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February 7, 2013
Meeting Packet
AGENDA
\1 REGULAR MEETING
OF ANNA COMMUNITY DEVELOPMENT CORPORATION
t February 7, 2013 at 5:00 p.m.'
COMMUNITY ANNA CITY HALL ADMINISTRATION BUILDING,
CORPORATION 111 N. POWELL PKWY., ANNA, TEXAS
The Anna Community Development Corporation will conduct a meeting at 5:00 p.m.' on
February 7, 2013, at the Anna City Hall Administration Building, 111 N. Powell Parkway,
to consider the following items:
1. Call to Order.
2. Roll Call and Establishment of Quorum.
3. Invocation and Pledge.
4. Consider/Discuss/Action regarding appointing a vice president.
5. Consider/Discuss/Action regarding approving a resolution for an Improvement
Funding and Reimbursement Agreement regarding reimbursement of assessments
levied on property in FM 455 Median Break Public Improvement District
6. Discussion regarding annual performance review for Chief Administrative Officer. L/
7. Consider/Discuss/Action regarding approving the minutes from January 16, 2013.
i_
8. Discussion regarding fiscal year budget. �!
9. 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., February 4, 2013.
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.
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 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 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.
legsica Perkins', ,thief
77
Administrative Officer
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.
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 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 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.
COMMUNITY
DEVELOPMENT
CORPORATION
Meeting: February 7, 2013
Budgeted Amount: n/a
Item No. 4
Anna
Community Development
Corporation Agenda Staff Report
Staff Contact: Jessica Perkins
Exhibits: _Yes _X—No
AGENDA SUBJECT: Consider/Discuss/Action regarding appointing a vice president.
SUMMARY: Gene Bowles resigned and he was the vice president so now there is a
vacancy.
STAFF RECOMMENDATION: Staff recommends you fill the vacancy.
COMMUNITY
DEVELOPMENT
CORPORATION
Meeting: February 7.2013
Budgeted Amount: n/a
Item No. 5
Anna
Community Development
Corporation Agenda Staff Report
Staff Contact: Jessica Perkins
Exhibits: X Yes No
AGENDA SUBJECT: Consider/Discuss/Action regarding approving a resolution for an
Improvement Funding and Reimbursement Agreement regarding reimbursement of
assessments levied on property in FM 455 Median Break Public Improvement District
SUMMARY: Last year businesses and property owners along FM 455/White St were
assessed a fee if they wanted a median break for a turn lane for direct access to their
property. The fee for the median break runs close to $70,000. Although this fee is split
among property owner on the north and south side the property owner of Anna 455
commercial has yet to develop their property. The CDC and Anna 455 Commercial
would like to enter an agreement whereby the CDC loans a portion of the funds needed
for the median break to Anna 455 Commercial and upon construction of business on their
property Anna 455 would repay the loan.
STAFF RECOMMENDATION: Staff recommends you pass the resolution.
ANNA COMMUNITY DEVELOPMENT CORPORATION
RESOLUTION NO.
A RESOLUTION OF THE ANNA COMMUNITY DEVELOPMENT CORPORATION
AUTHORIZING THE CHIEF ADMINISTRATIVE OFFICER TO ACT ON THE BOARD'S
BEHALF IN EXECUTING AN IMPROVEMENT FUNDING AND REIMBURSEMENT
AGREEMENT
WHEREAS, the Anna Community Development Corporation (the "CDC") desires to
authorize its Chief Administrative Officer to enter an agreement with Anna 455
Commercial, LP ("Anna 455") for the temporary funding of certain improvements and
reimbursement of said funding; and
WHEREAS, the CDC has determined that the above -referenced arrangement is in the
best interests of the CDC and will promote new or expanded business development 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 Agreement
The Board of Directors of the Anna Community Development Corporation authorizes its
Chief Administrative Officer to execute, on behalf of the CDC, and subject to approval of
the form and content by the CDC's legal counsel and the substance of the agreement
by Corporations' Chief Administrative Officer, an agreement with Anna 455, to assist
with temporary funding of Anna 455's proportionate responsibility for the cost of a
median break on F.M. 455 within the corporate limits of the City of Anna.
PASSED AND APPROVED by the Anna Community Development Corporation this
_ day of 2013.
APPROVED:
Jason Focht, CDC President
ATTEST:
Sherilyn Godfrey, CDC Secretary
CDC OF ANNA, TEXAS RESOLUTION NO._ PAGE 1 OF 1
IMPROVEMENT FUNDING AND REIMBURSEMENT AGREEMENT
This Improvement Funding and Reimbursement Agreement (this "Agreement") is made by and between
the Anna Community Development Corporation ( the "CDC"), and Anna 455 Commercial, LP ("Anna
455") on the 7th day of June, 2012 (the "Effective Date').
WHEREAS, on or about April 24, 2012, the City of Anna, Texas (the "City") created a public
improvement district under Chapter 372 of the Texas Local Government Code, pursuant to that certain
Petition for the Creation of a Public Improvement District within City of Anna, Collin County, Texas, (the
"Petition") submitted to the City on January 23, 2012, by Brookshire Grocery Company, Anna Market
Center, Ltd., Independent Bank Group and LSB Partners, Inc.; and
WHEREAS, the City levied assessments on the owners of property located in said district, which is
more specifically identified as the FM 455 Median Break Public Improvement District (the "District");
WHEREAS, the City's levy of assessments on the owners of property located within the District was in
equal shares for the purpose of funding the costs of certain improvements to specially benefit the
properties in the District including the construction of a median break (the "Improvements") located
within the District on the street designated as Farm to Market Road 455 and also known as White
Street ("FM 455");
WHEREAS, Anna 455 owns or is in the process of purchasing 19.85 acres within the District of
undeveloped real property (collectively, the "Property") located north of FM 455 within the District and
described more particularly in Exhibit "A" to this Agreement, said Exhibit "A" being attached hereto and
incorporated herein by reference;
WHEREAS, Anna 455's share of the cost of the Improvements associated with the Property was
calculated to be and was assessed by the City in the amount not to exceed $36,411.14 (the "Anna 455
Assessment Amount");
WHEREAS, the construction of the Improvements is anticipated to be undertaking by the Texas
Department of Transportation ("TxDOT "), and it is expected that the City will be invoiced by TxDOT for
the cost of construction, at which time the City will pay TxDOT for the construction costs of the
Improvements and will collect the assessments levied on the owners of the properties within the
District, including the Property;
WHEREAS, Anna 455 has requested that the CDC assist Anna 455 in connection with its payment of
the Anna 455 Assessment Amount, and after considering Anna 455's request, the CDC's Board of
Directors (the "Board") has determined that it should provide partial and temporary reimbursement to
Anna 455 once Anna 455 has paid the Anna 455 Assessment Amount;
WHEREAS, the Board desires to commit up to $20,000 to partially and temporarily reimburse Anna 455
for its full payment of the Anna 455 Assessment Amount; provided, however, that said partial and
temporary reimbursement by the CDC shall be in exchange for Anna's promise to fully reimburse the
CDC for said partial funding at a later date and under the terms as set forth in more detail in this
Agreement; and
WHEREAS, after conducting a public hearing on May 10, , 2012 regarding the partial funding or
reimbursement described in the forgoing recital (hereinafter sometimes referenced as the "Project"),
the Board finds that the Project promotes new or expanding business development;
WITNESSETH: Anna 455 and the CDC ("Parties" when referenced collectively), for the mutual
promises and consideration set forth herein, hereby agree as follows:
IMPROVEMENT FUNDING AND REIMBURSEMENT AGREEMENT PAGE 1 OF 4
Section 1. Recitals Incorporated
The foregoing recitals are incorporated into this Agreement as if set forth in full for all purposes
Section 2. Effective Date and Triggering Events
Once executed in full by the Parties, this Agreement shall be effective as of May 10, 2012, except that
the CDC obligations under Section 4 of this Agreement shall not arise unless and until both of the
following triggering events have occurred: (1) the City of Anna City Council adopts a resolution
authorizing the Project after giving the resolution at least two readings; (2) notice of the Project has
been published for 60 days and the requirements of Texas Local Government Code § 505.160 have
been satisfied; and (3) Anna 455 has become the owner of the entirety of the Property and has
provided adequate verification of ownership to the CDC's Chief Administrative Officer.
Section 3. District Assessments
This Agreement in no way alleviates or modifies Anna 455's obligation to pay to the City the Anna 455
Assessment Amount and as a condition precedent to the CDC's obligations under this Agreement,
Anna 455 agrees to pay to the City the full amount of the Anna 455 Assessment Amount at the time
that the City seeks collection of said amount. Anna 455 further makes the material representation that it
shall pay to the City, in addition to the Anna 455 Assessment Amount, any additional amounts sought
by the City, under the terms of the levy of assessments as set forth in City of Anna, Texas Ordinance
No. 578-2012 in the event that actual costs of the Improvements exceed estimated costs.
Section 4. CDC's Obligation to Pay Anna 455
Upon Anna 455's payment in full to the City of the Anna 455 Assessment Amount, the CDC shall pay to
Anna 455 within 10 days after notice the amount of Anna 455's Assessment Amount to the City less
$20,000; provided, however, that the CDC's obligation to pay Anna 455 under this section shall not
arise unless and until: (1) all of the triggering events set forth in Section 2 of this Agreement have
occurred; and (2) Anna 455 has provided written notice to the CDC that it has paid the Anna 455
Assessment Amount in full, along with documentary proof of said payment, such as a copy of a
cancelled check or other reasonable evidence of payment.
Section 5. Anna 455's Obligation to Reimburse CDC
(a) After the CDC performs its obligation to pay Anna 455 under Section 4 of this Agreement, Anna
455 shall reimburse the CDC in the amount of $20,000, and said reimbursement shall be due
and owing on or before the earlier of the following dates: (1) five years after the Effective Date of
this Agreement; or (2) the date that Anna 455 or any owner of any part of the Property submits a
proposed final plat to the City for purposes of subdividing and developing any part of the
Property.
(b) As used in this subsection (a), the term "final plat" does not include any plat that may be
required for: (1) the sole purpose of conveying (and not developing) of any part of the Property
into resulting tracts, with the determination of purpose being made exclusively by the Board; or
(2) the sole purpose of constructing a roadway to be dedicated for public use.
(c) Should the CDC have ceased to exist before the earlier of the two dates set forth in subsection
(a) of this section, then Anna 455 shall make its reimbursement payment otherwise due to the
CDC under this Agreement to the City.
IMPROVEMENT FUNDING AND REIMBURSEMENT AGREEMENT PAGE 2 OF 4
Section 6. Term and Termination
The term of this Agreement is from May 10, 2012 until all of the obligations of both Parties, if triggered,
have been met in accordance with the provisions of this Agreement.
Section 7. Amendment
This Agreement may not be amended except pursuant to a written instrument signed by the Parties.
Section 8. Notice
To be effective, notice as required by this Agreement shall be in writing and delivered via U.S. certified
mail, return receipt requested, at the addresses listed below:
CDC
CDC President
CDC Chief Administrative Office
Anna Community Development Corp.
111 N. Powell Parkway
Anna, Texas 75409
ANNA 455
Anna 455 Commercial, LP
Attn: Craig Curry
10950 Research Road
Frisco, Texas 75033
Each party shall notify the other in writing within 10 days of any change in the mailing -address
information listed in this section.
Section 9. Undocumented Workers
To the extent that the any funds paid by the CDC to Anna 455 under this Agreement qualify as public
subsidies as set forth in Tex. Gov't Code, Chapter 2264, Subchapter B, Anna 455 is bound by the
requirements and prohibitions of said subchapter with respect to undocumented workers, as defined in
Texas Gov't Code § 2264.001. It is acknowledged, understood and agreed that in its application for any
amounts qualifying as public subsidies that are the subject of this Agreement, Anna 455 certified to the
CDC that it does not and will not knowingly employ an undocumented worker. Notwithstanding
anything to the contrary in this Agreement, if Anna 455 is convicted of a violation under 8 U.S.C.
§1324a(f), Anna 455 shall repay the amount of any funds that qualify as public subsidies under Texas
Gov't Code § 2264.001 and that are received by Anna 455 from the CDC as of the date of such
violation not later than 120 days after the date Anna 455 is notified by the CDC of the violation, plus
interest from the date any such funds were paid to Anna 455, at the rate periodically announced by the
Wall Street Journal as the prime or base commercial lending rate, or if the Wall Street Journal shall
ever cease to exist or cease to announce a prime or base lending rate then at the annual rate of
interest from time to time announced by Citibank, N.A. (or by any other New York money center bank
selected by COSADC) as its prime or base commercial lending rate. The payment of interest shall be
as if it had been accruing from the date the funds were paid to Anna 455 until the date the funds are
repaid to the CDC.
Section 10. Entire Agreement
This Agreement represents the entire and integrated Agreement between the Parties and supersedes
all prior negotiations, representations and/or agreements, either written or oral.
Section 11. Governing Law and Venue
IMPROVEMENT FUNDING AND REIMBURSEMENT AGREEMENT PAGE 3 OF 4
This Agreement shall be governed by the laws of the State of Texas as to interpretation and
performance. Any and all legal action necessary to enforce this Agreement shall be brought in a court
of competent jurisdiction in Collin County, Texas or in the United States District Court for the Eastern
District of Texas, Sherman Division.
Section 12. Severability
The provisions of this Agreement are severable. In the event that any paragraph, section, subdivision,
sentence, clause, or phrase of this Agreement shall be found to be contrary to the law, or contrary to
any rule or regulation having the force and effect of the law, such decisions shall not affect the
remaining portions of this Agreement.
Section 13. Contract Interpretation
This Agreement is the result of negotiation between the parties, and shall, in the event of any dispute
over the meaning or application of any portion thereof, be interpreted fairly and reasonably, and not to
be more strictly construed against one party than another, regardless of which party originally drafted
the section in dispute.
Section 14. Force Majeure
If a party is prevented or delayed from performing any of its obligations hereunder due to a natural or
manmade event or condition not caused by such party and beyond such party's reasonable control,
then such party's performance of those obligations shall be suspended until such time as the event or
condition no longer prevents or delays performance. If any event or condition results in the creation of
amounts of refuse in excess of ordinary amounts, then the parties shall discuss, but shall not be bound
to conclude, terms and conditions for collection of those excess amounts.
IN WITNESS WHEREOF, duly authorized agents of the CDC and Anna 455 have executed this
Agreement on behalf of their respective principals as follows:
CDC
Anna Community Development Corporation
M
its President
Attest:
CDC Secretary
ANNA 455
Anna 455 Commercial, LP,
a Texas limited partnership
By: Anna 455 Commercial GP, LLC, its
general partner
M
Craig Curry, Manager
Witness:
(printed name)
IMPROVEMENT FUNDING AND REIMBURSEMENT AGREEMENT PAGE 4 OF 4
Item No. 6
Anna
Community Development
Corporation Agenda Staff Report
Meeting: February 7, 2013 Staff Contact: Jessica Perkins
Budgeted Amount: n/a Exhibits: X Yes No
AGENDA SUBJECT: Discussion regarding annual performance review for Chief
Administrative Officer.
SUMMARY: It is important to review past accomplishments and set goals for the
future. Staff would like the board members to complete and return the attached
performance evaluation.
STAFF RECOMMENDATION: Staff recommends you complete and return the
performance evaluation..
COMMUNITY
DEVELOPMENT
CORPORATION
Meeting: February 7, 2013
Budgeted Amount: n/a
Item No. 7
Anna
Community Development
Corporation Agenda Staff Report
Staff Contact: Jessica Perkins
Exhibits: —X—Yes No
AGENDA SUBJECT: Consider/Discuss/Action regarding approving the minutes from
January 16, 2013.
SUMMARY: n/a
STAFF RECOMMENDATION: Staff recommends you approve the minutes.
COMMUNITY
DEVELOPMENT
CORPORATION
Meeting: February 7, 2013
Budgeted Amount: n/a
Item No. 8
IIS
Community Development
Corporation Agenda Staff Report
Staff Contact: Jessica Perkins
Exhibits: _X—Yes No
AGENDA SUBJECT: Discussion regarding fiscal year budget.
SUMMARY: Quarterly review of where we stand.
STAFF RECOMMENDATION: n/a
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