Ordinance No. 13,670ORDINANCE NO. 13670
AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF BAYTOWN,
TEXAS, AUTHORIZING AND DIRECTING THE CITY MANAGER TO
EXECUTE AND THE CITY CLERK TO ATTEST TO THE FIRST
AMENDMENT TO THE CHAPTER 380 ECONOMIC DEVELOPMENT
AGREEMENT WITH YOYO LLC, SERIES 13; AUTHORIZING PAYMENT
BY THE CITY OF BAYTOWN AS AUTHORIZED IN SAID AGREEMENT;
MAKING OTHER PROVISIONS RELATED THERETO; AND PROVIDING
FOR THE EFFECTIVE DATE THEREOF.
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BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF BAYTOWN,
TEXAS:
Section 1: That the City Council of the City of Baytown hereby authorizes and
directs the City Manager to execute and the City Clerk to attest to the First Amendment to the
Chapter 380 Economic Development Agreement with YOYO LLC, Series 13. A copy of the
amendment is attached hereto, marked Exhibit "A," and made a part hereof for all intents and
purposes.
Section 2: This ordinance shall take effect
the City Council of the City of Baytown.
INTRODUCED, READ and PASSED by the
City of Baytown this the 141h day of December, 2017.
ATTEST:
L TICIA BRYSCH, C Clerk
APPROVED AS TO FORM:
A
4MiAtCKI-0 RAMIREZ, SR., y Attorney
and after its passage by
vote of the City Council of the
DONCARLOS,
1\cobfs0111egabKaren,FileslCity Council.Ordinances\2017 December 14 lstAmendmentto380EconomicDevelopmentAgreementOrdinance4YoYo doc
Exhibit "A"
FIRST AMENDMENT TO THE
CITY OF BAYTOWN / YOYO LLC, SERIES 13
CHAPTER 380
ECONOMIC DEVELOPMENT AGREEMENT
STATE OF TEXAS
COUNTY OF HARRIS
This First Amendment ("Amendment") to that certain Chapter 380 Economic Development
Agreement dated April 18, 2017, ("Agreement") by and between YOYO LLC, SERIES 13 (the
"Developer") and the CITY OF BAYTOWN, TEXAS, a home rule city and municipal corporation,
located in Harris and Chambers Counties, Texas (the "City") is made and entered into on this _ day of
December, 2017.
RECITALS
WHEREAS, the City and the Developer entered into the Economic Development Agreement (the
"Agreement') on April 18, 2017, in order to set out the terms of an economic development program to
stimulate business and commercial activity in CITY; and
WHEREAS, the Parties agree that due to delays caused by Hurricane Harvey, certain milestone
dates should be extended; and
WHEREAS, the terms of the Agreement shall remain in full force and effect except as
specifically altered by the tenets of this Amendment;
NOW THEREFORE, for and in consideration of the promises and the mutual agreements set
forth herein, the Parties hereby agree to amend the Agreement as follows:
I.
Amendments
1.01 Subsection a, Section 5.01 "Commitment to Develop," Article V "Developer's Obligations" of
the Agreement is hereby amended to read as follows:
5.01 Commitment to Develop.
a. The Developer hereby agrees to complete the approved Fagade Improvements
and to develop the Project in conformance with all applicable laws, rules and
regulations of the City and any other governmental entity having authority over
the Project, so that, upon approval by the Chief Building Official of the City, the
Project fully satisfies the Code in accordance with a scope of work approved by
the City Manager. The Fagade Improvements must be commenced within sixty
(60) days of the City Manager's approval of the documents detailed in Section
4.01 of this Agreement. The Project must be finally completed and the
Developer must have obtained the following from the City on or before the date
indicated:
1. a certificate of occupancy for the multi -family dwelling unit component
of the Project on or before March 31, 2018;
First Amendment to the Chapter 380 Economic Development Aeceement. Page 1
2. a certificate of completion for the commercial retail component of the
Project on or before March 31, 2018; and
3_ a certificate of occupancy for the commercial retail component of the
Project on or before September 30, 2018.
Prior to any construction activity on the Farade Improvements, the Developer must
obtain the written approval of the City's Chief Building Official and the City Manager of
the plans and specifications for the Fagade Improvements, which approval shall not to be
unreasonably withheld, conditioned or delayed. After such approval, no change may be
made without the prior written approval of the City's Chief Building Official and the City
Manager.
1.02 Section 5.02 "Investment," Article V "Developer's Obligations" of the Agreement is hereby
amended to read as follows:
5.02 Investment. Between the Effective Date and September 30, 2018, the Developer will
make an investment in the real property improvements on the Property equal to or greater
than the Minimum Developer Investment.
1.03 Section 5.03 "Creation of Taxable Value," Article V "Developer's Obligations" of the Agreement
is hereby amended to read as follows. -
5.03 Creation of Taxable Value. By January 1, 2019, the Project must have a taxable value of
at least SEVEN HUNDRED FIFTY THOUSAND AND NO/100 DOLLARS
($750,000.00) as assessed by HCAD and the Developer shall maintain such taxable value
throughout the Term.
1.04 Subsection (a), Section 7.01 "Certificate of Compliance and Inspection," Article VII "Certificate
of Compliance and Recapture" of the Agreement is hereby amended to read as follows:
7.01 Certificate of Compliance and Inspection.
(a) On or before February 1 st of each year during the Tenn of this Agreement, the
Developer shall complete the Certificate of Compliance attached hereto as
Exhibit `B" and deliver such Certificate of Compliance to the City. The form is
subject to revision by the City in its sole discretion; provided, however, the
Certificate of Compliance may only require certification of information
necessary to verify that the Developer has complied with specific terms and
conditions of this Agreement.
1.05 Section 7.02 "Failure of Developer to Meet Obligations," Article VII "Certificate of Compliance
and Recapture" of the Agreement is hereby amended to read as follows:
7.02 Failure of Developer to Meet Obligations. In the event that the Developer fails to obtain:
1. a certificate of occupancy for the multi -family dwelling unit component of the
Project on or before March 31, 2018,
2. a certificate of completion for the commercial retail component of the Project on
or before March 31, 2018, or
3. a certificate of occupancy for the commercial retail component of the Project on
or before September 30, 2018,
First Amendment to the Chapter 380 Economic Development Agreement. Page 2
the Developer shall be in default and not withstanding any other rights provided to the
City under this Agreement, the City's obligations to pay any monies under the Economic
Development Grant shall be extinguished and the City may terminate this Agreement.
II
Miscellaneous Provisions
2.01 Recitals. The recitals set forth above are declared true and correct and are hereby incorporated as
part of this Amendment.
2.02 Definitions. Unless a different meaning clearly appears from the context, words and phrases as
used in this Amendment shall have the same meanings as in the Agreement.
2.03. Entire Agreement. The provisions of this Amendment and the Agreement should be read
together and construed as one agreement provided that, in the event of any conflict or
inconsistency between the provisions of this Amendment and the provisions of the Agreement,
the provisions of this Amendment shall control.
2.04 Interpretation. This Amendment has been jointly negotiated by the parties hereunder and shall
not be construed against a party hereunder because that party may have assumed primary
responsibility for the drafting of this Amendment
2.05 Captions. Captions contained in the Agreement and Amendment are for reference only and,
therefore, have no effect in construing the documents. The captions are not restrictive of the
subject matter of any section.
2.06 No Waiver. By this Amendment, the City does not consent to litigation or suit, and the City
hereby expressly revokes any consent to litigation that it may have granted by the terms of this
Amendment, the Agreement or any other contract or agreement or addenda, any charter, or
applicable state law. Nothing contained in this Amendment or in the Agreement shall be
construed in any way to limit or to waive the City's sovereign immunity.
IN WITNESS WHEREOF, the parties hereto have executed this Amendment in multiple copies,
each of which shall be deemed to be an original, but all of which shall constitute but one and the same
amendment, this day of December, 2017, the date of execution by the City Manager.
ATTEST:
LETICIA BRYSCH, City Clerk
CITY OF BAYTOWN, TEXAS
RICHARD L. DAVIS, City Manager
(Date)
First Amendment to the Chanter 380 Economic Development Agreement Page 3
APPROVED AS TO FORM:
IGNACIO RAMIREZ, SR., City Attorney
YOYO LLC, SERIES 13
OSCAR CHAPA
Governing Person
(Date)
STATE OF TEXAS
COUNTY OF A 2diS
Before me, S)Maz. •Z Y WA,11^ cze-, the undersigned notary public, on this day personally
appeared OSCAR CHA AP 1 e Governing Person of YOYO LLC, SERIES 13.
known to me
proved to me on the oath of or
pro%ed tome through his current r {description of
identification card or other document issued by the federal government or any state
government that contains the photograph and signature of the acknowledging person If(check one)
to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that he
executed that instrument for the purposes and consideration therein expressed.
Given under my hand and seal of office this
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First Amendment to the Chapter 380 Economic Qo%clotnnent Agreement, Page 4
Exhibit "B"
Economic Development Agreement Reporting Form
City of Baytown
REPORTING YEAR 20
1.0 Employment.
Number of FTE's at Project for reporting year.
Percentage of FTE's who reside within Baytown and its ETJ
2.0 Investment
Investment by September 30, 2018: $
3.0 Value.
HCAD appraised value for reporting year. $
4.0 Description of retail components:
I, , the authorized representative of Developer,
hereby certify that the above information is correct and accurate pursuant to the terms of the
Agreement.
DEVELOPER
(Signature)
(Printed Name)
(Title)
STATE OF TEXAS §
COUNTY OF §
The foregoing instrument was acknowledged before me on this the _ day of
20 , by as the authorized
representative of
[ SEAL ]
Notary Public in and for the State of
Texas
Exhibit "B." Page Solo