19-942S:\Legal\Our Documents\0rdinances\19\101 W. Hickory Ordinance clean.doc
ORDINANCE NO. 19-942
AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF DENTON, TEXAS,
APPROVING A GRANT APPLICATION FROM BRAD ANDRUS, REPRESENTING LAD
VENTURES, LLC, LOCATED AT 101 W. HICKORY STREET, FROM THE DOWNTOWN
REINVESTMENT GRANT PROGRAM NOT TO EXCEED $25,000; AND PROVIDING FOR
AN EFFECTIVE DATE.
WHEREAS, on April 3, 2007, the City Council approved a Downtown Reinvestment Grant
Program (the "Program") by Ordinance No. 2007-072; and
WHEREAS, on September 18, 2018, the City Council approved changes to the Program by
Ordinance No. 18-1321; and
WHEREAS, Brad Andrus applied for a $25,000 grant in accordance with the Program;
NOW, THEREFORE,
THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS:
SECTION 1. The City Council of the City of Denton hereby approves the Agreement
attached hereto authorizing a grant in an amount not to exceed $25,000 from the 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.
The motioi'l to aj,) �acovc this Ordinance was made by � � ,� ��� � and
seconded b the Ordinance was l approved -____ --
-----
seconded and approved by
the fbilowit)g vote
Ahctain AhePnt
Chris Watts, Mayor:
Gerard Hudspeth, District 1:
Keely G. Briggs, District 2:
Jesse Davis, District 3:
John Ryan, District 4:
Deb Armintor, At Large Place 5:
Paul Meltzer, At Large Place 6:
PASSED AND APPROVED this the day of � , 2019.
f
CHRIS WATTS, MAYOR
ATTEST:
ROSA RIOS, CITY SECRETARY I ,
BY:
sM
Zp-
APPROVED AS TO LEGAL FORM:
AARON LEAL, CITY ATTORNEY
BY:
This Downtown Reinvestment Grant Agreement (the "Agreement") is entered into by
and between the City of Denton, Texas (the "City"), duly acting herein by and through its City
Manager, Todd Hileman, and Brad Andrus and LAD Ventures, LLC, 101 W. Hickory Street
(collectively, "Owner"), duly authorized to do business and in good standing in the State of Tex-
as, duly acting herein by and through its authorized officer.
WHEREAS, the City Council of Denton, Texas (the "City Council") has adopted an or-
dinance 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 in-
centive agreements known as the Downtown Reinvestment Grant Program Policy (the "Pro-
gram"), 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 "guidelines and criteria" 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
Date (as hereinafter defined), of certain real property more particularly described in Exhibit "A"
attached hereto and incorporated herein by reference and made a part of this Agreement for all
purposes (the "Premises"); and
WHEREAS, on the 17"' day of January, 2019, Owner submitted an application for a rein-
vestment grant 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 Downtown Task Force 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;
. 1111
1 lwgar. 1 SE4, a I I r-A ?It$) g-of wwwfts) not of wo, E IUMN I L U I
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 hereby grants the following reimbursement grant:
I . A reimbursement grant in an amount not to exceed $25,000 (the "Grant")
attributable to new Improvements, as hereinafter defined, being constructed on the Premises.
B. A condition of receiving the Grant is that, by May 21, 2020, Owner construct,
renovate, and equip fagade work, paint, signage, awnings, utility upgrades, and incur impact fees
as described in Exhibit "B" (collectively, the "Improvements") on the Premises.
C. A condition of the Reimbursement is that the Improvements be used substantially
in accordance with the description of the project set forth in Exhibit "B" 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.
A. At the time of the award of the Grant, all ad valorem real property taxes with re-
spect to the Premises and all other property in the City owned by the Owner shall be current.
B. Prior to the award of the Grant, Owner shall have constructed the Improvements
as specified in Exhibit "B."
C. If alterations to the fagade work, paint, signage, or awnings portion of the Im-
provements are made for any reason within one (1) year from construction, 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.
IttE0XV, AN-AVA EKA LT [A •k I L Jk, FLU. _*J M-11
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.
A. The City has determined that it has adopted guidelines and criteria for the Pro-
gram 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 Program.
UM
C. 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.
D. Owner represents and warrants that Owner is authorized to make the Improve-
ments to the Premises.
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:
Brad Andrus Todd Hileman, City Manager
LAD Ventures City of Denton
101 W. Hickory Street 215 East McKinney
Denton, Texas 76201 Denton, Texas 76201
Fax No. 940.349.8596
V1.
CITY COUNCIL AUTHORIZATION
This Agreement was authorized by the City Council by passage of Ordinance 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, para-
graph, 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.
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.
UM
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, Texas.
This instrument with the attached exhibits contains the entire agreement between the par-
ties with respect to the transaction contemplated in this Agreement.
M
This Agreement shall be binding on the parties and the respective successors, assigns,
heirs, and legal representatives.
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.
Xill.
�-ECTION AND OTHER HEAaKTGS
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.
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.
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-
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.
XVI.
INDEMNIFICATION
OWNER SHALL INDEMNIFY, SAVE AND HOLD HARMLESS THE CITY, ITS
ELECTED OFFICIALS, OFFICERS, AGENTS, ATTORNEYS AND EMPLOYEES
(COLLECTIVELY, THE "INDEMNITEES") FROM AND AGAINST ANY CLAIM,
DEMAND, ACTION OR CAUSE OF ACTION WHICH DIRECTLY OR INDIRECTLY
ARISES FROM CITY'S GRANT AND OWNER'S PERFORMANCE OF ITS OBLIGA-
TIONS 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 (INCLUDING AT-
TORNEY'S 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 NEGLIGENCE OR WILLFUL MISCONDUCT OF THE CITY OR THE
BREACH BY THE CITY OF THIS AGREEMENT.
111is Agreement is executed to be effective on the executed date of play of
20 �L„ (the "Effective Date") by duly authorized officials of the City and
Owner.J
ATTEST:
ROSA R10S, ,JTY SE,1 1 11TAR "
µ
APPROVED AS TO LEGAL FORM:
AARON LEa,1:' 4 Y AT'ro R NI Y
BY: .�
7CIT OF I)E TO
- .
1 O1: D HILEMAN, CITY MANAGER
E3
Page 5
BR, A .=
ND(IS
ww
LAD VENTURES, LL
' l3 tad Andrus
Its: Manager
Page 6
EXHIBIT A
LEGAL DESCRIPTION OF THE PREMISES
101 W.
Hickory
0
EXHIBIT B
►. $ N 21A
CO fill P leled ttw av
plic'Wis"n't WWI rx(�Cessar�y
the Econoimic, DevelopmC111 DCParty),jenj offiet" '11 215 T"', McKinrwy., It'you
aPPlication questions, Please Contact CconknniL, Development Program
Adnflllj'tnafor at 940-349-7732,
Applicant Name ar R, nde
Namc, Date
L-A7D
/;42.. SW41A P,401
peatw ix -7 low(
Contact Phone (41to
Building Owner (if d-ifferent from applicant)
Ile3torical/Current Building Name
PrOject Site/Address
n Paint Only
1:3 Signage
0 Utility Upgrades
VFaCade & Building Renovation
Details of planned imPrOvcmcnts relating to
IT
13 Impact Fees
11-10W will this projeck benefit Dowimown..'
Z
vil Akl from a"4TW4ea-
Facade4Buflding RL-hab
Awnings
Signs
hu'pact Fect,
Intorior/Code Improvernems
Tottils
yz a# 4L&LeA matc."
It'stimuted Costs Grant Requested
V'v D
TOTAL COST OF PROPOSED PROJEC"'11"
T01"A L, G RA NJ- REQ 1, 1 (11"S' I I
(MI'AY IM cXCILT(I 50% Of TOTAL CWTup to $25,000)
tg o
Allach all required colursamples qI'Pteini, awning,'canopy, sign design, etc, av well as,
Phologralyhv O'buildingv everlorfacock, roqf and,foundcyllopl.
19
Vicase complete and return with the I)owntown Reinvestment Grant Application to the
Economic Development office, 215 E, McKinney, if you have any questions, please
contact the Economic Development Frogram Administrator at 940- 349-7732.
I have met with the Econolnic, Developinent Prograr?i Adrylinistralor, and I have read and
fully understand the 0owjjj(,)wn RejovestmentGrani procedures established by the Denton
City Council. I intend to use this grant pro&prnm for the aforcmentioned renovation projects
to advance the effims of revitalization, and himoric prescrvati(),11 of Denton's historic
downtown. I have not rr-,cciv(j
project d, nor will I receive i"Nurance MonieSfior this revitalization
I understand that if I am are a Downtown Reinvestment ( want by the City of' Denton,
any deviation fi*On) flit, approvvd prOicct nla� itsuit in the partial or total withdrawal of the
grant , (I if I am awarded a re investrn ent grant fin, facade, awning or sign work and the
facade, 4i8r) or awning is altered for any roa,soll within as e (1) year from construction, I
may be, rtuluir,ed to reimburse the City of Denton irnmediately for the full aimunt of the
grant )
Business,'Organization Name Lfclp WAhACe
'-7
`IPI'Vicant's Signature Printed Name Date
,5 &Yva- as aLvWV
Building Owners Signature ((fdj)Yerenj.from applica"j) Printed Mane to
Phis section is to be completed by Economic Development staff.
Date considerod by WTF Recommenitalion Staff'Signatura
to consideredby TIRZ 41 Board Recommendation Staf Signature
Narrative frorn Ardhitect
Prior to the design of the building located on 1.01 avid 1.03 Wi Hckory, extensive research around C)entorl
Downtown Square, as well vas Denton itseff,was perforrined. The iritevit was to create a look that would
help preserve and encourage the type of architecture one would expect to see on a histoinc square.
wl-fth is home to one of the largest Windr-narks imp the area, the Courthouse on the Square. This
courthouse, constructed of fimestone, granite and sandstoirwe us the primary focus of Denton Square and
deserves to standout with Its own archltecturall style, The surrounding buildings shoWd be designed to
compliment the Courthouse orn the Square and it appears, at one Ume, the majority of the buflding s did
so with turn-off, the -century architecture, Over 0e years, the renovabons seemed to get further away
fir-orn accornplisHng this concept by allowing facades that do not necessarily cornpUrnent the history iDf
this square. Again, the lvitent of this design is to preserve aind encourage design ffiat congruently ties
into turn -of theceritury main street desiign,
Several buddings, on the square date back to the ear1y 11900's avid few are good examples of thatturn-of-
the-century main street architecture. Tlie buHding located at 120-224 W., Oak at, dates back to 1890
although the plaque indicates 1907, has examples of this type of detWNng. and fa;ade
configurafloru. Other examples include,, The Evers Building, located at 109 W l--fidkory Street and'The
Scripture 1Widirng on 123 N. Elm Street,
Main street arcliftecture N cornpHsed of a variety of 11)rick and stone details coirnbhled with extensove
corbelling and airchitecturall 1projections as well as recessed ellements., Due to the nature of code
restricUons, the facade detalfing for-, the bufldivI located at101 and 1.03 W. l-fickory ireffuects turn of the
century main stireet detaflis, but in a modest and conservative manner. "T"he parapet proffles are
Indicative of cornmon styles as a replacennent for the standard pedlment. The brick detailed patterns
located sllglidV below the paral"..,,t Iband create subtle archilectiur-ai features that also give each tenant
and idenflty. The projecting eloirigated band extends horizontally across the Ibuuildiiimpt®s facade with a
dentil pattern located below, and is flanked with projecting b6ck p0asters wNch is a cornmoin feature of
this type of architectuire. The decorative pilasters, where the Ibuullk of the brick design can The found,
funcdon as a rneans of terinlination of the facade or 4-ripflled separation of tenants, Anotiher standard
accent found in this type of architecture, as well as, on the square, is the extended vnetal canopy often
supported by steel cables ov, rods., Waso Associates makes every eftort to incorporate subtle details
reflecUng symbolic representation with regard to, each of the current tenants; this can also be found in
the design of the fa;ade at 101. and 103 W. Hickory Street,
Danial L.. Short
Dulaso Aswelates, LLC
I , 1 f, 1, 1 1 ( , I f I , t
mrs lvotaqgJ,.L- q111
1:0171 IN I A'Ff,�'
�Pd f P '"( I MR 2o-op
0 A H
it 1", 11
X 11 � if fi, f) , 10 '1, U 11
SALMSPERW IDCuN1ynu� Pm, Awwrrmas abum DATE
DWMUN
DOMMMMillo
IL 74111T PRIM UANETOTAL
k4mcrd iG',cllmhf6ns
kxU146ulg Covl�116ollrltia l,4
1111c N1 Is
1141
lls"r rrial/ 11 r I cc fit wr `ZIAam L
6 A x 4
domon mom vo"m md Eull6„';
1,41to
rul 1111M,
6"",
AMWWWO dmm
09
8: PM61
sturaisi, s 193365AM�
SAILE"RTAX 13,985.m
TOTAL INVOICE AMOUNT 1, 209,73041
THANK Vou PUR VCWR BURNUNSi
n