20-1425ORD[NANCE NO.20-1425
AN ORDINANCE OF THE CITY OF DENTON APPROVING A GRANT APPLICATION
FROM H2 OAK. LLC. FROM THE DOWNTOWN REINVESTMENT GRANT PROGRAM
NOT TO EXCEED $7,313; 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, H2 Oak, LLC, applied for a $7,3 13 grant in accordance with the Program; and
WHEREAS, the Tax Increment Financing Reinvestment Zone Number One Board and
the Downtown Economic Development Committee reviewed the application in accordance with
the Program and recommend a grant in an amount not to exceed $7,313; 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 $7,3 13 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 motion to approve this Ordinance was made by ?aOl Me\ tLcr and
seconded by Sob(\ Klan ; the Ordinance was passed and approved by
the following vote [L - a :
Aye NIa / Abstain Absent
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:
V’
/
,Z
£a
V/
PASSED AND APPROVED thi, th, \ \ th d,y ,f Ro8ost _, 2020.
CHRIS WATTS. MAYOR
ATTEST:
ROSA RIOS, CITY SECRETARY
APPROVED AS TO LEGAL FORM:
BY:
AARON LEAL, CITY ATTORNEY r
4,/C
DOWNTOWN REINVESTMENT GRANr AGREEMENr
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 H2 Oak, LLC, 215 E. Hickory Street (“Owner”), duly authorized
to do business and in good standing 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
ordinance 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 Downtown Reinvestment Grant Program Policy (the
“Program”), 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; and
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 21st day of January 2020, Owner submitted an application for a
reinvestment 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 City Council finds that the contemplated use of the Premises, the Im-
provements (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
premises and the promises 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 hereby grants the following reimbursement grant:
1. A reimbursement grant in an amount not to exceed $7,313 (the “Grant”)
attributable to new Improvements, as hereinafter defined, being constructed on the Premises.
B. A condition of receiving the Grant is that, by January 21, 2021, 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
Agreement .
CONDITION OF REIMBURSEMENT
IT
A. At the time of the award of the Grant, all ad valorem real property taxes with
respect 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
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.
111
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
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
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.
Page 2
D. Owner represents and warrants that Owner is authorized to make the
Improvements 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
prepare, by hand delivery or via facsimile:
OWNER:CITY:
Earl Herrington
H2 Oak, LLC
P.O. Box 1567
Denton, Texas 76202
Todd Hileman, City Manager
City of Denton
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 Ordinance authorizing
the City Manager to execute this Agreement on behalf of the City .
VII
SEVERABII LW
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
Page 3
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 of its
obligations under this Agreement, then the respective Party’s obligations hereunder shall be
Page 4
suspended 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 OBLIG A-
TIONS HEREUNDER AND ANY CONTESTS OR CHALLENGES TO THE LEGAL
AUTHORITY OF TIm CITY OR OWNER TO ENTER INTO Tins 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 Tm
GROSS NEGLIGENCE OR WILLFUL MISCONDUCT OF TIm CITY OR THE
BREACH BY Tm CITY OF THIS AGREEMENT.
executed to be
(the “Effective
effective on the executed date of the LP day of
Date”) by duly authorized officials of the City and
ROSA RIOS, CITY SECRETARY
1B!II IIrr :
ArrEST
AARON LEAL,£'l
BY
APPROVED AS TO LEGAL FORM:
OWNER:
H2 Oak, LLC
Page 5
By
Title /%///rl A dL p f& Jr
Page 6
EXHIBIT A
LEGAL DESCRIPTION OF THE PREMISES
BEING that certain lot, tract, or parcel of land situated in the H. Sisco Survey Abstract
Number 1184 in the City of Denton. Denton County, Texas, being all that certain tract of land
conveyed by deed from Fort Worth National Bank to Robert C. Storrie, Jr., Trustee recorded in
Volume 694, Page 511, Deed Records, Denton County, Texas. and being all that certain tract of
land conveyed by deed from Burnell Mitchell et al to Robert C. Storrie, Jr., Trustee recorded in
Volume 613, Page 6, Deed Records, Denton County, Texas, and being all that certain tract of
land conveyed by deed from R. E. Jackson, Sr. et al to Robert C. StoNe, Jr. recorded in Volume
420, Page 190, Deed Records, Denton County, Texas and being more particularly described as
follows
BEGINNING at a two inch diameter pipe found for corner in the south line of East Oak
Street, a public roadway, said point being the northeast corner of that certain tract of land con-
veyed by deed from Joe C. Thomas and wife, Kathleen Thomas to Gerald C. Stockard and wife,
Eloise Stockard recorded in Volume 445, Page 664, Deed Records, Denton County, Texas;
THENCE N 89' 50’ 57" E. 124.00 feet with said south line of said East Oak Street to an
iron rod set for corner, said point being the northwest corner of that certain tract of land con-
veyed by deed from George E. HoIladay et al to Denton Elks Lodge No. 2446 recorded in Vol-
ume 2137, Page 677, Real Property Records, Denton County, Texas;
THENCE S 00'’ 16' 12" E, 163.90 feet with the west line of said Denton Elks Lodge tract
to an iron rod set for corner, said point being the southwest corner of said Denton Elks Lodge
tract ;
THENCE N 89" 39' 27" E, 49.94 feet with the south line of said Denton Elks Lodge tract
to an iron rod set for corner, said point being the northwest corner of that certain tract of land
conveyed by deed from Rodney HaRe to Ramarson Partners, LLC recorded under Document
Number 2009-100378, Real Property Records, Denton County, Texas;
THENCE S 00" 00' 10" W, 140.63 feet with the west line of said Ramarson Partners tract
to an iron rod set for corner in the north line of East Hickory Street, a public roadway;
THENCE S 89Q 5 1’ 32" W, 181.00 feet with said north line of said East Hickory Street to
an "X" in concrete for corner, said point being the southeast corner of Lot 2, Block 1 of Alsup
Addition, an addition to the City of Denton Denton County, Texas according to the plat thereof
recorded in Cabinet L, Page 353, Plat Records, Denton County, Texas;;
THENCE N 00'’ 06' 12" E, 140.00 feet with the east line of said Alsup Addition to an
iron rod found for corner in the south line of said Stockard tract;
THENCE N 89'’ 39' 27" E, 5.50 feet with said south line of said Stockard tract to an iron
rod set for corner point being the southeast corner of said Stockard tract;
Page 7
THENCE N 00'’ 11' 18" E, 164.32 feet with the east line of said Stockard tract to the
PLACE OF BEGINNING and containing 1 .052 acres of land.
And having the street address 215 E. Hickory, Denton, TX 76201
Page 8
EXInBIT B
APPLICATION AND IMPROVEMENFS
\ I”;
Downtown Reinvestment Grant Program Application
Please return completed the application with necessary attachments and signatures to
the Economic Development Department office at 215 E. McKinney. If you have any
application questions, please contact the Economic Development Program
Administrator at 940-349-7732.
Applicant Name Uk\ t>D
=1 \Cae, ’n DAIC
al–fELtI:ElDeal\N Ill lbc%'I
U 2CAKBusiness Name
Mailing Address
Contact Phone qqo .SeB, Il bI Email AddrHS N\
Building Owner (if different from applicant)%b
Historical/Current Building Name 'F£Av€L5Te AD
Project Site/Address 2ts e
beA'ON ,IX
//&c77Gb /
Type of Work: (check all that apply)
Only
ge
a Awnings
[] Impact Fees
a Utility Upgrades a Interior/Code Improvements
a Facade & Building Renovation
Details of planned improvements relating to grant request (attach additional
information if necessary).
(,,J
pFIFt( D(Af)
How will this project benefit Downtown?
MV/t&l iS 4 erIe@TbA - Prt+pgnHJ
Finn IU W( ( .'Pl MJC> ۤfat4u-1
oF UK ,C nfc $66,yr JrAL4S
-\ 1l67 Nm. (TxT .F afl>e*')
:>.6A€ t„\P'c 14vTCP £rutT+-la' W BqLp/d:; k-9 (3e
Melt+C'\ AO9n\N dG R&C\anI IN THr NZ,d.
Project Categories
Facade/Building Rehab
Awnings
Signs
Impact Fees
Utility Upgrades
Interior/Code Improvements
Totals
Estimated Costs Grant Requested
N_ b2£
TOTAL COST OF PROPOSED PROJECT S
1 qaA s-
TOTAI. GRANT REQUEST
(May not aimed 5(P/6 of TOTAL COST up to $25,000)$ 1 515
Attach aN required color samples ofpaint, awning’canopy, sign design efa . as well as
photographs of building’s exterior facade, roof and foundation.
I l&\
DateApplicant ’s Signature
DOWNTOWN REINVESTMENT GRANT AGREEMENT FORM
Please complete and return with the Downtown Reinvestment Grant Application to the
Economic Development office, 215 E. McKinney. If you have any questions, please
contact the Economic Development Program Administrator at 940- 349-7732.
I have met with the Economic Development Program Administrator, and I have read and
fully understand the Downtown Reinvestment Grant procedures established by the Denton
City Council. I intend to use this grant program for the aforementioned renovation projects
to advance the efforts of revitalization and historic preservation of Denton’s historic
downtown. I have not received, nor will I receive inswance monies jbr this revitalization
project
I understand that if I am awarded a Downtown Reinvestment Grant by the City ofDentons
any deviation from the approved project may result in the partial or total withdrawal of the
grant. (if I am awarded a reinvestment grant for facade, 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
Want.)
A/.b', a ONe r 1+AoA la
Business/Organization Name
~’*yesb Printed Name
a\C PULI D%
Date
/>,/;e.
Building Owner's Signature (if diferent fom applicant) Printed Name Date
This section is to be completed by Economic Development staft
Date considered by DTFF Recommendation Staff Signature
Date consideredby TIRZ tI Board Recommendation Staff Signature
9
DAN BLACK - ARTIST
INVOICE Project Title: Day if the Dead Festival Coffin Race Mural
1/17/20 !
Description
281 .507.5587
hopegraffix@gmail,com
Exterior Mural facing Hickory St.1:$ 8,400
703 Got>er St.
Denton, TX
76201 Estimatul Project Total
HIst Half Deposit
Design Deposit Credit
Amount Due
$8,400
$n/a
; $ n/a
$ 8,400: Total
Thanks for the opportunity to be a part of your project.
Sincerely.
Dan
HI IILLIe
5905 Eckn Dr. Unit B Haltom CRy TX 76117
Offne 682.312-5338 Fax 682-312++95
Www.mello- signS. corn
PURCHASE AGREEMENT
This Purchase Agreement made and entered into this IOth day of August, 2019 , tntween MeI}a Signs (Seller) &
Hickory 2 Oak ' 210 E Hickory Ave. Denton TX 76201- Steve Watkins (Purchaser).
Job Name: H20AK
Denton
FJOB SCOPE:
Address: 210 E Hickory St,
City/State: Denton TX
Contact: Steve Watkins 940-30(F3003
Amount
Fabricate (1 ) 68" x 72" Double Sided blade sign with exposed neon H 2 O per drawing R1 $4,250.00
Aj ,750.00 -219116
Installation of above signage.$1.350.00
$150.00
$250.00
Ire
I dIE&r
SuN8y of rooftop and electriml (Exact pla ament of bIa& and mounting method)
bPermit Acquisition Fee
Permits to be billed at COST on Final invoice
Engineering if needed not included in scope.
SUBTOTAL
TAX
CONTRACT TOTAL
$7.750.00
$639.38
622'I#
DOWN PAYMENT
BALANCE DUE ON DELIVERY §4,194.69
NOTE: Primary EIMcal CirwR to the Sign knatim k TIle Purchasels Rl l$itlll
ACCEPTED ACCEPTED
Seller Mello Marketing LLC
DBA Mello Signs
5905 Eden Dr. Unit B
Haltom City. TX 76117
Purchaser
BY BY: X
TItle:
Date:
Title:
Date:
This Purchase Agreement is subject to the
Terms and Conditions attached
a)qP
gg
!!
nPhi•Bi+•n•n,U
(SZbZ3a
=
cr)
U-JL
bI
g
BX
qa
IEF-
g
(f)Laon3\-
d
cr)
b
8
?L.JT: {\ { I fIi
r
Z
Faa
a:
la
(9
a
al
IN
nHI
-HIB
L' ' I, :
igf;i:.
§.:-la
.q@:
LegI
iSI
Edge
Q_,J+R+orhH=
>ug}aKicui
eSF.E.ntl
I M
Wgi}W8i:;::;; I {I
r
+XII
i I