19-2589ORDINANCE NO. 19-ZSg9
AN ORDINANCE OF TI-�E CITY COUNCIL OF THE CITY OF DENTON, TEXAS,
APPROVING A GRANT APPLICATION FROM SALLY COTTER, REPRESENTING HALF
PINT CHILDREN'S BOUTIQUE, LLC, FROM THE DOWNTOWN REINVESTMENT
GRANT PROGRAM NOT TO EXCEED $3,309; AND PROVIDING FOR AN EFFECTIVE
DATE.
WHERCAS, on April 3, 2007, the City Council approved a Downtown Reinvestment Grant
Program (the "Program") by Ordinance No. 2007-072; and
WHER�AS, on September 18, 2018, the City Council approved changes to the Program by
Ordinance No. 18-1321; and
WHEREAS, Sally Cotter applied for a$3,309 grant in accordance with the Program; NOW,
THERCFORE,
THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS:
SrCTION 1. The City Council of the City of Denton hereby approves the Agreement
attached hereto authorizing a grant in an amount not to exceed $3,309 from the Program.
SL;CTION 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 motion to approve this Ordinance was made by �/ D�"lI/ �C, yf�/I� and
seconded by ��R2� �l(�f���1�� —; the Ordinance was passed and approved by
lhc: i«lic��viit�,} �c�te �'7 _ U �. –
Chris Watts, Mayor:
Gerard Hudspeth, District 1:
Keely G. Briggs, District 2:
Jesse Davis, District 3:
.1ohn Ryan, District 4:
Deb Armintor, At Large Place 5:
Paul Meltzer, At Large Place 6:
� �
Abstain Absent
PASSED AND APPROVED this the 1���I day of
ATTEST:
ROSA RIOS, CITY SECRETARY
� I .�_ � r .�
APPROVED AS TO LEGAL FORM:
AARON LEAL, CITY ATTORNEY
�
BY: � �- �-�lrl�-'Lf
�
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CHRIS VJ�� i"I'S. MAYOR
, 2019.
DOWNTOWN REINVESTMENT GRANT AGREEMENT
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 Sally Cotter and Half Pint Children's Boutique, LLC, 705 W. Oak
Street, Denton, Texas (collectively, "Owner"), duly authorized to do business and in good stand-
ing in the State of Texas, 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
WHEKEAS, on the 20`�' day of February, 2019, Owner submitted an application for a re-
investment 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 Economic Development Committee, Economic Develop-
ment Partnership Board, and City Council determined 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 Manager and Owner for and in consideration of the prem-
ises and the promises contained herein do hereby contract, covenant, and agree as follows:
I.
TERMS AND CONDITIONS OF R�IMBURSEMENT 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:
1. A reimbursement grant in an amount not to exceed $3,309 (the "Grant")
attributable to new Improvements, as hereinafter defined, being constructed on the Premises.
B. A condition of receiving the Grant is that, by November 19, 2020, Owner con-
struct, renovate, and equip fa�ade work, awnings, and signs, as described in Exhibit "B" (collec-
tively, 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.
ment.
D. Owner agrees to comply with all the terms and conditions set forth in this Agree-
II.
CONDITION OF REIMBURSEMENT
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 farade work, awnings, or signs portion of the Improvements
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.
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 ensure 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.
IV,
GENERAL PROVISIONS
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.
Page 2
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.
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:
Sally Cotter Todd Hileman, City Manager
Half Pint Children's Boutique City of Denton
705 W. Oak 215 East McKinney
Denton, Texas 76201 Denton, Texas 76201
Fax No. 940.349.8596
VI.
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,
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.
Page 3
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.
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.
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 modiiied 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
Page 4
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.
This A�recinc��t is executed to be effective on the executed date of the ��% day of
. 2{]/ J, (the "Effective Date") by duly authorized officials of the City and
� i�er.
ATTEST:
ROSA RIOS, CITY SECRETARY
BY: _�
APPROVED AS TO LEGAL FORM:
AARON LEAL, CITY ATTORNEY
BY: rf�[ ��� �rL-v/..... �
� —
CIT OF DENT N
U� ��
TODD HILEMAN, CITY MANAGER �
Page 5
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OWNER:
SALLY C'[. TER
HALF PINT CHILDREN'S BOUTIQUE, LLC
By: Sally C"c�tt -
Its: Manager
Page 6
EXHIBIT A
LEGAL DESCRIPTION OF THE PREMISES
All that certain lot, tract or parcel of land lying and being situated in the City and County of Den-
ton, Texas, in the William Neill 100-1/2 acre Survey and being the East half of Lot 4 in Block 5
of the Original Town of Denton, as designated on the original plat of said town.
Having the street address 108 W. Oak, Denton, TX 76201.
EXHIBIT B
APPLICATION AND IMPROVEMENTS
Do�ti�ntown Iteinveslmrnl (:rHnt I'rn�;ram Applicatiun
I'It;.itie• r�•I��rii c•rri>>��I�•l;•�1 Il��� :i1��tili�.•:i�i{,�t �a•�Ili rt�•�•cssar�� ��ltachmrnls nncl �i�.nuliu���ti te�
rl�r f�:����n��rr�i� I��•��•I��F>,�i�•nl 11t•�7�1!'illlt'li! (lElli'�'ill?IS I�:. McKinncy. Il vciu ha�-r any
:i����liG.ili�ft� ��ati•r;ii�►i�•., E�I�•.�sc c.•uiita�l [1is I�.� c�nvmic f)��clu��nt�nl I'r���raiti
Administr�lc�r at �)4O-�49-7732.
� Applic�ii�t N�►mc
liusiness Narnc:
Mailin� Address
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Dctails of planiied improvcmcnts rclalinb l�� gr�inl rcy���sl (.ittach ci�lditic�nul
information if ncce5sary). �
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f Project Categorics
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; Facade/Building Itehab
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Totals
'I'OTAL. CUST Ur PRQPOSCD PROJE("T
Eslimated Costs
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"fOTA[, GRAN'I' RI;QC!I;S'1'
(May not exceed 50% �f 7'O"1'A1. CO�'f ur t� $25,(l�0)
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pholvgrnphs� oJ'huildink's exterior,facade, ronfand.Joundalinn.
Applican!'s ,Signa[ure
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