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2011-1261\0dad\departments\lega1\our documents\ordinances111\207 n. elm ed canada.doc ORDINANCE NO. 2011-126 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF DENTON, TEXAS, APPROVING A GRANT APPLICATION FROM ED CANADA FROM THE DOWNTOWN INCENTIVE GRANT PROGRAM NOT TO EXCEED $10,000; AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, on April 3, 2007, the City Council approved a Downtown Incentive Reimbursement Program by Ordinance No. 2007-072; and WHEREAS, Ed Canada applied for a $10,000 grant; NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The City Council of the City of Denton hereby approves the Agreement attached heretowith from Ed Canada in an amount not to exceed $10,000 from the Downtown Incentive Reimbursement Grant Program. SECTION 2. The City Manager, or his 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 3. This Ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of , 2011. i MARK A. BURR ' GHS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: C APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY 4 BY Odocuments and settingslcagilbrellocal settingsltemporary internet files\content.outlooklwlh3f3go,ed canada agreement original.doc DOWNTOWN REIMBURSEMENT GRANT INCENTIVE AGREEMENT This Downtown Reinvestment Grant Incentive Agreement (the "Agreement") is entered into by and between the City of Denton, Texas (the "City"), duly acting herein by and through its Mayor, and Ed Canada, Owner of 207 N. Elm Street (the "Owner"), duly authorized to do busi- ness and in good standing in the State of Texas, duly acting herein by and through its authorized officer. WHEREAS, the City has adopted a resolution which provides that it elects to be eligible to participate in downtown reinvestment grant incentives and has adopted guidelines and criteria governing downtown reinvestment grant incentive agreements known as the Denton Downtown Reinvestment Grant Incentive Program; and WHEREAS, on the 3rd day of April, 2007, the City Council of Denton, Texas (the "City Council") adopted the Denton Downtown Incentive Reimbursement Program (the "Program"), a copy of which is on file in the City of Denton Economic Development Office and which is in- corporated herein by reference; and WHEREAS, the Denton Downtown Incentive Reimbursement Program Policy consti- tutes appropriate "guidelines and criteria" governing downtown reinvestment grant incentive agreements to be entered into by the City; and WHEREAS, Owner will be the owner, as of the Effective Date (as hereinafter defined), which status is a condition precedent, of certain real property, more particularly described in Ex- hibit "A" attached hereto and incorporated herein by reference and made a part of this Agree- ment for all purposes (the "Premises") as of the Effective Date; and WHEREAS, on the 7th day of April, 2011, Owner submitted an application for reinvest- ment with various attachments to the City concerning the contemplated use of the Premises (the "Application"), which is attached hereto and incorporated herein by reference as Exhibit "B"; and WHEREAS, the City Council finds that the contemplated use of the Premises, the Con- templated 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 Ordinance and Program and similar guidelines and cri- teria adopted by the City and all applicable law; NOW, THEREFORE, the City and Owner for and in consideration of the premises and the promises contained herein do hereby contract, covenant, and agree as follows: cAdocuments and settings\cagilbre\local settings\temporary internet files\content.outlook\wlh3flgo\ed canada agreement original.doc 1. TERMS AND CONDITIONS OF REIMBURSEMENT A. In consideration of and subject to the Owner meeting all the terms and conditions of reimbursement set forth herein, the City hereby grants the following reimbursement: 1. A reimbursement in an amount not to exceed $10,000 attributable to new capital investments, as hereinafter described, being constructed on the Premises. B. A condition of the Reimbursement is that, by August 16, 2012 (subject to force majeure delays not to exceed 180 days), a capital investment in the form of fagade rehabilitation, awnings and signs, as described in Exhibit "B" be constructed on the Premises. For the purposes of this paragraph, the term "force majeure" shall mean any circumstance or any condition beyond the control of Owner, as set forth in Section XXI "Force Majeure" which makes it im- possible to meet the above-mentioned thresholds. C. The term "capital investment" is defined as the construction, renovation and equipping of fagade improvements, awnings and signs, as described in Exhibit "C" (the "Im- provements on the Premises", the "Contemplated Improvements" or "Improvements") to include costs related to the construction of the Improvements on the Premises. D. A condition of the Reimbursement is that the Contemplated Improvements be constructed and the Premises be used substantially in accordance with the description of the project set forth in Exhibit "B". E. Owner agrees to comply with all the terms and conditions set forth in this Agree- ment. II. CONDITION OF REIMBURSEMENT A. At the time of the award of the Reimbursement, all ad valorem real property taxes with respect to said property owned within the City shall be current. B. Prior to the award of the Reimbursement, Owner shall have constructed the Capi- tal Improvements as specified in Exhibit "B". 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 insure that the Improvements are made and the 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. Page 2 cAdocuments and settings\cagilbre\local settings\temporary internet files\content.outlook\wlh3f3g0,ed canada agreement original. doc IV. GENERAL PROVISIONS A. The City has determined that it has adopted guidelines and criteria for the Down- town Reimbursement Grant Incentive Program agreements for the City to allow it to enter into this Agreement containing the terms set forth herein. B. The City has determined that procedures followed by the City conform to the re- quirements of the Code and the Policy, and have been and will be undertaken in coordination with Owner's corporate, public employee, and business relations requirements. C. Neither the Premises nor any of the Improvements covered by this Agreement are owned or leased by any member of the City Council, any member of the City Planning and Zon- ing Commission of the City, or any member of the governing body of any taxing units joining in or adopting this Agreement. D. In the event of any conflict between the City zoning ordinances, or other City or- dinances or regulations, and this Agreement, such ordinances or regulations shall control. 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 pre- pare, by hand delivery or via facsimile: OWNER: CITY: Ed Canada George C. Campbell, City Manager 15298 King Road City of Denton Frisco, TX 75034 215 East McKinney Denton, Texas 76201 Fax No. 940.349.8596 VI. CITY COUNCIL AUTHORIZATION This Agreement was authorized by the City Council by passage of an enabling ordinance at its meeting on the 16th day of August, 2011, authorizing the Mayor to execute this Agreement on behalf of the City, a copy of which is attached hereto and incorporated herein by reference as Exhibit "D". Page 3 cAdocuments and settings\cagilbre\local settingsltemporary internet files\content.outlook\wlh3f3g)\ed canada agreement original.doc 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, para- graph, sentence, phrase, or word. In the event that (i) the term of the Reimbursement with re- spect to any property is longer than allowed by law, or (ii) the Reimbursement applies to a broader classification of property than is allowed by law, then the Reimbursement 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 or- dinances, 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 per- formable in Denton County, Texas. Venue for any action under this Agreement shall be in Den- ton County, 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. Page 4 c:ldocuments and settingAcagilbrellocal settingsVemporary intemet fileslcontent.outlook\wlh3£3go1ed canada agreement original (2).doc 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 by the parties hereto to include other provisions which could have originally been included in this Agreement or to delete provisions that were not orig- inally 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- gations under this Agreement, then the respective Party's obligations hereunder shall be sus- pended during such period but for no longer than such period of time when the party is unable to perform. Thi Agreement is executed to be effective 30 day of , 2011, (the "Effective Date" and Owner, days after the executed date of the by duly authorized officials of the City PASSED AND APPROVED this the & day of 2011. CITY OF DENTON GE RG C. CAMPBELL, CITY MANAGER Page 5 sAeconomic developmentlincentivesWowntown grant agreements1207 elmled Canada agreement original.doc ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: APP OVED A O LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: ATTEST: BY: STATE OF TEXAS COUNTY OF DENTON ED CANADA, OWNER, 207 N. ELM STREET Before me, the undersigned authority, a Notary Public in and for said State of Texas, on this day personally appeared George C. Campbell, City Manager for the City of Denton, known to me to be the person who signed and executed the foregoing instrument, and acknowledged to me that this instrument was executed for the purposes and consideration therein expressed. Given under my hand and seal of office this the & day of , 2011. CRY Pp JENNIFER K. WALTERS Notary Public, State of Texas = My Commission Expires December 19; 2014 N tary P lic in and for the S ate of xas rI My Commission Expires: oC Page 6 s:leconomie developmentlincentivesldowntown grantagreements1207 elmled canada agreement original. doc STATE OF TEXAS COUNTY OF DENTON Before me, the undersigned authority, a Notary Public in and for said State of Texas, on this day personally appeared Ed Canada, owner of 207 N. Elm Street, known to me to be the person who signed and executed the foregoing instrument, and acknowledged to me that this instrument was executed for the purposes and consideration therein expressed. Given under my hand and seal of office this the 4t Stday of , 2011. ~~o'• CHRISTINA DAVIS Notary Public, State of Texas My CommlSsion Expires October 21, 2013 Notary Public in and for the State of My Commission Expires: ~0 2t !3 Page 7 Exhibit A Legal Description 207 N. Bell 0 T Denton Blk 4 Lot l(n30') Exhibit B l DOWNTOWN_INCENTWE REIMBURSEMENT GRANT PROGRAM APPLICATION Please return completed with necessary attachments and signature to Downtown Development office, 215 E. McKinney no later than -5 p.m. on the Monday prior to the 1't Wednesday of each month. If you have any application questions, please _contact the Downtown Project Coordinator at 940-349-7731. If you have ally building or sign permit/histori preservation questions, please contact the Historic Preservation Officer at 940-349-7732. t ApplicantName Date _ l l ♦ Business N ♦ Mailing Address ! (u ' , ~ - - • "VIA 11 ♦ Contact Phone Z . tP L ~ f • 000 CG Email Address 42 C 0-1, e 62 44 t, St- ` ♦ Building Owner fdifferent from applicant) ♦ Historical/Current Building Name ♦ Physical Building-Address Zt>:*- Type of Work: (check all that apply) Fapade-Rehabilitation _ Fapade - Paint-only lr Awnings _JC _Signage -Impact Fee _ utility Upgrade ♦ Details of PlannedImprovements for Downtown Incentive Reimbursement Grant: (attach additional paper if-necessary) List Contractor/Project architect Proposals and Total Amounts (please attach o4ginal proposals): 1. 2. At- TOTAL COST OF PROPOSED PROJECT: T ♦ AMOUNT OF GRANT REQUESTED (50% OF TOTAL COST ABOVE):~~~ a e~ ♦ Complete budget detail form attached on page 13 Attach with all required color samples of paint, awning/canopy, sign design, etc., as well as photographs of building' exterior facade, roof and foundation. Applicant's Signature Date S Incentive PmgmmW)o%11tG- Incetniw Omni Program Applicntion.doc Exhibit C HOW WILL THIS PROJECT BENEFIT DOWNTOWN DENTON? 207 N Elm is located on the Northern ant Mgy-into the Square. This building, has been an eyesore for many years-, restoration will includestructural integrity as well as cosmetic improvements The total cost of this project is expected to be more than $160,000. BUDGET DETAIL PROJECT EXPENDITURES CITY FUNDS REQUESTED APPLICANT'S FUNDS TOTAL FACADE REHAB 46,495 46,495 92,990 AWNINGS/SIGNS 3-,027 3,028 62055 IMPACT FEES UTILITY UPGRADES TOTALS 49,522 49,523 99,045 ATTACH EXACT COLOR SAMPLES, MODEL NUMBERS (WINDOWS, DOORS, ETC.), PHOTOS AND/OR SKETCHES OF WORK TO BE COMPLETED. PLEASE INCLUDE AS MUCHDETAILAS°POSSIBLE. S.Vncentive ProgrunlDownlown Incentive Grant Program-Application.doc DOWNTOWN INCENTIVEREIMBURSEMENT GRANT AGREEMENT FORM Please return- completed with necessary attachments and signature to Downtown Development office, 215 E. McKinney no later than 5 p.m. on the Monday prior to the 0 Wednesday of each month. If you have any application questions, please contact-the Downtown Project Coordinator at 940-349-7731. If you have any building or sign permit/historic preservation questions, please contact the Historic Preservation Officer at 940-349-7732. I have met with- the Downtown Project Coordinator, and I fully understand the Downtown Incentive Reimbursement Grant Procedures and Details established by the Denton City Council. Irntend to use this grant program for the aforementioned renovation projects to forward the efforts of revitalization and historic preservation of Denton's historic downtown. I have not received, nor will I receive insurance monies for this revitalization project. I have read the. Downtown Incentive Reimbursement Grant Application Procedures including the Downtown Incentive Reimbursement Grant Details. I understand that if I am awarded a Downtown Incentive Reimbursement Grant by the Denton City Council, any deviation from the approved project may result in the partial or total withdrawal of the Downtown Incentive Reimbursement Grant. If I am awarded a reimbursement grant for fagade, awning or sign work and the facade, sign or awning is altered for any reason within one (1) year from construction, I may be required to reimburse the City of Denton immediately for the full amount of the Downtown Incentive Reimbursement Grant. Business/Organization Name Applicant's Sigh ature Printed Name Date Building Owner's Signature (if different from applicant) Printed Name Date DTTF Signnature (obtain signature at DTTF meeting) Recommendation Date EDPB Signature (obtain signature at EDPB meeting) Recommendation Date S:Uncentiw ProgmmWowoto" Incentive Gmnt Progrem Application.doc 't m ~ yii~ 3 r f T 1 f. I It 1 I r. E j r i - 1 2 '.l ~S r r ~ 'fir i' t ~ F_ C ~ ~ ~ ~ e~~ 1~ ~ ~1 N 1~ . L: 1 T - i. 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