HomeMy WebLinkAboutCDCRes11.02.2023.01ANNA COMMUNITY DEVELOPMENT CORPORATION
RESOLUTION NO. H. pZ. 2OZ3. O/
A RESOLUTION OF THE ANNA COMMUNITY DEVELOPMENT CORPORATION
APPROVING AND AUTHORIZING AN INCENTIVE AGREEMENT FOR NEW
ECNOMIC DEVELOPMENT WITH JFH ANNA, LLC
WHEREAS, the Developer owns real property or is under contract to purchase real
property consisting of approximately 0.787 acres comprising Block A, Lot 1OR of the
Anna Town Center Addition described and depicted in further detail in the replat
attached hereto as Exhibit A (the 'Property"); and
WHEREAS, the Property is currently undeveloped and the Developer plans to develop
the Property and use the Property solely as the site for a Chipotle Mexican Grill
restaurant; (the 'Restaurant'); and
WHEREAS, as an incentive to develop the Restaurant, the Developer has requested a
grant of funds from the CDC (the "Grant'); and
WHEREAS, for the reasons stated above, the CDC is willing to provide the Grant if
certain conditions and deadlines are met as set forth in this Agreement;
NOW THEREFORE, BE IT RESOLVED BY THE ANNA COMMUNITY
DEVELOPMENT CORPORATION, THAT:
Section 1. Recitals Incorporated
The recitals set forth above are incorporated herein for all purposes as if set forth in full.
Section 2. Approval of Incentive Agreement
The CDC hereby approves the Incentive Agreement for New Economic Development
attached hereto as Exhibit A, incorporated herein for all purposes, and authorizes the
Board President to execute same on its behalf, subject to approval as to form by legal
counsel for the CDC.
PASSED AND APPROVED by the Anna Community Development Corporation this 2nd
day of November 2023.
APPROVED:
Bruce Norwood, CDC President
6
ATTEST:
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INCENTIVE AGREEMENT FOR NEW ECONOMIC DEVELOPMENT
THIS INCENTIVE AGREEMENT FOR NEW ECONOMIC DEVELOPMENT (this
"Agreement") is entered into by and between the Anna Community Development
Corporation, a Texas type b development corporation (the "CDC") and JFH Anna LLC,
a Texas limited liability company ("Developer").
WHEREAS, Developer owns real property or is under contract to purchase real property
consisting of approximately 0.787 acres comprising Block A, Lot 1 OR of the Anna Town
Center Addition described and depicted in further detail in the replat attached hereto as
Exhibit A (the "Property"); and
WHEREAS, the Property is currently undeveloped and the Developer plans to develop
the Property and use the Property solely as the site for a Chipotle Mexican Grill restaurant;
(the "Restaurant"); and
WHEREAS, the City of Anna, Texas (the "City") currently lacks an establishment similar
to the Restaurant to serve as an eatery to meet the needs of the City and nearby areas; and
WHEREAS, it is projected that the location and operation of the Restaurant in the City
will directly create a minimum of 10 jobs; and
WHEREAS, the CDC recognizes the positive economic impact that the Restaurant will
bring to the City through development and diversification of the economy, reduction of
unemployment and underemployment through the production of new jobs, the attraction
of new businesses, and the additional tax revenue; and
WHEREAS, as an incentive to develop the Restaurant, the Developer has requested a
grant of funds from the CDC (the "Grant"); and
WHEREAS, for the reasons stated above, the CDC is willing to provide the Grant if
certain conditions and deadlines are met as set forth in this Agreement;
NOW, THEREFORE, in consideration of the covenants, promises, and conditions
stated in this Agreement, the CDC and Developer agree as follows:
Section 1. Effective Date.
The Effective Date of this Agreement shall be the date that the last of the following
events have occurred: (1) the CDC Board of Directors has approved this Agreement; (2)
the City of Anna, Texas City Council ("City Council") has approved of the CDC entering
into this Agreement; and (3) Developer has duly executed this Agreement and delivered
same to the City.
INCENTIVE AGREEMENT FOR NEW ECONOMIC DEVELOPMENT Page 1
Section 2. Term and Termination.
The term of this Agreement shall commence on the Effective Date and —unless
terminated earlier under the provisions of this Agreement —terminate on the earlier of
August 21, 2025 or the date that: (a) the Developer has obtained the Certificate of
Occupancy; and (b) the CDC has paid the Developer in the amount of the Grant.
Section 3. Recitals Incorporated and Definitions.
3.01 The recitals in the preamble to this Agreement are hereby incorporated for
all purposes.
3.02 The following words or phrases shall have the following meanings:
"Certificate of Occupancy" means a document entitled "Certificate of Occupancy"
(or other similar title) issued by the City upon substantial completion of the Restaurant in
accordance with applicable City Regulations. A Certificate of Occupancy shall not include
a certificate issued in error, mistake or misrepresentation of facts, and shall not include
any temporary certificate of occupancy or other document authorizing temporary or
conditional occupancy.
"City" means the City of Anna, Texas, a home -rule municipality.
"City Code" means the Anna City Code of Ordinances.
"City Council" means the governing body of the City of Anna, Texas.
"City Manager" means the City Manager of the City of Anna, Texas.
"City Regulations" mean City Code provisions, ordinances, design standards,
uniform codes, and other policies duly adopted by the City.
"Grant" means a one-time lump -sum payment in the amount of $75,000 to be paid
by the CDC to Developer conditioned upon Developer meeting its obligations under this
Agreement.
"Development" means the development of the Property including the construction
of Public Improvements, if any, necessary to serve the Property, the features shown on
the preliminary site plan —as may be modified with the City's approval —attached herein
as Exhibit B, and the construction of the Restaurant.
"Parties" mean the CDC and Developer.
INCENTIVE AGREEMENT FOR NEW ECONOMIC DEVELOPMENT Page 2
"Property" means the real property consisting of approximately 0.787 acres
comprising Block A, Lot 1 OR of the Anna Town Center Addition described and depicted
in further detail in the replat attached hereto as Exhibit A.
"Public Improvements" mean all water, wastewater/sanitary sewer, detention and
drainage, roadway, park and trail, street lighting, and other infrastructure, if any, necessary
to serve the full development of the Property and/or to be constructed and dedicated to the
City or others for public use or as public utilities incident to the Development.
"Restaurant" means an enclosed air-condition space that is at least 2,300 square
feet of interior space operating as a Mexican eatery owned or affiliated with and operating
as one of many locations doing business as Chipotle Mexican Grill, each such eateries
being affiliated with that certain publicly traded food service company with a listing on
NYSE as CMG.
Section 4. Developer Obligations. The obligations set forth in this Section 4 are
conditions for the CDC to pay the Grant.
4.01. Construction, Location and Operation of the Restaurant. The Restaurant
shall be located within the Property and developed consistent with the preliminary site
plan attached hereto as Exhibit B (or as such plans may be approved by the City).
Construction work on buildings, site improvements, and all other actions necessary or
required by City Regulations for issuance of a Certificate of Occupancy must be
completed on or before August 31, 2025. In addition to the foregoing, Developer must
make capital investments totaling at least $1,100,000 in the form of improvements and/or
permanent fixtures to the Property.
4.02. Maintenance Bond. Developer shall execute or cause to be executed one
or more valid Maintenance Bonds to the extent required under applicable City Regulations
that guarantee the costs of any repairs which may become necessary to any part of the
construction work performed in connection with Public Improvements, if any, constructed
or caused to be constructed by Developer to serve the Restaurant, i arising from defective
workmanship or materials used therein, for a full period of two years from the date of final
acceptance of such Public Improvements.
4.03. Public Improvements Generally. Developer shall provide or cause to be
provided all Public Improvements that may be required by this Agreement or by City
Regulations in connection with development of the Property, such as streets, utilities,
drainage, sidewalks, trails, street lighting, street signage, and. all other required
improvements, at no cost to the City or the CDC and in accordance with City Regulations,
and as approved by the City's engineer or his or her agent. Developer shall cause the
timely installation of such improvements in accordance with the City Regulations unless
otherwise approved herein. Developer shall provide engineering studies, plan/profile
sheets, and other construction documents at the time of platting as required by City
INCENTIVE AGREEMENT FOR NEW ECONOMIC DEVELOPMENT Page 3
Regulations. Such plans must be approved by the City's engineer or his or her agent prior
to approval of a final plat of any portion of the development of the Property. Construction
of such improvements shall not be initiated until a preconstruction conference has been
held regarding the proposed construction and City has issued a written notice to proceed.
4.04. Approval of Plats/Plans. Approval by the City, the City's Engineer or other
City employee or representative, of any plans, designs or specifications submitted by
Developer pursuant to this Agreement or pursuant to City Regulations shall not constitute
or be deemed to be a release of the responsibility and liability of Developer, its engineer,
employees, officers or agents for the accuracy and competency of their design and
specifications. Further, any such approvals shall not be deemed to be an assumption of
such responsibility and liability by the City for any defect in the design and specifications
prepared by Designer's engineer, his officers, agents, servants or employees.
4.05. Insurance.
(a) Developer shall or shall cause the construction contractor(s) that will
perform the construction work related to the development of the Property to acquire and
maintain, during the period of time when any such construction is underway (and until the
full and final completion of such construction: (a) workers compensation insurance in the
amount required by law; and (b) commercial general liability insurance including personal
injury liability, premises operations liability, and contractual liability, covering, but not
limited to, the liability assumed under any indemnification provisions of this Agreement,
with limits of liability for bodily injury, death and property damage of not less than
$13,0003,000.00.
(b) Coverage must be on a "per occurrence" basis. All such insurance shall:
(i) be issued by a carrier which is rated "A- I" or better by A.M. Best's Key Rating Guide
and licensed to do business in the State of Texas; and (ii) name the City and the CDC
additional insureds and contain a waiver of subrogation endorsement in favor of the City
and the CDC. Upon request by the CDC, Developer shall provide to the CDC certificates
of insurance evidencing such insurance coverage together with the declaration of such
policies, along with the endorsement naming the City and the CDC as additional insureds;
provided, however that the endorsement naming the City and the CDC as additional
insureds shall only be required to the extent that the Developer constructs or causes to be
constructed Public Improvements required for the development of the Property. Each such
policy shall provide that, at least 30 days prior to the cancellation, non -renewal or
modification of same, the City and the CDC shall receive written notice of such
cancellation, non -renewal or modification.
4.06. Developer Pays All Fees and Costs. As a condition to receiving the Grant,
Developer must timely pay, or cause third parties to timely pay its engineering, planning,
accounting, architectural, legal fees and expenses, survey, testing, laboratory costs,
license fees, development fees, land clearing and grading costs, advertising and other
INCENTIVE AGREEMENT FOR NEW ECONOMIC DEVELOPMENT Page 4
bidding costs, amounts due under construction contracts, costs of labor and material,
inspection fees, impact fees, insurance premiums, bond premiums (if applicable), interest,
carry cost, financing fees, and all other fees, costs and expenses incurred in connection
with Public Improvements, if any, required for the development of the Property.
4.07. City Regulations. Developer acknowledges that development of the
Property must comply with all applicable City Regulations. Except to the extent this
Agreement provides for stricter or more restrictive requirements than those in applicable
City Regulations, the applicable City Regulations shall control.
Section 5. Grant.
Provided that this Agreement is still in effect and has not been terminated by the
CDC under Section 2.02 or other applicable provision of this Agreement, the CDC shall
pay to Developer the Grant within 30 days of Developer's written request for same
provided that Developer is not in breach of this Agreement and Developer has timely and
fully satisfied all of its obligations under this Agreement including without limitation the
obligations and the deadlines set forth under Section 4.01.
Section 6. Intentionally Deleted.
Section 7. Warranties. The accuracy of the warranties set forth in this Section 7 are
conditions for the CDC to pay the Grant. Developer shall notify the CDC if and when
any of the following warnings are no longer accurate. The failure to so notify the CDC is
a material breach of this Agreement. Developer warrants and represents to the CDC the
following:
7.01. Developer is a Texas limited liability company duly organized, validly
existing, and in good standing under the laws of the State of Texas. Developer has all
corporate power and authority to carry on its business as presently conducted in the State
of Texas.
7.02. Developer has the authority to enter into and perform, and will perform,
the terms of this Agreement to the best of its ability.
7.03. Developer has timely filed and will timely file all local, State, and Federal
tax reports and returns required by law to be filed and all taxes, assessments, fees, and
other governmental charges related to the Development, including applicable ad valorem
taxes, have been timely paid, and will be timely paid, during the term of this Agreement.
7.04. Any entity(ies)/individual(s) executing this Agreement on behalf of
Developer are duly authorized to execute this Agreement on behalf of Developer.
INCENTIVE AGREEMENT FOR NEW ECONOMIC DEVELOPMENT Page 5
7.05. In accordance with Chapter 2264 of the Texas Government Code,
Developer certifies that neither it, nor a branch, division, or department of Developer, will
ever knowingly employ an undocumented worker and that if, after receiving any public
subsidies under this Agreement, Developer, or a branch, division, or department of
Developer, is convicted of a violation under 8 U.S.C. § 1324a(f), as amended or recodified,
Developer shall repay the total amount of all public subsidies and/or incentives theretofore
received under this Agreement with interest at two percent (2%) per annum not later than
the 120th day after the date the CDC notifies Developer in writing of the violation. The
Developer does not boycott Israel and will not boycott Israel during the term of this
Agreement.
7.06. No litigation or governmental proceeding is pending or, to the knowledge
of Developer and its general partner and officers, is threatened against or affecting
Developer, or the Development or the Property, that may result in any material adverse
change in Developer's business, properties or operation.
7.07. Developer shall not be in breach of any other contract by entering into and
performing this Agreement. Developer shall amend or enter into any other contract that
may be necessary for Developer to fully and timely perform its obligations under this
Agreement.
Section 8. Miscellaneous.
8.01. Compliance with Laws. Developer shall observe and obey all applicable
laws, ordinances, regulations, and rules of the Federal, State, county, and municipal
governments related to the Development.
8.02. Non -Discrimination. Developer covenants and agrees that Developer will
not discriminate nor permit discrimination against any person or group of persons, with
regard to employment and the provision of services for the Development on the grounds
of race, religion, national origin, marital status, sex, age, disability, or in any manner
prohibited by the laws of the United States or the State of Texas.
8.03. Time Periods. Time is of the essence in the performance of this Agreement.
8.04. Force M@jeure. If the CDC or Developer are prevented, wholly or in part,
from fulfilling their respective obligations under this Agreement, by reason of any act of
God, unavoidable accident, acts of enemies, fires, floods, governmental restraint or
regulation, war, riot, civil commotion, insurrection, inclement weather, floods, shortages
of labor or materials, strikes, other events of force majeure, or by reason of circumstances
beyond its control, then the obligations of the CDC or Developer are temporarily
suspended during continuation of the force majeure. If either parry's obligation is affected
by any of the causes of force majeure, the party affected shall promptly notify the other
party in writing, giving full particulars of the force majeure as soon as possible after the
INCENTIVE AGREEMENT FOR NEW ECONOMIC DEVELOPMENT Page 6
occurrence of the cause or causes relied upon. A party that has claimed the right to
temporarily suspend its performance shall provide written reports to the other party at
least once every other week detailing: (i) the extent to which the force majeure event or
circumstance continue to prevent the party's performance; (ii) all of the measures being
employed to regain the ability to perform; and (iii) the projected date upon which the party
will be able to resume performance, which projected date the parties agree and
acknowledge is only an estimate and not a binding commitment by the party claiming
force maj eure.
8.05. Assi nmg_ent. Except as provided below, Developer may not assign all or
part of its rights and obligations under this Agreement to a third party without prior written
approval of the CDC, which approval will not be unreasonably withheld or delayed. The
CDC agrees, however, that Developer may assign all or part of its rights and obligations
under this Agreement to any entity affiliated with Developer by reason of controlling,
being controlled by, or being under common control with Developer or to a third -party
lender advancing funds for the construction or operation of Restaruant. The CDC
expressly consents to any assignment described in the preceding sentence and agrees that
no further consent of the CDC to such an assignment will be required. Developer agrees
to provide the CDC with written notice of any such assignment. The foregoing
notwithstanding, any assignment of Developer's rights under this Agreement shall not
release Developer from its obligations hereunder.
8.06. INDEMNITY. DEVELOPER COVENANTS TO FULLY INDEMNIFY,
DEFEND, SAVE, AND HOLD HARMLESS THE CITY AND THE CDC, AND THEIR
RESPECTIVE OFFICERS, EMPLOYEES, REPRESENTATIVES, AND AGENTS
FROM AND AGAINST ANY AND ALL CLAIMS OR SUITS FOR PROPERTY
DAMAGE OR LOSS AND/OR PERSONAL INJURY, INCLUDING WITHOUT
LIMITATION DEATH, TO ANY AND ALL PERSONS, OF WHATSOEVER KIND
OR CHARACTER, WHETHER REAL OR ASSERTED (INCLUDING, WITHOUT
LIMITATION, REASONABLE FEES AND ASSOCIATED EXPENSES OF
ATTORNEYS, EXPERT WITNESSES AND OTHER CONSULTANTS) ARISING
OUT OF OR IN CONNECTION WITH, DIRECTLY OR INDIRECTLY, THE
NEGLIGENT OR OTHERWISE WRONGFUL ACTS OR OMISSIONS OF
DEVELOPER, ITS AGENTS, SERVANTS, CONTRACTORS, SUBCONTRACTORS,
MATERIAL MEN OR EMPLOYEES THAT RELATE IN ANY MANNER TO
DEVELOPER'S PERFORMANCE OF THIS AGREEMENT OR TO THE DESIGN,
CONSTRUCTION OR INSTALLATION OF THE PUBLIC IMPROVEMENTS, IF
ANY, OR ANY OTHER IMPROVEMENTS OR CONSTRUCTION RELATED TO
THE DEVELOPMENT, INCLUDING WITHOUT LIMITATION INJURY OR
DAMAGE TO PUBLIC PROPERTY. THE INDEMNITY PROVIDED FOR ABOVE
SHALL NOT APPLY TO ANY LIABILITY RESULTING FROM THE SOLE
NEGLIGENCE OR FAULT OF CITY, ITS OFFICERS, AGENTS, EMPLOYEES OR
SEPARATE CONTRACTORS, AND IN THE EVENT OF JOINT AND
CONCURRING NEGLIGENCE OR FAULT OF CITY AND DEVELOPER,
INCENTIVE AGREEMENT FOR NEW ECONOMIC DEVELOPMENT Page 7
RESPONSIBILITY AND INDEMNITY, IF ANY, SHALL BE APPORTIONED IN
ACCORDANCE WITH THE LAW OF THE STATE OF TEXAS, WITHOUT
WAIVING ANY GOVERNMENTAL IMMUNITY AVAILABLE TO CITY OR THE
CDC UNDER TEXAS LAW AND WITHOUT WAIVING ANY DEFENSES OF THE
PARTIES UNDER TEXAS LAW. DEVELOPER'S OBLIGATIONS UNDER THIS
SECTION 8.06 SHALL SURVIVE THE TERM OF THIS AGREEMENT.
8.07. Events of Default by Developer. In addition to other events of default by
Developer set forth in this Agreement, each of the following events constitute a default of
this Agreement by Developer:
(a) The CDC reasonably and in good faith determines that any representation
or warranty on behalf of Developer contained in this Agreement or in any
financial statement, certificate, report, or opinion submitted to the CDC
in connection with this Agreement was incorrect or misleading in any
material respect when made.
(b) Any attachment or other levy against the Development or any portion
thereof with respect to a claim, excluding mechanic's and materialman's
liens, remains unpaid, undischarged, or not dismissed for a period of 120
days.
(c) Developer makes an assignment for the benefit of creditors.
(d) Developer files a voluntary petition in bankruptcy or is adjudicated
insolvent or bankrupt.
(e) If taxes owed to the City by Developer become delinquent, and Developer
fails to timely and properly follow the legal procedures for protest or
contest.
(f) Developer fails to timely, fully and completely comply with any one or
more of the material requirements, obligations, duties, terms, conditions
or warranties of this Agreement.
8.08. Notice of Default. Should the CDC determine that Developer is in default
of any provision(s) of this Agreement, the CDC shall notify Developer in writing of the
event of default, providing 30 days from the date of said written notice for Developer to
cure the event of default (the "Cure Period").
8.09. Results of Uncured Default by Developer. If Developer does not fully cure
all defaults during an applicable Cure Period, the Developer shall no longer be entitled to
the Grant under this Agreement.
INCENTIVE AGREEMENT FOR NEW ECONOMIC DEVELOPMENT Page 8
8.10. No Waiver. No waiver of any covenant or condition, or the breach of any
covenant or condition of this Agreement, constitutes a waiver of any subsequent breach
of the covenant or condition of this Agreement. No waiver of any covenant or condition,
or the breach of any covenant or condition of this Agreement, justifies or authorizes the
nonobservance on any other occasion of the covenant or condition or any other covenant
or condition of this Agreement. Any waiver or indulgence of Developer's default may not
be considered an estoppel against the CDC. It is expressly understood that if at any time
Developer is in default in any of its conditions or covenants of this Agreement, the failure
on the part of the CDC to promptly avail itself of the rights and remedies that the CDC
may have, will not be considered a waiver on the part of the CDC, but the CDC may at
any time avail itself of the rights or remedies or elect to terminate this Agreement on
account of the default.
8.11. Limitation of Remedies. Developer specifically agrees that the CDC shall
not be liable to Developer for any actual or consequential damages, direct or indirect,
interest, attorney fees or related expenses, or cost of court for any act of default by the
CDC under the terms of this Agreement and that Developer's remedies shall be strictly
limited to that of specific performance of the CDC's obligations under this Agreement.
8.12. Notices. Any notice and/or statement required and permitted to be
delivered under this Agreement shall be deemed delivered by depositing the same in the
United States mail, certified with return receipt requested, proper postage prepaid,
addressed to the appropriate party at the following addresses, or at such other addresses
provided by the Parties in writing.
DEVELOPER:
JFH Anna LLC
Attn: Clark Johnson
3811 Turtle Creek Blvd, Suite 1715
Dallas, Texas 75219
CDC: Anna Community Development Corporation
Attn: Joey Grisham
120 W. 71h Street
Anna, Texas 75409
Wolfe, Tidwell & McCoy, LLP
Attn: Clark McCoy
2591 Dallas Parkway, Suite 300
Frisco, Texas 75034
Notice is effective upon deposit in the United States mail in the manner provided above.
INCENTIVE AGREEMENT FOR NEW ECONOMIC DEVELOPMENT Page 9
8.13. Incorporation of Other Documents. The Exhibits referenced in this
Agreement and attached hereto are incorporated herein as if set forth in full for all
purposes. Said Exhibits include the following:
Exhibit A. Replat and Description of the Property
Exhibit B. Preliminary Site Plan
8.14. Amendments or Modifications. No amendments or modifications to this
Agreement may be made, nor any provision waived, unless in writing signed by a person
duly authorized to sign Agreements on behalf of each party.
8.15. Relationship of Parties. In performing this Agreement, both the CDC and
Developer will act in an individual capacity, and not as agents, representatives,
employees, employers, partners, joint -venturers, or associates of one another. The
employees or agents of either party may not be, nor be construed to be, the employees or
agents of the other party for any purpose. At no time shall the CDC have any control over
or charge of Developer's design, construction or installation of any of the construction or
improvements that are the subject of this Agreement, nor the means, methods, techniques,
sequences or procedures utilized for said design, construction or installation. This
Agreement does not create a joint enterprise between the CDC and Developer.
8.16. Captions. The captions in this Agreement are for convenience only and are
not a part of this Agreement. The captions do not in any way limit or amplify the terms
and provisions of this Agreement.
8.17. Severability. If for any reason, any section, paragraph, subdivision, clause,
provision, phrase or word of this Agreement or the application of this Agreement to any
person or circumstance is, to any extent, held illegal, invalid, or unenforceable under
present or future law or by a final judgment of a court of competent jurisdiction, then the
remainder of this Agreement, or the application of the term or provision to persons or
circumstances other than those as to which it is held illegal, invalid, or unenforceable, will
not be affected by the law or judgment, for it is the definite intent of the Parties to this
Agreement that every section, paragraph, subdivision, clause, provision, phrase, or word
of this Agreement be given full force and effect for its purpose. To the extent that any
clause or provision is held illegal, invalid, or unenforceable under present or future law
effective during the term of this Agreement, then the remainder of this Agreement is not
affected by the law, and in lieu of any illegal, invalid, or unenforceable clause or provision,
a clause or provision, as similar in terms to the illegal, invalid, or unenforceable clause or
provision as may be possible and be legal, valid, and enforceable, will be added to this
Agreement automatically.
8.18. Venue. Venue for any legal action related to this Agreement is in a state
district court in Collin County, Texas.
INCENTIVE AGREEMENT FOR NEW ECONOMIC DEVELOPMENT Page 10
8.19. Interpretation. The Parties have been represented by counsel of their
choosing in the negotiation and preparation of this Agreement. 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.
8.20. Sole Agreement. This Agreement constitutes the sole agreement between
the CDC and Developer as relates to the Development. Any other prior agreements,
promises, negotiations, or representations related to the Development, verbal or
otherwise, not expressly stated in this Agreement, are of no force and effect.
8.21. Third Party Beneficiaries. This Agreement is not intended to confer any
rights, privileges or causes of action upon any third party.
8.22. Binding Agreement. This Agreement shall be binding on and inure to the
benefit of the Parties to it and their respective heirs, executors, administrators, legal
representatives, successors, and permitted assigns.
8.23. Counterparts. This Agreement may be executed in one or more
counterparts, each of which shall be deemed an original and the binding agreement of
each Party to the terms herein, but all of which together will constitute one and the same
instrument.
8.24. Recording. The Parties agree that neither this Agreement, nor any
memorandum or short form of this Agreement, shall be recorded.
[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK.]
INCENTIVE AGREEMENT FOR NEW ECONOMIC DEVELOPMENT Page 11
EXECUTED BY THE PARTIES:
JFH Anna LLC, a Texas limited liability company
By:_1 /,1JAW (L
Clark J'dlmson, its nianager
State of Texas
County of Dallas
Before me, on this day personally appeared Clark Johnson, known to me to be the
person whose name is subscribed to the foregoing instrument and acknowledged to me
that he executed the same in his capacity as Manager of JFH Anna LLC, a Texas limited
liability company, on behalf of said company for the purposes and consideration therein
expressed.
Given under my hand and seal of office this 211° day of ►Uwr-erw 2023.
M
Kelly Westicy Gomds Expose
tln7f2o23ID No./32261367
'Notary State of Texas
ANNA COMMUNITY DEVELOPMENT CORPORATION
By:
Bruce Norwood, its President
State of Texas
County of Collin
Before me, on this day personally appeared Bruce Norwood ]mown to me to be the
person whose name is subscribed to the foregoing instrument and acknowledged to me
that he executed the same in his capacity as President of the Anna Community
Development Corporation.
Given under my hand and seal of office this q9day of % 2023
CARRIE L. LAND
Notary Public, State of Texas
"z,"�irpc Comm. Expires 02-04-2027
Notary ID 11419404
Notary — State of exas
INCENTIVE AGREEMENT FOR NEW ECONOMIC DEVELOPMENT Page 12
Exhibit A
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