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HomeMy WebLinkAbout26-0674 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 Mister Red LLC, a Texas limited liability company with principal place of business at 122 N. Locust Street 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 13th day of January 2026, 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 $50,000 (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 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, 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: Mister Red, LLC Cassey Ogden, Interim City Manager 122 N. Locust 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. ThisAgreementisexecutedandeffectiveonthis,thedayof,2026, (thebydulyauthorizedofficialsoftheCityand Owner. CITYOFDENTON CASSEYOGDEN,INTERIMCITYMANAGER ATTEST: INGRIDREX,CITYSECRETARY BY: APPROVED AS TO LEGAL FORM: MACKREINWAND,CITYATTORNEY BY: OWNER: Mister RedLLC By: Mike Church,Managing Member ORIGINAL TOWN OF DENTON BLK 7 LOT 1 EXHIBITB APPLICATIONANDIMPROVEMENTS