HomeMy WebLinkAboutPR 15008: MT. TAMALPAIS INVESTMENT AGREEMENT~:~ .
interoffice
MEMORANDUM
To: Mayor, City Council, and City Manager ,
From: Mark Sokolow, City Attorney ~~ ~/
Date: December 18, 2008
Subject: P. R. No. 15008 - Council Meeting of December 16, 2008
Attached is P. R. No. 15008 approving a new Agreement
between the City of Port Arthur and Mt. Tamalpais Investment Corp.
I have requested that Mr. Fowler provide a written report as to his
progress in developing this site. Once it is received, it will be
forwarded to you. .
MTS:gt
Attachment
cc: Al Fowler
Mt. Tamalpais Investment Corp.
_ ._ ~
z.pr15008_memo
P: R. No. 15008
12/03/08 gt
RESOLUTION NO.
A RESOLUTION APPROVING A NEW AGREEMENT
BETWEEN THE CITY OF PORT ARTHUR AND MT.
TAMALPAIS INVESTMENT CORP.
. WHEREAS, pursuant to Resolution No. 07-501, the City entered __I
into an Agreement with Mt. Tamalpais Investment Corp.; and
WHEREAS, due to. the recent hurricanes, Mt. Tamalpais
Investment Corp. has asked for an extension to the Agreement
between the City of Port Arthur and Mt. Tamalpais Investment Corp.
NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY
OF PORT ARTHUR:
Section 1. That the facts and opinions in the preamble
are true and correct.
Section 2. That the City Manager is authorized to execute
a new Agreement with Mt. Tamalpais Investment Corp. attached hereto
as Exhibit "A".
Section 3. That a copy of the caption of this Resolution
be spread upon the Minutes of the City Council.
READ, ADOPTED AND APPROVED on this day of
A.D., 2008, at a Meeting of the City Council,of
the City of Port Arthur, by the following vote: AYES:
^
z.pr15008
Mayor
Councilmembers
NOES:
MAYOR
ATTEST:
TERRL HANKS, ACTING CITY SECRETARY
APPROVED AS TO FORM:
~l ~'v~"
CITY ATTORNEY
APPROVED FOR ADMINISTRATION:
CITY MANAGER
z.pr15006
EXHIBIT ~~A"
WHEREAS, as delineated in Exhibit "A", Mt. Tamalpais
Investments Corp., A Nevada Limited Liability Corporation, owns
the building located at 440 Austin, Port Arthur, Texas (World
Trade Building), which has-been vacant for over ten (10) years,
and is in need of rehabilitation; and
-WHERAS, Mt. Tamalpais Investments Corp. has registered to
do business in the State of Texas, as required by Section 9.001
of the. Business Organizations Code, and as noted in Exhibit "B";
and
WHEREAS, Mt. Tamalpais Investments Corp. is actively
planning to develop the property located at 440 Austin into
apartments and is in the process of engaging consultants,
architects, and contractors; and
WHEREAS, Mt. Tamalpais Investments Corp. has also indicated
that they have contracts with the owners of lots 19 to ~-4 22 in
Block 109 to demolish said buildings so that they can be used
for parking for the prospective apartment building at 440
Austin; and
WHEREAS, Mt. Tamalpais Investments Corp. has requested
assistance from the City of Port Arthur in providing suitable
additional locations for parking for residents of the renovated
facility at 440 Austin; and.
z. devel opment agreement_fowler12.8 1
WHEREAS, the City of Port Arthur presently owns all or a
part of the following lots:
Parcel 1: Lots 13, 14, 15, 16, 17, and 18 of Block 109,
City of Port Arthur, in Jefferson County, Texas,
as the same appears upon the map or plat
thereof, on file and of record in Vol. 1 page
50, map records of Jefferson County, Texas.
Parcel 2: Lots 1, 2, 3, 22, 23, 24, and a part of Lot 21 -
of Block 110 of the City of Port Arthur, in
Jefferson County, Texas (official county map
book and volume description to follow),. above
parcels are now vested by title in the name of
City of Port Arthur.
and
WHEREAS, the City-makes no representations as to the
conditions of said Parcels 1 and 2, and Mt. Tamalpais
Investments Corp. has inspected such property and accepts it "as
is"; and
WHEREAS, the City deems it in the public interest to
promote the development and revitalization of the downtown area;
and
WHEREAS, the City Council deems it in the public interest
to lease Parcels 1 and 2 to Mt. Tamalpais Investments Corp. to
be used for parking for the prospective residents, guests and
employees of the apartment building to be built at 440 Austin,
so long as Mt. Tamalpais Investments Corp. maintains its
property in downtown Port Arthur, in accordance with the Code of
z.development agreement_fowler12.8 - 2
Ordinances and actively develops the building at 440 Austin to
an apartment building; and
NOW THEREFORE BE IT AGREED BY AND BETWEEN THE CITY OF PORT
ARTHUR AND MT. TAMALPAIS INVESTMENTS CORP.:
Section 1. That the lessee shall. have. the option to
make a due diligence and feasibility study of 'the development
and the right to cancel or proceed on or before Be^^~n,b~~~~Q
May 1, 2009. Upon written notice to the City Manager that the
lessee will proceed with the lease and is proceeding with the
development of the apartment project and has a construction '
loan, the effective date of the lease will be the date that the
construction loan is recorded. Said effective date. of the lease
cannot take place earlier than d~^^z-~~~a April 1, 2009 and
not later than Bee^~2~Q May 1, 2009. The lease of
parcels 1 and 2 shall be "as is"
Section 2. That the term of the lease shall be for 25
years. Once the building is remodeled to an apartment complex
and a certificate of occupancy is issued therefore, the lessee
shall have the option to extend the lease for an additional 10
years.
Section 3. That Mt. Tamalpais Investments Corp. shall
take any and all actions to maintain Parcels 1 and 2, as well as
maintain its property at 440 Austin and comply with City
ordinances.
z. development agreement_f ow1er12.8 3
Section 4. That Mt. Tamalpais Investments Corp. shall
also take any and all actions to maintain Lots 19 to ~-4 22,
Block 109, once said property is owned by Mt. Tamalpais
Investments Corp.
Section 5. That Mt. Tamalpais Investments Corp. shall
only use Parcels 1 and 2 for parking facilities for the
prospective residents, guests-and employees of the apartment
building to be built at 440 Austin. Until parcel 1 is needed
for parking for the apartment complex to be built at 440 Austin,
Mt. Tamalpais Investments Corp. shall allow Mardi Gras of
Southeast Texas to use said Parcel 1 without charge during the
Mardi Gras event of no longer than 14 days per year. During the
term of this lease, Mt. Tamalpais Investments Corp. shall also
allow Mardi Gras of Southeast Texas to use Parcel 2 without
charge during the Mardi Gras event of no longer than 14 days per
year. Mardi Gras of Southeast Texas .shall be required. to
provide liability insurance of at least $500,000 for said
parcels and shall maintain said parcels during their usage.
Said liability insurance to be provided by Mardi Gras of
Southeast Texas shall include the lessee and the City as
additional insured. If other uses of Parcels 1 and 2 are
requested, Mt. Tamalpais Investments Corp. shall request the
permission of the City.
z.development-agreement_fowler12.8 4
Section 6. That as to Parcels 1 and 2, Mt. Tamalpais
Investments Corp. shall indemnify the City of Port Arthur from
any and all causes of action or claims that are brought against
the City of Port Arthur or any of its agents as a result of any
conditions or defects of said property.
Section 7. That Mt. Tamalpais Investments Corp. shall
maintain liability insurance-from an insurance company licensed __
in the State of Texas on Parcels .l and 2, with coverage of at
least $500,000, with the City of Port Arthur being listed as an-
additional insured.
Section 8. That Mt. Tamalpais Investments Corp. shall
pay the City $200 per year, and shall also pay for any and all
taxes, if any, that are due on the property and on the leasehold
estate.. Said lease payments shall commence on the effective
date of the lease and annually thereafter.
Section 9. That Mt. Tamalpais Investments Corp. will
commence remodeling the building by Deer 1, i&0~ May 1, 2009
and it shall be completed by December 1, 2010, so that the
building will be ready for occupancy as apartments, with at
least 160 units by December 1, 2010 or such later date as
mutually agreed by the City and Mt. Tamalpais Investments Corp.
Section 10. That if Mt. Tamalpais Investments Corp.
violates any terms of this lease, the City can terminate this
lease with sixty (60) days notice
Nevertheless, except for the
z.development agreement_fowler12.8 5
maintenance of liability insurance and the payment of lease
payments and taxes, reasonable delay can be allowed if caused by
events or circumstances-that are outside the control of Mt.
Tamalpais Investments Corp, which could not have been avoided by
reasonable due diligence. Also; Mt. Tamalpais Investments
Corp. will be allowed a reasonable period of time to cure
defaults. Mt. Tamalpais Investments Corp. -shall provide
periodic reports to the City Manager as to the status of the
development and the Council shall review the status of the
development on or about December 1, 2010. The City Council will
act in good faith to grant reasonable delays as requested by Mt.
Tamalpais Investments Corp
Section 11. That said development agreement shall not
affect the lease rights, if any of Capital One Bank as
delineated in ~ese'ttt~en £de ^'' "', ~~~"'~' "~ nR..l "
z'~-8-&8 Resolution No.07-414.
Section 12. With 15 days notice to the City of Port
Arthur, Mt. Tamalpais Investments Corp. shall be able to assign
this agreement to a third party so long as the third party
assumes all the obligations and liabilities in this agreement,
maintains liability insurance of at least $500,000 with the City
as an additional insured and the third party takes ownership of
the building at 440 Austin. So long as Mt. Tamalpais
Investments Corp is not in default, Mt. Tamalpais Investments
z.developmenC agreement_f owler12.8 6
Corp. will be released from any further liability upon the
assumption of the lease by the third party.
Section 13. That the notice to the parties shall be sent
to the following-addresses:
TO: CITY OF PORT ARTHUR
ATTN: Stephen Fitzgibbons
City Manager
444 Fourth Street
P. O. Box 1089
Port Arthur, TX 77641-1089
TO: MT. TAMALPAIS INVESTMENTS CORP.
ATTN: Albert H. Fowler
204 W. Spear St.
Carson City, NV 89703
z. development agreement_fowlerl2.a "1
SIGNED AND AGREED TO on this the day of
2007.
(Printed Name)
SIGNED AND AGREED TO on this the day of
2007.
MT. TAMALPAIS INVESTMENTS CORP.
By:
CITY'OF PORT ARTHUR
By:
Stephen Fitzgibbons,
City Manager
z.development agreement_fow1er12.8 ~ e
EXHIBIT. "A"
~ .: - -.. .
RECORDING RCQUESTED 6Y
CD
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i ~ y
~ p1•iD~I~RDfiI)-MAIL TO
~ Mt. Tamalpais Invoetments Cor
~ 204 West Spear St., Carson Ci
'~ Irevada (89703 )
C~
(p (800) 837-4121
F. -mac
~~ ~~ 26~{__-995
GRANS'DEED
FOR VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, for $10.00 ,
World Trade Building, L.L.C „ A 1Jevada Limited Liability Company
Grantor,
grants to
1.7t. Tamalpais Investments Coro„ L,L.C:,.P. Nevada
potation grantee, the real prvptrty located in _
.iafferson _ County, Texas ,described as follows:
Limited Liability Cor-
Port Arthur city and
See attached Exhibit A, incorporated by reference to tl-iis document.
World-,Trade Building,,, L.L.C.
CERTIFICATE OF
J E. Burgess, Secr
OF NOTARY PUBLIC
STATE OF NEVADA, rc
COUNTY OF /Ji',t ) ?`
On 2V a / L x.06 before me, .~~+~a i~C ~. ~~/ , a notary public in and for
said Cocmty and Stale ,pc:soitally appeared /3 e personally known to me
(or proved to me on the basis of satisfactory evidence) to be e person(s) whose name(s) islare subscribed to the
within in and adrnowledgod to me fiat hel~te/thcy executed tbe same in his/hedtheir authorized
'capacity(ies}, end that by his/lxz/their signature(s) on the insfim~rnt the person(s), or the. entity upon behalf of i
which the p~aalgn(s), ached, executed the itutrumeat.
WTT'NNSS my hand and ofFcisl seal. ~ - - - , .. -
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EXHIBIT A
For purposes to describe the legal description of real estate
located in Port.Arthur, Texas and is hereby made a part of the Grant
deed document of 71or1d Trade Building, L.L.C. (seller) and hit. Tam-
alpais Investments porp.,L.L. Cor~ioration (purchaser).
LEGAL• DESCRT'PTZON OF LAND
Lots Niunbered Seven, Eight, Nine, Ten,Eleven and Twelve (7,8,9,10,11 &
12) in Block Number One Hundred Thirty-one (131) of the City of Port
Arthur, Jefferson County, Texas, as the same appeers0upan Records or
plat thereof, on file and of record in Vol. ! pag $ P
Jefferson County, Texas
f ,~~.
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OFf ICIpL ~LIC~RICORfl6
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UILLIl1lS6 ~ • N --- .
CNROI-YN L. WIDRY COtMT'~ CC.fiIMC
Cp(aiTY 7fXR5
EXHIBIT "B"
4~C'zt~;";'rla
DES:-S-~i+i%i Cil:2i=~F' FI=•nhl: 4C+:a~2~~714 Tic1=}i-r~9,3=:1~4 F'.1
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204 ZUeQt S,~can Stzeet nanao~c G~Ct.~y, ?~1i 89703
~Cialrc: (4'OS~I 799 - 6;777 Paz: - <4081 2~7- 7714 ~~ ~'/ ~5' ~~ ~D
Decemoer 6; 200?
City of Port Arthur
C!0 City ntt.orr.ey
1~^.r. A~ark 'I`. Sokolo~~'
Deer P7ark,
Inr_luiel r:ith th';s fax i.=. the "Certifir_ate oP =il.in~ of N't.
9'amaloais Investments Corn." in order and '~n'ith the authority to
transact. business in the state of Texas, under the classi_`icaton
of a "Foreign ,or-Pro Pit Corporation" I ;;ust received this by
`ax, this morning and the hard copy is oeir:g sent, but ,-+iii ar-
rive i.n abo:At sevr_r, days by mai.1. The e:fe^tive date `or our cor-
porati.nr, to transact: husi_nes:;, according to this certificate, you
may notice '_s 12-5-1CC7.
P'_ease dc~_ivec Cc me our a;;reed and approved ].ease reerr~ent.
I „-iIl be ir, fort ArLhur_aariy next meek.
Thfl.n}:S %3 f::a lll, J=:.' t'C•'' ~~;?lAr VJOrk anii ei ort In ~~Uttln~ t}115
deal loge, t'1e.^.
Sincerely,
Albert H, ~0~~-1.er
DEC-5-cGG i91 : c'1F' FROI'1: 4Lr,"_;~t=~ r T14 TCI: 14~99g. g1c'4 p
. lL/CMG/lt~tJl 10]LG Ol LY00/JYb ~/`. a~a ~^w~ ~~. vc
Corpntatlons Section ~ r g Op Yhil Wilson
P.O.B vx ]3697 T Secretary of State
Austin, Tezas 78~I tJ697 W
~ .
Ofiice of the Secretary of State
C)uTZT1FICATF, OF SING
OT
RTT'. T,~+MALPAIS ENVES'I'MENTS CORD:
File Arumher. 800905997
Che undersigned, as Secn-tacy nf' titatc of Tex:u, hereby certifies that an Application for ite~*jsn-ation for
Ole rbove namrd Foreign Fur-FroGt Ci,rporefion io transact busuless in this State has been received in
this office ariil },as h<x~u found trr c;nfnnn to the applicable provisions of Iaw.
ACCORDINGLY, the undtnsiglyd, as Sccreanry of Stale, And by virtue of the authority veslcd in the
secretary by law, hct>rby issues this certificate et7d.:ncing the authority of the entity to iranssat busiress in
this Stete from and after the effective date shown below for the purpose or purposes set forth in the
aoplirxtion under tlu! ^arne of
'vfl'. 7'AMALPAIS INVES"i'IviFN1S CORY.
"ihe iu-ttanrc o£ tltis certificate do<s not nutLo:iza;11~ use o[ a name in this state in vintatian of the rights
of another under the. fedcrni Tnrd.;.rtark Act of i94G, the Terns trr_dc;trari: late; the Assumed Business o.-
Professional Name .Acl, or the comrnon Itnv.
Dafrd: 3 2/05/2007
Ff{ective: 1?J0 i/2007
~~U~
Yhi] Wilson.
Secretary of State
t
Came vivi[ u.~ on [ilt in[ernef a[ M(p://www.sn.c..s[rtlt tx ur/
Phone: (S I2) 463-5555 F~nc: (S 12) 463-5709 Dial: 7-1-I fat Aelay Services
Pteptued by:Iklorcv Madre TID:10308 ~ Doaanent:195165640002
DEC-h-c'I~Bf [Il:c'1F' FROP3: ::{LU^2E7TT14 T0: 14Et'~+9~4~F;1E4 F',F
lY/176/Lf919/ 119: L19- b129bd/Y4 t' IX tiUb
~HUC Gl/[/L
Co.~ontin2a Seelien
P.O. Lea. 13697
Atntirt Tc~zs JfiJI 1-7631
T1ie Stale of Texas
Office of tiro Sccretaty of State
FAX `IRA?VSMITTQ~L
PLonr 512-936-661h;
Fox: 512-93(-Gh15
TTY (80~) 7]5-2989
wuwsorsmta tx.us
1.2!5;07 2:5936 P~1
TO: ~ ~ AlberC A. howler FROM: Texas SecrMnry olStntc -
Corp. Dh'ision
COVfPAV1': MT. T',Sr14ALPAIS
IN~~'EST\T,CNTS CORP:
PAy. ~ dl1?2R7771~ FA7:: 1512) 463-5709
I
Pfrot.~: ~
ans~~~QC?7~ -
}~iiorra:
ocument IVnmber 1
Fntfty Same: 14"T. TAi12ALJ?!1IS LN~rESTIVIENTS CORP.
Attached is the ceriiG~~te evidenclnti the Giing of the above `
reSerenced dnclement. I(there is any problem with the transmission,
please call 572-!13G-flrl8. The original aud_s:n}~ coplrs will be
matted per yauc instnrcliors. Please allow ` to 7 business days far
receipt
TOTAL N Cil9i3k:IL O l~ PAGI'S iNC1.UDI\'G THIS CO VLR SI ll:l'f
(z~IF ]'OL' DO VOT' RECIs'IVP ALL PAGPS
PLEIISL CALL AS SOON AS POSS1111_F..CFS7