Title
Consider/Discuss/Act on the Fourth Amendment to Chapter 380, Grant, and Development Agreement by and among City of McKinney, Texas, McKinney Economic Development Corporation, McKinney Community Development Corporation, and VENU Holding Corporation, successor-by-name-change to Notes Live, Inc.
Summary
COUNCIL GOAL: Enhance the Quality of Life in McKinney
(5A: Create Affordable Recreational and Cultural Arts Activities For
All Ages Throughout the City)
MEETING DATE: January 6, 2026
DEPARTMENTS: City Manager’s Office
Legal Department
McKinney Economic Development Corporation (MEDC)
McKinney Community Development Corporation (MCDC)
CONTACTS: Paul Grimes, City Manager
Mark Houser, City Attorney
Michael A. Kowski, Jr., MEDC President & CEO
Cindy Schneible, MCDC President
RECOMMENDED CITY COUNCIL ACTION:
• Approval of the Fourth Amendment to Chapter 380, Grant, and Development Agreement.
ITEM SUMMARY:
• On April 16, 2024, the City of McKinney approved a Chapter 380, grant, and Development Agreement with Notes Live, Inc. (the “Agreement”), for the development of a 20,000-seat open-air amphitheater located on 46 acres at the northeast corner of U.S. 75 and S.H. 121. On October 15, 2024, the City of McKinney approved a First Amendment to the Agreement. On December 3, 2024, the City of McKinney approved a Second Amendment to the Agreement. On October 6, 2025, the City of McKinney approved a Third Amendment to the Agreement. This item will consider a Fourth Amendment to that Agreement (the “Fourth Amendment”).
BACKGROUND INFORMATION:
• On March 12, 2024, the City of McKinney and Notes Live, Inc., announced that preliminary terms were reached to deliver a 20,000-seat open-air amphitheater.
• On April 16, 2024, the City of McKinney approved a Chapter 380, Grant, and Development Agreement with VENU.
• The Project is located on 46 acres at the northeast corner of U.S. 75 and S.H. 121.
• The Project - called Sunset at McKinney amphitheater - represents an investment of $220 million by VENU.
• The Project is estimated to bring over 1,300 direct and indirect jobs to the community and an economic impact of roughly $3 billion to the area over the first ten (10) years.
• The Project is a joint effort by the city, the MEDC and the MCDC.
• The Sunset at McKinney amphitheater will serve as the flagship music venue for Notes Live and represents the largest venue among its locations.
• The amphitheater will include luxury fire pit suites, a reserved seating area, and a landscaped grass berm, all under an iconic roof structure.
• VENU anticipates the project will open for the 2027 touring season.
• A First Amendment to the Agreement (the “First Amendment”) was approved on October 15, 2024 to modify the i) purchase terms for the land and the correlative incentives for the timely completion of the Project, ii) the eligible Operators of the Project and the obligations of said Operator(s), iii) changes to certain aspects of the design of the Project, iv) the use of eminent domain for public infrastructure benefitting the Project, and v) conditions of any assignment of the Agreement.
• A Second Amendment to the Agreement (the “Second Amendment”) was approved on December 3, 2024 to modify the terms related to the i) eligible Operators of the Project which include a wholly-owned subsidiary of VENU and the obligations of such Operator, ii) the City Parties’ default remedies incident to actions by a wholly-owned subsidiary of VENU acting as Operator, and iii) the date by which VENU must contract with an Operator.
• A Third Amendment to the Agreement (the “Second Amendment”) was approved on October 6, 2025 to modify the terms related to the i) reduction of the minimum requirements for parking spaces (from 5,100 to 5,000), ii) the insertion of a new Exhibit D (Financing Plan and Complex Budget), and iii) modifications to the eminent domain provisions.
• The primary modifications in the proposed Fourth Amendment relate to the i) respective responsibilities for the maintenance of signage in the rights-of-way, ii) the Owner’s required deliverables and the related timeline for initiating eminent domain proceedings, if needed, iii) modifications to the process for assignment of rights to third parties, including the Operator, iv) clarification on certain remedies in the event of Default, and v) inclusion of a new Exhibit E (Project Construction Schedule).
FINANCIAL SUMMARY:
• The amended terms of the Agreement are contained in the Fourth Amendment.
BOARD OR COMMISSION RECOMMENDATION:
• If approved by the City Council, the MEDC will consider subsequent approval of the Fourth Amendment at its next regular Board meeting to be held on January 20, 2026. Thereafter, the MCDC would consider for approval the Fourth Amendment at its next regular Board meeting to be held on January 22, 2026.