HomeMy WebLinkAbout25-1125ORDINANCE NO. 25-1125
AN ORDINANCE OF THE CITY OF DENTON APPROVING AN ECONOMIC
DEVELOPMENT AGREEMENT UNDER CHAPTER 380 OF THE LOCAL GOVERNMENT
CODE TO PROMOTE ECONOMIC DEVELOPMENT AND TO STIMULATE BUSINESS
ACTIVITY AND ECONOMIC GROWTH OF THE CITY OF DENTON BETWEEN THE CITY
OF DENTON AND PR GYPSUM, LLC, REGARDING THE EXPANSION OF OPERATIONS
AND INCREASE IN THE NUMBER OF JOBS IN THE CITY OF DENTON; AUTHORIZING
THE EXPENDITURE OF FUNDS THEREFORE IN AN AMOUNT NOT-TO-EXCEED
$236,857; AND PROVIDING AN EFFECTIVE DA TE.
WHEREAS, on April 28, 2025, PR Gypsum, LLC (the "Applicant'') submitted an
application to the City of Denton ("City") for economic development incentives under Chapter
380 of the Texas Local Government for relocation and job-based grants to expand their business
and increase the number of high wage or knowledge-based jobs in the city to stimulate economic
development and growth ("Grant Application"); and
WHEREAS, the Grant Application was reviewed and an economic development incentive
was recommended by the Economic Development Partnership Board on June 11, 2025, as
compliant with the City of Denton's Chapter 380 Incentive Policy (Resolution No. 24-822, as
adopted, on May 7, 2024) and the City Council hereby also finds compliance therewith; and
WHEREAS, City and Applicant have negotiated a Chapter 380 Economic Development
Agreement to reflect the terms of the incentive, a copy of which is attached hereto and made a part
hereof by reference (the "Agreement"); and
WHEREAS, the City Council of the City of Denton hereby finds that the contemplated
purposes and considerations provided for in the Grant Application and the Agreement, and the
other terms and conditions of the Agreement, will promote economic development, increase
employment, and stimulate business and commercial activity within the City of Denton for the
benefit of the public and therefore meets the requirements under Chapter 380 of the Texas Local
Government Code; NOW, THEREFORE,
THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS:
SECTION 1. The recitals and findings contained in the preamble of this Ordinance are
incorporated into the body of this Ordinance.
SECTION 2. The City Manager, or their designee, is hereby authorized to execute the
Agreement attached hereto on behalf of the City of Denton and to carry out the City's
responsibilities and rights under the Agreement. including without limitation the authorization to
make the expenditures set forth in the Agreement.
SECTION 3. This Ordinance shall become effective immediately upon its passage and
approval.
Page 1
The motion to approve this Ordinance was made by Brandon Chase McGee and
seconded by Joe Holland, the Ordinance was passed and approved by the following vote [ 7 -0 ]:
Gerard Hudspeth, Mayor:
Vicki Byrd, District I:
Brian Beck, District 2:
Suzi Rumohr, District 3:
Joe Holland, District 4:
Brandon Chase McGee, At Large Place 5:
Jill Jester, At Large Place 6:
Aye
X
X
X
X
X
X
X
Nay Abstain Absent
PASSED AND APPROVED this the 15th day of July, 2025.
~ff-
GERARD HUDSPETH, MAYOR
ATTEST:
LAUREN THODEN, CITY SECRETARY
BY: dawt.u\. ~
APPROVED AS TO LEGAL FORM:
MACK REINW AND, CITY ATTORNEY
Page 2
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THE STATE OF TEXAS §
COUNTY OF DENTON §
ECONOMIC DEVELOPMENT AGREEMENT WITH
PR GYPSUM, LLC
of the Effective Date as defined herein by PR Gypsum, LLC Texas limited liability
company home-rule municipal corporation located
at 215 E. McKinney St., Denton, Texas, 76201, for the purposes and considerations stated below.
WHEREAS, this Agreement is authorized pursuant to Article III, Section 52-a of the Texas
economic development and to stimulate business and commercial activity in the City of Denton;
and
WHEREAS, Grantee intends to locate their business and increase the number of high-wage
or knowledge-based jobs in the City of Denton; and
WHEREAS, on or about April 28, 2025, Grantee submitted an application to the City to
request economic development incentives pursuant to the Act; and
WHEREAS, the Grant Application was reviewed by the Economic Development
Chapter 380 Policy
on June 11, 2025, and the EDP Board found the Grant Application meets the qualifications for
financial incentives and recommended approval of the proposed incentives unanimously; and
provide an
incentive in the form of a grant to the Grantee to locate their business and jobs in the City of Denton
and hereby finds that the contemplated use of funds to be provided will promote economic
development, increase employment, and stimulate business and commercial activity within the
City of Denton for the benefit of the public and therefore meets the requirements under Chapter
380 of the Texas Local Government Code; and
WHEREAS, the City Council has determined that a grant of funds in accordance with the
terms of this Agreement will directly establish a public purpose and that all transactions involving
the use of public funds and resources in the establishment and administration of this Agreement
contain controls likely to ensure that the public purpose is accomplished; and
NOW, THEREFORE, the City and Grantee for and in consideration of the promises
contained herein do hereby contract, covenant, and agree as follows:
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This Economic Development Agreement (this "Agreement") is made and entered into as
("Grantee"), a
and the CITY OF DENTON ("City"), a Texas
Grantee and City may be individually referred to as a "Party" and collectively as the "Parties."
Constitution and Chapter 380 of the Texas Local Government Code (the "Act") to promote local
Partnership Board (the "EDP Board") in accordance with the City of Denton
WHEREAS, the City Council of the City of Denton ("City Council") desires to
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I.
DEFINITIONS
II.F of this Agreement.
that are included when reporting to the Texas Workforce Commission or Internal Revenue Service
for unemployment insurance or tax purposes.
taxable property associated with the Project other than Real
Property and excluding inventory, vehicles, and supplies.
use of a building, structure or land, when it is determined by the Building Official that the building,
structure or proposed land use complies with the provisions of all applicable Codes of the City of
Denton pursuant to the Denton Development Code Subchapter 23-5.
-rule municipal corporation located at 215 E. McKinney,
Denton, Texas 76201.
II-1, with Year 1 meaning the calendar year
2027 and the following years corresponding to the respective subsequent calendar year.
-Five Thousand Dollars
($65,000) per year and includes a standard employee benefits package.
Denton, TX 76207, that increase its value, functionality or aesthetic appeal, substantially in the
form shown on Exhibit B.
"Job" means a permanent, full-time employment position that has provided or will result in
employment of at least 2,080 hours per position per year. Part-time positions may be aggregated
to create a full-time position for consideration in this Agreement.
on the basis of the number of Eligible Jobs added by the Grantee
pursuant to Article IV and V of this Agreement.
- means occupations which require specialized and theoretical knowledge,
usually acquired through a college education or through work experience or other training which
provides comparable knowledge: require some research, analysis, report writing, and
presentations; or require special licensing, certification, or registration to perform the job task.
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"Ad Valorem Tax Grant" has the meaning given in Section I
"Annual Salary" means wages, paid bonuses, commissions, incentive pay or any other amounts
"Business Personal Property" means
"Certificate of Occupancy" or "CO" means a Certificate issued by the Building Official for the
"City" means the City of Denton, a home
"Coverage Period" means a year indicated in Table I
"Eligible Job" means a Job which is paid an Annual Salary of at least Sixty
"Grantee" has the meaning provided in the preamble of this Agreement.
"Improvements" means permanent changes made to the property located at 3561 Shelby Lane,
"Job Grant" means a grant made
"Knowledge based Jobs"
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property located at 3561 Shelby Lane, Denton, TX 76207, more particularly
described on Exhibit C.
II.
GRANT CONDITIONS
Grantee shall satisfy the following conditions to receive the grant payments from the City
provided in Article IV and V, and to avoid termination of this Agreement pursuant to Article VIII:
A.
ment, and
Grantee hereby agrees to perform and comply with the terms, conditions, and provisions of this
Agreement and in all other instruments and agreements, if any, between Grantee and the City with
respect to the financial or other incentives provided herein.
B. Grantee exists and is duly authorized and in good standing under the laws of the
State of Texas, and shall remain so during the term of this Agreement.
C. In the event of any conflict between the City of Denton Code of Ordinances and
federal, state, or other local regulations, and this Agreement, such ordinances and/or regulations
shall control.
D. In accordance with Chapter 2264 of the Texas Government Code, Grantee
covenants and certifies that Grantee shall not knowingly employ any person who is not lawfully
admitted for permanent residence to the United States or who is not authorized under law to be
Agreement, Grantee shall notify the City of any complaint brought against Grantee alleging that
Grantee has knowingly employed Undocumented Workers. In accordance with section 2264.052
of the Texas Government Code, if Grantee is convicted of a violation of 8 U.S.C. section 1324a(f)
for employing an Undocumented Worker, all grant payments shall be terminated, and Grantee
shall repay the amount of all grants with interest of ten percent (10%) per annum from the date the
grant payment(s) was made. Repayment shall be paid within 120 days after the date Grantee
receives notice of such conviction from the City.
E. Grantee shall not fail to render for taxation any property located within the City of
Denton, nor shall it allow the ad valorem taxes owed to the City on any property owned by the
Grantee and located within the City of Denton to become delinquent beyond the last day they can
be paid without assessment of penalty, as such date is generally extended to allow for any appeal.
F. Grantee shall not allow any other municipal fees, levies, assessments, bills, or fines
to become delinquent.
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"Premises" means the
"Location Grant" has the meaning given in Section 111.E of this Agreement.
Grantee covenants and agrees with the City that the City's obligations under this
Agreement are subject to the fulfillment of the Grantee's obligations under this Agree
employed in that manner in the United States ("Undocumented Worker"). During the term of this
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G. Grantee shall not discriminate in employment and contracting based on race, sex,
sexual orientation, gender identity, age, disability, creed, color, genetics, or national origin, and
shall not violate any applicable anti-
H. Grantee agrees to use good faith efforts to purchase and select goods, services, and
contractors from businesses located in the City of Denton whenever such goods, services, and
contractors are comparable in availability, quality, and price. In the selection of contractors,
suppliers, or other persons proposed for work on this Agreement, Grantee agrees to use its good
faith efforts to select and employ historically underutilized businesses for work on this Agreement,
whenever such vendors are comparable in availability, quality and price; however, Grantee is not
required to use such vendors. Grantee is not required to but may submit information related to any
good faith efforts as it relates to the local procurement of goods and services or the use of
historically underutilized businesses with its annual Certificate of Compliance.
III.
TERMS OF GRANTS
A. The City agrees to provide the Grantee a Job Grant in the amount shown in TABLE
V-1 for each new Eligible Job or Knowledge-based Job added in the applicable Coverage Period
as shown in TABLE III-1. The total amount of the Job Grant shall not exceed Sixteen Thousand
Five Hundred Dollars ($16,500) over the term of this Agreement. The calculation of the Job Grant
payment amount for any Coverage Period as shown in TABLE III-1 and the schedule of payments
shall be made in accordance with Articles IV and V.
B. To receive a Job Grant payment for a Coverage Period, the Grantee must submit
the annual Certificate of Compliance (Exhibit A) in a form approved by the City and which
contains all information required by this Agreement, along with all documentation required in
Section IV.B of this Agreement, on or before the corresponding Certification Due date provided
in TABLE III-1 below:
TABLE III-1
Coverage Period Certification Due Year 1 March 31, 2028 Year 2 March 31, 2029 Year 3 March 31, 2030 Year 4 March 31, 2031 Year 5 March 31, 2032
C. If at any time during the term of this Agreement Grantee fails to maintain the total
number of Eligible Jobs from all previous Coverage Periods, the Grantee is ineligible for the Job
Grant payment until the Eligible Job numbers exceed the level prior to reduction. Only Eligible
Jobs added in excess of the highest number of Eligible Jobs which existed prior to the reduction
will be considered in the calculation of a Job Grant. Grantee shall repay to City any portions of the
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discrimination laws in connection with Grantee's business.
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Job Grant previously paid by the City that are attributable to Eligible Jobs that become vacant
during the Term of this Agreement and remain vacant for more than one (1) Coverage Period.
D. The City agrees to provide a Location Grant to Grantee in an amount not to exceed
Fifty Thousand the Improvements
resulting in receiving a Certificate of Occupancy from the City of Denton for the Premises and a
successful media release (posted to official social media or to a news
publication) announcing first US manufacturing location in Denton, Texas, subject to
the terms of this Agreement. The Location Grant may be requested by Grantee during the term of
this Agreement after the Certificate of Occupancy has been received by Grantee by submitting a
written request that includes a copy of the Certificate of Occupancy and media release.
E. The City will provide an ad Valorem Tax Grant equal to 60% of the increase in
City ad valorem taxes above the 2024 City ad valorem taxes received by the City for the Premises,
to the extent that increase is attributable to the Improvements and tangible personal property on
the Premises (excluding inventory, vehicles and supplies, and increases to land value) as
determined by the Denton Central Appraisal District (DCAD), paid annually for a period of five
years, commencing the first year following receipt by Grantee of the new Certificate of Occupancy
based on the Improvements, in an amount not to exceed One Hundred Seventy Thousand Three
Hundred Fifty-Seven dollars ($170,357).
F. The total amount of the Job Grant, Ad Valorem Tax Grant for Improvements and
Business Personal Property, and Location Grant shall not exceed Two Hundred Thirty-Six
Thousand Eight Hundred Fifty-Seven Dollars ($236,857).
G. A payment of the Job Grant, Location Grant, or Ad Valorem Tax Grant provided
for in this Agreement shall be subject to annual appropriation by the City Council in the annual
ement shall not constitute a general obligation of
the City or indebtedness under the constitution or laws of the State of Texas.
IV.
PAYMENTS OF GRANTS
A. The Location Grant
receipt of the written request for payment of the Location Grant from Grantee with appropriate
documentation, provided the other requirements for payment of the Location Grant provided
herein have been satisfied.
B. The City will pay the Job Grant requested pursuant to the requirements of this
Agreement within 60 days of receiving the request, Certificate of Compliance, and the following
documentation:
Annual employment roster or other document
requested by the City that includes titles of positions, employee address, total salary
per employee, total benefits amount paid by the employer per employee and total
compensation (Salary + Benefits) amount per employee; and
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Dollars ($50,000) upon Grantee's successful completion of
Grantee or its affiliates'
Grantee's
budget and the City's obligations under this Agre
payment will be paid to Grantee within sixty (60) days of City's
• from Grantee's payroll systems
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The date on which each Job was filled and if Grantee has received a Bonus payment
for that Job.
C. The City shall pay the Ad Valorem Tax Grants annually for a period not to exceed
five (5) years during the term of this Agreement, with the first payment being due and payable
after the City is in receipt of all City ad valorem taxes due as of February 1st of the year following
the calendar year in which a Certificate of Occupancy is issued by the City, for the Improvements
and the taxable business personal property located on the Premises.
Any grant payment by the City contemplated in this Agreement shall be issued to PR Gypsum,
LLC unless an approved assignment occurs under Article XVII herein, and in which case
payment shall be directed to the entity assigned rights under this Agreement.
V.
CALCULATION OF INSTALLMENT PAYMENTS
A. The Job Grant for a Coverage Period, if any, shall be calculated by multiplying the
-1.
TABLE V-1
Annual Salary Ranges Grant Amount Per Eligible Job
$65,000 to $74,999.99 $500
$75,000 to $89,999.99 $1,000
$90,000 to $99,999.99 $2,500
$100,000 or greater $5,000
B. There is no cap on the Job Grant payments for any Coverage Period, so long as the
cumulative Job Grant payments do not exceed Sixteen Thousand, Five Hundred Dollars ($16,500)
over the term of this Agreement.
VI.
OTHER GRANTEE OBLIGATIONS
A. Grantee shall deliver to the City before March 31st of each year their written request
for incentive payment, if any, the Certificate of Compliance, and any other documentation required
by this Agreement or requested by the City, beginning on the year following issuance of the
Certificate of Occupancy and each year thereafter during the term of this Agreement. Said written
request and required documentation shall reflect all relevant information from the previous
calendar year. Grantee shall warrant to the City in its Certificate of Compliance that it is in full
compliance with its obligations under this Agreement for the preceding year, unless an approved
assignment occurs under Article XVI herein, and in which case payment shall be directed to the
entity assigned rights under this Agreement.
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•
number of new Eligible Jobs added in the Coverage Period by the "Grant Amount per Eligible
Job" in Table V
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B.
demonstrating proof of Eligible Jobs, Knowledge-based Jobs in accordance with the terms of this
II-1, may, in the
sole discretion of the City, result in Grantee being ineligible to receive the Job Grant for the
applicable Coverage Period.
C. A condition of the Ad Valorem Tax Grant is that, by December 31, 2027, Grantee shall
have made a capital investment in tangible personal property (excluding inventory, vehicles, and
supplies) and Improvements (excluding land) on the Premises in an amount of at least $6,790,000,
as determined by DCAD. Grantee shall maintain the required investment for the term. If the
taxable valuation of tangible personal property (excluding inventory, vehicles, and supplies) and
Improvements (excluding land) on the Premises is not at least $6,790,000 there will be no rebate
for that tax year.
VII.
AUDITS AND MONITORING
A. During the term of this Agreement, the City reserves the right to conduct audits of
the employment records of the Grantee related to this Agreement if, in the sole opinion of the City,
such action is determined to be necessary. Grantee agrees upon reasonable advance request to
furnish the City with additional records and information reasonably requested to support that the
terms and conditions of this Agreement have been satisfied. Failure to provide such assistance
shall be grounds for default, and City may withhold any Job Grant, and Location Grant payment
until such assistance is provided. During the term of this Agreement, the City will keep, or cause
to be kept, copies of all documentation or employment records provided by the Grantee, payments
made to Grantee, and any other calculations, allocations, and payments required by this
Agreement.
B. Grantee shall provide access and authorize inspection of the Property by authorized
City
forth in this Agreement and to ensure compliance with the conditions precedent to making
payments of any Grant. Such inspections shall not unreasonabl
activities. Such inspections shall be in addition to, and not in place of, any inspections required by
ordinance for construction on the Property and the like.
C. This Article VII shall survive termination of this Agreement for six (6) months.
VIII.
DEFAULT AND TERMINATION
A. If a party fails to perform any of its obligations under this Agreement and such
failure is not cured within thirty (30) days after written notice, the failure of the non-performing
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Grantee shall submit to the City documentation supporting Grantee's request and
Agreement adequate to justify Grantee's receipt of the Job Grant. A failure to provide the
supporting documentation by the "Certification Due" date set forth in TABLE I
representatives for the purpose of ensuring Grantee's compliance with the obligations set
y interfere with Grantee's business
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party to cure within such thirty (30) day period (or to commence and continue diligently to cure
such default if the nature of the failure cannot reasonably be cured within 30 days in the exercise
of all due diligence) shall constitute a default under this Agreement. A default by Grantee shall
entitle the City to all remedies available at law or in equity, including but not limited to, termination
of this Agreement, injunctive relief, specific performance, and suspending or withholding Job
Grant, Location Grant, and Ad Valorem Tax Grant payments. A default by the City shall entitle
Grantee as its sole remedy to seek specific performance of the terms of this Agreement.
B. The Property shall be operated and maintained for the purposes set forth herein
except as otherwise authorized or modified by this Agreement. The City shall have the right to
terminate the Agreement if the Grantee does not occupy and operate the premises continuously for
the purposes set forth in the Agreement for the entire term of the Agreement.
C. ursuant to
Section VIII.A above during the Term of this Agreement, the Grantee shall, upon demand by City,
repay to City the full amounts of any Job Grant or Ad Valorem Tax Grant paid to Grantee for the
most recent past Coverage Period for which payment was made. In the years following the final
Coverage Period, Grantee shall refund to City the percentage of the amount of any Job Grant and
Ad Valorem Tax Grant payments paid to Grantee in Year 5, as shown in Table VIII-1 below.
Repayment of grant payments shall become due 60 days following receipt of such
demand, and shall accrue interest if overdue at the rate of the lesser of either 10% per annum or
the greatest rate which may be charged or collected under applicable law. The rights of the City to
require recapture and demand repayment of grant payments, and the obligation of Grantee to pay
such, shall survive termination of the Agreement as shown in Table VIII-1.
TABLE VIII-1
Year
5 + 1
Year
5 + 2
Year
5 + 3
Refund to
City 50% 25% 15%
IX.
INDEMNITY
IT IS UNDERSTOOD AND AGREED THAT GRANTEE IN PERFORMING ITS
OBLIGATIONS HEREUNDER IS ACTING INDEPENDENTLY AND THE CITY
ASSUMES NO RESPONSIBILITIES OR LIABILITIES IN CONNECTION THEREWITH
TO THIRD PARTIES AND GRANTEE AGREES TO DEFEND, INDEMNIFY, AND
HOLD HARMLESS THE CITY FROM AND AGAINST ANY AND ALL DIRECT AND
OUT-OF-POCKET DAMAGES INCURRED BY THE CITY RESULTING FROM
CLAIMS, SUITS, AND CAUSES OF ACTION OF ANY NATURE WHATSOEVER
HEREUNDER.
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If the City terminates this Agreement due to the Grantee's breach p
Grantee's
I I I I
BROUGHT BY ANY THIRD PARTY ARISING OUT OF GRANTEE'S OBLIGATIONS
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X.
REPRESENTATIONS AND WARRANTIES BY THE CITY
The City represents and warrants that:
A. The City is a home rule Texas municipal corporation that has the power to enter
into and has taken all actions to date required to authorize this Agreement and to carry out its
obligations hereunder; and
B. This Agreement constitutes a valid and binding obligation of the City, enforceable
according to its terms, except to the extent limited by governmental immunity and bankruptcy,
nd by equitable
principles, whether considered at law or in equity.
C. The funds granted by the City are derived from sources lawfully available to the
City and are not proceeds of bonds or other obligations of the City payable from ad valorem taxes.
XI.
REPRESENTATIONS AND WARRANTIES BY GRANTEE
Grantee represents and warrants that:
A. Grantee is a Texas corporation duly registered and validly existing under the laws
of the State of Texas and is, or will prior to the Effective Date of this Agreement, be qualified to
do business in the State of Texas; has the legal capacity and the authority to enter into and perform
its obligations under this Agreement; and
B. The execution and delivery of this Agreement and the performance and observance
of its terms, conditions and obligations have been duly and validly authorized by all necessary
action on its part to enter into this Agreement; and
C. Grantee knows of no litigation, proceeding, initiative, referendum, or investigation
or threat of any the same contesting the powers of the City, Grantee or any of its principals or
officials with respect to this Agreement that has not been disclosed in writing to the City; and
D. Grantee has the necessary legal ability to perform its obligations under this
Agreement and has the necessary financial ability, through borrowing or otherwise, to construct
improvements on the portions of the property that Grantee may acquire or improve in accordance
with this Agreement. This Agreement constitutes a valid and binding obligation of Grantee,
enforceable according to its terms, except to the extent limited by bankruptcy, insolvency and other
laws of general application affecting creditors' rights and by equitable principles, whether
considered at law or in equity.
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insolvency, and other laws of general application affecting creditors' rights a
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XII.
RIGHTS OF LENDERS AND INTERESTED PARTIES
The City is aware that financing for Grantee may be provided, in whole or in part, from
time to time, by one or more third parties, including, without limitation, lenders, major tenants,
equity partners and purchasers or dev
Agreement, all notices to which Grantee is entitled under XVIII of this Agreement shall be
provided to the Interested Parties at the same time they are provided to Grantee (provided the
Interested Parties have previously been identified to the City and provided their notice addresses
to the City). If any Interested Party is permitted under the terms of its agreement with Grantee to
cure the event of default and/or to assume Grantee's position with respect to this Agreement, the
City agrees to recognize such rights of the Interested Party and to otherwise permit the Interested
Party to cure the event of default and to assume all of the rights and obligations of Grantee under
this Agreement. The City shall, at any time upon reasonable request by Grantee, provide to any
Interested Party an estoppel certificate or other document evidencing that this Agreement is in full
force and effect and that no event of default by Grantee exists hereunder (or, if appropriate,
specifying the nature and duration of any existing event of default). Upon request by any Interested
Party, the City will enter into a separate assumption or similar agreement with such Interested
Party, consistent with the provisions of Article.
XIII.
COMPLIANCE
This Agreement shall be conditioned upon and subject to compliance with applicable
federal, state, and City laws, ordinances, rules, and regulations.
XIV.
NO VESTED RIGHTS
The Grantee shall be subject to all applicable ordinances of the City, whether now existing
or in the future arising. This Agreement shall confer no vested rights, as defined and referenced in
Chapter 245 of the Texas Local Government Code, as amended, on the Grantee or property where
Grantee conducts business. Grantee agrees and acknowledges that this Agreement is not required
by the City for the Owner to complete the project described in the Grant Application.
XV.
ENTIRE AGREEMENT; CHANGES AND AMENDMENTS
This Agreement constitutes the entire agreement of the Parties with regard to the subject
matter hereof. Except as specifically provided otherwise in this Agreement, any alterations or
deletions to the terms of this Agreement shall be by written amendment executed by both Parties
to this Agreement.
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elopers (individually, an "Interested Party" and collectively,
"Interested Parties"). In the event Grantee fails to perform any of its obligations under this
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XVI.
SUCCESSORS AND ASSIGNS
This Agreement shall be binding on and inure to the benefit of the Parties, their respective
successors, and assigns. Grantee may assign all or part of its rights and/or obligations in or to or
under this Agreement upon written notice to the City of such assignment. The City may execute
amendment to the Agreement shall not be unreasonably withheld or delayed. If an assignee agrees
in writing to be bound by the terms and conditions of this Agreement and executes an amendment
to this Agreement stating the same, the assignor shall be released as to the obligations assigned but
not as to any obligations or liabilities of the assignor to the City that arose prior to the assignment.
XVII.
NOTICE
Any notice and/or statement required or permitted to be delivered shall be deemed
delivered five business days after being deposited in the United States mail, certified with return
receipt requested, postage prepaid, addressed to the appropriate party at the following addresses,
or at such other addresses provided by the Parties in writing. Any such notice and/or statement
shall also be deemed delivered when delivered by a nationally recognized delivery company (e.g.,
FedEx or UPS) with evidence of delivery signed by anyone at the delivery address.
If to Grantee:
PR Gypsum, LLC
c/o Panel Rey
Attn: Alan Villanueva Torres
Serafin Pena 938 Sur, Monterrey, Nuevo Leon, 64610, Mexico
Email: alan.villanueva@gpromax.com
If to the City: With a copy to:
City of Denton City of Denton
Attn: City Manager Attn: City Attorney
215 E. McKinney 215 E. McKinney
Denton, Texas 76201 Denton, Texas 76201
Phone: (940) 349-8307 Phone: (940) 349-8333
XVIII.
APPLICABLE LAW
This Agreement shall be governed by and construed in accordance with the laws of the
State of Texas. Venue for any action under this Agreement shall be in a court of competent
jurisdiction in Denton County, Texas. This Agreement is performable in Denton County, Texas.
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an amendment to this Agreement evidencing the assignment and the City's execution of said
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XIX.
BENEFIT OF AGREEMENT
This Agreement is executed solely for the benefit of the Parties and their successors and
assigns, and nothing in this Agreement is intended to create any rights in favor of or for the benefit
of any third party.
XX.
LEGAL CONSTRUCTION/PARTIAL INVALIDITY OF AGREEMENT
In case any one or more of the provisions contained in this Agreement shall for any reason
be held to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or
unenforceability shall not affect any other provision thereof and it is the intention of the Parties to
this Agreement that in lieu of each provision that is found to be illegal, invalid or unenforceable,
upon written, mutual agreement of both parties and approval of the City Council, a provision be
added to this Agreement which is legal, valid and enforceable and is as similar in terms as possible
to the provision found to be illegal, invalid or unenforceable.
XXI.
FORM 1295
Submitted herewith is a completed Form 1295 generated by the Texas Ethics
Section 2252.908 of the Texas Government Code and the rules promulgated by the TEC (the
"Form 1295"). The City hereby confirms receipt of the Form 1295 from the Owner and the
Developer, and the City agrees to acknowledge such form with the TEC through its electronic
filing application not later than the 30th day after the receipt of such form. The Parties understand
and agree that, with the exception of information identifying the City and the contract identification
number, neither the City nor its consultants are responsible for the information contained in the
Form 1295; that the information contained in the Form 1295 has been provided solely by the
Owner; and neither the City nor its consultants have verified such information.
XXII.
TERM
This Agreement shall be effective as of the Effective Date. This Agreement will terminate
on the earlier to occur of (a) March 31st of the third (3rd) calendar year following the fifth (5th)
Coverage Period or (b) the date of termination for default in accordance with Article VIII. After
termination of this Agreement, the City shall not be liable to make any further payments to Grantee
except, if applicable, payment of the Job Grant, or Ad Valorem Grant Y
TABLE III-1 for which Grantee is eligible.
Docusign Envelope ID: 7D260575-C4D6-43CC-B46A-CB6D8552D015
Commission's (the "TEC") electronic filing application in accordance with the provisions of
for " ear 5" as provided in
13
EXECUTED and effective as of the ______ day of _____________, 2025
action of the City Council, and by Grantee, acting through its duly authorized officials.
CITY OF DENTON, TEXAS
____________________________________
SARA HENSLEY, CITY MANAGER
ATTEST:APPROVED AS TO LEGAL FORM:
_________________________________ ________________________________
LAUREN THODEN, CITY SECRETARY MACK REINWAND, CITY ATTORNEY
PR GYPSUM, LLC
By:
Its:
THIS AGREEMENT HAS BEEN
BOTH REVIEWED AND APPROVED
as to financial and operational
obligations and business terms.
____________________
SIGNATURE
_______________________
PRINTED NAME
________________________________
TITLE
________________________________
DEPARTMENT
Docusign Envelope ID: 7D260575-C4D6-43CC-B46A-CB6DB552D015
("Effective
Date"), by the City signing by and through its City Manager, duly authorized to execute same by
16th July
!{ DocuSigned by:
~D~=
r--: DocuSigned by:
Lc:=3~~
/ _we,? Scott Bray
';)c,,'111 va Dcpmy O>y "'''"''
Nn rTTV A TTnR
Legal Representative
Brittany Sotelo
Director
Economic Development
14
CITY OF DENTON
INCENTIVE
ANNUAL CERTIFICATE OF COMPLIANCE
PR GYPSUM, LLC
A. Payment
1. The Chapter 380 Agreement provides annual payments for up to five-years based on conditions
being met. For years one through five, the Agreement provides for annual rebates equal to 60
percent of the increase above the base year of the City' s ad valorem taxes received for the previous
year, excluding the value of land, inventory or vehicles.
2. The City property taxes paid for January 1, 20_ valuation are:
3561 Shelby Lane.
Real Property: __________________________________
Business Personal Property: _______________________
A. Required Attachments
I hereby certify that, to the best of my knowledge and belief, the information provided herein is
accurate and in compliance with the terms of the Economic Development Agreement with the City
of Denton, Texas. I have provided a copy of all documentation needed to substantiate the job
creation threshold requirement for which I am requesting a rebate payment.
_____________________________________________________________________________
Printed Name and Title of Certifying Officer
______________________________________ ___________________
Signature of Certifying Officer Date
Note: This form is due by March 31 of each year after the commencement date, and as long as
this Agreement is in effect.
Attach employee roster as required by Economic Development Agreement.
This Certificate of Compliance should be mailed to:
City of Denton
Attn: Economic Development
401 N. Elm St.
Denton, TX 76201
EXHIBIT A
Docusign Envelope ID: 7D260575-C4D6-43CC-B46A-CB6D8552D015
15
Exhibit B
Site Plan
Docusign Envelope ID: 7D260575-C4D6-43CC-B46A-CB6D8552D015
DAKOTA LN
: -------------------------------7
I I
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-+ + + + + + + + + + +-
1" -t--t--t-"'" +++ ... ++ .. + + + + ++++++ -+ + + + + .,. -t-.,. t-.,..,. + + + + + +++,t-++ -+ + + + + +++f-++ -+ + + + + +++f-++ -+ + + + + ++++++ -+ + + + + ............. + + + + + ++++++ -+ + + + + ............ + + + + + ++++++ -+ + + + + + + + + +
........ ♦ .. ♦ .. ♦ ..
+ + + + + + + ... + + -+ + + + + + + + + + + + + + + + + + + + -+ + + + + + + .. + + :i + + + + ?"+i-++ ~::::::::
+ + + + + + + + + + + + + +
+ + ... + + + + + + + + .. + + + + + + + + 4-+ + + + + + + + ♦ + + -+ + + + + ++++++ .. + + + + ++++++ + + + + + + ' +
3 >-~ "'
16
Exhibit C
Legal Description
Being Lot 6, Block A, Corbin Road Business Park, Phase III, Denton County, Texas, according
to the Plat thereof recorded in Cabinet Y, Page 639, Plat Records, Denton County, Texas.
Docusign Envelope ID: 7D260575-C4D6-43CC-B46A-CB6D8552D015