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HomeMy WebLinkAboutEDCRes2015.12.01ANNA ECONOMIC DEVELOPMENT CORPORATION RESOLUTION NOAP15`19-0 (ac-) A RESOLUTION OF THE ANNA ECONOMIC DEVELOPMENT CORPORATION AUTHORIZING PROCUREMENT OF PROFESSIONAL SERVICES FOR REAL ESTATE REPRESENTATION WHEREAS, the Anna Economic Development Corporation (the "EDC") desires to authorize their Chief Administrative Officer to procure the professional consulting services of Funderburgh Real Estate Investments, Inc., and WHEREAS, the EDC has determined that the above -referenced services, further described in Exhibit A, are in the best interests of the EDC and will promote economic development and expanded business enterprise in the City of Anna; NOW THEREFORE, BE IT RESOLVED BY THE ANNA ECONOMIC 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. Authority to Execute Consulting Services Agreement The Board of Directors of the Anna Economic Development Corporation authorizes the Chief Administrative Officer to execute, on behalf of the EDC, and subject to approval of the form and content by the EDC's legal counsel, a contract with Funderburgh Real Estate Investments, Inc., as further described in Exhibit A, for professional consulting services for real estate representation, said authority to include execution of all necessary documents to consummate the business relationship with said consultant. r� PASSED AND APPROVED by the Anna Economic Development Corporation this 3 day of L� , 2015. ANNA EDC RESOLUTION NO.�D(o_--Id r /C EbGJ PAGE 1 OF 1 AGREEMENT FOR PROFESSIONAL SERVICES This Agreem . nt for Professional Services (this "Agreement") is entered into on the day of bet-tft���, 2015, by and between the Anna Economic Development Corporation, Texas, a Texas Type A development corporation, with its principal office at 111 North Powell Parkway, Anna, Collin County, Texas 75409, hereinafter called "AEDC" and David D. Funderburgh Real Estate Investments, Inc., a Texas corporation d/b/a Funderburgh Realty with its principal office at 9535 Forest Ln Ste 206, Dallas, TX 75243, hereinafter called "Funderburgh." The parties stipulate and recite that: 1. The AEDC proposes to acquire certain real property in an area located in or near the AEDC of Anna, Collin County, Texas, for development of municipal facilities. 2. AEDC, to carry out its intentions, desires to engage Funderburgh to conduct confidential negotiations with the owners of certain parcels of real property for offers from the AFDC to purchase such properly under certain conditions. 3. Funderburgh desires to consult with the AFDC and to represent the AFDC in the matter of acquiring real property that meets the criteria set forth herein. For the reasons set forth above, and in consideration of -the mutual promises of the parties pursuant to this Agreement, the parties agree as follows: Section 1. Identification of Parcels The parcels of real property with respect to which Funderburgh may be requested by the AEDC to perform services described in this Agreement are those respectively identified on the documents marked Exhibit "A," Exhibit `B," Exhibit "C," and Exhibit ` D", all of which exhibits are attached to and incorporated by reference into this Agreement. Notwithstanding the foregoing identified parcels, pursuant to Section 2E below, Funderburgh may also be requested to perform services for additional parcels as may be mutually identified and agreed. During the Term of this Agreement, AEDC shall not engage other real estate brokers to provide the services set forth in Section 2 below for the parcels of real property identified in this Section 1 or those additional parcels mutually identified and agreed. Section 2. Services to Be Performed by Funderburgh A. Extent of services. The AEDC engages Funderburgh to perform the services described, sub 0ect to all terms and conditions of this Agreement, and Funderburgh agrees to perform them. These services will be limited to those parcels for which Funderburgh receives written notice of authorization to proceed with the performance of the negotiating services required under this Agreement. Subject to reasonable advance notice Funderburgh agrees to make himself available to consult with the AEDC concerning any matters pertaining to the likelihood of a potential real estate acquisition that the AEDC wishes to make. In connection with this, Funderburgh shall AGREEMENT FOR PROFESSIONAL SERVICES Page 1 of 10 undertake, on the basis of criteria supplied to it by the AEDC, to use due diligence and seek property to acquire, through purchase in fee simple title, which meet said criteria. Funderburgh agrees to negotiate on the AFDC's behalf the acquisition of any real property meeting these requirements. B. Notice to proceed. Any notice to proceed with respect to each listed (or, if applicable, additional) parcel must be issued by the AEDC in writing and will include (i) a dram purchase and sale agreement similar in form and substance to Exhibit E appended hereto stating such terms and conditions as the AEDC may designate and (ii) a waiver/non-waiver declaration as described in Section 2F below. The AFDC, at its sole discretion, may amend the terms of a notice to proceed and any such amendment must be in writing. C. Assiggable purchase a rg_eemennt. Funderburgh shall seek to enter into, as purchaser, a fully assignable purchase agreement similar in form and substance to Exhibit E with the owner(s) of the parcel(s) for which the AFDC has issued a notice to proceed. No longer than three business days after Funderburgh and the owner(s) of the parcel enter into the purchase agreement, Funderburgh will tender the assignment of all of its rights, interests and obligations under the purchase agreement solely to the AFDC. Said tender of assignment shall be in writing and similar in form and substance to Exhibit F, appended hereto. The AEDC shall determine when it will accept the tender of assignment; provided, however, in no event more than five (5) calendar days after the assignment is tendered to the AFDC after which time Funderburgh may terminate the purchase agreement. If the AFDC accepts the assignment, the AEDC will then promptly fund any required earnest money deposit and independent consideration (together, "impositions") to the title company. Subsequent to the AFDC's written acceptance of the assignment and delivery of the purchase agreement together with any Impositions to the title .company, Funderburgh shall then timely arrange for a phase one environmental study, surveys (boundary/topological/tree) and geotechnical report for the subject parcel, all to be directly contracted and paid for by the AEDC D. Title closing. If requested by the AFDC, Funderburgh will assist the AFDC in the closing of title to any parcel acquired by the AEDC as a result of the services provided by Funderburgh. If requested by the AEDC, Funderburgh will be present at such title closing. E. Additional parcels. If the AEDC desires to include within the provisions of this Agreement any parcel or parcels of real property located in or near the City of Anna, in addition to the parcels listed in the exhibits referenced in Section 1 of this Agreement, Funderburgh, if requested by the AFDC in writing prior to either the completion of all services to be performed by Funderburgh under this Agreement or through the extension and amendment of this Agreement, whichever first occurs, will perform the same services with respect to each such additional parcel, subject to all the terms and conditions of this Agreement, as though the parcel had been included in the list of exhibits in Section 1 of this Agreement. Funderburgh will have no such obligation to provide said services as relates to any such additional parcel if Funderburgh provides written notice to the AFDC of its decision to decline providing such services within 10 business days of receiving the AEDC's written request regarding such additional parcel. AGREEMENT FOR PROFESSIONAL SERVICES Page 2 of 10 F. Confidentiality. To the greatest extent permitted by applicable law, at no time shall Funderburgh disclose to any third party, including without limitation any owner of any parcel, other party who may have an interest in each such parcel, or their respective agents, employees, servants, parent companies, representatives, or any other person, frm, corporation, or other entity affiliated with any of them, it being the intention of the AFDC and Funderburgh to maintain the best possible bargaining position for the AEDC and it being agreed that nondisclosure of the AEDC's potential interest in any of the parcels referenced in this Agreement whether such parcel be specifically identified herein or as may later be designated as an additional parcel by the AEDC--will best preserve said bargaining position. For those parcels that the AFDC desires to be handled confidentially, the AEDC will work with Funderburgh to mutually craft an appropriate public narrative describing the nature and intent of the purchasing entity. Notwithstanding the foregoing, the AEDC may waive this confidentiality provision as to any given parcel by providing written notice to Funderburgh that it may disclose to third parties that the AFDC would be the ultimate purchaser of such parcel by assignment of the purchase agreement as set forth in this Agreement. The AEDC's decision for each parcel regarding confidentiality will be provided to Funderburgh by a waiver/non-waiver declaration (Exhibit G). Section 3. Funderburgh's Compensation Contemporaneous with the execution of this agreement, the AEDC will provide Funderburgh with a retainer of $1,500 in consideration of the administrative processing that will be needed to assist with third party environmental, surveys (boundary/topological/tree) and geotechnical studies for up to the first two prospective parcels. If the parcel sourcing process leads to the investigation of additional parcels, the AEDC will provide Funderburgh with an. additional $1,500 for continued due diligence services for each additional parcel requested. The compensation for all other services to be performed by Funderburgh pursuant to this Agreement, except as otherwise provided in this Agreement, will be in the amount of $10.00, the sufficiency and receipt of which Funderburgh hereby acknowledges. The AFDC acknowledges that, as Funderburgh's primary consideration for the services provided relative to this agreement, Funderburgh will be requesting professional service fees to be paid by the owner(s) of the prospective parcels. Section 4. Termination The respective duties and obligations of the parties hereto shall commence on the date first above written, and shall terminate when AEDC has successfully acquired a parcel or parcels through purchase of fee simple title or has completely abandoned plans of doing so, or 18 months after the date of execution of this agreement, whichever comes first. In the event of the breach by Funderburgh of any obligation of Funderburgh under this Agreement, the AFDC will have the light, on written notice to Funderburgh, to terminate the services of Funderburgh that have not been fully performed in accordance with this Agreement prior to such termination, without any liability whatever of the AFDC to Funderburgh except to pay for the services that Funderburgh has fully performed in accordance with this Agreement; provided, however, that such termination will not affect any rights that the AFDC may have by reason of such breach and the AGREEMENT FOR PROFESSIONAL SERVICES Page 3 of 10 AEDC may pursue all remedies that may be available under law or in -equity. Such termination will be on the day specified in such notice, which date will not be earlier than three business days after the date of the notice. Section 5. Time for Performance Funderburgh will have a period of 120 days after the date a notice to proceed is received by Funderburgh and such additional period as the AFDC, from time to time in its exclusive discretion, may specify in a written notice to Funderburgh, to obtain and deliver to the AFDC the purchase agreement(s) on each parcel designated in such notice to proceed. The time within which all negotiating services of Funderburgh required by this Agreement are to be performed is of the essence. Section 6. Representations and Covenants of Funderburgh To induce the AFDC to enter into this Agreement, Funderburgh represents to and covenants with the AFDC that: A. Qualifications. Funderburgh is qualified to perform the negotiating services required by this Agreement, and now is, and at all times while this Agreement is in effect will be, properly licensed and permitted to perform services of such nature. All personnel who may be employed by Funderburgh to assist Funderburgh in the direct performance of such services also will be qualified, licensed and permitted to perform such services, except personnel who perform only clerical duties. B. Facilities and personnel. Funderburgh has and will continue to have, while this Agreement is in. effect, adequate and proper facilities and qualified personnel to perform the services required. Funderburgh will not permit any employee or other representative of Funderburgh to negotiate or participate in the negotiation for a purchase agreement without the prior written approval of the AEDC. C. Interest of Funderburgh in parcels_. with respect to each parcel that may potentially be acquired by the AEDC under a purchase agreement described in Section 2.C. of this Agreement, Funderburgh does not now have and will not voluntarily acquire, prior to its acquisition of any such purchase agreement, any interest in any of the parcels, direct or indirect, whether of ownership, or in a representative or business capacity, including, but not limited to, that of a real estate agent or broker. Funderburgh does not have, to the best of Funderburgh's knowledge and belief, any relationship to or with the owner of any parcel, or any interest in any of the above - referenced parcels, whether by blood, marriage, business association, or transaction, and whether such business association or transaction concerns any of the parcels, or any other property that in any manner or to any extent is or would be in conflict with the performance of the services of Funderburgh under this Agreement. D. Interest of em to ees in arcels. Funderburgh will not knowingly employ, and will take all reasonable precautions not to employ, any person in the performance of any of the services required of Funderburgh who has or may hereafter have any relationship or property interest that AGREEN TM FOR PROFESSIONAL SERVICES Page 4 of 10 Funderburgh represents and agrees in Para •a h C of this section that Funderburgh does and will not have. Funderburgh will take all reasonable steps to determine from time to time whether any person so employed has any such relationship or interest. E. Disclosure of conflict of interest. If Funderburgh at any time discovers, or is informed by the AFDC of the existence of, any possible conflict of interest on the part of Funderburgh or any of Funderburgh's employees involved in the services required of Funderburgh by this Agreement, Funderburgh will immediately cease all activity in connection with such services and promptly notify the AFDC in writing of all relevant facts and circumstances pertaining to such conflict so that the AFDC may take such action as it deems appropriate, including but not limited to the exclusion of any parcel or parcels involved from this Agreement. Funderburgh will not resume the performance of any services under this Agreement with respect to any such parcel or parcels except as may be specifically authorized in a subsequent or amended written notice by the AFDC to Funderburgh. Section 8. Miscellaneous A. This Agreement is intended solely for the benefit of the AEDC and Funderburgh and does not confer any rights on any person or entity not a party to this Agreement, nor does it create any third party beneficiaries to this Agreement. B. Any agreement, notice, correspondence, information and/or other documentation required and/or referred to in this Agreement shall be in writing as provided by this Agreement. C. waiver by either party of any breach of this Agreement affecting such party, or the failure of either party to enforce any of the provisions of this Agreement, shall' not in any way affect, limit or waive such party's right thereafter to enforce and compel strict compliance. D. The parties acknowledge and agree that the performance by the AEDC and Funderburgh of their respective obligations under this Agreement constitute governmental functions. E. No partyi- shall be in default under the Agreement until written notice of the default has been given to the defaulting party (which notice shall describe in reasonable detail the nature of the default) and the defaulting party has been given ten (10) business days to cure said default. If a party is in default under this Agreement, the non -defaulting party may, at its option, and without prejudice to any other right under this Agreement, law, or equity, seek any relief available at law or in equity, including but not limited to, an action under the Uniform. Declaratory Judgment Act, specific s ecperformance, mandamus and injunctive relief. Neither party shall have the right to p terminate this Agreement as a remedy for default or to suspend or be relieved of the party s continuous performance of its obligations hereunder. Notwithstanding the foregoing, each party agrees that if any threatened or actual breach of this Agreement arises, which reasonably constitutes immediate, irreparable harm to the other party for which monetary damages is an inadequate remedy, equitable remedies may be sought by the non -defaulting party, without providing the notice stated above, and awarded in a court of competent jurisdiction without requiring the non -defaulting party to post bond. Notwithstanding the foregoing or any other provision of this Agreement, no notice of default and no period for curing such default shall be AGREEMENT FOR PROFESSIONAL SERVICES Page 5 of 10 required if the provision of such notice or cure period would in any way result in the AFDC's breach of a purchase agreement or jeopardize the AFDC's ability to acquire clear title to a parcel referenced in a notice to proceed under this Agreement. These provisions are applicable only to the parcels identified herein that are subject to this agreement. F. This Agreement constitutes the entire agreement between the parties and supersedes all prior agreements, whether oral or written, covering the same subject matter. This Agreement may not be modified or amended except in writing mutually agreed to and accepted by the parties. G. This Agreement shall be construed in accordance with Texas law without regard to its conflict of laws provisions. H. venue for any action arising hereunder shall be in Collin County, Texas. I. Any notice or other communication required by this Agreement to be given, provided, or delivered shall be in writing or electronic mail addressed as set forth below. Notices shall be considered "given" for purposes of this Agreement: (a) if by Certified Mail, five (5) business days after deposited with the U.S. Postal Service, Certified Mail, Return Receipt Requested; (b) if by private delivery service (e.g. FedEx or UPS), on the date delivered to the notice address as evidenced by a receipt signed by any person at the notice address; or (c) if by electronic mail, on the date received by the recipient as evidenced by the date stamp. To AFDC: AFDC Atka: Jessica Perkins 101 N. Powell Parkway Anna, Texas 75409 jperldns@annatexas.gov With a mandatory copy to: Clark McCoy Wolfe, Tidwell & McCoy, LLP 2591 Dallas Parkway Suite 205 Frisco, Texas 75034 cmccoy@wtmlaw.net To Funderburgh: Funderburgh Realty 9535 Forest Ln Ste 2062 Dallas, TX 75243 AGREEMENT FOR PROFESSIONAL SERVICES Page 6 of 10 FRCIOOO@aol.com With a mandatory copy to: The Law Office of Laura F. James, P.C. 6009 West Parker, Suite 149-263 Plano, Texas 75093 laurajameslaw@gtnail.com Each party has the right to change, from time to time, its notice addresses by giving at least ten (10) business day's written notice to the other party. If any time period provided in this Agreement ends on a Saturday, Sunday, or legal holiday, the period shall be extended to the first business day following such Sunday, Saturday, or legal holiday. J. The recitals contained in this Agreement: (a) are true and correct as of the Effective Date; (b) form the basis upon which the parties negotiated and eiatered into this Agreement; and (c) reflect the final intent of the parties with regard to the subject matter of this Agreement. If it becomes necessary to interpret any provision of this Agreement, the intent of the parties, as evidenced by the recitals and provisions of this Agreement, shall be given full effect. The parties have relied, to their material detriment, upon the recitals, representations and covenants stated in this Agreement as part of the consideration for entering into this Agreement and, but for same, would not have entered into this Agreement. K. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original and constitute one and the same instrument. A facsimile signature will also be deemed to constitute an original if properly executed. L. The individuals executing this Agreement on behalf of the respective parties below represent to each other that all appropriate and necessary action has been taken to authorize the individual who is executing this Agreement to do so for and on behalf of the party for which their signature appears, that there are no other parties or entities required to execute this Agreement in order for the same to be an authorized and binding agreement on the party for whom the individual is signing this ,Agreement and that each individual affixing their signature hereto is authorized to do so, and such authorization is valid and effective on the Effective Date of this Agreement. M. This Agreement is not assignable. N. Each signatory represents this Agreement has been read by the party for which this Agreement is executed and that such party has had the opportunity to confer with its counsel. O. In case any one or more of the provisions contained in this Agreement shall for any reason be held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality, or unenforceability shall not affect any other provision thereof, and this Agreement shall be construed as is such invalid, illegal, or unenforceability provision had never, been contained herein. AGREEMENT FOR PROFESSIONAL SERVICES Page 7 of 10 P. All warranties, representations and covenants made by one party to the other in this Agreement or in any certificate or other instrument delivered by one party to the other under this Agreement shall be considered to have been relied upon by the other party and will survive the satisfaction of any fees under this Agreement, regardless of any investigation made. Q. This Agreement shall be deemed drafted equally by the parties hereto. The language of all parts of this Agreement shall be construed as a whole according to its fair meaning, and any presumption or principle that the language herein. is to be construed against either party shall not apply. The AFDC and Funderburgh have executed this Agreement on the day and year first above - written. [Remainder of page left blank intentionally] AGREEMENT FOR PROFESSIONAL SERVICES Page 8 of 10 ANNA ECONOMIC DEVELOPMENT CORPORATION By:� rmle ionstanc'e /�� Ann Stump, its Preside t Date: , , c�2.Q STATE OF TEXAS COUNTY OF COLLIN Before me, the undersigned authority, on this day personally appeared CONSTANCE ANN STUMP, known to me to be one of the persons whose names are subscribed to the foregoing instrument; she acknowledged to me that she is the duly authorized representative of and for the ANNA ECONOMIC DEVELOPMENT CORPORATION, a Texas Type A development corporation, and she executed the said instrument for the purposes and consideration therein expressed and in the capacity therein stated. Given under my hand and seal of office this day o i nuc.•,-� , 2015. OS4�Y r pot r Laurelta Kay Biacketer MY Commission Expires 4�OF .iR 04/01/2017 G v S� \ Notar Public in and for fhe St to of Texas My Commission Expires: LI - / - 1 U AGREEMENT FOR PROFESSIONAL SERVICES Page 9 of 10 ➢AVID D. FUNDERBURGH DERBURGH REAL ESTATE INVESTMENTS, INC., A TIC aS CfD➢aPORA'I iON D/B/A FUNDERBURGH ➢ FALTV AVic' �kde t-tr By: h, its President Date: __U. 12— 16 -- — STATE OF TEXAS ego . Before me, the undersigned authority, on this day personally appeared David D. Funderburgh, known to the to be one of the persons whose names are subscribed to the foregoing instrument; lie acknowledged to me that he is the duty authorized representative of and for DAVID D. FUNDERBURGH REAL ESTATE INVESTb1ENTS, INC., A TEXAS CORPORATION D/B/A FUNDERBURGH REALTY, a Texas corporation, and he executed the said instrument for the purposes and consideration therein expressed and in the capacity therein stated. ,o Given under my hand and seal of office this'/O� ry of 20IX. zublic in and for the State of Texas My Commission Expires: JWKIRIY 3l1Cas81Y018 AGREEMENT FOR PROFESSIONAL SERVICES I Page lU or IV �p![{{i,}0f6M1i Kimiey»3H4rn ,�,�� Emm`�" Exhibit a Anna Ranch parcel - Vicinity Map it I Exhibit c Aycock Parcel - Vicinity Map aKimley»>Horn �n�b�' ° Harlan parcel — Vicinity Map �,,,� �- � I� BIT CGE» Real Estate Sales Contract This contract to buy and sell real property is between Seller and Buyer as identified below and is effective on the date ("Effective Date") of the last of the signatures by Seller and Buyer as parties to this contract and by Title Company to acknowledge receipt of the Earnest Money. Buyer must deliver the Earnest Money to Title Company and obtain Title Company's signature before the Earnest Money Deadline provided in section A. I. for this contract to be effective. Seller: Address: Phone: Type of entity: Buyer: or Assigns Address: Phone: Type of entity: Property: acres of real property in the City of Anna, Collin County, Texas, more particularly described in Exhibit A, which is incorporated here as if set forth in full ("Property"). Title Company: Address: Phone: Underwriter: Title Company's choice. Purchase Price Cash portion: Total purchase price: Earnest Money: County for Performance: Collin County, Texas A. Deadlines and Other Dates All deadlines in this contract expire at 5:00 P.M. local time where the Property is located. If a deadline falls on a Saturday, Sunday, or national holiday, the deadline will be extended to the next day that is not a Saturday, Sunday, or national holiday. A national holiday is a holiday designated by the federal government. Time is of the essence. 1. Earnest Money Deadline: within seven (7) business days of Buyer's execution and delivery of this contract to Title Company. 2. Delivery of Title Commitment: twenty (20) days after the Effective Date. 3. Delivery of UCC Search: twenty (20) days after the Effective Date. Real Estate Sales Contract Page 1 of 8 4. Delivery of legible copies of instruments referenced in the Title Commitment and UCC Search: twenty (20) days after the Effective Date. 5. Delivery of Title Objections: ten (10) days after the delivery of the Title Commitment, legible copies of the instruments referenced in the Title Commitment, and the Survey. 6. Closing Date: a date that is on or before the tenth (10*) day following the Feasibility Review Period; provided, however, Buyer shall have the right to extend the Closing Date for an additional period of thirty (3 0) days by (i) giving Seller written notice of such extension prior to the Closing, and (ii) depositing with the Title Company the sum of $ , which shall, upon deposit thereof, become a part of the Earnest Money for all purposes. The Closing Date shall not be further extended unless extended under a mutually agreeable duly executed amendment to this Agreement. 7. Survey: fifteen (15) days after the Effective Date. Be Closing Documents 1. At closing, Seller will deliver the following items: General Warranty Deed, subject only to the Permitted Exceptions Bill of Sale and Assignment IRS Nonforeign Person Affidavit Evidence of Seller's authority to close this transaction 2. At closing, Buyer will deliver the following items: Evidence of Buyer's authority to consummate this transaction The documents listed in this section B are collectively known as the "Closing Documents." C. Exhibits The following are attached to and are a part of this contract: Exhibit A Description of the Property Exhibit B--Representations; Environmental Matters D. Purchase and Sale of Property Seller agrees to sell and convey the Property to Buyer, and Buyer agrees to buy and pay Seller for the Property. The promises by Buyer and Seller stated in this contract are the consideration for the formation of this contract. E. Interest on Earnest Money Buyer may direct Title Company to invest the Earnest Money in an interest -bearing account in a federally insured financial institution by giving notice to Title Company and satisfying Title Company's requirements for Real Estate Sales Contract Page 2 of 8 investing the Earnest Money in an interest -bearing account. Any interest earned on the Earnest Money will be paid to the party that becomes entitled to the Earnest Money. F. Title and Survey 1. Review of Title. The following statutory notice is provided to Buyer on behalf of the real estate licensees, if any, involved in this transaction: Buyer is advised that it should either have the abstract covering the Property examined by an attorney of Buyer's own selection or be furnished with or obtain a policy of title insurance. 2. Title Commitment; Title Policy. "Title Commitment" means a Commitment for Issuance of an Owner Policy of Title Insurance by Title Company, as agent for Underwriter, stating the condition of title to the Property. The "effective date" stated in the Title Commitment must be after the Effective Date of this contract. "Title Policy" means an Owner Policy of Title Insurance issued by Title Company, as agent for Underwriter, in conformity with the last Title Commitment delivered to and approved by Buyer. 3. Feasibility Review Period. Buyer shall have ninety (90) days (the "Feasibility Review Period") after the date which is the later of the dates on which Buyer receives the Title Commitment (together with legible copies of the title instruments referenced therein) and the Survey in which to conduct environmental testing, geotechnical borings and other studies of the Property and, in connection therewith, Buyer and its agents and contractors shall have the right of entry onto the Property for such purposes. If Buyer determines, in Buyer's sole and absolute discretion, that the Property is not suitable for Buyer's intended use or purpose, Buyer shall have the right upon written notice to Seller within the Feasibility Review Period to terminate this contract in which event the Earnest Money shall be fully and completely refunded to Buyer. 4. UCC Search. "UCC Search" means reports prepared by a nongovernmental provider, stating the instruments that are on file in the Texas secretary of state's UCC records, the UCC records in the jurisdiction in which Seller is located, and the UCC records of the county in which the Property is located, showing as debtor Seller (if applicable) and all other owners of the Property during the five years before the Effective Date of this contract. 5. Delivery of Title Commitment, UCC Search and Legible Copies. Seller must deliver the Title Commitment to Buyer by the deadline stated in section A.2.; the UCC Search by the deadline stated in section A.3.; and legible copies of the instruments referenced in the Title Commitment and UCC Search by the deadline stated in section AA d. Title Objections. Buyer has until the deadline stated in section A.5. ("Title Objection Deadline") to review the Title Commitment, UCC Search, legible copies of the title instruments referenced in them, and the Survey and notify Seller of Buyer's objections to any of them ("Title Objections"). Buyer will be deemed to have approved all matters reflected by the Title Commitment, and UCC Search to which Buyer has made no Title Objection by the Title Objection Deadline. The matters that Buyer either approves or is deemed to have approved are "Permitted Exceptions." If Buyer notifies Seller of any Title Objections, Seller has fifteen (15) days from receipt of Buyer's notice to notify Buyer whether Seller agrees to cure the Title Objections before closing ("Cure Notice"). If Seller does not timely give its Cure Notice or timely gives its Cure Notice but does not agree to cure all the Title Objections before closing, Buyer may, within five days after the deadline for the giving of Seller's Cure Notice, notify Seller that either this contract is terminated (in which event the Earnest Money shall be refunded to Buyer) or Buyer will proceed to close, subject to Seller's obligations to resolve the items listed in Schedule C of the Title Commitment, remove all liens affecting the Property, remove all exceptions that arise by, through, or under Seller after the Effective Date, and cure only the Title Objections that Seller has agreed to cure in the Cure Notice. At or before closing, Seller must resolve the items that are listed on Schedule C of the Title Commitment, remove all such liens, remove all exceptions that arise by, through, or under Seller after the Effective Date of this contract, and cure the Title Objections that Seller has agreed to cure. Real Estate Sales Contract Page 3 of 8 7. Survey. Seller, at Seller's expense, has until the deadline stated in section A.7. to furnish a new survey to Buyer. The survey shall be a current on -the -ground survey of the Property that substantially complies with the requirements of a Category IA, Condition I or II (as applicable) survey in the Manual of Practice for Land Surveying in the State of Texas promulgated by the Texas Board of Professional Land Surveying and shall be adequate to enable the Title Company to delete the survey exception in the Title Policy (except for "shortages in area"). G. Condition of the Property until Closing; Cooperation; No Recording of Contract I. Maintenance and Operation. Until closing, Seller will (a) maintain the Property as it existed on the Effective Date, except for reasonable wear and tear and casualty damage; (b) operate the Property in the same manner as it was operated on the Effective Date; and (c) not further encumber the Property with liens, easements, restrictions or any other matter affecting title to the Property, or modify the terms of any existing leases, contracts or encumbrances, if any, without Buyer's prior written consent. 2. Casualty .Damage. Seller will notify Buyer promptly after discovery of any casualty damage to the Property. Seller will have no obligation to repair or replace the Property if it is damaged by casualty before closing. Buyer may terminate this contract if the casualty damage that occurs before closing would materially affect Buyer's intended use of the Property, by giving notice to Seller within fifteen days after receipt of Seller's notice of the casualty, in which event the Earnest Money shall be refunded to Buyer. If Buyer does not terminate this contract, Seller will (a) convey the Property to Buyer in its damaged condition, (b) assign to Buyer all of Seller's rights under any property insurance policies covering the Property, and (c) pay to Buyer the amount of the deductibles and coinsurance provisions under any insurance policies covering the Property, but not in excess of the cost to repair the casualty damage and less any amounts previously paid by Seller to repair the Property. If Seller has not insured the Property and Buyer does not elect to terminate this contract in accordance with this section, the Purchase Price will be reduced by the cost to repair the casualty damage. 01 3. Condemnation. Seller will notify Buyer promptly after Seller receives notice that any part of the Property has been or is threatened to be condemned or otherwise taken by a governmental or quasi -governmental authority. Buyer may terminate this contract if the condemnation would materially affect Buyer's intended use of the Property by giving notice to Seller within fifteen days after receipt of Seller's notice to Buyer (or before closing if Seller's notice is received less than fifteen days before closing), in which event the Earnest Money shall be refunded to the Buyer. If Buyer does not terminate this contract, (a) Buyer and Seller will each have the right to appear and defend their respective interests in the Property in the condemnation proceedings, (b) any award in condemnation will be assigned to Buyer, and (c) if the taking occurs before closing, the description of the Property will be revised to delete the portion taken. 4. Claims; Hearings. Seller will notify Buyer promptly of any litigation or any claim or administrative hearing that is threatened, filed, or initiated before closing that affects the Property. H. Closing 1. Closing. This transaction will close at Title Company's offices on the Closing Date. At closing, the following will occur: a. Closing Documents. The parties will execute and deliver the Closing Documents. b. Payment of Purchase Price. Buyer will deliver the Purchase Price and other amounts or documents that Buyer is obligated to pay or execute under this contract to or by Title Company in funds or documents acceptable to Title Company and Seller. The Earnest Real Estate Sales Contract Page 4 of 8 Money will be applied to the Purchase Price. C. Disbursement of .Funds; Recording; Copies. Title Company will be instructed to disburse the Purchase Price and other funds in accordance with this contract, record the deed and the other Closing Documents directed to be recorded, and distribute documents and copies in accordance with the parties' written instructions. d. Possession. Unless otherwise agreed, Seller will deliver possession of the Property to Buyer, subject to the Permitted Exceptions existing at closing. 2. Transaction Costs a. Seller's Costs. Seller will pay for the new survey, basic charge for the Title Policy; one- half of the escrow fee charged by Title Company; the costs to prepare the deed; the costs to obtain, deliver, and record releases of all liens to be released at closing; the costs to record all documents to cure Title Objections agreed to be cured by Seller, UCC Search, and certificates or reports of ad valorem taxes; the costs to deliver copies of the instruments described in section A.4.; and Seller's expenses and attorney's fees. b. Buyer's Costs. Buyer will pay one-half of the escrow fee charged by Title Company; the costs to obtain, deliver, and record all documents other than those to be recorded at Seller's expense; the additional premium for the "survey/area and boundary deletion" in the Title Policy, if the deletion is requested by Buyer; the costs of work required by Buyer to have the survey reflect matters other than those required under this contract; and Buyer's expenses and attorney's fees. C. Ad Valorem Taxes. Ad valorem taxes for the Property for the calendar year of closing will be prorated between Buyer and Seller as of the Closing Date. Seller's portion of the prorated taxes will be paid to Buyer at closing as an adjustment to the Purchase Price. If the assessment for the calendar year of closing is not known at the Closing Date, the proration will be based on taxes for the previous tax year, and Buyer and Seller will adjust the prorations in cash within thirty days of when the actual assessment and taxes are known. Seller will promptly notify Buyer of all notices of proposed or final tax valuations and assessments that Seiler receives after the Effective Date and after closing. All taxes due as of closing will be paid at closing. If this sale or a change in use of the Property or the denial of any special use valuation on the Property results in the assessment after Closing of additional taxes applicable to the period of time before the Closing (including any so called "roll back" impositions), Seller shall pay to Buyer the additional taxes plus any penalties and interest immediately upon a written statement therefor. The parties' obligations under this paragraph shall survive the Closing. d. Brokers' Commissions and Disclosure. Buyer and Seller each represents and warrants to the other that they have had no contact with any real estate broker, finder or other person who might be entitled, or claim to be entitled, to a brokerage commission, finder's fee or other compensation in connection with this transaction other than Funderburgh Realty Corporation ("Broker"). In the event of Closing hereof, Seller shall pay a commission to Broker equal to three percent (3%) of the Purchase Price. Buyer and Seller each hereby indemnify and agree to defend and hold the other party harmless from and against any and all claims, demands, liabilities, causes of action, costs or expenses (including reasonable attorneys' fees) caused by or arising out of any breach of its foregoing warranty. The Real Estate Sales Contract Page 5 of 8 provisions of this provision shall survive the Closing or termination of this contract and shall not be subject to any limitation of liability otherwise set forth in this contract. A principal of the Buyer is a licensed real estate broker in the State of Texas. 3. Issuance of Title Policy. Seller will cause Title Company to issue the Title Policy to Buyer as soon as practicable after closing. I. Default and Remedies 1. ,teller's Default. If Seller fails to perform any of its obligations under this contract ("Seller's Default"), Buyer's sole and exclusive remedy is to either Q) enforce specific performance of Seller's obligations under this contract, or (ii) terminate this contract by written notice to Seller in which event the Earnest Money shall be delivered to Buyer. If title to the Property is awarded to Buyer, the conveyance will be subject to the Permitted Exceptions. 2. Buyer's Default. If Buyer fails to perform any of its obligations under this contract ("Buyer's Default"), Seller, as its sole and exclusive remedy, shall have the right to terminate this contract by giving notice to Buyer on or before the Closing Date and have the Earnest Money paid to Seller as liquidated damages (and not as a penalty). Seller waives any remedy for damages. 3. Liquidated Damages. The parties agree that just compensation for the harm that would be caused by a default by either party cannot be accurately estimated or would be very difficult to accurately estimate and that the Earnest Money and the amounts provided above are reasonable forecasts of just compensation to the nondefaulting party for the harm that would be caused by a default. J. Miscellaneous Provisions 1. Notices. Any notice required by or permitted under this contract must be in writing. Any notice required by this contract will be deemed to be delivered (whether actually received or not) when deposited with the United States Postal Service, postage prepaid, certified mail, return receipt requested, and addressed to the intended recipient at the address shown in this contract. Notice may also be given by regular mail, personal delivery, courier delivery and will be effective when actually received. Any address for notice may be changed by written notice delivered as provided herein. Copies of each notice must be given by one of these methods to the attorney of the party to whom notice is given. 2. Entire Contract. This contract, together with its exhibits, and any Closing Documents delivered at closing constitute the entire agreement of the parties concerning the sale of the Property by Seller to Buyer. There are no oral representations, warranties, agreements, or promises pertaining to the sale of the Property by Seller to Buyer not incorporated in writing in this contract. 3. Amendment. This contract may be amended only by an instrument in writing signed by the parties. 4. Assignment. This contract will inure to the benefit of and be binding on the parties and their respective successors and assigns. This contract is fully assignable. Seller agrees that if Buyer assigns its rights under this Agreement to a party who fully assumes Buyer's obligations and liabilities: (1) Buyer will be fully released from all of its obligations and liabilities under this contract; and (2) the assignee(s) shall be entitled to enforce this contract as against Seller, including but not limited to, the remedy of specific performance. 5. Survival. The obligations of this contract that cannot be performed before termination of this contract or before closing will survive termination of this contract or closing, and the legal doctrine of merger will not apply to these matters. If there is any conflict between the Closing Documents and this contract, the Closing Real Estate Sales Contract Page 6 of 8 Documents will control. 6. Choice of Law; Venue; Alternative Dispute Resolution. This contract will be construed under the laws of the state of Texas, without regard to choice -of -law rules of any jurisdiction. Venue is in Collin County, Texas. Time permitting, the parties will submit in good faith to an alternative dispute resolution process before filing a suit concerning this contract. 7. Waiver of Default. It is. not a waiver of default if the nondefaulting party fails to declare immediately a default or delays taking any action with respect to the default. 8. No Third -Party Beneficiaries. There are no third -party beneficiaries of this contract. 9. Severability. The provisions of this contract are severable. If a court of competent jurisdiction finds that any provision of this contract is unenforceable, the remaining provisions will remain in effect without the unenforceable parts. 10. Ambiguities Not to Be Construed against Party Who Drafted Contract. The rule of construction that ambiguities in a document will be construed against the party who drafted it will not be applied in interpreting this contract. 11. No Special Relationship. The parties' relationship is an ordinary commercial relationship, and they do not intend to create the relationship of principal and agent, partnership, joint venture, or any other special relationship. 12. Counterparts. If this contract is executed in multiple counterparts, all counterparts taken together will constitute this contract. 13. Confidentiality. The parties will keep confidential this contract, this transaction, and all information learned in the course of this transaction, except to the extent disclosure is required by law or court order or to enable third parties to advise or assist Buyer to investigate the Property or either party to close this transaction. SELLER: [NAME OF SELLER] BY: [Name of authorized signatory], its [Title] Date: BUYER: [NAME OF BUYER] BY: [Name of authorized signatory], its [Title] Date: Real Estate Sales Contract Page 7 of 8 Title Company acknowledges receipt of Earnest Money in the amount of $ and a copy of this contract executed by both Buyer and Seller. [NAME OF TTTLE COMPANY] [Name of authorized signatory], its [Title] Date: Real Estate Sales Contract Page 8 of 8 ____hibit A Descption of the Property Meal _Estate Saes Contract Page Solo E. 7 B Representations; Environmental Matters A. Seller's Representations to Buyer Seller represents to Buyer (to Seller's actual knowledge, without duty of investigation) that the following are true and correct as of the Effective Date and will be true and correct on the Closing Date. 1. Authority. Seller is a [INSERT E TYPE] duly organized, validly existing, and m good standing under the laws of the state of Texas with authority to convey the Property to Buyer. This contract is, and all documents required by this contract to be executed and delivered to Buyer at closing will be, duly authorized, executed, and delivered by Seller. 2. Litigation. There is no litigation pending or threatened against Seller that might affect the Property or Seller's ability to perform its obligations under this contract except: NONE 3. Violation of Laves. Seller has not received notice of violation of any law, ordinance, regulation, or requirements affecting the Property or Seller's use of the Property, except: NONE 4. Lease. There is no lease on the Property and there are no parties in possession of the Property. 5. Condemnation; Zoning; Land Use; ,hazardous Materials. Seller has not received notice of any condemnation, zoning, or land -use proceedings affecting the Property or any inquiries or notices by any governmental authority or third party with respect to the presence of hazardous materials on the Property or the migration of hazardous materials from the Property, except: NONE 6. No Other Obligation to Sell the Property or Restriction against Selling the Property. Except for having granted a security interest in the Property (which security interest shall be released at Closing) on the terms and conditions as stated therein, Seller has not obligated itself to sell the Property to any party other than Buyer and Seller's performance of this contract will not cause a breach of any other agreement or obligation to which Seller is a party or to which it is bound. 7. .No Liens. On the Closing Date, the Property will be free and clear of all mechanic's and materialman's liens and other liens and encumbrances of any nature except the Permitted Exceptions, and no work or materials will have been furnished to the Property that might give rise to mechanic's, materialman's, or other liens against the Property other than work or materials to which Buyer has given its consent. 8. .No Commitments. No commitments have been made by Seller to any governmental authority, utility company, school board or church, or to any other religious body, or any other organization, group or individual relating to any of the Property, which would impose an obligation upon Buyer or its successors or assigns to make any contribution or dedication of money or land to construct, install or maintain any improvements of a public or private nature on or off any of the Property. 9. No Other Representation. Except as stated above, Seller makes no representation with respect to the Property. 10. No Warranty. Seller has made no warranty in connection with this contract. Real Estate Sales Contract Page 1 of 3 Seller's representations set forth in this contract shall survive Closing for a period of twelve (12) months. Be "As Is, Where Is" THIS CONTRACT IS AN ARMS -LENGTH AGREEMENT BETWEEN THE PARTIES. THE PURCHASE PRICE WAS BARGED ON THE BASIS OF AN "AS IS, WHERE IS" TRANSACTION AND REFLECTS THE AGREEMENT OF THE PARTIES THAT TBERE ARE NO REPRESENTATIONS, DISCLOSURES, OR EXPRESS OR IMPLIED WARRANTIES, EXCEPT FOR THE WARRANTY OF TITLE STATED IN THE CLOSING DOCUMENTS AND SELLER'S REPRESENTATIONS TO BUYER SET FORTH IN SECTION A OF THIS Ex:HIBIT B. THE PROPERTY WILL BE CONVEYED TO BUYER IN AN "AS IS, WHERE IS" CONDITION, WITH ALL FAULTS. SELLER MAKES NO WARRANTY OF CONDITION, MERCHANTABILITY, OR SUITABILITY OR FITNESS FOR A PARTICULAR PURPOSE WITH RESPECT TO THE PERSONAL PROPERTY. ALL WARRANTIES, EXCEPT THE WARRANTY OF TITLE IN THE CLOSING DOCUMENTS, ARE DISCLA WED. The provisions of this section B regarding the Property will be included in the deed and bill of sale with appropriate modification of terms as the context requires. C. Environmental Matters AFTER CLOSING, AS BETWEEN BUYER AND SELLER, THE RISK OF LIABILITY OR EXPENSE FOR ENVIRONMENTAL PROBLEMS, EVEN IF ARISING FROM EVENTS BEFORE CLOSING, WILL BE THE SOLE RESPONSIBILITY OF BUYER, REGARDLESS OF "VIBETHER THE ENVIRONMENTAL PROBLEMS WERE KNOWN OR UNKNOWN AT CLOSING. ONCE CLOSING HAS OCCURRED, SUBJECT TO THE LAST SENTENCE OF THIS PARAGRAPH C., BUYER INDEMNIFIES, HOLDS HARMLESS, AND RELEASES SELLER FROM LIABILITY FOR ANY LATENT DEFECTS AND FROM ANY LIABILITY FOR ENVIRONMENTAL PROBLEMS AFFECTING THE PROPERTY, INCLUDING LIABILITY UNDER THE COMPREHENSIVE ENVIRONMENTAL RESPONSE, COMPENSATION, AND LIABILITY ACT (CERCLA), THE RESOURCE CONSERVATION AND RECOVERY ACT (RCRA)., THE TEXAS SOLID WASTE DISPOSAL ACT, OR THE TEXAS WATER CODE. SUBJECT TO TBE LAST SENTENCE OF THIS PARAGRAPH C., BUYER INDEMNIFIES, HOLDS HARMLESS., AND RELEASES SELLER FROM ANY LIABILITY FOR ENVIRONMENTAL PROBLEMS AFFECTING THE PROPERTY. SUBJECT TO THE LAST SENTENCE OF THIS PARAGRAPH C., BUYER INDEMNIFIES, HOLDS HARMLESS, AND RELEASES SELLER FROM ANY LIABILITY FOR ENVIRONMENTAL PROBLEMS AFFECTING THE PROPERTY ARISING AS TITS RESULT OF THEORIES OF PRODUCTS LIABILITY AND STRICT LIABILITY, OR UNDER NEW LAWS OR CHANGES TO EXISTING LAWS ENACTED AFTER THE EFFECTIVE DATE THAT WOULD OTHERWISE IMPOSE ON SELLER IN THIS TYPE OF TRANSACTION NEW LIABILITIES FOR ENVIRONMENTAL PROBLEMS AFFECTING TB E PROPERTY. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, BUYER'S INDEMNIFICATION AND HOLD HARMLESS OBLIGATIONS UNDER T-IIS PARAGRAPH C. SHALL NOT APPLY TO ANY CLAIMS OR LIABILITIES ARISING OUT OF ANY EVENTS THAT OCCURRED., OR ANY CONDITIONS THAT WERE CREATED, DURING THE PERIOD OF SELLER'S OWNERSHIP OF 7'I�E PROPERTY; AND PROVIDED FURTHER THAT BUYER AND EACH TRANSFEROR OF TIE PROPERTY (OR ANY PORTION THEREOF) SHALL UPON THE CONSUMMATION OF SUCH Exhibit B Page 2 of 3 TRANSFER BE RELIEVED OF ALL FURTHER LIABILITY FOR SUCH OBLIGATIONS EXCEPT SUCH LIABILITY AS MAY HAVE ARISEN DURING TIC PERIOD OF SUCH TRANSFEROR'S OWNERSHIP OF TIC PROPERTY (OR THE PORTION 'TBEREOF SO CONVEYED) AND WHICH REMAINS UNSATISFIED. The provisions of the above paragraph C regarding the Property will be included in the deed and bill of sale with appropriate modification of terms as the context requires. to [The remainder of this page is left blank intentionally.] Exhibit B Page 3 of 3 ASSIGNMENT OF REAL ESTATE SALES CONTRACT This Assignment of Real Estate Contract (this ".Assignment") is entered into on the day of 20___, by and between the Anna Economic Development Corporation, Texas, a Texas Type A development corporation, with its principal office at 111 North Powell Parkway, Anna, Collin County, Texas 75409, hereinafter called "Assignee," and David D. Funderburgh Real Estate investments, Inc., a Texas corporation d/b/a Funderburgh Realty with its principal office at 9535 Forest Ln Ste 206, Dallas, TX 75243, hereinafter called "Assignor." Assignor, in consideration of $10.00 and other good and valuable consideration paid by Assignee, the receipt and sufficiency of which is acknowledged, does now assign to Assignee all of Assignor's right, title and interest in and to that certain Real Estate Sales Contract having an Effective Date, as defined in the Contract, of the - day of , 20-, (the "Contract'), between Assignor, as Buyer, and [name ofseller], seller], as Seller, for the sale of a tract of real property being further described in the Contract, a copy of which is attached hereto as Exhibit 1, together with Assignor's right, title and interest in and to the Contract. To have and to hold the same to Assignee, its successors and assigns, subject to the terms, covenants, conditions and provisions contained in the Contract; and Assignee agrees to assume Assignor's obligations under the Contract. The patties have executed this Assignment on the dates set forth on the signature pages that follow. [Remainder of Page Left Blank Intentionally.] ASSIGNMENT OF REAL ESTATE SALES CONTRACT Page 1 of 3 ANNA ECONOMIC DEVELOPMENT CORPORATION Constance Ann Stump, its President Date: STATE OF TEXAS COUNTY OF COLLIN Before me, the undersigned authority, on this day personally appeared CONSTANCE ANN STUMP, known to me to be one of the persons whose names are subscribed to the foregoing instrument; she acknowledged to me that she is the duly authorized representative of and for the ANNA ECONOMIC DEVELOPMENT CORPORATION, a Texas Type A development corporation, and she executed the said instrument for the purposes and consideration therein expressed and in the capacity therein stated. Given under my hand and seal of office this day of 120 Notary Public in and for the State of Texas My Commission Expires: ASSIGNMENT OF REAL ESTATE SALES CONTRACT Page 2 of 3 DAVID D. FUNDERBURGH REAL ESTATE INVESTMENTS, INC., A TEXAS CORPORATION D/B/A FUNDERBURGH REALTY David D. Funderburgh, its President Date: STATE OF TEXAS COUNTY OF Before me, the undersigned authority, on this day personally appeared David D. Funderburgh, known to me to be one of the persons whose names are subscribed to the foregoing instrument; he acknowledged to me that he is the duly authorized representative of and for DAVID D. FUNDERBURGH REAL ESTATE INVESTMENTS, INC., A TEXAS CORPORATION D/B/A FUNDERBURGH REALTY, a Texas corporation, and he executed the said instrument for the purposes and consideration therein expressed and in the capacity therein stated. Given under my hand and seal of office this day of , 24�4D Notary Public in and for the State of Texas My Commission Expires: ASSIGNMENT OF REAL ESTATE SALES CONTRACT Page 3 of 3 EXHIBIT "G" NOTICE OF ,WAIVER OF CONFIDENTIALITY This Notice of Waiver of Confidentiality (this "Waiver") is hereby issued by the Anna Economic Development Agreement ("AEDC") under the Agreement for Professional Services dated the day of , 20 , (the "Agreement") between AFDC and David D. Funderburgh Real Estate Investments, Inc., a Texas corporation d/b/a Funderburgh Realty ("Funderburgh"). Under Section 2.F. of the Agreement, the AFDC hereby forever waives enforcement of any of the obligations set forth under said section and specifically authorizes Funderburgh to disclose that the AEDC is the party interested in purchasing the following property(ies): [insert property description(s)] The obligations concerning confidentiality as to any other tract or property not identified above shall remain in full force and effect unless and until formally waived by AFDC by issuance of a separate written waiver of confidentiality. ANNA ECONOMIC DEVELOPMENT CORPORATION Constance Ann Stump, its President Date: STATE OF TEXAS COUNTY OF COLLIN Before me, the undersigned authority, on this day personally appeared CONSTANCE ANN STUMP, known to me to be one of the persons whose names are subscribed to the foregoing instrument; she acknowledged to me that she is the duly authorized representative of and for the ANNA ECONOMIC DEVELOPMENT CORPORATION, a Texas Type A development corporation, and she executed the said instrument for the purposes and consideration therein expressed and in the capacity therein stated. Given under my hand and seal of office this day of 520 Notary Public in and for the State of Texas My Commission Expires: NOTICE OF WAIVER OF CONFIDENTIALITY Page 1 of 1