'ADE AND BUILDING RENOVATION REUABILITATION GRANT IN AN AMOUNT NOT TO EXCEED $50,000 FROM TIRZ FUNDS; AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, on April 3, 2007, the City Council approved the Downtown Reinvestment Grant Program (the “Program”) by Ordinance No. 2007-072; and WHEREAS, on December 14, 2021, the City Council approved changes to the Program by Ordinance No. 21-2626; and WHEREAS, Green Eggs & Ham, LLC, owner of the property located at 116 W. Oak St. (the “Property”), applied for a $50,000.00 rehabilitation grant in accordance with the Program; and WHEREAS, the Tax Increment Financing Reinvestment Zone Number One Board and the Downtown Economic Development Committee reviewed the application in accordance with the Program and recommend a rehabilitation grant in an amount not to exceed $50,000 from TIRZ funds; and WHEREAS, it is in the public interest and benefits the Downtown TIRZ to award the Downtown Reinvestment Grant, thereby stimulating economic development and promoting desired redevelopment in the downtown area of the City of Denton; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The findings and recitations in the preamble of this ordinance are found to be true and incorporated herein by reference as if fully set forth in the body of this ordinance. SECTION 2. The City Council of the City of Denton hereby approves the Agreement attached hereto authorizing a rehabilitation grant in an amount not to exceed $50,000.00 from the Program. SECTION 3. The City Manager, or their designee, is hereby authorized to execute the Agreement and to carry out the duties and responsibilities of the City, including the expenditure of funds as provided in the Agreement. SECTION 4. This Ordinance shall become effective immediately upon its passage and approval. The motion to rTHF, ,111s UKlm”"; ;;:sa:\;,„L w,:';,=:d ,„d ';p'pI=<JR theseconded by J..L following vote [J - a : Docusign Envelope ID: DCB2D054-2521-4D2F-8848-2180A6AB42D6 Aye Nay Abstain Absent Mayor Gerard Hudspeth: Vicki Byrd, District 1 : Brian Beck. District 2: Paul Meltzer. District 3 : Joe Holland. District 4: Brandon Chase McGee, At Large Place 5 : Jill Jester, At Large Place 6: J J I a 1 44 Z PASSED AND APPROVED this the 6th dayof A,Sb)) ,2024. z'., Z/ - GERARD HUDSPETH. MAYOR ATTEST: LAUREN THODEN, CITY SECRETARY .*: APPROVED AS TO LEGAL FORM: MACK REINWAND, CITY ATTORNEY Scott Bray, Deputy City Attorney Docusign Envelope ID: DCB2D054-2521-4D2F-8848-2180A6AB42D6 DOWNTOWN REINVESTMENT GRANT AGREEMENT City Man- ager, and Green Eggs & Ham Investments, LLC, a Wyoming limited liability company authorized to do business in Texas with a principal place of business at 1309 Coffeen Avenue Suite 1200, Sheridan, Wyoming 82801 . WHEREAS, the City has, by Ordinance No. 2007-072, elected to offer downtown reinvestment grant incentives and has adopted guidelines and criteria governing downtown reinvestment grant incentive agreements known as the Down- town Reinvestment Grant Program of Denton Economic Development Office and which is incorporated herein by reference; and WHEREAS, the Program constitutes appropriate guidelines and criteria governing down- town reinvestment grant incentive agreements to be entered into by the City; and WHEREAS, the Owner will be the owner or have a leasehold interest, as of the Effective attached hereto and incorporated herein by reference and made a part of this Agreement for all ; and WHEREAS, on the 11th day of October, 2023, Owner submitted an application for a rein- vestment grant with various attachments to the City concerning the contemplated use of the Prem- ises (the WHEREAS, the City Council of the City of Denton finds that the contemplated use of the Premises, the Improvements (as hereinafter defined) to the Premises as set forth in this Agreement, and the other terms hereof are consistent with encouraging development in accordance with the purposes and are in compliance with the Program and similar guidelines and criteria adopted by the City and all applicable law; NOW, THEREFORE, the City Manager and Owner, for and in consideration of the prem- ises and the promises contained herein do hereby contract, covenant, and agree as follows: I. TERMS AND CONDITIONS OF REIMBURSEMENT GRANT A. In consideration of and subject to the Owner meeting all the terms and conditions of reimbursement set forth herein, the City will pay to the Owner the following reimbursement grant: 1. A reimbursement grant in an amount not to exceed $50,000.00 attributable to new Improvements, as hereinafter defined, being constructed on the Premises. Docusign Envelope ID: DCB2D054-2521-4D2F-8848-2180A6AB42D6 Page 2 2. The Grant will be distributed to Owner as a lump sum reimbursement upon completion of the Project, the receipt of adequate documentation of ex- penditure of the Grant amount on costs necessary and related to the Im- , and approval of the completed Improvements by the City. B. A condition of receiving the Grant is that, by August 6, 2025, Owner will complete the façade and building renovation (collectively, on the Premises. C. A condition of the Reimbursement is that the Improvements be completed and used substantially in accordance with the description of the project set and comply with the requirements of the Program. D. Owner agrees to comply with all the terms and conditions set forth in this Agree- ment. E. payment of the Grant is con- tingent upon City pay the Grant. If adequate funds are not available to make the payment under this Agreement, City may, at its option, either reduce the amount of the Grant or terminate the Agreement. F. It is expressly understood that this Agreement in no way obligates the City to pro- vide more funds than the Grant amount. II. CONDITION OF REIMBURSEMENT A. Prior to payment of any portion of the Grant, all ad valorem real property taxes with respect to the Premises and all other property in the City owned by the Owner shall be current. B. Prior to the payment of any portion of the Grant, Owner shall have constructed the Improvements as sp . C. If alterations to the paint, sign renovations, utility upgrades, façade and building renovations, or interior/code improvements portion of the Improvements are made for any reason within one (1) year from final payment of the Grant, Owner is required to reimburse the City in the full amount of the Grant. D. Prior to the award of the Grant, Owner shall own or have a leasehold interest in the Premises. Docusign Envelope ID: DCB2D054-2521-4D2F-8848-2180A6AB42D6 Page 3 III. RECORDS AND EVALUATION OF PROJECT A. The Owner shall provide access and authorize inspection of the Premises by City employees and allow sufficient inspection of financial information related to construction of the Improvements to ensure that the Improvements are made, and performance thresholds are met according to the specifications and conditions of this Agreement. Such inspections shall be done IV. GENERAL PROVISIONS A. The City has adopted guidelines and criteria for the Program that allow it to enter into this Agreement containing the terms set forth herein. B. The City has determined that procedures followed by the City to enter into this Agreement and the obligations of the parties to this Agreement conform to the requirements of the Code and the Program. C. In the event of any conflict between the City zoning ordinances, or other City ordi- nances or regulations, and this Agreement, such ordinances or regulations shall control. D. Owner represents and warrants that Owner is authorized to make the Improvements to the Premises. V. NOTICE All notices called for or required by this Agreement shall be addressed to the following, or such other party or address as either party designated in writing, by certified mail postage prepare, by hand delivery or via facsimile: OWNER: CITY: John Hicks Sara Hensley, City Manager Green Eggs & Ham Investment, LLC City of Denton 7420 FM 2449 215 East McKinney Ponder, TX 76259 Denton, Texas 76201 Fax No. 940.349.8596 VI. CITY COUNCIL AUTHORIZATION This Agreement was authorized by the City Council by passage of Ordinance No. _____________ authorizing the City Manager to execute this Agreement on behalf of the City. Docusign Envelope ID: DCB2D054-2521-4D2F-8848-2180A6AB42D6 Page 4 VII. SEVERABIILTY In the event any section, subsection, paragraph, sentence, phrase or word is held invalid, illegal or unconstitutional, the balance of this Agreement shall stand, shall be enforceable and shall be read as if the parties intended at all times to delete said invalid section, subsection, paragraph, sentence, phrase, or word. In the event that (i) the term of the Grant with respect to any property is longer than allowed by law, or (ii) the Grant applies to a broader classification of property than is allowed by law, then the Grant shall be valid with respect to the classification of property abated hereunder, and the portion of the term, that is allowed by law. VIII. OWNER STANDING Owner, as a party to this Agreement, shall be deemed a proper and necessary party in any litigation questioning or challenging the validity of this Agreement or any of the underlying ordi- nances, resolutions, or City Council actions authorizing same and Owner shall be entitled to inter- vene in said litigation. IX. APPLICABLE LAW This Agreement shall be construed under the laws of the State of Texas and is fully per- formable in Denton County, Texas. Venue for any action under this Agreement shall be in Denton County, Texas. X. ENTIRE AGREEMENT This instrument with the attached exhibits contains the entire agreement between the par- ties with respect to the transaction contemplated in this Agreement. XI. BINDING This Agreement shall be binding on the parties and the respective successors, assigns, heirs, and legal representatives. XII. COUNTERPARTS This Agreement may be executed in counterparts, each of which shall be deemed an orig- inal, but all of which together shall constitute one and the same instrument. Docusign Envelope ID: DCB2D054-2521-4D2F-8848-2180A6AB42D6 Page 5 XIII. SECTION AND OTHER HEADINGS Section or other headings contained in this Agreement are for reference purposes only and shall not affect in any way the meaning or interpretation of this Agreement. XIV. NO JOINT VENTURE Nothing contained in this Agreement is intended by the parties to create a partnership or joint venture between the parties, and any implication to the contrary is hereby disavowed. XV. AMENDMENT This Agreement may be modified in writing by the parties hereto to include other provi- sions which could have originally been included in this Agreement or to delete provisions that were not originally necessary to this Agreement. XVI. FORCE MAJEURE If, because of flood, fire, explosions, civil disturbances, strikes, war, acts of God, or other causes beyond the control of either Party, either Party is not able to perform any or all of its obli- bligations hereunder shall be suspended during such period but for no longer than such period of time when the party is unable to perform. XVII. INDEMNIFICATION OWNER SHALL INDEMNIFY, SAVE AND HOLD HARMLESS THE CITY, ITS ELECTED OFFICIALS, OFFICERS, AGENTS, ATTORNEYS AND EMPLOYEES (COL- ACTION OR CAUSE OF ACTION WHICH DIRECTLY OR INDIRECTLY ARISES HEREUNDER AND ANY CONTESTS OR CHALLENGES TO THE LEGAL AUTHOR- ITY OF THE CITY OR OWNER TO ENTER INTO THIS AGREEMENT AND ANY AND FEES AND DISBURSEMENTS) THAT ANY INDEMNITEES SUFFER OR INCURS AS A RESULT OF ANY OF THE FOREGOING; PROVIDED, HOWEVER, THAT OWNER SHALL HAVE NO OBLIGATION UNDER THIS PARAGRAPH TO THE CITY WITH RESPECT TO ANY OF THE FOREGOING ARISING OUT OF THE GROSS NEGLI- GENCE OR WILLFUL MISCONDUCT OF THE CITY OR THE BREACH BY THE CITY OF THIS AGREEMENT. Docusign Envelope ID: DCB2D054-2521-4D2F-8848-2180A6AB42D6 Page 6 This Agreement is executed to be effective on the executed date of the ____ day of _______________, 2024 Owner. CITY OF DENTON ______________________________________ SARA HENSLEY, CITY MANAGER ATTEST: LAUREN THODEN, CITY SECRETARY BY: __________________________________ APPROVED AS TO LEGAL FORM: MACK REINWAND, CITY ATTORNEY BY: __________________________________ OWNER: GREEN EGGS & HAM, LLC By: JOHN HICKS, Governing Person Docusign Envelope ID: DCB2D054-2521-4D2F-8848-2180A6AB42D6         EXHIBIT A LEGAL DESCRIPTION OF THE PREMISES Extracted from General Warranty Deed, file 2023-1178, Denton County Clerk Recorder Docusign Envelope ID: DCB2D054-2521-4D2F-8848-2180A6AB42D6    EXHIBIT B APPLICATION AND IMPROVEMENTS Docusign Envelope ID: DCB2D054-2521-4D2F-8848-2180A6AB42D6              Docusign Envelope ID: DCB2D054-2521-4D2F-8848-2180A6AB42D6                                    Docusign Envelope ID: DCB2D054-2521-4D2F-8848-2180A6AB42D6                               Docusign Envelope ID: DCB2D054-2521-4D2F-8848-2180A6AB42D6                                  Docusign Envelope ID: DCB2D054-2521-4D2F-8848-2180A6AB42D6                                                                  Docusign Envelope ID: DCB2D054-2521-4D2F-8848-2180A6AB42D6                                                         Docusign Envelope ID: DCB2D054-2521-4D2F-8848-2180A6AB42D6                                                   Docusign Envelope ID: DCB2D054-2521-4D2F-8848-2180A6AB42D6                   Docusign Envelope ID: DCB2D054-2521-4D2F-8848-2180A6AB42D6                   Docusign Envelope ID: DCB2D054-2521-4D2F-8848-2180A6AB42D6           Docusign Envelope ID: DCB2D054-2521-4D2F-8848-2180A6AB42D6                                  Docusign Envelope ID: DCB2D054-2521-4D2F-8848-2180A6AB42D6                Docusign Envelope ID: DCB2D054-2521-4D2F-8848-2180A6AB42D6      Docusign Envelope ID: DCB2D054-2521-4D2F-8848-2180A6AB42D6            Docusign Envelope ID: DCB2D054-2521-4D2F-8848-2180A6AB42D6      Docusign Envelope ID: DCB2D054-2521-4D2F-8848-2180A6AB42D6                       Docusign Envelope ID: DCB2D054-2521-4D2F-8848-2180A6AB42D6 Certificate Of Completion Envelope Id: DCB2D05425214D2F88482180A6AB42D6 Status: Completed Subject: Signature Required: Façade Ordinance Agreement with Green Eggs & Ham LLC Source Envelope: Document Pages: 26 Signatures: 2 Envelope Originator: Certificate Pages: 5 Initials: 0 Vanessa Esparza AutoNav: Enabled EnvelopeId Stamping: Enabled Time Zone: (UTC-08:00) Pacific Time (US & Canada) 901B Texas Street Denton, TX 76209 vanessa.esparza@cityofdenton.com IP Address: 198.49.140.10 Record Tracking Status: Original 9/3/2024 8:09:55 AM Holder: Vanessa Esparza vanessa.esparza@cityofdenton.com Location: DocuSign Signer Events Signature Timestamp Sara Hensley Sara.Hensley@cityofdenton.com City Manager City of Denton Security Level: Email, Account Authentication (None) Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.10 Sent: 9/3/2024 8:14:22 AM Viewed: 9/3/2024 8:14:55 AM Signed: 9/3/2024 8:15:09 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Lauren Thoden Lauren.Thoden@cityofdenton.com City Secretary Security Level: Email, Account Authentication (None)Signature Adoption: Pre-selected Style Using IP Address: 198.49.140.10 Sent: 9/3/2024 8:15:11 AM Viewed: 9/3/2024 10:01:08 AM Signed: 9/3/2024 10:01:10 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign In Person Signer Events Signature Timestamp Editor Delivery Events Status Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Carbon Copy Events Status Timestamp Kristen Pulido Kristen.Pulido@cityofdenton.com Security Level: Email, Account Authentication (None) Sent: 9/3/2024 10:01:12 AM Electronic Record and Signature Disclosure: Accepted: 8/27/2024 3:50:37 PM ID: 977dd9f3-3e21-4dc7-ad33-65b09d219a59 Carbon Copy Events Status Timestamp Lauren Thoden Lauren.Thoden@cityofdenton.com City Secretary Security Level: Email, Account Authentication (None) Sent: 9/3/2024 10:01:13 AM Electronic Record and Signature Disclosure: Not Offered via DocuSign Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 9/3/2024 8:14:22 AM Certified Delivered Security Checked 9/3/2024 10:01:08 AM Signing Complete Security Checked 9/3/2024 10:01:10 AM Completed Security Checked 9/3/2024 10:01:13 AM Payment Events Status Timestamps Electronic Record and Signature Disclosure ELECTRONIC RECORD AND SIGNATURE DISCLOSURE From time to time, City of Denton (we, us or Company) may be required by law to provide to you certain written notices or disclosures. 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