Ordinance No. 14,661ORDINANCE NO. 14,661
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 TERMINATION
OF CHAPTER 380 ECONOMIC DEVELOPMENT AGREEMENT AND THE
NEIGHBORHOOD EMPOWERMENT ZONE TAX REFUND AGREEMENT
WITH GOOSE CREEK LIVE -WORK, LLC; 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 Termination of Chapter
380 Economic Development Agreement and the Neighborhood Empowerment Zone Tax Refund
Agreement with Goose Creek Live -Work, LLC. A copy of the agreement is attached hereto,
marked Exhibit "A," and made a part hereof for all intents and purposes.
Section 2: This ordinance shall take effect immediately from and after its passage by
the City Council of the City of Baytown.
INTRODUCED, READ and PASSEDS_TMAND0;N;CAPE_TILLO,
the C' Council of the
City of Baytown this the 11 th day of February,
so
ayor
ATTE
LETICIA BRYSCH, City Urk SAYT01,v,4
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APPROVED AS TO FORM:
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KARM L. HORNER, City Attorney
R:'sKaren Homer DocumentsTiles City Council Ordinances\202lWebruary I 1 TerminationAgreement4GooseCreekLive-WorkLLC.doc
Exhibit "A"
TERMINATION OF THE CHAPTER 380 ECONOMIC DEVELOPMENT AGREEMENT AND
THE NEIGHBORHOOD EMPOWERMENT ZONE TAX REFUND AGREEMENT
STATE OF TEXAS
COUNTY OF HARRIS
This Termination of Chapter 380 Economic Development Agreement and the Neighborhood
Empowerment Zone Tax Refund Agreement (this "Termination Agreement") is made and entered into by
GOOSE CREEK LIVE -WORK, L.L.C., a Texas limited liability company (the "Developer") and the
CITY OF BAYTOWN, TEXAS, a home -rule city and municipal corporation (the "City").
RECITALS
WHEREAS, the City and the Developer entered into the Economic Development Agreement (the
"Chapter 380 Agreement") on October 14, 2016, in order to set out the terms of an economic
development program to stimulate business and commercial activity in the City; and
WHEREAS, the City and the Developer entered into the Neighborhood Empowerment Zone Tax
Refund Agreement (the "NEZ Agreement") on December 7, 2016, in order to receive a refund of a
percentage of the ad valorem taxes paid to the City based upon the incremental increased improvement
value as determined by the Harris County Appraisal District; and
WHEREAS, the City and the Developer entered into the First Amendment to the Chapter 380
Agreement (the "First Amendment") on January 12, 2018, in order to provide the Developer an incentive
to more rapidly gain occupancy of the Project; and
WHEREAS, the City and the Developer entered into the Second Amendment to the Chapter 380
Agreement (the "Second Amendment") on April 16, 2018, in order to extend the issuance date for the
certificate of occupancy for sixty (60) days; and
WHEREAS, the City and the Developer desire to terminate both the Chapter 380 Agreement as
well as the NEZ Agreement;
NOW THEREFORE, for and in consideration of the promises and the mutual agreements set
forth herein, the Parties hereby agree as follows:
I.
Termination
1.01 Termination. The Developer and the City hereby terminate (i) the Chapter 380 Agreement,
including the First Amendment and the Second Amendment, and (ii) the NEZ Agreement.
1.02 Termination Date. The effective date of the termination shall be the date this Termination
Agreement is signed by the City Manager ("Termination Date") and no further notice of such
termination shall be required by either party.
1.03 Effect of Termination. On the Termination Date, the Developer and the City shall be relieved of
all obligations under (i) the Chapter 380 Agreement, including the First Amendment and Second
Amendment, and (ii) the NEZ Agreement, including, but not limited to, the City's requirement to
refund after the Termination Date any payments made for ad valorem taxes of the City.
Termination of the Chanter 380 Economic Development Agreement and
the Neighborhood Empowerment Zone Tax Refund Agreement. Page I
II.
General Provisions
2.01 Severability. If any part, term, or provision of this Termination Agreement shall be held illegal,
unenforceable, or in conflict with any law of a federal, state or local government having
jurisdiction over this Agreement, the validity of the remaining portions or provisions shall not be
affected by such holding, and the Agreement shall nonetheless be deemed terminated.
2.02 Entire Agreement. This Termination Agreement constitutes the entire agreement and all
understandings between the parties concerning the subject matter hereof and supersedes all prior
proposals or other communications between the parties, oral or written. No modifications and
amendments hereto shall be binding upon either party unless in writing and signed by a duly
authorized representative of the parties.
2.03 Law and Venue. This Agreement shall in all respects be interpreted and construed in accordance
with and governed by the laws of the State of Texas, regardless of the place of execution or
performance. The place of making and the place of performance for all purposes shall be deemed to
be Baytown, Harris County, Texas.
2.04 Authority. The individuals executing this Agreement warrant and represent that they are duly
authorized to execute this Agreement on behalf of CITY and DEVELOPER as a binding act and
agreement of CITY and DEVELOPER, respectively.
2.05 Interpretation. In the event of any ambiguity in any of the terms of this Agreement, it shall not be
construed for or against any party hereto on the basis that such party did or did not author the same.
2.06 Multiple Copies. It is understood and agreed that this Termination Agreement may be executed
in a number of identical counterparts, each of which shall be deemed an original for all purposes.
IN WITNESS THEREOF AND INTENDING TO BE LEGALLY BOUND, the parties have
caused this Agreement to be signed by their duly authorized officers on the dates indicated below.
CITY OF BAYTOWN, TEXAS
RICHARD L. DAVIS, City Manager
(Date)
ATTEST:
LETICIA BRYSCH, City Clerk
APPROVED AS TO FORM:
KAREN L. HORNER, City Attorney
Termination of the Chanter 380 Economic Development Agreement and
the Neighborhood Empowerment Zone Tax Refund Agreement, Page 2
GOOSE CREEK LIVE -WORK, L.L.C.
(Signature)
(Printed Name)
(Title)
(Date)
STATE OF TEXAS §
COUNTY OF HARRIS §
Before me, , the undersigned notary public, on this day personally
appeared _ in his capacity as of GOOSE CREEK
LIVE -WORK, L.L.C., a Texas limited liability company,
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 February, 2021.
Notary Public in and for the State of Texas
My commission expires:
R:UCaren Horner\Documents\Files Contracts Texas Avenue Apartments 380 Agreement TernunationAsreement.doc
Termination of the Chanter 380 Economic Development Agreement and
the Neighborhood Empowerment Zone Tax Refund Agreement. Page 3