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Item 4ICITY OF SOUTHLAKE E D March 31, 2009 TO: Shana Yelverton, City Manager FROM: Chris Tribble, Director of Community Services SUBJECT: Approve amendment to the Bicentennial Retail Plaza agreement Action Requested ted, ppr v m ndm nt to the Bicentennial Rail Plaza reciprocal parking agreement Background Information: The City currently has are existing reciprocal parking inq agreement in place with Bicentennial Retail Plaza, L.P. Included is s copy of the agreement. The key points of the existing agreement related to this proposed amendment include: ■ City to provide v l p r the option, at Developer' cost, construct an additional row of parking with e ntry drive to the north of the proposed r existin parking spaces (approximately twenty additional spaces) with City t wn and have full use in conjunction with the tenants of Bicentennial Plaza. 0 As with the existing agreement, the Developer and City will have full use of the parking area during regular park hours (6;00 a.m. to 12:00 a.m. ). ■ The existing agreement and proposed amendment to the agreement will continue into perpetuity as a covenant running with the land for as long as the original Site Plan approved for the development remains in effect. Upon any subsequent request for a change in zoning or a revision f the original approved Site Plan, the City and Developer shall have the option of renegotiating the use of the premises. Substantial amendments to this agreement must be approved by City Council. Bicentennial Retail Plaza, L.P., has requested and staff in consultation with Shrill, Rollins Associates, the Bicentennial Park Master Plan design team) recommends approval of the proposed amendment to the reciprocal 41-1 Shana Ye lverton, City Manager City Council Meeting Date — April 7, 2009 Page 2 of parting agreement to allow the Developer to construct an additional roar of parting to the north of the existing parting spaces (approximately twenty additional spaces) with City to own and have full use in conjunction with the tenants of Bicentennial Retail Plaza. The Developer has indicated to staff' that he has a tenant on hold pending approval to construct the additional parking spaces via the proposed amendment. Financial Considerations: Not applicable. The cost to construct an additional rover of parking with entry drive is the Developer's responsibility. The City will own and have full use in conjunction with the tenants of Bicentennial Plaza* Strategic Link: This item is limed to the City's Strategy Map related to the focus areas of Infrastructure and Partnerships Volunteerism. In addition, it meets the corporate objective to Actively Promote opportunities for Partnerships. Citizen Input/ Boatel Review: City Council approved the reciprocal parting agreement with Bicentennial Retail Plaza, L.P. on September 5, 2006. Legal Review: The City Attorney has previously reviewed and approved the standard form of agreement currently in place, and is currently reviewing the proposed amendment. Alternatives: City Council action to approve City Council action not to approve Supporting Documents: Supporting documents include the following: ■ Copy of Proposed Amendment to the Reciprocal Parting Agreement ■ Copy of existing Site Plan and Reciprocal Paring Agreement with Bicentennial Retail Plaza, L.P. Staff Recommendation: Approve the amendment to the Bicentennial Retail Plaza reciprocal parking agreement 41 -2 AMENDMENT TO RECIPROCAL PARKING AGREEMENT The parties to this agreement are the City of Southlal e, Texas, herein called "CITY", and Bicentennial Retail Plaza, L.P., herein called "DEVELOPER." WHEREAS, the CITY and the DEVELOPER have previously executed that certain RECIPROCAL PARKING AGREEMENT T dated September 13, 2006; and WHEREAS, the DEVELOPER has constructed the original approximately 20 parking spaces and the optional approximately 20 parking spaces made the subject thereof; and WHEREAS, the DEVELOPER desires to construct a third row of approximately 20 concrete parking spaces, as set forth herein; FOR AND IN CONSIDERATION of the mutual undertakings herein set out, the parties agree as follows: The terms and conditions of the RECIPROCAL PARKING AGREEMENT dated September 13, 2006 continue in full force and effect as set forth therein, and are supplemented by this SUPPLEMENT TO RECIPROCAL PARKING AGREEMENT I. PREMISES 1. The CITY agrees to provide an area shown on Exhibit A — Site Layout, hereto attached, denoted as off -site parking spaces on Bicentennial Park property, for the construction of an entry drive and a third row of concrete parking lot (approximately twenty spaces) on City property located within Bicentennial Park. Parking lot and entry drive shall be designed and constructed in accordance with City codes and regulations with all costs being bome by the DEVELOPER. These facilities are herein called "PREMISES" in accordance with the terns of this Agreement. II. OWN AND US OF PREMIS Upon completion of the construction of the elements as shown in Exhibit A, the CITY will male final inspections of the PREMISES and assume ownership upon satisfactory completion. The DEVELOPER and CITY will have full use of the PREMISES at all times that the PREMISES are available for use as dictated by the approved Bicentennial Park hours (6:00 a.m. to 12:00 Midnight). REMISES will be unavailable for use during non-park hours or during necessary repairs and/or maintenance, III. TERM This agreement will be effective the date signed by the Mayor and will continue into perpetuity as covenant winning with the land, for a s long as the original Site Plan approved for the development remains in effect. Upon any subsequent request for a change in zoning or a revision of the original approved Site Plan, the CITY and DEVELOPER shall have the option of renegotiating the use of the PREMISES. Substantial amendments to this agreement must be approved by City Council. IV, FEES AND ASSIGNMENT DEVELOPER shall not charge any fees for express use of the PREMISES without pxior approval of the City Manager for any event. DEVELOPER shall not assign this agreement (except as a covenant r=ing with the land upon a sale of the property made the subject of the Site Plan) nor shall it rent out any property of the CITY without prior written consent of the CITY. V. UNLAWFUL ACTIVITIES DEVELOPER shall not engage in any activities on the premises which are 1n violation of any existing state federal, local lave or use the premises in such a manner as to constitute any hindrance for other park patrons engaged in laful activities, VI. PERMISSION SION FOR INSTALLATION OR CONSTRUCTION DEVELOPER, in accordance with the City's Donation Policy shall submit for approval of any proposal to install or construct temporary or permanent structures, signs, equipment, or other related items on the PREMISES. VII. OTHER CONSIDERATIONS In addition to the consideration of the construction of the approximately twenty concrete parking spaces and other items identified in Exhibit A on the CITY'S property at no cost to the CITY, the DEVELOPER and CITY further agree to the following considerations: 1 City to provide access easement between PR MISES and the drive that leads into Bicentennial Park from FBI 1709, for the purpose of providing street: access to the PREMISES. 2 All construction shall be subject to applicable inspections as required by the City and State. VIII. INDEMNITY DEVELOPER SHACK INDEMNIFY AND HOLD HARMLESS THE CITY OF SOUTH SAKE, ITS AGENTS, OFFICIALS AND EMPLOYEES FROM ANY AND ALL CLAIMS FOR BODILY INJURY, ILLNESS, DEATH, ECONOMIC LOSS, PERSONAL INJURY R PROPER'L'Y DAMAGE ARISING OUT OF OR RESULTING FROM ANY AC's' R OMISSION COMMITTED DEVELOPER ITS OFFICIALS, AGENTS, MEMBERS, EMPLOYEES, OR OFFICERS, IN CONNECTION WITH THE ACTIVITIES OF DEVELOPER OR DEVELOPER'S INVITEES CONDUCTED UNDER THIS AGREEMENT. NOTHING C NTAINED HEREIN SHALL BE CONSTRUED TO LIMIT OR WAIVE ANY GOVERNMENTAL R SOVEREIGN IMMUNITY NIT F THE CI'T'Y OF SOUTHLAKE OR ANY IMMUNITY APPLICABLE TO ITS OFFICERS, AGEN'T'S, SERVANTS OR EMPLOYEES, NOR SMALL IT BE CONSTRUED T LIMIT OR WAIVE ANY INSURANCE COVERAGE OR THE CITY'S STATUS AS AN ADDITIONAL NAMED INSURED AS PROVIDED IN PARAGRAPH XII OF THIS AGREEMENT. Imo. COMMUNICATION All communication shall be through the Director of Community Services and the President for the DEVELOPER or their designee. X. INSURANC C E DEVELOPER t its oven expense, shall obtain and keep in force during the term of this agreement public liability insurance as will protect DEVELOPER and CITY from all claims for damages to property and persons occurring on the PREMISES her the Developer and/or Developer's invitees, and such insurance polio shall carry the City of Southlake as an additional insured, in an amount of at least one million dollars 1,000,000) with such policy designed to cover the cost of defense and liability for inju cs suffered her competitors in the organized athletic activity. The Insurance shall protect CITY and DEVELOPER from and against all liability for claims arising out of or in connection with DEVELOPER'S use and occupation of the premises. All insurance shall he issued her a company or companies of sound and adequate financial responsibility and authorized to do business in Texas. The City shall he required to maintain insurance at all times for the subject City Properties (its land) during the term of this agreement. AGREED: Andy Wamhga,1aror City of Southll Date ATTEST: Lori Farwell, City Secretary Date hk Ear: Bicentennial Retail Plaza, L.P. ERP, Inc. Its: General Partner Thomas V. Stephen Its; President Date E �+�: k�"' x t� i � #, � �} � { ��: '� � � � ,� omcht RECIPROCAL PARKING AGREEMENT RECMD The Parties to this agreement are the City of Southla e, Texas, herein called "CITY ", and Bicentennial Retail Plaza, L.P., herein called "DEVELOPER." FOR AND IN CONSIDERATION of the mutual undertakings herein set out, the Parties agree as follows; 1. PREMISES 1. The CITY agrees to Provide an area shown on Exhibit A — S ito Layout, hereto attached, denoted as off -site parking spaces on Bicentennial Park property, for the construction of an end drive and concrete parking lot (approximately twenty spaces) on City property located within Bicentennial Park. Parking lot and entry drive shall be designed and constructed in accordance with City codes and regulations with all costs being borne by the DEVELOPED. These facilities are herein called "PREMISES" in accordance with the terns of this Agreement, II. OWNERSHIP AND USE OF PREMISES Upon completion of the construction of the elements as shown in Exhibit A, the CITY will make final inspections of the PREMISS and assume ownership upon satisfactory completion. The DEVELOPER and CITY will have full use of the PREMISES at all tines that the PREMISES are available for use as dictated by the approved Bicentennial Park hours (6:00 a.m. to 12:00 a.m. ). PREMISES will be unavailable for use during non -park hours or during necessary repairs and/or maintenance. III. TERM This agreement will be effective the date signed by the Mayor and will continue into perpetuity as a covenant running with the land, for as long as the original Site Plan approved for the development remains in effect. Upon any subsequent request for a change in zoning or a revision of the original approved Site Plan, the CITY and DEVELOPER shall have the option of renegotiating the use of the PREMISES. Substantial amendments to this agreement must be approved by City Council. IV. FEES AND ASSIGNMENT DEVELOPER shall not charge any fees for express use of the PREMISES without Prior approval of the City Manager for any event. DEVELOPER shall not assign this agreement (except as a covenant wing with the land upon a sale of the property made the subject of the Site Plan) nor shall it rent out any property of the CITY without Prior written consent of the CITY. V. UNLAWFUL ACTIVITIES DEVELOPER shall not engage in any activities on the Premises which are in violation of any existing state, federal, local law or use the premises in such a miner as to constitute any hindrance for other Park patrons engaged in lawful activities. b2U,o2q71cW p.16F8 I. PERMISSION FOR INSTA OR CONSTRUCTION DEVELOPER, � T n ac cor d ance with the City's Donation Policy shall submit f or app of an proposal to install or construct temporary or permanent structures, signs, equipment, or other related items on the PREMISES. VII. OTHER CONSIDERATIONS In addition to the consideration of the construction of the approximately twenty concrete parking spaces and other items identified ire Exhibit A on the ITT" S property at no cost to the CITY, the DEVELOPER and CITY further agree to the following considerations,: 1 CITY to provide DEVELOPER the option to construct an additional rove of parking to the north of the proposed parking spaces (approximately twenty additional spaces) should the DEVELOPER so choose with appropriate notification to the CITY. Should the DEVELOPER wish to exercise this option all costs for design and construction of additional parking shall he lone by the DEVELOPER and constructed in accordance with CITY codes and regulations. CI'T'Y to own the parking lot and have full use in conjunction w ith th tenants of Bicentennial Plaza; or, 2 ) CITY may design and construct at ITY's cost an additional rove of parking to the north of the proposed parking spaces should the CITY make any imp rovements to the undeveloped park property directly north of and abutting the Bicentennial Plaza development with the number of spaces to be determined lased on the ac tual needs resulting form the p improvement. CITY to own the parking lot and have full use in conjunction with the tenants of Bicentennial Plaza. 3) City to provide access easement between PREMISES and the drive that leads into Bicentennial Park ftonn FM 1709, for the pwTose of providing street access to the PREMISES. 4) The area for future construction of a park entry feature shall be dedicated by the DEVELOPER to the CITY by plat and owner acknowledgment as shown on the attached exhibit B (except that the southem boundary of'the area dedicated shall extend to abut the northem boundary line of the right-of-way shown on Exhibit in are amount of not less than nine- hundred square feet o feet by 30 feet At the request of the DEVELOPER ownership of such 30 foot by 30 foot tract shall revert to DEVELOPER if CI'T'Y has not constructed the park entry feature within ten 10 years o f the d ate of this Agreement. 5) C ITY to be responsible for construction, mainte'nance, and utility costs associated with future proposed entry feature and adjoining landscape. Future entry feature design and construction shah he subject t applicable City code(s) and future City landscaping shah at a minimum meet the standards of the T E EL PER's adjoining development. Landscaping shall be installed within ninety days after issuance of the first Certificate of Occupancy within the property made the subject of the Site Plan. Upon construction of the p en try f ea t ure, such landscaping shah be installed on all sides of the proposed entry feature. I�20�a9 7 ab p 2 3 6) CITY agrees to design and construct the entry feature as set forth on attached exhibit C. ,try feature design and construction shall be subject to applicable City code(s). 7) CITY agrees to waive Park Dedication fees in the amount of $1,620.00 in lieu of the considerations herein* All other fees shall be applicable excluding any fees relating to the property to be dedicated to CITY by DEVELOPER and CITY owned property referred to in this agreement as PREMISES. 8) All construction shall be subject to applicable inspections as required by the City and Mate, VIII, INDEMNITY DEVELOPER SHALL INDEMNIFY AND HOLD HARMLESS THE CITY of SOUT LAKE, ITS AGENTS, OFFICIALS AND EMPLOYEES FROM ANY AND ALL CLAIMS FOR BODILY INJURY, ILLNESS, DEATH ECONOMIC LOSS, PERSONAL INJMY OR PROPERTY DAMAGE ARISING OUT of OR RESULTING FROM ANY ACT R OMISSION COMMITTED BY DEVELOPER, ITS OFFICIALS, AGENTS, MEMBERS, EMPLOYEES, OR OFFICERS, IN CONNECTION ION WITH THE ACTIVITIES OF DEVELOPER OR DEVELOPER'S INVITEES CONDUCTED UNDER THIS AGREEMENT, NOTICING CONTAINED HEREIN SI-IALL BE CONSTRUED TO LIMIT OR WAIYF ANY GOVERNMENTAL OR SOVEREIGN IMMU II rY of THE CITY OF SOUT LAI E OR ANY IMMUNITY APPLICABLE To ITS OFFICERS, AGENTS, SERVANTS OR EMPLOYEES, NOR SMALL IT BE CONSTRUED TO LIMIT OR WAIVE ANY INSURANCE COVERAGE OR THE CITY'S STATUS AS AN ADDITIONAL NASD INSURED AS PROVIDED IN PARAGRAPH XII of THIS AGREEMENT, IX. COMMUNICATION All communication shall be through the Director of Community Services and the President for the DEVELOPER or their designee. X INSURANCE DEVELOPER at its own expense, shall obtain and keep in force during the term of this agreement public liability insurance as will protect DEVELOPER and CITY from all claims for damages to property and persons occurring on the PREMISES by the Developer and/or Developer's invitees, and such insurance policy skull carry the City of Southla.e as an additional insured, in an amount of at least one million dollars 1,000,000) with such policy designed to cover the cost of defense and liability for injuries suffered by competitors in the organized athletic activity. The insurance shall protect CITY and DEVELOPER from and against all liability for claims arising out of or in connection with D V LOP 's use and occupation of the prerm'ses. All insurance shall be issued by company or companies of sound and adequate financial responsibility and authorized to do business in Texas. The City skull be required to maintain insurance at all tunes for the subject City properties (its lard) during the teen of this agreement. 12& 29 77de p 3JA AGREED An Wa, bs anss, Mayor City of S GeAkKboz 1a aa7� s Date Date DEVELOPER B Y: B icentenm*al R Plaza, L.P. RP, Inc. Its B y, nomas V. Stephen Its: President Date b2662q7jZj ATTEST; loop&—� ,�. L ori Farw City Secretary �' Date DEVELOPER B Y: B icentenm*al R Plaza, L.P. RP, Inc. Its B y, nomas V. Stephen Its: President Date b2662q7jZj ANVA pom man ' UO I"IWM V r fib& VOAJAFEWM Dmr OLLOF oil EXHIBIT A 4 13 1]] f r F� L A 9 rf 11 s" f E r � )20, Zq 7 7,Wp LF � milli�ss RPM am_tm mill PREMISES ' _ . . . . . . . . . . . . . . . . eeeeeeAe 1]] f r F� L A 9 rf 11 s" f E r � )20, Zq 7 7,Wp LF � RPM am_tm PREMISES ' _ 1]] f r F� L A 9 rf 11 s" f E r � )20, Zq 7 7,Wp LF � EXHIBIT \ ,1 1 1 t 1 1 1 1 t V -PppF T . WI's RAW.) 5 w w � �f i T E}` CURS �f to RMW 206 7 72P p - G A EXHIBIT Entry Feature design standards 1 , Design Theme e Materials for an entry sign should be compatible and complementary of existing or proposed architectural structures in proximity of the proposed structure • The sign should be unique enough to announce the park entrance and be i n k eeping with the park theme, yet be compatible with nearby architecture. • The Entry Feature may be either a Monument Sign or are Arch. 2) . Entry Feature Design — Monument • If the potential entry feature structure is a�'mo Sumer t" sign, the sign shall be made of materials such as cast architectural concrete masonrr units stone, steel, or a combination o f such materials. e The base of the sign structure w ou ld b e mounted on a struc tural concrete foundation set on piers, • if a four sided m nwnent sign the height of the structure shall not exceed a maximum of twelve 12 feet and the width of the structure shall not exceed a maximum of six feet and shall only he permitted on the northers most part of the diagram mar ked 'W' in ExMbit B. Additionally, the CITY shall not pl ace a reader signage h oard on any side of the sign facing the Retail Project. If a two -sided monwnent sign is cons tructed, each side of the sign shall not excee four ( 4 ) feet in height nor 120 square feet in size and shall he placed in the most southern portion of the property to he dedicated to the City as "s reasonably practicable. City agrees to install a landscape bed th e enti length at .' height intervals i .e. one planter at ground level and another at ' in height) for greenery and seasonal landscaping consistent with the landscaping o the adjacent property. Graphics should be readable day and night with no b ack lit flores li ghting, 3 ) . Entry Feature Design — Arch a If the potential entry feature is an arch, the sign shall be a pair of columns each not greater than six feet in diameter, constructed on either side of th ro adway to support a l ow arch or other horizontal element high move the roadway. Cast concrete, stone, masonry units, steel or a combination of such materials may be used for the columns. The horizontal element would probably b e steel truss work, with or without a veneer, a The bases the columns would be mounted on structural concrete foundations set on piers, e The height of the cols would be adequate to allow a minimum vertical clearance between the roadway and the horizontal e of approximately 18 feet or as code requires, City agrees to install a landscape bed extending a from the base of the columns no less flm ' (six) feet for greenery and seasonal landscaping consistent with the landscaping o the adjacent property. Graphics should be readable day and M"ght with no `back lit florescent lighting on the columns. DZ66 q77�A � CITY OF SOUTHLAKE 1400 MAM ST STE UTHLAKE TX 76092 ubmi t rs, CITY OF SOUTHLAKE - LKE -001 SUZANNE HENDERSON TARRANT COUNTY CLERK TARRANT COUNTY COU TH USE 100 WEST WEATHERFORD FORT WORTH TIC 76196 , -0401 DO NOT DESTROY W IS PART OF IAL RECORD. m ms Filed For Registration: 0912612006 08:18 AM Instrument #: D 06 77 6 %wft"mv A 8 PGs $40.00 D ANY PROVISION WHICH RESTRICTS THE SALE, RENTAL OR USE F THE DESCRIBED REAL PROPERTY BECAUSE OF COLOR OR RASE IS VALID AND UNENFORCEABLE UNDER FEDERAL LA W