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Home My WebLink AboutC2022-046 - 3/17/2022 - NA '4 HOTEL OCCUPANCY TAXES or . , -� � > Wim; -- REPAYMENT AGREEMENT -- .. This repayment agreement("Agreement") is entered into as of IY I.tYCh 11, 2022, by and between Operating Port Royal, Inc., also known by its operating brand as Port Royal Ocean Resort, a Texas corporation, with its principal business located at 6317 State Highway 361, Port Aransas, Nueces County,Texas, 78373(the"Owing Party"), and the City of Corpus Christi, acting by and through its Chief Financial Officer, located at 1201 Leopard Street, Corpus Christi, Nueces County,Texas, 78401 ("City"),both being parties who agree to be bound by this executed Agreement. WHEREAS, the Owing Party acknowledges and agrees that: (i) Owing Party had a legal fiduciary obligation to collect hotel occupancy taxes from its guests as authorized under State and City law;(ii)Owing Party collected but did not remit the hotel occupancy taxes due and owed to the City for the month of June,2021,and(iii)Owing Party's conduct has resulted in penalties, authorized by law, levied against it for late reporting and unremitted hotel occupancy taxes, such penalties which are now also due and owed to the City, resulting in the Owing Party currently in arrears to the City in the total amount of$152,509.15("Deficiency"); WHEREAS, the Owing Party acknowledges and agrees that it has a continuing obligation to collect and timely remit hotel occupancy taxes and to timely submit the related tax reports on a monthly basis as required by the City's Code of Ordinances (the sum of each monthly amount collected and due to the City being referred to as the "Invoiced Bill," regardless of whether or not the Owing Party receives a physical monthly bill or invoice),with collection, remittance, and reporting on each Invoiced Bill required in addition to the payment made against the Deficiency;and WHEREAS,the Owing Party and the City desire to enter into this Agreement,whereby,the Owing Party shall pay the City the full monthly amount,as shown in Exhibit A,such exhibit being attached to and incorporated into this Agreement as if fully set out here in its entirety, which the scheduled payment to be applied toward the balance of the Deficiency in accordance with the terms and conditions stated in this Agreement. .1. PREAMBLE ABOVE INCLUDED. The Owing Party and the City(individually,each a"Party"and, collectively, the"Parties") agree that: (i)the preamble statements included above are incorporated by reference into this Agreement as if fully set out here in their entireties; (ii)are accurate and truthful statements; (iii) and are valid and uncontestable in form and substance for all intents and purposes of the Parties. J P` 2. OWING PARTY'S PROMISE;REPAYMENT PLAN;TERM. In consideration of the City's agreement to accept repayment of the Deficiency eight months late by the Owing Party, the Owing Party promises and agrees to comply with the terms and conditions of this Agreement and Exhibit A (also referred to as the "Repayment Plan"), which has been developed in good faith by both Parties and in a manner by which the Owing Party reasonably believes it can remit full payment of the Deficiency in accordance with the Repayment Plan without further delay. The Owing Party agrees to make payment in full directly to the City on or before the scheduled payment date shown in the Repayment Plan. This Agreement automatically terminates upon the final payment being accepted by the City in full satisfaction of the entire Deficiency. With regard to remittances and submission of monthly reports related to Invoiced Bills, the Owing Party must continue to timely submit each month that is due directly to the City's contracted party, MuniREVS. 3. NO WAIVER;ACCELERATION UPON BREACH. The Owing Party understands that the City waives none of its rights, in law or in equity, to collection of the full amount of the Deficiency and each Invoiced Bill, plus any applicable attorneys'fees, collection charges, and interest unless and until the Owing Party pays the Deficiency in full satisfaction of the amount owed. If the Owing Party breaches this Agreement by failing to make the payment when due, in full and in accordance with the terms of the Repayment Plan, on the 5th calendar day following the failure to make the prescribed payment and without any further notice to the Owing Party, the remaining amount of the Deficiency(and unpaid Invoiced Bill amounts, if any) may be accelerated at the sole discretion of the City, acting through the City Manager, and become immediately due and payable to the City by the Owing Party. Upon such an event of default, the Owing Party understands Page 1 of 2 SCANNED the City may pursue collection of the remaining Deficiency(and unpaid Invoiced Bill amounts, if any)by any lawful means in accordance with City, State,and federal law,which may include the filing of a lawsuit against the Owing Party. Ja. 4. NO MODIFICATION UNLESS IN WRITING. No modification of this Agreement is valid unless made in writing and executed by representatives of both Parties. C 5, RELEASE; REGULAR MONTHLY CHARGES. As further consideration for the Repayment Plan and this Agreement, the Owing Party hereby releases all claims it may have against the City and its officers, officials, employees, representatives, and agents related to the accrual, repayment, notification, and collection of the Deficiency and any Invoiced Bill amount(s) due as of the execution date of this Agreement and agrees the amount represented by the Deficiency is correct. Nothing in this Agreement is intended to release the Owing Party from the Owing Party's continuing legal obligation to timely collect and remit payment for each Invoiced Bill in full as such amount becomes due and to timely submit the required monthly reports on or before the due date required by law and as stated herein this Agreement. 6. AUTHORITY TO BIND. Owing Party represents and warrants that the individual executing this Agreement on behalf of Owing Party has full and complete legal authority to bind the Owing Party to each and every term and condition of this Agreement. .) r`''— 7. SEVERABILITY. In the event any provision of this Agreement is deemed or held to be invalid, illegal, or unenforceable for any reason, then the Parties agree that such provision is deemed struck from this Agreement and that the remainder of this Agreement may be enforced as if the struck provision(s)were never included in the Agreement. f' 8. APPLICABLE LAW. This Agreement and the interpretation of its terms and conditions is governed by and will be construed in accordance with the laws of the City of Corpus Christi, the State of Texas,and the United States. PAYMENT PLAN: J tc- I agree to make the Repayment Plan payments by cashier's check only on or before each date due and in the full amount shown in the attached Exhibit A, which exhibit is incorporated by reference into this Agreement as if its content were fully set out here in its entirety. I understand and acknowledge that the Repayment Plan payments being made are in addition to the regular monthly remittances and reports due for continuing collections of hotel occupancy taxes,that no additional costs nor interest will be added to the Deficiency during the period of the Repayment Plan, and that I may pay the entire balance of the Deficiency owed at any time and be released from this Agreement. I also understand that payment of any amount less than the full amount due by the due date stated pursuant to this Agreement or failure to remit monthly payments on any date later than the date due for that monthly payment is a material breach of this Agreement and is grounds for the City to immediately deem the entire remaining Deficiency(and Invoice Bill amount,if any)due and payable and to proceed with pursuing civil and criminal enforcement actions against the Owing Party. I understand that the City, in its sole discretion and pursuant to applicable State and local law, may file this Agreement and Repayment Plan as a public record in the official records of Nueces County, Texas. ATTACHED AND INCORPORATED: EXHIBIT A•REPAYMENT PLAN DUE DATES AND AMOUNTS ► PARTY:perating Port Royal,/� Inc. CITY nOF CORPUS CHRISTI 3/// ig :ture to Signature Date —36 e Printed Name Title Approved as to form: /'/� 2.4‘: -4 , '1 • -�ge2of2 Assist? City Atto ey (v For Ci Attorney Exhibit A Operating Port Royal, Inc. FEIN: 74-2738440 City Occupancy Tax Collected Amount June 2021 $ 132,616.65 June 2021 Penalty _ $ 19,892.50 $ 152,509.15 Payment Due Date Amount 3/31/2022 $ 50,836.38 5/31/2022 $ 50,836.38 7/31/2022 $ 50,836.39 $ 152,509.15