HomeMy WebLinkAboutPR 19936: AMENDING EDC CONDITIONAL GRANT WITH AJ ENTERTAINMENT, LLC ,
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MEMORANDUM
To: Mayor, City Council, City Manager
From: Floyd Batiste, CEO 910
Date: October 17, 2017
Subject: P. R. No. 19936; Council Meeting of October 24, 2017
ATTACHED IS PROPOSED RESOLUTION NO. 19936
APPROVING AMENDMENT TO THE ECONOMIC
DEVELOPMENT CONDITIONAL GRANT AGREEMENT
BETWEEN THE CITY OF PORT ARTHUR SECTION 4A
ECONOMIC DEVELOPMENT CORPORATION AND AJ
ENTERTAINMENT, LLC
P. R. No. 19936
10/10/2017 KVM
RESOLUTION NO.
A RESOLUTION APPROVING AMENDMENT TO THE
ECONOMIC DEVELOPMENT CONDITIONAL GRANT
AGREEMENT BETWEEN THE CITY OF PORT ARTHUR
SECTION 4A ECONOMIC DEVELOPMENT CORPORATION
AND AJ ENTERTAINMENT,LLC
WHEREAS, per Resolution 17-029 dated January 31, 2017, the City Council of the City
of Port Arthur approved an Economic Development Conditional Grant Agreement (the
"Agreement") between the City of Port Arthur Section 4A Economic Development Corporation
("PAEDC") and AJ Entertainment, LLC ("AJ Entertainment") in an amount of $105,500 to
reimburse AJ Entertainment for the redevelopment and necessary infrastructure improvements to
the former Twin City Kia building to open a restaurant and distribution warehouse; and
WHEREAS, the Agreement states that AJ Entertainment has until February 15, 2018 to
complete the necessary improvements as shown in Exhibit "A"; and
WHEREAS, the Performance Milestone Schedule as set forth in the Agreement was
incorrect as to performance dates as detailed in Exhibit "C" to the Agreement; and
WHEREAS, the PAEDC Board of Directors met on October 2, 2017, and approved to
amend the milestones to reflect the correct performance dates.
NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE
CITY OF PORT ARTHUR, TEXAS:
Section 1. That the facts and opinions in the preamble are true and correct.
Section 2. That the City Council of the City of Port Arthur approves Amendment No. 1
to the Agreement between PAEDC and AJ Entertainment as denoted in the Amendment attached
hereto as Exhibit "B".
Section 3. That a copy of the caption of this Resolution shall be spread upon the Minutes
of the City Council.
READ, ADOPTED AND APPROVED on this day of A.D., 2017,
at a Meeting of the City Council of the City of Port Arthur, Texas, by the following vote:
AYES:
Mayor
Councilmembers
NOES:
Derrick Freeman, Mayor
ATTEST:
Sherri Bellard, City Secretary
APPROVED:
i
Floyd Batiste"PAEDC CEO
APPRO - A • t ' ►
Guy N. Goodson, PAEDC Attorney
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APPROVED AS TO FORM:
Valecia R. zeno, City Attorney
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EXHIBIT "A "
These are PAEDC's only obligations.
b. Performance by AJ ENTERTAINMENT,LLC
i. AJ ENTERTAINMENT, LLC shall make infrastructure improvements to the
Building as outlined in the Grant Application referenced in Exhibit"B."
ii. AJ ENTERTAINMENT, LLC shall provide PAEDC with quarterly reports
detailing the progress of the infrastructure improvements.
iii. AJ ENTERTAINMENT, LLC shall provide PAEDC certificates of
occupancy for the restaurant and warehouse in order to receive the
reimbursable percentage that coincides with the completion of each of the
three retail spaces.
iv. AJ ENTERTAINMENT, LLC shall use its best efforts to hire architect(s),
engineer(s), and general subcontractor(s) from the Nine-County Southeast
Texas Region for redevelopment of the Building;
v. AJ ENTERTAINMENT, LLC will use its best efforts to ensure that Port
Arthur,Texas residents are hired for the redevelopment of the Building to the
maximum extent feasible.
vi. AJ ENTERTAINMENT, LLC must complete the infrastructure
improvements and receive certificate of occupancy for each space in Section
6.a. above within twelve (12) months from the date this Agreement is
executed.
vii. On written demand by PAEDC and in response to AJ ENTERTAINMENT,
LLC's failure to achieve a performance milestone, AJ ENTERTAINMENT,
LLC shall provide PAEDC within 10 business days following receipt of such
written demand with assurances that it has both the intention and capabilities
to perform fully its Agreement dual obligations.
viii. Al ENTERTAINMENT, LLC must obtain a Letter of Credit in the amount of
$105,500 and provide to PAEDC.
AJ ENTERTAINMENT LLC's PERFORMANCE MILESTONE SCHEDULE
7. Although failure to achieve a performance milestone is not a breach of Agreement,a failure
is grounds for PAEDC to demand reasonable assurances from AJ ENTERTAINMENT,
LLC that it can and will fully perform its Contractual obligations. Failure to provide
demanded assurances is a breach of Agreement.
8. AJ ENTERTAINMENT, LLC's performance milestones are contained in Exhibit"C."
Examples of reasonable assurances are copies of pending Agreement s and commitment letters.
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EXHIBIT " B "
AMENDMENT TO THE
ECONOMIC DEVELOPMENT CONDITIONAL GRANT AGREEMENT
BETWEEN
THE CITY OF PORT ARTHUR SECTION 4A ECONOMIC DEVELOPMENT
CORPORATION
AND
AJ ENTERTAINMENT,LLC
WHEREAS, AJ Entertainment, LLC ("AJ Entertainment") and the City of Port Arthur
Section 4A Economic Development Corporation ("PAEDC") entered into Economic
Development Conditional Grant Agreement (the "Agreement") on
pursuant to Resolution No. ;
WHEREAS,AJ Entertainment has indicated that the Performance Milestone Schedule as
set forth in the Agreement was incorrect; and
WHEREAS, the PAEDC Board of Directors met on October 2, 2017, and agreed to
amend the milestones in Exhibit "C" to the Agreement as set forth in Exhibit "A" attached
hereto.
NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OF
THE CITY OF PORT ARTHUR SECTION 4A ECONOMIC DEVELOPMENT
CORPORATION that:
1. This Amendment to the Economic Development Conditional Grant Agreement
between PAEDC and AJ Entertainment was approved by the PAEDC Board of Directors on
October 2, 2017.
2. This Amendment to the Agreement shall be effective upon approval by the City of
Port Arthur, Texas.
3. The recitals to this Amendment are incorporated and fully referenced in this
Amendment.
4. Other than the amendment set forth herein, AJ Entertainment and PAEDC ratify and
affirm all terms and conditions of the Agreement dated
SIGNED AND AGREED to on this day of , 2017.
City of Port Arthur Section 4A
Economic Development Corporation
By:
President
•
ATTEST:
Secretary
THE STATE OF TEXAS §
COUNTY OF JEFFERSON §
This instrument was acknowledged before me on the day of _ , 2017, by
as President and as Secretary on
behalf of City of Port Arthur Section 4A Economic Development Corporation.
Notary Public, State of Texas
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AJ ENTERTAINMENT,LLC,
a Texas limited liability company
By:
Tony Nguyen
THE STATE OF TEXAS §
COUNTY OF JEFFERSON §
This instrument was acknowledged before me on the day of , 2017,by
behalf of AJ Entertainment, LLC.
Notary Public, State of Texas
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EXHIBIT "A"
PERFORMANCE MILESTONE SCHEDULE - MODIFIED
AJ ENTERTAINMENT, LLC
Deadline Milestone
(a) January 31,2017 Review approved construction plans by the City of Port Arthur and projected costs with
PAEDC CEO for the retrofitting of the Project at 7500 N Twin City Hwy,Port Arthur,
Texas
(b) March 1,2017 AJ Entertainment,LLC Issue a status report to PAEDC CEO on Project retrofitting
facility at 7500 N Twin City Hwy,Port Arthur,Texas
(c) June 30,2017 AJ Entertainment obtain Certificate of Occupancy for Restaurant and provide a
Copy to PAEDC CEO
PAEDC issue 60%of Economic Incentive Grant.
(d) July 31,2017 AJ Entertainment Issue a status report to PAEDC CEO on the retrofitting of
the Warehouse space at 7500 N Twin City Hwy,Port Arthur,Texas
(e) August 31,2017 AJ Entertainment obtain Certificate of Occupancy for Warehouse space and
provide a Copy to PAEDC CEO
PAEDC issue the additional 40%of Economic Incentive Grant.
(0 February 15,2018 AJ Entertainment,LLC meets all their contractual requirement.
File is closed.
(g) February 15,2018 PAEDC Board release Letter of Credit to AJ Entertainment
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EXHIBIT " C "
(to the Agreement)
•
EXHIBIT"C"
PERFORMANCE MILESTONE SCHEDULE
AJ ENTERTAINMENT,LLC.
A J ENTERTAINMENT LLC
MILESTONE SCHEDULE
Deadline Milestone
(a) January 31,2017 Review approved construction plans by the City of Port Arthur and projected costs with
PAEDC CEO for the retrofitting of the Project at 7500 N Twin City Hwy,Port Arthur,
Texas
(b) March 1,2017 AJ Entertainment,LLC Issue a status report to PAEDC CEO on Project retrofitting
facility at 7500 N Twin City Hwy,Port Arthur,Texas
(c) June 30,2017 AJ Entertainment obtain Certificate of Occupancy for Restaurant and provide a
Copy to PAEDC CEO
PAEDC issue 60%of Economic Incentive Grant.
(d) July 31,2017 AJ Entertainment Issue a status report to PAEDC CEO on the retrofitting of
the Warehouse space at 7500 N Twin City Hwy,Port Arthur,Texas
(e) August 31,2017 Al Entertainment obtain Certificate of Occupancy for Warehouse space and
provide a Copy to PAEDC CEO
PAEDC issue the additional 40%of Economic Incentive Grant
(1) Lapteeeber2St7 AJ Entertainment,LLC meets all their contractual requirement.
!`-!l 'uaiti /S,a0/8` File is closed.
(g) Sapisetober. 5,3,1.7 PAEDC Board release Letter of Credit to Al Entertainment
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