HomeMy WebLinkAboutAgenda Packet City Council - 03/29/2022 o',A-)5r.,f,�r s City of Corpus Christi 1201 Leopard Street
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\ Meeting Agenda - Final
Reinvestment Zone No. 3 - Downtown
Tuesday, March 29,2022 9:30 AM Council Chambers
Persons with disabilities who plan to attend this meeting and who may need auxiliary
aids or services are requested to contact the City Secretary's office (at 361-826-3105) at
least 48 hours in advance so that appropriate arrangements can be made.
A. Chairman Billy Lerma to call the meeting to order.
B. City Secretary Rebecca Huerta to call roll of the Corporation Directors.
TIRZ No. 3 Board Members:
• Billy Lerma (Chair), Council Member District 1
• Mike Pusley (Vice-Chair), Council Member At-Large
• Roland Barrera, Council Member District 3
• Paulette Guajardo, Mayor
• Gil Hernandez, Council Member District 5
• Michael Hunter, Council Member At-Large
• John Martinez, Council Member At-Large
• Ben Molina, Council Member District 2
• Greg Smith, Council Member District 4
• Barbara Canales, Nueces County Judge
• Susan Hutchinson, Del Mar
• James Sedwick, Downtown Management District
C. PUBLIC COMMENT:
City of Corpus Christi Page 1 Printed on 3/28/2022
Reinvestment Zone No. 3 - Meeting Agenda-Final March 29,2022
Downtown
PLEASE BE ADVISED THAT THE OPEN MEETINGS ACT PROHIBITS THE BOARD OF
DIRECTORS FROM RESPONDING AND DISCUSSING YOUR COMMENTS AT LENGTH.
THE LAW ONLY AUTHORIZES THEM TO DO THE FOLLOWING:
1. MAKE A STATEMENT OF FACTUAL INFORMATION.
2. RECITE AN EXISTING POLICY IN RESPONSE TO THE INQUIRY.
3. ADVISE THE CITIZEN THAT THIS SUBJECT WILL BE PLACED ON AN AGENDA
AT A LATER DATE.
Persons with disabilities who plan to attend this meeting and who may need auxiliary
aids or services are requested to contact the City Secretary's office (at 361-826-3105) at
least 48 hours in advance so that appropriate arrangements can be made.
PLEASE REFER TO THE CITY'S WEBSITE:
https://www.cctexas.com/detail/covid-19-public-comment-input-procedures FOR
FURTHER DETAILS ON WRITTEN PUBLIC COMMENT SUBMISSIONS.
D. MINUTES/ EXCUSED ABSENCES:
1. 22-0560 Approval of the January 25, 2022 Reinvestment Zone No. 3 Meeting
Minutes.
E. FINANCIAL REPORT:
2. 22-0425 TIRZ #3 Financial Reports as of January 31, 2022
sponsors: Finance &Procurement
F. EXECUTIVE SESSION ITEMS:
3. 22-0596 Executive session pursuant to Texas Government Code § 551.071
and Texas Disciplinary Rules of Professional Conduct Rule 1.05 to consult
with attorneys concerning legal issues regarding possible amendments to
economic development agreement(s) involving Agnes Water LLC and/or
other entities involved with a development at or near 402 S Chaparral in
the downtown area and pursuant to Texas Government Code §
551.087 to discuss or deliberate regarding commercial or financial
information relating to some or all of the aforementioned matter(s) or
entities that the governmental body seeks to have locate, stay, or expand in
or near the territory of the governmental body and with which the
governmental body is conducting economic development negotiations
and/or financial or other incentives involving said business prospect,
including amendments to existing agreements.
City of Corpus Christi Paye 2 Printed on 3/28/2022
Reinvestment Zone No. 3 - Meeting Agenda-Final March 29,2022
Downtown
G. AGENDA ITEMS:
4. 22-0332 Motion to approve an amendment to extend the project completion date for
the Downtown Streetscape Reimbursement Agreement with Fieldberry,
LLC from February 28, 2022 to December 31, 2022.
5. 22-0498 Motion to approve a New Commercial Tenant Finish-Out Program
Reimbursement Agreement for HypeByke located at 311 Peoples Street
for a total incentive amount not to exceed $12,000.
6. 22-0499 Motion to approve an amendment to extend the project completion date for the
Downtown Streetscape Reimbursement Agreement with RAF Real Estate
Investments, LLC from March 31, 2022 to September 30, 2022.
7. 22-0517 Motion to approve a Downtown Streetscape Reimbursement Agreement with
Premier Smiles PLLC for improvements to the property located at 1200 Santa
Fe Street for a total incentive amount not to exceed $17,395.
8. 22-0576 Motion authorizing the termination of the existing Streetscape Reimbursement
Agreement with Buccaneer Commission, Inc. related to the property located at
1316 N. Chaparral Street by agreement; and authorizing a new Downtown
Streetscape Reimbursement Agreement with Buccaneer Commission, Inc. for
improvements to the property located at 1415 N. Chaparral Street for a total
incentive amount not to exceed $200,000.
H. PRESENTATION ITEMS: None
I. ADJOURNMENT:
This meeting maybe held via videoconference call pursuant to Texas Government Code§551.127.If this meeting is held via
videoconference call or other remote method of meeting,then a member of this governmental body presiding over this meeting will be
physically present at the location of this meeting unless this meeting is held pursuant to Texas Government Code§551.125 due to an
emergency or other public necessity pursuant to Texas Government Code§551.045.
City of Corpus Christi Page 3 Printed on 3/28/2022
City of Corpus Christi 1201 Leopard Street
/ Corpus Christi,TX 78401
cctexas.com
Meeting Minutes
Reinvestment Zone No. 3 - Downtown
Tuesday,January 25,2022 9:30 AM Council Chambers
A. Chairman Billy Lerma to call the meeting to order.
Chairman Lerma called the meeting to order at 9:36 a.m.
B. City Secretary Rebecca Huerta to call roll of the Corporation Directors.
City Secretary Rebecca L. Huerta called the roll and verified that a quorum of the Board
was present to conduct the meeting.
Present 10- Board Member Billy A. Lerma, Board Member Roland Barrera, Board Member Paulette
M. Guajardo, Board Member Michael Hunter, Board Member Susan Hutchinson, Board
Member John Martinez, Board Member Ben Molina, Board Member Mike Pusley, Board
Member James Sedwick, and Board Member Greg Smith
Absent 2- Board Member Barbara Canales, and Board Member Gil Hernandez
C. PUBLIC COMMENT:
Chairman Lerma referred to Public Comment. There were no public comments.
D. MINUTES:
1. 22-0179 Approval of the October 26, 2021 Reinvestment Zone No. 3 and December 14,
2021 Reinvestment Zone No. 3 Special Meeting.
Chairman Lerma referred to Item 1.
Board Member Barrera made a motion to approve the minutes, seconded by Board
Member Guajardo and passed unanimously
E. FINANCIAL REPORT:
2. 22-0115 TIRZ #3 Financial Reports as of November 30, 2021
Chairman Lerma referred to Item 2.
Director of Finance Heather Hurlbert presented information on the following topics: Tax
Reinvestment Zone No. 3 financial position for the two months ended November 30,
2021; TIRZ No. 3 commitments as of November 30, 2021; project specific development
commitments as of November 30, 2021; targeted vacant property improvement grant
commitments as of November 30, 2021; downtown living initiative commitments as of
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Reinvestment Zone No. 3 - Meeting Minutes January 25, 2022
Downtown
November 30, 2021; new tenant commercial finish out commitments as of November 30,
2021; and streetscape and safety improvement program commitments as of November
30, 2021.
There were no questions from the Board.
F. EXECUTIVE SESSION ITEMS:
3. 22-0172 Executive session pursuant to Texas Government Code § 551.071 and
Texas Disciplinary Rules of Professional Conduct Rule 1.05 to consult with
attorneys concerning legal issues related to economic development
agreement(s) involving 326 N Chaparral LLC and/or other entities involved with
a commercial development at 326 N Chaparral in the downtown area and
pursuant to Texas Government Code § 551.087 to discuss or deliberate
regarding commercial or financial information relating to some or all of the
aforementioned matter(s) or entities that the governmental body seeks to have
locate, stay, or expand in or near the territory of the governmental body and with
which the governmental body is conducting economic development negotiations
and/or financial or other incentives in an amount not to exceed $169,000
involving said business prospect.
This E-Session Item was passed after executive session.
The following motion was considered:
Motion authorizing a downtown development reimbursement agreement with 326 N
Chaparral LLC, in an amount not to exceed $169,000, for improvements to the property
located at 326 N Chaparral Street under the Streetscape and Safety Improvement
Program and the Vacant Building Program.
Board Member Pusley made a motion to approve the motion, seconded by Board
Member Barrera.
Developer Freddy Rodriguez stated that 10% of revenues will go to children's charity.
Board Members thanked Mr. Rodriguez for investing in downtown and stated that this is a
great investment opportunity for the City.
The Motion was passed and approved with the following vote:
Aye: 10- Board Member Billy A. Lerma, Board Member Roland Barrera, Board Member Paulette
M. Guajardo, Board Member Michael Hunter, Board Member Susan Hutchinson, Board
Member John Martinez, Board Member Ben Molina, Board Member Mike Pusley, Board
Member James Sedwick, and Board Member Greg Smith
City of Corpus Christi Page 2 Printed on 2/112022
Reinvestment Zone No. 3 - Meeting Minutes January 25, 2022
Downtown
Absent: 2- Board Member Barbara Canales, and Board Member Gil Hernandez
Abstained: 0
4. 22-0173 Executive session pursuant to Texas Government Code § 551.071 and
Texas Disciplinary Rules of Professional Conduct Rule 1.05 to consult with
attorneys concerning legal issues related to economic development
agreement(s) involving RDCC Mushroom Soup LLC and/or other entities
involved with a residential/mixed-use development at 222 N Chaparral in the
downtown area and pursuant to Texas Government Code § 551.087 to
discuss or deliberate regarding commercial or financial information relating to
some or all of the aforementioned matter(s) or entities that the governmental
body seeks to have locate, stay, or expand in or near the territory of the
governmental body and with which the governmental body is conducting
economic development negotiations and/or financial or other incentives in an
amount not to exceed $470,000 involving said business prospect.
This E-Session Item was withdrawn.
5. 22-0174 Executive session pursuant to Texas Government Code § 551.071 and
Texas Disciplinary Rules of Professional Conduct Rule 1.05 to consult with
attorneys concerning legal issues related to economic development
agreement(s) involving 1301 N Chaparral LLC and/or other entities involved with
a residential/mixed-use development at 1301 N Chaparral in the downtown area
and pursuant to Texas Government Code § 551.087 to discuss or
deliberate regarding commercial or financial information relating to some or all
of the aforementioned matter(s) or entities that the governmental body seeks to
have locate, stay, or expand in or near the territory of the governmental body and
with which the governmental body is conducting economic development
negotiations and/or financial or other incentives in an amount not to exceed
$225,000 involving said business prospect.
This E-Session Item was passed after executive session.
The following motion was considered:
Motion authorizing a downtown development reimbursement agreement with 1301 N
Chaparral LLC, in an amount not to exceed $225,000, for improvements to the property
located at 1301 N Chaparral Street under the Downtown Living Initiative and the Vacant
Building Program.
Board Member Pusley made a motion to approve the motion, seconded by Board
City of Corpus Christi Page 3 Printed on 2/112022
Reinvestment Zone No. 3 - Meeting Minutes January 25, 2022
Downtown
Member Guajardo.
Developer Santana Perez stated that she is planning on converting the Hoover Hotel to
an apartment complex and making it a residential/mixed-use development with the
intention of moving more people downtown.
Board Members thanked Ms. Perez for investing in downtown Corpus Christi.
The Motion was passed and approved with the following vote:
Aye: 10- Board Member Billy A. Lerma, Board Member Roland Barrera, Board Member Paulette
M. Guajardo, Board Member Michael Hunter, Board Member Susan Hutchinson, Board
Member John Martinez, Board Member Ben Molina, Board Member Mike Pusley, Board
Member James Sedwick, and Board Member Greg Smith
Absent: 2- Board Member Barbara Canales, and Board Member Gil Hernandez
Abstained: 0
G. AGENDA ITEMS:
6. 22-0177 Motion approving an amendment to the Downtown Development
Reimbursement Agreement with 1001 N Water Street LLC, which provides that
the Developer will have an extension for the completion date for the Northwater
from January 31, 2022 to December 31, 2022.
Chairman Lerma referred to Item 6.
Executive Director of the Downtown Management District Alyssa Barrera Mason stated
that the purpose of this item is to grant an extension for the completion date for the
Northwater Apartments to December 31, 2022.
There were no questions from the Board.
Board Member Pusley made a motion to approve the motion, seconded by Board
Member Barrera. This Motion was passed and approved with the following vote:
Aye: 10- Board Member Billy A. Lerma, Board Member Roland Barrera, Board Member Paulette
M. Guajardo, Board Member Michael Hunter, Board Member Susan Hutchinson, Board
Member John Martinez, Board Member Ben Molina, Board Member Mike Pusley, Board
Member James Sedwick, and Board Member Greg Smith
Absent: 2- Board Member Barbara Canales, and Board Member Gil Hernandez
Abstained: 0
H. PRESENTATION ITEMS:
City of Corpus Christi Page 4 Printed on 2/112022
Reinvestment Zone No. 3 - Meeting Minutes January 25, 2022
Downtown
7. 22-0175 Downtown Streetscape Tree Planting along Water Street for improvements to
shade and pedestrian experience, effective upon signature by the City Manager
or designee.
Chairman Lerma referred to Item 7.
Executive Director of the Downtown Management District Alyssa Barrera Mason stated
that more trees are desired in the downtown area.
Associate of Design Workshop Brian Chambers presented information on the following
topics: overview; Water Street reimagined; what Water Street could be; investing in the
public realm to encourage private investment; challenges today; and the possibilities.
Board Members, Executive Director Mason, Mr. Chambers and City Manager Peter
Zanoni discussed the following topics: Council support to add trees to the downtown
area; what are other funding options; City staff is in support of trees downtown; a Board
Member's concern about losing parking spaces in the downtown area; this is a public
improvement project; and a Board Member's concern about narrowing Water Street from
four lanes to two lanes.
I. ADJOURNMENT
Chairman Lerma adjourned the meeting at 11:07 a.m.
City of Corpus Christi Page 5 Printed on 21112022
Tax Increment Reinvestment Zone No. 3 - DMD
• TIRZ No. 3 Board Meeting
March 29, 2022
- TIRZ No. 3 Financial Position for the
Four Months Ended January 31, 2022
==Igm M,
Beginning FY 2022 Fund Balance $5,467,589 $5,467,589
Revenues Year-to-Date $2,283,866 $1,277,523
Expenditures Year-to-Date $2,506,907 $442,246
Ending Fund Balance as of January 31 $5,244,548 $6,302,866
Commitments remaining to be paid* $5,044,528
Balance Available for Commitments $1,258,338
*Project Specific commitments are not reflected in this balance because their reimbursements are based on the amount of taxes paid into the TIRZ. 2
TIRZ No. 3
Commitments as of January 31, 2022
Fiscal Current and Future Admin and Other Total Estimated Balance
Year Estimated Annual Revenue* Incentives Expenses" Available for
Commitments
2022 2,283,866 443,588 1,228,622 6,079,245
2023 2,283,866 627,940 1,228,622 6,506,549
2024 2,283,866 1,184,750 1,228,622 6,377,043
2025 2,283,866 984,750 1,228,622 6,447,537
2026 2,283,866 984,750 1,228,622 6,518,031
2027 2,283,866 818,750 1,228,622 6,754,525
2028 2,283,866 0 1,228,622 7,809,769
*This includes total estimated revenue for the entire year.
**Admin and Other Expenses=Downtown Vacant Bldg Code Enforcement,Parking Upgrades,Traffic&Planning Analysis,DMD Agreement,Mgt& 3
Professional Svcs,and Transfer to General Fund.
Project Specific Development
Commitments as of January 31, 2022
Agreement Total FY22 FY23 FY24 FY25 FY26-28
Grand Total $5,202,536 $415,966 $430,776 $831,287 $854,161 $2,670,346
600 Building 1,300,000 261,468 274,541 763,991
Marriott Residence Inn 888,289 54,833 57,300 60,165 63,173 652,818
Frost Bank 396,247 213,940 182,307
Nueces Brewing
Company** 200,000 11,731 12,318 12,933 13,580 149,438
Ward Building 240,000 40,000 50,000 50,000 50,000 50,000
807 N. Upper 520,000 95,462 100,235 105,247 110,509 108,547
Broadway
The Northwater
98,000 28,616 29,474 30,358 9,552
Apartments
SEA District Hotel 1,560,000 312,000 312,000 936,000
Group, LP
** Building wasp rev io us ly owned by Stonewater Properties and was sold to Agnes Water. The agreement was assigned to Agnes Water on 10/27/2020. 4
Targeted Vacant Property Improvement Grant
Commitments as of January 31, 2022
Agreement Total FY22 FY23 FY24 FY25 FY26-28
Grand Total $190,000 $90,000 $100,000
Ward Building 190,000 90,000 100,000
5
Downtown Living Initiative
Commitments as of January 31, 2022
Agreement Total FY22 FY23 FY24 FY25 FY26-28
Grand Total $4,005,000 $116,000 $266,000 $934,750 $934,750 $1,753,500
600 Building 3,275,000 818,750 818,750 1,637,500
The Northwater 580,000 116,000 116,000 116,000 116,000 116,000
Apartments
The Preston 150,000 150,000
6
New Tenant Commercial Finish Out
Commitments as of January 31, 2022
Agreement Total FY22 FY23 FY24 FY25 FY26-28
Grand Total $105,400 $105,400
Stonewater Properties
Schatzell, Inc. 20,000 20,000
Allgood Fitness-Aaron
39,000 39,000
Pineda
Annex Bar—New Tenant 26,400 26,400
Annex Bar—Bldg. Owner 20,000 20,000
7
- Streetscape & Safety Improvement Program
Commitments as of January 31, 2022
Agreement Total FY22 FY23 FY24 FY25 FY26-28
Grand Total $744,128 $222,188 $271,940 $150,000 $50,000 $50,000
Agnes Water 200,000 100,000 100,000
Aadi 9,825 9,825
Fieldberry, LLC(BUS Tasty Bites) 26,270 26,270
Annex Bar 40,343 40,343
Private Wealth Group 66,750 66,750
Vernon's 10,000 10,000
Buccaneer Commission 200,000 50,000 50,000 50,000 50,000
Yucatan Margarita Factory 51,774 51,774
The Point 70,166 70,166
Retrocade 69,000 69,000
8
REINVESTMENT ZONE#3(TIF FUND-1112)
Income Statement(Actuals)
February 01,2021-January 31,2022
Febmary March April May June July August September October November December January YTD-FY2022
Beginning Fund balance 5,736,638.31 6,713,709.30 6,631,679.73 6,604,027.54 6,513,821.39 6,236,450.18 5,742,977.62 5,690,944.66 5,467,589.18 5,433,179.17 5,479,188.33 5,459,603.59
Revenue:
Property Taxes 1,034,926.21 45,851.45 24,421.81 13,742.99 23,246.28 (103.82) 279.87 13,740.20 73,341.33 109,906.83 161,547.47 928,304.46 1,273,100.09
Interest on investments 874.28 1,030.76 1,003.00 1,100.54 943.09 874.24 764.17 16.39 1,633.66 904.33 939.17 945.89 4,423.05
Total revenue 1,035,800.49 46,882.21 25,424.81 14,843.53 24,189.37 770.42 1,044.04 13,756.59 74,974.99 110,811.16 162,486.64 929,250.35 1,277,523.14
Total resources available 6,772,438.80 6,760,591.51 6,657,104.54 6,618,871.07 6,538,010.76 6,237,220.60 5,744,021.66 5,704,701.25 5,542,564.17 5,543,990.33 5,641,674.97 6,388,853.94
Expenditures:
TIRZ#3 Project Plan-10275 -
Targeted Vacant Property Improvement-10276 - - - - - - - - - - - - -
New Tenant Commercial Finish Out-10277 5,475.00 - - 23,280.00 - - - - -
Downtown Living Inifiative-10278 - - - - - - - - - - - - -
ProjectSpecific Development-10279 - - - 51,972.68 203,752.80 - - - - - - - -
Site Management&Development-10280 - - - - - - - - - - - - -
Down town VacantBuildRehabilitafionPilot Frog-10281 - - - - - - - - - - - - -
VacantBuildingProgram-10282 - - - - - - - 25,000.00 - - - - -
Padding Upgrades-10283 - - - - 15,500.00 - - 2,176.07 - - 29,450.00 - 29,450.00
Off-Street Packing Improvement Program-10284 - - - - - - - - - - - -
Traffic Pattern Analysis&Streetscapes-10285 5,420.00 119,471.00 - - 23,755.78 441,165.98 - 67,043.00 - - 87,819.38 - 87,819.38
Streetscape&Safety Improv Prog-10286 232.50 56,363.78 - - - - - 24,036.00 - - 18,379.68 18,379.68
DMD Contract-10287 42,500.00 (57,500.00) 42,500.00 42,500.00 42,500.00 42,500.00 42,500.00 85,000.00 - 55,417.00 55,417.00 55,417.00 166,251.00
Management&Professional Services-10288 - - - - - - - - - - - - -
DMD Right of Way-10289 - - - - - - - - 50,000.00 - - - 50,000.00
City Right ofWay
- - - - - - - - - - - 2,806.50 2,806.50
Park Maintenance-10291 - - - - - - - - 50,000.00 - - - 50,000.00
Transfer to General Fund-60010 10,577.00 10,577.00 10,577.00 10,577.00 10,577.00 10,577.00 10,577.00 10,577.00 9,385.00 9,385.00 9,385.00 9,385.00 37,540.00
Total expenditures 58,729.50 128,911.78 53,077.00 105,049.68 301,550.58 494,242.98 53,077.00 237,112.07 109,385.00 64,802.00 182,071.38 85,988.18 442,246.56
Fund balance 6,713,709.30 6,631,679.73 6,604,027.54 6,513,821.39 6,236,450.18 5,742,977.62 5,690,944.66 5,467,589.18 5,433,179.17 5,479,188.33 5,459,603.59 6,302,865.76
Income Statement(Estimates)
February 01,2022-January 31,2023
Febmary March April May June July August September October November December January
Beginning Fund balance 6,302,865.76 6,292,612.32 6,282,358.88 6,272,105.44 6,261,851.99 6,251,598.55 6,241,345.11 6,231,091.67 6,220,838.23 6,210,584.79 6,200,331.34 6,190,077.90
Revenue:
Property Taxes 189,503.24 189,503.24 189,503.24 189,503.24 189,503.24 189,503.24 189,503.24 189,503.24 189,503.24 189,503.24 189,503.24 189,503.24
Interest on investments 818.92 818.92 818.92 818.92 818.92 818.92 818.92 818.92 818.92 818.92 818.92 818.92
Total revenue 190,322.16 190,322.16 190,322.16 190,322.16 190,322.16 190,322.16 190,322.16 190,322.16 190,322.16 190,322.16 190,322.16 190,322.16
Total resources available 6,493,187.92 6,482,934.48 6,472,681.04 6,462,427.60 6,452,174.15 6,441,920.71 6,431,667.27 6,421,413.83 6,411,160.39 6,400,906.95 6,390,653.50 6,380,400.06
Expenditures:
Targeted Vacant Property Improvement-10276 35,958.34 35,958.34 35,958.34 35,958.34 35,958.34 35,958.34 35,958.34 35,958.34 35,958.34 35,958.34 35,958.34 35,958.34
New Tenant Commercial Finish Out-10277 8,333.33 8,333.33 8,333.33 8,333.33 8,333.33 8,333.33 8,333.33 8,333.33 8,333.33 8,333.33 8,333.33 8,333.33
Downtown Living Inifiative-10278 9,666.67 9,666.67 9,666.67 9,666.67 9,666.67 9,666.67 9,666.67 9,666.67 9,666.67 9,666.67 9,666.67 9,666.67
Project Specific Development-10279 34,642.08 34,642.08 34,642.08 34,642.08 34,642.08 34,642.08 34,642.08 34,642.08 34,642.08 34,642.08 34,642.08 34,642.08
Vacant Building Program-10282 - - - - - - - - - - - -
Parlting Upgrades-10283 8,333.33 8,333.33 8,333.33 8,333.33 8,333.33 8,333.33 8,333.33 8,333.33 8,333.33 8,333.33 8,333.33 8,333.33
Traffic Pattern Analysis&Streetscapes-10285 16,666.67 16,666.67 16,666.67 16,666.67 16,666.67 16,666.67 16,666.67 16,666.67 16,666.67 16,666.67 16,666.67 16,666.67
Streetscape&Safety Improv Prog-10286 17,795.67 17,795.67 17,795.67 17,795.67 17,795.67 17,795.67 17,795.67 17,795.67 17,795.67 17,795.67 17,795.67 17,795.67
DMD Contract-10287 55,544.35 55,544.35 55,544.35 55,544.35 55,544.35 55,544.35 55,544.35 55,544.35 55,544.35 55,544.35 55,544.35 55,544.35
Management&Professional Services-10288 83.33 83.33 83.33 83.33 83.33 83.33 83.33 83.33 83.33 83.33 83.33 83.33
DMD Right of Way-10289
City Right of Way-10290 4,166.67 4,166.67 4,166.67 4,166.67 4,166.67 4,166.67 4,166.67 4,166.67 4,166.67 4,166.67 4,166.67 4,166.67
Park Maintenance-10291
Transfer to General Fund-60010 9,385.17 9,385.17 9,385.17 9,385.17 9,385.17 9,385.17 9,385.17 9,385.17 9,385.17 9,385.17 9,385.17 9,385.17
Total expenditures 200,575.60 200,575.60 200,575.60 200,575.60 200,575.60 200,575.60 200,575.60 200,575.60 200,575.60 200,575.60 200,575.60 200,575.60
Fund balance 6,292,612.32 6,282,358.88 6,272,105.44 6,261,851.99 6,251,598.55 6,241,345.11 6,231,091.67 6,220,838.23 6,210,584.79 6,200,331.34 6,190,077.90 6,179,824.46
Beginning in October,2019,statement is on a modified accrual basis
https://corpuschdsti.sharepoint.com/sites/FinanceDepartment/Finance/SHARED/TIF#3 Downtown TIF/Financials/FY2022/PO4Jan/TIF#3 Fund Balance January 2022 1112
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AGENDA MEMORANDUM
"°°P°aat4d Corpus Christi Tax Increment Reinvestment Zone #3 Meeting March 29, 2022
1852
DATE: March 29, 2022
TO: President and Honorable Board Members,
Tax Increment Reinvestment Zone #3
FROM: Alyssa Barrera Mason, Executive Director, CCDMD
Alyssa@cctexasdmd.com
(361) 882-2363
Approval of Extension for TIRZ #3 Reimbursement Agreement for BUS Tasty Bites
at 702 N Chaparral St.
CAPTION:
Motion to approve an amendment to extend the project completion date for the Downtown
Streetscape Reimbursement Agreement with Fieldberry, LLC from February 28, 2022 to
December 31, 2022.
SUMMARY:
This motion authorizes an extension of the completion date requirement for BUS Tasty Bites. This
project consists of the installation of a retrofitted shipping container into a commercial kitchen in
the back patio area of Bar Under the Sun (BUS). The kitchen will have an outdoor dining patio
surrounding it with shade structures, lighting, and landscaping. This will allow BUS to permanently
offer food options.
BACKGROUND AND FINDINGS:
On March 30, 2021, the TIRZ #3 Board approved a Downtown Streetscape Reimbursement
Agreement with Fieldberry, LLC for the property located at 702 N Chaparral St. The project fit the
criteria for the Streetscape and Safety Improvement Program which was created to assist property
owners with improvements to the right of ways, fagades, and alleys that comprise shared public
space.
The Developer has encountered several challenges with the new style of outdoor dining with
container use. While construction occurred in accordance with the engineered and permitted
plans, the engineer deemed the design insufficient upon inspection. The Developers have hired
a new engineer to redesign the concrete foundation for the project. The shipping container and
other materials are currently being stored off-site. The developers will have 80% of the equipment
by April of this year.
The total project cost is $155,000 and the Developer is fully committed to completing this project
in accordance with the requested revised schedule.
ALTERNATIVES:
The Board could choose not to approve this amendment or limit the completion date requirement.
FINANCIAL IMPACT:
The funding source for this project is from the TIRZ #3 Streetscape and Safety Improvement
Program FY21. The budget for this program is $200,000 and this project consists of an incentive
value of$26,270.
Funding Detail:
Fund: 1112 —TIF #3
Organization/Activity: 10286 —Streetscape & Safety Improvement Program
Mission Element: 707 - Economic Development
Project # (CIP Only): N/A
Account: 540450— Reimbursement to Developers
RECOMMENDATION:
Staff recommends approving the amendment to the Agreement and extending the completion
date for this project to December 31, 2022. BUS was a catalytic adaptive re-use development
downtown when it opened in 2017 and positively changed the atmosphere of downtown. This
phase two development and addition of a consistent food offering has been widely requested by
downtown patrons and will enhance the food offerings of downtown.
LIST OF SUPPORTING DOCUMENTS:
BUS PowerPoint Presentation
Letter Requesting Extension — BUS Tasty Bites
Amendment No. 1 Development Reimbursement Agreement— BUS Tasty Bites
J
BUS Tasty Bites
702 N Chaparral Street
March 29, 2022
Project Site
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BUS Tasty Bites
Description - Shipping container to transform into a
permanent restaurant for BUS
Project . $154,540
® $26,270 c
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• Upon self inspection,engineer deemed E.,�.,%° ::+�;;""'. .
their original design was insufficient ~
• New engineer has been brought on board
to redesign concrete foundation
ProjectDecember 31,2022 ~`
Completion
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Bar Under the Sun (BUS)
702 N Chaparral St.
Corpus Christi, TX 78401
February 16, 2022
Corpus Christi Downtown Management District
ATTN: Alyssa B. Mason
223 N Chaparral St.
Corpus Christi, TX 78401
Re: Reimbursement Agreement—BUS Tasty Bites (702 N Chaparral St.)
Alyssa,
We would like to request an extension of the Completion Date in the Reimbursement Agreement with
BUS Tasty Bites to December 31, 2022. We anticipate being open and operating much earlier- by May
2022; however, with all the continuing delays with engineering, contracting, and manufacture, I believe
that a sizable buffer on our timeline would be most prudent. We have the container on site and have
taken delivery of+\-70%of our kitchen equipment. Once we can resolve the engineering delay, we
believe it will be a rapid process to get open. We appreciate your patience and that of the board
regarding our difficulties, and we remain excited and are still committed to adding this kitchen to our
business.
Many thanks,
-Ben and Lesley Lomax
AMENDMENT NO. 2 TO DOWNTOWN DEVELOPMENT REIMBURSEMENT
AGREEMENT— STREETSCAPE AND SAFETY PROGRAM - BUS Tasty Bites
This Amendment No. 2 ("Amendment") amends the agreement between the City of
Corpus Christi, as an agent of the Tax Increment Reinvestment Zone No. 3 ("TIRZ
#3"), and Fieldberry, LLC (the "Developer"), regarding the improvements to be
made at 702 North Chaparral Street (the "Agreement") for BUS Tasty Bites.
NOW, THEREFORE, THE PARTIES AGREE AS FOLLOWS:
1) Paragraph (a) of Section 2 of the Agreement is hereby replaced in its entirety
as follows:
"(a) The Developer completes the Work on the Property on or before
December 31 , 2022 (the "Completion Date") in accordance with Exhibit
A and the City's building codes and policies."
2) All other terms and conditions of the previously executed Agreement
between the parties which are not inconsistent herewith shall continue in full force
and effect.
EXECUTED this day of 20_, by the authorized representative
of the parties.
City of Corpus Christi Developer
on Behalf of the TIRZ #3 Fieldberry, LLC
Constance Sanchez Benefield Lomax
Chief Financial Officer Member
Date: Date:
Attest: Approved as to Legal Form:
Rebecca Huerta Aimee Alcorn-Reed, Assistant City Attorney
City Secretary Attorney for TIRZ#3
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CORPORI AGENDA MEMORANDUM
1$52+
Corpus Christi Tax Increment Reinvestment Zone #3 Meeting March 29, 2022
DATE: March 29, 2022
TO: President and Honorable Board Members
Corpus Christi Tax Increment Reinvestment Zone #3
FROM: Alyssa Barrera Mason, Executive Director, CCDMD
Alyssa@cctexasdmd.com
(361) 882-2363
Approval of TIRZ #3 Reimbursement Agreement for HypeByke, LLC at 311
Peoples Street
CAPTION:
Motion to approve a New Commercial Tenant Finish-Out Program reimbursement agreement
for HypeByke located at 311 Peoples Street for a total incentive amount not to exceed $12,000.
SUMMARY:
This motion authorizes a Reimbursement Agreement for HypeByke LLC in the amount of
$12,000. This property was used as the storage facility for All Good Fitness but will be
renovated into a virtual bike gym and retail shop for bicycle supplies.
BACKGROUND AND FINDINGS:
The Incentive Programs adopted by the TIRZ #3 Board in the Project and Financing Plan are
specially structured to encourage specific types of development, key to our community's long-
term goal of Downtown Revitalization. The New Commercial Tenant Finish Out Grant Program
was created to assist new businesses leasing commercial space in the Reinvestment Zone.
HypeByke will be a cycling retail store in Corpus Christi, TX, offering products for cyclists, such
as bicycles, accessories, apparel, and cycling companion gear. In addition to the retail business
the location will have six virtual cycling stations equipped with monitors, rocker plates, trainers,
and equipment to enhance the experience of stationary cycling. HypeByke began with a online
store known as Sensory Overload Corpus Christi in September of 2019.
The improvements proposed include new shelves and baseboards to help support the products
and gear sold at this location. A new glass door will be installed at the entrance and electrical
repairs will be made to accommodate the virtual bikes as well as the lighting in this space. The
project completion date will be December 31, 2022.
This project activates a portion of the space left vacant with the relocation of All Good Fitness to
it's new location.
ALTERNATIVES:
The Board could choose not to approve this agreement, choose to limit the total reimbursement
amount, or change elements of the reimbursement agreement.
FINANCIAL IMPACT:
The funding source for this project is from the TIRZ #3 New Tenant Commercial Finish Out
Program. The budget for this program is $100,000 and this project will consist of a one-time
expenditure of an amount not to exceed $12,000.
Funding Detail:
Fund: 1112 —TIF #3
Organization/Activity: 10277— New Tenant Commercial Finish Out
Mission Element: 707 — Economic Development
Project # (CIP Only): N/A
Account: 540450— Reimbursement to Developers
RECOMMENDATION:
Staff recommends approving the agreement because it will add a new fitness option for
downtown in a space that was once used as storage for All Good Fitness.
LIST OF SUPPORTING DOCUMENTS:
TIRZ #3 Presentation — HypeByke
TIRZ #3 Reimbursement Agreement - HypeByke
J
HypeByke
311 Peoples Street
March 29, 2022
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Hype6yke
Description Old Storage area for All Good
Fitness
• Cycling retail store offering
products such as bicycles,
accessories,apparel,and y'
companion gear
• Six virtual cycling stations equipped
with monitors,and trainers near by
to assist
• Repair shop to be stationed inside
• $34,825
Incentive $12,000
Project December 31, 2022
Completion
3
The Developer
Melanie Salinas
From Corpus Christi,TX
• Is a Texas A&M CC
graduate
• Served as a
Communications
Technician for the U.S.
Navy
_ Started HypeByke online H Y P E B Y K E
in 2019
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Project Concept
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Project Concept fa
HYPEBYKe
Virtual Cycling Stations Bicycles Gear Bicycle Finings
(Pilot)
Memberships walk-Ins Bicycles Gear
• N2WIlie'.$34.991mo $14 gg • E-Bikes • K95port sack:$45.Q0 •5180.00/per TlWng
c 4 visits�mo -JaX Folding:$1,399.99-$1,599.99 • Logo Branded Apparel.$25.00-
• Inter-Roadie: Beaumont Rev Cily Ni:51,199.99- $4999
$54.99lma $1,39 99 •Jerseys.$45.00
8 visits lmo •Folding • Bicycle Parts
• Road Star$74 99lmo Judd.$379.99 o Chain Ings:544.99
Unlimited •Roatl •Tnefagun mini:$199.99
visilsl -Culver:$559.99 • BI[y[le Bags'.$14.99-$33.99
•Hybrid •HydroJugs:$14.99-$19.99
c Amok:$629.99 •Cycliq Flye Camera/Light$179.99
8
Project Cost
Total Project Costs
,- . .
Permit & inspections $600 Best Practice Parameters
Design fees $1,500 * Up to $10 per sf. for reimbursement
Interior paint $8,600
Bathroom repair $350
Baseboards $750
Service Counters $4,800
Wall repairs $5,800
Glass door installation $3,500
Shelves $4,425
Electric repairs $4,500
9
Recommendation fa
PeriodProgram Total
New Commercial Tenant Finish Out $12,000 One-time payment
Grant Program
• Project Completion: December 31, 2022
10
DOWNTOWN DEVELOPMENT REIMBURSEMENT AGREEMENT- HypeByke
This Downtown Development Reimbursement Agreement (the "Agreement") is entered into by and
between the City of Corpus Christi, Texas (the "C "), as the agent of the Corpus Christi Tax Increment
Reinvestment Zone#3 ("TIRZ#3"), and HYPE BYKE, LLC (the "Developer").
Recitals
WHEREAS on December 16, 2008, the City Council of the City (the "City Council") approved Ordinance
027996,which established the TIRZ#3 in accordance with Texas Tax Code Chapter 311. TIRZ#3 promotes
economic development and stimulates business and commercial activity in its downtown Corpus Christi
area (the "Zone");
WHEREAS on August 25, 2015,the City Council approved a Project and Financing Plan (the"Plan")for TIRZ
#3;
WHEREAS the Board of Directors of TIRZ#3 (the "Board") includes members of the City Council in a non-
public-official capacity, as well as a representative from each Nueces County and Del Mar College, who
have committed to contribute to TIRZ#3 through Interlocal Agreements created in 2009 and amended in
2012 and 2016;
WHEREAS the Corpus Christi Downtown Management District ("DMD") assists the City with
administration of TIRZ#3, recommends projects and recommends a DMD representative to be appointed
to the Board through an Interlocal Agreement;
WHEREAS on November 10, 2015, the City Council approved Ordinance 030680, which amended
Ordinance 027996 and authorized the Board to approve agreements in this form, to be entered into by
the City, as the Board considers necessary or convenient to implement the Plan and achieve its purpose;
WHEREAS the Plan contained certain programs designed to improve conditions and increase commerce
within the Zone;
WHEREAS the Developer has proposed a development plan (the "Development") for the certain
improvements listed on attached Exhibit A (each, an "Improvement" and, collectively, the
"Improvements"). The Improvements are planned to be constructed on the property located at 311
Peoples Street,with such property being more fully described on attached Exhibit B(the"Property"). The
Property is located within the Zone, and the Improvements fall within one of the programs approved in
the Plan;
WHEREAS the Development concept has been refined through cooperation between the Developer, the
City and the DMD to meet the desired goals of revitalization within the Zone and serve a public benefit;
WHEREAS any reference to "City"or"City Staff," is entirely in agency capacity for TIRZ#3, and further the
City as a home-rule municipal corporation is not a party to this agreement; and
WHEREAS the Developer desires to be reimbursed for certain future costs incurred pursuant to the
Development, and TIRZ #3 desires to reimburse the Developer for these costs in accordance with this
Agreement;
1
Agreement
Now therefore, in consideration of the mutual covenants and obligations, the parties agree as follows:
Section 1. Reimbursement Obligations.
The City shall reimburse the Developer from available TIRZ #3 funds in an amount up to the estimated
project cost listed next to each Improvement in attached Exhibit C(the"Estimated Project Costs"),except
that (a)the total amount of all such reimbursements for the Development may not exceed $12,000.00
and (b) if the Developer actually incurs a cost for an Improvement less than that Improvement's Estimated
Project Cost, the City shall reimburse the Developer for only the amount of the cost that the Developer
actually incurred for that Improvement.
Based on qualifications of the Development, the Program reimbursement structure is as follows:
(a) New Tenant Commercial Finish Out Grant Program:
(1) $10 Per Square Foot for a 1,200 square-foot project
(2) Improvements must be permanent, semi-permanent improvements or fixtures
Section 2. Closing Statement Required. Intentionally Deleted.
Section 3. Conditions for Reimbursement.
The City shall reimburse Developer in accordance with Section 1 only if the following conditions are
fulfilled:
(a) The Developer constructs all of the Improvements on the Property on or before December 31, 2022
(the "Completion Date") in accordance with Exhibit A and the City's building codes and policies.
(b) Developer obtains all required building permits from the City and commences construction of the
Improvements within six (6) months of the date this Agreement is signed by the City.
(c) The completed Improvements must include all elements (including but not limited to: all design,
structural, architectural, lighting, landscaping, etc.) which are shown or referenced in the
Development Plan attached hereto as Exhibit A. Any amendments to the Development Plan must be
submitted in writing and be approved by all parties to this Agreement.
(d) The City's Development Services Department issues a C of O for the Improvements.
(e) Within 60 days of the issuance of C of O, the Developer submits a Request for Reimbursement for
actual Project Costs, in the form contained in Exhibit D, including:
(i.) C of O;
(ii.) specific improvements completed under the Project and the amount of money that Developer
paid for completion of such work and that Developer claims as actual Project Costs;
(iii.) supporting documents demonstrating that such amounts were actually paid by Developer,
including but not limited to invoices, receipts and final lien waivers signed by the general
contractor;
(f) Appropriate City Staff has inspected the Improvements and certifies that the Improvements are
complete, acceptable, and comport to the terms of this Agreement.
(g) Request for Reimbursement form is reviewed and approved by the appropriate City staff.
2
(h) If the Developer fails to pay the required taxes on the property or files an appeal to the Nueces County
Appraisal District or any state or federal court of the assessed value of Property for ad valorem tax
purposes, the City and TIRZ #3 shall be under no obligation to make any payments under this
agreement until such time as the appeal is resolved and all taxes are paid in full. Any late fees, fines,
or interest assessed as a result of the failure to pay taxes or the appeal process shall not be reimbursed
to the Developer under this agreement. Reimbursement is limited to the actual amount of property
tax paid on the Improvements.
Section 4. Sales Tax Sourcing.
The Developer shall, except where not reasonably possible to do so without significant added expense,
substantial inconvenience, or sacrifice in operating efficiency in the normal course of business, utilize, or
cause its contractors to utilize, Separated Building Materials and Labor Contracts for all taxable building
material contracts related to the Development in the amount of$100,000 or more,to site payment of the
sales tax on building materials for the Development to the Property.
Section S. Audit
Developer will also make available for inspection by designated City Staff all financial and business records
of Developer that relate to the Project, in order to assist City Staff in verifying the Developer's compliance
with the terms and conditions of this Agreement. TIRZ #3 shall have the right to have these records
audited.
Section 6. Maintenance of Property and Improvements.
Developer must maintain the property for the entirety of the Agreement in accordance with the City's
Property Maintenance requirements. Citations from the Code Enforcement for property maintenance
issues will initiate termination provision (Section 7).
If the Developer constructsthe Improvements,the Developer shall maintain the Improvements, premises,
and adjacent public right of way in good condition and so as to not contribute to blight in the Zone. The
Developer's obligation to maintain the Improvements and public right of way adjacent to the Property,
includes without limitation, maintaining the landscaping, sidewalks, aesthetics, and general cleanliness of
the premises.
Section 7. Termination.
Sections 8 and 11 of this Agreement will survive beyond the expiration or earlier termination of this
Agreement. If the Developer has not fully complied with Section 3 Conditions for Reimbursement by the
Completion Date, this Agreement shall terminate immediately, unless mutually agreed to in writing in
accordance with Section 188. This Agreement will also terminate automatically upon expiration or earlier
termination of the TIRZ#3.
Three citations from the City's Code Enforcement Division for property maintenance violations and/or
one Code Enforcement citation that results in the City abating the property will initiate a review process
by the TIRZ#3 Board, at which time the Board may elect to terminate the Agreement.
3
Section 8. Warranties.
Developer warrants and represents to City the following:
(a) Developer, if a corporation or partnership, is duly organized, validly existing, and in good standing
under the laws of the State of Texas, and further has all corporate power and authority to carry on its
business as presently conducted in Corpus Christi,Texas.
(b) Developer has the authority to enter into and perform, and will perform,the terms of this Agreement.
(c) Developer has timely filed and will timely file all local, State, and Federal tax reports and returns
required by law to be filed, and has timely paid and will timely pay all assessments, fees, and other
governmental charges, including applicable ad valorem taxes, during the term of this Agreement.
(d) If an audit determines that the request for funds was defective under the law or the terms of this
agreement, Developer agrees to reimburse the City for the sums of money not authorized by law or
this Agreement within 30 days of written notice from the City requesting reimbursement.
(e) The parties executing this Agreement on behalf of Developer are duly authorized to execute this
Agreement on behalf of Developer.
(f) Developer does not and agrees that it will not knowingly employ an undocumented worker. If, after
receiving payments under this Agreement, Developer is convicted of a violation under 8 U.S.C.Section
1324a(f), Developer shall repay the payments at the rate and according to the terms as specified by
City Ordinance, as amended, not later than the 120th day after the date Developer has been notified
of the violation.
Section 9. Force Majeure.
If the City or Developer are prevented, wholly or in part, from fulfilling its obligations under this
Agreement by reason of any act of God, unavoidable accident,acts of enemies,fires,floods,governmental
restraint or regulation, other causes of force majeure, or by reason of circumstances beyond its control,
then the obligations of the City or Developer are temporarily suspended during continuation of the force
majeure. If either party's obligation is affected by any of the causes of force majeure,the party affected
shall promptly notify the other party in writing, giving full particulars of the force majeure as soon as
possible after the occurrence of the cause or causes relied upon.
Section 10. Assignment.
Developer may not assign all or any part of its rights, privileges, or duties under this Agreement without
the prior written approval of the Board. Any attempted assignment without such approval is void, and
constitutes a breach of this Agreement.Assignment can only be requested for multi-year reimbursements,
after completion of obligations by Developer.
Section 11. Indemnity.
Developer covenants to fully indemnify, save, and hold harmless the TIRZ#3, the City, their respective
officers, employees, and agents ("Indemnitees") against all liability, damage, loss, claims, demands,
and actions of any kind on account of personal injuries (including, without limiting the foregoing,
workers'compensation and death claims),or property loss or damage of any kind, which arise out of or
are in any manner connected with, or are claimed to arise out of or be in any manner connected with
Developer activities conducted under or incidental to this Agreement, including any injury, loss or
4
damage caused by the sole or contributory negligence of any or all of the Indemnitees. Developer must,
at its own expense, investigate all those claims and demands, attend to their settlement or other
disposition, defend all actions based on those claims and demands with counsel satisfactory to
Indemnitees, and pay all charges of attorneys and all other cost and expenses of any kind arising from
the liability, damage, loss, claims, demands, or actions.
Section 12. Events of Default.
The following events constitute a default of this Agreement:
(a) Failure of Developer to timely, fully, and completely comply with any one or more of the
requirements, obligations, duties, terms, conditions, or warranties of this Agreement.
(b) TIRZ#3,the Board or City Staff determines that any representation or warranty on behalf of Developer
contained in this Agreement or in any financial statement, certificate, report, or opinion submitted to
the TIRZ #3 in connection with this Agreement was incorrect or misleading in any material respect
when made.
(c) Developer makes an assignment for the benefit of creditors.
(d) Developer files a petition in bankruptcy, or is adjudicated insolvent or bankrupt.
Section 13. Notice of Default.
Should the City determine that Developer is in default according to the terms of this Agreement, the City
shall notify Developer in writing of the event of default and provide 60 days from the date of the notice
("Cure Period")for Developer to cure the event of default.
Section 14. Results of Uncured Default.
After exhausting good faith attempts to address any default during the cure Period, and taking into
account any extenuating circumstances that might have occurred through no fault of Developer, as
determined by the City, the following actions must be taken for any default that remains uncured after
the Cure Period.
(a) Developer shall immediately repay all funds paid from TIRZ#3 funds under this Agreement.
(b) Developer shall pay reasonable attorney fees and costs of court.
(c) The City and TIRZ#3 shall have no further obligations to Developer under this Agreement.
(d) Neither the City nor the TIRZ#3 may be held liable for any consequential damages.
(e) The City may pursue all remedies available under law.
Section 15. No Waiver.
(a) No waiver of any covenant or condition,or the breach of any covenant or condition of this Agreement,
constitutes a waiver of any subsequent breach of the covenant or condition of the Agreement.
(b) No waiver of any covenant or condition,or the breach of any covenant or condition of this Agreement,
justifies or authorizes the nonobservance on any other occasion of the covenant or condition or any
other covenant or condition of this Agreement.
(c) Any waiver or indulgence of Developer's default may not be considered an estoppel against the City
or TIRZ#3.
5
(d) It is expressly understood that if at any time Developer is in default in any of its conditions or
covenants of this Agreement, the failure on the part of the City to promptly avail itself of the rights
and remedies that the City may have, will not be considered a waiver on the part of the City, but City
may at any time avail itself of the rights or remedies or elect to terminate this Agreement on account
of the default.
Section 16. Available Funds.
Developer specifically agrees that City and the TIRZ #3 shall only be liable to Developer for the actual
amount of the money due Developer under this Agreement from TIRZ#3 funds, and shall not be liable to
Developer for any actual or consequential damages, direct or indirect, interest, attorney fees, or cost of
court for any act of default by City or the TIRZ#3 under the terms of this Agreement. Payment by City is
strictly limited to the total amount of increment funds for TIRZ #3. City shall use its best efforts to
anticipate economic conditions and to budget accordingly. However, it is further understood and agreed
that, should the actual tax increment funds be less than the total amount paid to all contracting parties at
the time, then in that event, all contracting parties shall receive only their pro rata share of the available
increment funds for that year, as compared to each contracting parties' grant amount for that year, and
City and the TIRZ#3 shall not be liable to for any deficiency at that time or at any time in the future. In
this event, City will provide all supporting documentation, as requested. Reimbursements paid to
Developer shall require a written request from Developer accompanied by all necessary supporting
documentation, as outlined in Section 3.
Section 17. Notices.
Any required written notices shall be sent by certified mail, postage prepaid, addressed as follows:
Developer:
HYPEBYKE, LLC
Attn: Melanie D. Salinas
Managing Member
2210 Abeto Dr.
Corpus Christi, TX 78414
City of Corpus Christi
Attn.: City Manager's Office
Tax Increment Reinvestment Zone#3
P.O. Box 9277
Corpus Christi,Texas 78469-9277
Notice is effective upon deposit in the United States mail in the manner provided above.
Section 18. Amendments or Modifications.
No amendments or modifications to this Agreement may be made, nor any provision waived, unless in
writing signed by a person duly authorized to sign agreements on behalf of each party.
6
Section 19. Captions.
The captions in this Agreement are for convenience only and are not a part of this Agreement. The
captions do not in any way limit or amplify the terms and provisions of this Agreement.
Section 20. Severability.
If for any reason, any section, paragraph, subdivision, clause, provision, phrase or word of this Agreement
or the application of this Agreement to any person or circumstance is, to any extent, held illegal, invalid,
or unenforceable under present or future law or by a final judgment of a court of competent jurisdiction,
then the remainder of this Agreement, or the application of the term or provision to persons or
circumstances other than those as to which it is held illegal, invalid, or unenforceable,will not be affected
by the law or judgment, for it is the definite intent of the parties to this Agreement that every section,
paragraph, subdivision, clause, provision, phrase, or word of this Agreement be given full force and effect
for its purpose.
To the extent that any clause or provision is held illegal, invalid,or unenforceable under present or future
law effective during the term of this Agreement,then the remainder of this Agreement is not affected by
the law, and in lieu of any illegal, invalid, or unenforceable clause or provision, a clause or provision, as
similar in terms to the illegal, invalid,or unenforceable clause or provision as may be possible and be legal,
valid, and enforceable,will be added to this Agreement automatically.
Section 21. Venue.
Venue for any legal action related to this Agreement is in Nueces County, Texas.
Section 22. Sole Agreement.
This Agreement constitutes the sole agreement between City and Developer. Any prior agreements,
promises, negotiations, or representations, verbal or otherwise, not expressly stated in this Agreement,
are of no force and effect.
7
APPROVED AS TO FORM: __day of 20_.
Assistant City Attorney
By:
Constance Sanchez, Chief Financial Officer
Date:
City of Corpus Christi on behalf of Tax Increment Reinvestment Zone#3
Attest:
By:
Rebecca Huerta, City Secretary
Developer
HYPEBYKE, LLC
By:
Melanie D. Salinas, Managing Member
Date:
8
Exhibit A—Project Description
Exhibit B—Property Description
Exhibit C—Estimated Project Costs
Exhibit D—TIRZ#3 Reimbursement Request Form
9
Exhibit A—ProecDescription
HYPEB KE isacycling ?GH store in Corpus Christi, TX, offering productsfor c lists, such as bicycles,
accessories, apparel and cycling companion aeEI w/ have six virtual cclinR stations equipped
with monitors, rocker plates, trainers, and incline/decline equipment to enhance the experience
of stationary cycling. There will be a guest and retail checkout counters available. Wall repairs
and interior paint improvements to accommodate the design. New shelves and baseboards will
be built to help support the products and gear sold at this location. A new /as door will be
installed at the entrance. Electrical repairs will be made to accommodatethe virtual bikes as well
as the lighting in this space. The bathroom will have a new door installed.
Renderings:
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10
Exhibit B—Property Description
Property ID: 191630
Geographic ID: 0540-0004-0070
Legal Description: Beach LT& N3.7 OGLT 8 BK 4
Property Address: 311 Peoples St
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11
Exhibit C—Project Costs
Improvement Estimated Cost Category
Permit& inspections $600 New Commercial
Tenant Finish Out
Grant Program
Design fees $1,500
Interior paint $8,600
Bathroom repair $350
Baseboards $750
Service Counters $4,800
Wall repairs $5,800
Glass door installation $3,500
Shelves $4,425
Electric repairs $4,500
Total Reimbursement Basis $34,825
*Total Possible Reimbursement Basis identifies the Project Costs that make the Development eligible
under the Incentive Guidelines. The Actual Reimbursement is identified in Section 1 of the Agreement.
12
Exhibit D—Request for Reimbursement Form
City of Corpus Christi—City Manager'sOffice
Corpus Christi Downtown Management District
Tax Increment rement Reinvestment Zone#3 - Request for Reimbursement
Project Name(Per Agreement):
Type of Reimbursement: ❑one Time ❑Re-Occurring(First Payment)
Requestor: I Date Requested_
Improvement EsUrnated Cost ActuaICost Invoice
jPer Aipee nerit Exhibit Ci Per Attached 6ecumentation) Reference
1.
2-
3-
4-
5-
TOTAL
_3_4_5_TOTAL
,Attached is the Following:
1) Executed TIRZ#3 Reirr bu rse ment Agreement ❑
2) Certificate of Occupancy Date: ❑
3) documentation of Expenses ❑
Signatures for Submittal:
Authorized Developer Date:
Authorized :general Contractor: Date:
An incomplete Request~f&Heimbursement will not be processed.Submit a chard c'o'py and combined PDF
version m christo@ cctexasdrnd.prom.Upon receipt of Request,final inspeerlon will the scheduled.
Internal Office Use Only
Signatures for Approval Process
Request Recd By DMD: Date:
(Initial&Date) Documentation CDmplete: Inspection of Project:
Reimbursement Amount Requested:
Notes:
Reimbursement Approved byTIRZ#3 Board or DMD Staff:
Date:
Tax Increment Reinvestment Zone#3 Request for Reimbursement Updated Jan 2422
13
SC
w
0
H
V
AGENDA MEMORANDUM
CORPOR I
1852 Corpus Christi Tax Increment Reinvestment Zone #3 Meeting March 29, 2022
DATE: March 29, 2022
TO: President and Honorable Board Members,
Corpus Christi Tax Increment Reinvestment Zone #3
FROM: Alyssa Barrera Mason, Executive Director, CCDMD
Alyssa@cctexasdmd.com
(361) 882-2363
Approval of 1St Amendment TIRZ #3 Reimbursement Agreement for Private Wealth Group
at 1102 Santa Fe Street
CAPTION:
Motion to approve an Amendment to extend the project completion date for the Downtown
Streetscape Reimbursement Agreement with RAF Real Estate Investments, LLC from March 31,
2022, to September 30, 2022.
SUMMARY:
This motion authorizes an extension for the Reimbursement Agreement for RAF Real Estate
Investments, LLC in the amount of$66,750. The owner purchased this vacant building to relocate
his management business. Most of the exterior improvements proposed have been made but due
to a delay on materials an extension is needed.
BACKGROUND AND FINDINGS:
The Downtown Streetscape & Safety Improvement Program was created in 2018 to assist
property owners with improvements to the right of ways, fagades, and alleys that comprise shared
public space. These improvements impact perceptions of safety and contribute to the experience
of residents and tourists. To expedite the process, staff is authorized to approve projects with a
scope of$20,000 or less and reimbursement not to exceed 50% of the project cost, but projects
above that threshold must come back to the TIRZ#3 Board.
A significant portion of the exterior improvements proposed have been completed. The exterior
paint job and landscape has been completed. The irrigation system has been installed. The
remaining improvements are the security cameras, and the front entrance. The developer is still
waiting for the materials to be delivered for the doorway which is the reason for the extension.
The total project cost of all improvements is $443,500. The new proposed project completion date
will be September 30, 2022.
ALTERNATIVES:
The Board could choose not to approve the extension request or make recommendations.
FINANCIAL IMPACT:
The funding source for this project is from the TIRZ #3 Downtown Streetscape & Safety
Improvement Program. The FY 2022 budget for this program is $200,000 and this project will
consist of a one-time expenditure of an amount not to exceed $66,750.
Funding Detail:
Fund: 1112 —TIF #3
Organization/Activity: 10286 —Streetscape and Safety & ROW Improvement
Mission Element: 707 — Economic Development
Project # (CIP Only): N/A
Account: 540450— Reimbursement to Developers
RECOMMENDATION:
Staff recommends approving the amendment to the Agreement and extending the completion
date for this project by six (6) months from March 31, 2022, to September 30, 2022. The exterior
improvements will enhance the fagade of this building and compliment the other improvements
occurring within a three-block radius.
LIST OF SUPPORTING DOCUMENTS:
Private Wealth Group - PowerPoint
Letter Requesting Extension — Private Wealth Group
Amendment No. 1 Development Reimbursement Agreement — Private Wealth Group
Private Wealth Group
1102 Santa Fe Street
March 29, 2022
Private Wealth Group
Description * New office headquarters for Private " X ''k ori
Wealth Group
• A Wealth Management&Insurance ,•' Bay Vista �r�
Provider(Equitable Advisors)with offices amu,
in Corpus Christi,Austin,Dallas,Ft.Worth, ,
44 -J
&Houston
._VAj,•AAdi Hcme Health ;
®• . . $133,500Fish_ Gaslight E - rfi "`
Pond:. Square _y .Verschj�-�� •'
q a d 11 C 1.
® $66,750
• Most of the facade improvements have .
been completed but materials for
entryway have not been delivered
• Security cameras will be installed at the
end of March of this year.
Project
March be 30,2(Original Due Date) _ ny
September 30,2022(Proposed Extension) `
s
2
Improvements u
Improvementsg ,
Description
� ^�aiU�'illiifd
Paint Complete
Landscaping, Lighting& Irrigation Complete 1
Front Canopy& Entryway Repairs Incomplete
Signage Complete
Security Cameras Incomplete
t
r.
3
In alliance with
PRIVATE WEALTH GROUEEQUITABLE
ADVISORS
R.Andrew Flores, CLU®, RPS
Managing Partner,Financial Consultant
Retirement Planning Specialist
t ""�
An
unirr �
February 16,2022
Corpus Christi Downtown Management District
Reimbursement Agreement Extension
Private Wealth Group Streetscape Project
Dear Miss Vivanco,
I would like to request an extension of the completion date March 31st, 2022 in the reimbursement
agreement with The Private Wealth Group located at 1102 Santa Fe St.
A significant portion of the project has been completed. The exterior has been painted; landscape has
been completed, irrigation system has been up and running. The last portion of our improvements are
the security cameras,which will be installed early March and the sign on the front of our building will
start the last week of February.
We have ordered our materials for the front entry door but we do not have an ETA, therefore the
reason for an extension.
Please let me know if you have any questions regarding my project.
Sincerely,
R. Andrew Flores
AUSTIN • CORPUS CHnISTI • DFW • H " ' " " SAN ANTONIO
1102 Santa Fe Street I Corpus Christi,TX 178404
Tel:(361)888-6669 1 Fax:(361)883-6792 1 robert.flores@equitable.com
equitable.com I privatewealthgrp.com
Securities and investment advisory services offered through AXA Advisors,LLC(NY,NY 212-314-4600),member FINRA,SIPC. Annuity and insurance products offered through AXA Network,LLC and its
subsidiaries. Private Wealth Group is not owned or operated by AXA Advisors or its affiliates.
AMENDMENT NO. 1 TO DOWNTOWN DEVELOPMENT REIMBURSEMENT
AGREEMENT — STREETSCAPE AND SAFETY PROGRAM — Private Wealth
Group
This Amendment No. 2 ("Amendment") amends the agreement between the City of
Corpus Christi, as an agent of the Tax Increment Reinvestment Zone No. 3 ("TIRZ
#3"), and RAF Real Estate Investments, LLC (the "Developer"), regarding the
improvements to be made at 1102 Santa Fe Street (the "Agreement").
NOW, THEREFORE, THE PARTIES AGREE AS FOLLOWS:
1) Paragraph (a) of Section 2 of the Agreement is hereby replaced in its entirety
as follows:
"(a) The Developer completes the Work on the Property on or before
September 30, 2022 (the "Completion Date") in accordance with Exhibit
A and the City's building codes and policies."
2) All other terms and conditions of the previously executed Agreement
between the parties which are not inconsistent herewith shall continue in full force
and effect.
EXECUTED this day of 20_, by the authorized representative
of the parties.
City of Corpus Christi Developer
on Behalf of the TIRZ #3 RAF Rea tate Inver nts, LLC
Constance Sanchez Robert Andrew Flores
Chief Financial Officer Managing Member
Date: Date: ,5— 14-07aa2�
Attest: Approved as to Legal Form:
Rebecca Huerta Aimee Alcorn-Reed, Assistant City Attorney
City Secretary Attorney for TIRZ #3
so
�o
p A
v
WoRPORP�g4 AGENDA MEMORANDUM
1852
Corpus Christi Tax Increment Reinvestment Zone #3 Meeting of March 29, 2022
DATE: March 14, 2022
TO: President and Honorable Board Members,
Corpus Christi Tax Increment Reinvestment Zone #3
FROM: Alyssa Barrera Mason, Executive Director, CCDMD
Alyssa@cctexasdmd.com
(361) 882-2363
Approval of TIRZ #3 Streetscape Reimbursement Agreement for
Premier Smiles at 1200 Santa Fe Street
CAPTION:
Motion to approve a Downtown Streetscape Reimbursement Agreement with Premier Smiles
PLLC for improvements to the property located at 1200 Santa Fe Street for a total incentive
amount not to exceed $17,395.
SUMMARY:
This motion authorizes a Reimbursement Agreement for Premier Smiles PLLC in the amount of
$17,395. Exterior improvements include paint, landscaping, ramp for the front entrance, fencing,
and re-pavement of the parking lot. The planned exterior improvements are intended to enhance
the fagade and make the office more accessible to its patients.
BACKGROUND AND FINDINGS:
The Downtown Streetscape & Safety Improvement Program was created in 2018 to assist
property owners with improvements to the right of ways, fagades, and alleys that comprise shared
public space. These improvements impact perceptions of safety and contribute to the experience
of residents and tourists. To expedite the process, staff is authorized to approve projects with a
scope of$20,000 or less and reimbursement not to exceed 50% of the project cost, but projects
above that threshold must come back to the TIRZ#3 Board.
Dr. Ikenna Okafor is the owner of Premier Smiles and has been in business for over 4 years.
Premier Smiles has proposed improvements for the fagade and to provide better parking and
accessibility to the building. These improvements will include exterior paint of the walls and doors,
a rehabilitation of the ramp, and installation of a new back door due to deterioration. The patient
parking lot will be repaved and new stripping and parking stops will be installed. A fence will be
installed and new exterior lighting installed to provide improved lighting to surround the perimeter
of the property. The project completion date will be December 31, 2022.
ALTERNATIVES:
The Board could choose not to approve this agreement or limit the incentive amount.
FINANCIAL IMPACT:
The funding source for this project is from the TIRZ #3 Downtown Streetscape & Safety
Improvement Program. The FY 2022 amended budget for the streetscape program is $271,940
and this project will consist of a one-time expenditure of an amount not to exceed $17,935.
Funding Detail:
Fund: 1112 —TIF #3
Organization/Activity: 10286—Streetscape and Safety & ROW Improvement
Mission Element: 707 — Economic Development
Project # (CIP Only): N/A
Account: 540450— Reimbursement to Developers
RECOMMENDATION:
Staff recommends approving this agreement. This property has deferred maintenance that can
affect the safety and accessibility of the office. Dr. Ikenna Okafor has successfully grown his
practice and wants the outside fagade to reflect the success that the practice has experienced.
The exterior improvements will improve the fagade of this building and compliment the other
improvement projects occurring such as Private Wealth Group and Vernon's.
LIST OF SUPPORTING DOCUMENTS:
TIRZ #3 Streetscape Presentation — Premier Smiles
TIRZ #3 Reimbursement Agreement— Premier Smiles
Premier Smiles
1200 Santa Fe
March 29, 2022
Project Site
Description Dental office that has
been open for over 4
years
• Proposed
improvements to
enhance fagade&
Radi Home
accessibility to the & Health
building. a
• $34,790 Gaslight Squar� Vernon'
Incentive $17,395
Proposed Subje
Prope
i
Premier Smiles
Ikenna Okafor, DDS -
Received a Bachelor's degree in PREMIER
Biochemistry from Madonna SMILES
V University Nigeria & Masters
degree in Health Science at Dental Home for All
m California State University
Dominguez Hills.
• Obtained a Doctor of Dental
1 Surgery degree from Meharry
Medical College in Nashville
• Has had his practice for 4 years
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Project Cost
ImprovementStreetscape
Streetscape Program
Description • Exterior Improvements
• 50% Reimbursement
Parking Lot $14,689
Wooden Fence $3,900
Exterior Paint,
Back Door& Ramp
Repair $9,400
Lighting $6,800
6
Recommendation
PeriodProgram Total
• Streetscape & Safety Improvement $17,395 1 Year, FY 22
Program
• Project Timeline
• April 2022: Begin Construction
• December 2022: Agreement Deadline
DOWNTOWN DEVELOPMENT REIMBURSEMENT AGREEMENT-
STREETSCAPE AND SAFETY IMPROVEMENT PROGRAM — Premier Smiles
This Downtown Development Reimbursement Agreement (the "Agreement") is entered into by and
between the City of Corpus Christi, Texas (the "C "), as the agent of the Corpus Christi Tax Increment
Reinvestment Zone#3 ("TIRZ#3"), and Ikenna Okafor, DDS (the "Developer").
Recitals
WHEREAS on December 16, 2008, the City Council of the City (the "City Council") approved Ordinance
027996,which established the TIRZ#3 in accordance with Texas Tax Code Chapter 311. TIRZ#3 promotes
economic development and stimulates business and commercial activity in its downtown Corpus Christi
area (the "Zone");
WHEREAS on August 25, 2015,the City Council approved a Project and Financing Plan (the"Plan")for TIRZ
#3 and the Plan has been adopted and amended annually;
WHEREAS the Board of Directors of TIRZ#3 (the "Board") includes members of the City Council in a non-
public-official capacity, as well as a representative from each Nueces County and Del Mar College, who
have committed to contribute to TIRZ#3 through Interlocal Agreements created in 2009 and amended in
2012 and 2016;
WHEREAS the Corpus Christi Downtown Management District ("DMD") assists the City with
administration of TIRZ#3, recommends projects and recommends a DMD representative to be appointed
to the Board through an Interlocal Agreement;
WHEREAS on November 10, 2015, the City Council approved Ordinance 030680, which amended
Ordinance 027996 and authorized the Board to approve agreements in this form, to be entered into by
the City, as the Board considers necessary or convenient to implement the Plan and achieve its purpose;
WHEREAS the Plan contained certain programs designed to improve conditions and increase commerce
within the Zone;
WHEREAS the Developer has proposed a development plan (the "Development") for the certain work
listed on attached Exhibit A (the "Work") The Work consists of planned exterior work on the property
located at 1200 Santa Fe, with such property being more fully described on attached Exhibit B (the
"Property"). The Property is located within the Zone,and the Work falls within the Streetscape and Safety
Improvement Program;
WHEREAS the Development concept has been refined through cooperation between the Developer, the
City and the DMD to meet the desired goals of revitalization within the Zone and serve a public benefit;
WHEREAS any reference to "City"or"City Staff," is entirely in agency capacity for TIRZ#3, and further the
City as a home-rule municipal corporation is not a party to this agreement; and
WHEREAS the Developer desires to be reimbursed for certain future costs incurred pursuant to the
Development, and TIRZ #3 desires to reimburse the Developer for these costs in accordance with this
Agreement;
1
Agreement
Now therefore, in consideration of the mutual covenants and obligations, the parties agree as follows:
Section 1. Reimbursement Obligations.
The City shall reimburse the Developer from available TIRZ #3 funds in an amount up to the estimated
project cost listed next to each element of the Work in attached Exhibit C(the"Estimated Project Costs"),
except that (a)the total amount of all such reimbursements for the Development may not exceed
$17,395.00 and (b) if the Developer actually incurs a cost for an element less than that element's
Estimated Project Cost, the City shall reimburse the Developer for only the amount of the cost that the
Developer actually incurred for that element of the Work. Based on qualifications of the Development,
the Program reimbursement structure is as follows:
(a) Streetscape and Safety Improvement Program:
(1) 50/50 Match of Approved Expenses
(2) Work must be exterior work related to safety and streetscape appearance.
(3) Payment will be made within 60 days following compliance with all requirements in Section 2
below and the submission of an approved Request for Reimbursement.
Section 2. Conditions for Reimbursement.
The City shall reimburse Developer in accordance with Section 1 only if the following conditions are
fulfilled:
(a) The Developer completes the Work on the Property on or before December 31, 2022 (the
"Completion Date") in accordance with Exhibit A and the City's building codes and policies. Any
extensions of this deadline must be requested by Developer in writing and approved by the Board.
(b) Developer obtains all required building permits from the City.
(c) The completed Work must include all elements (including but not limited to: all design, structural,
architectural, lighting, landscaping, etc.) which are shown or referenced in the Development Plan
attached hereto as Exhibit A. Any amendments to the Development Plan must be submitted in writing
and be approved by all parties to this Agreement.
(d) Within 60 days following completion of the Work, the Developer submits a Request for
Reimbursement for actual Project Costs, in the form contained in Exhibit D, including:
(i.) specific Work completed under the Project and the amount of money that Developer paid for
completion of such work and that Developer claims as actual Project Costs;
(ii.) supporting documents demonstrating that such amounts were actually paid by Developer,
including but not limited to invoices, receipts and final lien waivers signed by the general
contractor;
(e) Appropriate City Staff has inspected the Work and certifies that the Work is complete, acceptable,
and comports to the terms of this Agreement.
Section 3. Audit
Developer will make available for inspection by designated City Staff all financial and business records of
Developer that relate to the Project, in order to assist City Staff in verifying the Developer's compliance
2
with the terms and conditions of this Agreement. TIRZ #3 shall have the right to have these records
audited.
Section 4. Maintenance of Property and Work.
Developer must maintain the property for the entirety of the Agreement in accordance with the City's
Property Maintenance requirements. Citations from the Code Enforcement for property maintenance
issues will initiate termination provision (Section 6).
If the Developer completes the Work, the Developer shall maintain the Work, premises, and adjacent
public right of way in good condition and so as to not contribute to blight in the Zone. The Developer's
obligation to maintain the Work and public right of way adjacent to the Property, includes without
limitation, maintaining the landscaping, sidewalks, aesthetics, and general cleanliness of the premises.
Developer will maintain any cameras installed as part of this Agreement for at least five years or the life
thereof. Developer will allow DMD staff or the Corpus Christi Police Department ("CCPD") to view video
recorded by the cameras in the event that the cameras may include video showing the events leading up
to property damage that the DMD is repairing or other crimes that CCPD is investigating.
Section 5. Termination.
Unless sooner terminated in accordance with this Section, this Agreement shall survive the expiration of
TIRZ #3. If the Developer has not fully complied with Section 2 Conditions for Reimbursement by the
Completion Date, this Agreement shall terminate immediately, unless mutually agreed to in writing in
accordance with Section 16.
Three citations from the City's Code Enforcement Division for property maintenance violations and/or
one Code Enforcement citation that results in the City abating the property will initiate a review process
by the TIRZ#3 Board, at which time the Board may elect to terminate the Agreement.
Section 6. Warranties.
Developer warrants and represents to City the following:
(a) Developer, if a corporation or partnership, is duly organized, validly existing, and in good standing
under the laws of the State of Texas, and further has all corporate power and authority to carry on its
business as presently conducted in Corpus Christi,Texas.
(b) Developer has the authority to enter into and perform, and will perform,the terms of this Agreement.
(c) Developer has timely filed and will timely file all local, State, and Federal tax reports and returns
required by law to be filed, and has timely paid and will timely pay all assessments, fees, and other
governmental charges, including applicable ad valorem taxes, during the term of this Agreement.
(d) If an audit determines that the request for funds was defective under the law or the terms of this
agreement, Developer agrees to reimburse the City for the sums of money not authorized by law or
this Agreement within 30 days of written notice from the City requesting reimbursement.
(e) The parties executing this Agreement on behalf of Developer are duly authorized to execute this
Agreement on behalf of Developer.
(f) Developer does not and agrees that it will not knowingly employ an undocumented worker. If, after
receiving payments under this Agreement, Developer is convicted of a violation under 8 U.S.C.Section
1324a(f), Developer shall repay the payments at the rate and according to the terms as specified by
3
City Ordinance, as amended, not later than the 120th day after the date Developer has been notified
of the violation.
Section 7. Force Majeure.
If the City or Developer is prevented,wholly or in part,from fulfilling its obligations under this Agreement
by reason of any act of God, unavoidable accident, acts of enemies, fires, floods, governmental restraint
or regulation, other causes of force majeure, or by reason of circumstances beyond its control, then the
obligations of the City or Developer are temporarily suspended during continuation of the force majeure.
If either party's obligation is affected by any of the causes of force majeure, the party affected shall
promptly notify the other party in writing, giving full particulars of the force majeure as soon as possible
after the occurrence of the cause or causes relied upon.
Section 8. Assignment.
Developer may not assign all or any part of its rights, privileges, or duties under this Agreement without
the prior written approval of the Board. Any attempted assignment without such approval is void, and
constitutes a breach of this Agreement.Assignment can only be requested for multi-year reimbursements,
after completion of obligations by Developer.
Section 9. Indemnity.
Developer covenants to fully indemnify, save, and hold harmless the TIRZ#3, the City, their respective
officers, employees, and agents ("Indemnitees") against all liability, damage, loss, claims, demands,
and actions of any kind on account of personal injuries (including, without limiting the foregoing,
workers'compensation and death claims),or property loss or damage of any kind, which arise out of or
are in any manner connected with, or are claimed to arise out of or be in any manner connected with
Developer activities conducted under or incidental to this Agreement, including any injury, loss or
damage caused by the sole or contributory negligence of any or all of the Indemnitees. Developer must,
at its own expense, investigate all those claims and demands, attend to their settlement or other
disposition, defend all actions based on those claims and demands with counsel satisfactory to
Indemnitees, and pay all charges of attorneys and all other cost and expenses of any kind arising from
the liability, damage, loss, claims, demands, or actions.
Section 10. Events of Default.
The following events constitute a default of this Agreement:
(a) Failure of Developer to timely, fully, and completely comply with any one or more of the
requirements, obligations, duties, terms, conditions, or warranties of this Agreement.
(b) TIRZ#3,the Board or City Staff determines that any representation or warranty on behalf of Developer
contained in this Agreement or in any financial statement, certificate, report, or opinion submitted to
the TIRZ #3 in connection with this Agreement was incorrect or misleading in any material respect
when made.
(c) Developer makes an assignment for the benefit of creditors.
(d) Developer files a petition in bankruptcy, or is adjudicated insolvent or bankrupt.
4
Section 11. Notice of Default.
Should the City determine that Developer is in default according to the terms of this Agreement, the City
shall notify Developer in writing of the event of default and provide 60 days from the date of the notice
("Cure Period")for Developer to cure the event of default.
Section 12. Results of Uncured Default.
After exhausting good faith attempts to address any default during the cure Period, and taking into
account any extenuating circumstances that might have occurred through no fault of Developer, as
determined by the City, the following actions must be taken for any default that remains uncured after
the Cure Period.
(a) Developer shall immediately repay all funds paid from TIRZ#3 funds under this Agreement.
(b) Developer shall pay reasonable attorney fees and costs of court.
(c) The City and TIRZ#3 shall have no further obligations to Developer under this Agreement.
(d) Neither the City nor the TIRZ#3 may be held liable for any consequential damages.
(e) The City may pursue all remedies available under law.
Section 13. No Waiver.
(a) No waiver of any covenant or condition,or the breach of any covenant or condition of this Agreement,
constitutes a waiver of any subsequent breach of the covenant or condition of the Agreement.
(b) No waiver of any covenant or condition,or the breach of any covenant or condition of this Agreement,
justifies or authorizes the nonobservance on any other occasion of the covenant or condition or any
other covenant or condition of this Agreement.
(c) Any waiver or indulgence of Developer's default may not be considered an estoppel against the City
or TIRZ#3.
(d) It is expressly understood that if at any time Developer is in default in any of its conditions or
covenants of this Agreement, the failure on the part of the City to promptly avail itself of the rights
and remedies that the City may have, will not be considered a waiver on the part of the City, but City
may at any time avail itself of the rights or remedies or elect to terminate this Agreement on account
of the default.
Section 14. Available Funds.
Developer specifically agrees that City and the TIRZ #3 shall only be liable to Developer for the actual
amount of the money due Developer under this Agreement from TIRZ#3 funds, and shall not be liable to
Developer for any actual or consequential damages, direct or indirect, interest, attorney fees, or cost of
court for any act of default by City or the TIRZ#3 under the terms of this Agreement. Payment by City is
strictly limited to the total amount of increment funds for TIRZ #3. City shall use its best efforts to
anticipate economic conditions and to budget accordingly. However, it is further understood and agreed
that, should the actual tax increment funds be less than the total amount paid to all contracting parties at
the time, then in that event, all contracting parties shall receive only their pro rata share of the available
increment funds for that year, as compared to each contracting parties' grant amount for that year, and
City and the TIRZ#3 shall not be liable to for any deficiency at that time or at any time in the future. In
this event, City will provide all supporting documentation, as requested. Reimbursements paid to
5
Developer shall require a written request from Developer accompanied by all necessary supporting
documentation, as outlined in Section 2.
Section 15. Notices.
Any required written notices shall be sent by certified mail, postage prepaid, addressed as follows:
Developer:
Attn: Ikenna Okafor, DDS
1200 Santa Fe
Corpus Christi, Texas 78404
City of Corpus Christi
Attn.: City Manager's Office
Tax Increment Reinvestment Zone#3
P.O. Box 9277
Corpus Christi,Texas 78469-9277
Notice is effective upon deposit in the United States mail in the manner provided above.
Section 16. Amendments or Modifications.
No amendments or modifications to this Agreement may be made, nor any provision waived, unless in
writing signed by a person duly authorized to sign agreements on behalf of each party.
Section 17. Captions.
The captions in this Agreement are for convenience only and are not a part of this Agreement. The
captions do not in any way limit or amplify the terms and provisions of this Agreement.
Section 18. Severability.
If for any reason, any section, paragraph, subdivision, clause, provision, phrase or word of this Agreement
or the application of this Agreement to any person or circumstance is, to any extent, held illegal, invalid,
or unenforceable under present or future law or by a final judgment of a court of competent jurisdiction,
then the remainder of this Agreement, or the application of the term or provision to persons or
circumstances other than those as to which it is held illegal, invalid, or unenforceable, will not be affected
by the law or judgment, for it is the definite intent of the parties to this Agreement that every section,
paragraph, subdivision, clause, provision, phrase, or word of this Agreement be given full force and effect
for its purpose.
To the extent that any clause or provision is held illegal, invalid, or unenforceable under present or future
law effective during the term of this Agreement,then the remainder of this Agreement is not affected by
the law, and in lieu of any illegal, invalid, or unenforceable clause or provision, a clause or provision, as
similar in terms to the illegal, invalid,or unenforceable clause or provision as may be possible and be legal,
valid, and enforceable,will be added to this Agreement automatically.
6
Section 19. Venue.
Venue for any legal action related to this Agreement is in Nueces County, Texas.
Section 20. Sole Agreement.
This Agreement constitutes the sole agreement between City and Developer. Any prior agreements,
promises, negotiations, or representations, verbal or otherwise, not expressly stated in this Agreement,
are of no force and effect.
APPROVED AS TO FORM: __day of 20_.
Assistant City Attorney
For City Attorney
By:
City Manager/Designee
Date:
City of Corpus Christi on behalf of Tax Increment Reinvestment Zone#3
Attest:
By:
Rebecca Huerta
City Secretary
Developer
By:
Ikenna Okafor, DDS
Date:
7
Exhibit A—Project Description
Exhibit B—Property Description
Exhibit C—Estimated Project Costs
Exhibit D—TIRZ#3 Reimbursement Request Form
8
Exhibit A—Project Description
Dr. Ikenna Okafor is the owner of Premier Smiles and has been in business for over 4 years. Premier Smiles
is one of the leading dental practices in Corpus Christi. Premier Smiles has proposed improvements for
the fagade and provide better parking and accessibility to the building. These improvements will include
exterior paint of the walls and doors, a rehabilitation of the ramp, and installation of a new back door due
to deterioration. The parking lot will be repaved with stripping and parking stoppers for its patients. A
fence will be installed. Wall pack lighting will be added around the building for safety.
Renderings:
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Exhibit B—Property Description
Property ID: 547987
Geographic ID: P003-4356-0000
Legal Description: PERSONAL PROPERTY LOC 1200 SANTA FE F&F M&E COMP SIGN
Property Address: 1200 Santa Fe
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Exhibit C—Project Costs
Improvement Estimated Cost Category
Parking Lot $14,690 Streetscape &
Safety Program
Wooden Fence $3,900
Exterior Paint, Back Door& Ramp Repair $9,400
Lighting $6,800
Total: $ 34,790
*Total Possible Reimbursement Basis identifies the Project Costs that make the Development eligible
under the Incentive Guidelines. The Actual Reimbursement is identified in Section 1 of the Agreement.
11
Exhibit D—Request for Reimbursement Form
City of Corpus Christi—City M a nager's Office
Corpus Christi Downtown Management District
Tax Increment Reinvestment Zone#3 - Request for Reimbursement
Prc._,_t Name i,=e-Agreement):
Type of Reimbursement: ❑One Time ❑Re-Occurring(First Payment)
Requestor: Date Requested_
Improvement EsdmatedCost Actual Cost Invoice
Per Agee'm"A Exhibit Ci Wer Attached Nxumerta:ic reference
1.
2-
3.
4.
5.
TOTAL
,attached is the Following:
1) Executed TIRZ#3 Reimbursement Agreerrert ❑
2) Certificate of Occupancy Date: ❑
3) documentation of Expenses ❑
Signatures for Submittal:
Authorized Developer_ Date:
Authorized General Contractor: Date_
An rrwompretr Request far Reimbursement m9 trot be p,raeessed.Submit ra hard copy and combated PDF
versro,n to christf;@ eetexosdmd.from. Upon receipt of Request final inspection wilt be scheduled.
Intemal Office Use Only
Signatures for Approval Process
Request Recd By DMD_ Date_
(Initial& Date) Documentation Complete: Inspection of Project:
Reimbursement Amount Requested:
Notes:
Reimbursement Approved by TIRZ#3 Board or DMD Staff:
Date:
Tax Increment Reinvestment Zone#3 Request far Reimbursement Updated Jan 2022
12
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AGENDA MEMORANDUM
Corpus Christi Tax Increment Reinvestment Zone #3 Meeting March 29, 2022
DATE: March 21, 2022
TO: President and Honorable Board Members,
Tax Increment Reinvestment Zone #3
FROM: Alyssa Barrera Mason, Executive Director, CCDMD
Alyssa@cctexasdmd.com
(361) 882-2363
Approval of a TIRZ #3 Reimbursement Agreement for Buccaneer Commission at 1415 N
Water Street.
CAPTION:
Motion authorizing the termination of the existing Streetscape Reimbursement Agreement with
Buccaneer Commission, Inc. related to the property located at 1316 N. Chaparral Street by
agreement; and authorizing a new Downtown Streetscape Reimbursement Agreement with
Buccaneer Commission, Inc. for improvements to the property located at 14151 N. Chaparral
Street for a total incentive amount not to exceed $200,000.
SUMMARY:
This motion authorizes the termination of a Reimbursement Agreement for Buccaneer
Commission, Inc. in the amount of$200,000 for a location at 1316 N Chaparral Street and awards
a new Reimbursement Agreement in the amount of $200,000 for a location at 1415 N Water
Street. The Commission intends to perform a full-scale renovation for the exterior and interior of
the building.
BACKGROUND AND FINDINGS:
The Downtown Streetscape & Safety Improvement Program was created in 2018 to assist
property owners with improvements to the right of ways, fagades, and alleys that comprise shared
public space. These improvements impact perceptions of safety and contribute to the experience
of residents and tourists. To expedite the process, staff is authorized to approve projects with a
scope of$20,000 or less and reimbursement not to exceed 50% of the project cost, but projects
above that threshold must come back to the TIRZ #3 Board.
The Buccaneer Commission has outgrown their current location and are looking to expand. They
have decided to purchase a larger space (22,500 sf.) on 1415 N Water Street. The Buccaneer
Commission was initially awarded an improvement incentive agreement for 1316 Chaparral Street
on October 26, 2021 and since then the opportunity for another larger property presented itself.
For the new location of 1415 N Chaparral Street, the Buccaneer Commission will propose the
same exterior improvements from the original agreement. Exterior improvements include
structural repairs, new awnings, exterior lighting, concrete pathways, landscaping, door, window
replacements, paint, signage, and security cameras. The project completion date will be May 31,
2023.
Staff recommends the termination of the original agreement for 1316 Chaparral Street and award
of a new agreement for 1415 N Chaparral Street.
ALTERNATIVES:
With the termination of the original agreement at the old location, the board could choose to
recommend changes to the new agreement at the new location.
FINANCIAL IMPACT:
The funding source for this project is from the TIRZ #3 Downtown Streetscape & Safety
Improvement Program. This project will consist of a one-time expenditure of an amount not to
exceed $200,000 which will be paid out annually for four (4) years.
Funding Detail:
Fund: 1112 —TIF #3
Organization/Activity: 10286 —Streetscape and Safety & ROW Improvement
Mission Element: 707 — Economic Development
Project # (CIP Only): N/A
Account: 540450— Reimbursement to Developers
RECOMMENDATION:
Staff recommends terminating the original agreement and approving the new agreement. This
property has encountered decades of deferred maintenance and would benefit from a full
renovation. The SEA district has not seen much private investment since the approval of The
Preston. The expansion of the Buccaneer Commission headquarters will be a visible asset on
Water Street.
LIST OF SUPPORTING DOCUMENTS:
TIRZ #3 Presentation — Buccaneer Commission
Letter from Buccaneer Commission CEO, Johnny Philipello
Termination Agreement— Buccaneer Commission
New Agreement - Buccaneer Commission
Buccaneer Commission
1415 N Water Street
March 29, 2022
Project Site fa
n.YMr y
Description The Buccaneer Commission
outgrew their current
location and needed to - n
expand
• Original project was
approved for 1316 N
Chaparral St but was offered Hethage Park
Previous Site
a larger space on 1415 N
Water St
ProjectUS District
$2,224,552Courthouse
Costs t
Incentive $200,000 �IRailroad
Me
Project May 31, 2023
Completion
2
Current Condition
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Project Concept
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• New Proposed Floor Plan
5
Project Cost
ImprovementsStreetscape
DescriptionProject Costs_ Canopies&Awnings $28,700
Building Acquisition $637,500 Structural Repairs $129,124
Interior/Site Improvements $505,914 Window Treatment/Glazing $116,240
Professional Fees $312,131 Roof Repairs $147,938
IM ,• Landscaping $50,000
Total Project Costs Door& Frame Hardware $50,960
Security Camera System $22,550
Fence Installation $21,875
Best Practice Parameters Pavement $50,000
• Incentive no more than Owner's Equity Signage $25,800
• Can Reimburse 50%for Streetscape Costs Electrical/Lighting $64,943
Contingency(5%) $60,877
6
Recommendation fa
PeriodProgram Total
Streetscape & Safety Improvement $200,000 $50,000 4 Annual
Program Payments
• Meets Goal of Streetscape &Safety Improvement Grant Program
• Motion to Approve Agreement
• Project Completion: May 31, 2023
7
January 18,2022
TIRZ Downtown Board:
The Buccaneer Commission's Governing Board approved contracts with TRT Holdings and Cresta
Investment to purchase/trade properties with these companies for the future site of the Buccaneer
Commission Office.
See the attached exhibit shows the Buccaneer Commission offering property(2 lots) at 1316 Chaparral St,
for 5 lots at the corner of Water and Fitzgerald Streets. With the execution of these contracts, the
Buccaneer Commission will have a 30 day feasibility period to determine if we will proceed with the
transaction. One of the conditions on proceeding with the purchase was to obtain support and
confirmation from the TIRZ Board that the original commitment of$200,000 towards improvements to
our office building would be transferred to the new building.
The Buccaneer Commission plans to at a minimum improvements equal to those at the original property
location if not greater. This site has 22,500 addition square feet of space and three times the square footage
of vacant buildings compared to the original site.
The Buccaneer Commission respectively requests the option to utilize the funds commitment to its Office
Building for the new site, should the property be obtained by the Buccaneer Commission.
s
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SinyPhilipello
Jo
President& CEO
The Buccaneer Commission:Promoting tradition and community pride in the Coastal Bend by producing exceptional
family entertainment that results in educational scholarships.
P.O. Box 30404, Corpus Christi, TX 78463-0404 (361) 882-3242 www.BucDays.corn
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TERMINATION OF DOWNTOWN DEVELOPMENT REIMBURSEMENT
AGREEMENT- STREETSCAPE AND SAFETY IMPROVEMENT PROGRAM -
BUCCANEER COMMISSION
Whereas, on October 26, 2021 , the Corpus Christi Tax Increment Reinvestment
Zone No. 3 (the "TIRZ#3") authorized a Downtown Development Reimbursement
Agreement between the City of Corpus Christi, as an agent of the TIRZ #3, (the
"City") and Buccaneer Commission, Inc. (the "Developer"), regarding the
Development at 1316 N. Chaparral Street (the "Agreement"); and
Whereas, the Developer has decided to move this project to a different location
and the Parties agree that it is in their best interest to terminate the Agreement and
enter into a new agreement related to the new development location.
NOW, THEREFORE, THE PARTIES AGREE AS FOLLOWS:
1) The Agreement between the City, as an agent for TIRZ #3, and the Developer,
is hereby terminated. The parties are released from all obligations under the
Agreement.
2) This termination is effective immediately upon execution by both parties.
EXECUTED IN DUPLICATE ORIGINALS this day of 20_, by
the authorized representative of the parties.
City of Corpus Christi Buccaneer Commission, Inc.
on Behalf of the TIRZ #3
Constance P. Sanchez Johnny Philipello
Chief Financial Officer President
Date: Date:
Attest:
Rebecca Huerta
City Secretary
Approved as to Legal Form on of 20
Aimee Alcorn-Reed, Assistant City Attorney
DOWNTOWN DEVELOPMENT REIMBURSEMENT AGREEMENT-
STREETSCAPE AND SAFETY IMPROVEMENT PROGRAM - BUCCANEER COMMISSION
This Downtown Development Reimbursement Agreement (the "Agreement") is entered into by and
between the City of Corpus Christi, Texas (the "C "), as the agent of the Corpus Christi Tax Increment
Reinvestment Zone#3 ("TIRZ#3"), and Buccaneer Commission, Inc. (the "Developer').
Recitals
WHEREAS on December 16, 2008, the City Council of the City (the "City Council") approved Ordinance
027996,which established the TIRZ#3 in accordance with Texas Tax Code Chapter 311. TIRZ#3 promotes
economic development and stimulates business and commercial activity in its downtown Corpus Christi
area (the "Zone");
WHEREAS on August 25, 2015,the City Council approved a Project and Financing Plan (the"Plan")for TIRZ
#3 and the Plan has been adopted and amended annually;
WHEREAS the Board of Directors of TIRZ#3 (the "Board") includes members of the City Council in a non-
public-official capacity, as well as a representative from each Nueces County and Del Mar College, who
have committed to contribute to TIRZ#3 through Interlocal Agreements created in 2009 and amended in
2012 and 2016;
WHEREAS the Corpus Christi Downtown Management District ("DMD") assists the City with
administration of TIRZ#3, recommends projects and recommends a DMD representative to be appointed
to the Board through an Interlocal Agreement;
WHEREAS on November 10, 2015, the City Council approved Ordinance 030680, which amended
Ordinance 027996 and authorized the Board to approve agreements in this form, to be entered into by
the City, as the Board considers necessary or convenient to implement the Plan and achieve its purpose;
WHEREAS the Plan contained certain programs designed to improve conditions and increase commerce
within the Zone;
WHEREAS the Developer has proposed a development plan (the "Development") for the certain work
listed on attached Exhibit A (the "Work") The Work consists of planned exterior work on the property
located at 1415 N. Water Street,with such property being more fully described on attached Exhibit B(the
"Property"). The Property is located within the Zone,and the Work falls within the Streetscape and Safety
Improvement Program;
WHEREAS the Development concept has been refined through cooperation between the Developer, the
City and the DMD to meet the desired goals of revitalization within the Zone and serve a public benefit;
WHEREAS any reference to "City"or"City Staff," is entirely in agency capacity for TIRZ#3, and further the
City as a home-rule municipal corporation is not a party to this agreement; and
WHEREAS the Developer desires to be reimbursed for certain future costs incurred pursuant to the
Development, and TIRZ #3 desires to reimburse the Developer for these costs in accordance with this
Agreement;
1
Agreement
Now therefore, in consideration of the mutual covenants and obligations, the parties agree as follows:
Section 1. Reimbursement Obligations.
The City shall reimburse the Developer from available TIRZ #3 funds in an amount up to the estimated
project cost listed next to each element of the Work in attached Exhibit C(the"Estimated Project Costs"),
except that (a)the total amount of all such reimbursements for the Development may not exceed
$200,000.00 and (b) if the Developer actually incurs a cost for an element less than that element's
Estimated Project Cost, the City shall reimburse the Developer for only the amount of the cost that the
Developer actually incurred for that element of the Work. Based on qualifications of the Development,
the Program reimbursement structure is as follows:
(a) Streetscape and Safety Improvement Program:
(1) 50/50 Match of Approved Expenses
(2) Work must be exterior work related to safety and streetscape appearance.
(3) Payment will be made in four equal annual payments not to exceed $50,000.00. The first
payment will be made within 60 days following compliance with all requirements in Section 2
below and the submission of an approved Request for Reimbursement. The other payments
may be requested using a Request for Reimbursement submitted no earlier than the
anniversary of the date that the first Request for Reimbursement was submitted. For
example, if the first payment is requested on March 1, 2023, the second payment can be
requested on or after March 1, 2024, the third payment on or after March 1, 2025, and the
final payment on or after March 1, 2026.
Section 2. Conditions for Reimbursement.
The City shall reimburse Developer in accordance with Section 1 only if the following conditions are
fulfilled:
(a) The Developer completes the Work on the Property on or before May 31, 2023 (the "Completion
Date") in accordance with Exhibit A and the City's building codes and policies. Any extensions of this
deadline must be requested by Developer in writing and approved by the Board.
(b) Developer obtains all required building permits from the City.
(c) The completed Work must include all elements (including but not limited to: all design, structural,
architectural, lighting, landscaping, etc.) which are shown or referenced in the Development Plan
attached hereto as Exhibit A. Any amendments to the Development Plan must be submitted in writing
and be approved by all parties to this Agreement.
(d) Within 60 days following completion of the Work, the Developer submits a Request for
Reimbursement for actual Project Costs, in the form contained in Exhibit D, including:
(i.) specific Work completed under the Project and the amount of money that Developer paid for
completion of such work and that Developer claims as actual Project Costs;
(ii.) supporting documents demonstrating that such amounts were actually paid by Developer,
including but not limited to invoices, receipts and final lien waivers signed by the general
contractor;
2
(e) Appropriate City Staff has inspected the Work and certifies that the Work is complete, acceptable,
and comports to the terms of this Agreement.
Section 3. Audit
Developer will make available for inspection by designated City Staff all financial and business records of
Developer that relate to the Project, in order to assist City Staff in verifying the Developer's compliance
with the terms and conditions of this Agreement. TIRZ #3 shall have the right to have these records
audited.
Section 4. Maintenance of Property and Work.
Developer must maintain the property for the entirety of the Agreement in accordance with the City's
Property Maintenance requirements. Citations from the Code Enforcement for property maintenance
issues will initiate termination provision (Section 6).
If the Developer completes the Work, the Developer shall maintain the Work, premises, and adjacent
public right of way in good condition and so as to not contribute to blight in the Zone. The Developer's
obligation to maintain the Work and public right of way adjacent to the Property, includes without
limitation, maintaining the landscaping, sidewalks, aesthetics, and general cleanliness of the premises.
Developer will maintain any cameras installed as part of this Agreement for at least five years or the life
thereof. Developer will allow DMD staff or the Corpus Christi Police Department ("CCPD") to view video
recorded by the cameras in the event that the cameras may include video showing the events leading up
to property damage that the DMD is repairing or other crimes that CCPD is investigating.
Section 5. Termination.
Unless sooner terminated in accordance with this Section, this Agreement shall survive the expiration of
TIRZ #3. If the Developer has not fully complied with Section 2 Conditions for Reimbursement by the
Completion Date, this Agreement shall terminate immediately, unless mutually agreed to in writing in
accordance with Section 16.
Three citations from the City's Code Enforcement Division for property maintenance violations and/or
one Code Enforcement citation that results in the City abating the property will initiate a review process
by the TIRZ#3 Board, at which time the Board may elect to terminate the Agreement.
Section 6. Warranties.
Developer warrants and represents to City the following:
(a) Developer, if a corporation or partnership, is duly organized, validly existing, and in good standing
under the laws of the State of Texas, and further has all corporate power and authority to carry on its
business as presently conducted in Corpus Christi,Texas.
(b) Developer has the authority to enter into and perform, and will perform,the terms of this Agreement.
(c) Developer has timely filed and will timely file all local, State, and Federal tax reports and returns
required by law to be filed, and has timely paid and will timely pay all assessments, fees, and other
governmental charges, including applicable ad valorem taxes, during the term of this Agreement.
3
(d) If an audit determines that the request for funds was defective under the law or the terms of this
agreement, Developer agrees to reimburse the City for the sums of money not authorized by law or
this Agreement within 30 days of written notice from the City requesting reimbursement.
(e) The parties executing this Agreement on behalf of Developer are duly authorized to execute this
Agreement on behalf of Developer.
(f) Developer does not and agrees that it will not knowingly employ an undocumented worker. If, after
receiving payments under this Agreement, Developer is convicted of a violation under 8 U.S.C.Section
1324a(f), Developer shall repay the payments at the rate and according to the terms as specified by
City Ordinance, as amended, not later than the 120th day after the date Developer has been notified
of the violation.
Section 7. Force Majeure.
If the City or Developer is prevented,wholly or in part,from fulfilling its obligations under this Agreement
by reason of any act of God, unavoidable accident, acts of enemies, fires, floods, governmental restraint
or regulation, other causes of force majeure, or by reason of circumstances beyond its control, then the
obligations of the City or Developer are temporarily suspended during continuation of the force majeure.
If either party's obligation is affected by any of the causes of force majeure, the party affected shall
promptly notify the other party in writing, giving full particulars of the force majeure as soon as possible
after the occurrence of the cause or causes relied upon.
Section 8. Assignment.
Developer may not assign all or any part of its rights, privileges, or duties under this Agreement without
the prior written approval of the Board. Any attempted assignment without such approval is void, and
constitutes a breach of this Agreement.Assignment can only be requested for multi-year reimbursements,
after completion of obligations by Developer.
Section 9. Indemnity.
Developer covenants to fully indemnify, save, and hold harmless the TIRZ#3, the City, their respective
officers, employees, and agents ("Indemnitees") against all liability, damage, loss, claims, demands,
and actions of any kind on account of personal injuries (including, without limiting the foregoing,
workers'compensation and death claims),or property loss or damage of any kind, which arise out of or
are in any manner connected with, or are claimed to arise out of or be in any manner connected with
Developer activities conducted under or incidental to this Agreement, including any injury, loss or
damage caused by the sole or contributory negligence of any or all of the Indemnitees. Developer must,
at its own expense, investigate all those claims and demands, attend to their settlement or other
disposition, defend all actions based on those claims and demands with counsel satisfactory to
Indemnitees, and pay all charges of attorneys and all other cost and expenses of any kind arising from
the liability, damage, loss, claims, demands, or actions.
Section 10. Events of Default.
The following events constitute a default of this Agreement:
(a) Failure of Developer to timely, fully, and completely comply with any one or more of the
requirements, obligations, duties, terms, conditions, or warranties of this Agreement.
4
(b) TIRZ#3,the Board or City Staff determines that any representation or warranty on behalf of Developer
contained in this Agreement or in any financial statement, certificate, report, or opinion submitted to
the TIRZ #3 in connection with this Agreement was incorrect or misleading in any material respect
when made.
(c) Developer makes an assignment for the benefit of creditors.
(d) Developer files a petition in bankruptcy, or is adjudicated insolvent or bankrupt.
Section 11. Notice of Default.
Should the City determine that Developer is in default according to the terms of this Agreement, the City
shall notify Developer in writing of the event of default and provide 60 days from the date of the notice
("Cure Period")for Developer to cure the event of default.
Section 12. Results of Uncured Default.
After exhausting good faith attempts to address any default during the cure Period, and taking into
account any extenuating circumstances that might have occurred through no fault of Developer, as
determined by the City, the following actions must be taken for any default that remains uncured after
the Cure Period.
(a) Developer shall immediately repay all funds paid from TIRZ#3 funds under this Agreement.
(b) Developer shall pay reasonable attorney fees and costs of court.
(c) The City and TIRZ#3 shall have no further obligations to Developer under this Agreement.
(d) Neither the City nor the TIRZ#3 may be held liable for any consequential damages.
(e) The City may pursue all remedies available under law.
Section 13. No Waiver.
(a) No waiver of any covenant or condition,or the breach of any covenant or condition of this Agreement,
constitutes a waiver of any subsequent breach of the covenant or condition of the Agreement.
(b) No waiver of any covenant or condition,or the breach of any covenant or condition of this Agreement,
justifies or authorizes the nonobservance on any other occasion of the covenant or condition or any
other covenant or condition of this Agreement.
(c) Any waiver or indulgence of Developer's default may not be considered an estoppel against the City
or TIRZ#3.
(d) It is expressly understood that if at any time Developer is in default in any of its conditions or
covenants of this Agreement, the failure on the part of the City to promptly avail itself of the rights
and remedies that the City may have, will not be considered a waiver on the part of the City, but City
may at any time avail itself of the rights or remedies or elect to terminate this Agreement on account
of the default.
Section 14. Available Funds.
Developer specifically agrees that City and the TIRZ #3 shall only be liable to Developer for the actual
amount of the money due Developer under this Agreement from TIRZ#3 funds, and shall not be liable to
Developer for any actual or consequential damages, direct or indirect, interest, attorney fees, or cost of
court for any act of default by City or the TIRZ#3 under the terms of this Agreement. Payment by City is
strictly limited to the total amount of increment funds for TIRZ #3. City shall use its best efforts to
5
anticipate economic conditions and to budget accordingly. However, it is further understood and agreed
that, should the actual tax increment funds be less than the total amount paid to all contracting parties at
the time, then in that event, all contracting parties shall receive only their pro rata share of the available
increment funds for that year, as compared to each contracting parties' grant amount for that year, and
City and the TIRZ#3 shall not be liable to for any deficiency at that time or at any time in the future. In
this event, City will provide all supporting documentation, as requested. Reimbursements paid to
Developer shall require a written request from Developer accompanied by all necessary supporting
documentation, as outlined in Section 2.
Section 15. Notices.
Any required written notices shall be sent by certified mail, postage prepaid, addressed as follows:
Developer:
Buccaneer Commission, Inc.
Attn: Johnny Philipello
1823 N Chaparral St
Corpus Christi, Texas 78401
City of Corpus Christi
Attn.: City Manager's Office
Tax Increment Reinvestment Zone#3
P.O. Box 9277
Corpus Christi,Texas 78469-9277
Notice is effective upon deposit in the United States mail in the manner provided above.
Section 16. Amendments or Modifications.
No amendments or modifications to this Agreement may be made, nor any provision waived, unless in
writing signed by a person duly authorized to sign agreements on behalf of each party.
Section 17. Captions.
The captions in this Agreement are for convenience only and are not a part of this Agreement. The
captions do not in any way limit or amplify the terms and provisions of this Agreement.
Section 18. Severability.
If for any reason, any section, paragraph, subdivision, clause, provision, phrase or word of this Agreement
or the application of this Agreement to any person or circumstance is, to any extent, held illegal, invalid,
or unenforceable under present or future law or by a final judgment of a court of competent jurisdiction,
then the remainder of this Agreement, or the application of the term or provision to persons or
circumstances other than those as to which it is held illegal, invalid, or unenforceable, will not be affected
by the law or judgment, for it is the definite intent of the parties to this Agreement that every section,
paragraph, subdivision, clause, provision, phrase, or word of this Agreement be given full force and effect
for its purpose.
6
To the extent that any clause or provision is held illegal, invalid, or unenforceable under present or future
law effective during the term of this Agreement,then the remainder of this Agreement is not affected by
the law, and in lieu of any illegal, invalid, or unenforceable clause or provision, a clause or provision, as
similar in terms to the illegal, invalid,or unenforceable clause or provision as may be possible and be legal,
valid, and enforceable,will be added to this Agreement automatically.
Section 19. Venue.
Venue for any legal action related to this Agreement is in Nueces County, Texas.
Section 20. Sole Agreement.
This Agreement constitutes the sole agreement between City and Developer. Any prior agreements,
promises, negotiations, or representations, verbal or otherwise, not expressly stated in this Agreement,
are of no force and effect.
[Signature Page Follows]
7
APPROVED AS TO FORM: __day of 2021.
Assistant City Attorney
For City Attorney
By:
Constance P. Sanchez, Chief Financial Officer
Date:
City of Corpus Christi on behalf of Tax Increment Reinvestment Zone#3
Attest:
By:
Rebecca Huerta
City Secretary
Developer
By:
Johnny Philipello, President
Date:
8
Exhibit A—Project Description
Exhibit B—Property Description
Exhibit C—Estimated Project Costs
Exhibit D—TIRZ#3 Reimbursement Request Form
9
Exhibit A—Project Description
This project will consist of an entire fagade renovation of a vacant building in addition to a full remodel
of the interior for the expansion of the Buccaneer Commission's Headquarters and community space.
There will be new doors and windows around the building. The exterior walls will have structural and
masonry repairs to prepare the walls for paint and accent features. The roof will be redone.
This front area will include some landscape, new pavement, signage for"Buc Days," and the name of the
building which will be, "The Henry Garrett Center."The front entrance will include landscaping, with an
awning over the front windows. Exterior lights, and security camera system will be installed for safety.
While the main entrance of the building will face Water Street, other building repairs will be made that
also face Chaparral Street.
Renderings:
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10
Exhibit B—Property Description
Property ID: 191933
Geographic ID: 0540-0055-0030
Legal Description: BEACH LTS 3, 4 & S35' OF LT 5 BK 55
Property Address: 1415 N Water Street, Corpus Christi, TX 78401
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Exhibit C—Project Costs
Improvement Estimated Cost Category
Canopies &Awnings $28,700 Streetscape & Safety
Improvement Program
Structural Repairs $129,124
Window Treatment/Glazing $116,240
Roof Repairs $147,938
Landscaping $50,000
Door& Frame Hardware $50,960
Security Camera System $22,550
Fence Installation $21,875
Pavement $50,000
Signage $25,800
Electrical/Lighting $64,943
Contingency (5%) $60,877
Total Reimbursement Basis $769,007
*Total Possible Reimbursement Basis identifies the Project Costs that make the Development eligible
under the Incentive Guidelines. The Actual Reimbursement is identified in Section 1 of the Agreement.
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Exhibit D—Request for Reimbursement Form
City of Corpus Christi—City Managers Office
Corpus Christi Dovrnlcwn Management District
Tax Increment Reinvestment Zone#3 - Request for Reimbursement
Project Mame (Per.Agreement):
Type of Reimbursement: ❑C-,e Ti-- e ❑Re-Occurring(First Payment)
Requestor: Date Requested_
Improvement Estimated Cost Actual Cost Invoice
;Per nR Exhibit c} JPer Attached nocumwdation} Reference
1-
2-
3-
4-
5-
TOTAL
_2_3_4_5_TOTAL
Attached is the Following:
1) Executed TIRZ#3 Reimbursement Agreement ❑
2) Cer:r'icate of Occupancy Date: ❑
3) documentation of Expenses ❑
Signatures for Submittal:
Authorized Developer: Date:
Authorized General Contractor: Date:
Are incomplete Request far Rrimb Fsrrnrnt mH mot be processed.Submit a bard copy and combined PDF
version to christgP=exasdmd.com. Upon receiptaf Request fona;wspection will be scheuled.
Internal Office Use Only
Signatures for Approval Process
Request Recd By DNI D: Date:
(Initial & Date) Documentation Complete: Inspection of Project:
Reimbursement.Amount Requested:
Notes:
Reimbursement Approved by TIRZ#3 Board or DMD Staff:
Date:
Tax I-icremer=R.eiraes_rne-it Zo-ie 43 R.eques=-cr R.eirr vur_ement Updated Jan 2022
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