Loading...
Item 10A 380 AgreementECONOMIC DEVELOPMENT PROGRAM AGREEMENT This Economic Development Program Agreement ( "Agreement ") is made and entered into by and between (the "Company "), a Texas and the City of Southlake (the "City "), a home -rule municipal corporation of the State of Texas, for the purposes and considerations stated below: RECITALS: WHEREAS, the City has adopted Resolution No. establishing an Economic Development Program pursuant to Section 380.001 of the Texas Local Government Code ( "Section 380.001 ") and authorizing this Agreement as part of the Economic Development Program established by the City Council Resolution (AProgram @);and WHEREAS, the City has located within its corporate boundaries a subdivision known as the Pin Oak Estates subdivision; and WHEREAS, the planning and code enforcement staff of the City have determined based upon visual inspection that the Pin Oak Estates subdivision clearly lacks adequate public works infrastructure such as roadways, curbs and gutter, and storm water management systems and facilities; and WHEREAS, the Pin Oak Estates subdivision is occupied by a large number of residential units that are substandard under the appropriate building and development codes of the City; and WHEREAS, the Pin Oak Estates subdivision has clearly identified code enforcement issues such as abandoned vehicles, refuse, brush and other physical conditions which create evidence and /or the appearance of blight and deterioration; and WHEREAS, the visual appearance of the neighborhood serves as a detriment to investment in the neighborhood and the surrounding areas thereby serving as an impediment to economic growth and redevelopment in the area; and WHEREAS, the character of development in the Pin Oak Estates subdivision is such that it creates a disproportionately greater charge on the resources, revenues and services of the City than it contributes; and WHEREAS, the Company has purchased the majority of the properties located within the Pin Oak Estates subdivision; and WHEREAS, the Company is continuing to purchase properties within that subdivision with the intent to undertake a comprehensive redevelopment program of the complete subdivision; and L: \MEETINGS \CITY COUNCIL\ ARCHIVES \2003 \05 -20 -03 \PLANNING \PIN OAK ESTATES 380.051603.W1.DOC Page 1 WHEREAS, the Company has entered into a community facilities /developers agreement with the City of Southlake, attached hereto as Exhibit P,-A@ and incorporated herein by reference, under which the Company will construct new streets and associated storm water drainage facilities within the subdivision; and WHEREAS, pursuant to the developer agreement, the Company will remove existing substandard residential structures from the development and will replace them with single - family residential site built homes that are fully conforming to the codes relating to residential construction in the City; and WHEREAS, the Company will remove abandoned motor vehicles, refuse and will conduct a comprehensive program to clean up brush, debris, and visually revitalize the entire neighborhood; and WHEREAS, the redevelopment of the subdivision by the Company will alter the visual appearance of the area in such a manner as to encourage and redirect investment into the neighborhood and into adjoining areas; and WHEREAS, the redevelopment program to be undertaken by the Company will result in the establishment of new residential units that will contribute significantly to the City through increased ad valorem taxation revenue and through the benefits received from disposable income possessed and utilized by the families living within those new residential units; and WHEREAS, the change in character of the neighborhood will reduce the disproportionately large burden on services and revenues currently existing; and WHEREAS, the Company desires to participate in the Program by entering into this Agreement and has committed to making the hereinafter described Improvements to the Property; and WHEREAS, City has determined that substantial economic benefit and the creation of new opportunities of employment will accrue to City as a result of the Company =s Improvements to the Property. This development will increase the taxable value of the Property and directly and indirectly result in creation of additional jobs throughout the City and the value of the benefits of the Project will far outweigh the amount of expenditures required of the City under this Agreement; and WHEREAS, City, being desirous of the redevelopment and operation of the Property, agrees to make the grant as hereinafter set forth to the Company to aid the Company and provide economic development in the City. NOW, THEREFORE, in consideration of the mutual benefits and promises contained herein and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows: L: \MEETINGS \CITY COUNCIL\ ARCHIVES \2003 \05 -20 -03 \PLANNING \PIN OAK ESTATES 380.051603.W1.DOC Page 2 1. Authorization This Agreement is authorized by 1 380.001 of the Texas Local Government Code and by Resolution of the City. 2. Definitions Improvements means the improvements to be constructed as described in this Agreement and on Exhibit "A" attached hereto, as part of the Program. Program means the economic development program established by the City pursuant to Local Government Code 1 380.001 and under the Resolution referenced above. Project means construction and operation of the Improvements and redevelopment of the Property. Property means the land described in Exhibit AA @. 3. Term. This Agreement shall be effective as of the date of execution by all parties. This Agreement will terminate upon expiration of years from the execution of the Agreement, or when the Company =s duties under this Agreement are fulfilled, whichever is earlier. If the Company has not commenced substantial construction of the Project within months from the date of execution of this Agreement, this Agreement shall terminate, and the City shall have no further obligation hereunder. 4. Covenants and Duties of Company (a) In consideration of the City =s agreements under this Agreement, Company agrees to redevelop the Pin Oak Estates subdivision as more particularly set forth in the developer =s agreement attached hereto as Exhibit AA@ and incorporated herein. The water and sewer infrastructure in the subdivision is already in place; Company agrees to construct the streets and associated drainage improvements in accordance with the attached developer =s agreement. (b) Company agrees to redevelop the subdivision into fifty -seven (57) lots upon which conventionally built or site built single - family residential homes will be constructed. For purposes of this provision, Aconventionally built@ or Asite built@ homes specifically excludes mobile homes, manufactured homes, modular homes, industrialized housing or industrialized buildings, as those terms are defined in Texas Revised Civil Statues Article 5221(f). In the event any home or structure other then a conventionally built or site built home is installed, erected or placed on any lot in the subdivision, Company shall reimburse the City all development incentives, grants, or monies paid to the Company under this agreement upon demand by the City. L: \MEETINGS \CITY COUNCIL\ ARCHIVES \2003 \05 -20 -03 \PLANNING \PIN OAK ESTATES 380.051603.W1.DOC Page 3 (c) The Company shall begin construction of the improvements in the subdivision pursuant to the developer =s agreement attached hereto within _ days of the execution of this Agreement by all parties. The Company agrees and covenants that it will diligently and faithfully in a good and workmanlike manner pursue the completion of the improvements as a good and valuable consideration of this Agreement. The Company further covenants and agrees that all construction of the improvements will be in accordance with all applicable state and local laws and regulations. (d) The Company further agrees that the City and its agents and employees shall have the right of reasonable access to the subdivision to inspect the improvements in order to insure that the construction of the improvements are in accordance with this Agreement, the developer =s agreement, and all applicable state and local laws and regulations. 5. Development Incentives (a) Subject to the terms and conditions of this Agreement, the City shall contribute two hundred and fifty thousand dollars ($250,000) to the Company for the reconstruction of the streets and associated drainage improvements in the subdivision to City standards. The City shall pay this sum to the Company upon completion of the construction and acceptance by the City of the streets and drainage improvements, subject to the availability of funds. (b) The City further agrees to waive all building permit fees for the construction of new site built homes in the subdivision. No building permit fees shall be waived for the construction of any non -site built home or structure in the subdivision. (c) The City owns a single lot in the subdivision, Lot 1, Block 1. The City agrees to donate this lot to the Company as additional incentive for the redevelopment of the subdivision. The parties acknowledge and agree that the City will need to bid the transfer or donation of this lot in accordance with Chapter 272, Texas Local Government Code. 6. Indemnification COMPANY IN PERFORMING ITS OBLIGATIONS UNDER THIS AGREEMENT IS ACTING INDEPENDENTLY, AND THE CITY ASSUMES NO RESPONSIBILITIES OR LIABILITIES TO THIRD PARTIES IN CONNECTION WITH THE PREMISES OR IMPROVEMENTS. COMPANY AGREES TO INDEMNIFY, DEFEND, AND HOLD HARMLESS THE CITY, ITS OFFICERS, AGENTS, EMPLOYEES, AND VOLUNTEERS IN BOTH THEIR PUBLIC AND PRIVATE CAPACITIES, FROM AND AGAINST CLAIMS, SUITS, DEMANDS, LOSSES, DAMAGES, CAUSES OF ACTION, AND LIABILITY OF EVERY KIND, INCLUDING, BUT NOT LIMITED TO, EXPENSES OF LITIGATION OR SETTLEMENT, COURT COSTS, AND ATTORNEYS FEES WHICH MAY ARISE DUE TO ANY DEATH OR INJURY TO A PERSON OR THE LOSS OF, LOSS OF USE OF, OR DAMAGE TO PROPERTY, ARISING OUT OF OR OCCURRING ANY ERROR OR L: \MEETINGS \CITY COUNCIL\ ARCHIVES \2003 \05 -20 -03 \PLANNING \PIN OAK ESTATES 380.051603.W1.DOC Page 4 OMISSION, OR NEGLIGENT ACT OR OMISSION OF THE COMPANY ITS OFFICERS, AGENTS OR EMPLOYEES DURING THE PERFORMANCE OF THIS AGREEMENT. THIS INDEMNIFICATION SHALL NOT APPLY TO ANY LIABILITY OR DAMAGES RESULTING FROM A DETERMINATION BY A COURT THAT THE CITY IS NEGLIGENT. 7. Default. If a party should default (the "Defaulting Party ") with respect to any of its obligations hereunder and should fail, within thirty (30) days after delivery of written notice of such default from another party (the "Complaining Party ") to cure such default, the Complaining Party, by action or proceeding at law or in equity, may be awarded its damages and /or specific performance for such default. In the event that (1) the Improvements are not substantially completed in accordance with this Agreement or (2) Company breaches any of the terms or conditions of this Agreement, then this Agreement shall be in default. In the event that the Company defaults in its performance of (1) or (2) above, then the City shall give the Company written notice of such default and if the Company has not cured such default, or obtained a waiver thereof from the appropriate authority, within (30) days of said written notice, and the Company does not commence to cure such default within said thirty day period and thereafter diligently proceed with its efforts to cure the same, this Agreement may be terminated by the City. Notice shall be in writing as provided below. If the City terminates this Agreement for default, Company shall repay to the City all payments made by the City pursuant to this Agreement, plus interest at the highest lawful rate within thirty days after the expiration of the above mentioned applicable cure period. The Agreement may be terminated by the mutual consent of the parties in the same manner that the Agreement was approved and executed. 8. Mutual Assistance. The City and the Company shall do all things necessary or appropriate to carry out the terms and provisions of this Agreement and to aid and assist each other in carrying the terms and provisions. 9. Representations and Warranties The City represents and warrants to the Company that it is authorized to enter into this Agreement. The Company represents and warrants to the City that it has the requisite authority to enter into this Agreement. The Company represents and warrants to the City that it will not violate any federal, state or local laws in operating the business, that all proposed Property improvements shall conform to the applicable building codes, zoning ordinances and all other ordinances and regulations. L: \MEETINGS \CITY COUNCIL\ ARCHIVES \2003 \05 -20 -03 \PLANNING \PIN OAK ESTATES 380.051603.W1.DOC Page 5 10. Section or 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. 11. Attorneys Fees In the event any legal action or proceeding is commenced to enforce or interpret provisions of this Agreement, the prevailing party in any such legal action shall be entitled to recover its reasonable and necessary attorneys' fees and expenses incurred by reason of such action. 12. Entire Agreement This Agreement contains the entire agreement between the parties with respect to the transaction contemplated herein. 13. Amendment This Agreement may only be amended, altered, or revoked by written instrument signed by the Company and the City. 14. Successors and Assigns This Agreement shall be binding on and inure to the benefit of the parties, their respective successors and assigns. The Company may assign all or part of its rights and obligations hereunder only upon prior written approval of the City, which approval shall not be unreasonably withheld or delayed. 15. Notice Any notice and /or statement required and permitted to be delivered shall be deemed delivered by depositing same in the United States mail, certified with return receipt requested, postage prepaid, addressed to the appropriate party at the following addresses, or at such other addresses provided by the parties in writing: COMPANY: CITY: City of Southlake Attention: 1400 Main Street Southlake, Texas 76092 L: \MEETINGS \CITY COUNCIL\ ARCHIVES \2003 \05 -20 -03 \PLANNING \PIN OAK ESTATES 380.051603.W1.DOC Page 6 16. Interpretation Regardless of the actual drafter of this Agreement, this Agreement shall, in the event of any dispute over its meaning or application, be interpreted fairly and reasonably, and neither more strongly for or against any party. 17. Applicable Law This Agreement is made, and shall be construed and interpreted under the laws of the State of Texas and venue shall lie in Tarrant County, Texas. 18. Severability In the event any provision of this Agreement is illegal, invalid, or unenforceable under present or future laws, then, and in that event, it is the intention of the parties hereto that the remainder of this Agreement shall not be affected thereby, and it is also the intention of the parties to this Agreement that in lieu of each clause or provision that is found to be illegal, invalid, or unenforceable a provision be added to this Agreement which is legal, valid and enforceable and is as similar in terms as possible to the provision found to be illegal, invalid or unenforceable. 19. Counterparts This Agreement may be executed in multiple counterparts, each of which shall be considered an original, but all of which shall constitute one instrument. 20. No Joint Venture. Nothing contained in this Agreement is intended by the parties to create a partnership or joint venture between the parties. THE CITY OF SOUTHLAKE, TEXAS la Mayor Date: ATTEST: CITY SECRETARY L: \MEETINGS \CITY COUNCIL\ ARCHIVES \2003 \05 -20 -03 \PLANNING \PIN OAK ESTATES 380.051603.W1.DOC Page 7 COMPANY By: President Date: L: \MEETINGS \CITY COUNCIL\ ARCHIVES \2003 \05 -20 -03 \PLANNING \PIN OAK ESTATES 380.051603.W1.DOC Page 8