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HomeMy WebLinkAboutCDCpkt2017-02-02AGENDA ANNA COMMUNITY DEVELOPMENT CORPORATION Thursday, February 2, 2017 @ 5:00 PM COMMUNITY Anna City Hall, Council Chambers DEVELOPMENT CORPORATION 111 N. Powell Parkway, Anna, Texas 75409 The Anna Community Development Corporation will conduct a meeting at 5:00 PM on February 2, 2017, at the Anna City Hall Administration Building, 111 N. Powell Parkway, to consider the following items: Call to Order, Roll Call and Estabilishment of Quorum 2. Invocation and Pledge 3. Consider/Discuss/Action regarding Michael Williams' resignation from the board. 4. Consider/Discuss/Action adopting a resolution approving a professional services agreement procuring project management and real estate representation with Funderburgh Real Estate for the Anna Business Park property. 5. CLOSED SESSION (EXECEPTIONS) a. Deliberate regarding the purchase, exchange, lease or value of real property. (Tex. Gov't Code §551.072) b. Consult with legal counsel on matters in which the duty of the attorney to the governmental body under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas clearly conflicts with Chapter 551 of the Government Code (Tex. Gov't Code §551.071); C. Discuss or deliberate Economic Development Negotiations: (1) To discuss or deliberate regarding commercial or financial information that the Board of Directors has received from a business prospect that the Board of Directors seeks to have locate, stay, or expand in or near the territory of the City of Anna and with which the Board is conducting economic development negotiations; or (2) To deliberate the offer of a financial or other incentive to a business prospect described by subdivision (1). (Tex. Gov't Code §551.087); discuss potential sales tax reimbursement agreement; discuss potential use tax agreement. 6. Consider/Discuss/Action regarding minutes from the special meeting of November 22, 2016 and the regular meeting from January 5, 2017. 7. Adjourn. This is to certify that I, Jessica Perkins, Chief Administrative Officer, posted this agenda at a place readily accessible to the public at the Anna City Hall and on the City Hall bulletin board at or before 5:00 p.m. on January 30, 2017. Jessica Perkins, Chief Administrative Officer IMPORTANT LEGAL NOTICE: The Corporation may vote and/or act upon each of the items listed in this agenda. The Corporation reserves the right to retire into closed session concerning any of the items listed on this agenda, whenever it is considered necessary and legally justified under the Open Meetings Act. Disabled persons who want to attend this meeting and who may need assistance should contact the City Secretary at 972-924-3325 two working days prior to the meeting so that appropriate arrangements can be made. ADDITIONAL NOTICE REGARDING MEETING TIME: In the event that the Anna Community Development Corporation meets at the same time and place scheduled for this meeting, then this meeting will be delayed and will begin immediately after the conclusion of the meeting of the Anna Community Development Corporation. COMMUNITY DEVELOPMENT CORPORATION AGENDA ITEM: Item No. 5. CDC Agenda Staff Report Meeting Date: 2/2/2017 Staff Contact: Jessica Perkins Consider/Discuss/Action regarding Michael Williams' resignation from the board. - T� IJiF-AlZ'A STAFF RECOMMENDATION: ATTACHMENTS: Description Upload Date Type Resignation Letter- M. Williams 1/26/2017 Backup Material January 26, 2017 City of Anna Jessica Perkins & EDC/CDC Board Members 111 North Powell Pkwy Anna, TX 75409-0776 Dear Jessica and Fellow Board Members, It is with regret that I inform you of my decision to resign my position on the Community Development Corporation and Economic Development Corporation for the City of Anna, Texas, effective immediately. My other commitments have become too great for me to be able to adequately fulfill the responsibilities of my position on the Boards, and I feel it is best for me to make room for someone with more available time and energy to devote to the Corporations. 1 greatly appreciate the opportunity and experience to serve the Anna community with such a great team over the past 3 % years! Best Regards, Michael D. Williams COMMUNITY DEVELOPMENT CORPORATION AGENDA ITEM: Item No. 6. CDC Agenda Staff Report Meeting Date: 2/2/2017 Staff Contact: Jessica Perkins Consider/Discuss/Action adopting a resolution approving a professional services agreement procuring project management and real estate representation with Funderburgh Real Estate for the Anna Business Park property. SUMMARY: The AEDC and ACDC jointly purchased an 85 acre tract of land generally located at the NE corner of state highway 5 and the Collin County Outer Loop. The intent is to develop the land into a business park. The corporation is in need of continued real estate representation for prospect/tenant negotiations. Staff recommends that you hire Funderburgh Real Estate. David acted as our real estate representative for the land purchase, is familiar with the property and the project goals, and has met staff expectations. Attached is a resolution and professional services agreement outlining the details of the proposed scope of work and compensation. STAFF RECOMMENDATION: Staff recommends you approve. ATTACHMENTS: Description Resolution CDC and Funderburgh Bus. park proposed budget Bus. Park Scope of Services CDC Funderburgh Prof. Serv. Agreement Upload Date Type 1 /26/2017 Resolution 2/1 /2017 Backup Material 2/1 /2017 Backup Material 2/2/2017 Backup Material ANNA COMMUNITY DEVELOPMENT CORPORATION RESOLUTION NO. A RESOLUTION OF THE ANNA COMMUNITY DEVELOPMENT CORPORATION AUTHORIZING PROCUREMENT OF PROFESSIONAL SERVICES FOR PROJECT MANAGEMENT AND REAL ESTATE REPRESENTATION WHEREAS, the Anna Community Development Corporation (the "CDC") desires to authorize their Chief Administrative Officer to procure the professional consulting services of Funderburgh Real Estate Investments, Inc.; and WHEREAS, the CDC has determined that the above -referenced services, further described in Exhibit A, are in the best interests of the CDC and will promote Community development and expanded business enterprise in the City of Anna; 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. Authority to Execute Consulting Services Agreement The Board of Directors of the Anna Community Development Corporation authorize the Chief Administrative Officer to execute, on behalf of the CDC, subject to approval of legal form by the CDC's legal counsel, a contract with Funderburgh Real Estate Investments, Inc., as further described in Exhibit A, for professional consulting services for project management and real estate representation, said authority to include execution of all necessary documents to consummate the business relationship with said consultant. PASSED AND APPROVED by the Anna Community Development Corporation this day of , 2017. APPROVED: ATTEST: John Houcek, CDC President Sherilyn Godfrey, CDC Secretary ANNA CDC RESOLUTION NO. PAGE 1 OF 1 Anna Business Park ANNA, TEXAS PRELIMINARY DEVELOPMENT BUDGET Land Acquisition (Approx. 85.6 gross acres) General Grading/Lot Clearing/Shaping (inc. w/ Street) 1100' Street and Storm Drainage Constn. (inc.15% conting.) Water Line Consm. (inc. 15% conting./excludes Fire Hydrants) Sanitary Sewer Line Constn. (inc. 15% conting.) Off -Site Utility Extensions Entry Monument Feature/Flagpoles Entry Landscaping/Irrigation (Design/Build) Direct Costs Subtotal: Projected Cost $ 2,810,000 $ - $ 749,713 $ 248,000 $ 55,236 $ - $ 30,000 $ 15,000 $ 3,907,949 Previously Funded $ 2,810,000 $ - $ - $ $ - $ $ $ $ 2,810,000 $ $ $ $ $ $ $ $ $ Balance 749,713 248,000 55,236 - 30,000 15,000 1,097,949 Indirect Costs Architectural Layout Design Fees $ 10,000 $ $ 10,000 Entry Monument Feature/Flagpoles Design Fees $ 5,000 $ - $ 5,000 Covenants, Conditions and Restrictions (CC&R's) $ 4,000 $ 4,000 $ - Marketing / Website / Promotional Materials $ 12,000 $ - $ 12,000 Civil Engineering Fees: $ $ - Off -Site Civil Design $ $ - $ - Street and Storm Drainage Design $ 112,457 $ $ 112,457 Water Line Design $ 30,093 $ - $ 30,093 Sanitary Sewer Design $ 11,047 $ - $ 11,047 Boundary, Topographic and Tree Surveys $ 12,000 $ 12,000 $ - Property Sales Commissions (Prospects' Representatives) $ 50,000 $ - $ 50,000 County Driveway Permit/Traffic Impact Analysis $ - $ - $ - Site Feasibility Study $ 36,500 $ 36,500 $ Environmental Study $ 750 $ 750 $ - Geotechnical Analysis & Report $ 3,322 $ 3,322 $ - Test Laboratory $ 25,139 $ - $ 25,139 Title Policy Premium $ - $ $ - Insurance Premiums $ - $ - $ - Legal Fees $ - $ - $ Appraisal (for Lender) Fee $ 800 $ 800 $ - Roll Back Taxes (Not anticipated) $ - $ - $ Bond Costs: Discount Fees $ 42,532 $ 42,532 $ Surety Policy Premium & Fees $ 17,181 $ 17,181 $ - Bond Financing Fees & Paying Agent Fee $ 80,287 $ 80,287 $ - Bond Debt Service Reserve Fund $ 199,000 $ - $ 199,000 Development Project Management 3% $ 140,000 $ $ 140,000 Inspecting Consultant Fee (for Lender) $ 1,500 $ - $ 1,500 Misc. Land Closing Costs $ 404 $ 404 $ - Indirect Costs Subtotal: $ 794,012 $ 197,776 $ 596,236 Subtotal Development Costs: $ 4,701,961 $ 3,007,776 $ 1,694,185 Plus Project Contingency 3.00% $ 141,059 $ $ 141,059 Total Estimated Project Cost. $ 4,843,020 $ 3,007,776 $ 1,835,244 •.I ILK:4-xelm MqI• AEDC Due Diligence Payments Prior to Property Closing $ 103,372 $ 103,372 $ AEDC Contribution $ 725,000 $ 725,000 $ ACDC Contribution $ 375,000 $ 375,000 $ Principal Amount of Bonds $ 1,850,000 $ 1,850,000 $ Reimbursements from Park Users: Kirby -Smith $ 1,012,309 $ $ 1,012,309 Total Funds Available: $ 4,065,681 $ 3,053,372 $ 1,012,309 Surplus/ (Shortfall): ($777,339) $45,596 (822,935) FUNDERBURGH REALTY Commercial Real Estate Services 2/l/2017 January 28, 2017 Jessica Perkins Assistant to City Manager and Economic Development Officer ANNA ECONOMIC DEVELOPMENT CORPORATION I I I North Powell Parkway Anna, Texas 75409 Re: Proposed Anna Business Park Anna, Collin County, Texas PROJECT MANAGEMENT AGREEMENT Dear Jessica: Thank you for the opportunity to continue to assist you with the development of your proposed Anna Business Park property. We are grateful for your confidence in allowing us to pursue this assignment. Essentially, our role will be that as your Project Manager, to facilitate the real estate development process, organize the activities of the various participants, anticipate scheduling matters and guide the park to successful completion. As you have previously experienced, we will bring matters to you and your board to make decisions; then we will implement and execute at your direction. In continuation of the assistance that we have been providing you, we will: • Provide coordination with the various municipal, design, engineering and construction professionals. • Assist you in preparing budget and economic information/projections. • Support the development process and remain proactive in offering value engineering suggestions. • Assist you and your legal counsel with negotiating anticipated property transfers/sales, municipal platting and general real estate related documentation matters. • Participate in the selection of consultants/vendors/contractors along with the evaluation of bids/proposals received. • Monitor construction progress and conduct periodic meetings with the contractor(s) and related parties. • Interface with you and your lender to facilitate an efficient construction draw process. • Assist you in the marketing, negotiation and generating of proposals to attract and secure new businesses for the park (first four [4] prospects). • Periodically meet with and apprise the AEDC board of the project status. January 28, 2017 Proposed Anna Business Park c/o Jessica Perkins The term of our engagement for these various services will be twenty-four (24) months from the date this letter agreement is executed. In consideration of these activities, our professional service fees (the "Fees") to assist you in this process will be $140,000. If the scope of work significantly exceeds the description provided in this agreement and as further detailed in the preliminary budget attached as Exhibit A, additional compensation may be requested. At the time this letter agreement is executed we would like to receive $7,000 of our Fees as a retainer. The remainder of our Fees will be earned and invoiced in (i) January, 2018 ($66,500) with the (ii) final amount in January, 2019 ($66,500). If the AEDC sells, assigns or otherwise transfers the Park, the AEDC will remain liable for any outstanding earned yet unpaid Fees due to us pursuant to this agreement. The right to receive earned but yet unpaid Fees shall inure to the benefit of any successors, assignees or beneficiaries of our firm. If the foregoing is consistent with your understanding of our agreement please execute one copy of this letter returning same to the undersigned and retain a copy for your records. Again, we sincerely appreciate your consideration in allowing us to be of service; it will be our privilege to serve the AEDC and the City of Anna in these matters. Very truly yours, FUNDERBURGH REALTY CORPORATION AGREED AND ACCEPTED: Anna Economic Development Corporation By: It's: Designated Officer Date: AGREEMENT FOR PROFESSIONAL SERVICES This Agreement for Professional Services (this "Agreement") is entered into on the day of , 2017, by and between the Anna Economic Development Corporation, Texas, a Texas Type A development corporation, the Anna Community Development Corporation, Texas, a Texas Type B development corporation, both with its principal office at I I I North Powell Parkway, Anna, Collin County, Texas 75409, hereinafter called "AEDC/ACDC" and "ACDC" 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/ACDC has acquired certain real property in the City of Anna, Collin County, Texas, for development of a business park. 2. AEDC/ACDC, to carry out its intentions, desires to engage Funderburgh to conduct project management and real estate negotiations on behalf of the AEDC/ACDC/ACDC in an effort to fill the business park with tenants that align with the zoning restrictions. 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. Services to Be Performed by Funderburgh A. Extent of services. The AEDC/ACDC engages Funderburgh to perform the services described, subject to all terms and conditions of this Agreement and further described in the attached Project Management Agreement Exhibit A, and Funderburgh agrees to perform them. These services will be limited to the parcel(s) 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/ACDC concerning any matters pertaining to the likelihood of a potential real estate transactions that the AEDC/ACDC wishes to make. In connection with this, Funderburgh shall undertake, on the basis of criteria supplied to it by the AEDC/ACDC, to use due diligence and seek tenants to located in the business park, which meet zoning and CCR criteria. Funderburgh agrees to negotiate on the AEDC/ACDC's behalf the transactions of any real property meeting these requirements. B. 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, firm, corporation, or other entity affiliated with any of them, it being the intention of the AEDC/ACDC and Funderburgh to maintain the best possible bargaining position for the AEDC/ACDC and it being agreed that nondisclosure of the AEDC/ACDC'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 AGREEMENT FOR PROFESSIONAL SERVICES Page I of 9 by the AEDC/ACDC—will best preserve said bargaining position. For those parcels that the AEDC/ACDC desires to be handled confidentially, the AEDC/ACDC 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/ACDC 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 AEDC/ACDC would be the ultimate purchaser of such parcel by assignment of the purchase agreement as set forth in this Agreement. The AEDC/ACDC's decision for each parcel regarding confidentiality will be provided to Funderburgh by a waiver/non-waiver declaration. Section 3. Funderburgh's Compensation Contemporaneous with the execution of this agreement, the AEDC/ACDC/ACDC will provide Funderburgh with a retainer of $14,000 in consideration of the project management and administrative processing that will be needed to assist with development of the business park. The remainder of the compensation will be billed in January of 2018 and January of 2019. The total compensation will not exceed $140,000.00. 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/ACDC 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 AEDC/ACDC will have the right, 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 AEDC/ACDC 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 AEDC/ACDC may have by reason of such breach and the AEDC/ACDC 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 act as project manager of the business park property for a period of 2 years beginning upon execution of this agreement. Section 6. Representations and Covenants of Funderburgh To induce the AEDC/ACDC to enter into this Agreement, Funderburgh represents to and covenants with the AEDC/ACDC 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 AGREEMENT FOR PROFESSIONAL SERVICES Page 2 of 9 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/ACDC. C. Interest of Funderburgh in parcels. With respect to each parcel that may potentially be acquired by the AEDC/ACDC 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 employees in parcels. 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 Funderburgh represents and agrees in Paragraph 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 AEDC/ACDC 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 AEDC/ACDC in writing of all relevant facts and circumstances pertaining to such conflict so that the AEDC/ACDC 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 AEDC/ACDC to Funderburgh. Section 7. Miscellaneous A. This Agreement is intended solely for the benefit of the AEDC/ACDC 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. AGREEMENT FOR PROFESSIONAL SERVICES Page 3 of 9 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/ACDC and Funderburgh of their respective obligations under this Agreement constitute governmental functions. E. No party 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 performance, mandamus and injunctive relief. Neither party shall have the right to 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 required if the provision of such notice or cure period would in any way result in the AEDC/ACDC's breach of a purchase agreement or jeopardize the AEDC/ACDC'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. AGREEMENT FOR PROFESSIONAL SERVICES Page 4 of 9 To AEDC/ACDC: AEDC/ACDC Attn: Jessica Perkins I I I N. Powell Parkway Anna, Texas 75409 jperkins@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 206, Dallas, TX 75243 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@gmail.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 entered 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 AGREEMENT FOR PROFESSIONAL SERVICES Page 5 of 9 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. 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 AEDC/ACDC 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 6 of 9 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 , 2017. Notary Public in and for the State of Texas My Commission Expires: AGREEMENT FOR PROFESSIONAL SERVICES Page 7 of 9 ANNA COMMUNITY DEVELOPMENT CORPORATION John Houcek, its President Date: STATE OF TEXAS COUNTY OF COLLIN Before me, the undersigned authority, on this day personally appeared JOHN HOUCEK, 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 COMMUNITY DEVELOPMENT CORPORATION, a Texas Type B 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 , 2017. Notary Public in and for the State of Texas My Commission Expires: AGREEMENT FOR PROFESSIONAL SERVICES Page 8 of 9 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 12017. Notary Public in and for the State of Texas My Commission Expires: AGREEMENT FOR PROFESSIONAL SERVICES Page 9 of 9 COMMUNITY DEVELOPMENT CORPORATION AGENDA ITEM: Item No. 7. CDC Agenda Staff Report Meeting Date: 2/2/2017 Staff Contact: Jessica Perkins a. Deliberate regarding the purchase, exchange, lease or value of real property. (Tex. Gov't Code §551.072) b. Consult with legal counsel on matters in which the duty of the attorney to the governmental body under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas clearly conflicts with Chapter 551 of the Government Code (Tex. Gov't Code §551.071); C. Discuss or deliberate Economic Development Negotiations: (1) To discuss or deliberate regarding commercial or financial information that the Board of Directors has received from a business prospect that the Board of Directors seeks to have locate, stay, or expand in or near the territory of the City of Anna and with which the Board is conducting economic development negotiations; or (2) To deliberate the offer of a financial or other incentive to a business prospect described by subdivision (1). (Tex. Gov't Code §551.087); discuss potential sales tax reimbursement agreement; discuss potential use tax agreement. SUMMARY: STAFF RECOMMENDATION: COMMUNITY DEVELOPMENT CORPORATION AGENDA ITEM: Item No. 8. CDC Agenda Staff Report Meeting Date: 2/2/2017 Staff Contact: Jessica Perkins Consider/Discuss/Action regarding minutes from the special meeting of November 22, 2016 and the regular meeting from January 5, 2017. SUMMARY: STAFF RECOMMENDATION: ATTACHMENTS: Description 11-22-2016 Special CDC 1-5-2017 CDC Minutes Upload Date Type 1 /31 /2017 Backup Material 2/2/2017 Backup Material COMMUNITY DEVELOPMENT CORPORATION SPECIAL MEETING MINUTES ANNA COMMUNITY DEVELOPMENT CORPORATION November 22, 2016 at 7:00 p.m.' ANNA CITY HALL ADMINISTRATION BUILDING, 111 N. POWELL PKWY., ANNA, TEXAS The Anna Community Development Corporation ("CDC') of the City of Anna met at 7:00 p.m.', on Tuesday, November 22, 2016, at the Anna City Hall Administration Building, 111 North Powell Parkway (Hwy. 5), Anna, Texas. 1. Call to Order John Houcek, President, called the meeting to order at 7:23 p.m., and after roll call and the establishment of a quorum, the following items were presented to the Directors for their consideration. 2. Roll Call and Establishment of Quorum. Directors in attendance: Alonzo Tutson, Doug Herman, John Houcek, Brent Thomas, Michael Williams, and Nate Pike were present. Directors in Abstention: Connie Stump was absent. A quorum was declared present and the floor was open for business. Others in attendance: Clark McCoy, legal counsel for CDC; Jessica Perkins, Chief Administrative Officer. Guests: Rudy Segura, Bond Counsel 3. Invocation and Pledge. John Houcek gave the invocation and led the group in the Pledge of Allegiance 4. Consider/Discuss/Action approving a resolution of the Anna Community Development Corporation authorizing the issuance and sale of Sales Tax Revenue Bonds by the Corporation; Affirming a Sales Tax Remittance Agreement; and enacting other provisions relating to the subject. 1 ADDITIONAL NOTICE REGARDING MEETING TIME: In the event that the Anna Economic Development Corporation meets at the same time and place scheduled for this meeting, then this meeting will be delayed and will begin immediately after the conclusion of the meeting of the Anna Economic Development Corporation. IMPORANT LEGAL NOTICE: The Corporation may vote and/or act upon each of the items listed in this agenda. The Corporation reserves the right to retire into executive session concerning any of the items listed on this agenda, whenever it is considered necessary and legally justified under the Open Meetings Act. Disabled person who want to attend the meeting and may need assistance should contact the City Secretary at 972-924-3325 two working days prior to the meeting so that appropriate arrangements can be made. 11-22-2017 Special CDC Meeting — Page 1 The Anna Community Development Corporation (CDC) has negotiated the purchase of an 85-acre tract of land generally located at the northeast corner of SH and the Collin County Outer Loop. The Corporation intends to develop and market the land as a Business Park to increase employment in Anna and diversify the tax base. After reviewing financing options, the CDC and Anna Economic Development Corporation (EDC) decided to jointly purchase the property. Both corporations will use cash toward a down payment and the CDC will finance the remainder of the purchase price with a bond. The attached resolution authorizes the CDC to issue sales tax revenue bonds for the purchase of the property. The aggregate principal amount of the Bonds will not exceed $3,100,000. 5. Adjourn. Nate Pike made a motion to adjourn the meeting. Brent Thomas seconded the motion and the meeting adjourned at 7:52 p.m. APPROVED: John Houcek President of CDC ATTESTED: Sherilyn Godfrey Secretary of CDC IMPORANT LEGAL NOTICE: The Corporation may vote and/or act upon each of the items listed in this agenda. The Corporation reserves the right to retire into executive session concerning any of the items listed on this agenda, whenever it is considered necessary and legally justified under the Open Meetings Act. Disabled person who want to attend the meeting and may need assistance should contact the City Secretary at 972-924-3325 two working days prior to the meeting so that appropriate arrangements can be made. 11-22-2017 Special CDC Meeting — Page 2 MINUTES OF REGULAR MEETING OF THE ANNA COMMUNITY DEVELOPMENT CORPORATION D VOMMUNITT Thursday, January 5, 2017 CORPORATION The Anna Community Development Corporation ("CDC') of the City of Anna met at 5:00 p.m.', on Thursday, January 5 2017, at the Anna City Hall Administration Building, 111 North Powell Parkway (Hwy. 5), Anna, Texas. Call to Order, Roll Call and Establishment of Quorum. Alonzo Tutson, Vice -President, called the meeting to order at 6:20 p.m. After roll call and the declaration that a quorum was present, the floor was open for business. Directors in attendance: Alonzo Tutson, Brent Thomas, Connie Stump, and Nate Pike were present. Directors in Abstention: John Houcek (ill), Doug Hermann and Michael Williams were absent. Staff in attendance: Clark McCoy, legal counsel for the CDC and EDC boards; Jessica Perkins, Chief Administrative Officer; and Sherilyn Godfrey, secretary. Speakers: Kevin Hall, President of Greater Anna Chamber of Commerce; and Phyllis Jarrell, owner of Centric Planning, LLC, were present. 2. Invocation and Pledge. N/A. 3. Consider/Discuss/Action approving a resolution for a sponsorship agreement with the Greater Anna Chamber of Commerce. Because of the general election held in November reallocated 1/4% more of the sales tax revenue to the City and not knowing when the comptroller will make the change in the allocation, all monies for funding the Greater Anna Chamber of Commerce was delayed. On May 1st, GACC will be sponsoring their annual golf tournament and the 4th of July celebration will be held at the Football Stadium with the CDC sponsoring the event in a 'NOTICE REGARDING MEETING TIME: In the event that the Anna Economic Development Corporation meets at the same time and place scheduled for this meeting, then this meeting will be delayed and will begin immediately after the conclusion of the meeting of the Anna Community Development Corporation. IMPORANT LEGAL NOTICE: The Corporation may vote and/or act upon each of the items listed in this agenda. The Corporation reserves the right to retire into executive session concerning any of the items listed on this agenda, whenever it is considered necessary and legally justified under the Open Meetings Act. Disabled person who want to attend the meeting and may need assistance should contact the City Secretary at 972-924-3325 two working days prior to the meeting so that appropriate arrangements can be made. 01-05-2017 Reg CDC Meeting — Page 1 monetary amount not to exceed $7,500.00. Nate Pike made a motion to adopt the resolution and to authorize the Chief Administrative Officer to sign an Agreement with GACC; and to charge CDC's line item in an amount not to exceed $3000.00 for the golf tournament and $7500 for July 4t".. Connie Stump seconded the motion. Motion passed. 4. CLOSED SESSION (EXECEPTIONS): a. Discuss or deliberate the purchase, exchange, lease, or value of real property (Tex. Gov't Code §551.072). b. Consult with legal counsel on matters in which the duty of the attorney to the government body under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas clearly conflicts with Chapter 551 of the government Code (Tex. Gov't Code §551.071). C. Discuss or deliberate Economic Development Negotiations: (1) To discuss or deliberate regarding commercial or financial information that the Board of Directors has received from a business prospect that the Board of Directors seeks to have locate, stay, or expand in or near the territory of the City of Anna and with which the Board is conducting economic development negotiations; or (2) To deliberate the offer of a financial or other incentive to a business prospect described by subdivision (1) (Tex. Gov't Code §551.087); Simply Floor It. Not Necessary. 5. Consider/Discuss/Action approving a resolution authorizing an Economic Development Performance Agreement with Kirby - Smith Machinery, Inc. and KSMI Properties, LLC. Kirby -Smith Machinery, Inc. and KSMI Properties LLC (hereinafter, collectively, referred to as "KSMI") is to become the first business located within the business park. In exchange for a capital business incentive grant, KSMI will collectively invest $8M in a new facility, machinery and equipment; create ten (10) new jobs within thirty-six (36) months; construct a local commercial street within the business park; extend the sanitation line; and reimburse the CDC for their portion of the water Iine.The City will approximately gain $200,000 in local sales tax revenue. Brent Thomas made a motion to adopt the resolution authorizing CDC to enter into a business incentive grant with KSMI in accordance with a Capital Performance Agreement, attached hereto as Exhibit 'A" and incorporated herein for all purposes; and to authorize the CDC President to execute same on behalf of CDC, subject to the approval as to form 'NOTICE REGARDING MEETING TIME: In the event that the Anna Economic Development Corporation meets at the same time and place scheduled for this meeting, then this meeting will be delayed and will begin immediately after the conclusion of the meeting of the Anna Community Development Corporation. IMPORANT LEGAL NOTICE: The Corporation may vote and/or act upon each of the items listed in this agenda. The Corporation reserves the right to retire into executive session concerning any of the items listed on this agenda, whenever it is considered necessary and legally justified under the Open Meetings Act. Disabled person who want to attend the meeting and may need assistance should contact the City Secretary at 972-924-3325 two working days prior to the meeting so that appropriate arrangements can be made. 07-07-2016 Reg CDC Meeting — Page - 2 by legal counsel for CDC, final content by the Chief Administrative Officer and approval by City Counsel. Connie Stump seconded the motion. Motion carried. 6. Consider/Discuss/Action adopting the minutes from November 3, 2016 Nate Pike made a motion to adopt the minutes as written. Brent Thomas seconded the motion. Motion passed. 9. Adjourn. Brent Thomas made a motion to adjourn the meeting. Nate Pike seconded the motion and the meeting adjourned at 7:08 p.m. APPROVED: John Houcek President of CDC ATTESTED: Sherilyn Godfrey Secretary of CDC 'NOTICE REGARDING MEETING TIME: In the event that the Anna Economic Development Corporation meets at the same time and place scheduled for this meeting, then this meeting will be delayed and will begin immediately after the conclusion of the meeting of the Anna Community Development Corporation. IMPORANT LEGAL NOTICE: The Corporation may vote and/or act upon each of the items listed in this agenda. The Corporation reserves the right to retire into executive session concerning any of the items listed on this agenda, whenever it is considered necessary and legally justified under the Open Meetings Act. Disabled person who want to attend the meeting and may need assistance should contact the City Secretary at 972-924-3325 two working days prior to the meeting so that appropriate arrangements can be made. 07-07-2016 Reg CDC Meeting — Page - 3