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HomeMy WebLinkAboutLegal Documentr/ DEVELOPMENT AGREEMENT This Agreement is entered into this the ~~ day of , 1997, by and between the CITY OF COLLEGE STATION, TEXAS, a Texas Home-Rule unicipal ration (hereinafter. referred to as the "City', and INTEGROUP, INC., a Florida Corporation, (hereinafter referred to as "Developer'. VIMEREAS, .Developer is or will be the owner of an a tract. of land depicted and. described on the plat attached hereto as Exhibit "A" (hereinafter refe[red to as "Property"); and WHEREAS, on July 11, 1996, the City Council rezoned the property with conditions that. would be incorporated.into adevelopment agreement; and WHEREAS, the conditions imposed on the rezoning. require road improvements, sewer improvements and density limitations on the development; and NOW THEREFORE, fof and in consideration of the recitations above, and in consideration of the promises and. covenants herein expressed, the parties hereby agree and covenant as follows: 1. .Developer will make certain off-site and oversize improvements necessary to support the proposed development. of not more than` 500_apartment dwelling units. Offsite and oversize improvements to water, wastewater and streets to' be constructed by-Developer are set forth in 'the plans and specifications incorporated herein by reference. City and Developer acknowledge that' estimated costs are estimates only and'the obligation of the parties .are based on the scope of work set forth in the plans and specifications. 2. City 'will. pay $200,000.00 to Developer for off-site and oversize infrastructure improvements upon completion and acceptance of said improvements by City and provided that (i) Deveoper has constructed the improvements in accordance with all plans,..specifications and City ordinancEs; and (ii) the cost. of such improvements equals or exceeds $200,000.00. 3. To the extent permitted: by law and upon compliance with all applicable legal, procedural and regulatory requirements, City will establish a Tax Increment. Financing District. (hereinafter refE~rred', to as "TIF District's pursuant to Chapter 311 of the Texas Tax Code,. as amended. The Reinvestment Zone will consist of the property owned by developer upon which will be constructed all of the., proposed Melrose Project Site. The Reinvestment Zone will also include all street rights-of-way and utility easements necessary to construct the improvements described in the plans and specifications. 4. .Subject to `the requirements established in paragraph 3 hereinabove and the adoption of approved financing: and project plans as defined in Section 311.002 of the Tax Increment Financing Act, City will payDeveloper, solely out of tax revenues generated by the Reinvestment Zone, $50,000'.00, per year for a total not to exceed $T50,000.OO.The refund payments firom the TIF District ane made to Developer in consideration for constnaction of the off--site and oversize improvements described in the plans and spefications that'will benefit the community. as well as the Melrose project. City and Developer expressly agree and understand that that in the event that the TIF District produces revenues that are insufficient to reimburse Developer as anticipated in this agreement within the five-year term of the TIF District, City shall not be obligated to pay Developer for any deficiency. In no case will any refund payment for any one year exceed the lesser of (a) $50,000 or (b) City's Tax Increment revenuas from the Paga 1 of 4 Iahb:IgroupVegaM-elagrdoc 1/28197 Reinvestment Zone for that year. City agrees to create the TIF District for a period of five years. from. the effective date of the Reinvestment Zone. 5. beveloper, at its cost, will furnish to City, all .metes and. bounds or other. legal descriptions necessary to describe the boundaries of the Reinvestment Zone described in paragraph 3 above. 6. Developer.. has submitted plans and specifications. to City for the improvements and those plans and specifications have been approved by the City. Said. plans and specifications are incorporated herein by reference as if set out in full herein: Developer will. construct all of the offsite and oversize improvements at its own cost and expense and be reimbursed pursuant to paragraphs 2 and 4 hereinabove. 7. INDEMNIFICATION: Developer agrees to and shall, for a five year period from the date of approval and acceptance of the .improvements dedicated to the City, :indemnify, hold. harmless, and defend the City, its officers, agents, and employees, from and against any and all claims, losses, damages, causes of action, suits and liability of every kind, including all expenses of litigation, court costs, and attorney's .fees, for injuryto or death of any person, or for damage to any property, or for breach of contract, arising out. of 'or in connection with this Agreement, the: work to be performed hereunder, and the properties designated during site and offsite construction, regardless of whether such injuries, death, damages, or breach. are caused in whole or in part`by the negligence of lthe City. 8. RELEASE: 'Developer, its successors-in-interest and assigns hereby release, relinctuish and discharge the City, its agents, officers, and employees from all claims, demands, and causes of action of every kind and character,. including the cost of defense thereof,. for any loss of or damage to property. (whether property of either of the .parties hereto, their employees, or of third parties) that is caused by or alleged to be caused by, arising out of, or in connection with this development 'agreement. This release shall apply regardless of whether said claims, demands, and causes of action are covered in whole or in part. by insurance and regardless off whether such loss, or damage was caused in whole or in part by the negligence of the City. 9. tt is understood that this Agreement shall be governed by, and. construed and enforced in accordance with, and subject to, the laws of the State of Texas. The parties agn?e that performance of this Agreement shall take place in Brazos County, Texas, and that venue shall lie in the court of competent jurisdiction in Brazos County, Texas. 10. The parties agree that they have read the. temps of this Agreement and familiarized themselves with the requirements hereunderand agree that they understand their rights and responsibilities hereunder. 11. It is understood and. agreed that this Agreement shall be binding upon. and shall. inure. to the benefrt of the parties and their respective heirs, lessees, representatives, successors, and assigns. 12. It is understood that this Agreement contains the entire agreement between the parties and supersedes and -all prior agreements, arrangements, or understandings between. the. parties .relating to the sut~jed matter. No oral understandings, statements, promises or inducemerrts contrary to the terms of this Agreement exist. This Agreement cannot be changed or terminated unless in writing and agreed to by both parties. _ Page 2 of 4 Iahb:lgroupVegaNnelagrdoc 1/28187 13. The parties executing this Agreement state that they are_each authorized to sign on behalf of their respective corporations. Developer shall .provide proof of his authorization to enter into. this Agreement as owner orfrom the owner of the property. 14. Time. Time is of the. essence. Unless otherwise specified, all references to "days" shall rnean and referto calendardays. Business days shall extrude all Saturdays, Sundays and Texas legal banking holidays. In the event the date for performance of any. obligation. hereunder shall fall on a Saturciay, Sunday or Texas legal banking holiday, then that obligation shall be perfoRnable the next following regular business day. 15. Severability. If any of the terms and conditions hereof shall. for any reason be held to be invalid, illegal, or unenforceable in any respect, such validity, illegality, or unenforceability shall not affect any other of the terms and conditions hereof and the terms and conditions hereof shall hereafter be construed as if such invalid, illegal, or unenforceable terms,and conditions had never been contained herein. 16. Countemarts. This agreement may be executed in any number of identical counterparts,. and each counterpart hereof shall be deemed to bean original instrument, but all counterparts'... hereof taken together shall constitute but a single instrument. 17. Presumption Conceming Interpretation. This Agreement shall not be construed 'more, stridtly against one party than against the other merely by virtue of the fad that it may have been prepared by .counsel for one of the parties, it be recognized that all of the parties to this Agreement. have contributed substantially ..and materially to the.. preparation of this Agreement. 18. Further Assurances. In connection with this Agreement as well as alt transactions contemplated by this Agreement, each signatory party hereto agrees to execute and. deliver such additional documents and. instruments and to perform such additional acts as may be necessary or appropriate to effectuate, carry out and perform all of the terms, provisions, and conditions of this Agreement in all such transactions. 19. Recitals. Any rentals in this Agreement are represented by parties hereto to be aa~urate, and constitute a part of the substantive agreement. Dated this the Or~~ day of , 1997. CITY OF COLLEGE STATION BY: LYNN ctLHANEY, Mayor Page 3 of 4 fahb:IgroupYegahneragrdoc 1/28/97 ATTEST:. z CONNIE HOOKS, City Secretary APP VED: G E K. NOE, City Manager APPR VED AS TO FORM: ROXANNE NEMCIK, Acting City Attorney APPROVED A O FINANCING: EN SCHROEDER, irector of Financial Services STATE OF TEXAS ) ACKNOWLEDGMENT COUNTY OF BRAZOS ) This instrument was acknowledged on the ~e-day of .1997 by LYNN McILHANEY, in her ..capacity as Mayor of the. City of College St on, Texas a Texas Hmme Rule .Municipality, on behalf of said municipality. .~.. ~ ~fi ~' w`'e LISA A HiJGHES Notary Public in and for ' N0~' '~° °f T the State of Texas • r~ ~~ IIbOoArgI1110116~isAp4T.1~8T ~r~~ ~,+ STATE OF ~lQ~r a~~.- ACKNOWLE®GMENT COUNTY OF QCc a,/ 1 This instrument was acknowledged on the ~ day of ~~~1 ,,19~, by Rr~nald F. '.:Buckley as President of iNTEGRC1UP, INC., a Florida Corporation, on behalf of said corporation. KAREN M PERDUE Notary. Public,.. State of Florida .~ My Comm, expires Sept. 19, 1999 °' Comm. No.'CC 496662 lahb.-lgnoupVegaM~e/a~rdoc 128197 Notary Public in~a¢~or the State of ~~// /'/G?~ Page 4 of 4