Ordinance No. 13,958ORDINANCE NO. 13,958
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 THIRD
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 Third 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 i
the City Council of the City of Baytown.
INTRODUCED, READ and PASSED by the
City of Baytown this the 19ffi day of November, 2018.
ATT T: (a
LETICIA BRYSCH, Ci Jerk ,Q
OF
/:1t-110�1F06 �h1Ci 0
GNACIO RAMIREZ, SROit3rAttorney
from and after its passage by
vote of the City Council of the
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yor
\cobfsOl �legal\Karen.Files.City Council.Ordinances\201 S November 19\3rdAmendmentto380EconomicDevelopmentAgreementOrdinance4YoYo. doc
Exhibit "A"
THIRD AMENDMENT TO THE
CITY OF 13AYTOWN / YOYO LLC, SERIES 13
CHAPTER 380
ECONOMIC DEVELOPMENT AGREEMENT
STATE OF TEXAS
COUNTY OF HARRIS
This Third 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
March, 2018.
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, due to delays caused by Hurricane Harvey, the City and the Developer entered into
the First Amendment to the Agreement on December 17, 2017, to extend certain milestone dates; and
WHEREAS, the City and the Developer entered into the Second Amendment to the Agreement
on March 23, 2018, to extend certain milestone dates; and
WHEREAS, the City and the Developer desire to extend such dates again; and
WHEREAS, the terms of the Agreement shall remain in full force and effect except as
specifically altered by the terms of the First Amendment, the Second Amendment, and this Third
Amendment;
NOW THEREFORE, for and in consideration of the promises and the mutual agreements set
forth herein, the Parties hereby agree to amend the Second Amendment, the First Amendment and 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
Third Amendment to the Chanter 380 Economic Development Agreement Page 1
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 July 31, 2018;
2. a certificate of completion for the commercial retail component of the
Project on or before July 31, 2018; and
3. a certificate of occupancy for the commercial retail component of the
Project on or before September 30, 2019.
Prior to any construction activity on the Fagade 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 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 5.03 "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.
1.03 Subsection (a), Section 6.01 "Creation of Taxable Value," Article VI "City's Obligations" of the
Agreement is hereby amended to read as follows:
6.01 Economic Development Grant.
(i) Subject to subsection (b) of this section, the City will pay the Developer the
Economic Development Grant within thirty (30) days after both (i) the issuance
of the certificates of occupancy for the Project and (ii) the receipt of a written
payment request for the grant; provided that, the Developer has satisfied its
obligation Section 5.03 of this Agreement as determined by the City.
1.04 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 July 31, 2018,
2. a certificate of completion for the commercial retail component of the Project on
or before July 31, 2018, or
3. a certificate of occupancy for the commercial retail component of the Project on
or before September 30, 2019,
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.
Third Amendment to the Chanter 380 Economic Development Agreement, Page 2
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 Third Amendment shall have the same meanings as in the Second Amendment, the
First Amendment, and the Agreement.
2.03. Entire Agreement. The provisions of this Third Amendment, the Second Amendment, the First
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 Third
Amendment and the provisions of the Second Amendment, the First Amendment or the
Agreement, the provisions of this Third Amendment shall control.
2.04 Interpretation. This Third 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 Third Amendment.
2.05 Captions. Captions contained in the Agreement, the First Amendment, the Second Amendment,
and the Third 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 Third 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 Third Amendment, the Second Amendment, the First Amendment, the Agreement or any
other contract or agreement or addenda, any charter, or applicable state law. Nothing contained
in this Third Amendment, the Second Amendment, the First 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 November, 2018, the date of execution by the City Manager.
CITY OF BAYTOWN, TEXAS
RICHARD L. DAVIS, City Manager
(Date)
ATTEST:
LETICIA BRYSCH, City Clerk
Third 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
Before me, , the undersigned notary public, on this day personally
appeared OSCAR CHAPA, the Governing Person of YOYO LLC, SERIES 13
known to me
proved to me on the oath of or
proved to me through his current {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}
(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 _day of )2018.
Notary Public in and for the State of Texas
My commission expires:
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Third Amendment to the Chanter 380 Economic Development Agreement, Page 4