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DOWNTOWN REINVESTMENT GRANT AGREEMENT
This Downtown Reinvestment Grant Agreement (the
and between the City of Denton, Texas, a Texas municipal corporation duly acting herein by and
through its City Manager , and Brakefields Pool Service LLC, a Texas limited
liability company with principal place of business at 520 S. Elm Street, Denton, TX 76201
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 Downtown Reinvestment Grant Program Policy (the a copy of which is on file
in the City of Denton Economic Development Office and which is incorporated herein by
reference; and
WHEREAS, the Program constitutes appropriate and governing
downtown reinvestment grant incentive agreements to be entered into by the City;
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
WHEREAS, on the 10th day of November, 2025, Owner submitted an application for a
reinvestment grant with various attachments to the City concerning the contemplated use of the
Premises (the which is attached hereto and incorporated herein by reference as
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 and Owner for and in consideration of the premises
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 $10,000 (the
"Grant") attributable to new Improvements, as hereinafter defined,
being constructed on the Premises.
2. The Grant will be distributed to Owner as a lump sum
reimbursement upon completion of the Project, the receipt of
adequate documentation of expenditure of the Grant amount on
costs necessary and related to the Improvements as described in
Exhibit "B" attached hereto, and approval of the completed
Improvements by the City.
B. A condition of receiving the Grant is that, by May 5, 2027, Owner will complete paint
and sign updates as described in Exhibit "B" (collectively, the "Improvements") 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 forth in Exhibit "B" and
comply with the requirements of the Program, which are incorporated herein by reference.
D. Owner agrees to comply with all the terms and conditions set forth in this Agreement.
E. The parties expressly understand and agree that City's payment of the Grant is
contingent upon City's receipt and appropriation of adequate funds to 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 te1minate the Agreement.
F. It is expressly understood that this Agreement in no way obligates the City to provide
more funds than the Grant amount.
II.
CONDITION OF REIMBURSEMENT
A. Prior to payment of any portion of the Grant, all ad valorem real prope1iy taxes with
respect to the Premises and all other prope1iy 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 specified in Exhibit "B."
C. If alterations to the paint or sign are made for any reason within one (1) year from final
payment of the Grant without prior written consent from the City, 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.
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 info1mation 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 in a way that will not interfere with Owner's business operations.
IV.
GENERAL PROVISIONS
A. The City has adopted guidelines and criteria for the Program that allow it to enter into
this Agreement containing the te1ms set fo1th 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
ordinances 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.
E. Pursuant to Section 2264. 051 of the Texas Government Code, Owner certifies that it
and its branches, divisions, or departments do not and will not knowingly employ an
undocumented worker.
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:
Brakefields Pool Service, LLC Cassey Ogden, Interim City Manager
520 S. Elm Street City of Denton
Denton, TX 76201 215 E. McKinney,
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.
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
ordinances, resolutions, or City Council actions authorizing same and Owner shall be entitled to
intervene in said litigation.
IX.
APPLICABLE LAW
This Agreement shall be construed under the laws of the State of Texas and is fully
performable 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 parties 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
original, but all of which together shall constitute one and the same instrument.
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
provisions 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
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
DEMAND, ACTION OR CAUSE OF ACTION WHICH DIRECTLY OR
OF ITS OBLIGATIONS HEREUNDER AND ANY CONTESTS OR CHALLENGES
TO THE LEGAL AUTHORITY OF THE CITY OR OWNER TO ENTER INTO THIS
AGREEMENT AND ANY AND ALL LIABILITIES, LOSSES, COSTS OR EXPENSES
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 NEGLIGENCE OR WILLFUL MISCONDUCT OF THE CITY OR
THE BREACH BY THE CITY OF THIS AGREEMENT.
\[Signature page follows\]
ThisAgreementisexecutedandeffectiveonthis,thedayof,2026,
(thebydulyauthorizedofficialsoftheCityand Owner.
CITYOFDENTON
CASSEYOGDEN,INTERIMCITYMANAGER
ATTEST:
INGRIDREX,CITYSECRETARY
BY:
APPROVED AS TO LEGAL FORM:
MACKREINWAND,CITYATTORNEY
BY:
OWNER:
Brakefields Pool Service LLC
By:
Jay Brakefield, Member
EXHIBIT A
LEGAL DESCRIPTION OF THE PREMISES
Being Lot 2A, Block 33 of the ORIGINAL TOWN OF DENTON, an addition to the City of Denton,
Denton County, Texas, according to the Plat thereof recorded in Cabinet F, Page 309, Plat Records,
Denton County, Texas
EXHIBIT B
APPLICATION AND IMPROVEMENTS
art. LED Retrofit
Downtown This project will enhance the appearance of my business, making it more
benefit inviting and visually appealing to visitors and residents. Fresh paint and
signage will not only improve my storefront but also contribute to the
overall aesthetic of downtown, helping create a more vibrant, attractive,
and welcoming environment. An improved exterior encourages foot
traffic, supports neighboring businesses by drawing more people to the
area, and demonstrates pride in our community. By investing in the look
of my business, I am helping strengthen the identity and appeal of the
downtown district as a whole.
General or fire
suppression General grant categories
application
Facade/building
26000.00
rehab cost
Facade/building
rehab 25833.33
requested grant
Awnings cost 0
Awnings
0
requested grant
Signs cost 7050.32
Signs
8000.00
requested grant
Impact fees
0
cost
Impact fees
0
requested grant
Utility upgrades
0
cost
Utility upgrades
0
requested grant
Interior/code
improvements 0
cost
Interior/code
improvements 0
requested grant
723 S Woodrow Lane
Denton, TX 76205
ESTIMATE
(940) 382-8899
EST-9972
signarama-denton.com
Payment Terms: Cash Customer
DESCRIPTION: Vacuumed Form Pylon Face- Qty 2
Bill To:Brakefield's Pool ServicePickup At:Signarama Denton, Texas
701 S Locust St Suite 121723 S Woodrow Lane
Denton, TX 76201Denton, TX 76205
USUS
Requested By: Jay BrakefieldSalesperson: House Signarama Denton Texas
Email: jay@bps940.comEntered By: Glen Smith
Work Phone: (940) 536-9689
PRODUCTSQTYUNIT PRICETAXABLETOTALS
1$4,783.00$4,783.00$4,783.00
Vacuumed Form Pylon Face- Qty 2 with install
1
59 3/4 x 96 1/4 lexan pans, 2deep, 1 1/2flange for 1retainer,
painted white b.g, 4 pms teal and/or blue, black, opaque for dark colors,
white, double mask, outline, art
1.1Custom Item Taxed - Sign Faces
1$1,355.00$1,355.00$1,355.00
LED Retrofit
2
2.1Custom Item Taxed - Sign Faces
$6,138.00
Base Subtotal:
Regarding the production of custom signs, this estimate is valid based on
$375.00
Shipping:
information from the client about the project requirements. Changes by the
$6,513.00
Subtotal:
client after proof and quote approval may result in a change to the price of the
$6,513.00
Taxable Amount:
produced signs. There will be a 3.25% convenience fee added to all orders that
$537.32
Taxes:
are paid with a credit card. Customers paying with checks or cash must notify
$7,050.32
Grand Total:
Signarama to remove the charge.
$3,525.16
Deposit Required:
Permitting: An administrative fee will be added for each permit filed with the city.
This covers artwork, creation for plans submitted, and paperwork to be filed with
the city. Additionally, the raw cost of the permit as billed by the city will be added
to the final invoice at no markup. It is the responsibility of the client to inform E &
S Signs LLC dba Signarama Denton to remove the permit acquisition fees if they
wish to obtain it themselves, or forgo acquiring a permit altogether. The property
owner / tenant is ultimately held responsible for permits and code violations on
premises, and acknowledges E & S Signs LLC dba Signarama Denton is not liable
for any violations or fees from improper permit acquisition. All signs are property
of E & S Signs LLC dba Signarama Denton until payment is received in full.
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Regarding Installation and onsite services, this quote is for estimation purposes and is not a guarantee of cost for sign services for
installation. The Estimate is based on current information from the client about the project. for the time required to complete the
installation. Actual cost may change once project elements are finalized. Client agrees that sign service & repair will add on the cost
of ballast, LED lights, lamps, sockets, wiring, and other components to restore sign illumination as needed only. Client must request
and approve the complete replacement of lamps. Client may choose to pay for a site survey wherein we will inspect the sign
illumination and will provide an itemized list of replacement components the sign needs. Note any lighted sign longer 10ft in is
subject to a center seam. This estimate only includes the installation to an existing sign circuit. If there is no existing sign circuit an
electrician will be needed to create the sign circuit and completed by the owner before the installation of the lighted sign.
THIS ESTIMATE IS VALID FOR 30 DAYS FROM THE LAST REVISED DATE. Tariffs: Any cost of Tariffs, if applicable, will be applied as a
shipping line item, and may vary depending on materials and economical climate. Client will be notified by E&S Signs LLC of the tariff
amount and must approve before the project is moved into production.
Signature:Date:
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