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HomeMy WebLinkAboutRes 2023-02-1366 Hotel Incentive Agreement With North Texas Hoco LLCRESOLUTION NO. 2- 0 2 3 -- ac2, - 1 3loCr A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ANNA, TEXAS APPROVING A HOTEL INCENTIVE AGREEMENT WITH NORTH TEXAS HOCO, LLC WHEREAS, North Texas HOCO, LLC ("Owner") is the current owner of a certain tract of real property in the City of Anna located on U.S. Highway 75 near the Anna Surgery Center that is suitable for a hotel development (the "Property"); and WHEREAS, Owner and the City desire that a Wyndham Garden hotel with a minimum of 85 hotel rooms and a capital investment of at least $15 million be constructed on the Property and the City of Anna City Council (the "City Council") finds that this will be achieved under the provisions of the Hotel Development Agreement attached hereto as Exhibit 1 (the "Agreement"); and WHEREAS, under Texas Tax Code Chapter 351, the City may delegate authority to manage a program involving the expenditure of Hotel Occupancy Taxes and the City and Owner desire that the City provide for such delegation to Owner on a limited and temporary basis as set forth in the Agreement; and WHEREAS, the City and Owner have negotiated terms related to the development of the Wyndham Garden; and WHEREAS, as an incentive for said development the City is willing to forego collection of certain impact fees that Owner would otherwise be required to pay to the City under Anna Code Article 9.08; WHEREAS, under Anna Code Section 9.08.010, the City finds that the Hotel will promote economic development; and WHEREAS, the Agreement is a program under Texas Local Government Chapter 380; NOW, THEREFORE BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ANNA, TEXAS: SECTION 1. Findings. The findings set forth above are incorporated herein for all purposes as if set forth in full. SECTION 2. Approval of Proiect and Agreement. The City Council of the City of Anna, Texas hereby approves the Agreement, incorporated herein for all purposes, and authorizes the Mayor to execute the same on its behalf, subject to approval as to form by legal counsel for the City, said Agreement to be effective upon its passage and as set forth in said Agreement. SECTION 3. Administration. The City hereby authorizes the City Manager or his designee to administer the Agreement. Page 1 PASSED, APPROVED AND ADOPTED by the City Council he Ci of Anna, Texas, on this the 141h day of February 2023. Nate Pike, Mayor ATTEST: Came L. Land, City Secretary Page 2 HOTEL DEVELOPMENT AGREEMENT This Hotel Development Agreement (this "Agreement") is entered into as of the Effective Date between the City of Anna, a Texas home -rule municipality and North Texas HOCO, LLC, a Texas limited liability company. WHEREAS, North Texas HOCO, LLC ("Owner") is the current owner of a tract of real property described in Exhibit "A" attached hereto (the "Property"); and WHEREAS, the City of Anna, Texas, (the "City") and Owner (City and Owner sometimes collectively referenced as "Parties," or Individually as "Party") desire to enter into this Agreement concerning the development, construction and operation of a hotel to be located on U.S. Highway 75 near the Anna Surgery Center on the Property, which is within the City's corporate limits; and WHEREAS, under Texas Tax Code Chapter 351, the City may delegate authority to manage a program or part of a program involving the expenditure of Hotel Occupancy Taxes and the City and Owner desire that the City provide for such delegation to Owner on a limited and temporary basis as set forth in this Agreement; and WHEREAS, the City and Owner have negotiated terms related to the development of the Hotel, as hereinafter defined; and WHEREAS, as an incentive for said development the City is willing to forego collection of certain impact fees that Owner would otherwise be required to pay to the City under Anna Code Article 9.08; WHEREAS, under Anna Code Section 9.08.010, the City finds that the Hotel will promote economic development; and WHEREAS, this Agreement is a program under Texas Local Government Chapter 380; NOW, THEREFORE, for and in consideration of the mutual promises hereinafter expressed, and other good and valuable consideration, the sufficiency of which is hereby acknowledged by the Parties, the Parties agree as follows: Section 1 Definitions. The following words shall have the following meanings when used in this Agreement. (a) Anna Code means The Anna City Code of Ordinances. (b) City means the City of Anna, Texas. (c) City Council means the governing body of the City of Anna, Texas. (d) City Manager means the City Manager, Interim City Manager, or Acting City Manager of the City of Anna, Texas or his or her written designee. HOTEL DEVELOPMENT AGREEMENT Page 1 (e) Effective Date means the date upon which both Parties have fully and duly executed this Agreement. (f) Hotel means a Wyndham Garden hotel containing a minimum of 85 hotel rooms located on the Property. (g) Hotel Occupancy Tax means the amounts collected as a result of the tax imposed by the City under Chapter 351 of the Texas Tax Code, as amended, on a person who, under a lease, concession, permit, right of access, license, contract or agreement pays for the use or possession of a room in the Hotel during the calendar month immediately preceding each monthly tax payment due date, as required under Anna Code Sec. 2.03.065, as amended. The term "Hotel Occupancy Tax" does not include taxes collected under Chapter 351 of the Texas Tax Code by establishments other than the Hotel. (h) Owner means North Texas HOCO, LLC, a Texas limited liability company, and its successors and assigns and also includes any other owner of the Hotel or Property. (i) Delegated Amounts means the lessor of $375,000 or 70 Percent (70%) of the Hotel Occupancy Tax actually collected that Owner is authorized to deduct from remittance to the City during the Delegation Period and to expend in accordance with this Agreement. (j) Delegation Period means a time period of 36 months starting on the first day of. (a) the first month during which Owner collects Hotel Occupancy Tax if any of said tax is collected on or before the 151h day of said first month; or (b) the month following the first month in which Owner first collects any Hotel Occupancy Tax if none of said tax is collected on or before the 151h day of said first month. (k) PropelU means the land described in Exhibit "A" attached hereto and incorporated herein for all purposes, together will all improvements thereon. Section 2 Title to Property Established. Owner represents and warrants that it is the record owner in fee simple of the Property. Section 3 Obligations of Owner. (a) Hotel. Owner shall develop, construct, and operate the Hotel located on the Property pursuant to and in accordance with the standards of a Wyndham Garden franchise. Owner's development shall comply in all respects to applicable City ordinances and regulations and all applicable development approvals, permits and conditions granted, provided for, or required thereunder. From and after the Effective Date of this Agreement, and in accordance with the schedule set forth below in subsection (b), Owner shall make such improvements, including but not limited to at least an amount of $15 million for the real property, consisting of both the Property and improvements to be constructed thereon, and for personal property and all other costs or expenditures for the design, development, construction, equipping, furnishing, stocking, franchising and other necessary actions related to HOTEL DEVELOPMENT AGREEMENT Page 2 the Hotel to cause the Hotel to be a "turn -key" completed hotel project ready for operation by the Owner and occupancy by guests. Owner shall maintain and provide to the City Manager proof of said expenditures actually having been made by Owner. The deadline for the Owner to provide said proof to the City Manager shall be the date before the date that the Hotel commences operations. Owner agrees that from and after the commencement of Hotel operations to continuously use and operate the Hotel and the Hotel shall not be used for any purpose other than as a hotel and related amenities, open to the public and serving visitors, the adjacent business community, and the citizens of the City. (b) Construction and Commencement Schedule. Owner must successfully apply for a building permit and commence construction on the Property by October 31, 2023. Completion of construction of the Hotel and related Property improvements and issuance of a Certificate of Occupancy must occur by January 31, 2025. The City Manager, at his or her discretion, may agree in writing to extend any of these time periods, but the sum total of all extensions granted by the City Manager may not exceed six months. Failure to adhere to this schedule and any extensions granted by the City Manager shall allow the City at its option to terminate this Agreement upon written notice to Owner, in which case the Owner: (1) shall be obligated to pay all impact fees that would be due to the City in the absence of this Agreement; and (2) shall not be entitled to receive the Delegated Amounts. (c) Hotel Collection of Taxes and Reporting. Throughout the operation of the Hotel, and without fail, Owner shall collect or cause to be collected the Hotel Occupancy Tax in the full amount imposed by the City. Once each month, starting with the first full month during which Owner begins collecting the Hotel Occupancy Tax, Owner shall submit to the City a Hotel Occupancy Tax Return for the previous month in a form prescribed by the City from time to time. Owner shall strictly comply with and is subject to the following procedures and conditions: i. Along with the Hotel Occupancy Tax Return, Owner shall include therewith its monthly remittance to the City of the full amount of the Hotel Occupancy Tax, except that Owner may deduct and retain from the remittance the Delegated Amounts. ii. The monthly Hotel Occupancy Tax Return and remittance for the previous month's collection shall be delivered to the City no later than the tenth day of the ensuing month, after which the remittance shall be past due. For each day that any part of the required remittance to the City is unpaid and past due, the past due amount shall be subject to interest and penalties in accordance with Article 2.03, Division 3 of the Anna Code, and said interest and penalties shall be cumulative of any other remedies of the City to recover past due or unpaid remittance. iii. Once each quarter Owner shall submit to the City a full and complete copy of the Hotel's tax report and related information submitted to the State Comptroller or successor agency, for Hotel Occupancy Tax. Owner shall HOTEL DEVELOPMENT AGREEMENT Page 3 provide said copy of the quarterly submittal to the City at the same time that it submits the report to the State Comptroller or successor agency. Along with said quarterly submittal to the City, Owner shall submit to the City documentation clearly listing and describing all expenditures of any Delegated Amounts. Owner shall further provide a full and complete copy of any supplemental or amending reports or submittals that it provides to the State Comptroller or successor agency and shall provide the City with same at the time that it provides any such submittal to the State Comptroller or successor agency. iv. Upon expiration of the Delegation Period, Owner shall no longer be authorized to deduct from remittance to the City any amounts of Hotel Occupancy Tax. (d) Documentation. At all times during the Delegation Period and for any period of time that Owner retains the Delegated Amounts after the Delegation Period, Owner shall keep and maintain complete and accurate records of. (1) the consideration and Hotel Occupancy Tax paid by the occupant of each sleeping room in the Hotel. Such records shall include, but not be limited to, at a minimum, guest folios, tax exemption certificates, and any original documents such as posting ledgers and rate and stay adjustment reports; and (2) financial records of each expenditure of the Delegated Amounts. The records may be retained in any retrievable format, including but not limited to micro form; shall be maintained for the entirety of the Delegation Period; and shall be available for inspection upon request by any employee, agent, officer or representative of the City at any reasonable time. (e) Annual Budget. In advance of Owner expending any of the Delegated Amounts, and as relates to expected collection and expenditure of said Delegated Amounts, Owner shall submit a written annual budget to the City Council for the City Council's consideration and approval, which approval will not be unreasonably withheld or delayed. Owner shall not expend any of the Delegated Amounts until it receives the City Council's approval of the proposed annual budget in writing. The requirement to obtain advance approval in writing of a written annual budget shall be in force and effect at all times during the Delegation Period and until all Delegated Amounts have been expended. Owner may petition the City Council for its approval of an amended annual budget no more frequently than quarterly, unless more frequently permitted in any given instance by the City Manager. Any such amendment and approval thereof must be in writing. The approval by the City Council of the annual budget of Owner and/or any amendment to same creates a fiduciary duty in Owner with respect to the correct handling and expending of the Delegated Amounts in accordance with said budget. In any of the foregoing instances, in the event that the City Council fails or refuses within sixty (60) days after delivery of any submissions by Owner (i) to consider the submissions or (ii) once considered, to approve or disapprove and deliver written objections to the submissions, then, the submissions will be deemed approved. HOTEL DEVELOPMENT AGREEMENT Page 4 (f) Collections and Expenditure of Delegated Amounts. Owner hereby unconditionally guarantees the correctness and legality of its collection, deduction and retainment, and remittance of Hotel Occupancy Tax and further unconditionally guarantees the correctness and legality of its use and expenditures of the Delegated Amounts. Owner agrees that the Delegated Amounts shall be expended in a manner directly enhancing and promoting tourism and the convention and hotel industry and only as permitted under Texas Tax Code § 351.101(a), as amended and applicable, and in accordance with the annual budget approved in writing by the City. (g) Administrative Costs. The Delegated Amounts spent for a purpose authorized by this section may further be spent for day-to-day operations, supplies, salaries, office rental, travel expenses, and other administrative costs; provided, however, that said administrative costs must be incurred directly in the promotion and servicing expenditures authorized under Texas Tax Code § 351.101(a), as amended and applicable. If Owner conducts an activity authorized under this section and conducts other activities that are not authorized under this section, the portion of the administrative costs of Owner for which the Delegated Amount may be used may not exceed the portion of those administrative costs actually incurred in conducting the authorized activities. (h) Subgrants. Nothing in this section shall prohibit Owner from making subgrants of all or part of the Delegated Amounts by contract to any other person, entity, or private organization for expenditures under Texas Tax Code § 351.101(a)(4); provided, however, that any subgrantee shall: (i) first be approved of in advance and in writing by the City Council, with the City Council having discretion to place any reasonable conditions, restrictions or limitations on the subgrant; (ii) at least semi-annually make periodic reports to the City Council of its expenditures from the Delegated Amounts; (iii) make records of all expenditures from the Delegated Amounts available for review to the City Manager upon request; and (iv) enter into a written agreement with Owner that: (1) requires the subgrantee to adhere to items (ii) and (iii) above and all of the City's conditions restrictions, or limitations; (2) requires that the subgrantee expend the Delegated Amounts strictly in accordance with Section 3(f) of this Agreement; and (3) provides that at any time there is an Event of Default (as described below) by Owner or subgrantee the City in its sole discretion and at any time may cancel the subgrant and require the subgrantee to remit to the City all unexpended Delegated Amounts held by subgrantee (but not any part held by Owner) and to further reimburse the City for any Delegated Amounts improperly expended by subgrantee (but not any of such improperly expended Delegated Amounts expended by Owner). HOTEL DEVELOPMENT AGREEMENT Page 5 (i} Separate Account and Return of Unexpended Amounts. Until expended, Owner must maintain all Delegated Amounts in a separate account established for that purpose and may not commingle the Delegated Amounts with any other money. (j) Sale of Hotel or Property. In the event of any sale or other disposition of all or any part of the Property, or any interest therein, Owners shall promptly notify the City of such sale or disposition and provide the City with a copy of the deed or other instrument pursuant to which the sale or other disposition is made along with any associated assignment(s). (k) Indemnity and Hold Harmless. To the fullest extent permitted by law, Owner shall indemnify, defend and hold harmless the City and the City's employees, officials, officers, representatives, and agents from and against claims, damages, losses and expenses, including but not limited to attorneys' fees and related expenses, arising out of or resulting from Owner's management, use, sub -granting, or expenditure of any of the Delegated Amounts at any time during or after the Delegation Period. This subsection and Owner's duty to indemnify, defend and hold harmless as described herein shall survive the expiration of the term of this Agreement. Section 4 Obligations of the City. (a) Partial Delegation to Owner. Under this Agreement, the City hereby approves of Owner partially managing the program of expenditures of Hotel Occupancy Taxes and in approving this Agreement, the City delegates to Owner the authority to expend the Delegated Amounts as set forth under this Agreement. (b) Unexpended Amounts. The City understands and agrees that Owner may continue to expend any Delegated Amounts that it properly deducted and retained during the Delegation Period and that have not been expended at the time that the Delegation Period ends; provided, however, that before the expiration of 24 months after the Delegation Period ends, all such Delegated Amounts must be either expended in compliance with state law and this Agreement or remitted to the City. (c) Impact Fees. Except as otherwise set forth in this Agreement, the City shall forego collection of all water/wastewater/irrigation impact fees that would otherwise be due to be paid to the City up to a maximum amount of $127,050. Section 5 Events of Default by Owner and the City's Remedies. Each of the following shall constitute an Event of Default by Owner under this Agreement: (a) False Statements. Any warranty, representation or statement made or furnished to the City by or on behalf of Owner under this Agreement or any documentation provided or made available to the City which was false or misleading in any material respect, either now or at the time made or furnished, and Owner fails to cure same within thirty (30) days after written notice from the City describing the violation, or if such violation cannot be cured within such 30-day period in the exercise of all due diligence, then if Owner fails to commence such cure within such 30-day period or fails to continuously thereafter diligently prosecute the cure HOTEL DEVELOPMENT AGREEMENT Page 6 of such violation; or if Owner learns that any such warranty, representation or statement has become false or misleading at the time that it was made, and Owner fails to provide written notice to the City of the false and misleading nature of such warranty, representation or statement within ten (10) days after Owner learns of its false or misleading nature, provided that, Owner shall have the same period to cure same as described above, including any permitted extension of such cure period. (b) Insolvency. The dissolution or termination of Owner's existence as a going business, Owner's insolvency, appointment of receiver for any part of Owner's property, any assignment of all or substantially all of the assets of Owner for the benefit of creditors of Owner, any type of creditor workout for Owner, or the commencement of any proceeding under any bankruptcy or insolvency laws by or against Owner unless, in the case of involuntary proceedings, such proceedings are discharged within sixty (60) days after filing. (c) Taxes. Owner allows its property taxes owed to the City or other applicable taxing entity to become delinquent and fails to timely and properly follow the legal procedures for protest and/or contest of such taxes and to cure such failure within thirty (30) days after written notice thereof from the taxing entity. The failure of Owner to remit or cause to be remitted the City Hotel Occupancy Taxes when due, with the exception of the amounts Owner is entitled to withhold, deduct, or retain in accordance with this Agreement. (d) Other Defaults. Failure of Owner to comply with or to perform any other material term, obligation, covenant or condition contained in this Agreement, and Owner fails to cure such failure within thirty (30) days after written notice from the City describing such failure, or if such failure cannot be cured within such 30-day period in the exercise of all due diligence, then if Owner fails to commence such cure within such 30-day period or fails to continuously thereafter diligently prosecute the cure of such failure. No notice by the City to Owner shall be deemed given or received unless the entities or persons noted below Owner's address in Section 8 (i) With copies to: are simultaneously given notice in the same manner as any notice given to Owner. (e) Remedies of the City. if any Event of Default by Owner shall occur and Owner shall fail to cure under the applicable time period, then in addition to seeking such other remedies as may be allowed under Texas law, the City may by written notice to Owner elect to terminate this Agreement, at the option of the City, except for an Event of Default described in the "Insolvency" subsection above, in which case such termination of obligations shall be automatic and not optional. Section 6 Events of Default by the City and Owner Remedies. Each of the following shall constitute an Event of Default by the City under this Agreement: (a) Defaults. Failure of the City to comply with or to perform any material term, obligation, covenant or condition contained in this Agreement, and the City fails to cure such failure within thirty (30) days after written notice from Owner describing HOTEL DEVELOPMENT AGREEMENT Page 7 such failure, or if such failure cannot be cured within such 30-day period in the exercise of all due diligence, then if the City fails to commence such cure within such 30-day period or fails to continuously thereafter diligently prosecute the cure of such failure. No notice by the Owner to City shall be deemed given or received unless the entities or persons noted below City address in Section 8 (i) With copy s to: is simultaneously given notice in the same manner as any notice given to City. (b) Remedies of Owner. In the event the City defaults under its obligation, and fails to cure and Owner is not otherwise in default and such default is continuing, Owner may by written notice to the City elect to terminate this Agreement, at the option of Owner or seek specific performance of the City's obligations under this Agreement. Section 7 Term. Unless earlier terminated in accordance with this Agreement, this Agreement shall expire at the end of the last day that is 24 months after the expiration of the Delegation Period. Owner's duties under Section 3M shall survive the term of this Agreement. Section 8 Other Provisions. The following miscellaneous provisions are a part of this Agreement: (a) Except as expressly set forth in this Agreement, all development on the Property shall be subject to all applicable fees incident to development of the Property. Nothing contained in this Agreement shall be deemed or construed to waive or impair the powers and authority of the City under the terms of the City's Charter or under applicable law or local regulation, which are expressly reserved to the City for all purposes. Nothing herein affects the City's rights as an ad valorem taxing authority. (b) This Agreement constitutes the entire understanding and agreement of the Parties as to the matters set forth in this Agreement. (c) No alteration of or amendment to this Agreement shall be effective unless given in writing and signed by the Party or Parties sought to be charged or bound by the alteration or amendment. (d) This Agreement shall be governed by and construed in accordance with the laws of the State of Texas, and all obligations of the Parties created hereunder are performable in Collin County, Texas. Venue for any action arising under this Agreement shall lie in Collin County, Texas. (e) The signatories hereto shall be subject to all ordinances of the City, whether now existing or in the future arising. This Agreement shall confer no vested rights on the Property unless specifically enumerated herein. (f) This Agreement shall become a binding obligation on the Parties upon execution by all Parties hereto. The City warrants and represents that the individual executing this Agreement on behalf of the City has full authority to execute this Agreement HOTEL DEVELOPMENT AGREEMENT Page 8 and bind the City to the same. Owner warrants and represents that the individuals executing this Agreement on its behalf have full authority to execute this Agreement and bind Owner to the same. (g) In the event any provision of this Agreement shall be determined by any court of competent jurisdiction to be invalid or unenforceable, the remaining provisions of the Agreement shall, to the extent reasonably possible, remain in force as if such invalid provision were not a part hereof. (h) Upon execution of this Agreement, a memorandum of this Agreement executed by all Parties may be filed in the deed records of Collin County, Texas. The provisions of this Agreement shall be deemed to run with the Property and all improvements thereon and shall be binding on, inure to the benefit of, and be enforceable by or against, the successors and assigns of Owner. Owner, and its successors and assigns, may transfer, assign and convey this Agreement and all of Owner's or its successors' or assigns', rights, interests and obligations described herein or related hereto to any person or entity in connection with the conveyance of the Property. (i) All notices required to be given under this Agreement shall be given in writing and shall be effective when actually delivered or when deposited in the United States mail and designated as certified mail, return receipt requests, sent first class, postage prepaid, addressed to the Party to whom the notice is to be given at the address for that Party shown below. Notice may also be given by personal delivery, courier delivery or other commercially reasonable means and will be effective when actually delivered. Any Party may change its address for notices under this Agreement by giving formal written notice to the other Parties, specifying that the purpose of the notice is to change the Parry's address. For notice purposes, each Party agrees to keep the other informed at all times of its current address. The Parties' respective addresses for giving of notice are as follows: If to the City: Attn: City Manager City of Anna 120 W. 7th Street Anna, Texas 75409 With a copy to: Attn: Clark McCoy Wolfe, Tidwell & McCoy, LLP 2591 Dallas Parkway Suite 300 Frisco, Texas 75034 HOTEL DEVELOPMENT AGREEMENT Page 9 If to Owner: Attn: Andrew Bossen, M.D. 1625 Highway 75 North Sherman, Texas 75090 With copies to: Attn: Robert Columbo Ivy P3 Group, LLC 4300 MacArthur Avenue, Suite 175 Dallas, Texas 75209 Attn: John Theirl Theirl Wilson PLLC 5151 Beltline Road, Suite 826 Dallas, Texas 75254 0) Time is of the essence in the performance of this Agreement. (k) This Agreement was 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 any Party shall not apply. Headings in this Agreement are for the convenience of the Parties and are not intended to be used in construing this document. (1) This Agreement binds and inures to the benefit of the Parties and their respective heirs, personal representatives, successors, and assigns, provided that, this provision will not be construed to modify any provision of this Agreement limiting any Parry's right to assign, convey, encumber or otherwise transfer this Agreement or its rights, title or interest, or duties or obligations under this Agreement. (m) This Agreement may be executed in or more counterparts, each of which shall be deemed an original and the binding agreement of each Party to the terms herein, but all of which together will constitute one and the same instrument. REMAINDER OF PAGE LEFT BLANK INTENTIONALLY, SIGNATURE PAGES FOLLOW: HOTEL DEVELOPMENT AGREEMENT Page 10 EXECUTED as of the date(s) set forth below. NORTH TEXAS HOCO, LLC, a Texas limited liability company 0 Andrew Bossen, M.D., its Manager STATE OF TEXAS COUNTY OF Date: This instrument was acknowledged before me on the day of 2023, by Andrew Bossen, M.D., in his capacity as manager of North Texas HOCO, LLC, a Texas limited liability company, on behalf of said limited liability company. Notary Public, State of Texas HOTEL DEVELOPMENT AGREEMENT Page 11 CITY OF ANNA, TEXAS By: Date: a S 4Z 3 an Henderson, Interim City Manager ATTEST: LqAAt4-_i)4 Carrie L. Land, City Secretary STATE OF TEXAS COUNTY OF COLLIN This instrument was acknowledged before me on the _L5!hday of e-r r%j 2023, by s q Interim City Manager of the City of Anna, a Texas home -rule municipality, on 15ehalf of said home -rule municipality. rr "+'o"• o`.r o;,, C� Ota Public, State TxasJEOVANNA RU910 '$;' ••'• '__Notary Public, State of Texas Comm. Expires 10-03.2026 %•,,,°;,,�.� Notary ID 133995878 HOTEL DEVELOPMENT AGREEMENT Page 12 EXHIBIT "A" Legal Description of the Property: Anna Hotel Site BEING a tract of land situated in the W.S. Rattan Survey Abstract No. 752, City of Anna, Collin County, Texas, and being part of Lot 3, Block A of One Anna Two Addition, an addition to the City of Anna, Collin County, Texas according to the plat thereof recorded in Instrument No. 20120607010002180, Official Public Records, Collin County, Texas; same being a portion of that tract of land conveyed to Anna Investments, LLC by deed recorded in Instrument No. 20180622000777080, Official Public Records, Collin County, Texas, and being more particularly described as follows: COMMENCING at a TxDOT concrete monument found for corner in the west right-of-way line of US Highway No. 75 (a variable width right-of-way) at the northeast corner of said Lot 3; THENCE S 89004'37"W, departing said west right-of-way line of US Highway 75 and with the north line of said Lot 3, a distance of 352.41 feet to the POINT OF BEGINNING; THENCE departing said north line of Lot 3, the following courses and distances: S 07037'25" W, a distance of 320.70 feet to a point for corner; N 82026'42" W, a distance of 437.43 feet to a point for corner in the east right-of-way line of Standridge Boulevard (an 80-foot wide right-of-way) and the west line of said Lot 3; said point being the beginning of a non -tangent curve to the left; THENCE with said east right-of-way line and said west line of Lot 3, the following courses and distances: In a northeasterly direction with said curve to the left, having a central angle of 14041'43", a radius of 780.00 feet, a chord that bears N 05022'38" E, a distance of 199.51 feet, and an arc length of 200.05 to a point at the end of said curve; N 01"58'14" W, a distance of 54.35 feet to a 1/2-inch iron rod with yellow plastic cap stamped "VOTEX SURVEYING" found for the northwest corner of said Lot 3; THENCE N 89004'37" E, departing said east right-of-way line of Standridge Boulevard and with the north line of Lot 3, a distance of 459.41 feet to the POINT OF BEGINNING and containing 126,627 square feet or 2.907 acres of land more or less.