HomeMy WebLinkAboutCDCRes2015.04.01ANNA COMMUNITY DEVELOPMENT CORPORATION
RESOLUTION NO, 40;26 19 —a 4-0 I (C
A RESOLUTION OF THE ANNA COMMUNITY DEVELOPMENT CORPORATION
G APPROVINA PROJECT AND RELATED INCENTIVE AGREEMENT FOR NEW
ECONOMIC DEVELOPMENT WITH Q SEMINOLE ANNA TOWN CENTER, L.P., THE
(ANNA ECONOMIC DEVELOPMENT CORPORATION, AND THE CITY OF ANNA
AND AUTHORIZING THE DISBURSEMENT OF FUNDS UNDER SAID AGREEMENT
WHEREAS, the Anna Community Development Corporation (the "CDC") desires to
disburse funds in support of an Community development project that will create and
retain new jobs, and that will result in new capital investment within the corporate limits
of the City of Anna, Texas ("City"); and
WHEREAS, the CDC has received a project proposal from Q Seminole Anna Town
Center, L.P. who has represented that it will create and retain a significant number of
new jobs and that will result in new capital investment, all within the corporate limits of
the City; and
WHEREAS, the CDC has determined that it would be beneficial to the CDC and to the
City for the CDC to disburse funds for certain costs of the Project provided that the
promised jobs and capital investment are completed according to the terms of the
Agreement, as more specifically set forth in the Agreement; and
WHEREAS, the CDC has found that the Project will promote new or expanded business
development and that the expenditures of Community development funds under the
Agreement are required or suitable for infrastructure and site improvements necessary
to promote or develop new or expanded business enterprises;
NOW, THEREFORE, BE IT RESOLVED BY THE ANNA COMMUNITY
DEVELOPMENT CORPORATION THAT:
Section 1. Recitals Incorporated
The recitals set forth above are incorporated herein for all purposes as if set forth in full.
Section 2. Approval of Project and Agreement
The CDC hereby approves the Incentive Agreement for New Community Development
with Q Seminole Anna Town Center, L.P., the Anna Community Development
Corporation, and the City of Anna ("Agreement") attached hereto as EXHIBIT A,
incorporated herein for all purposes, and authorizes the CDC President to execute
same on its behalf, subject to approval as to form by legal counsel for the CDC and final
content by the CDC Chief Administrative Officer, said Agreement to be effective upon
approval by the City of Anna City Council and as set forth in said Agreement.
AN
NA CDC RESOLUTION NO. 4"g-'OL('01 ('COC) PAGE 1 OF 2
Section 3. Approval of Funding
The CDC hereby authorizes the Chief Administrative Officer to disburse funds as a
reimbursement in accordance with the Agreement.
PASED AND APPROVED by the Anna Community Development Corporation on this
day of _ 2015.
ATTEST. -
ion Houcek
CDC President
ANNA CDC RESOLUTION NO. PAGE 2 OF 2
CITY OF ANNA, TEXAS
RESOLUTION NO.2015-04-04
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ANNA APPROVING AND
AUTHORIZING A PROJECT AND RELATED INCENTIVE AGREEMENT FOR NEW
ECONOMIC DEVELOPMENT WITH Q SEMINOLE ANNA TOWN CENTER, L.P., THE
ANNA COMMUNITY DEVELOPMENT CORPORATION, AND THE ANNA ECONOMIC
DEVELOPMENT CORPORATION AND AUTHORIZING THE DISBURSEMENT OF
FUNDS UNDER SAID AGREEMENT
WHEREAS, the Anna Community Development Corporation (the "CDC") and the Anna
Economic Development Corporation ("EDC") desire to disburse funds in support of an
economic development project (the "Project") that will create and retain new jobs, and
that will result in new capital investment within the corporate limits of the City of Anna,
Texas ("City"); and
WHEREAS, the CDC and EDC have received a project proposal from Q Seminole Anna
Town Center, L.P. who has represented that it will create and retain a significant
number of new jobs and that will result in new capital investment, all within the
corporate limits of the City; a n d
WHEREAS, the CDC and EDC have determined that it would be beneficial to the CDC
and EDC and to the City for the CDC and EDC to disburse funds for certain costs of the
Project provided that the promised jobs and capital investment are completed according
to the terms of the Agreement, as more specifically set forth in the Agreement; and
WHEREAS, the CDC and EDC have found that the Project will promote new or
expanded business development and that the expenditures of funds under the
Agreement are required or suitable for infrastructure and site improvements necessary
to promote or develop new or expanded business enterprises;
NOW THEREFORE, BE IT RESOLVED BY THE CITY OF ANNA CITY COUNCIL:
Section 1. Recitals Incorporated
The recitals set forth above are incorporated herein for all purposes as if set forth in full.
RES. 2015-04-04 Agrmt w1Q Seminole Anna Town Ctr PAGE 1 OF 2 04-14-15
Section 2. Authority for Project, Agreement, and Expenditure
The City of Anna City Council hereby authorizes and approves of the Project, and
further authorizes the CDC and EDC's Board of Directors, subject to approval of the
form and content by the CDC and EDC's legal counsel, to enter into an Incentive
Agreement for New Economic Development with Q Seminole Anna Town Center, L.P.
("Agreement") attached hereto as EXHIBIT A, incorporated herein for all purposes. The
City Council further authorizes the Mayor to execute said Agreement to bind the City for
the limited purposes expressly stated therein.
PASSED AND APPROVED by the City Council of the City of Anna this 14th day of
April, 2015.
APPROVED. -
Mike Crist, Mayor
ATTEST:
Nat6 Wilkison, City Secretary
RES. 2015-04-04 Agrmt w/Q Seminole Anna Town Ctr PAGE 2 OF 2 04-14-15
INCENTIVE AGREEMENT FOR NEW ECONOMIC DEVELOPMENT
This Incentive Agreement for New Economic Development (this. "Agreement")
is entered into between and among the Anna Economic Development Corporation, a
Texas Type A development corporation ("AEDC"), the Anna Community Development
Corporation, a Texas Type B development corporation ("ACDC") (collectively, the
"Corporations"), and Q Seminole Anna Town Center, L.P., a Texas limited partnership
("Developer").
WHEREAS, the Texas Legislature in Section 4B of Article 5190.6, Vernon's Texas
Revised Civil Statutes (Development Corporation Act of 1979), now codified as Subtitle
C I. Title 12, Texas Local Government Code, empowered local communities with the
ability to adopt an optional local sales and use tax as a means of improving the
economic health and prosperity of their citizens; and
WHEREAS, residents of the City of Anna, Texas ("City") voted to authorize the
creation of the Corporations and the adoption of a sales and use tax for the promotion
and development of new and expanded business enterprises at the rate of one-half of one
percent for AEDC and one-half of one percent of ACDC; and
WHEREAS the ballot language of the measure approved by the voters was sufficient to
authorize the use of such funds for projects like the one contemplated by this
Agreement; and
WHEREAS, the Corporations exist for the purposes of encouraging and assisting
entities with economic development projects and the creation of j obs for the benefit of
the local economy and the citizens of Anna, Texas; and
WHEREAS, the Corporations are governed by boards of directors (respectively, the
"AEDC Board" and the "ACDC Board"), which are authorized to approve the
Corporations' respective projects and expenditures; and
WHEREAS, Section 501.073, Texas Local Government Code, formerly Section 21 of
the Texas Development Corporation Act of 1979, Art. 5190.6, Vernon's Texas Revised
Civil Statutes, requires a municipality's governing body to approve all programs and
expenditures of a development corporation authorized by such municipality; and
WHEREAS. Developer owns a 115.61-acre tract of land upon which Developer and the
Corporations desire a Walmart retail store to be located, said land being more
particularly described in Exhibit A, attached to this Agreement (the "Property"); and
WHEREAS, Wal-Mart Stores, Inc. is an American multinational retail corporation that
runs chains of large discount department stores and warehouse stores; and
INCENTIVE AGREEMENT FOR NEW ECONOMIC DEVELOPMENT Page 1
i
WHEREAS, Wal-Mart Stores, Inc. is one of the world's largest public corporations,
according to the Fortune Global 500 list in 2014, the biggest private employer in the
world with over two million employees, and is the largest retailer in the world; and
WHEREAS, the City currently lacks the type of large discount department store such as
a Walmart retail store that will draw shoppers and customers from within and outside of
the local area and serve as a magnet for other retail and service -related companies to
locate in the City; and
WHEREAS, it is projected that the location and operation of a Walmart retail store in
the City will directly create approximately 200 jobs; and
WHEREAS, the Corporations recognize the positive economic impact that the Pro j ect
will bring to the City through development and diversification of the economy,
reduction of unemployment and underemployment through the production of new jobs,
the attraction of new businesses, and the additional tax revenue; and
WHEREAS, the payments to Developer under this Agreement are exclusively
performance -based so that no payments will be made to Developer until and unless the
Walmart retail store and other features within and near the Property, as described in this
Agreement, are constructed and operated, resulting in sales and use tax revenues from
the first completed phase of development of the Property, which then will provide
revenue to the Corporations, a certain portion of which shall be paid to Developer; and
WHEREAS, on April 9, 2015, the AEDC Board determined that it is in the best
interests of the citizens of Anna, Texas that economic development funds be provided to
Developer in exchange for the satisfaction of certain obligations undertaken by
Developer as described in this Agreement, including but not limited to causing a
Walmart retail store to be located within the area planned for the first phase of
development of the Property; and
WHEREAS, on April 9, 2015, the ACDC Board determined that it is in the best interests
of the citizens of Anna, Texas that economic development funds be provided to
Developer in exchange for the satisfaction of certain obligations undertaken by
Developer as described in this Agreement, including but not limited to causing a
Walmart retail store to be located within the area planned for the first phase of
development of the Property; and
WHEREAS, the AFDC Board has further determined that the obligations it is
undertaking in this Agreement including expenditures of economic development funds
are required or suitable for infrastructure necessary to promote or develop new or
expanded business enterprises, namely the expenditures for the infrastructure that
constitutes the Project, as hereinafter defined; and
INCENTIVE AGREEMENT FOR NEW ECONOMIC DEVELOPMENT Page 2
WHEREAS, the ACDC Board has further determined that the obligations it is
undertaking in this Agreement including expenditures of economic development funds
are required or suitable for infrastructure necessary to promote or develop new or
expanded business enterprises, namely the expenditures for the infrastructure that
constitutes the Project, as hereinafter defined; and
WHEREAS, the City has a population of less than 20,000 and Section 501.103 of the
Texas Local Government Code authorizes the Corporations to expend economic
development funds derived from the Corporations' respective sales and use tax revenue
for certain infrastructure improvement projects and such projects will assist Developer
with the costs of the first phase of development of the Property;
NOW, THEREFORE, in consideration of the covenants, promises, and
conditions stated in this Agreement, the Corporations and Developer agree as follows:
Section 1. Effective Date.
The Effective Date of this Agreement shall be the date that the last of the
following events have occurred: (1) the AEDC Board has duly resolved to undertake the
project that is the subject of this Agreement and to enter into this Agreement; (2) the
ACDC Board has duly resolved to undertake the project that is the subject of this
Agreement and to enter into this Agreement; (3) the Parties to this Agreement have duly
executed this Agreement; (4) the City of Anna, Texas City Council ("City Council") has
by duly adopted resolution authorized said Project and associated expenditures by the
Corporations; and (5) Developer closes on the sale of the Walmart Property to Wal-Mart
Stores, Inc., which shall occur on or before June 15,2015. This Agreement shall be of no
effect until and unless all five of said events have occurred.
Section 2. Term and Termination.
2.01 The term of this Agreement shall commence on the Effective Date. The
term of the payment period for the annual payments to be made to Developer by the
Corporations pursuant to Section 5 of this Agreement is for 15 years beginning on
January 1 of the calendar year after the date that the City issues a Certificate of
Occupancy for the Walmart Store.
2.02 This Agreement and all obligations of the Parties hereto, shall terminate
upon full performance of the terms of this Agreement. The City and the corporations
may at their sole discretion terminate this Agreement upon any of the following events:
(a) Developer fails, after notice and expiration of the Cure Period, to timely
construct, or cause to be constructed, the Infrastructure Improvements,
the Public Improvements, all other necessary site improvements, and the
Walmart Store in accordance with Sections 4.01, 4.02, 4.03, and 4.04 of
this Agreement; or
INCENTIVE AGREEMENT FOR NEW ECONOMIC DEVELOPMENT Page 3
(b) Developer fails to meet all requirements per City Regulations necessary
to have a Final Plat filed in the Land Recordings with the Collin County
Clerk's Office for the Phase I Development within three (3) years of the
Effective Date; or
(c) Developer fails to close on the sale of the Walmart Property to Wal-Mart
Stores, Inc., on or before June 15, 2015.
Section 3. Recitals Incorporated and Definitions.
3.01 The recitals in the preamble to this Agreement are hereby incorporated
for all purposes.
3.02 The terms, "Agreement," "AEDC Board," "ACDC Board,"
"Corporations," "City," "City Council," "Developer," and "Property" shall have the
meanings set forth in the preamble to this Agreement.
3.03 The following words or phrases shall have the following meanings:
"Certificate of Occupancy" means a document entitled "Certificate of
Occupancy" (or other similar title) issued by City upon substantial completion of the
Walmart Store in accordance with applicable City Regulations. A Certificate of
Occupancy shall not include a certificate issued in error, mistake or misrepresentation of
facts, but shall include any temporary certificate of occupancy or other document
authorizing temporary or conditional occupancy.
"City Code" means the Anna City Code of Ordinances.
"City Council" means the governing body of the City of Anna, Texas.
"City Manager" means the City Manager of the City of Anna, Texas.
"City Regulations" mean City Code provisions, ordinances, design standards,
uniform codes, and other policies duly adopted by the City.
"Commence Construction" means to commence the work of constructing any
part of the Infrastructure Improvements: (i) with all approvals thereof required by the
City obtained as necessary; (ii) after a notice to proceed has been issued to Developer's
contractor(s); and (iii) onsite construction of the site development components (such as
drainage, extensive grading or utilities) is underway and being pursued.
"Completion" as relates to construction of the Infrastructure Improvements and
Public Improvements means: (i) substantial completion of said improvements in
INCENTIVE AGREEMENT FOR NEW ECONOMIC DEVELOPMENT Page 4
accordance with the terms of this Agreement and the plans and specifications approved
by the City therefor; and (ii) written acceptance by the City of all Public Improvements
which shall not be unreasonably withheld.
"Combined Maximum Amount" means the amount identified as the Combined
Maximum Amount in Section 5.01 of this Agreement; provided, however, that if said
amount is reduced under Section 5.06 of this Agreement, then the amount of the
Combined Maximum Amount shall be as set forth in the amendment to this Agreement
required under Section 5.06.
"Cost of Infrastructure Improvements" means the cost of engineering, design,
construction, testing, inspection, bonding and insurance for the construction of the
Infrastructure Improvements equal to the total amount shown in Exhibit B attached to
this Agreement.
"Cost of Traffic Signal" means the actual cost, as determined under Section this
Agreement, of engineering, design, construction, and inspection of a traffic signal to be
installed at the intersection of FM 455 and Throckmorton Blvd.
"Final Plat" means a final plat of the Phase I Development that meets all
requirements of the City Regulations.
"Infrastructure Improvements" mean those certain infrastructure improvements
to be constructed, or caused to be constructed, by Developer in accordance with this
Agreement and identified as follows:
(a) Water system improvements including:
(1) the 12" Throckmorton Blvd. water line labeled as water line "A" in
Exhibit C, attached to this Agreement; and
(2) oversizing from 8" to 12" the water line labeled as water line "B" in
Exhibit C attached to this Agreement.
(b) Sanitary sewer system improvements including:
(1 } the 12" & 15" sanitary sewer line labeled as sanitary sewer line "C
in Exhibit D, attached to this Agreement; and
(2) the 12" sanitary sewer line labeled as sanitary sewer line "D" in
Exhibit D, attached to this Agreement; and
(3) oversizing from 8" to 15" the remainder of the Throckmorton Blvd.
sanitary sewer line labeled as sanitary sewer line "E" in Exhibit D.
attached to this Agreement.
INCENTIVE AGREEMENT FOR NEW ECONOMIC DEVELOPMENT Page 5
(c) Road improvements including:
(1) the FM 455 right -turn lane as shown in Exhibit E, attached to this
Agreement; and
(2) the U.S. Hwy 75 right -turn lane as shown in Exhibit E, attached to
this Agreement; and
(3) the full width of Throckmorton Blvd. through the Phase I
Development including, pavement, sidewalks, street lights, and
landscaping as shown in Exhibit E, attached to this Agreement; and
(4) the internal main common access drive through the Phase I
Development as shown in Exhibit E, attached to this Agreement.
(d) Storm Sewer improvements including:
(1) the shared storm sewer line, as shown in Exhibit F, attached to this
Agreement; and
(2) the public storm sewer line, as shown in Exhibit F, attached to this
Agreement; and
(3) the remaining Throckmorton Blvd. public storm sewer line as shown
in Exhibit F. attached to this Agreement.
"Parties" mean the Corporations and Developer.
"Phase I Development" means the area of the Property where the Walmart Store
and other Retailers will be located and upon which and/or for which the Infrastructure
Improvements and Public Improvements shall be constructed, said area of the Property
being depicted in more detail in Exhibit G, attached to this Agreement.
"Project" means the expenditure of economic development funds to be made by
the Corporations in accordance with this Agreement to contribute to the costs of
construction of the Infrastructure Improvements and Public Improvements associated
with Phase I Development for the purpose of promoting or developing new or expanded
business enterprises.
"Project Funds" means an amount that is the equivalent of 60% of the Sales and
Use Tax revenue that is actually received by the Corporations during the term of this
Agreement or until the Combined Maximum Amount has been paid to the Developer,
INCENTIVE AGREEMENT FOR NEW ECONOMIC DEVELOPMENT Page 6
whichever occurs first. If the floor area of the Walmart Store is less than 170,000
square feet the percentage will reduce pro rata by the percentage reduction in store size
below 170,000 square feet. By way of example, if the floor area of the Walmart Store
is the minimum 150,000 square feet, then the percentage of Sales- and Use Tax
comprising the Project Funds would be 53%, calculated as follows, (170,000 - 150,000)
/ 170,000=11.76%. (100% - 11.76%) x 60% = 52.94%.
"Public Improvements" mean the Infrastructure Improvements and the
improvements described in Section 4.08 of this Agreement; however, Public
Improvements do not include the internal main common access drive for the Phase I
Development as said drive is shown in Exhibit D, attached to this Agreement.
"Reallocation or Refund" means any change in the amount of any Sales and Use
Tax revenue that: (i) occurs as a result of a reallocation or refund by the State
Comptroller; (ii) actually results in a decrease or increase in the Corporations' Sales and
Use Tax revenue; and (iii) such decrease or increase occurs during the term of this
Agreement.
"Retailer" means any person, company, business or other entity or establishment
that locates and maintains a retail sales operation at any location in the Phase I
Development during the term of this Agreement, including but not limited to the
Walmart Store.
"Revenue Sharing Agreement" means an agreement covered under Texas Tax
Code § 321.3022(b), which allows a municipality to request that the State Comptroller
provide information related to the amount of Sales and Use Tax paid during the
preceding or current calendar year.
"Sales and Use Tax" means the one-half of one percent sales and use tax of each
Corporation that is actually collected and is attributable to sales and use by Retailers in
the Phase I Development.
"State Comptroller" means the Office of the Texas Comptroller of Public
Accounts, or any successor agency thereof.
"Walmart Store" means the retail Walmart facility with a gross area of at least
150,000 square feet of occupied space that is required to be constructed and operated in
accordance with this Agreement.
Section 4. Developer Obligations. The following "obligations" of this section shall be
considered to be conditions for the Payment of Project Funds pursuant to Section 5.
4.01. Location and Operation of Walmart Store. The Walmart Store shall be
located within the Phase I Development consistent with the site plan attached hereto as
Exhibit H. Construction work on buildings and site improvements, and all other actions
INCENTIVE AGREEMENT FOR NEW ECONOMIC DEVELOPMENT Page 7
necessary or required by the City Regulations for issuance of a Certificate of Occupancy
for the Walmart Store must be complete within 42 months of the Effective Date.
4.02. Deadline to Commence Construction. The Deadline to Commence
Construction is 24 months after the Effective Date of this Agreement, subject to
extension upon written approval by the City Manager or the City Manager's designee.
4.03. Construction Completion. Completion of construction of the
Infrastructure Improvements and the Public Improvements must occur within 42 months
of the Effective Date.
4.04. Dedications and Donations to City. As part of Final Plat approval of the
Phase 1 Development, Developer- shall:
(a) dedicate or cause to be dedicated to the City, at no cost to the City, all of
the Public Improvements and associated rights of way and easements;
(b) donate and convey or cause to be donated and conveyed to the City, at no
cost to the City, a 1.809 acre tract of land to be owned and used by the
City as a site for a future elevated water storage tank, said 1.809 acre
tract being further described in Exhibit I, attached to this Agreement;
(c) dedicate or cause to be dedicated to the City, at no cost to the City, all
easements for the waterlines, access, and electric service associated with
the future elevated storage tank (the approximate widths and locations of
said access and waterline easements associated with the future elevated
storage tank are as shown in Exhibit J, attached to this Agreement). City
shall construct water lines within said waterline easements consistent
with Exhibit & and shall allow Developer access to said waterlines
consistent with City Regulations; and
(d) to the extent it is a commonly accepted platting practice, include the
dedications and donation and conveyance described in this Section 4.04
on the Final Plat; and
(e) convey to the City by separate instruments) —any dedications and/or
donations required to be made under this Agreement that are not included
on the Final Plat in accordance with subsection (d), above —in the form
of easements and/or deeds of conveyance in a form acceptable to the
City.
4.05 This section is left blank intentionally.
4.06. Reporting Contract.
INCENTIVE AGREEMENT FOR NEW ECONOMIC DEVELOPMENT Page 8
(a) With respect to every Retailer, Developer shall before the Retailer is
permitted to locate in the Phase I Development use commercially
reasonable efforts to enter into a Reporting Contract with such Retailer
and obtain a fully executed Waiver of Sales Tax Confidentiality. Each
Reporting Contract shall include a provision that terminates the
Reporting Contract upon termination of this Agreement. Within 10
business days of entering into a Reporting Contract, Developer shall
provide the Corporations with a fully -executed, true and correct copy of
such contract. Upon written request of the Corporations, Developer shall
provide a written assignment of the Reporting Contract to the
Corporations, assigning all of Developer's rights and benefits under the
Reporting Contract to the Corporations.
(b) For each Reporting Contract entered into Developer shall make
commercially reasonable efforts to require each Retailer to provide the
following in the event that the State Comptroller does not provide Sales
and Use Tak information to the City as described by Section 5.05:
(1) Within 15 days of the close of each calendar month for which Project
Funds will be due to be paid to Developer (such month being
referenced in this Section 4.06 as the "Applicable Month % provide
to the Corporations a written schedule (the "Schedule") detailing for
the Applicable Month the Retailer's revenue that is subject to Sales
and Use Tax, certifying that the Schedule and the additional
documents described in subsection (b), below, are based on actual
taxable sales and not estimates.
(2) In addition to and accompanying the Schedule, submit to the
Corporations true and correct copies of the following additional
documents for each Applicable Month: a copy of the Retailer's Texas
sales and use tax return, including self -assessed use tax amounts, as
well as any amended sales and use tax return(s) and any other
documents showing adjustments to the sales and use tax return(s).
(3) Within 15 days of a Retailer's receipt of any refund of any Sales
and/or Use Tax, notify the Corporations of such refund, submit to the
Corporations written documentation of such refiind including the
amount and the date it was refunded.
(4) Within 15 days of the close of any audit of the Retailer's Texas sales
tax return(s) conducted by the State Comptroller if such audit alters
the amounts set forth on any Schedule submitted to the Corporations,
submit to the Corporations written documentation of such audit,
INCENTIVE AGREEMENT FOR NEW ECONOMIC DEVELOPMENT rage y
including all written materials provided by the State Comptroller that
relate to such audit.
(5) Within 15 days of obtaining a Certificate of Occupancy, execute and
deliver to the Corporations a fully completed Waiver of Sales Tax
Confidentiality, the form of which is shown in Exhibit L, attached to
this Agreement.
(6) Allow the rights and benefits of Developer under the contract that is
the subject of this Section 4.06 to be assigned to the Corporations
upon the Corporations providing Developer with a written request for
assignment.
4.07. Performance Bond, Pavment Bond and Other Security. Developer shall
execute or cause to be executed one or more valid performance bonds in favor of the
City and one or more valid payment bonds for the construction, work and materials
necessary to complete the Public Improvements. Said bonds shall be in accordance with
Texas Government Code, Chapter 2253 and applicable City Regulations, except that the
bonds shall be in an amount that is 100% of the contract price for each construction
contract for any part of the Public Improvements and shall contain a provision that
increases the amount of the bond to the extent that the contract price increases by change
order. Developer shall further execute or cause to be executed a valid Maintenance
Bond in accordance with applicable City Regulations that guarantee the costs of any
repairs which may become necessary to any part of the construction work performed in
connection with the Public Improvements, arising from defective workmanship or
materials used therein, for a full period of two years from the date of final acceptance of
the Public Improvements constructed under such contract.
4.08. Public Improvements, Generally. Developer shall provide or cause to be
provided all Public Improvements for the Phase I Development, including any required
or necessary public improvement not identified in this Agreement such as streets,
utilities, drainage, sidewalks, trails, street lighting, street signage, and all other required
improvements, at no cost to the City except to the extent expressly provided in this
Agreement, in accordance with City Regulations, and as approved by the City's
engineer or his or her agent. Developer shall cause the timely installation of such
improvements in accordance with the City Regulations unless otherwise approved
herein. Developer shall provide engineering studies, plan/profile sheets, and other
construction documents at the time of platting as required by City Regulations. Such
plans must be approved by the City's engineer or his or her agent prior to approval of a
Final Plat. Construction of such improvements shall not be initiated until a pre -
construction conference has been held regarding the proposed construction and City has
issued a written notice to proceed.
INCENTIVE AGREEMENT FOR NEW ECONOMIC DEVELOPMENT Page 10
o _ A
A oval of Plats/Plans. Approval by the City, the City's Engineer or
4.09 ��p representativeof any p lans, designs or specifications submitted
other City employee or re p
by Developer pursuant to this Agreement or pursuant to City Regulations shall not
constitute or be de
emed to be a release of the responsibility and liability of Developer,
its engineer, employees officers or agents for the accuracy and competency of their
g
design and spec
ifications. Further, any such approvals shall not be deemed to be an
assumption of suchresponsibility res onsibilit and liability by the City for any defect in the design
d specifications prepared by Designer's engineer, his officers, agents, servants or
an p p p
employees.
4.10. Insurance.
shall or shall cause Developer, Walmart or the construction
(a) Developer contractor()
s that will perform the construction work that is the subject of this
Agreement to acquire and maintain during the period of time when any of the Public
re under construction(and until the full and final completion of the
Improvements a
Public Improvemen
ts and acceptance thereof by the City: (a) workers compensation
insurance in the amount required b law; and (b) commercial general liability insurance
Y
• injury liability, remises operations liability, and contractual liability,
Including personal ink rY y, p p
limited to the liability assumed under any indemnification provisions
covering, but not liY
of this Agreement, with limits of liability for bodily injury, death and property damage
of not less than $1,000,000-00.
Such insurance shall also cover any and all claims which
might arise out of the Public Improvements construction contracts, whether by
Developer, a contractor, subcontractor, materialman, or otherwise.
(b) Coverage must be on a "per occurrence" basis. All such insurance shall:
(i) be issued by
a carrier which is rated "A-1" or better by A.M. Best's Key Rating
Guide and li
censed to do business in the State of Texas; and (ii) name the City as an
additional insured and
contain a waiver of subrogation endorsement in favor of the City.
Upon the execution of Public Improvement construction contracts, Developer shall
provide to the City
certificates of insurance evidencing such insurance coverage together
declaration of such policies, along with the endorsement naming the City as an
with the dec
ed. Each such policy shall provide that, at least 30 days prior to the
additional insured. p Y
cancellation, non -renewal or modification of the same, the City shall receive written
notice of such cancellation, non -renewal or modification.
(c) Should Developer cause Walmart to construct the Public Improvements,
Walmart may self -insure to the limits provided in subsection (a) above. In such
instance, Developer shall cause Walmart, in lieu of the provisions of part (b) above, to
provide an indemnification and hold harmless agreement in favor of the City in a form
approved by the City Attorney. If for any reason Developer fails to cause Walmart to
provide an indemnification and hold harmless agreement in favor of the City, then this
subsection (c) shall not excuse Developer from meeting the requirements in subsections
(a) and (b), above.
INCENTIVE AGREEMENT FOR NEW ECONOMIC DEVELOPMENT Page 11
4.11. Developer Pays All Costs. In order to be eligible to receive any Project
Funds under this Agreement, Developer shall pay, or cause third parties to pay, its
engineering, planning, accounting, architectural, legal fees and expenses, survey, testing,
laboratory costs, license fees, development fees, land clearing and grading costs,
advertising and other bidding costs, amounts due under construction contracts, costs of
labor and material, insurance premiums, interest, carry cost, financing fees and all other
costs and expenses incurred in connection with the construction of the Infrastructure
Improvements, Public Improvements and other features of Phase I Development.
4.12 City Regulations. Developer acknowledges that Phase I Development
must comply with all applicable City Regulations. Except to the extent this Agreement
provides for stricter or more restrictive requirements than those in applicable City
Regulations, the applicable City Regulations shall control; provided, however, that
Developer acknowledges that the Project Funds to be paid to Developer in accordance
with this Agreement are in lieu of any and all rights to any type of payment or
reimbursement by the City for any of the Infrastructure Improvements or Public
Improvements and by entering into this Agreement Developer expressly waives any and
all of said rights to any type of payment or reimbursement by the City notwithstanding
City Regulations or any applicable law.
4.13 Traffic Signal. At the time that Texas Department of Transportation
("TxDOT") grants a request for traffic signal installation at the intersection of
Throckmorton Blvd and FM 455, Developer shall fund or cause to be funded any costs
that TxDOT may require to be paid for the traffic signal and enter into any necessary
agreements with TxDOT and/or the City to provide such funding within the time
required by TxDOT.
4.14 Additional Performance Requirements. Incident to the operations of the
Walmart Store and/or other businesses that may locate in the Phase I Development,
Developer:
(a) must have caused, , at least $5 million in capital investment separate
and apart from the Project Costs to be made in Phase I Development by
January 1, of the year following the issuance of the Certificate of
Occupancy;
(b) must have caused, within 90 days of issuance of a Certificate of
Occupancy by the City, at least 200 new jobs to be created within the
City;
(c) within 30 days after notice and expiration of the Cure Period, repay to the
Corporations any funds it may have received from the Corporations
INCENTIVE AGREEMENT FOR NEW ECONOMIC DEVELOPMENT Page 12
under this Agreement if Developer fails to timely meet the performance
requirements in subsections (a) and (b).
The Corporations recognize that store cost and employment data is considered
confidential business data guarded by Walmart, but that numerous sources report that
new Walmart stores of 150,000 square feet or more employ approximately 300 persons.
Accordingly, at the time a Walmart store of 150,000 square feet or more in the Phase I
Development is fully operational Developer shall be deemed to have caused the required
minimum 200 new jobs to be created in the City for purposes of this Agreement.
Likewise, if the private improvements in the Phase I Development are appraised by the
Collin Central Appraisal District for $5 Million or more for January 1 of the year
following the issuance of the Certificate of Occupancy, Developer shall be deemed to
have caused at least $5 million dollars in capital investment in the Phase I Development
separate and apart from the Project Costs.
Section 5. Payment of Project Funds.
5.01. Payment. To assist with the costs of the Public Improvements and
Infrastructure Improvements, and in consideration for the other obligations undertaken
by Developer in this Agreement, the Corporations will make annual payments to
Developer during the term of this Agreement that when combined shall be equal to -
$1,633,012 plus the Cost of Infrastructure Improvements plus the actual Cost of Traffic
p
,
Si nalu to a combined maximum not -to -exceed amount of $2,934,001 ("Combined
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Maximum Amount"), subject to Section 5.05 and 5.06 of this Agreement; provided,
however, that the Combined Maximum Amount shall be reduced if the Walmart Store
that is the subject of this Agreement is less than 170,000 square feet, as set forth in
subsection 5.011, below. Said payments will be funded solely from Project Funds,
which the Corporations must deposit into and maintain in one or more interest -bearing
accounts until the annual payment is due. At the time that each payment is due, the full
amount of Project Funds on deposit in said accounts shall be paid to Developer. The first
payment shall be due on or before the expiration of 3 0 days after the anniversary of the
Corporations' first actual receipt of Sales and Use Tax. Thereafter, payments of Project
Funds are due and payable annually on or before the expiration of the same month
during which said first payment was made.
5.011 Payment Reduction. Notwithstanding any other provision of this
Agreement, the Combined Maximum Amount shall be decreased as set forth in this
section if the Walmart Store is less than 170,000 square feet. The amount of the
percentage decrease of the Combined Maximum Amount will be equal to the percentage
reduction in store size below 170,000 square feet provided, (i) the minimum floor area
of the Walmart Store shall be 150,000 square feet as required in this Agreement, and (ii)
the reduction shall be limited to a maximum of 8% of the Combined Maximum Amount.
BY way of example, if the Combined Maximum Amount as set forth in section 5.01 is
$2,934,001, and the floor area of the Walmart Store is 160,000 square feet, then the
INCENTIVE AGREEMENT FOR NEW ECONOMIC DEVELOPMENT Page 13
f
Combined Maxi
mum Amount shall be reduced by 5.88% to $2,761482 calculated as
•(170,000ft. - 160 000 s . ft. / 170,000 = 5.88% and reducing the Combined
follows. sq. q )
Maximum Amount
b the same said 5.88%; if the floor area of the Walmart Store is
150,000 squar
e feet, then the Combined Maximum Amount shall be reduced by 8% to
the calculated percent reduction (170,000 sq. ft. - 150,000 sq. ft.) /
$2,699,281 since
170,000 11.76 ) greater reater than the maximum reduction of 8% of the Combined
Maximum Amount.
2. Reallocation or Refund. If at any time the State Comptroller takes any
5.0 action that results in a Reallocation or Refund of Sales and Use Tax, the Parties agree to
reconcile corresponding
the corres ondin previous payments of Project Funds in the following
manner:
If the result is an increase of Sales and Use Tax revenue to the
(a) .
Corporations, then 60% of such increase will be deemed to be Project
Funds that are due and payable to Developer within 30 days of the
Corporations' actual receipt of the revenue representing the increase.
(b) If the result is a decrease of Sales and Use Tax revenue to the
Corporations or if the Corporations must refund any Sales and Use Tax,
then 60% of such decrease or refund will be deemed to be an amount
owed to the Corporations by Developer and such amount is due and
payable within 30 days after the Corporations have provided written
notice to Developer that the Corporations have incurred the decrease or
made the refund; provided, however, the Corporations, at their sole
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option, instead of requesting payment from the Developer
—
subtract may
—instead
the amount of the decrease or refund from one or more future
installments of Project Funds that would otherwise be due to be paid to Developer,
to and if either of the Corporations so opts, that Corporation will
provide written notice to Developer of its intent to do so.
5.03. Disputed Amounts. If the Corporations determines that there are disputed
_ �
amounts with regard Project Funds, then the Corporations shall notify Developer
g to any ' �
'n writing of the disputed amount. The Corporations will not be required to pay or
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accrue Interest on such disputed amount while the dispute is being resolved unless such
dispute is un
reasonable or made in bad faith, in which case interest at the rate of six per
shall be due and payable pursuant to subsection (a), above, as though the
cent per annum p Y
amount were undisputed,
ndis uted, from the time that the payment would have been due had it not
been disputed.
5.04. Payee
Information. With respect to any and every payment due to be paid
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at any time
b the Corporations to Developer under this Agreement, the name of Payee
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for such payment shall be "Q Seminole Anna Town Center, L.P." and the payment shall
be sent or delivered to the following address:
INCENTIVE AGREEMENT FOR NEW ECONOMIC DEVELOPMENT Page 14
Q Seminole Anna Town Center, L.P.
5956 Sherry Lane
Suite 1250
Dallas, TX 75225
Developer may change the name and address of the Payee upon written notice to the
Corporations provided at least 15 days in advance of the date that a payment is due. Said
written notice must be duly executed by Developer and acknowledged before a Notary
Public.
5.05. Revenue Sharing. Developer and the Corporations agree that this
Agreement is a Revenue Sharing Agreement and that this Agreement should be so
interpreted as concerns Texas Tax Code § 3213022(b) as amended. The City shall
request from the State Comptroller the annual information related to the amount of Sales
and Use Tax actually collected and shall use commercially reasonable efforts to
determine the amount of Sales and Use Tax actually collected from information that is
provided by the State Comptroller. If the State Comptroller shall fail to provide the
information pursuant to Texas Tax Code § 321.3022(b) as amended; City shall use
commercially reasonable efforts to determine the amount of Sales and Use Tax actually
collected from information (1) provided by the State Comptroller pursuant to any
Waivers of Sales Tax Confidentiality provided by Retailers, (2) provided under any
Reporting Contract; and/or (3) otherwise readily available to the City. Thereafter,
without disclosing the amount of Sales and Use Tax collected from the Retailers, the
City shall provide the Corporations with the calculated amount of the annual payment
due to Developer. Notwithstanding any provision of this Agreement, the Corporations
shall have no obligations to make an annual payment to Developer as to any year if the
City is not able to determine as to that year the amount of Sales and Use Tax actually
collected by one of the methods described above.
5.06 Documentation of Actual Amount Paid for Traffic Light. Within 30
days of complete installation of the traffic signal at FM 455 and Throckmorton Blvd.,
Developer shall provide the City Manager with documentation reasonably acceptable to
the City Manager evidencing the total amount actually paid for the Cost of Traffic
Signal. Said documentation shall include but not be limited to true and correct copies of:
all of the construction contracts for design and construction of the traffic signal and any
and all change order to said contracts; and all canceled checks, receipts for funds wired,
and other similar materials evidencing payment of the Cost of Traffic Signal.
Notwithstanding any other provision of this Agreement, if the total Cost of Traffic
Signal is less than $303,600, then the Combined Maximum Amount set forth in Section
5.01 shall be reduced to reflect said actual Cost of Traffic Signal in an amendment to
this Agreement that Parties must execute promptly after said actual costs have been
determined.
INCENTIVE AGREEMENT FOR NEW ECONOMIC DEVELOPMENT Page 15
Section 6. Buy Local Provision.
6.01. Developer agrees to use its commercially reasonable efforts to give
preference and priority to local manufacturers, suppliers, contractors, and labor, except
where not reasonably possible to do so without added expense, substantial
inconvenience, or sacrifice in operating efficiency in the normal course of business.
6.02. For the purposes of this section, the term "local" as used to describe
manufacturers, suppliers, contractors, and labor includes firms, businesses, and persons
who reside in or maintain an office within a 50 mile radius of Collin County.
Section 7. Warranties. Developer warrants and represents to Corporations the
following:
7.01. Developer is a limited partnership duly organized, validly existing, and in
good standing under the laws of the State of Texas. Developer has all corporate power
and authority to carry on its business as presently conducted in the State of Texas.
7.02. Developer has the authority to enter into and perform, and will perform,
the terms of this Agreement to the best of its ability.
7.03. Developer has timely filed and will timely file all local, State, and
Federal tax reports and returns required by law to be filed and all taxes, assessments,
fees, and other governmental charges related to the Property, including applicable ad
valorem taxes, have been timely paid, and will be timely paid, during the term of this
Agreement.
7.04. Developer has received a copy of the Texas Development Corporation
Act, Subtitle C1, Title 12, Texas Local Government Code, and acknowledges that the
Project Funds must be utilized solely for purposes authorized under applicable law and
by the terms of this Agreement. In this respect, Developer agrees that the sole purpose of
the Project Funds is to reimburse certain costs of construction of the Infrastructure
Improvements needed for the Phase I Development and as permitted under Section
501.103 of the Texas Local Government Code.
7.05. The general partner and any individual executing this Agreement on
behalf of Developer are duly authorized to execute this Agreement on behalf of
Developer.
7.06. In accordance with Chapter 2264 of the Texas Government Code,
Developer certifies that neither it, nor a branch, division, or department of Developer,
will ever knowingly employ an undocumented worker and that if, after receiving any
public subsidies under this Agreement, Developer, or a branch, division, or department
of Developer, is convicted of a violation under S U.S.C. § 1324a(f), as amended or
INCENTIVE AGREEMENT FOR NEW ECONOMIC DEVELOPMENT Page 16
recodified Developer shall repay the total amount of all public subsidies and/or
p incentives theretofore received under this Agreement with interest at two percent (2%)
per annum not later than the 120th day after the date the Corporations notifies Developer
in writing of the violation.
7.07. No litigation or governmental proceeding is pending or, to the knowledge
g of Developer and its general partner and officers, is threatened against or affecting
p Developer, or the Property that may result in any material adverse change in
Developer's business, properties or operation.
7.08. Developer shall not be in breach of any other contract by entering into
and performing this Agreement. Developer shall amend or enter into any other contract
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that may necessary for Developer to fully and timely perform its obligations under
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this Agreement.
Section 8. Miscellaneous.
8.01. Com liance with Laws. Developer shall observe and obey all applicable
laws ordinances, regulations, and rules of the Federal, State, county, and city
governments related to the Project.
8.02.
Non -Discrimination. Developer covenants and agrees that Developer will
not discriminate nor permit discrimination against any person or group of persons, with
regard to employment and the provision of services for the Project on the grounds of
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race religion, national origin, marital status, sex, age, disability, or in any manner
prohibited by the laws of the United States or the State of Texas.
8.03. Time Periods. Time is of the essence in the performance of this
Agreement.
8.04. Force Ma' eure. If the Corporations or Developer are prevented, wholly or
in part from fulfilling respective ective obligations under this Agreement by reason of
p
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 Corporations or Developer are temporarily
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suspended during continuation of the force majeure. If either party's obligation is
p
affected by an of the causes of force majeure, the party affected shall promptly notify
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the other art in writing, giving full particulars of the force majeure as soon as possible
party g
after the occurrence of the cause or causes relied upon.
8.05. Assi nment. Except as provided below, Developer may not assign all or
part of its rights and obligations under this Agreement to a third party without prior
written approval Council and the Corporations, which approval will not be
pp l of City
unreasonably withheld or delayed. The Corporations agree, however, that Developer
may � assi all or part of its rights and obligations under this Agreement to any entity
INCENTIVE AGREEMENT FOR NEW ECONOMIC DEVELOPMENT Page 17
affiliated with Developer by reason of controlling, being controlled by, or being under
common control with Developer or to a third party lender advancing funds for the
construction or operation of Phase I Development. The Corporations expressly consent
to any assignment described in the preceding sentence, and agrees that no further
consent of City Council or the Corporations to such an assignment will be required.
er
Develop agrees to provide the Corporations with written notice of any such
assignment. The foregoing notwithstanding, any assignment of Developers rights under
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this Agreement shall not release Developer from its obligations hereunder.
8.06. INDEMNITY. DEVELOPER COVENANTS TO FULLY INDEMNIFY,
DEFEND, SAVE, AND HOLD HARMLESS THE CORPORATIONS, THE CITY,
AND THEIR RESPECTIVE OFFICERS, EMPLOYEES, REPRESENTATIVES, AND
AGENTS FROM AND AGAINST ANY AND ALL CLAIMS OR SUITS FOR
PROPERTY DAMAGE OR LOSS AND/OR PERSONAL INJURY, INCLUDING
DEATH, TO ANY AND ALL PERSONS, OF WHATSOEVER KIND OR
CHARACTER, WHETHER REAL OR ASSERTED (INCLUDING, WITHOUT
LIMITATION, REASONABLE FEES AND ASSOCIATED EXPENSES OF
ATTORNEYS, EXPERT WITNESSES AND OTHER CONSULTANTS) ARISING
OUT OF OR IN CONNECTION WITH, DIRECTLY OR INDIRECTLY, THE
NEGLIGENT OR OTHERWISE WRONGFUL ACTS OR OMISSIONS OF
DEVELOPER, ITS AGENTS, SERVANTS, CONTRACTORS, SUBCONTRACTORS,
MATERIAL MEN OR EMPLOYEES THAT RELATE IN ANY MANNER TO
DEVELOPER'S PERFORMANCE OF THIS AGREEMENT OR TO THE DESIGN,
CONSTRUCTION OR INSTALLATION OF THE INFRASTRUCTURE
IMPROVEMENTS, INCLUDING BUT NOT LIMITED TO INJURY OR DAMAGE
TO PUBLIC PROPERTY. DEVELOPER'S OBLIGATIONS UNDER THIS SECTION
8.06 SHALL SURVIVE THE TERM OF THIS AGREEMENT.
8.07. Events of Default by Developer. The following events constitute a default
of this Agreement by Developer:
(a) The Corporations or City 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 either of the
Corporations in connection with this Agreement was incorrect or
misleading in any material respect when made.
(b) Any attachment or other levy against the Property or any portion thereof
with respect to a claim, excluding mechanic's and materialman's liens,
remains unpaid, undischarged, or not dismissed for a period of 120 days.
(c) Developer makes an assignment for the benefit of creditors.
INCENTIVE AGREEMENT FOR NEW ECONOMIC DEVELOPMENT Page 18
(d) Developer files a petition in bankruptcy, or is adjudicated insolvent or
bankrupt.
(e) If taxes owed to the City by Developer become delinquent, and
Developer fails to timely and properly follow the legal procedures for
protest or contest.
(f) Developer fails to timely, fully and completely comply with any one or
more of the material requirements, obligations, duties, terms, conditions
or warranties of this Agreement.
8.08. Notice of Default. Should the Corporations or City determine that
Developer is in default according to the terms of this Agreement, the Corporations or
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. Should
the Corporations fail to timely, fully and completely comply with any one or more of its
obligations under this Agreement, such failure shall be an act of default by the
Corporations and the Corporations shall have sixty (60) days to cure and remove the
Default after receipt of written notice to do so from Developer.
8.09. Estoppel. The Corporations shall, at any time upon reasonable written
request by Developer, provide to any interested parties an estoppel certificate or other
document evidencing that this Agreement is in full force and effect, that no event of
default by Developer exists hereunder (or, if appropriate, specifying the nature and
duration of any existing event of default), the status of completion of any public
infrastructure improvements for which economic incentives are being provided by the
Corporations, and the payment of funds and/or any other obligations set forth in this
Agreement.
8.10. Results of Uncured Default by Developer. 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 Board, the following actions must be taken for any default that
remains uncured after the Cure Period. Further, Developer shall immediately repay all
funds paid by the Corporations to them under this Agreement and shall pay the
Corporations reasonable attorney fees and costs of court to collect amounts due to
Corporations if not immediately repaid upon demand from the Corporations. Upon full
payment by Developer of all sums due, the Corporations and Developer shall have no
:further obligations to one another under this Agreement. Neither the City, the
Corporations, nor Developer may be held liable for any consequential damages.
8.11. No Waiver. 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. No waiver of any covenant or condition,
INCENTIVE AGREEMENT FOR NEW ECONOMIC DEVELOPMENT Page 19
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. Any waiver or indulgence of Developer's default may
not be considered an estoppel against the Corporations. 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 Corporations to promptly avail itself of the
rights and remedies that the Corporations may have, will not be considered a waiver on
the part of the Corporations, but the Corporations may at any time avail itself of the
rights or remedies or elect to terminate this Agreement on account of the default.
8.12. Limitation of Remedies. Developer specifically agrees that the
Corporations shall only be liable to Developer for the actual amount of the Project
Funds to be conveyed to Developer, 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 the Corporations under the terms of this Agreement. Payment by
the Corporations is strictly limited to those Project Funds so allocated, budgeted, and
actually received solely during the term of this Agreement. Payments to be made shall
also require a written request from Developer to be accompanied by all necessary
supporting documentation in accordance with this Agreement.
8.13. Notices. Any notice and/or statement required and permitted to be
delivered shall be deemed delivered by depositing the same in the United States mail,
certified with return receipt requested, proper postage prepaid, addressed to the
appropriate party at the following addresses, or at such other addresses provided by the
Parties in writing.
DEVELOPER:
Q Seminole Anna Town Center, L.P.
5956 Sherry Lane
Suite 1250
Dallas, Texas 75225
CORPORATIONS:
Anna Economic Development Corporation
Attn: Chief Administrative Officer
111 N. Powell Pkwy, P.O. Box 776,
Anna, Texas 75409-0776
Anna Community Development Corporation
Attn: Chief Administrative Officer
111 N. Powell Pkwy, P.O. Box 776,
INCENTIVE AGREEMENT FOR NEW ECONOMIC DEVELOPMENT Page 20
Anna, Texas 75409-0776
A copy of all notices and correspondence sent to the Corporations must be sent
to the City and the City Attorney at the following respective addresses:
City of Anna
Attn.: City Manager
111 N. Powell Pkwy, P.O. Box 776,
Anna, Texas 75409-0776
Clark McCoy
Wolfe, Tidwell & McCoy, LLP
2591 Dallas Parkway, Suite 205
Frisco, Texas 75034
Notice is effective upon deposit in the United States mail in the manner provided above.
8.14. Incorporation of Other Documents. The Exhibits referenced in this
Agreement and attached hereto are incorporated herein as if set forth in full for all
purposes. Said Exhibits include the following:
Exhibit A. Legal description of the Property
Exhibit B, Cost of Infrastructure Improvements
Exhibit C, Water System Improvements
Exhibit D. Sanitary Sewer System Improvements
Exhibit E, Road Improvements
Exhibit F, Storm Sewer Improvements
Exhibit G. Phase I Development
Exhibit H, Walmart Site Plan
Exhibit I, Legal description of Elevated Tower Site
Exhibit J. Access, Electric and Water Easements
Exhibit K, Waterline site plan
Exhibit L, Waiver of Sales Tax Confidentiality
8.15. 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.
8.16. Relationship of Parties. In performing this Agreement, both the
Corporations and Developer will act in an individual capacity, and not as agents,
representatives, employees, employers, partners, joint -venturers, or associates of one
another. The employees or agents of either party may not be, nor be construed to be, the
employees or agents of the other party for any purpose. At no time shall the
Corporations or the City have any control over or charge of Developer's design,
INCENTIVE AGREEMENT FOR NEW ECONOMIC DEVELOPMENT Page 21
construction or installation of any of the Infrastructure Improvements that are the subject
of this agreement, nor the means, methods, techniques, sequences or procedures utilized
for said design, construction or installation. This Agreement does not create a joint
enterprise between the Corporations and Developer.
8.17 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.
8.18 Severability. If for any reason, any section, paragraph, subdivision,
clause, provision, phrase or word of this Agreement or the application of this Agreement
to an person or circumstance is, to any extent, held illegal, invalid, or unenforceable
Y
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
p �be given full force and effect for itsp To the extent that any clause or provision is held illegal, invalid, or
purpose. 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.
8.19. Venue. Venue for any legal action related to this Agreement is in Collin
County, Texas.
8.20. Inter retation. The Parties have been represented by counsel of their
choosing in the negotiation and preparation of this Agreement. This Agreement was
drafted equally b the Parties hereto. The language of all parts of this Agreement shall
q Y Y
be construed as a whole according to its fair meaning, and any presumption or principle
that the language herein is to be construed against any Party shall not apply.
8.21. _ Sole A reement. This Agreement constitutes the sole Agreement between
the Corp per.
Corporations and Developer. An prior Agreements, promises, negotiations, or
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representations, verbal or otherwise, not expressly stated in this Agreement, are of no
force and effect.
8.22. Third Party Beneficiaries. Except and solely to the extent that this
Agre
ement benefits the City, g this Agreement is not intended to confer any rights,
privileges or causes of action upon any third party.
INCENTIVE AGREEMENT FOR NEW ECONOMIC DEVELOPMENT Page 22
8.23. Binding Agreement. This Agreement shall be binding on and inure to the
benefit of the Parties to it and their respective heirs, executors, administrators, legal
representatives, successors, and permitted assigns.
8.24. Counterparts. This Agreement may be executed in one or more
counterparts, each of which shall be deemed an original and the binding agreement of
each Party to the terms herein, but all of which together will constitute one and the same
instrument.
8.25 Recordin . The parties agree that this Agreement shall not be recorded.
[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK.]
INCENTIVE AGREEMENT FOR NEW ECONOMIC DEVELOPMENT Page 23
EXECUTED BY THE PARTIES:
Q SEMINOLE ANNA TOWN CENTER, L.P., a Texas limited partnership
By: ANNA TC GP, LLC, its general partner
By:
_ 11(h&A VY'f
Wi liam H. Vanderstraaten, its Manager
State of Texas
County of Collin
Before me, on this day personally appeared William H. Vanderstmaten, known to me to
be the person whose name is subscribed to the foregoing instrument and acknowledged
to me that he executed the same in his capacity as Manager of Anna TC GP, LLC,
general partner for Q Seminole Anna Town Center, L.P., for the purposes and
consideration therein expressed.
7
Given under my hand and seal of office this j(; -day of �� 2015.
-------------
LAURA S. RICKMAN
Notary Pubk
STATE OF TEXAS
My Comm. Exp. Oct. 30, 2015
SVj(jCry\0Lk1'-'
Notary — State of Texas
ANNA ECONOMIC DEVELOPMENT CORPORATION, a Texas Type A
development co or 'on
B
.'a, &j-)- 6,
stance Ann Stump, its %Piresid;etW
State of Texas
County of Collin
Before me, on this day personally appeared Constance Ann Stump, known to me to be
the person whose name is subscribed to the foregoing instrument and acknowledged to
me that she executed the same in her capacity as President of Anna Economic
Development Corporation for the purposes and consideration therein expressed.
Given under my hand and seal of office this day of 2015.
I (�- �'t �L'
r
NATHA J WILKISON
My Commission Expires
S. November 13, 2017
No ry — Stat of Texas
INCENTIVE AGREEMENT FOR NEW ECONOMIC DEVELOPMENT Page 24
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ANNA COMMUNITY DEVELOPMENT CORPORATION, a Texas Type B
development corporation
By:
Jf Houcek, its President
State of Texas
County of Collin
Before me, on this day personally appeared John Houcek, known to me to be the person
whose name is subscribed to the foregoing instrument and acknowledged to me that she
executed the same in her capacity as President of Anna Economic Development
Corporation for the purposes and consideration therein expressed.
Given undV&yhand and seal of office this day of 2015.
NATHA J WItKISON
My Commission Expires
November 13, 2017
No ry — State o Texas
Joining for the sole purposes of the acknowledging the authorization of this Agreement
by City Council resolution as stated in Section 1 and acceptance of the obligation to
make request to the State Comptroller and calculate the amount of annual payments as
provided by Section 5.05 of this Agreement:
CITY OF ANNA, a Texas municipal corporation
By:
Mike Crist, Mayor
Attest:
Nat Wilkison, City Secretary
r������lllllllllllli�'�!�\
INCENTIVE AGREEMENT FOR NEW ECONOMIC DEVELOPMENT Page 25
Exhibit A
Metes and Bounds Description
LEGAL
DESCRIPTION 115.61
ACRES
BEING of a tract of land out of the W.S. Rattan Survey, Abstract No. 752, Thomas
Rattan Survey, Abstract No. 782 and the F.T. Duffau Survey, Abstract No. 288 in the
City of Anna, Collin County, Texas, being part of the 107.52 acre tract of land described
in deed to Seminole Anna Town Center, L.P. recorded in Instrument No.
20080128000100640, Official Public Records of Collin County, Texas, part of the 4.10
acre tract of land described in deed to Seminole Anna 4, Ltd. recorded in Instrument No.
20080731000931550, Official Public Records of Collin County, Texas, part of the 5.80
acre tract of land described in deed to Seminole Anna 6, Ltd. recorded in Instrument No.
20080731000931560, Official Public Records of Collin County, Texas and being more
particularly described as follows:
BEGINNING at a point in the east right-of-way line of U.S. Highway 75 (variable width
ROW) for the northwest corner of said 107.52 acre tract and the southwest corner of a
tract of land described in deed to MJLA Adams, Ltd., recorded in Instrument No
20110505000432590, Official Public Records of Collin County, Texas;
THENCE with the south line of said MJLA Adams tract, North 89° 18'53" East, a
distance of 965.84 feet to a point for corner in the west line of a tract of land described
in deed to Tow-J Properties recorded in Instrument No. 20080590005062500, Official
Public Records of Collin County, Texas;
THENCE with the west line of said Tow-J Properties tract, South 00°28'48" West, a
distance of 1549.17 feet to a point for corner;
THENCE with the south line of said Tow-J Properties tract, South 89°20'45" East, a
distance of 165.07 feet to a point for the northwest corner of Creekside Phase 3, an
addition to the City of Anna according to the plat thereof recorded in Cabinet P. Page 60
of the Map Records of Collin County, Texas;
THENCE the west line of said Creekside Phase 3, the west line of Creekside Phase 2,
an addition to the City of Anna according to the plat thereof recorded in Cabinet P. Page
60 of the Map Records of Collin County, Texas and the west line of Creekside Phase 1,
an addition to the City of Anna according to the plat thereof recorded in Cabinet 0,
Page 32 of the Map Records of Collin County, Texas, South 00°13'51" West, a distance
of 2412.19 feet to a point for corner in the north right-of-way of White Road (FM 455, a
variable width ROW);
THENCE with said north right-of-way line, the following courses and distances to wit:
North 79°25'49" West, a distance of 46.42 feet to a point for corner;
North 86153'28" West, a distance of 211.81 feet to a point for corner;
South 88°02'21" West, a distance of 410.02 feet to a point for corner;
South 85°33'01 " West, a distance of 98.80 feet to a point for corner;
South 8802617" West, a distance of 129.91 feet to a point for corner;
THENCE leaving the north right-of-way of said White Road, the following courses and
distances to wit:
North 01 100'26" West, a distance of 187.04 feet to a point for corner;
South 87°09'29" West, a distance of 371.58 feet to a point for corner;
South 56059'16" West, a distance of 62.37 feet to a point for corner in the west
right-of-way line of said U.S. Highway 75;
THENCE with the west right-of-way line of said U.S. Highway 75, the following courses
and distances to wit:
North 33005'36"
West, a distance of 340.90 feet to a point for corner;
North 06031'14"
West, a distance of 205.30 feet to a point for corner;
North 01 °54'12"
East, a distance of 200.62 feet to a point for corner;
North 07036'50"
East, a distance of 800.00 feet to a point for corner;
North 06010'54"
East, a distance of 200.06 feet to a point for corner;
North 07036'50"
East, a distance of 1400.00 feet to a point for corner;
North 05027'50"
East, a distance of 400.28 feet to a point for corner;
North 10028'35"
East, a distance of 360.20 feet to the POINT OF BEGINNING
and containing 115.61 acres of land.
This document was prepared under 22 TAC §663.21, does not reflect the results of an
on the ground survey, and is not to be used to convey or establish interests in real
property except those rights and interests implied or established by the creation or
i
reconfiguration of the boundary of the political subdivision for which t was prepared.
EXHIBIT B
COST OF INFRASTRUCTURE IMPROVEMENTS
Infrastructure Improvements
Estimated Cost
Percentage
Contribution
by the
Corporations
Amount to be
Contributed by the
Corporations
12" Throckmorton Blvd. water line labeled as water line "A" in Exhibit C.
$95,943
50%
$472972
Oversizing from 8" to 12" the water line labeled as water line "B" in Exhibit C.
$51293
100%
$52,293
12" & 15" sanitary sewer line labeled as sanitary sewer line "C" in Exhibit D.
$94,390
50%
$472,195
12" sanitary sewer line labeled as sanitary sewer line "D" in Exhibit D.
$652382
100%
$65,382
Oversizing from 8" to 15" the remainder of the Throckmorton Blvd. sanitary
sewer line labeled as sanitary sewer line "E" in Exhibit D.
$18 837
'
100%
$182837
FM 455 right turn lane shown in Exhibit E.
$782900
50%
$39,450
U.S. Hwy 75 right turn lane as shown in Exhibit E.
$78,900
50%
$39,450
Full width of Throckmorton Blvd. through the Phase I Development including,
pavement, sidewalks, street lights and landscaping as shown in Exhibit E.
$619,306
50%
$3093-653
Internal main common access drive through the Phase I Development as shown in
Exhibit E.
$3731,972
50%
$1862986
Shared storm sewer line as shown in Exhibit F.
$1902057
50%
$95,029
Public storm sewer line as shown in Exhibit F.
$3122884
50%
$156,442
Total Cost of Infrastructure Improvements Contributed by the Corporations
$19933,864
$19011,689
Traffic Signal
$2892300
100%
$2892300
Total Costs Contributed by the Corporations Including Traffic Signal
$2,2239164
$11,3009989
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EXHIBIT "D"
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250 125 0 250
I
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LANDSCAPING (TYP.)
INTERNAL MAIN
COMMON ACCESS
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INTERNAL MAIN COMMON
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SHARED STORM LINE
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LAST SAVED 3/16/2015 4:57 PM
DWG PATH K:\DAL Civil\064465500\Cad\Exhibits\Conceptual Design
DWG NAME OPC-EXH-Phase-
YH'i-UCV
US HIG AY 75
(A VARIABLE WIDHWGHT-OF-WAvt
FM 455 (WHITE ROAD)
(A VARIABLE WIDTH RIGHT-OF-WAY)
EXHIBIT „ H„ 250 125 0 250
WALMART STORE SITE PLAN NORTH
GRAPHIC SCALE IN FEET
Kimle; )M l v
LEGAL DESCRIPTION
1.809 ACRES
EXHIBIT
BEING a tract of land out of the W.S. Ratton Survey, Abstract No. 752 in the City of Anna, Collin County, Texas,
being part of a called 107.52 acre tract of land described in Special Warranty Deed with Vendor's Lien to Q Seminole
Anna Town Center, L.P. recorded in Instrument No. 20080128000100640, Official Public Records of Collin County,
Texas and being more particularly described as follows:
COMMENCING at a 1/2" iron rod with "Geer 4117" cap found for corner in the east right-of-way line of U.S. Highway
75 (variable width right-of-way) for the northwest corner of said 107.52 acre tract and the southwest corner of a tract
of land described in Special Warranty Deed to MJLA Adams, Ltd., recorded in Instrument No. 20110505000462590,
Official Public Records of Collin County, Texas;
THENCE with the north line of said 107.52 acre tract, North 89°18'53" East, a distance of 965.84 feet to a 3/8" iron
rod found for corner in the west line of a tract of land described in Quitclaim Deed to Two-J Properties recorded in
Instrument No. 20080509000562500, Official Public Records of Collin County, Texas;
THENCE with the west line of said T wo-J Properties tract, South 0°28'48" West, a distance of 754.81 feet to a point
for corner;
THENCE leaving the unrest line of said Two-J Properties tract, North 89°20'59" West, a distance of 56.08 feet to a 5/8"
iron rod with "KHA" cap set at the POINT OF BEGINNING;
THENCE the following courses and distances
South 41 °04'19" East, a distance of 33.28 feet to a 5/8" iron rod with "KHA" cap set at the beginning of a
non -tangent curie to the right having a central angle of 38°1 V54", a radius of 335.00 feet, a chord bearing and
distance of South 28°26'36" West, 219.23 feet;
In a southwesterly direction, with said curve to the right, an arc distance of 223.34 feet to a 5/8" iron rod with
"KHA" cap set at the end of said curve;
South 47°32'33" West, a distance of 121.98 feet to a 5/8" iron rod with "KHA" cap set at the beginning of a
tangent curve to the left having a central angle of 3°39'54", a radius of 395.00 feet, a chord bearing and distance
of South 45°42'36" West, 25.26 feet;
In a southwesterly direction, with said curve to the left, an arc distance of 25.27 feet to a 5/8" iron rod with "KHA"
cap set at the end of said curve; from said point a wood post found for the southwest corner of said Two-J
Properties tract bears South 26°42'25" East, a distance of 534.13 feet;
North 46°07'22" West, a distance of 189.00 feet to a 5/8" iron rod with "KHA" cap set for corner;
North 0°39'01" East, a distance of 190.53 feet to a 5/8" iron rod with "KHA" cap set for corner; from said point
the 1/2" iron rod with "Geer 4117" cap found at the northwest corner of said 107.52 acre tract bears North
38°03'57" West, a distance of 938.53 feet;
South 89°20'59" East, a distance of 324.73 feet to the POINT OF BEGINNING and containing 1.809 acres or
78,792 square feet of land.
Bearing system based on the Texas Coordinate System of 1983, North Central Zone (4202), Noah American Datum
of 1983.
DANA BROWN
REGISTERED PROFESSIONAL
LAND SURVEYOR NO. 5336
12750 MERIT DRIVE, SUITE 1000
DALLAS, TEXAS 75251
PH. 972-770-1300
Jana_brown@kimley-hom.com
AM DWG NAME K:OAL SU
WATER TANK SITE
W.S. RATTON SURVEY
ABSTRACT NO. 752
CITY OF ANNA
COLLIN COUNTY, TEXAS
10/9/2014 6:29 PM
v
MJLA ADAMS, LTD.
INST. NO.20110505000462590 EXHIBIT I
O.P.R.C.C.T.
P,Q.C.
N89°18'53"E 965.84'
-�• /od/ 3/8" IRF
1/2" IRFC
O �
'GEER 41'IT'
� z � �I
0
LU
�j Go
C 1 :11 1
N TWO-J PROPERTIES
o INST. NO.
2 co 20080509000562500
��CALLED 107.52 ACRES O.P.R.C.C.T.
Q SEMINOLE ANNA TOWN CENTER, L.P.
INST. NO.20080128000100640
O.P.R.C.C.T. W � 1 I !2 IRFC > > oa
"GEER 4117" `u'�S 1` 1r N
tN 84°29' E 2.74'j Z Z
5 .
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1
C6 � Q
� 1i
! � I
� I
\ S89020'59"E N89020'59"W
IX IRFC 324.73' 56.08'
"GEER 411T' S41 °04'19"E
33.28'
No
O39 '01"E P.O.B.
190.53' 1.809 ACRES
e=38°11'54"
NORTH 78,792 SQ.FT. R=335.00'
L=223.34'
1 °26'36"W
0 100 200
1 -60EIIIM-�
GRAPHIC SCALE IN FEET
LEGEND
A = CENTRAL ANGLE
P.O.C. = POINT OF COMMENCING
P.O.B. = POINT OF BEGINNING
IRSC = 518" IRON ROD W/ "KHA" CAP SET
IRFC = IRON ROD W/CAP FOUND
O.P.R.C.C.T. = OFFICIAL PUBLIC RECORDS, COLLIN
COUNTY, TEXAS
NOTES
All comers of water tank site are a 5/8" iron rod with "KHA" cap
set unless otherwise noted.
Bearing system based on the Texas Coordinate System of 1983,
North Central Zone (4202), North American Datum of 1983.
WATER TANK SITE
W.S. RATTON SURVEY
ABSTRACT NO.752
CITY OF ANNA
COLL I N COUNTY, TEXAS
CB-S28
C=219.23'
N46°07'22'W S47°32'33"W
189.00, 121.98'
.., ....r...w.sc va %As of tovcvtn"Arr%r%iln_r`N1FF ANNA
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R=395.00'
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C=25.26'
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POST -
WATER TANK SITE.DWG LAST SAVED 10/9/2014 6:29 PM
PLOTTED BY JONhb, s 11=F11A IM , uw-I urcu V* o.« '"U" 'j vw%-#1'% „••L-1 %' —. - - - -
EXHIBIT J I1/18/!4
Parcel No. IA
FIELD NOTE DESCRIPTION
FOR
PERMANENT 20-FEET WIDE WATER LINE EASEMENT
OVER, UNDER, AND ACROSS THE PROPERTY OF
Q SEMINOLE ANNA TOWN CENTER, LP
(INSTRUMENT NUMBER 201311250015776601)
DEED RECORDS OF COLLIN COUNTY, TEXAS)
BEING a strip of land for a 20-feet wide permanent water line easement and being over, under and across a
7.90 acre tract located in the Thomas Rattan Survey, Abstract No. 0782, Collin County, 'Texas, conveyed to Q
Seminole Anna Town Center, LP by a deed recorded in Instrument Number 20131125001577660, of the Deed
Records of Collin County, Texas (D.R.C.C.T.). Said strip of land being more particularly described as
follows:
BEGINN1NG at a point on the common north and south property line of said 7.90 acre Q Seminole .Anna
Town Center, LP tract and a 86.032 acre tract conveyed to Q Seminole Anna Town Center, LP by a deed
recorded in Instrument Number 20080128000100640, of the D.R.C.C.T., said point being on the future east
right-of-way line of U.S. Highway 75 (a TxDOT highway), said point also being S 22°04'30" E, a distance of
111.51 feet from a 5/8" iron rod found, said iron rod being on the existing east right-of-way line of said U.S.
Highway 75, said iron rod also being on the west property line of said 86.032 acre Q Seminole Anna Town
Center, LP tract, said point of beginning also being N 26°34'23" E, a distance of 109.45 feet from a 5/8" iron
rod found in the existing east right-of-way line of said U.S. Highway 75 and the west property line of said
86.032 acre Q Seminole Anna Town Center, LP tract;
THENCE, N 8 8 °5 7' 03" E, leaving the said future east right-of-way line of U.S. Highway 75 and along the
common property line of said Q Seminole Anna Town Center, LP tracts, a distance of 20.02 feet to a point for
a corner;
THENCE, S 3°55'30" E, leaving said common property line and being 20-feet perpendicular distance from
and parallel to the said future east night -of -way line of U.S. Highway 75, a distance of 375.35 feet to a point
for a corner;
THENCE, S 33009'32" E, being 20-feet perpendicular distance from and parallel to the common line of the
west property line of said 7.90 acre Q Seminole Anna Town Center, LP tract and the said existing east right-
of-way of U.S. Highway 75, a distance of 53.26 feet to a point for a corner;
THENCE, S 56°50'28" W, a distance of 20.00 feet to a point for a corner, said point being on the common
line of the west property line of said 7.90 acre Q Seminole Anna Town Center, LP tract and the said existing
east right-of-way of U.S. Highway 75;
THENCE, N 33°09'32" W, along the common line of the west property line of said 7.90 acre Q Seminole
Anna Town Center, LP tract and the said existing east right-of-way of U.S. Highway 75, a distance of 58.48
feet to a point for a corner, said point being at the intersection of the said existing mid future east right-of-way
line of U.S. Highway 75;
Page 1 of 3
hAprojee1slannn\24141 I Iiesmt_platsldcsctiptionslparcel ladoc
v -
EXHIBIT J 11118114
Parcel No. 1A
THENCE, N 3055'30" W, leaving said common line of the west property line of said 7.90 acre Q Seminole
Anna Town Center, LP tract and the said existing east right-of-way of U.S. Highway 75 and being along the
said future east right-of-way line of U.S. 75, a distance of 381.57 feet to the POINT OF BEGINNING, said
permanent 20-feet wide water line easement containing 0.20 acre (8,686.59 square feet), more or less.
Also, a temporary construction easement being 20-feet in width and immediately adjacent to and parallel with
the eastern legs of the above described 20-feet wide permanent water line easement, said temporary
construction easement containing 0.19 acre (8,457.86 square feet), more or less.
Bearings and distances cited in this field note description are based on the Texas State Plane
Coordinate System, NAD-83, Texas North Central Zone 4202, Surface to Grid Scale Factor
.999851837.
2. Field surveys concluded on October 21, 2014.
3. An Easement Plat of even date herewith accompanies this Field Note Description.
..............................
GARY CLINTON HENDRICKS
:........
5073 P
S U Rvt'a0
� L\
Date: �I l xt
Gary C. Hendricks, P.E., R.P.L.S.
T.B.P.L.S. Firm No. 10031800
Texas Registration No. 5073
Birkhoff, Hendricks & Carter, L.L.P.
T.B.P.E. Firm No. 526
11910 Greenville Avenue, Suite 600
Dallas, Texas 75243
Phone: 214-361-7900
Bpmjec ftma\20141 I Gesmt_plalsldescrip6ocs\parce1 1adce
Page 2 of 3
0 SEMINOLE ANNA TOWN CENTER, LP
INST. NO. 200801280DO100640
D.R.C.C.T.
I
R I
n N881571031E
20.02'
(DEED CALL-N 88'55'10" E)
N FUTURE T%DOT
a R.O.W. LINE
a
E
REFERENCE BEARING
S2704'30"E - 111.51 i
a --
N '
0 5/8' I.R.F.
5/8'
20' WIDE TEMPORA
2NSIRIIC77ON EASE
a 19 ACRE
(8,457.86 S.F.)
S3"55'30"£
FUTURE
TxDOT
R.O.W.
THOMIAS RATTAN SURVEY
ABSTP= 07B2
Q SWINOLE ANNA TIIM
CENIER. LP
INST. NO. 20131125001577660
D.R.C.C.T.
S33'09'32'E
53.26'
i
I�N3'55 3,
IST. TxDOi 381.57'
R.O.W. LINE
. I
O
CVS PHARMACY, INC.
INST. NO. 20131121001568310
D.R.C.C.T.
W
I
I—
LIi
LO
_S56*5028V � �
20.00 j
i
m
X
_N33'09 J2'W
58.48'
(DEED CALL-N 33'09'32" W)
REFERENCE BEARING
N26'34'23'E - 109.45' 0 100 200
20' WIDE PERMANENT
WATER UN ACRE HORIZONTAL SCAM IN FEET
U.S. HIGHWAY 75
(CENTRAL EXPf�ESSWAY (8,68659 SF.)
M]
o
PARCEL NO. 1 A
w
z
Y
NOTES:CITY
1. BEARINGS AND DISTANCES CITED ON THIS PLAT ARE
p F r
OF ANNA, TEXAS
�
BASED ON THE TEXAS STATE PLANE COORDINATE
SYSTEM, , TEXAS NORTH CENTRAL ZONE
�P %I-TFA
�: Q :�
Q SEMINOLE ANNA TOWN CENTER, LP
.-
4202, GRID SCALE FACTOR .9991351837.
ID SCALE
� ;
GARY CLINTON HENpRICKS
PERMANENT WATER LINE EASEMENT EXHIBIT
2. FIELD SURVEYS WERE CONCLUDED ON OCTOBER 21,
..................•••••••••
`
_
2014.
5073 P. ,
BIRKHOFF, HENDRICKS & CARTER, L.L.P.
�w
3. A FIELD NOTE DESCRIPTION OF EVEN DATE��
HEREWITH ACCOMPANIES THIS EXHIBIT.
S Rv��
\��vff-
VV
y
PROFESSIONAL ENGINEERS - TBPLS FIRM N0. 10031800 NOV. 201 4
11910 GREENVILLE AVE.. SUITE 600 2014
DALLAS, TEXAS 75243 214-361-7900
�
PACE 3 OF 3
EXHIBIT ) 11117114
Parcel No. 1
FIELD NOTE DESCRIPTION
FOR
PERMANENT 20-FEET WIDE WATER LINE EASEMENT
OVER, UNDER, AND ACROSS THE PROPERTY OF
Q SEMINOLE ANNA TOWN CENTER, LP
(INSTRUMENT NUMBER 20080128000100640,
DEED RECORDS OF COLLIN COUNTY, TEXAS)
BEING two 20-feet wide strips of land for a permanent water line easement and being over, under and across
a 86.032 acre tract located in the W. S. Rattan Survey, Abstract No. 0752, Collin County, Texas, conveyed to
Q Seminole Anna Town Center, LP by a deed recorded in Instrument Number 20080128000100640, of the
Deed Records of Collin County, Texas (D.R.C.C.T.). Said strip of land being more particularly described in
two tracts as follows:
TRACT 1:
BEGINNING at a point on the west property line of said 86.032 acre Q Seminole Anna Town Center, LP tract
and being on the east right-of-way line of U.S. 75 (a TxDOT highway), said point being N 7°44' 36" E, a
distance of 3 74.8 8 feet from a wood right-of-way marker found in the east right-of-way line of said U.S. 75,
said wood right-of-way marker also being in the west property line of said 86.032 acre Q Seminole Anna
Town Center, LP tract;
THENCE, N 7035'46" E (N 6020'09" E per recorded deed of said 86.032 acre Q Seminole Anna Town
Center, LP tract), along the common property and right-of-way line, a distance of 20.00 feet to a capped iron
rod found for a corner;
THENCE, S 82024' 14" E. leaving said common property and right-of-way line, a distance of 45.92 feet to a
point for a corner, said point being on the future TxDOT east right-of-way line of said U.S. 75;
THENCE, N 7°35'46" E, continuing along said right-of-way line, a distance of 80.02 feet to a point for a
corner, said point being on the north line of a proposed 80-feet wide access easement (by separate
instrument);
THENCE, S 82023'04" E, leaving said right-of-way line and continuing along said proposed access easement,
a distance of 20.00 feet to a point for a corner;
THENCE, S 7°36'56" W, crossing said proposed access easement to the south line, a distance of 80.01 feet to
a point for a corner, said point being on the south line of said proposed access easement;
'THENCE, S 82024' 14" E, along the south line of said proposed access easement, a distance of 80.09 feet to a
capped iron rod found for a corner, said point being the beginning of a curve to the left;
THENCE, continuing along said access easement and along said curve having a radius of 405.27 feet, a
central angle of 44°08' 16", and an arc distance of 312.20 feet (chord bearing - N 75°31'38" E and chord
distance of 304.54 feet) to a capped iron rod found for corner, said iron rod being the beginning of a curve to
the right;
THENCE, continuing along said access easement and along said curve having a radius of 326.10 feet, a
central angle of 37°03'50", and an arc distance of 210.95 feet (chord bearing - N 72°03' 14" E and chord
distance of 207.29 feet) to a capped iron rod found for corner;
Page 1 of 4
h:loroiectstanna'20141 I Ikesmt o1a1skdeserio1ions!najce1 I dnc
EXHIBIT J ,1,,,,14
Parcel No. 1
° 1 " 'n aloe said proposed access easement, a distance of 59.52 feet to a
THENCE, S 89 24 51 E. continuing g p p
cappedcorner of aroosed elevated storage
iron rod found for a corner, said iron rod being in the northwest
proposed
tank property site (by separate instrument);
THENCE, S 0003720 Wleaving said proposed "d access easement and continuing along the west property Line
,
of said propose
d elevated storage tank site, a distance of 20.00 feet to a point for a corner;
THENCE, N 890245 1 W, leaving saidproposed elevated storage tank site, a distance of 59.51 feet to a point
for a corners said point being the beginning of a curve to the left;
' of 306.10 feet, a central angle of 37003'43", and an are distance of
THENCE, along said curve having a radius
Nord bearin - S 72°03' 1$" W and chord distance of 194.57 feet) to a point for corner, said point
198.00 feet (c g
being the beginning of a curve to the right;
of 425.27 feet, a central angle of 44° 0 8' 10", and an arc distance of
THENCE, along said curve having a radius 327.59 feet (chord bearing- S 75°31'41" W and chord distance of 319.55 feet) to a point for corner;
THENCE9 N 82024' 14" W, distance of 80.09 feet to a point for a corner;
' ces being at all times 20-feet perpendicular from and parallel. with
THENCE, the following courses and distances g
the future east right -of -moray line of U.S. 75:
THENCE S 7036'56" W, distance of 369.02 feet to a point for a corner;
THENCE S 5050524" W, distance of 500.45 feet to a point for a corner;
THENCE S 9014' 18" W, distance of 600.49 feet to a point for a corner;
THENCE S 7036'56" W, distance of 698.81 feet to a point for a corner;
THENCE, S 300234 W. distance of 198.35 feet to a point for a corner, said point being S 88057'03" E, a
" iron on rod found at an interior corner of said 86.032 acre Q Seminole
distance of 598.64 feet from a 1 /2 e ed to Seminole Anna Town
Anna Town Center,
LP tract and a northeast corner of a 7.9 acre tract cony y Q
Center, LP by a deed reco
rded in Instrument Number 20131125001577660, of the D.R.C.C.T.;
THENCE, S 88057'03" W. distance of
20.05 feet to a point for a corner, said point being on the future
TxDOT east right-of-way line of said U.S. 75;
g distances bein along said future east right-of-way line of U.S. 75;
THENCE, the following courses and
THENCE N 3002'34" E. a distance of 200.58 feet to a point for a corner;
THENCE N 7036'56" E, a distance of 699.89 feet to a point for a corner;
THENCE N 9014' 18" E. a distance of 600.18 feet to a point for a corner;
THENCE N 5150'24" E, a distance of 500.16 feet to a point for a corner;
THENCE N 703656" E, a distance of 369.32 feet to a point for a corner;
• •d future TxDOT east right-of-way line of U.S. 75, a distance of 45.91
THENCE, N 82 24 14 �T, leaving say
id saermanent 20-feet wide water line easement containing 1.46 acres
feet to the POINT OF BEGINNING, p
(63,570.79 square feet), more or less.
Page 2 of 4
h knrnirrtclanna?0141 1 1%raml n1atcleiPcrrintinnc%mrrP1 1 A-
EXHIBIT J 11117114
Parcel No. I
Also, a temporary construction easement being 20-feet in width and immediately adjacent to and parallel with
the southern and eastern legs of the above described permanent 20-feet wide water line easement, said
temporary construction easement containing 1.42 acres (61,841.07 square feet), more or less.
TRACT 2:
BEGINNING at a point on the east property line of said 86.032 acre Q Seminole Anna Town Center, LP tract
and being on the west property line of a 50.53 acre tract conveyed to Two-J Partners LLLP by a deed recorded
in Instrument Number 20080509000562500, of the D.R.C.C.T., said point being N 11'33'47" W, a distance of
792.13 feet from a 3/8" iron rod found, said iron rod being in a northeast corner of said 86.032 acre Q
Seminole Anna Town Center, LP tract and on a south property line of said Two-J Partners LLLP tract, said
iron rod also being the northwest comer of a 26.884 acre tract of land being Creekside Phase 3, an addition to
the City of Anna as recorded by Subdivision Number S8453, of the Plat Records of Collin County, Texas
(P.R.C.C.T.);
THENCE, N 89°20'32" W, leaving said common property line, a distance of 37.97 feet to a point for a corner,
said point being in a northeast corner of said proposed elevated storage tank site;
THENCE, N 41°11'44" W, along a northeast property line of said proposed elevated storage tank site, a
distance of 26.85 feet to a capped iron rod found for a corner, said iron rod being in a southeast corner of said
proposed access easement;
THENCE, S 89°20'32" E, leaving common line of said proposed elevated storage tank site and said proposed
access easement, a distance of 55.83 feet to a point for a comer, said point being on the common property line
of said 86.032 acre Q Seminole Anna Town Center, LP tract and said Two-J Partners LLLP tract, said point
also being S 28°31'54" E, a distance of 114.56 from a capped iron rod found within said 86.032 acre Q
Seminole Anna Town Center, LP tract and at the northeast corner of said proposed wide access easement;
THENCE, S 0°30' 15" W, along said common property line of said 86.032 acre Q Seminole Anna Town
Center, LP tract and said Two-J Partners LLLP tract, a distance of 20.00 feet to the POINT OF BEGINNING,
said permanent 20-feet wide water line easement containing 0.02 acre (938.02 square feet), more or less.
Also, a temporary construction easement being variable in width and immediately adjacent to and parallel
with the southern leg of the above described permanent 20-feet wide water line easement, said temporary
construction easement containing 0.02 acre (703.61 square feet), more or less.
1. Bearings and distances cited in this field note description are based on the Texas State Plane
Coordinate System, NAD-83, Texas North Central Zone 4202, Grid Scale Factor .999851837.
2. Field surveys concluded on October 21, 2014.
3. An Easement Plat of even date herewith accompanie772P
.
< O F?,F+ Date:
................................
GARY GUNTON HENDRIM
.(C��A9.. ..
5073
�P
°S U Rv�0
Gary C. Hendricks, P.E., R.P.L.S.
T.B.P.L.S. Firm No. 10031800
Texas Registration No. 5073
Birkhoff, Hendricks & Carter, L.L.P.
T.B.P.E. Firm No. 526
11910 Greenville Avenue, Suite 600
Dallas, Texas 75243
Phone: 214-361-7900
6 lnrnirrrcUnna;7n1611 Hramr etarc\da.rr;nrinnc\namrl 1 dnr
Page 3 of 4
0 400 800
HORIZONTAL SCALE IN FEET
N3'02'34 E
LJ0 N736561E
5/8' I.R.F. 699.89'
5/8I.R.F.
5/8' I.R.F.-
200
N82'24'14'1Y
45,91 '
U.S. 75 1v7.i656E
1.46 ACRESZZ
REFERENCE BEARING_
(6.3,570.79 SF.) N5'5024'E NT44'36'E - 374.88'
500.16'
N9'14'181E TIXxlooT TXDOT
600.18' R.O.W. EO14.30133 FOUND WOOD
5/8' I.R.F. I.R.F. CAP TBM SOJ 7, R.O.W. MARKER
T
BEGINNING N735'46 E
20.00'
(DEED CALL-N 6'20'09' E)
S82'24'14 E
CAP
45.92'
N7'36'56'E
80.02'
I.R.F. CAP S82 23'04'E
20.00' ,
3 �
S88'57 03'W
TX�DOTE
S5'50 241Y
S736'56'9V
7
= 20.05' IV
R.O.W. ,
S736 56'W
500.45'
369.02'
REFERENCE BEARING
S,3'02'34V 698.81'
S9'14'18'W
N8274'14V
S88 s7'03'W - 598.64'
198.35'
600 49'
80.09' G4
0 SEMINOLE ANNA TOWN
20' WDE TEMPORARY
- CENTER, LP
CONSih'UCTION EASEMENT
W. S. RATTAN SURVEY
C3
INST. NO. 2013112500157766D
_ D.R.C.C.T.
s� 1.42 ACRES
ABSrRACT 0752
N8924'S1 "W
r
Q SEMINOLE
(61,841.07 S.F.)
ANNA TOWN
59.51'-'
'
INST.
CENTER, LP PROPOSED ELEVATED
NO. 20080128000100640 STORAGE TANK SIZE /
D.R.C.C.T.
N41'11'44'W
26.85'�,
Curve Table
Curve #
Length
Radius
Delta
Chord Direction
Chord Length
C1
312.20'
405.27'
44'08'16'
N75'31'38"E
304.54'
C2
210.95'
326.10'
37-03'50"
N72'03'14"E
207.29'
C3
198.00'
306.10'
3703'43"
S72'03'18'W
194.57'
C4
327.59'
425.27'
44'08'10"
S75-31-41'W
319.55'
NUIk5:
1. BEARINGS AND DISTANCES CITED ON THIS PLAT ARE
BASED ON THE TEXAS STATE PLANE COORDINATE
r SYSTEM, NAD-83, TEXAS NORTH CENTRAL ZONE
4202, GRID SCALE FACTOR .999851837.
2. FIELD SURVEYS WERE CONCLUDED ON OCTOBER 2 ,
2014.
3. A FIELD NOTE DESCRIPTION OF EVEN DATE
HEREWITH ACCOMPANIES THIS EXHIBIT.
J
Ei(11VJ11TUL;1IUN &A.5&M1tN1- I.R.F. CAPS \
0.02 ACRES I.R F. cAP
(703.61 S.F.) -\ - -
3/B' I.R.F. gfAR� f-
Rc ?0 9�1�
1
N8920'32'$Y_
37.97'
S736 56'W
80.01 ' \,-TXDOT
.__S82'24'141E DISK o
80.09'
-I.R.F. CAP
PROPOSED 80' o
-ACCESS EASEMENT
�s� N
56924'51 E 2 z
'-"r 59.52'
-1 R,F. CAP _
\\LSo 37201W t
. , CAP S8920 a2 E
1 55.83'
REFERENCE BEARING
S28'31'54"E - 114.56'
I.R.F.
CAP
CREEKSIDE PHASE 3
WOr 2 20.00'
S. 1004
POINT O- TWO-J PARTNERS LLLP
NO.
INST. N0. 2004-0060537
00605
PG.623
INST. NO. 2008D50900056250(
BEGINNING
P.R.C.C.T, '
D.R.C.C.T. I-
_GARY.CLINTON...ENDR.CKS
, I
t o 5073
0.02 ACRE
(938.02 S.F.)
PARCEL NO. 1
I CITY OF ANNA, TEXAS I
IQ SEMINOLE ANNA TOWN CENTER, LP
PERMANENT WATER LINE EASEMENTS EXHIBIT
BIRKHOFF, HENDRICKS & CARTER, L.L.P.
PROFESSIONAL ENGINEERS - TBPLS FIRM NO. 10031800 NOV. ZO14
11910 GREENMLLE AVE., SUITE 600
DALLAS, TEXAS 75243 214-361-7900
4 OF 4
41
hEXHIBIT
J
MJLA ADAMS, LTD.
o
INST. NO.20110505000462590
to
NO.P.R.C.C.T. (pOP.O.C.
965.84'
FaN89°1853"E
•C
— __,
,� ��
318IRF O
112 IRFC
to U
"GEER 4117"
W- C0 LUj
?Oo
M
N�
a.0
li
.' x
o
I
�J
co
Z
Uj
Q�1i
a
CALLED 107.52 ACRES
I
Q
Q SEMINOLE ANNA TOWN CENTER, L.P.
I
INST. NO.20080128000100640
_
C
O.P.R.C.C.T.
cc
co
1124 IRFC
uJ
"GEER 4117"
(N 84.29' E 2.741
�-
�
o
N
°
A=37°12'43"
ZI
R_405.00'
'
I
c
L 263.04
CB=N72°02'39"E
A =4.4°10'38"
C=258.44
� = 25.00'
co R3
L=250.59'
S89°20'59"E 384.27'
Sp"39101 "W
112" IRFC
"GEER 4117"
CB=N75°31'37'E
80.00'
C=244.43'
S7036'50"W
dift
27.23'
S82°23'04"E
N89°20'59"W 384.27'
146.01'
00
P.O.B. -f
1.926 ACRES
Go
N
N7036'50"E
- °
L—Al
R=37 3250000' .83,902 SQ.FT.
z z z
r- �
80.00
L=211.08'
O Q
0 O
CB=S72°02'39"W
N82023104"W
146.01 `
�=44°10'38" C=207.39'
N Q
l
R=405.00'
� U.
L=312.27'
CB=S75°31'37'W
C=304.59'
NORTH
LEGEND
A = CENTRAL ANGLE
P.O.C. = POINT OF COMMENCING
P,O.B. = POINT OF BEGINNING
IRSC = 5/8" IRON ROD W/ "KHA" CAP SET
IRFC = IRON ROD W/CAP FOUND
O.P.R.C.C.T. = OFFICIAL PUBLIC RECORDS, COLLIN
COUNTY, TEXAS
NOTES
All comers of water tank site are a 518" iron rod with "KHA" cap
set unless otherwise noted.
Bearing system based on the Texas Coordinate System of 1983,
North Central Zone (4202). North American Datum of 1983_
BY JOKES, STEPHANIE 10/1012014 8:44 AM DWG NAME K:10AL,SURVEY106446
0 100 200
GRAPHIC SCALE IN FEET
80' ACCESS & ELECTRIC EASEMENT
W.S. RATION SURVEY
ABSTRACT NO.752
CITY OF ANNA
COLLIN COUNTY, TEXAS
K 0
Iml Horn
Y
12750 Merit Drive, Suite 1000 Tel. No. (972) 770-1300
Dallas, Texas 75251 FIRM # 10115500 Fax No. (972) 239-3820
Scale Drawn by Checked IM DDate Pro act No. Sheet
1" = 20M SU DAB OCT 2014 064465500 2 OF 2
4NAIDMyt0644€i5500-ANNA ACCESS ESMT_OWG LAST SAVED 101912014 6:24 PM
9L t�
0
Exhibit L
Waiver of Sales Tax Confidentiality and Authorization for Release
(name of company), a
(type of
company), holding Texas sales tax permit number , hereby waives the right of
sales tax information confidentiality as provided by Section 321.3022(f) of the Texas Tax Code and
authorizes the Office of the Texas Comptroller of Public Accounts to provide any and all information, to
the City Manager of the City of Anna, Texas related to sales and use taxes paid to the City and/or the
City's development corporations on behalf of (name of company) for
sales attributable to its location(s) in the City of Anna, Texas.
(name of company) has furnished this Waiver of Sales Tax
Confidentiality and Authorization for Release in connection with sales tax incentive agreements entered
into by the City of Anna's development corporations that requires the submission of this information.
This waiver shall be in effect until termination of said sales tax incentive agreements.
EXECUTED on this I day of 920
By:
(name of company)
(printed name and title)