Resolution 2024-13 RESOLUTION NO. 2024-13(R)
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF WYLIE, TEXAS,
HEREBY AUTHORIZING THE CITY MANAGER OF THE CITY OF WYLIE,
TEXAS, TO EXECUTE A CHAPTER 380 AGREEMENT BY AND BETWEEN
THE CITY OF WYLIE AND FERAH FOODS III,LLC.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
WYLIE,TEXAS:
SECTION 1: The City Manager of the City of Wylie, Texas, is hereby authorized to execute, on
behalf of the City Council of the City of Wylie,Texas,the Chapter 380 Agreement by and between the City
of Wylie,Texas and Ferah Foods III, LLC.
SECTION 2: This Resolution shall take effect immediately upon its passage.
DULY PASSED AND APPROVED by the City Council of the City of Wylie, Texas, on this the
26th day of March, 2024.
atthew Porter, Mayor
ATTEST TO:
Stephanie Storm, City Secretary V `�
Resolution No. 2024-13(R)Chapter 380 Agreement w/Ferah Foods, LLC Page 1 of 1
CHAPTER 380 AGREEMENT BY AND BETWEEN
THE CITY OF WYLIE,TEXAS AND
FERAH FOODS III, LLC
This CHAPTER 380 AGREEMENT ("Agreement") is entered into by and between Ferah
Foods III, LLC, a Texas Limited Liability Company ("Company") dba Ferah Smokehouse and
Cantina and the CITY OF WYLIE,TEXAS, a Texas home-rule municipality ("City").
WITNESSETH:
WHEREAS, the City Council of the City of Wylie, Texas ("City Council") has
investigated and determined that it is in the best interest of the City and its citizens to encourage
programs, including programs for making loans and grants of public money to promote local
economic development and stimulate business and commercial activity in the City pursuant to
Chapter 380, Texas Local Government Code, as amended, ("Chapter 380");
WHEREAS, Company has acquired the tract of property located at 950 S Westgate Way,
Wylie, Collin County, Texas 75098, which property is more fully described and/or depicted on the
attached Exhibit "A" (the "Property");
WHEREAS, Company proposes to construct a restaurant containing approximately 3,485
square feet of space on the Property (the "Restaurant") in accordance with the Plans hereinafter
defined (the "Project"). The total construction costs and finish-out to complete the Project (the
"Project Costs"), net of any costs related to acquiring the Property, shall be not less than Eight
Hundred Fifty Thousand Dollars ($850,000.00);
WHEREAS, upon completion of the Project, Company shall obtain a permanent
Certificate of Occupancy from the City for the newly constructed Restaurant within six(6)months
after the Effective Date of this Agreement (the "Performance Deadline");
WHEREAS, Company shall have the right to extend the Performance Deadline one (1)
time for a period of ninety (90) additional days by providing written notice thereof to City prior to
the Performance Deadline;
WHEREAS, the City Council has investigated and determined that Company meets the
criteria for providing the assistance described in this Agreement, pursuant to Chapter 380, since the
project will promote local economic development and stimulate business and commercial activities
in the City; and
WHEREAS, the City is willing to provide Company with economic assistance on the terms
and subject to the conditions stated herein, and Company is willing to accept the same subject to all
terms and conditions contained in this Agreement.
NOW,THEREFORE, in consideration of the covenants and conditions contained in this
Agreement, the City and Company agree as follows:
Chapter 380 Agreement—Page 1
Ferah Foods 111,LLC
&City of Wylie
1. Findings Incorporated. The findings set forth above are made a part of this Agreement as
if set forth herein verbatim.
2. Company Obligations. Company shall comply with the following requirements(collectively,
the"Company Obligations"):
a) Year One Company Obligations:
i. Company shall supply documentation to the City that the Company has
purchased and taken title to the Property for a purchase price of at least Five Hundred Seventy-
Five Thousand Dollars ($575,000.00) on or before the Performance Deadline.
ii. Company shall complete the plans and specifications for the Project (the
"Plans")and submit them to the City for approval prior to commencement of construction on
or before the Performance Deadline.
iii. Company shall commence construction of the Project on or before the
Performance Deadline.
iv. Company shall complete construction of the Project in substantial accordance
with the Plans and obtain from the City a permanent Certificate of Occupancy for the
remodeled Restaurant on or before the Performance Deadline.
V. Company shall supply documentation to the City that the Project Costs, net of
any costs related to acquiring the Property,was at least Eight Hundred Fifty Thousand Dollars
($850,000.00)on or before the Performance Deadline.
vi. Company shall supply documentation to the City that the Company has paid
when due all taxes assessed to the Company, including, but not limited to,those related to the
Restaurant and/or the Project, on or before the Performance Deadline.
b) Year Two Company Obligations:
i. Company shall supply documentation to the City that the Restaurant has
remained open and continually operating from the date the City issues a permanent Certificate
of Occupancy for the Restaurant(the"CO Date")through the one(1)year anniversary of the
CO Date.
ii. Company shall supply documentation to the City that the Company has paid
when due all taxes assessed to the Company, including, but not limited to,those related to the
Restaurant and/or the Project,through the one(1)year anniversary of the CO Date.
3. City Obligations. Subject to the terms and conditions of this Agreement and provided
Company is not in default of this Agreement, the City shall comply with the following (the "City
Obligations"):
Chapter 380 Agreement—Page 2
Ferah Foods 111,LLC
&City of Wylie
a) Within thirty(30)days after City receives documentation confirming that Company
has satisfied all of the Year One Company Obligations set forth in Section 2(a)
above, the City shall pay to Company an amount equal to One Hundred Thousand
Dollars ($100,000.00).
b) Within thirty(30)days after City receives documentation confirming that Company
has satisfied all of the Year Two Company Obligations set forth in Section 2(b)
above, the City shall pay to Company an amount equal to One Hundred Thousand
Dollars ($100,000.00).
4. Events of Default. Each of the following shall constitute an Event of Default under this
Agreement:
a) General Event of Default. Failure of the Company to comply with or to perfonn any
term, obligation, covenant or condition contained in this Agreement, or failure of the
Company to comply with or to perform any term, obligation, covenant or condition
contained in any other agreement by and between the Company and the City is an
Event of Default.
b) False Statements. Any warranty,representation or statement made or furnished to the
City by or on behalf of the Company under this Agreement that is false or misleading
in any material respect, either now or at the time made or furnished, is an Event of
Default.
c) Insolvency; Tax Delinquency. The Company's failure to pay taxes, fees, utility
payments and other financial obligations owed to the City, dissolution or termination
(other than a dissolution or termination by reason of a party merging with an affiliate)
of a party's existence as a going business, insolvency,appointment of receiver for any
part of the Company's property, any assignment for the benefit of creditors of the
Company, any type of creditor workout for the Company, or the commencement of
any proceeding under any bankruptcy or insolvency laws by or against the Company
is an Event of Default.
5. Effect of an Event of Default. On the occurrence of an Event of Default,the non-defaulting
party shall give written notice to the other party of the Event of Default, and the defaulting party
shall have three (3) days to cure said default. In the event said default is not cured within the
prescribed time period, the non-defaulting party shall have the right to terminate this Agreement.
In the event the Company defaults and fails to cure said default within the prescribed time period,
the City shall be entitled to take any of the following actions, as its sole and exclusive remedies:
(i)waive the default;(ii) immediately terminate this Agreement by providing written notice thereof
to Company; (iii) if Company has received any payments from the City under this Agreement,
then Company shall refund to the City the full amount of all such payments; or (iv) exercise any
other remedies available to the City at law or equity. In the event the City defaults and fails to
cure said default within the prescribed time period, the Company shall be entitled to take one of
the following actions, as its sole and exclusive remedy: (i) waive the default; (ii) immediately
terminate this Agreement by providing written notice thereof to the City; or (iii) seek specific
performance of this Agreement.
Chapter 380 Agreement—Page 3
Ferah Foods Ill,LLC
&City of wylie
6. Notices. Any notice provided or permitted to be given under this Agreement must be in
writing and may be served by depositing same in the United States mail, addressed to the party to
be notified, postage pre-paid and registered or certified with return receipt requested, or by
delivering the same in person to such party via email or a hand-delivery service, Federal Express
or any courier service that provides a return receipt showing the date of actual delivery of same to
the addressee thereof. Notice given in accordance herewith shall be effective upon receipt at the
address of the addressee, provided that notice given by U.S. mail return receipt shall be deemed to
have been received upon deposit with the postal service. For purposes of notice, the addresses of
the parties shall be as follows:
If to the City: City of Wylie, Texas
Attention: City Manager
300 Country Club Rd., Building 100, 1 st Floor
Wylie, Texas 75098
Telephone: 972-516-6010
Email: brent.parker@wylietexas.gov
Copy to: Abernathy, Roeder, Boyd& Hullett, P.C.
Attention: G. Randal Hullett
1700 Redbud Blvd., Suite 300
McKinney, Texas 75069
Telephone: (214) 544-4000
Email:
If to Company: Ferah Foods III, LLC
Attention: Owner
4912 Orchard Drive
Sachse, Texas 75048
Telephone: 214-802-4778
Email: Burak@ferahhospitality.com
Cop,�to: Jeremy Berlin
12408 Spruce Drive
Fort Worth, Texas 76244
Telephone: 817-909-9353
Email:jeremy@ferahhospitality.com
7. Verification and Compliance. The Company will allow the City to audit,if deemed necessary
by the City, all of the Company's records, documents, agreements and other instruments in
furtherance of the following purposes to the extent such documents reasonably relate to the matters
herein: (i) to ensure the Company's compliance with the affirmative covenants set forth in this
Agreement; (ii)to determine the existence of an Event of Default under the terms of this Agreement;
and/or(iii)to ensure compliance with any other terms and conditions set forth herein or in any related
documents. The City will provide the Company with written notice of any request for an audit and
shall cooperate with the Company to schedule audit activities during the Company's normal business
hours so as to minimize disruption to the Company's normal business operations.
Chapter 380 Agreement—Page 4
Ferah Foods 111,LLC
&City of Wylie
8. Limitation on Liability; Indemnity. It is understood and agreed that the Company and the
City, in satisfying the conditions of this Agreement, have acted independently, and that the City
assumes no responsibilities or liabilities to third parties in connection with these actions. THE
COMPANY AGREES TO DEFEND, INDEMNIFY AND HOLD HARMLESS THE CITY AND
ITS OFFICERS, EMPLOYEES,AGENTS,CONTRACTORS AND REPRESENTATIVES FROM
ALL CLAIMS, SUITS, AND CAUSES OF ACTIONS, LIABILITIES AND EXPENSES,
INCLUDING REASONABLE ATTORNEY'S FEES, OF ANY NATURE WHATSOEVER
ASSERTED BY A THIRD PARTY AND ARISING OUT OF THE COMPANY'S
PERFORMANCE OF THE CONDITIONS AND/OR OBLIGATIONS UNDER THIS
AGREEMENT.
9. Miscellaneous Provisions.
a) Binding Agreement. This Agreement shall constitute a valid and binding
agreement by and between the City and Company.
b) Savings/Severability. If a court of competent jurisdiction finds any provision of
this Agreement to be invalid or unenforceable as to any person or circumstance,
such finding shall not render that provision invalid or unenforceable as to any other
persons or circumstances, or affect any other provision hereof. It is the intention
and agreement of the parties to this Agreement that each such illegal, invalid or
unenforceable provision shall be amended by the parties hereto to the extent
necessary to make it legal,valid and enforceable while achieving the same objective
of such provision, or, if that is not possible, by substituting therefore another
provision that is legal, valid and enforceable and achieves the same objectives (or,
if such provision cannot be amended or a provision substituted therefore in a
manner that is legal, valid and enforceable and achieves the same objectives, then
such provision shall be amended or a new provision substituted therefore that
achieves as closely as possible the same objectives or economic position as the
illegal, invalid or unenforceable provision,irrespective of whether such amendment
or substituted provision is materially different than the illegal, invalid or
unenforceable provision).
c) Default. Notwithstanding any provision in this Agreement to the contrary,
Company's and the City's only liability for breaching any provision of this
Agreement shall be the remedies expressly set forth in this Agreement.
d) Entire Agreement. This Agreement contains the entire agreement of the parties
with respect to the matters contained herein and may not be modified or terminated
except upon the provisions hereof or by the mutual written agreement of the parties
hereto.
e) Venue. This Agreement shall be construed in accordance with the laws of the State
of Texas and shall be performable in Collin County,Texas. In the event of a lawsuit
brought pursuant to this Agreement, exclusive venue shall lie in Collin County,
Texas.
Chapter 380 Agreement—Page 5
Ferah Foods III,LLC
&City of Wylie
f) Consideration. This Agreement is executed by the parties hereto without coercion
or duress and for substantial consideration, the sufficiency of which is forever
confessed.
g) Counterparts. This Agreement may be executed in a number of identical
counterparts, each of which shall be deemed an original for all purposes.
h) Representations. Each signatory represents this Agreement has been read by the
party for which this Agreement is executed and that such party has had an
opportunity to confer with its counsel.
i) Authority to Execute. The individuals executing this Agreement on behalf of the
respective parties below represent to each other and to others 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 his or her 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 his
or her signature hereto is authorized to do so, and such authorization is valid and
effective on the Effective Date of this Agreement.
j) No Third Party Beneficiaries. Nothing in this Agreement shall be construed to
create any right in any third party not a signatory to this Agreement, and the parties
do not intend to create any third party beneficiaries by entering into this Agreement.
k) Waiver. Waiver by either party of any breach of this Agreement, or the failure of
either party to enforce any of the provisions of this Agreement, at any time, shall
not in any way affect, limit or waive such party's right thereafter to enforce and
compel strict compliance.
1) Miscellaneous Drafting Provisions. This Agreement shall be deemed drafted
equally by all 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.
m) Immunity. It is expressly understood and agreed that, in the execution and
performance of this Agreement, the City has not waived, nor shall be deemed
hereby to have waived, any defense or immunity, including governmental,
sovereign and official immunity, that would otherwise be available to it against
claims arising in the exercise of governmental powers and functions. By entering
into this Agreement, the parties do not create any obligations, express or implied,
other than those set forth herein.
Chapter 380 Agreement—Page 6
Ferah Foods 111,LLC
&City of Wylie
n) Assignment. This Agreement or any part thereof shall not be assigned or
transferred by any party without the prior written consent of the other party.
o) Undocumented Workers. The Company represents and certifies that the Company
does not and will not knowingly employ an undocumented worker in accordance
with Chapter 2264 of the Texas Government Code. If during the Term of this
Agreement,the Company is convicted of a violation under 8 U.S.C. § 1324a(f),the
Company shall repay to the City an amount equal to all payments tendered to the
Company under this Agreement and any other funds received by the Company from
the City under this Agreement plus interest, at the rate of four percent (4%), not
later than the 120th day after the date the City notifies the Company of the violation.
[SIGNATURES APPEAR ON THE FOLLOWING PAGES]
Chapter 380 Agreement—Page 7
Ferah Foods 111,LLC
&City of Wylie
IN WITNESS WHEREOF, the parties have executed this Agreement and caused this
Agreement to be effective on the day of , 2024 ("Effective Date").
ATTEST: CITY OF WYLIE,TEXAS
By: By:
Stephanie Storm, City Secretary Brent Parker, City Manager
STATE OF TEXAS §
COUNTY OF COLLIN §
BEFORE ME, the undersigned authority, on this day personally appeared BRENT
PARKER, known to me to be one of the persons whose names are subscribed to the foregoing
instrument; he acknowledged to me he is the duly authorized representative for the CITY OF
WYLIE, TEXAS, and he executed said instrument for the purposes and consideration therein
expressed.
GIVEN UNDER MY HAND AND SEAL OF OFFICE this day of
, 2024.
Notary Public, State of Texas
Chapter 380 Agreement—Signature Page(City)
#3353125
COMPANY:
Ferah Foods III,LLC,
a Texas Limited Liability Company
By:
Name:
Title:
STATE OF TEXAS §
COUNTY OF COLLIN §
BEFORE ME, the undersigned authority, on this day personally appeared
, of Ferah Foods III, LLC, a Texas Limited Liability
Company, known to me to be one of the persons whose names are subscribed to the foregoing
instrument, and who acknowledged to me that he executed the same for the purposes and
consideration therein expressed and in the capacity therein stated on behalf of said company.
GIVEN UNDER MY HAND AND SEAL OF OFFICE this day of
, 2024.
Notary Public, State of Texas
Chapter 380 Agreement—Signature Page(Ferah Foods 111,LLC)
93353125
EXHIBIT "A"
DESCRIPTION AND/OR DEPICTION OF THE PROPERTY
Legal Description: SEVENTY8 & WESTGATE ADDITION, BLK A, LOT 3; ((REPLAT))
QQ svxi.ii itiM :�•vnaliaa ar,.�,n cet:•oH 3seN
941
tz v
'JO3 JOI IOU AJeU1UJ1j0Ja
..
V
INA
1
3
1
t
i
Chapter 380 Agreement—Exhibit A
#3353125
svx313nAm wvwis7h irum- i• 'a
o
W:
u01j3njjsuo3 aol jou Ajeulwileja
CC
Fr� O
O
O
O
J
M FT-1
O �hia
o
0
c
O
Ott*�F ❑ ❑ ❑ ❑ „
o
LJ L.I
Chapter 380 Agreement—Exhibit A
43353125
w
w m
v'9
N �
cn W
00
70 _ mb
4-T,
} IiFT
1 t �, O
1 r V
l r-T -v _ -
L
*� 4—
♦0 rwwecr
r
:F( O MIE I��nM1AJIf_.-- fff /�� GOMIR4CTOR
f I PRELIMINARY
L •� PERSPECTIVE
�e r SKETCH
23-1291� =r
NT`
a
preliminary not for construction A2. 1