HomeMy WebLinkAboutRes 2014-04-02 Professional Services Agreement wCenturion American.pdfCITY OF ANNA, TEXAS
RESOLUTION NO. 2014-04-02
A RESOLUTION APPROVING A PROFESSIONAL SERVICES AGREEMENT WITH
CENTURION ACQUISITIONS LP, AND AUTHORIZING THE CITY MANAGER TO
EXECUTE SAME.
WHEREAS, Centurion ACQUISITIONS LP (the "Developer") desires that the City of the
Anna, Texas (the "City") enter into negotiations for an agreement related to the development of
the Villages of Hurricane Creek (the "Property") to consider the creation of one or more public
improvement districts ("PID") and tax increment reinvestment zones ("TIRZ") to help finance
certain public improvements and amenities necessary and/or desirable for the development the
area as a master planned mixed-use development; and
WHEREAS, the City and the Developer recognize and agree that the City will incur fees and
associated expenses and costs for professional services for work to negotiate, develop, draft, and
consider various concepts and documents in connection with its consideration of the
development agreement, PID, TIRZ, related financing/reimbursement options, and development
standards for development of the Property, and related matters; and
WHEREAS, the Developer has agreed to reimburse the City any fees and associated expenses
and costs for professional services that are incurred by the City to negotiate, develop, draft, and
consider various concepts and documents in connection with its consideration of the
development agreement;
NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
ANNA, TEXAS THAT:
Section 1. Recitals Incorporated
The recitals set forth above are incorporated herein for all purposes as if set forth in full.
Section 2. The City Council of the City of Anna, Texas hereby approves the Professional
Services Agreement attached hereto as Exhibit 1, and authorizes the City Manager to execute
same.
PASSED by the City Council of the City of Anna, Texas, on this 8`h day of April, 2014.
ATTEST:
2L6�:�-
Nat a Wilkison, City Secretary
RES. 2014-04-02 Professional Services Agreement
PROFESSIONAL SERVICES AGREEMENT
This Professional Services Agreement (this "Agreement"), dated the 4th day of March,
2014 (the "Effective Date"), is entered into by, between, among and for the benefit of the CITY
OF ANNA, TEXAS, a home rule municipality organized under the laws of the State of Texas (the
"City"), and —Centurion Acquisitions, LP, a Texas limited partnership organized under the
laws of the State of Texas (the "Developer").
WHEREAS, the Developer desires that the City enter into negotiations for an agreement
related to new development of an area located within the City's corporate limits and for the
City to consider the creation of one or more public improvement districts ("PID") and tax
increment reinvestment zones ("TIRZ") to help finance certain public improvements and
amenities necessary and/or desirable for the development the area as a master planned mixed-
use development, said area being described in more detail in the attached Exhibit A (the
"Property"); and _
WHEREAS, the City and the Developer recognize and agree that the City will incur fees
and associated expenses and costs for professional services for work to negotiate, develop,
draft, and consider various concepts and documents in connection with its consideration of the
development agreement, PID, TIRZ, related financing/reimbursement options, and
development standards for development of the Property, and related matters; and
WHEREAS, the City's engagement of professionals to perform the Professional Services
and its participation in the undertakings described above are voluntary and of value to
Developer;
NOW THEREFORE, in consideration of the mutual promises set forth in this Agreement,
the City and the Developer agree as follows:
1. Recitals. The representations, covenants, and recitations set forth in the foregoing
recitals and in this Agreement are material to this Agreement and are hereby
incorporated into and made a part of this Agreement as though they were fully set
forth in this paragraph.
2. Developer_P_ay_ment. On or before April 15, 2014, Developer will deliver to the City
the of sum of $45,000 (the "Developer Payment") to pay for Professional Services
incurred by the City. From the Developer Payment, an amount equal to $25,000,
which represents an up front cash payment that the City will pay to its financial
advisor, shall be nonrefundable and is not contingent upon any outcome of the
negotiations between the City and the Developer. Fees for all professional services
to be covered by the Developer Payment other than the services to be provided by
the City's financial advisor shall be evidenced by periodic invoices that describe the
work performed by date and time entries (copies of which invoices shall be provided
to Developer at least 10 days before they are paid). The funds to cover said
Page 1 of 4
professional services shall be deposited in a segregated account and not be
commingled with any other City funds. If the cost of Professional Services exceed
the Developer Payment, the Developer may elect to: (i) make an additional payment
of $20,000 to be deposited by the City and utilized in the same manner described
above, or (ii) negotiate in good faith to amend this Agreement to provide for a
reasonable amount of additional payment by Developer. The payments made by the
Developer under this Agreement are not contingent upon any outcome of the
negotiations between the City and the Developer.
3. Termination. This Agreement may be terminated by either party with or without
cause upon delivering to the other party written notice of termination. Unless earlier
terminated by Developer or the City, this Agreement shall automatically terminate
when the parties have duly executed a new development agreement and the City
has created the PID and/or TIRZ referenced above. Upon termination of this
Agreement for any reason, any balance of the Developer Payment and any balance
of any additional payment made by Developer under this Agreement that exceed
the City's fees, costs and expenses incurred as of termination shall be returned to
Developer.
4. Entire Agreement. This Agreement constitutes the entire agreement between the
Parties regarding Professional Services.
5. Notices. Any notice required or permitted by this Agreement shall be in writing and
shall be deemed given upon delivery by a nationally recognized private service (e.g.,
FedEx or UPS) to the following respective addresses of the parties:
To the City: Attn: City Manager
City of Anna
111 N. Powell Parkway
Anna, Texas 75409
With a copy to: Clark McCoy
City Attorney
Wolfe, Tidwell & McCoy, LLP
2591 Dallas Parkway, Suite 205
Frisco, Texas 75034
To the Developer: Attn: Kirk Wilson
Centurion Acquisitions, LP
1221 North 135E
Carrollton, Texas 75006
twilson464@me.com
Page 2 of 4
Centurion Acquisitions, LPIl h11
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Name: Mehrdad Moayedi
Its: mg*adw '
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STATE OF TEXAS
COUNTY OF DALLAS §
This instrument was acknowledged before me on the 0 day of n,
2014,
By Mehrdad Moayedi, in his capacity a k.° tof � c, i
a a' " ,
a, L
hv--
Not -r
a y Public in and for the State of Texas
CYNTHIA COLLETT
My Commission Expires
February 20, 2017
Page 4 of 4
AtillAyiO
.09
EXECUTED BY THE PARTIES TO BE EFFECTIVE ON THE EFFECTIVE DATE:
CITY OF ANNA
By
Name: Philip Sanders
Title: City Manager
Date:
STATE OF TEXAS §
COUNTY OF COLLIN §
This instrument was acknowledged before me on the day of
. 2014 by Philip Sanders, City Manager of the City of Anna,
Texas on behalf of said City.
(SEAL)
Notary Public, State of Texas
Name printed or typed
Commission Expires:
Page 3 of 4
Centurion Acquisitions, LP
Disbursement Request:
City of Anna: $ 45,000
Legal And Professional Fees for Hurricane Creek Entitlement
APPROVED:
Kirk Wilson
April 2 2014