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03-16-2022 (WEDC) Agenda Packet Wylie Economic Development Corporation Board Regular Meeting March 16,2022—8:30 AM WEDC Office Conference Room-250 South Highway 78,Wylie,Texas 75098 CALL TO ORDER INVOCATION&PLEDGE OF ALLEGIANCE COMMENTS ON NON-AGENDA ITEMS Any member of the public may address Board regarding an item that is not listed on the Agenda.Members of the public must fill out a form prior to the meeting in order to speak.Board requests that comments be limited to three minutes for an individual, six minutes for a group.In addition,Board is not allowed to converse,deliberate or take action on any matter presented during citizen participation. CONSENT AGENDA All matters listed under the Consent Agenda are considered to be routine by the Board and will be enacted by one motion. There will not be separate discussion of these items.If discussion is desired, that item will be removed from the Consent Agenda and will be considered separately. A. Consider and act upon approval of Minutes from the February 16,2022 Regular Meeting of the WEDC Board of Directors. B. Consider and act upon approval of the February 2022 WEDC Treasurer's Report. REGULAR AGENDA I. Tabled from 2-17-2022 Remove from table and consider Consider and act upon a First Amendment to the Purchase and Sale Agreement between the WEDC and McClure Partners Construction Company. 2. Consider and act upon a Residential Real Estate Agreement between the WEDC and Marlow Edward & Virginia Revocable Trust. 3. Consider and act upon issues surrounding the installation of the FM 544 water line extension. 4. Consider and act upon the purchase of a.476-acre lot owned by Union Pacific. DISCUSSION ITEMS DS 1. Discussion regarding WEDC Bylaws and Board Member Handbook. DS2. Discussion regarding ICSC events. Pge 11 1 DS3. Staff report: WEDC Property Update, Downtown Parking, Engineering Report, Temporary Access Agreements,Upcoming Events,and WEDC Activities/Programs. EXECUTIVE SESSION Sec.551.072. DELIBERATION REGARDING REAL PROPERTY; CLOSED MEETING. A governmental body may conduct a closed meeting to deliberate the purchase, exchange, lease, or value of real property if deliberation in an open meeting would have a detrimental effect on its negotiating position. ES1. Consider the sale or acquisition of properties located at Ballard/Brown, Brown/Eubanks, FM 544/Cooper, FM 544/Sanden, State Hwy 78/Alanis, State Hwy 78/Ballard, State Hwy 78/Birmingham, and State Hwy 78/Brown. Sec. 551.087. DELIBERATION REGARDING ECONOMIC DEVELOPMENT NEGOTIATIONS; CLOSED MEETING. This chapter does not require a governmental body to conduct an open meeting: (1) to discuss or deliberate regarding commercial or financial information that the governmental body has received from a business prospect that the governmental body seeks to have locate, stay,or expand in or near the territory of the governmental body and with which the governmental body is conducting economic development negotiations; or (2) to deliberate the offer of a financial or other incentive to a business prospect described by Subdivision(1). ES2. Deliberation regarding commercial or financial information that the WEDC has received from a business prospect and to discuss the offer of incentives for Projects: 2017-10a,2020-11b,2021-2d,2021-4a,2021-4b, 2021-5a, 2021-6a, 2021-6c, 2021-6e, 2021-7a, 2021-8a, 2021-9e, 2021-9f, 2021-11a, 2021-12a, 2021-12b, 2022-la,2022-2a,2022-2b, 2022-2c,and 2022-3a. RECONVENE INTO OPEN SESSION Take any action as a result from Executive Session. FUTURE AGENDA ITEMS ADJOURNMENT CERTIFICATION I certify that this Notice of Meeting was posted on March 11, 2022 at 5:00 p.m. on the outside bulletin board at Wylie City Hall, 300 Country Club Road,Building 100,Wylie,Texas,a place convenient and readily accessible to the public at all times. Stephanie Storm, City Secretary Date Notice Removed The Wylie Municipal Complex is wheelchair accessible. Sign interpretation or other special assistance for disabled attendees must be requested 48 hours in advance by contacting the City Secretary's Office at 972.516.6020.Hearing impaired devices are available from the City Secretary prior to each meeting. Page 12 2 If during the course of the meeting covered by this notice, the Board should determine that a closed or executive meeting or session of the Board or a consultation with the attorney for the City should be held or is required, then such closed or executive meeting or session or consultation with attorney as authorized by the Texas Open Meetings Act,Texas Government Code§ 551.001 et. seq.,will be held by the Board at the date,hour and place given in this notice as the Board may conveniently meet in such closed or executive meeting or session or consult with the attorney for the City concerning any and all subjects and for any and all purposes permitted by the Act,including, but not limited to,the following sanctions and purposes: Texas Government Code Section: § 551.071 —Private consultation with an attorney for the City. § 551.072—Discussing purchase, exchange, lease or value of real property. § 551.073—Discussing prospective gift or donation to the City. § 551.074—Discussing personnel or to hear complaints against personnel. § 551.076—Discussing deployment of security personnel or devices or security audit. § 551.087—Discussing certain economic development matters. Page 13 3 03/16/2022 Item A. Minutes Wylie Economic Development Corporation Board of Directors Meeting February 17,2022—8:30 A.M. WEDC Offices—Conference Room 250 S Hwy 78—Wylie, TX 75098 CALL TO ORDER Announce the presence of a Quorum President Demond Dawkins called the meeting to order at 8:36 a.m. Board Members present were Melisa Whitehead,Gino Mulliqi,Tim Gilchrist, and Blake Brininstool. Ex-Officio Members Mayor Matthew Porter and Interim City Manager Brent Parker were present. WEDC staff present included Executive Director Jason Greiner, BRE Director Angel Wygant, and Senior Assistant Rachael Hermes. Kimley-Horn&Associates,Inc.representatives Joe Helmberger,Carolyn.Cox,and Brittany Shake attended to provide information to the Board. INVOCATION&PLEDGE OF ALLEGIANCE Angel Wygant gave the invocation and led the Pledge of Allegiance. COMMENTS ON NON-AGENDA ITEMS With no citizen participation,President Dawkins moved to Consent Agenda. CONSENT AGENDA All matters listed under the Consent Agenda are considered to be routine by the WEDC Board of Directors and will be enacted by one motion. There will not be a separate discussion of these items. If discussion is desired, that item will be removed from the Consent Agenda and will be considered separately. A. Consider and act upon approval of Minutes from the January 19, 2022 Regular Meeting of the WEDC Board of Directors. B. Consider and act upon approval of the January 2022 WEDC Treasurer's Report. Board Action A motion was made by Gino Mulliqi, seconded by Tim Gilchrist, to approve the Consent Agenda as presented.A vote was taken,and the motion passed 5-0. REGULAR AGENDA 1. Consider and act upon a First Amendment to the Purchase and Sale Agreement between the WEDC and McClure Partners Construction Company. Staff Comments Staff recommended a motion to Table. Board Action A motion was made by Melisa Whitehead, seconded by Blake Brininstool, to Table this item until the next WEDC Board Meeting.A vote was taken,and the motion passed 5-0. 4 03/16/2022 Item A. WEDC—Minutes February 17, 2022 Page 2 of 4 2. Consider and act upon issues surrounding the relocation of the North Texas Municipal Water District's 42"water line located at State Hwy 78/Brown. Staff Comments Staff discussed the Development Agreement with North Texas Municipal Water District for the relocation of a 42" water line, noting that the final Construction Costs will be available following the recent receipt of bids for the project.Upon approval by the Board,NTMWD will present the information to their Board and issue subsequent notice to proceed to the contractor. Staff anticipates completion of the project by 12-30-22 and noted that any tree removal done ahead of time by WEDC would result in. a change order/reduction to the contract amount. Board Action A motion was made by Gino Mulliqi,seconded by Tim Gilchrist,to approve the Construction Costs and Reimbursement Payments for the NTMWD Development Agreement and further authorize the Executive Director to execute said Agreement.A vote was taken,and the motion passed 5-0. 3. Consider and act upon the award of bid for the flood study at State Hwy 78/Alanis to Kimley- Horn and Associates,Inc. Staff Comments Staff discussed the potential flood study at Hwy 78/Alanis and representatives Joe Helmberger,Carolyn Cox, and Brittany Shake from Kimley-Horn&Associates were present to discuss the proposed flood study. Carolyn Cox provided background information and discussed the scope of services included in the project. Staff noted that approval in the amount of$63,500 includes a Topographic Survey,Aquatics Resources Delineation, Preliminary Floodplain Analysis, and Mass Grading Plans. Staff noted that completion of this study would provide necessary information to help streamline the process for any future development projects. Board Action A motion was made by Blake Brininstool, seconded by Melisa Whitehead, to award a contract to Kimley-Horn and Associates,Inc.in the amount of$63,500 and further authorize the Executive Director to execute any and all necessary documents.A vote was taken,and the motion passed 5-0. The Board opted to consider Item 4 after Executive Session. President Dawkins moved to Discussion Items. DISCUSSION ITEMS 4. Discussion regarding WEDC Bylaws and Board Member Handbook. Remove from table and consider Board Action This Item was Tabled at the 1-19-22 WEDC Board Meeting. A motion was made by Melisa Whitehead, seconded by Blake Brininstool,to remove this Item from table.A vote was taken,and the motion passed 5-0. Staff Comments Staff noted that this Item had been previously tabled to allow all Board Members to be present for discussion. 5 03/16/2022 Item A. WEDC—Minutes February 17, 2022 Page 3 of 4 Board Discussion The Board discussed options for potential revisions to the Board Member Bylaws and the creation of a Board Member Handbook.Specific discussion included consideration of officer rotations,officer duties, Board Member requirements/expectations, mentorship, implementation of broadcasting WEDC meetings, conflicts, and the timeline of the WEDC Annual Report. The Board discussed setting expectations of Board Member applicants prior to appointment to the Board.The Board agreed to submit their comments pertaining to the bylaws or handbook to Staff by March Th. Staff will then consolidate the comments for Board review at the March meeting. DS2. Staff report: WEDC Property Update, Downtown Parking, Engineering Report, Upcoming Events,and WEDC Activities/Programs. Staff reported that sales tax revenues were up 24%for the month of January and down 8%for February. Overall, sales tax revenues are up 9.3%this fiscal year. WEDC Property updates included the tenant request of installation of a basketball goal at 100 W Oak, with the Board not in favor of permanent or temporary installation due to liability issues. Staff also discussed the requested temporary use of 303 Marble in late April and noted this property may be part of the temporary easement that will be required for installation of the water line at Hwy 78 & Brown. Staff will contact NTMWD for the projected timeline to determine if the property will be available and update both the applicant and the Board. Regarding pending demolition of properties, utility disconnections are nearing completion and the opportunity for Fire/Police to conduct training will be made available prior to demolition. Asbestos abatement at 103 S. Ballard has been completed and hand-digging will take place before use of the excavator due to the proximity of the neighboring structure at 101 S Ballard. Staff recapped the Joint Work Session with City Council on February 8`h and the Board discussed the opportunity to work together on downtown projects and improvements. Engineering updates include drainage studies being evaluated at FM 544/Cooper. Staff discussed the water line relocation project on FM 544 and explained an issue with underground fiber lines that were installed in the same location as the intended water line. Due to this situation, a Change Order and realignment of the bore line will be required. Staff will bring the Change Order to the Board for approval at the March meeting. Staff discussed the Chamber Lunch `n Learn opportunities focusing on social media training and the February Tax round table available to businesses. Staff noted the February 22nd Chamber Luncheon featuring the State of the City, the zoning change request for the Keefer property at the February 22"d City Council meeting, and the Wylie ISD Education Foundation Boots `N Barbecue event on February 26`h. Interim City Manager Parker stepped out of the meeting at 10:09 a.m. during Discussion Item 2 and did not return. EXECUTIVE SESSION Recessed into Closed Session at 10:23 a.m. in compliance with Section 551.001, et. seq. Texas Government Code,to wit: Sec. 551.072. DELIBERATION REGARDING REAL PROPERTY; CLOSED MEETING. 6 03/16/2022 Item A. WEDC—Minutes February 17, 2022 Page 4 of 4 ES1. Consider the sale or acquisition of properties located at Ballard/Brown, Brown/Eubanks, FM 544/Cooper, State Hwy 78/Alanis, State Hwy 78/Ballard, State Hwy 78/Birmingham, and State Hwy 78/Brown. Sec.551.074. PERSONNEL MATTERS; CLOSED MEETING. ES2. Evaluation of WEDC Executive Director. Sec.551.087. DELIBERATION REGARDING ECONOMIC DEVELOPMENT NEGOTIATIONS; CLOSED MEETING. ES3. Deliberation regarding commercial or financial information that the WEDC has received from a business prospect and to discuss the offer of incentives for Projects:2017-10a,2020-11b,2021-2d, 2021-4a,2021-4b,2021-6a,2021-6c,2021-6e,2021-7a,2021-8a,2021-9e,2021-9f,2021-11a,2021- 12a,and 2021-12b. RECONVENE INTO OPEN SESSION Take any action as a result of the Executive Session. President Demond Dawkins reconvened into Open Session at 11:09 a.m. and moved to consideration of Item 4. 4. Consider and act upon FY 2021-2022 Budget Amendments. Staff Comments Staff noted that the proposed amendments related to Board approved tree removal,land purchase,flood studies,and installation of the water line at Hwy 78&Brown. Board Action A motion was made by Gino Mulliqi,seconded by Tim Gilchrist,to approve the FY 2021-2022 Budget Amendments.A vote was taken,and the motion passed 5-0. FUTURE AGENDA ITEMS There were no Items requested for inclusion on future agendas. ADJOURNMENT With no further business,President Dawkins adjourned the WEDC Board meeting at 11:10 a.m. Demond Dawkins,President ATTEST: Jason Greiner,Executive Director 7 03/16/2022 Item B. Wylie Economic Development Board AGENDA REPORT Meeting Date: March 16,2022 Item Number: B Prepared By: Jason Greiner Account Code: Date Prepared: 3/9/22 Exhibits: 4 Subject Consider and act upon approval of the February 2022 WEDC Treasurer's Report. Recommendation Motion to approve the February 2022 WEDC Treasurer's Report. Discussion Presented for the Board's review and approval is the February 2022 Treasurer's Report detailing the month and year-to- date financial transactions and performance against budget. In this report you will find the Revenue and Expense Report, Statement of Net Position,Balance Sheet, and Sales Tax Report. REVENUES: Sales Tax Revenue earned in December 2021 allocated in February 2022,was$417,896.79,a decrease of 8.47%over the same period in 2021. EXPENSES: Infrastructure Projects/Streets&Alleys $58,275 CalHar-Pay Application 1 Page 1 of 1 8 03/16/2022 Item B. E C O N O, IC February Rev/Exp Report DEVELOP ME r Account Summary For Fiscal: 2021-2022 Period Ending: 02/28/2022 Variance Original Current Period Fiscal Favorable Percent Total Budget Total Budget Activity Activity (Unfavorable) Remaining Fund:111-WYLIE ECONOMIC DEVEL CORP Revenue Category:400-Taxes 111.411CIC)11021g SALES TAX 3,789,966.00 3,789,966.00 417,896.79 1,007,682.37 -2,782,283.63 73.41% Category:400-Taxes Total: 3,789,966.00 3,789,966.00 417,896.79 1,007,682.37 -2,782,283.63 73.41% Category:460-Interest Income 111 4000 41)1.111 ALLOCATED INTEREST EARNINGS 6,000.00 6,000.00 0.00 676.69 -5,323.31 88.72% Category:460-Interest Income Total: 6,000.00 6,000.00 0.00 676.69 -5,323.31 88.72% Category:480-Miscellaneous Income Ill C}C1C1__4FS10 RENTAL INCOME 132,240.00 132,240.00 0.00 36,495.00 -95,745.00 72.40% 111-4000-48410 MISCELLANEOUS INCOME 0.00 0.00 0.00 1,044.96 1,044.96 0.00% 111-4000-4114C10 GAIN/(LOSS)SALE OF CAP ASSETS 2,601,116.00 2,601,116.00 0.00 0.00 -2,601,116.00 100.00% Category:480-Miscellaneous Income Total: 2,733,356.00 2,733,356.00 0.00 37,539.96 -2,695,816.04 98.63% Category:490-Transfers In&Other Financing Sources 111-4000-49325 BANK NOTE PROCEEDS 0.00 8,108,000.00 0.00 8,108,000.00 0.00 0.00% Category:490-Transfers In&Other Financing Sources Total: 0.00 8,108,000.00 0.00 8,108 000.00 0.00 0.00% Revenue Total: 6,529,322.00 14,637,322.00 417,896.79 9,153,899.02 -5,483,422.98 37.46% Expense Category:510-Personnel Services 111.-5611-51.110 SALARIES 286,558.00 286,558.00 19,162.94 95,991.15 190,566.85 66.50% 1 115611-57.140 LONGEVITY PAY 729.00 729.00 0.00 724.00 5.00 0.69% 111 6E1.1-,51310 TMRS 44,530.00 44,530.00 2,970.24 15,050.48 29,479.52 66.20% 111ry5611w5141p HOSPITAL&LIFE INSURANCE 49,304.00 49,304.00 3,365.92 13,575.54 35,728.46 72.47% 1.11-5E1.1-51420 LONG-TERM DISABILITY 1,707.00 1,707.00 223.35 223.35 1,483.65 86.92% 1I1.5611_5144t7. FICA 18,623.00 18,623.00 1,063.48 5,446.06 13,176.94 70.76% 11'1-1>E±11;_xl4`>(1 MEDICARE 4,355.00 4,355.00 248.72 1,273.64 3,081.36 70.75% 111-5611-51470 WORKERS COMP PREMIUM 378.00 378.00 38.63 390.55 -12.55 -3.32% HI-,511 5348E UNEMPLOYMENT COMP(TWO 1,080.00 1,080.00 235.64 741.34 338.66 31.36% Category:510-Personnel Services Total: 407 264.00 407 264.00 27 308.92 133,416.11 273,847.89 67.24% Category:520-Supplies 111.-561.1-52010 OFFICE SUPPLIES 5,000.00 5,000.00 237.46 1,674.56 3,325.44 66.51% 111-5611-52040 POSTAGE&FREIGHT 300.00 300.00 31.20 31.20 268.80 89.60% 111 5611-52810 FOOD SUPPLIES 6,100.00 6,100.00 229.04 2,384.04 3,715.96 60.92% Category:520-Supplies Total: 11,400.00 11,400.00 497.70 4,089.80 7,310.20 64.12% Category:540-Materials for Maintenance 111-611-54610 FURNITURE&FIXTURES 2,500.00 2,500.00 0.00 7,569.50 -5,069.50 -202.78% 1.11-5611 4b1C} COMPUTER HARD/SOFTWARE 5,500.00 5,500.00 0.00 0.00 5,500.00 100.00% Category:540-Materials for Maintenance Total: 8,000.00 8,000.00 0.00 7,569.50 430.50 5.38% Category:560-Contractual Services 111.-5611.-56030 INCENTIVES 1,043,973.00 1,043,973.00 0.00 23,721.77 1,020,251.23 97.73% 11.1-5611.-56040 SPECIAL SERVICES 118,156.00 1,962,496.00 1,294.34 126,155.37 1,836,340.63 93.57% 111-56 11-56080 ADVERTISING 129,100.00 129,100.00 3,000.00 17,363.60 111,736.40 86.55% 111-6611-56090 COMMUNITY DEVELOPMENT 52,050.00 52,050.00 254.56 16,447.79 35,602.21 68.40% 1.11561.1-C1Ci110 COMMUNICATIONS 6,400.00 6,400.00 475.11 1,825.66 4,574.34 71.47% 111.-5511-56180 RENTAL 27,000.00 27,000.00 2,250.00 11,250.00 15,750.00 58.33% 1.1.1-5611-5621.0 TRAVEL&TRAINING 74,600.00 74,600.00 1,885.12 20,277.38 54,322.62 72.82% 111-56I1-.56250 DUES&SUBSCRIPTIONS 39,810.00 39,810.00 1,247.06 40,985.79 -1,175.79 -2.95% 1115611 5C2310 INSURANCE 6,303.00 6,303.00 0.00 5,155.01 1,147.99 18.21% 11.1-5611-5651.0 AUDIT&LEGAL SERVICES 33,000.00 33,000.00 4,127.50 9,281.50 23,718.50 71.87% 111_5611556570 ENGINEERING/ARCHITECTURAL 87,500.00 189,300.00 4,750.00 26,692.55 162,607.45 85.90% /9/2012 1.1C852 'M Page 1 of',1 9 03/16/2022 Item B. Budget Report For Fiscal:2021-2022 Perio• n•ing: Variance Original Current Period Fiscal Favorable Percent Total Budget Total Budget Activity Activity (Unfavorable) Remaining 11.1.-661.15661.0 UTILITIES-ELECTRIC 2,400.00 2,400.00 0.00 453.20 1,946.80 81.12% Category:560-Contractual Services Total: 1,620,292.00 3,566,432.00 19,283.69 299,609.62 3,266,822.38 91.60% Category:570-Debt Service&Capital Replacement 111_5611__57410 PRINCIPAL PAYMENT 694,127.33 5,403,249.03 26,124.11 4,815,609.24 587,639.79 10.88% 111_5611 571}._x INTEREST EXPENSE 315,135.79 326,452.12 23,924.89 108,133.94 218,318.18 66.88% Category:570-Debt Service&Capital Replacement Total: 1,009,263.12 5,729,701.15 50,049.00 4,923,743.18 805,957.97 14.07% Category:580-Capital Outlay 11156115811t1 LAND-PURCHASE PRICE 0.00 3,983,392.59 0.00 3,709,111.74 274,280.85 6.89% 111-5611w.58210 STREETS&ALLEYS 2,175,000.00 2,425,000.00 59,475.90 59,475.90 2,365,524.10 97.55% 111561.158995 CONTRA CAPITAL OUTLAY 0.00 0.00 0.00 -3,709,111.74 3,709,111.74 0.00% Category:580-Capital Outlay Total: 2,175 000.00 6,408,392.59 59,475.90 59 475.90 6,348,916.69 99.07% Expense Total: 5,231,219.12 16,131,189.74 156,615.21 5,427,904.11 10,703,285.63 66.35% Fund:111-WYLIE ECONOMIC DEVEL CORP Surplus(Deficit): 1,298,102.88 -1,493,867.74 261,281.58 3,725,994.91 5,219,862.65 349.42% Report Surplus(Deficit): 1,298 102.88 -1,493 867 74 261,281.58 3,725,994.91 5,219,862.65 349.42% 19/202.2 1.10 b2 PM Pago 2 of 4 10 03/16/2022 Item B. Budget Report For Fiscal:2021-2022 Perio• n•ing: Group Summary Variance Original Current Period Fiscal Favorable Percent Categor... Total Budget Total Budget Activity Activity (Unfavorable) Remaining Fund:111-WYLIE ECONOMIC DEVEL CORP Revenue 400-Taxes 3,789,966.00 3,789,966.00 417,896.79 1,007,682.37 -2,782,283.63 73.41% 460-Interest Income 6,000.00 6,000.00 0.00 676.69 -5,323.31 88.72% 480-Miscellaneous Income 2,733,356.00 2,733,356.00 0.00 37,539.96 -2,695,816.04 98.63% 490-Transfers In&Other Financing Sources 0.00 8,108,000.00 0.00 8,108,000.00 0.00 0.00% Revenue Total: 6,529,322.00 14,637,322.00 417,896.79 9,153,899.02 -5,483,422.98 37.46% Expense 510-Personnel Services 407,264.00 407,264.00 27,308.92 133,416.11 273,847.89 67.24% 520-Supplies 11,400.00 11,400.00 497.70 4,089.80 7,310.20 64.12% 540-Materials for Maintenance 8,000.00 8,000.00 0.00 7,569.50 430.50 5.38% 560-Contractual Services 1,620,292.00 3,566,432.00 19,283.69 299,609.62 3,266,822.38 91.60% 570-Debt Service&Capital Replacement 1,009,263.12 5,729,701.15 50,049.00 4,923,743.18 805,957.97 14.07% 580-Capital Outlay 2,175,000.00 6,408,392.59 59,475.90 59,475.90 6,348,916.69 99.07% Expense Total: 5,231,219.12 16,131,189.74 156,615.21 5,427,904.11 10,703,285.63 66.35% Fund:111-WYLIE ECONOMIC DEVEL CORP Surplus(Deficit): 1,298,102.88 -1,493,867.74 261,281.58 3,725,994.91 5,219,862.65 349.42% Report Surplus(Deficit): 1,298,102.88 -1,493,867.74 261,281.58 3,725,994.91 5,219,862.65 349.42% 912.02?1.10'52 PM Page 3 of ? 11 03/16/2022 Item B. Budget Report For Fiscal:2021-2022 Perio• n•ing: Fund Summary Variance Original Current Period Fiscal Favorable Fund Total Budget Total Budget Activity Activity (Unfavorable) 111-WYLIE ECONOMIC DEVEL COR 1,298,102.88 -1,493,867.74 261,281.58 3,725,994.91 5,219,862.65 Report Surplus(Deficit): 1,298,102.88 -1,493,867.74 261 281.58 3,725 994.91 5,219,862.65 3fn0n2?1.I.I b)PM Pago 4 of 4 1 03/16/2022 Item B. Wylie Economic Development Corporation Statement of Net Position As of February 28,2022 Assets Cash and cash equivalents $ 3,623,433.22 Receivables $ 60,000.00 Note 1 Inventories $ 16,144,381.44 Prepaid Items $ - Total Assets $ 19,827,814.66 Deferred Outflows of Resources Pensions $ 75,630.55 Total deferred outflows of resources $ 75,630.55 Liabilities Accounts Payable and other current liabilities $ 4,671.73 Unearned Revenue $ 1,200.00 Note 2 Non current liabilities: Due within one year $ 226,967.85 Note 3 Due in more than one year $ 8,187,633.93 Total Liabilities $ 8,420,473.51 Deferred Inflows of Resources Pensions $ (45,385.41) Total deferred inflows of resources $ (45,385.41) Net Position Net investment in capital assets $ - Unrestricted $ 11,437,586.29 Total Net Position $ 11,437,586.29 Note 1: Includes incentives in the form of forgivable loans for$60,000(LUV-ROS) Note 2: Deposits from rental property Note 3: Liabilities due within one year includes compensated absences of$32,301 13 03/16/2022 Item B. wyLIE EcBalance Sheet DEVELOPMENTt)NO l 1C Account Summary As Of 02/28/2022 Account Name Balance Fund:111-WYLIE ECONOMIC DEVEL CORP Assets CLAIM ON CASH AND CASH EQUIV, 3,621,287.25 111-1000-10115 CASH-WEDC-INWOOD 0.00 1117517:511-000-1,035 ESCROW 0.00 111-1000-10180 DEPOSITS 2,000.00 11,1- 000-10198 OTHER-MISC CLEARING 0.00 '1.3.121000210341 TEXPOOL 0.00 121,1-39.0.10,41 LOGIC 0.00 111-1 oQc)J0481 INTEREST RECEIVABLE 0.00 111-3Q2P:11,531 ACCTS REC-MISC 0.00 1321,1000,11517 ACCTS REC-SALES TAX 0.00 111221000-12810 LEASE PAYMENTS RECEIVABLE 0.00 111-1000 12950 LOAN PROCEEDS RECEIVABLE 0.00 112?•21,c0,Q.-12”Q LOAN RECEIVABLE 0.00 111-1000-12997 ACCTS REC-JTM TECH 0.00 ,111-10.0012998 ACCTS REC-FORGIVEABLE LOANS 60,000.00 111-1000 14112 INVENTORY-MATERIAL/SUPPLY 0.00 ,;141 INVENTORY-LAND&BUILDINGS 16,144,381.44 111-1000-14'118 INVENTORY-BAYCO/SANDEN BLVD 0.00 111-100-,14-310 PREPAID EXPENSES-MISC 0.00 111-1000-14110 DEFERRED OUTFLOWS 93,367.00 Total Assets: 20,721,035.69 20,721,035.69 Liability 3:121529QQ-?0.110 FEDERAL INCOME TAX PAYABLE 0.00 111-2000-20111 MEDICARE PAYABLE 0.00 1112900-20112 CHILD SUPPORT PAYABLE 0.00 1112.2000-20113 CREDIT UNION PAYABLE 0.00 11,1200Q220114 IRS LEVY PAYABLE 0.00 1:11-52000,720118 NATIONWIDE DEFERRED COMP 0.00 111-2000-20116 HEALTH INSUR PAY-EMPLOYEE -192.01 11122000220117 TMRS PAYABLE 0.00 111':20.00:2(2118 ROTH IRA PAYABLE 0.00 1121,2000,20119 WORKERS COMP PAYABLE 0.00 111:20110-120120 FICA PAYABLE 0.00 111-2000 20121 TEC PAYABLE 0.00 111-2000-20121 STUDENT LOAN LEVY PAYABLE 0.00 1111-2000-20123 ALIMONY PAYABLE 0.00 1.11,2000:20124 BANKRUPTCY PAYABLE 0.00 111•2000 20125 VALIC DEFERRED COMP 0.00 111-2000-20126 ICMA PAYABLE 0-00 111132000-20127 EMP.LEGAL SERVICES PAYABLE 0.00 111 FLEXIBLE SPENDING ACCOUNT 4,062.40 111-2000 20131 EDWARD JONES DEFERRED COMP 0.00 11 zgoo-2o152 EMP CARE ELITE 12.00 111-2000-20133 Unemployment Comp Payable 741.34 1.112100.072,012.51 ACCRUED WAGES PAYABLE 0.00 111-2000 20180 ADDIT EMPLOYEE INSUR PAY 48.00 111-2000--20199 MISC PAYROLL PAYABLE 0.00 111-2000-20201 AP PENDING 0.00 111-2000:20210 ACCOUNTS PAYABLE 0.00 111,2000,20.530 PROPERTY TAXES PAYABLE 0.00 .,11,3" NALZS)54.0 NOTES PAYABLE 893,367,00 111 2000-20810 DUE TO GENERAL FUND 0.00 3/9/2022 1:29:28 PM Page 1 DI 2 14 03/16/2022 Item B. Balance Sheet s • s • Account Name Balance t1 E-2€30(:}-21%1t.3 DEFERRED INFLOW 0.00' 111 200(k-222/5 DEF INFLOW-LEASE PRINCIPAL 0.00 1.1 S•2Ck0022_80 DEFERRED INFLOW-LEASE INT 0.00 111 2 tt)(k? 15 RENTAL DEPOSITS 1,200.00 Total Liability: 899,238.73 Equity 111-3000-3411.t7 FUND BALANCE RESERVED 0.00 111 3000?4530 FUND BALANCE-UNRESERV/UNDESIG 16,095,802.05 Total Beginning Equity: 16,095,802.05 Total Revenue 9,153,899.02 Total Expense 5,427,904.11 Revenues Over/Under Expenses 3,725,994.91 Total Equity and Current Surplus(Deficit): 19,821,796.96 Total Liabilities,Equity and Current Surplus(Deficit): 20,721,035.69 3/9f2.0)2 1.29 29 PM Page 2 of 2 15 03/16/2022 Item B. Wylie Economic Development Corporation SALES TAX REPORT February 28,2022 BUDGETED YEAR DIFF % DIFF MONTH FY 2019 FY 2020 FY 2021 FY 2022 21 vs.22 21 vs.22 DECEMBER $ 214,867.15 $ 226,663.94 $ 235,381.33 $ 263,577.66 $ 28,196.33 11.98% JANUARY $ 223,749.61 $ 218,520.22 $ 262,263.52 $ 326,207.92 $ 63,944.40 24.38% FEBRUARY $ 307,366.66 $ 362,129.18 $ 456,571.35 $ 417,896.79 $ (38,674.56) -8.47% MARCH $ 208,222.32 $ 228,091.34 $ 257,187.91 $ - $ - 0.00% APRIL $ 182,499.53 $ 203,895.57 $ 221,881.55 $ - $ - 0.00% MAY $ 274,299.18 $ 289,224.35 $ 400,371.70 $ - $ - 0.00% JUNE $ 234,173.88 $ 239,340.35 $ 290,586.92 $ - $ - 0.00% JULY $ 215,107.94 $ 296,954.00 $ 314,559.10 $ - $ - 0.00% AUGUST $ 283,602.93 $ 325,104.34 $ 390,790.76 $ - $ - 0.00% SEPTEMBER $ 243,048.40 $ 259,257.89 $ 307,681.15 $ - $ - 0.00% OCTOBER $ 224,875.38 $ 249,357.02 $ 326,382.38 $ - $ - 0.00% NOVEMBER $ 308,324.41 $ 384,953.89 $ 411,813.32 $ - $ - 0.00% Sub-Total $ 2,920,137.37 $ 3,283,492.09 $ 3,875,470.98 $ 1,007,682.37 $ 53,466.18 9.30% Total $ 2,920,137.37 $ 3,283,492.09 $ 3,875,470.98 $ 1,007,682.37 $ 53,466.18 9.30% EEC Sales Tex nlysis $500,000 $450,000 $400,000 $350,000 $300,000 $250,000 2021 $200,000 2022 $150,000 $100,000 $50,000 $0 4. OzGe,' ,ems\ 4eo<n.>. \ 'cn Phi\ \a' se s)\1 sq) z ee s 0 , e �o4 es c e P cae ***Sales Tax collections typically take 2 months to be reflected as Revenue. SIsTx receipts are then accrued back 2 months. Example:February SIsTx Revenue is actually December SIsTx and is therefore the 3rd allocation in FY22. 16_'' 03/16/2022Item 1. Wylie Economic Development Board AGENDA REPORT Meeting Date: March 16, 2022 Item Number: Department: Use Only) WEDC Prepared By: Jason Greiner Account Code: Date Prepared: 2/9/22 Exhibits: 1 Subject Consider and act upon a First Amendment to the Purchase and Sale Agreement between the WEDC and McClure Partners Construction Company. Recommendation Motion to approve a First Amendment to the Purchase and Sale Agreement between the WEDC and McClure Partners Construction Company and further authorize WEDC President Dawkins to execute said agreement. Discussion Tabled from 2-17-2022 As the Board will recall, the WEDC has been working toward the redevelopment of the Highway 78 and Brown Street properties since early 2018. The Purchase and Sale Agreement between McClure Partners Construction Company and the WEDC was approved by the Board on August 19, 2020. As detailed in the PSA, completion of the water line relocation must be completed prior to closing. The Board recently approved the Construction Costs and Reimbursement Payments for the NTMWD Development Agreement related to the water line relocation at the 2-17-22 Board Meeting, with anticipated completion by 12-31-22. This First Amendment to the Purchase & Sale Agreement is tied directly to the timeline of the water line relocation project and provides a 12-month extension to the water line relocation deadline. Analysis: • Corner Lot: 1.74 acres or 75,804 square feet • Sales Price: $20/SF or approximately $1,516,080 • Water Line Relocation Deadline: March 31, 2023 • Inspection Period: 120 Days • Closing Date: 60 Days Page 1 of "17 03/16/2022 Item 1. FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENT THIS FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENT ("Amendment") is effective on , 2022, between WYLIE ECONOM C DEVELOPMENT CORPORATION, a Texas non-profit corporation ("Seller") and MCCLURE PARTNERS CONSTRUCTION COM ANY, a Texas limited liability company ("Purchaser"). RECITALS WHEREAS, the parties hereto entered into that certain Purchase and Sale Agreement, dated to be effective August 19, 2020 (the "Contract"), whereby Seller agreed to sell to Purchaser and Purchaser agreed to purchase from Seller, approximately 1.74 acres (75,804 square feet)), being Lot 5 at Hwy 78 and Brown, City of Wylie, Collin County, Texas (the "Land"), together with any and all improvements located thereon, together with all benefits, privileges, tenements, hereditaments, rights and appurtenances thereon or pertaining to such Land(collectively the "Property"), as further described in the Contract; and WHEREAS, Seller and Purchaser desire to amend the Contract in certain respects as set forth below. NOW THEREFORE, in consideration of the Property, and other good and valuable consideration, the receipt and sufficiency of which the parties hereby acknowledge and the Parties agree herein to amend the Contract as follows: 1. Capitalized Terms. Unless otherwise defined herein, capitalized terms shall have the meaning as set forth in the Contract. 2. Water Line Relocation Deadline Extension. Seller and Purchaser agree herein to amend Section 1.1.X. of the Contract to extend the Water Line Relocation Deadline for one (1) year from March 31, 2022, to March 31,2023. 3. Continued Validity. Except as amended herein, each and every team of the Contract shall remain in full force and effect as originally written and executed. 4. Counterparts/Delivery. This instrument may be executed in any number of counterparts and by the different parties on separate counterparts, and each such counterpart shall be deemed to be an original but all such counterparts shall together constitute one and the same agreement. The parties hereto may execute and deliver this instrument by forwarding facsimile, telefax, electronic pdf or other means of copies of this instrument showing execution by the parties sending the same. The parties agree and intend that such signature shall have the same effect as an original signature, that the parties shall be bound by such means of execution and delivery, and that the parties hereby waive any defense to validity based on any such copies or signatures. 5. Captions. Headings of paragraphs are for convenience of reference only and shall not be construed as part of this Amendment. First Amendment to Purchase and Sale Agreement-Page 1 3649693v1 18 03/16/2022 Item 1. IN WITNESS WHEREOF, the parties have caused this Amendment to be executed as of the date set forth above. SELLER: Wylie Economic Development Corporation, a Texas non-profit corporation By: Name: Title: PURCHASER: McClure Partners Construction Company, a Texas corporation By: Name: Title: First Amendment to Purchase and Sale Agreement-Page 2 3649693v1 19 03/16/2022 Item 2. Wylie Economic Development Board AGENDA REPORT Meeting Date: March 16,2022 Item Number: 2 Department: WEDC (Staff Use Only) Prepared By: Jason Greiner Account Code: Date Prepared: 3/2/22 Exhibits: 1 Subject Consider and act upon a Residential Real Estate Agreement between the WEDC and Marlow Edward & Virginia Revocable Trust. Recommendation Motion to approve a Residential Real Estate Agreement between the WEDC and Marlow Edward&Virginia Revocable Trust and authorize the purchase of 305 S Ballard Avenue in the amount of$183,000 and pay all closing costs, further authorizing the WEDC Board President to execute all documentation necessary to effectuate the transaction. Discussion Attached for Board review is an executed Residential Contract between the WEDC and Marlow Edward & Virginia Revocable Trust for the purchase of Lot 3, Block A of the Butler Subdivision (305 S. Ballard) for a purchase price of $183,000,plus closing costs. As per the direction provided in Executive Session, staff executed the contract and will offer a residential lease to the current tenant for a minimum term of twelve months from closing at the same lease rate. Analysis: • Lot Size: 8,125 Square Feet • Sales Price: $183,000,Plus All Closing Costs • Effective Date: March 4,2022 • Termination Option: 30 Days • Closing Date: On or Before April 29,2022 Page 1 of 20 03/16/2022 Item 2. 11-08 2aaal PROMULGATED BY THE TEXAS REAL ESTATE COMMISSION (TREC) !r' *'�• ONE TO FOUR FAMILY RESIDENTIAL CONTRACT RESALE) ) �+ �.r NOTICE: Not For Use For Condominium Transactions JOWL MMUS OPPIIIMMT 1.PARTIES: The parties to this contract are . Marlow Edward &Virginia Revocable Trust (Seller) and Wylie Economic Development Corporation (Buyer). Seller agrees to sell and convey to Buyer and Buyer agrees to buy from Seller the Property defined below. 2.PROPERTY: The land, improvements and accessories are collectively referred to as the Property (Property). A. LAND: Lot, 3 Block , BUTLER SUBDIVISION Addition, City of :Countyof _._ Texas, known as 305 S.Ballard Avenue,Wylie TX,75098 (address/zip code), or as described on attached exhibit. B. IMPROVEMENTS: The house, garage and all other fixtures and improvements attached to the above-described real property, including without limitation, the following permanently installed and built-in Items, if any: all equipment and appliances, valances, screens, shutters, awnings, wall-to-wall carpeting, mirrors, ceiling fans, attic fans, mail boxes, television antennas, mounts and brackets for televisions and speakers, heating and air-conditioning units, security and fire detection equipment, wiring, plumbing and lighting fixtures, chandeliers, water softener system, kitchen equipment, garage door openers, cleaning equipment, shrubbery, landscaping, outdoor cooking equipment, and all other property attached to the above described real property. C. ACCESSORIES: The following described related accessories, if any: window air conditioning units, stove, fireplace screens, curtains and rods, blinds, window shades, draperies and rods, door keys, mailbox keys, above ground pool, swimming pool equipment and maintenance accessories, artificial fireplace logs, security systems that are not fixtures, and controls for: (i) garage doors, (iI) entry gates, and (iii) other improvements and accessories. "Controls" includes Seller's transferable rights to the (I) software and applications used to access and control Improvements or accessories, and (ii) hardware used solely to control improvements or accessories. D. EXCLUSIONS: The following improvements and accessories will be retained by Seller and must be removed prior to delivery of possession: E. RESERVATIONS: Any reservation for oil, gas, or other minerals, water, timber, or other interests is made in accordance with an attached addendum. 3.SALES PRICE: A. Cash portion of Sales Price payable by Buyer at closing ..........................$ 183,o00.o© B.Sum of all financing described in the attached: ❑ Third Party Financing Addendum, Loan Assumption Addendum, ❑ Seller Financing Addendum ..,.......$ NA C. Sales Price (Sum of A and B) .......... ....................s..............................$ 183,000.00 4.LEASES: Except as disclosed In this contract, Seller is not aware of any leases affecting the Property. After the Effective Date, Seller may not, without Buyer's written consent, create a new lease, amend any existing lease, or convey any interest in the Property. (Check all applicable boxes) )4A. RESIDENTIAL LEASES: The Property Is subject to one or more residential leases and the Addendum Regarding Residential Leases is attached to this contract. El B. FIXTURE LEASES: Fixtures on the Property are subject to one or more fixture leases (for example, solar panels, propane tanks, water softener, security system) and the Addendum Regarding Fixture Leases is attached to this contract. C, NATURAL RESOURCE LEASES: "Natural Resource Lease" means an existing oil and gas, mineral, water, wind, or other natural resource lease affecting the Property to which Seller is a party. (1) Seiler has delivered to Buyer a copy of all the Natural Resource Leases. ❑(2)Seller has not delivered to Buyer a copy of all the Natural Resource Leases. Seller shall provide to Buyer a copy of all the Natural Resource Leases within 3 days after the Effective Date. Buyer may terminate the contract within days after the date the Buyer receives all the Natural Resource Leases and the earnest money shall be refunded to Buyer. Initialed for identification by Bu er , -_ and Seller j TREC NO. 20-16 � � 21 03/16/2022 Item 2. Contract Concerning 305 S.Ballard Avenue,Wylie,TX.75098 Page 2 of 11 ii-tie-202i (Address of Property) 5.EARNEST MONEY AND TERMINATION OPTION: A. DELIVERY OF EARNEST MONEY AND OPTION FEE: Within 3 days after the Effective Date, Buyer must deliver to Lawyers Title , as escrow agent, at 250 5,Hwy 78,Wylie,TX,75098;Attention:D.Baron Cook (address) $ 5,©00.00 as earnest money and $ 10©,00 as the Option Fee. The earnest money and Option Fee shall be made payable to escrow agent and may be paid separately or combined in a single payment. (1) of$ Ile 1.11l_.a.1 egi,.Irl (2)If the last day to deliver the earnest money, Option Fee, or the additional earnest money falls on a Saturday, Sunday, or legal holiday, the time to deliver the earnest money, Option Fee, or the additional earnest money, as applicable, is extended until the end of the next day that is not a Saturday, Sunday, or legal holiday. (3)The amount(s) escrow agent receives under this paragraph shall be applied first to the Option Fee, then to the earnest money, and then to the additional earnest money. (4)Buyer authorizes escrow agent to release and deliver the Option Fee to Seller at any time without further notice to or consent from Buyer, and releases escrow agent from liability for delivery of the Option Fee to Seller. The Option Fee will be credited to the Sales Price at dosing. B. TERMINATION OPTION; For nominal consideration, the receipt of which Seller acknowledges, and Buyer's agreement to pay the Option Fee within the time required, Seller grants Buyer the unrestricted right to terminate this contract by giving notice of termination to Seller within 30 days after the Effective Date of this contract (Option Period). Notices under this paragraph must be given by 5:00 p.m. (local time where the Property is located) by the date specified. If Buyer gives notice of termination within the time prescribed: (i) the Option Fee will not be refunded and escrow agent shall release any Option Fee remaining with escrow agent to Seller; and (ii) any earnest money will be refunded to Buyer. C. FAILURE TO TIMELY DELIVER EARNEST MONEY: If Buyer fails to deliver the earnest money within the time required, Seller may terminate this contract or exercise Seller's remedies under Paragraph 15, or both, by providing notice to Buyer before Buyer delivers the earnest money. D.FAILURE TO TIMELY DELIVER OPTION FEE: If no dollar amount is stated as the Option Fee or if Buyer falls to deliver the Option Fee within the time required, Buyer shall not have the unrestricted right to terminate this contract under this paragraph 5. E. TIME: Time is of the essence for this paragraph and strict compliance with the time for performance is required. 6.TITLE POLICY AND SURVEY: A.TITLE POLICY: Seller shall furnish to Buyer at 0 Seller's $(Buyer's expense an owner policy of title Insurance (Title Policy) Issued by Lawyers Title (Title Company) in the amount of the Sales Price, dated at or after closing, insuring Buyer against loss under the provisions of the Title Policy, subject to the promulgated exdusions (including existing building and zoning ordinances) and the following exceptions: (1) Restrictive covenants common to the platted subdivision in which the Property is located. (2)The standard printed exception for standby fees, taxes and assessments. (3) Liens created as part of the financing described in Paragraph 3. (4)Utility easements created by the dedication deed or plat of the subdivision In which the Property is located. (5) Reservations or exceptions otherwise permitted by this contract or as may be approved by Buyer in writing. (6)The standard printed exception as to marital rights. (7)The standard printed exception as to waters, tidelands, beaches, streams, and related matters. (8)The standard printed exception as to discrepancies, conflicts, shortages in area or boundary lines encroachments or protrusions, or overlapping improvements: (I) will not be amended or deleted from the title policy; or ii) will be amended to read, "shortages in area" at the expense of El Buyer El Seiler. (9)The exception or exclusion regarding minerals approved by the Texas Department of Insurance. B.COMMITMENT: Within 20 days after the Title Company receives a copy of this contract, Seller shall furnish to Buyer a commitment for title Insurance (Commitment) and, at Buyer's expense, legible copies of restrictive covenants and documents evidencing exceptions in the Commitment (Exception Documents) other than the standard printed exceptions. Seller authorizes the Title Company to deliver the Commitment and Exception Documents to Buyer at. Buyer's address shown in Paragraph 21, If the Commitment and Exception Documents are not delivered to Buyer within the specified time, the time for delivery will be automatically extended up to 15 days or 3 days before the Closing Date, whichever Is earlier. If the Commitment and Exception Documents are not delivered w -'n the time required, Buyer may terminate this contract and the earnest money will berefu r• 'd to Buyer. _ « Initialed for identification by Buyer ,w' and Seller _ "— TREC NO. 20-16 wr` � 22 03/16/2022 Item 2. Contract Concerning 305 S,Ballard Avenue,Wylie,TX.75098 page 3 of 11 it-as-2a21 (Address of Property) C. SURVEY: The survey must be made by a registered professional land surveyor acceptable to the Title Company and Buyer's lender(s). (Check one box only) U(1)Wlthln days after the Effective Date of this contract, Seller shall furnish to Buyer and Title Company Seller's existing survey of the Property and a Residential Real Property Affidavit promulgated by the Texas Department of Insurance (T-47 Affidavit). If Seller fails to furnish the existing survey or affidavit within the time prescribed, Buyer shall obtain a new survey at Seller's expense no later than 3 days prior to Closing Date. If the existing survey or affidavit is not acceptable to Title Company or Buyer's lender(s), Buyer shall obtain a new survey at ©Seller's Buyer's expense no later than 3 days prior to Closing Date. )4(2)Within 30 days after the Effective Date of this contract, Buyer shall obtain a new survey at Buyer's expense. Buyer is deemed to receive the survey on the date of actual receipt or the date specified In this paragraph, whichever is earlier. ©(3)Within days after the Effective Date of this contract, Seller, at Seller's expense shall furnish a new survey to Buyer. D. OBJECTIONS: Buyer may object In writing to defects, exceptions, or encumbrances to title: disclosed on the survey other than items 6A(1) through (7) above; disclosed In the Commitment other than items 6A(1) through (9) above; or which prohibit the following use or activity: Buyer must object the earlier of(i) the dosing Da e or(II) days after Buyer receives the Commitment, Exception Documents, and the survey. Buyer's failure to object within the time allowed will constitute a waiver of Buyer's right to object; except that the requirements in Schedule C of the Commitment are not waived by Buyer. Provided Seller Is not obligated to Incur any expense, Seller shall cure any timely objections of Buyer or any third party lender within 15 days after Seller receives the objections (Cure Period) and the Closing late will be extended as necessary. If objections are not cured within the Cure Period Buyer may, by delivering notice to Seller within 5 days after the end of the Cure Period: (I) terminate this contract and the earnest money will be refunded to Buyer; or (II) waive the objections. If Bu er does not terminate within the time required, Buyer shall be ceemed to have waived the objections. If the Commitment or Survey is revised or any new Exception Documents) is de ivered Buyer may object to any new matter revealed In the revised Commitment or Survey or new Exception Document(s) within the same time stated in this paragraph to make objections beginning when the revised Commitment, Survey, or Exception Document(s) is de ivered to Buyer. E. TITLE NOTICES: (1) ABSTRACT OR TITLE POLICY: Broker advises Buyer to have an abstract of title covering the Property examined by an attorney of Buyer's selection, or Buyer should be furnished with or obtain a Title Policy. If a Title Policy is furnished, the Commitment should be promptly reviewed by an attorney of Buyer's choice due to the time limitations on Buyer's rlgh" to object. (2) MEMBERSHIP IN PROPERTY OWNERS ASSOCIATION(S): The Property Dis Dis not suizect to mandatory membership in a property owners association(s). If the Property is subject to mandatory membership in a property owners association(s), Seller notifies Buyer under §5.012, Texas Property Code, that, as a purchaser of property in the residential community identified in Paragraph 2A in which the Property is located, you are obligated to be a member of the property owners association(s). Restrictive covenants governing the use and occupancy of tie Property and all dedicatory Instruments governing the establishment, maintenance, or operation of this residential community have been or will be recorded in the Real Property Records of the county in which the Property Is located. Copies of the restrictive covenants and dedicatory Instruments may be obtained from the county clerk. You are obJiapted to Day assessments to the property owners association(s). Thin amount of the p sessments is subject to change. Ypur fp ilere to i av the ssessments cou d result, in enforcement of the associations lien on and the toreclosure of therove ection 207.003, Property Code, entitles an owner to receive copies of any document that governs the establishment, maintenance, or operation of a subdivision, including, but not limited to, restrictions, bylaws, rules and regulations, and a resale certificate from a property owners' association. A resale certificate contains information including, but not limited to, statements specifying the amount and frequency of regular assessments and the style and cause number of lawsuits to which the property owners' association is a party, otter than lawsuits relating to unpaid ad valorem taxes of an individual member of the association. These documents must be made available to you by the property owners' association or the assodation's agent on your request. If Buyer Is concerned about these matters, the TREC promulgated Addendum for Property Subject to Mandatory Membership In a Property Owners Association(s) should be used. (3)STATUTORY TAX DISTRICTS: If the Property is situated in a utility or other statutorily created district providing a sewer, drainage, or flood c 'trot facilities and services, Initialed for identification by Buyeer and Seller TREC NO. 20-16 23 03/16/2022 Item 2. Contract Concerning 305 S.Ballard Avenue,Wylie,TX,75098 Page 4 of 11 11.-ae-2o21 (Address of Property) Chapter 49, Texas Water Code, requires Seller to deliver and Buyer to sign the statutory notice relating to the tax rate, bonded Indebtedness, or standby fee of the district prior to final execution of this contract. (4)TIDE WATERS: If the Property abuts the tidally influenced waters of the state, §33.135, Texas Natural Resources Code, requires a notice regarding coastal area property to be Included in the contract. An addendum containing the notice promulgated by TREC or required by the parties must be used. (5)ANNEXATION: If the Property is located outside the limits of a municipality, Seller notifies Buyer under§5.011,Texas Property Code, that the Property may now or later be included in the extraterritorial jurisdiction of a municipality and may now or later be subject to annexation by the municipality. Each municipality maintains a map that depicts its boundaries and extraterritorial jurisdiction. To determine If the Property Is located within a municipality's extraterritorial jurisdiction or is likely to be located within a municipality's extraterritorial jurisdiction, contact all municipalities located in the general proximity of the Property for further information. (6)PROPERTY LOCATED IN A CERTIFICATED SERVICE AREA OF A UTILITY SERVICE PROVIDER: Notice required by §13,257, Water Code: The real property, described In Paragraph 2, that you are about to purchase may be located In a certificated water or sewer service area, which Is authorized by law to provide water or sewer service to the properties in the certificated area. If your property is located in a certificated area there may be special costs or charges that you will be required to pay before you can receive water or sewer service. There may be a period required to construct lines or other facilities necessary to provide water or sewer service to your property. You are advised to determine if the property is In a certificated area and contact the utility service provider to determine the cost that you will be required to pay and the period, if any, that is required to provide water or sewer service to your property. The undersigned Buyer hereby acknowledges receipt of the foregoing notice at or before the execution of a binding contract for the purchase of the real property described in Paragraph 2 or at closing of purchase of the real property. (7)PUBLIC IMPROVEMENT DISTRICTS: If the Property is In a public Improvement district, Seller must give Buyer written notice as required by §5,014, Property Code. An addendum containing the required notice shall be attached to this contract. (8)TRANSFER FEES: If the Property is subject to a private transfer fee obligation, §5,205, Property Code, requires Seller to notify Buyer as follows: The private transfer fee obligation may be governed by Chapter 5 Subchapter G of the.Texas Property Code. (9) PROPANE GAS SYSTEM SERVICE AREA: If the Property is located in a propane gas system service area owned by a distribution system retailer, Seller must give Buyer written notice as required by §141.010 Texas Utilities Code. An addendum containing the notice approved by TREC or required by the parties should be used. (10)NOTICE OF WATER LEVEL FLUCTUATIONS; If the Property adjoins an impoundment of water, including a reservoir or lake, constructed and maintained under Chapter 11, Water Code, that has a storage capacity of at least 5,000 acre-feet at the impoundment's normal operating level, Seller hereby notifies Buyer: "The water level of the impoundment of water adjoining the Property fluctuates for various reasons, including as a result of: (1) an entity lawfully exercising Its right to use the water stored in the impoundment; or (2) drought or flood conditions."' 7.PROPERTY CONDITION: A. ACCESS, INSPECTIONS AND UTILITIES: Seller shall permit Buyer and Buyer's agents access to the Property at reasonable times. Buyer may have the Property Inspected by inspectors selected by Buyer and licensed by TREC or otherwise permitted by law to make inspections. Any hydrostatic testing must be separately authorized by Seller in writing. Seller at Seller's expense shall immediately cause existing utilities to be turned on and shall keep the utilities on during the time this contract is in effect. B. SELLER'S DISCLOSURE NOTICE PURSUANT TO §5.008, TEXAS PROPERTY CODE (Notice): (Check one box only) 8(1)Buyer has received the Notice. 2)Buyer has not received the Notice. Within days after the Effective Date of this contract, Seller shall deliver the Notice to Buyer. If Buyer does not receive the Notice, Bu(er may terminate this contract at any time prior to the closing and the earnest money wil, be refunded to Buyer, If Seller delivers the Notice, Buyer may terminate this contract for any reason within 7 days after Buyer receives the Notice or prior to the closing, whichever first occurs, and the earnest money will be refunded to Buyer. X(3)The Seller is not required to furnish the notice under the Texas Property Code. C. SELLER'S DISCLOSURE OF LEAD-BASED PAINT AND LEAD-BASED PAINT HAZARDS Is required by Federal law for a residential dwellingconstructed prior to 1978. Initialed for identification by Buy r and Seller TREC NO. 20-16 24 03/16/2022 Item 2. Contract Concerning 305 S.Ballard Avenue,Wylie,TX.75098 Page 5 of 11 u o8-2O2i (Address of Property) D.ACCEPTANCE OF PROPERTY CONDITION: "As Is" means the present condition of the Property with any and all defects and without warranty except for the warranties of title and the warranties in this contract, Buyer's agreement to accept the Property As Is under Paragraph 7D(1) or (2) does not preclude Buyer from inspecting the Property under Paragraph 7A, from negottiating repairs or treatments in a subsequent amendment, or from terminating this contract during the Option Period, if any. (Check one box only) S((1)Buyer accepts the Property As Is. LI(2)Buyer accepts the Property As Is provided Seller, at Seller's expense, shall complete the following specific repairs and treatments: (Do not insert general phrases, such as"subject to inspections"that do not identify specific repairs and treatments.) E. LENDER REQUIRED REPAIRS AND TREATMENTS: Unless otherwise agreed in writing neither party Is obligated to pay for lender required repairs, which includes treatment i'ar wood destroying insects. If the parties do not agree to pay for the lender required repairs or treatments, this contract will terminate and the earnest money will be refunded to Buyer, If the cost of lender required repairs and treatments exceeds 5% of the Sales Price, Buyer may terminate this contract and the earnest money will be refunded to Buyer. F. COMPLETION OF REPAIRS AND TREATMENTS: Unless otherwise agreed in writing: (i) Seller shall complete all agreed repairs and treatments prior to the Closing Date• and (ii) all required permits must be obtained, and repairs and treatments must be performed by persons who are licensed to provide such repairs or treatments or, if no license is required by law, are commercially engaged in the trade of providing such repairs or treatments. At Buyer's election, any transferable warranties received by Seller with respect to the repairs and treatments will be transferred to Buyer at Buyer s expense, If Seller fails to complete any agreed repairs and treatments prior to the Closing Date Buyer may exercise remedies under Paragraph 15 or extend the Closing Date up to 5 days if necessary for Seller to complete the repairs and treatments, G.ENVIRONMENTAL MATTERS: Buyer Is advised that the presence of wetlands, toxic substances : including asbestos and wastes or other environmental hazards, or the or endangered species or Its habitat may affect Buyer's intended use prese nce of a threatened of the Property. If Buyer is concerned about these matters, an addendum promulgated by TREC or required by the parties should be used. H.RESIDENTIAL SERVICE CONTRACTS: Buyer may purchase a residential service contract from a residential service company. If Buyer purchases a residential service contract, Seller shall reimburse Buyer at closing for the cost of the residential service contract In an amount not exceeding $_ . Buyer should review any residential service contract for the scope of coverage, exclusions and limitations. The purchase of a residential service contract is optional. Similar coverage may be purchased from various companies authorized to do business in Texas. 8. BROKERS AND SALES AGENTS: A. BROKER OR SALES AGENT DISCLOSURE: Texas law requires a real estate broker or sales agent who is a party to a transaction or acting on behalf of a spouse, parent, child, business entity in which the broker or sales agent owns more than 10%, or a trust for which the broker or sales agent acts as a trustee or of which the broker or sales agent or the broker or sales agent's spouse, parent or child is a beneficiary, to notify the other party in writing before entering Into a contract of sale. Disclose if applicable; NA B.BROKERS' FEES: All obligations of the parties for payment of brokers' fees are contained in separate written agreements. 9.CLOSING: A.The closing of the sale will be on or before April 29 , 20 22 , or within 7 days after objections made under Paragraph 6D have been cured or waived, whichever date is later (Closing Date). If either party fails to close the sale by the Closing Date, the non-defaulting party may exercise the remedies contained in Paragraph 15. B. At closing: (1)Seller shall execute and deliver a general warranty deed conveying title to the Property to Buyer and showing no additional exceptions to those permitted in Paragraph 6 and furnish tax statements or certificates showing no delinquent taxes on the Property. (2)Buyer shall pay the Sales Price in good funds acceptable to the escrow agent. (3)Seller and Buyer shall execute and deliver any notices, statements, certificates, affidavits, releases, loan documents and other documents reasonably required for the closing of the sale and the issuance of the Title Policy. (4)There will be no liens, assessments, or security interests against the Property which will not be satisfied out of the sales proceeds unless securing the payment of any loans assumed by Buyer and assumed loans will not be in default. Initialed for identification by Bu ° _.. and Seller re)7 J2 1REC NO, 20-16., ��/t 25 03/16/2022 Item 2. Contract concerning 305 S.Ballard Avenue,Wylie,TX.7509E Page 6 of 11 tx-re-2t021 (Address of Property) 10. POSSESSION: A. BUYER'S POSSESSION: Seller shall deliver to Buyer poss ssion of the Property in its resent or required condition, ordinary wear and tear excepted: Joilitypon closing and funding Uaccording to a temporary residential lease form promulgated by TREC or other written lease required by the parties. Any possession by Buyer prior to closing or by Seller after closing which is not authorized by a written lease will establish a tenancy at sufferance relationship between the parties. Consult your Insurance agent prior to change of ownership and possession because insurance coverage may be limited or terminated. The absence of a written lease or appropriate insurance coverage may expose the parties to economic loss. B. SMART DEVICES: "Smart Device" means a device that connects to the Internet to enable remote use, monitoring, and management of: (i) the Property; (ii) items Identified in any Non- Realty Items Addendum; or (iii) items In a Fixture Lease assigned to Buyer. At the time Seller delivers possession of the Property to Buyer, Seller shall: (1)deliver to Buyer written Information containing all access codes, usernames, passwords, and applications Buyer will need to access, operate, manage, and control the Smart Devices; and (2)terminate and remove all access and connections to the improvements and accessories from any of Seller's personal devices including but not limited to phones and computers. 11.SPECIAL PROVISIONS: (Insert only factual statements and business details applicable to the sale. TREC rules prohibit license holders from adding factual statements or business details for which a contract addendum, lease or other form has been promulgated by TREC for mandatory use.) Buyer will pay all closing costs, except curative matters. 12. SETTLEMENT AND OTHER EXPENSES: A. The following expenses must be paid at or prior to closing: (1) Expenses payable by Seller (Seller's Expenses): (a)Releases of existing liens, including prepayment penalties and recording fees; release of Seller's loan liability; tax statements or certificates; preparation of deed; one-half of escrow fee; and other expenses payable by Seller under this contract. (b) Seller shall also pay an amount not to exceed $. to be applied In the following order: Buyer's Expenses which Buyer is prohibited from paying by FHA, VA, Texas Veterans Land Board or other governmental loan programs, and then to other Buyer's Expenses as allowed by the lender. (2) Expenses payable by Buyer (Buyer's Expenses): Appraisal fees; loan application fees; origination charges; credit reports; preparation of loan documents; interest on the notes from date of disbursement to one month prior to dates of first monthly payments; recording fees; copies of easements and restrictions; loan title policy with endorsements required by lender; loan-related inspection fees; photos; amortization schedules; one-half of escrow fee; all prepaid items, Including required premiums for flood and hazard insurance, reserve deposits for insurance, ad valorem taxes and special governmental assessments; final compliance Inspection; courier fee; repair inspection; underwriting fee; wire transfer fee; expenses incident to any loan; Private Mortgage Insurance Premium (PMI), VA Loan Funding Fee, or FHA Mortgage Insurance Premium (MIP) as required by the lender; and other expenses payable by Buyer under this contract. B. If any expense exceeds an amount expressly stated In this contract for such expense to be paid by a party, that party may terminate this contract unless the other party agrees to pay such excess. Buyer may not pay charges and fees expressly prohibited by FHA, VA, Texas Veterans Land Board or other governmental loan program regulations. 13. PRORATIONS: Taxes for the current year, interest, maintenance fees, assessments, dues and. rents will be prorated through the Closing Date. The tax proration may be calculated taldng into consideration any change in exemptions that will affect the current year's taxes. If taxes for the current year vary from the Initialed for identification by Bu and Seller / TREC NO, 20-16 26 03/16/2022 Item 2. 305 S.(Address of Property) Avenue, Wylie, TX.75098 Contract Concerning Page 7 of 11 it c�a•zgza amount prorated at dosing,the parties shall adjust the proration when tax statements for the current year are available.If taxes are not paid at or prior to dosing,Buyer shall pay taxes for the current year. 14. CASUALTY LOSS: If any part of the Property Is damaged or destroyed by fire or other casualty after the Effective Date of this contract, Seller shall restore the Property to its previous condition as soon as reasonably possible but In any event by the Closing Date. If Seller fails to do so due to factors beyond Seller's control, Buyer may (a) terminate this contract and the earnest money will be refunded to Buyer (b) extend the time for performance up to 15 days and the Closing Date will be extended as necessary or (c) accept the Property in Its damaged condition with an assignment of insurance proceeds, If permitted by Seller's insurance carrier, and receive credit from. Seller at closing In the amount of thedeductible under the insurance policy. Seller's obligations under this paragraph are independent of any other obligations of Seller under this contract. 15. DEFAULT: If Buyer fails to comply with this contractr Buyer will be in default and Seller may (a) enforce specific performance, seek such other relief as may be provided by raw, or both, or (b) terminate this contract and receive the earnest money as liquidated damages, thereby releasing both parties from this contract. If Seiler fails to comply with this contract, Seller will be in default and Buyer may (a) enforce specific performance, seek such other relief as may be provided by law, or both, or (b) terminate this contract and receive the earnest money, thereby releasing both parties from this contract. 16. MEDIATION: It is the policy of the State of Texas to encourage resolution of disputes through alternative dispute resolution procedures such as mediation. Any dispute between Seller and Buyer related to this contract which is not resolved through Informal discussion will be submitted to a mutually acceptable mediation service or provider. The parties to the mediation shall bear the mediation costs equally. This paragraph does not preclude a party from seeking equitable relief from a court of competent jurisdiction. 17. ATTORNEY'S FEES: A Buyer, Seller, Listing Broker, Other Broker, or escrow agent who prevails in any legal proceeding related to this contract is entitled to recover reasonable attorney's fees and all costs of such proceeding. 18. ESCROW: A. ESCROW: The escrow agent is not (i) a party to this contract and does not have liability for the performance or nonperformance of any party to this contract, (II) liable for interest on the earnest money and (iii) liable for the loss of any earnest money caused by the failure of any financial Institution in which the earnest money has been deposited unless the financial Institution is acting as escrow agent. Escrow agent may require any disbursement made In connection with this contract to be conditioned on escrow agent's collection of good funds acceptable to escrow agent. B. EXPENSES: At closing, the earnest money must be applied first to any cash down payment, then to Buyer's Expenses and any excess refunded to Buyer. If no closing occurs, escrow agent may: (i) require a written release of liability of the escrow agent from all parties; and (Ii) require payment of unpaid expenses incurred on behalf of a party. Escrow agent may deduct authorized expenses from the earnest moneypayable to a party. "Authorized expenses" means expenses Incurred by escrow agent on behalf �of the party entitled to the earnest money that were authorized by this contract or that party. C. DEMAND: Upon termination of this contract, either party or the escrow agent may send a release of earnest money to each party and the parties shall execute counterparts of the release and deliver same to the escrow agent. If either party fails to execute the release, either party may make a written demand to the escrow agent for the earnest money. If only one party makes written demand for the earnest money, escrow agent shall promptly provide a copy of the demand to the other party. If escrow agent does not receive written objection to the demand from the other party within 15 days, escrow agent may disburse the earnest money to the party making demand reduced by the amount of unpaid expenses incurred on behalf of the party receiving the earnest money and escrow agent may pay the same to the creditors. If escrow agent complies with the provisions of this paragraph, each party hereby releases escrow agent from all adverse claims related to the disbursal of the earnest money. D.DAMAGES: Any party who wrongfully falls or refuses to sign a release acceptable to the escrow agent within 7 cays of receipt of the request will be liable to the other party for (I) damages; (ii) the earnest money; (ill) reasonable attorney's fees; and (iv) all costs of suit. E. NTICES: Escrow agents notices will be effective when sent in compliance with Paragraph 21. Notice of objection to the demand will be deemed effective upon receipt by escrow agent. 19. REPRESENTATIONS: Ali covenants, representations and warranties in this contract survive dosing. If any representation of Seller In this contract is untrue on the Closing Date, Seller will be In default. Unless expressly prohibited by written agreement, Seller may continue to show the Property and receive, negotiate and accept back up offers. 20. FEDERAL TAX REQUIREMENTS: If Seller is a "foreign person," as defined by Internal Revenue Code and Its regulations, or if Seller fails to deliver an affidavit or a certificate of non- foreign status to Buyer that Seller is not a "foreign person " then Buyer shall withhold from the sales proceeds an amount s ienf a comply with applicable tax 1(aw and deliver the same to the Initialed for Identification by Bu .= and Seller Di TREC NO. 20-16 %� �I° 27 03/16/2022 Item 2 305 S.Ballard Avenue,Wylie,TX,75098 Contract Concerntng Page 8 of 11 11-08-2021 (Address of Property) Internal Revenue Service together with appropriate tax forms. Internal Revenue Service regulations require filing written reports if currency in excess of specified amounts is received In the transaction. 21, NOTICES: All notices from one party to the other must be in writing and are effective when mailed to, hand-delivered at, or transmitted by fax or electronic transmission as follows: To Buyer Buyer at: 250 S. Hwy 78,Wylie,TX.75098 To Seller at: )7)7\A:1/ 7Ib ) Attn: Jason Greiner .t Her/ v, c LA) c 75(Yr Phone: (972)442-7901 Phone: (/19') Cf/E-mail/Fax: Jason@WylieEDC.com Jason@WylieEDC.com E-mail/Fax: (A)i 6,`:)(„\e') E-mail/Fax: E-mail/Fax: 22. AGREEMENT OF PARTIES: This contract contains the entire agreement of the parties and cannot be changed except by their written agreement. Addenda which are a part of this contract are (Check all applicable boxes): Third Party Finandng Addendum 1.:1 Seller's Temporary Residential Lease 0 Seller Financing Addendum la Short Sale Addendum LI Addendum for Property Subject to Mandatory Membership In a Property U Addendum for Property Located Seaward Owners Association of the Gulf Intracoastal Waterway C3 Buyer's Temporary Residential Lease U Addendum for Seller's Disclosure of Information on Lead-based Paint and Lead- LI Loan Assumption Addendum based Paint Hazards as Required by El Addendum for Sale of Other Property by Federal Law Buyer ij Addendum for Property in a Propane Gas 0 Addendum for Reservation of Oil, Gas System Service Area and Other Minerals Ca Addendum Regarding Residential Leases El Addendum for"Back-Up" Contract [J, Addendum Regarding Fixture Leases GI Addendum for Coastal Area Property p Addendum for Authorizing Hydrostatic ZI Addendum containing Notice of Obligation Testing to Pay Improvement District Assessment U AddendumTerminate gAlri_eirrteRrr AppraisalEl Other (list): LI Environmental Assessment, Threatened or Endangered Species and Wetlands Addendum 23. CONSULT AN ATTORNEY BEFORE SIGNING: TREC rules prohibit real estate license holders from giving legal advice. READ THIS CONTRACT CAREFULLY. Buyer's Sellers Attorney is: N/A Attorney is: Phone: ( ) Phone: ( ) Fax: ( ) Fax: ( ) E-mail: E-mail: p (2 initialed for identification by Bu and Seller Dt TREC NO. 20-16 28 03/16/2022 Item 2. Contract Concerning 305 S.Ballard Avenue,Wylie,TX,75098 Page 9 of 11 iz-os-zon (Address of Property) EXECUTED the day of j 20_(Effective Date). (BROKER: FILL I' THE DATE OF F I AL ACCEPTANCE,) �y M Buyer Seller 4/* Buyer Seller /Vr. The form of this contract has been approved by the Texas Real Estate Commission, TREC forms are * Intended for use only by trained real estate license holders. No representation Is made as to the legal validity or adequacy of any provision In any specific transactions. It Is not intended for complex T transactions.Texas Real Estate Commission, P.O. Box 12188, Austin, TX 7871.1-2188, (512) 936-3000 (http://www.trec.texas.gov)TREC NO, 20-16.This form replaces TREC NO. 20-15. TREC NO. 20-16 29 03/16/2022 Item 2. 305 S.Ballard Avenue,Wylie,TX,75098 Contract Concerning, Page 10 of 11 11-0V-2021 (Address of Property) BROKER INFORMATION (Print name(s)only. Do not sign) Uiher Broker Firm License No. Listing Broker Firm License No. represents ta Buyer only as Buyer's agent represents tj Seller and Buyer as an intermediary U Seller as Listing Broker's subagent Li Seller only as Seller's agent Assoclate's Name cense No. Listing Associates Name License No. Team Name Team Name Associate's Email Address Phone Listing Associate's Email Address Phone Licensed Supervisor of Associate License No. Licensed Supervisor of Listing Associate License No. Other Broker's Address Phone Listing Broker's Office Address Phone City State Zip City State Zip Selling Associate's Name ' license No. Team Name 1 Selling Associate's Email Address Phone Licensed Supervisor of Selling Associate License No. Selling Associate's Office Address City State Zip Disclosure: Pursuant to a previous, separate agreement (such as a MLS offer of compensation or other agreement between brokers), Listing Broker has agreed to pay Other Broker a fee ( ).This disclosure is for informational purposes and does not change the previous agreement between brokers to pay or share a commission. TREC NO. 20-16 30 03/16/2022 Item 2. Contract Concerning 305 S.Ballard Avenue,Wylie,TX.75098 Page 11 of 11 11-0e-2O21 (Address of Property) OPTION FEE RECEIPT Recei pt of$ 11 ° .0 0 (Option Fee) in the form ofe , r i Is acknowledged. Esc C gent Date ,n � °�' Earnest MoneyIn the form of C. `)t ,,� ;,' 0 EARNEST MONEY RECEIPT Receipt of$ is ack dged. 31'11 w C corn Escrow A nt Received by Email Address date me 'w'yCPS Ti a Company phone' Address 250 S. Highway 78 ._.city Wylie.TX 750Akate Zip Fax CONTRACT RECEIPT 3 Receipt of the Contract I s cnowiedged. " ;')"' ihtii A>i- -,a —_._ r f Cl� o L1 s Ls t r Escrr3w'kgent Received by Email Address bate Address 4 ,60 . iighlA,v8 l �._. Phone Wye,TX 75096 ity State Zip Fax Axw►i,1,_f III a l iii ers'Ki .i 1 tiimir ''.i'1v fir— c is acknowledged. Escrow Agent Received by Email Address Date/Time Address Phone i City State Zip fax , TREC NO. 20-16 31 03/16/2022 Item 2. PROMULGATED BY THE TEXAS REAL ESTATE COMMISSION (TREC) 11-10-2020 TREC.".47\4\,71Nir ADDENDUM REGARDING RESIDENTIAL LEASES AWL n©uawc OPPORTUNITY ns.,MIL eeun ceww,wo. CONCERNING THE PROPERTY AT; 305 S. Ballard Avenue, Wylie,TX. 75098 (Street Address and City) "Residential Lease" means any lease of the Property to a tenant including any addendum, amendment, or move-in condition form. Seller may not execute any new Residential Lease or amend any Residential Lease without Buyer's written consent. Existing Residential Leases will have the following status at closing. (Check only A or B) U A. Termination of Residential Leases: All Residential Leases must be terminated by closing. Seller shall deliver possession of the Property in accordance with Paragraph 10 of the contract with no tenant or other person in possession or having rights to occupy the Property. [Notice: This paragraph will not amend or terminate any existing lease. Consult an attorney and refer to the Residential Leases for rights to terminate before agreeing to this provision.] El B. Assignment and Assumption of Residential Leases: Existing Residential Leases shall be assigned by Seller and assumed by Buyer at closing. (1) Delivery of Residential Leases: (Check one box only) © (a) Buyer has received a copy of all Residential Leases. U (b) Buyer has not received a copy of all Residential Leases. Seller shall provide a copy of the Residential Leases within 3 days after the Effective Date. Buyer may terminate the contract within days after the date the Buyer receives the Residential Leases and the earnest money shall be refunded to Buyer. (2) At closing, Seller shall transfer security deposits (as defined under §92.102, Property Code), if any, to Buyer. At closing, Buyer shall deliver to the tenant a signed statement acknowledging that the Buyer has acquired the Property and is responsible for the return of the security deposit, and specifying the exact dollar amount of the security deposit. (3) Except as described below, and to Seller's knowledge for each Residential Lease: a the Residential Lease is in full force and effect; b no tenant is in default or in violation of the Residential Lease; c no tenant has prepaid any rent; d no tenant is entitled to any offset against rent; e there are no outstanding tenant claims against Seller involving the Property; f) there are no pending disputes with any tenant or prior tenant; and g) there are no other agreements, options, or rights outside the Lease between Landlord and Tenant regarding the Property. Explain if any of the above is not accurate (attach additional sheets if necessary): Buyer will execute a lease with current tenant prior to closing. Buyer will offer a minimum 12-month term at the current lease rate, (4) Seller will promptly notify Buyer if Seller learns that any statement in Paragraph B(3) becomes untrue after the Effective Date. Seller shall cure the condition making the statement untrue within 7 days after providing the notice to Buyer. If the statement remains untrue beyond the 7-day period, Buyer may, as Buyer's sole remedy, terminate the contract within 5 days after the expiration of the 7-day period, by delivering notice to the Seller and the earnest money will be refunded to Buyer. If Buyer does not terminate the contract within.' the time required, Buyer waives the right to erm nateClosing The Date will be extended daily as nec sary to afford the rrties their rights and tirneA provide notices under f l�� ,( ' t L.< Buy Sel er ,/' !° , ," CV,/ —irokal(k-' IL/ ` Buyer Seller r The form of this addendum has been rww.. approved by the Texas Real Esta te Commission for use only with similarly f*� approved or promulgated forms of contracts. Such approval relates to this contract form only. TREC forms are intended for use only by trained real estate license holders. No representation is made as to the legal validity or T C adequacy of any provision in any specific transactions. It is not intended for complex transactions. Texas Real Estate Commission, P.O. Box 12188, Austin,TX 78711-2.188, (512) 936-3000 (www.trec.texas,gov) TREC No. 51-0. MN,MA.RINr/f CORWIN. TREC NO. 51-e® 03/16/2022 Item 3. Wylie Economic Development Board AGENDA REPORT Meeting Date: March 16,2022 Item Number: 3 Prepared By: Jason Greiner Account Code: Date Prepared: 2/23/22 Exhibits: 1 Subject Consider and act upon issues surrounding the installation of the FM 544 water line extension. Recommendation Motion to approve the Change Order with Ca1Har Construction, Inc. in the amount of$31,555, and further authorize the Executive Director to execute any and all necessary documents. Discussion As the Board will recall, the WEDC awarded bid for the FM 544 water line extension to Ca1Har Construction, Inc. in the amount of$209,959 on November 17, 2021. This waterline extension runs from Cooper, west down FM 544 and under the railroad tracks. The infrastructure project is needed to develop the 544 Gateway Property and to provide adequate utilities for the WEDC Redevelopment generally located at 802 West Kirby St. As noted during Staff Report at the February Board Meeting, underground fiber lines have been installed in the same location as the intended water line. Due to this situation, a Change Order and realignment of the bore line will be required. As a reminder,there are additional anticipated costs that were not included in the original bid: • JLL&KCS Permits-$9,375 (already paid) • Mobilization-$2,000 • Observer-$1,500 per day(est. 10 days) • Flagmen-$1,000 per day(est. 10 days) • City of Wylie testing—TBD Staff is still waiting on the final permit from JLL/KCS but anticipates approval of the proposed realignment in the next 10-days. Once approved,it will take approximately 3-4 weeks to finalize the project. Page 1 of 33 APPLICATION AND CERTIFICATE FOR PAYMENT INVO: 03/16/2022 Item 3. To(OWNER): Wylie EDC Project: Wylie EDC FM 544 Application No: 2 250 S. Highway 78 FM 544 Invoice No: 220022-2 Wylie, TX 75098 Wylie, Texas 75098 Period To: 2/23/2022 From: CalHar Construction, Inc. Via(Architect): 2138 CalHar Drive Project No: 220022 Melissa, TX 75454 Invoice Date: 2/23/2022 Contract Date: CONTRACTOR'S APPLICATION FOR PAYMENT Application is made for Payment, as shown below, in connection with the Contract. Continuation Sheet is attached. 1. ORIGINAL CONTRACT SUM $ 209,959.00 CHANGE ORDER SUMMARY ADDITIONS DEDUCTIONS 2. Net change by Change Orders.............................. $ 31,555.00 3. COACT SUM TO DATE(Line 1 +/- 2).........„..... $ 241,514.00 Approved previous months 0.00 0.00 4. TOTAL COMPLETED&STORED TO DATE...........„. $ 141,619.00 Approved this month 31,555.00 0.00 5. RETAINAGE......................................................... $ 14,161.90 6. TOTAL EARNED LESS RETAINAGE......................... $ 127,457.10 TOTALS 31,555.00 , 0.00 (Line 4 less Line 5) 7. LESS PREVIOUS CERTIFICATES FOR PAYMENT..... $ 58,275.90 Net change by change orders 31,555.00 (Line 6 from prior Certificate) Is. CURRENT PAYMENT DUE............................„....... $ 69,181.20 9. BALANCE TO FINISH, PLUS RETAINAGE................ $ 114,056.90 (Line 3 less Line 6) The undersigned Contractor certifies that to the best of the Contractor's knowledge,information and belief the Work covered by this State of: Liy....0a) County of: ' Application for Payment has been completed in accordance with the Contract Documents,that all amounts have been paid by the Subscribed and sworn to before me this .,-,--, i day of ji,61, . , 20 ZZ zTt..71 t Contractor for Work for which previous Certificates for Payment we issued and payments received from the Owner,and that current payment shown 'n is now due. Notary Public:< it gi CONTRACT R: CalHar Construction, Inc. My Commission expires: By: Date: 4 6;12 ,..... Rri:140NDA GAY LIGHTNER - -... le i••,1 ' ,-; My ItaanirvZ:lo7n515:fres 11 ARCH FICATE R PAYMENT AMOUNT CERTIFIED............................................ 1 ' - ' Nerch9,2on ', In accordance with the Documents,based on on-site observe flttnealiaounpring the above application,the (Attach explanation if amount certified differs from the amount applied for.) Architect certifies to the t to the best of the Architect's ' tir and belief tiiiWork has progressed as ARCHIIECT: indicated,the quality of the Work is in ts,and the Contractor is entitled to payment of the AMOUNT CERTIFIED. By Date This Certificate is not negotiable.The AMOUNT CERTIFIED is payable only to the Contractor named herein.Issuance,payment acceptance of payment are without prejudice to any rights of the Owner or Contractor under this Contract. 111 CONTINUATION SHEL I Application Number: 2 03/16/2022 Item 3. Application Date: 2/23/2022 Period To: 2/23/2022 Project No: 220022 Invoice No: 220022-2 A B C D E F G H I ITEM DESCRIPTION OF WORK SCHEDULED WORK COMPLETED MATERIALS TOTAL % BALANCE TO RETAINAGE NO. _ VALUE PRESENTLY COMPLETED G/C FINISH (C-G) FROM PREY. ( STORED (Not AND STORED APPLICATION THIS PERIOD in D or E) TO DATE (D+E) (D+E+F) 01 Mobilization &Bonds 8,000.00 4,000.00 0.00 0.00 4,000.00 ' 50 4,000.00 400.00 02 8"x8"x8"Tee &Con to Exist. 8" 11,604.00 5,802.00 5,802.00 0.00 11,604.00 100! 0.00 ' 1,160.40 WL 03 8" Gate Valve 5,200.00 0.00 5,200.00 0.00 5,200.00 100 0.00 520.00 04 I 8" WL w/Embed by Open Cut 22,920.00 10,800.00 12,120.00 0.00 22,920.00 100 0.00 2,292.00 05 8" WL w/16" Steel Encase Other 42,750.00 0.00 0.00 0.00 0.00 0 42,750.00 0.00 than open cut 06 8" WL w/16: Steel Encase by 7,425.00 0.00 7,425.00 0.00 7,425.00 100 0.00 742.50 Open Cut 07 Full Depth Saw-Cut Concrete 560.00 0.00 560.00 0.00 560.00 100 0.00 56.00 Pave &Curb 08 Remove Existing Reinenforced 945.00 0.00 945.00 0.00 945.00 100 0.00 94.50 Concrete Pavement 09 Construct 8" Reinforced 3,780.00 0.00 3,780.00 0.00 3,780.00 100 0.00 378.00 Concrete Pavement 10 Construct 6" Flexible Base 920.00 0.00 920.00 0.00 920.00 100 0.00 92.00 11 Construct 6" Monolithic Concrete 210.00 0.00 210.00 0.00 210.00 100 0.00 ' 21.00 Curb 12 Restore Ground Cover(Block 41,875.00 0.00 0.00 0.00 0.00 0 41,875.00 0.00 Sod) 13 Design &Provide Trench Safety 4,270.00 1,000.00 0.00 0.00 1,000.00 23 3,270.00 100.00 Systems 14 Provide Message Board/Traffic 11,000.00 1,000.00 10,000.00 0.00 11,000.00 100 0.00 1,100.00 Control for Cooper Dr Closure 15 Staking/Layout 1,500.00 1,000.00 500.00 0.00 1,500.00 100 0.00 150.00 16 Pipe Testing 3,500.00 0.00 3,500.00 0.00 3,500.00 100 0.00 350.00 17 City Public Maint Bond (2yr 3,000.00 0.00 0.00 0.00 0.00 0 3,000.00 0.00 100%) 18 City Payment/Performance 4,000.00 4,000.00 0.00 0.00 4,000.00 100 0.00 400.00 Bonds 19 Locate/Verify Existing Utilities 7,000.00 5,000.00 2,000.00 0.00 7,000.00 100 0.00 700.00 20 Spoil/Demolition Haul Off 2,500.00 0.00 2,500.00 0.00 2,500.00 100 0.00 250 nn 21 Railroad P.L.I. 1,500.00 1,500.00 0.00 0.00 1,500.00 100 0.00 150 35 22 Site Cleanup 5,000.00 0.00 0.00 0.00 0.00 0 5,000.00 0.,... CONTINUATION SHEET Application Number: 2 03/16/2022 Item 3 Application Date: 2/23/2022 Period To: 2/23/2022 Project No: 220022 Invoice No: 220022-2 A B C D E F G l H I ITEM DESCRIPTION OF WORK SCHEDULED WORK COMPLETED MATERIALS TOTAL % BALANCE TO RETAINAGE NO. VALUE PRESENTLY COMPLETED G/C FINISH (C-G) FROM PREV. STORED (Not AND STORED APPLICATION THIS PERIOD in D or E) TO DATE (D+E) (D+E+F) , 23 Sanitary Facility(Onsite) 4,000.00 1 1,500.00 2,500.00 0.00 4,000.00 100 0.00 400.00 24 SWPPP/NOI/Erosion Control 16,500.00 11,500.00 5,000.00 0.00 16,500.00 100 0.00 1,650.00 25 Hand Digging/Add Fittings/pipe 31,555.00 0.00 31,555.00 0.00 31,555.00 100 0.00 3,155.50 Totals 241,514.00 47,102.00 94,517.00 0.00 141,619.00 59 99,895.00 14,161.90 36 03/16/2022 Item 4. Wylie Economic Development Board AGENDA REPORT Meeting Date: March 16,2022 Item Number: 4 Department: WEDC (Staff Use Only) Prepared By: Jason Greiner Account Code: Date Prepared: 3/10/22 Exhibits: 1 Subject Consider and act upon the purchase of a .476-acre lot owned by Union Pacific. Recommendation Motion to approve the purchase of a.476-acre property owned by Union Pacific in the amount of$80,862.60 and pay all closing costs, further authorizing the WEDC Board President to execute all documentation necessary to effectuate the transaction. Discussion As the Board will recall, the WEDC has been working toward the redevelopment of property located at 401 N. Keefer since mid-2021. The Assignment of 401 N. Keefer was approved by the Board on October 20, 2021 and the WEDC closed on the property on October 27, 2021. As per the direction provided in Executive Session, staff executed the attached contract between Union Pacific and the WEDC on February 22,2022. Analysis: • Lot/Parcel: .476 acres or 20,734 square feet • Sales Price: $3.90/SF or approximately$80,862.60 • Restriction of Use: Must not be used for Residential,Lodging,Education,or Childcare • Environmental Testing: Completed on March 7,2022 (results in 2-3 weeks) • Feasibility Review/Right of Entry Period: 30 Days • Closing Date: On or Before April 30, 2022 Page 1 of 03/16/2022 Item 4. UNION PActflc NMI January 17,2022 Folder: 03301-75 VIA EMAIL WYLIE ECONOMIC DEVELOPMENT CORPORATION 250 S HIGHWAY 78 WYLE, TX 75098 Mr. Greiner This letter("Agreement") confirms our understandings covering the possible sale by Union Pacific Railroad Company("Seller")to the Wylie Economic Development Corporation("Buyer")of Seller's interest in certain real property in Wylie, Texas. For and in consideration of the sum of Ten Dollars ($10.00) and other good and valuable consideration, the undersigned will recommend to Seller's Management a sale of the Property on the following terms and conditions: Article 1. Description of Property: A. The Property is approximately .41 acres as shown on the print attached hereto as Exhibit A and made a part hereof. The legal description of the Property will be determined by Seller. Survey will be at the sole cost and expense of Buyer. Survey will depict all facilities affecting the property. B. Before finalizing any survey, Buyer shall submit the draft survey to Seller for review and approval. Computer files of the survey and legal descriptions shall be sent via e-mail to KDCRAWFO@UP.COM, with a subject line referencing the UPRR Folder Number 03301-75 assigned to this document. Buyer shall deliver a certified copy of the completed survey to Seller within Thirty (30) days after Buyer's execution of this Agreement("Survey Period"). Delay in obtaining or furnishing the survey to Seller shall in no event give Buyer the right to extend the Closing Date (as defined in the `Closing— Default:' Article). Article 2. Sale Price: A. The sale price ("Sale Price") for the Property shall be Sixty-Nine Thousand Four Hundred Ninety-Eight Dollars($69,498.00). Union Pacific Railroad Real Estate 1400 Douglas Street Stop 1690 Omaha,Nebraska 68179-1690 fx.(402)501-0340 38 03/16/2022 Item 4. B. The Sale Price is computed as follows: .409 acres (17820x$3.90 per square foot=$69,498.00 C. The Sale Price will be adjusted on the basis set forth in Article 2-B if the area of the Property, as determined by Seller or as determined by survey pursuant to Article 1-B, differs from the area set forth in Article 1-A. Article 3. Feasibility Review/Right of Entry: A. For Thirty (30) days from the date of execution of this Agreement by Buyer("Feasibility Review Period"), Buyer and its agents and contractors may enter upon the Property to perform environmental audits, soil tests, engineering and feasibility studies of the Property. If the results of such audits, tests or studies, or Buyer's review of title or any other matters relating to the Property are unsatisfactory, Buyer may terminate this Agreement by giving Seller written notice before the end of the Feasibility Review Period. If no such written notice of termination is given before the end of the Feasibility Review Period, the Property will be deemed suitable for Buyer's purposes. In the event of such termination by Buyer, then Buyer shall surrender to Seller copies of all audits, soils, engineering and any other reports prepared for Buyer pertaining to the Property and such reports will become the sole property of Seller without cost or expense of Seller and this Agreement will terminate without any further force and effect, and without further obligation of either party to the other. B. Buyer's right to enter upon the Property pursuant to Article 3-A is subject to the following: 1. Buyer will indemnify, defend and save harmless Seller and/or Seller's affiliates (Seller's affiliates means any corporation which directly or indirectly controls or is controlled by or is under common control with Seller), their officers, agents and employees, against and from any and all liability, loss, costs and expense of whatsoever nature growing out of personal injury to or death of persons whomsoever, or loss or destruction of or damage to property whatsoever,where such personal injury, death, loss, destruction or damage arises in connection with the entry upon the Property by Buyer, its agents or contractors prior to Closing. 2. Buyer and Buyer's agents and contractors (collectively "Contractors") will maintain in confidence all infoiiiiation, reports, and evaluations generated in connection with any environmental assessments and will not make disclosure without the prior written consent of Seller. If Buyer discovers hazardous or toxic substances or materials, Buyer will immediately notify Seller. 3. Buyer will promptly deliver to Seller the results and copies of any and all reports, evaluations, tests and studies generated in connection with any environmental assessments. Prior to the issuance of any final environmental report, Seller will have the opportunity to make comments, pose questions and offer recommendations to the Contractor preparing the report. 4. Buyer agrees to indemnify,defend and hold harmless Seller against and from any and all liens, claims, demands, costs and expenses of whatsoever nature in any way 39 03/16/2022 Item 4. connected with or growing out of any work done, labor performed or materials furnished at the Property on behalf of Buyer prior to Closing. 5. If the sale of the Property does not close, Buyer will, as soon as possible and at Buyer's sole expense, restore the Property to the same condition it was in immediately prior to the time Buyer entered the Property, failing in which Seller may perform the work of restoration and Buyer will reimburse Seller within thirty(30) days after rendition of bill by Seller. C. Absence of markers is not a warranty by Seller of no subsurface installations. Fiber optic systems, pipelines, and other structures may be buried on the Property. Before any digging/drilling/excavation, the following procedures will be followed by Buyer and Buyer's Contractors: 1. Protection of any fiber optic cable systems is of extreme importance since any break could disrupt service to users resulting in business interruption and loss of revenue and profits. Buyer will telephone 1-800-336-9193 (a 24-hour, 7-day number for emergency calls) during normal business hours (7 A.M. to 9 P.M., CT, Monday-Friday, except holidays) to determine if any fiber optic cable is buried on the Property. If it is determined that fiber optic cable is buried on the Property, Buyer shall promptly inform Seller, at the address at the bottom of the first page of this Agreement, of the results of its investigation. 2. Before drilling or excavating with mechanized equipment, Buyer will explore with hand tools to a depth of at least eight (8) feet below the surface or will use suitable detection equipment. D. Notwithstanding any provisions in this Agreement to the contrary, if this Agreement is terminated for any reason whatsoever, Buyer will remain obligated to comply with the provisions of Article 3-A and 3-B and Seller will retain all of its remedies for Buyer's default under Article 3-A and 3-B. Article 4. As Is Sale-Release-Indemnity: A. Prior to the Closing Date, Buyer will have the opportunity to make such inspections of the Property and matters related thereto as Buyer desires, including, without limitation, governmental laws and regulations to which the Property is subject, the title to the Property, and the suitability or fitness of the Property for Buyer's proposed use. Buyer acknowledges and agrees that the Property is to be sold and accepted by Buyer in an"AS IS" condition, with all faults, and Buyer acknowledges that the Property may have been used for railroad and/or industrial purposes, among other uses. Buyer agrees that any information Buyer may receive from Seller or its agents concerning the Property (including, but not limited to, any lease or other document, engineering study or environmental assessment) is furnished on the condition that Buyer will make an independent verification of the accuracy of the information. Seller does not make any representations or warranties of any kind whatsoever, either express or implied, with respect to the Property; in particular, without limitation, Seller makes no representations or warranties with respect to the use, condition, title, occupation or management of the Property, or compliance with applicable statutes, laws, codes, ordinances, regulations, requirements (collectively "Condition of the Property"). Buyer acknowledges that it is entering into this Agreement on the basis of Buyer's own independent investigation of 40 03/16/2022 Item 4. the physical and environmental conditions of the Property. Buyer assumes the risk that adverse physical and environmental conditions may not have been revealed by its investigation. B. FROM AND AFTER CLOSING, BUYER WILL RELEASE SELLER, AND, TO THE MAXIMUM EXTENT PERMITTED BY LAW, INDEMNIFY, DEFEND AND SAVE HARMLESS SELLER, ITS AFFILIATES, THEIR EMPLOYEES, AGENTS, OFFICERS, SUCCESSORS AND ASSIGNS, FROM AND AGAINST ANY AND ALL SUITS, ACTIONS, CAUSES OF ACTION, LEGAL OR ADMINISTRATIVE PROCEEDINGS, CLAIMS, DEMANDS, FINES, PUNITIVE DAMAGES, LOSSES, COSTS, LIABILITIES AND EXPENSES, INCLUDING ATTORNEYS' FEES, IN ANY WAY ARISING OUT OF OR CONNECTED WITH THE KNOWN OR UNKNOWN CONDITION OF THE PROPERTY (INCLUDING, WITHOUT LIMITATION, ANY CONTAMINATION IN, ON, UNDER OR ADJACENT TO THE PROPERTY BY ANY HAZARDOUS OR TOXIC SUBSTANCE OR MATERIAL), OR ANY FEDERAL, STATE OR LOCAL LAW, ORDINANCE, RULE OR REGULATION APPLICABLE THERETO, INCLUDING, WITHOUT LIMITATION, THE TOXIC SUBSTANCES CONTROL ACT, THE COMPREHENSIVE ENVIRONMENTAL RESPONSE, COMPENSATION AND LIABILITY ACT, AND THE RESOURCE CONSERVATION AND RECOVERY ACT. THE FOREGOING WILL APPLY REGARDLESS OF ANY NEGLIGENCE OR STRICT LIABILITY OF SELLER, ITS AFFILIATES,OR THEIR EMPLOYEES,AGENTS OR OFFICERS. C. The provisions of this Article 4 will survive the delivery of the deed and will bind and inure to the benefit of the parties hereto,their heirs, successors and assigns. Article 5. Escrow,Title Insurance and Abstract of Title: A. Seller will not furnish title insurance or an abstract of title to the Property. Buyer may, at its sole option and expense, obtain a preliminary title report ("PTR") in order to review the status of title to the Property during the Feasibility Review Period. If Buyer obtains a PTR, a copy will be delivered to Seller. Seller has no obligation to cure any title defects or to assist Buyer in obtaining title insurance. B. If Buyer desires title insurance, Buyer shall pay the cost of any title insurance and any endorsements or changes to the title policy desired by Buyer. If an escrow is used,Buyer shall pay any and all fees relating to the escrow, including, but not limited to, any City and/or County Transfer Taxes and recording fees. Article 6. Form of Deed; Reservations: A. At Closing, Seller will transfer Seller's interest in the Property to Buyer by Deed Without Warranty, subject to all outstanding rights,whether or not of record. B. Seller will reserve from the transfer all minerals and mineral rights without right of surface entry. C. Restriction On Use. 41 03/16/2022 Item 4. The Property is conveyed by seller subject to the following covenant, condition and restriction which buyer by the acceptance of this Deed covenant for himself,his heirs and assigns,faithfully to keep,observe and perform: Restriction on Use. The Property must not be used for (i) residential, (ii) lodgings or accommodations (including, without limitation, hotels, motels, boarding houses, dormitories,hospitals, nursing homes, or retirement centers), or(iii)educational or child- care facilities(including,without limitation, schools,kindergartens or day-care centers). The foregoing covenant, condition and restriction shall run with the Property, and a breach of the foregoing covenant, condition and restriction, or the continuance thereof, may, at the option of seller, its successors or assigns,be enjoined, abated or remedied by appropriate proceedings. Article 7. Existing Agreements: A. If any lease or "Use Rights" (license or other rights to use the Property) affects only the Property (whether identified by Seller before or after execution of this Agreement), Seller's rights and obligations under any such identified lease or Use Right will be assigned to and assumed by Buyer at or after Closing. B. Buyer acknowledges that the Property may be subject to unidentified Use Rights. It is the responsibility of Buyer to determine if any of these unidentified Use Rights exist. Article 8. Closing-Default: A. Closing will occur on or before April 30, 2022 ("Closing Date"). The Closing will be deemed to occur upon payment of the Sale Price by wire transfer or a cashier's or certified check, and delivery of the deed. All Closing costs, including transfer taxes and excise taxes,will be paid by Buyer. B. If Closing fails to occur due to default by Seller, Buyer may terminate this Agreement as Buyer's sole remedy against Seller. In the event of such termination, neither Seller nor Buyer will have any further liability hereunder. C. If Closing fails to occur due to default by Buyer, Seller may terminate this Agreement and neither Seller nor Buyer shall have any further obligations or liability hereunder except for any of Buyer's surviving obligations pursuant to Article 3 (B) hereof. In no event shall Seller have any obligation whatsoever to extend the Closing Date for any reason if Buyer fails to perform. Article 9. Prorations: Local property taxes, if any, and other assessments due and payable in the year of Closing, as well as rental under any leases or Use Rights that are being assigned, will be prorated as of the date of Closing. Buyer will assume any installments of assessments not yet due and payable. 42 03/16/2022 Item 4. Article 10. Negotiations—Brokers and Finders: Negotiations relative to this transaction have been carried on by both parties without the intervention of any person which will give rise to any valid claim against either of the parties hereto, for brokerage commission or other like payment. Each party hereto shall indemnify and hold harmless the other party against and from any and all claims for brokerage commission or other like payments arising out of the transaction contemplated by this Agreement and occasioned by the indemnifying party. Article 11. Subdivision/Platting Compliance: It may be necessary to comply with local or state subdivision or platting laws or regulations prior to Closing. All necessary applications, maps and other requirements to comply with this requirement will be completed by Buyer at Buyer's sole cost and expense, and are subject to review and approval by Seller before filing. If Buyer fails to comply with subdivision requirements prior to the Closing Date, or if any proposed subdivision plat or parcel map contains conditions affecting Seller, the Property prior to Closing, or other real property owned by Seller, then Seller, in its sole and absolute discretion, may terminate this Agreement. Seller is not obligated to extend the Closing Date due to Buyer's failure to comply with subdivision or platting requirements prior to the Closing Date. Article 12. Mortgage Release: If the Property is subject to a blanket mortgage granted by Seller or a corporate predecessor of Seller, Seller will obtain a release within approximately six(6)months after Closing. Article 13. Seller's Management Approval: BUYER ACKNOWLEDGES THAT NEITHER THIS AGREEMENT NOR THE NEGOTIATIONS LEADING TO THIS AGREEMENT CREATE ANY OBLIGATION ON THE PART OF SELLER TO SELL THE PROPERTY TO BUYER UNLESS THIS AGREEMENT IS APPROVED IN ACCORDANCE WITH SELLER'S MANAGEMENT POLICY STATEMENT. IF SUCH APPROVAL IS NOT GIVEN AND COMMUNICATED TO BUYER BY THE CLOSING DATE, THIS AGREEMENT WILL TERMINATE AND NEITHER PARTY WILL HAVE ANY FURTHER OBLIGATION. Article 14. Condemnation: If, prior to Closing, a governmental agency commences or imminently threatens in writing to commence any eminent domain proceedings to take any material portion of the Property, Buyer and Seller shall each have the unilateral right, exercisable by giving notice of such decision to the other party within thirty (30) days after receiving written notice of such actual or threatened condemnation proceedings, to terminate this Agreement. In the event of such termination, this Agreement will be without any further force and effect and without further obligation of either party to the other. If neither party elects to terminate pursuant to this Article -Condemnation,the Sale Price will be determined as though such condemnation had not occurred, and the net proceeds of condemnation awards paid or payable to Seller by reason of such condemnation of the Property shall be paid or assigned to Buyer at Closing. 43 03/16/2022 Item 4. Article 15. Counterparts; Electronic Signatures: This Agreement (or any amendments hereto) may be executed in any number of counterparts and in separate counterparts, each of which shall be deemed an original. The exchange of copies of this Agreement and of signature pages by facsimile or e-mail transmission shall constitute effective execution and delivery of this Agreement as to the parties and may be used in lieu of the original Agreement for all purposes. Signatures of the parties transmitted by facsimile or e-mail shall be deemed to be their original signatures for all purposes. Article 16. Disclosures and Notices to Buyer. (A) Notice Regarding Possible Liability for Additional Taxes (Texas Property Code Section 5.010). If for the current ad valorem tax year the taxable value of the Property is determined by a special appraisal method that allows for appraisal of the Property at less than its market value, the person to whom the Property is transferred may not be allowed to qualify the Property for that special appraisal in a subsequent tax year and the Property may then be appraised at its full market value. In addition, the transfer of the Property or a subsequent change in the use of the Property may result in the imposition of an additional tax plus interest as a penalty for the transfer or the change in the use of the Property. The taxable value of the Property and the applicable method of appraisal for the current tax year is public information and may be obtained from the tax appraisal district established for the county in which the Property is located. (B) Annexation Disclosures. If the Property is located outside the limits of a municipality, the Property may now or later be included in the extraterritorial jurisdiction of a municipality and may now or later be subject to annexation by the municipality. Each municipality maintains a map that depicts its boundaries and extraterritorial jurisdiction. To determine if the Property is located within a municipality's extraterritorial jurisdiction or is likely to be located within a municipality's extraterritorial jurisdiction, Buyer should contact all municipalities located in the general proximity of the Property for further information. (C) Notice of Water and Sewer Service. Pursuant to Section 13.257 of the Texas Water Code, Seller provides Buyer with the following notice: "The Property may be located in a certificated water or sewer service area, which is authorized by law to provide water or sewer service to the Property. No other retail public utility is authorized to provide water or sewer service to the properties in the certificated area. If the Property is located in a certificated area, there may be special costs or charges that you will be required to pay before you can receive water or sewer service. There may be a period required to construct lines or other facilities necessary to provide water or sewer service to the Property. You are advised to determine if the Property is in a certificated area and contact the utility service provider to determine the cost that you will be required to pay and the period, if any, that is required to provide water or sewer service to the Property. Buyer hereby acknowledges receipt of the foregoing notice at or before the execution of this Agreement." 44 03/16/2022 Item 4. At the Closing, Buyer agrees to execute a separate copy of the foregoing notice,in a form required by Section 13.257 of the Texas Water Code,to be subsequently recorded in the real property records of the county in which the Property is located. If you agree with the foregoing terms and conditions with respect to the possible purchase of the Property, please indicate your acceptance of these terms and conditions by signing in the acceptance space provided below and returning one copy to Kylan Crawford at the address listed on the bottom of the first page of this letter, in order that it is received by Seller no later than February 28, 2022. Please also indicate below how you wish to take title. If you should have any questions, please call Kylan Crawford at (402) 544- 8593. Sincerely, Direc .a1-Est e Sta.i ACCEPTED AND AGREED THIS 22 DAY OF February ,20 22 Wylie Economic Develo ment Corporation By: Print Name. Jason Greiner Title: Executive Director Title to the Property will be taken as follows: Wylie Economic Development Corporation If Corporation, State of incorporation: Texas,Collin County,City of Wylie If Husband and Wife,indicate how title will be taken: Joint Tenants with rights of survivorship Tenants in Common Community Property 45 ;' 03/16/2022 Item 4. Mailing Address: Wylie Economic Development Corporation. Attn: Jason Greiner 250 S. Hwy 78 Wylie,TX. 75098 46 03/16/2022 Item 4. N 7.: RAILROAD LOCATION PRINT w-.r_ ®►c I s ,,III n0,4 Adxx f r awn 0,0'. W Browvn Slr ar�`7 R p. ,44; I Br' 3��r g,es rna � a QP5 tla.ixed stet r e*ns s_a£xdt . , . wn ck 2t�fC w.p 11:17 EXHIBIT "A" UNION PACIFIC RAILROAD COMPAN N3103.oNi7P5A73C6I8F9 IiCR9A5,-96.541R 14570410903 Y WYLIE,ROCKWALL COUNTY,TEXAS. Folder No.3301-75 Date:DECEMBER 16,2021 WARNING IN ALLOF OP. ONATO DTMNUP. ONTAEN ANY WORK CCASIONS,UT O DETERMINECMMU EXISTENCE AND LOCATIONTMST OFB FIBERC OPTICCTD CABLE.I ADVANCE PHONE:IC 1-I(800)NSEPAR336-9193E Exh 47 Railroad Location 'nnt 03/16/2022 Item DS1. Wylie Economic Development Board AGENDA REPORT Meeting Date: March 16,2022 Item Number: DS1 Prepared By: Jason Greiner Account Code: Date Prepared: 3/9/22 Exhibits: Subject Discussion regarding WEDC Bylaws and Board Member Handbook. Recommendation No action is requested by staff for this item. Discussion Staff was directed to provide examples of bylaws and handbook material from other Type A Corporations for their individual review and requested that this Item be brought back to the Board for Discussion during meetings from January to March,with any potential amendments going to City Council in April. WEDC Staff will lead the discussion,take notes,make amendments,and bring back the changes at the next meeting. Page 1 of 48__' Wylie EconomicDevelopment DS2. Board AGENDA REPORT Meeting Date: March 16,2022 Item Number: DS2 Prepared By: Jason Greiner Account Code: Date Prepared: 3/9/22 Exhibits: Subject Discussion regarding ICSC events. Recommendation No action is requested by staff for this item. Discussion Staff will lead a discussion regarding upcoming ICSC events. ICSC @Red River-Dallas-March 30-April 1 Wednesday • Badge Pickup&Receptions Only Thursday • Badge Pickup: 7am—5pm • Continental Breakfast: 8-9am • Dealmaking&Retailer Central: 9am—5pm • Sessions: 9am— 12pm • Lunch&Keynote Speaker: Darren Woodson from 12-1:30pm • Sessions: 1:30—5pm Friday • Badge Pickup: 7am— 12pm • Continental Breakfast: 9-10am • Dealmaking&Retailer Central: 9am— 12pm ICSC(&,Red River-Create connections and catalyze deals with the innovators, dealmakers and changemakers driving the marketplaces industry forward in your region. Advance your business goals and experience the latest trends shaping the spaces where consumers shop,dine,work,play and gather. Page 1 of 49 03/16/2022 Item DS2. ICSC 2022 Las Vegas-May 22-24 Sunday @ Wynn • Badge Pickup: 8am—8pm • Education Sessions: 1-4:30pm • Keynote Speaker: 5-6pm • Opening Reception: 6-8pm Monday @ LVCC • Badge Pickup: lam—5pm • Exhibit Hall Open: 9am—5pm • Programming: loam—4pm Tuesday @ LVCC • Badge Pickup: 8am—3pm • Exhibit Hall Open: 9am—3pm • Programming: I Oam—12pm ICSC LAS VEGAS is our premier event and takes place annually in May. It is a two-to three-day gathering of dealmakers and industry experts,who are driving innovation and evolution in the Marketplaces Industry. 50 03/16/2022 Item DS3. Wylie Economic Development Board AGENDA REPORT Meeting Date: March 16,2022 Item Number: DS3 Prepared By: Jason Greiner Account Code: Date Prepared: 3/9/22 Exhibits: 1 Subject Staff report: WEDC Property Update, Downtown Parking, Engineering Report, Temporary Access Agreements, Upcoming Events, and WEDC Activities/Programs. Recommendation No action is requested by staff for this item. Discussion Staff report: WEDC Property Update, Downtown Parking, Engineering Report, Temporary Access Agreements, Upcoming Events, and WEDC Activities/Programs. WEDC Property Update: Demolition- 103 S Ballard • Utility disconnects&asbestos remediation efforts are complete • The press release is ready&photos are taken • Demolition will begin in late March or early April • To Do: Coordinate with property owners,police/fire,&public works Demolition-410 E Brown, 502 E Brown,and 401 N Keefer • Utility disconnects are complete • WFR utilizing structures for training 3/16 to 3/18 • Demolition will begin on 3/19 and conclude the week of 3/21 Zoning Change-401 N Keefer&UP Lot • City Council approved the change of zoning for 401 N Keefer from Downtown Historic-Residential only to allow for commercial and/or residential uses on 2/22 • The UP Lot will have to go through the same process (at HRC,P&Z, &CC) Additional Information: o Plumbing issues are being addressed at both 605 Commerce Street and 104 S. Ballard Avenue. Page 1 of 51 03/16/2022 Item DS3. Downtown Parking: • The new site plan was initially reviewed with engineering but the biggest issue is detention&drainage • Downtown Thoroughfare and Drainage Studies need to be completed prior to moving forward • Need the example ILA from UP for the City of Wylie Engineering Report: Drainage Studies-FM 544/Cooper • TxDOT as-builts have been requested by engineering • We should have detention requirements in the next few weeks Water Line Installation-FM 544/Cooper • KCS Permit pending final review • Flagging and boring will be scheduled as soon as permit is received(3-4 weeks to complete) Water Line Relocation- State Hwy 78/Brown • Tree Study has been commissioned and is taking place April 21-25 • The Easment should be filed with the County prior to the NTMWD Board Meeting • NTMWD Board Meeting&Award of Bid anticipated in late March • Contractor anticipates being on-site by April 4th Flood Study-Hooper/Steel • Survey is completed • Preliminary Hydrologic and Hydraulic modeling is completed • Cardinal Strategies will perform an internal QC on the data and make sure results are reasonable this week. From there, they will investigate reclamation potential and will likely have some news by the end of the month. They have been working on the reporting in between modeling stages, so that is in progress. Flood Study- State Hwy 78/Alanis • Survey crews were in the field this week and they should be able to send us the files late next week • Kimley-Hom has kicked off their environmental crews and requested data from FEMA Temporary Access Agreements: • Request received via email from FBW for use at April 24'h Event • As noted re: Hwy 78/Brown,contractor anticipates mobilization as soon as April 1-4'h • Staff notified FBW of the possible construction conflict and the NTMWD Easement Upcoming Events: • Bailers Elite Ribbon Cutting at 11:30 a.m on March 23' • ICSC Red River-March 30'h through April 1 s' • CPAC Meeting: Community Open House#2 from 6-8 pm on March 3151t • TEDC Sales Tax Training-April 8'i' • Please see the attached Marketing Calendar for the full list of upcoming events 52 03/16/2022 Item DS3. WEDC Activities/Programs: • Sales tax revenues for the month of March are up 18.83% • Overall sales tax revenues for FY22 are up 11.68% • Budget process begins March 15"; First round of FY23 Budget to WEDC Board in April • WEDC was awarded 2021 Economic Excellence Recognition from TEDC 53 03/16/2022 Item DS3. 2022 February Board Meeting—17th Day Time Meeting/Event 1 8:30 am WDMA Meeting-aw 8 6:00 pm City Council—WEDC Work Session with Council- Downtown Projects 16 11:30 am Chamber Lunch 'n Learn- Battleground IRS: Surviving Tax Season 22 11:30 am Wylie Chamber-State of the City Luncheon-Collin College 26 6:00 pm WISD Education Foundation - Boots 'N BBQ 2022 March Board Meeting—16th Day Time Meeting/Event 1 8:30 am WDMA Meeting 3 6:00 pm CPAC Meeting 7-11 Wylie ISD Spring Break 8 6:00 pm City Council 15 Budget Kick Off Meeting-City Staff 16 8:30 am WEDC Board Meeting 16 11:30 am Chamber Lunch 'n Learn-Social Media 201 22 6:00 pm City Council 23 10:00 am TDA Webinar- Downtown Parking—jg 30-1 ICSC-Red River-Dallas 31 6:00 pm CPAC Meeting: Community Open House#2 2022 April Board Meeting—20th Day Time Meeting/Event 5 8:30 am WDMA Meeting 6 Wylie ISD-Career Day 8 TEDC Sales Tax Training- Tyler-tq 12 HR Alliance 12 6:00 pm City Council 15 CLOSEDGoof Friday 20 8:30 am WEDC—Board Meeting 20 11:30 am Chamber Lunch 'n Learn—Social Media 301 25-26 CDFA-Intro Tax Increment Finance WebCourse 26 6:00 pm City Council—Small Business Week Proclamation *** 27-28 CDFA-Advanced Tax Increment Finance WebCourse Around the Corner... • Wylie ISD CTE Internship Signing Day-TBD • Small Business Week Program—May 1-7*** • Economic Development Week—May 9-13 *** • City Council-Economic Development Week Proclamation—May 10*** • City Council-TIRZ Work Session—May 10 • TEDC-Sales Tax Workshop,Waco-May 13 • TEDC-Texas Women in Economic Development Conference,Austin-May 17-18 • CPAC: Input Review, Finalize Plan—May 19 • ICSC 2022 Las Vegas-May 22-24 • TEDC-Sales Tax Workshop,Abilene-June 10 • IEDC Economic Future Forum-June 12-14 54 03/16/2022 Item DS3. • CPAC:Joint Workshop—June 14 • TEDC 2022 Summer Basic Economic Development Course-June 21-24(Corpus Christi) • TEDC Mid-Year Conference-June 22-24 • City Council-WEDC Budget Work Session—July 12 • City Council-Final Budget Work Session—July 26 • City Council/CPAC:Joint Public Hearing—July 26 • TEDC-Sales Tax Workshop, DFW/Garland-September 16 • TEDC-Sales Tax Workshop, Houston-October 7 • TEDC 2022 Fall Basic Economic Development Course, Richardson-November 1-4 • TEDC-Sales Tax Workshop,Austin-November 18 • TEDC-Sales Tax Workshop,Virtual-Available December 2-16 55