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10-28-2016 (WEDC) Agenda Packet NOTICE OF MEETING Wylie EconomC io Re DevePoRloApT I o mentN Regular Meeting Agenda October 28, 2016— 6:30 A.M. WEDC Offices—Conference Room 250 South Highway 78 —Wylie, Texas Marvin Fuller President Mitch Herzog Vice President John Yeager Secretary Todd Wintters Treasurer Demond Dawkins Board Member Mayor Eric Hogue Ex-Officio Member Mindy Manson,City Manager Ex-Officio Member Samuel S atterwhite Executive Director Jason Greiner Assistant Director Angel Wygant Senior Assistant In accordance with Section 551.042 of the Texas Government Code, this agenda has been posted at the Wylie Municipal Complex, distributed to the appropriate news media, and posted on the City Website: www.wylietexas.gov within the required time frame. CALL TO ORDER Announce the presence of a Quorum. CITIZEN PARTICIPATION Residents may address the WEDC Board regarding an item that is or is not listed on the agenda. Residents must provide their name and address. The WEDC Board requests that comments be limited to three (3) minutes. In addition, the WEDC Board is not allowed to converse, deliberate or take action on any matter presented during citizen participation. ACTION ITEMS I. Consider and act upon approval of the October 10, 2016 Minutes of the Wylie Economic Development Corporation (WEDC) Board of Directors Meeting. II. Consider and act upon approval of the September 2016 WEDC Treasurer's Report. III. Consider and act upon WEDC Resolution 2016-01 (R) approving Loan Documents between the WEDC and The American National Bank of Texas in the cumulative amount of S2,000,000 for the acquisition of Lot 1, Block 1 (approximately 1.3433 acres); Lot 2 Block 1 (approximately 0.14155 acre); and Lot 3 Block 1 (approximately 0.8123 acre), all situated in Wallace Industrial Park; and approximately 2.4683 acres, situated in Abstract A0266, E.C. Davidson Survey, located at 908 West Kirby Street in the City of Wylie, Collin County, Texas from Dallas Whirlpools, Ltd., pledging as security the sales and use tax receipts the WEDC receives from the City of Wylie for repayment of said Loan, and further authorizing President Marvin Fuller to execute all documents necessary to effectuate the Loan Documents. WEDC—Agenda October 28, 2016 Page 2 of 2 IV. Consider and act upon issues surrounding a Performance Agreement between the WEDC and T.W. Snider& Associates, LLC. V. Consider and act upon Budget Transfer Request EDC 10-20-16. DISCUSSION ITEMS VI. Staff report: review issues surrounding WEDC Performance Agreement Summary, 605 Commerce, Retail Coach activities, paving of WEDC property located at 111 North Ballard, and regional housing starts. EXECUTIVE SESSION Recess into Closed Session in compliance with Section 551.001, et.seq. Texas Government Code, to wit: Section 551.072 (Real Estate) of the Local Government Code, Vernon's Texas Code Annotated (Open Meetings Act). Consider the sale or acquisition of properties located near the intersection of: • Highway 78 & Birmingham • F.M. 544 & Commerce Section 551.087 (Economic Development) of the Local Government Code, Vernon's Texas Code Annotated(Open Meetings Act). • Project 2015-12a • Project 2016-10a • Project 2016-10b • Project 2016-1Oc • Project 2016-1Od • Project 2016 l0e Section 551.074 (Personnel Matters) of the Local Government Code, Vernon's Texas Code Annotated(Open Meetings Act). • Performance Evaluation—WEDC Executive Director RECONVENE INTO OPEN MEETING ADJOURNMENT CERTIFICATION I certify that this Notice of Meeting was posted on this 24th day of October at 5:00 p.m. as required by law in accordance with Section 551.042 of the Texas Government Code and that the appropriate news media was contacted. As a courtesy, this agenda is also posted on the City of Wylie website: www.wylietexas.gov. Carole Ehrlich,City Secretary Date Notice Removed Minutes Wylie Economic Development Corporation Board of Directors Meeting Monday, October 10, 2016—7:00 A.M. WEDC Offices—Conference Room 250 South Highway 78—Wylie, Texas CALL TO ORDER Announce the presence of a Quorum President Marvin Fuller called the meeting to order at 7:01 a.m. Board Members present were John Yeager, Mitch Herzog, and Todd Wintters. Ex-officio members Mayor Eric Hogue and City Manager Mindy Manson were present. WEDC staff present was Executive Director Sam Satterwhite, Assistant Director Jason Greiner and Senior Assistant Angel Wygant. CITIZEN PARTICIPATION With no citizen participation,President Fuller proceeded to Action Items. ACTION ITEMS ITEM NO. 1 — Consider and act upon approval of the September 23, 2016 Minutes of the Wylie Economic Development Corporation (WEDC)Board of Directors Meeting. MOTION: A motion was made by Mitch Herzog and seconded by John Yeager to approve the September 23, 2016 Minutes of the Wylie Economic Development Corporation. The WEDC Board voted 4 —FOR and 0—AGAINST in favor of the motion. Demond Dawkins joined the meeting at 7:10 a.m. DISCUSSION ITEMS ITEM NO. 2 — Consider issues surrounding the purchase of 4.79 acres from Dallas Whirlpools, Ltd. Staff explained that the WEDC is under contract with Dallas Whirlpools, Ltd. (Wallace Family) to purchase 4.79 acres located across F.M. 544 from the Greenway Center and east of Commerce Street for $2,200,000. The Due Diligence period will expire on November 12th with a Phase I environmental site assessment and a limited Phase II to be completed on or about October 17th. Further consideration by the Board will be held on October 28th and potentially another Special Called Meeting on the issue within the first two weeks of November. Following Board approval, Council consideration and approval will also be required. Staff has requested an extension of the Due Diligence period to November 15th to WEDC—Minutes October 10, 2016 Page 2 of 3 accommodate a postponement of the Wylie City Council meeting from November 8, 2016 to November 14, 2016 due to the election. Should the Board approve the purchase, American National Bank has presented a financing package with interest only payments for 3 years and then principal&interest payments for 2 years at a fixed rate of 4%based upon a 10-year amortization. ANB has suggested interest only payments to give the WEDC more flexibility within the existing and future budgets. Staff expressed optimism that the redevelopment project will have a short life-span, however it is difficult to determine if the completion time frame will be 2, 3, or 7 years. Assuming the WEDC is paying $200,000 in cash and financing $2,000,000, interest only payments will equal $80,000 annually with P&I payments equaling $243,000 in years 4 and 5. The WEDC FY 2016 — 2017 Budget was developed with adequate debt service to account for the required interest only payments. Staff sought direction from the Board for the term associated with interest only payments. ANB has suggested 3 years due to the WEDC being somewhat leveraged with other redevelopment projects that are financed and nearing completion such as the Highway 78 pad sites. While staff would prefer to be reducing principal immediately, staff commented that there is value in flexibility. Should the WEDC sell a portion of this property within 6 — 8 months and reduce the outstanding debt significantly, staff will recommend transitioning to P&I payments shortly thereafter. The Board agreed that the flexibility associated with the interest only payments was valuable and directed staff to pursue a three-year interest only option. Staff also informed the board it is investigating potential flood plain issues on the adjoining City tract which may impact development of the Wallace tract. The eastern portion of the City property is within Zone 'A' which is defined as a special flood hazard area subject to inundation by the 1% annual chance of flood with no base flood elevations determined. Existing elevations for the property are currently being evaluated by a hydrologist to determine if the property can be removed from Zone 'A'. Staff will provide the Board with further information on this issue at the October 28th Board Meeting. Staff had no recommendation associated with this Discussion Item and no action was taken. EXECUTIVE SESSION Recessed into Closed Session at 7:18 a.m. in compliance with Section 551.001, et.seq. Texas Government Code, to wit: Section 551.072 (Real Estate) of the Local Government Code, Vernon's Texas Code Annotated (Open Meetings Act). Consider the sale or acquisition of properties located near the intersection of: • Highway 78 & Birmingham Section 551.087 (Economic Development) of the Local Government Code, Vernon's Texas Code Annotated(Open Meetings Act). WEDC—Minutes October 10, 2016 Page 3 of 3 • Project 2016-10a • Project 2016-10b RECONVENE INTO OPEN MEETING The WEDC Board of Directors reconvened into open session at 7:53 am. A flJ(]TTRNME.NT With no further business,President Fuller adjourned the WEDC Board meeting at 7:53 a.m. Marvin Fuller,President ATTEST Samuel Satterwhite,Director Wylie Economic Development Corporation MEMORANDUM TO: Samuel Satterwhite, Executive Director FROM: Angel Wygant, Senior Assistant ('',„„,) SUBJECT: September 2016 Treasurer's Report DATE: October 13, 2016 Issue Consider and act upon approval of the September 2016 WEDC Treasurer's Report. Analysis From the Balance Sheet,page 1: Deposits - $12,000. This amount reflects a deposit WEDC paid to Wylie Industrial Court for the current location of the WEDC office in the amount of$2,000 and a $10,000 Deposit for Dallas Whirlpools,Ltd property. Loan Receivable - $63,342.58. This represents the balance of the Wylie Ice Cream Holdings note,which is reduced by the principal paid each month. There was a starting balance of$93,950 as of December 2012. Wylie Ice Cream Holdings has 39 payments remaining with a balloon payment of$33,248.44 due on 12-15-19. Account Rec — Forgivable Loans - $533,333.33. This figure includes the remaining balance of The Wedge loan in the amount of$183,333.33. Assuming The Wedge remains in compliance with their Performance Agreement, forgiveness of the remaining loan balance will be made in 2 additional payments in the amount of$91,666.67 on 12/31/16 and $91,666.66 on 12/31/17. The figure above also includes the loan made to Exco Extrusion Dies in the amount of $350,000. Assuming Exco remains in compliance with the terms of the Performance Agreement, this loan will be forgiven in 5 equal amounts of$70,000 beginning on February 24, 2017 and on an annual basis thereafter. Deferred Outflows - $602,173. This is a total of incentive payments which are due in the future. A breakdown of these charges includes: Ascend Extrusion—Phase II- $24,000, B &B Theatres- $75,000, Dank Real Estate - $7,500, GetSet - $20,000, All State Fire - $40,000, Von Runnen Holdings - $20,000, Exco Extrusion Dies — $80,000, KREA - $100,000, McClure Partners - WEDC September 2016 Treasurer's Report October 13, 2016 Page 2 of 3 $75,000, VIAA - $20,000, Patna Properties - $10,000, FLM Development - $76,673, Freudiger Holdings - $30,000 and Wylie Flower& Gift- $24,000. From the Balance Sheet,page 2: Deferred Inflow - $258,342.58. The Deferred Inflow Account tracks loans receivable from Wylie Ice Cream Holdings and Exco Extrusion Dies. The Wylie Ice Cream loan receivable is reduced by the monthly principal payment which for August was $729.52. The Exco Extrusion Dies loan will be reduced by$70,000 annually over a 5-year period. Revenue and Expense Report,page 2: Interest Earnings - $266.97. Interest earnings from the Wylie Ice Cream Holdings. Loan Repayment- $729.52. Principal payment from the Wylie Ice Cream Holdings. Rental Income — $3,050. Helical Concepts - $400, Trimark Catastrophe - $750, Richmond Hydromulch- $500, Wheels Unlimited- $1,400. Revenue and Expense Report,page 3: Office Supplies - $216.53. Office Coffee Pot ($112.72), Name Plate ($55.45), Phone Charger ($31.66), General Office Supplies ($16.70). Food Supplies - $148.00. Board Meeting Meals & Office Luncheon. Incentives - $78,927.12. Quarterly sales tax reimbursement for Woodbridge Crossing ($58,927.12) and Patna Properties Incentive 1 of 2 ($20,000). Special Services—$74,258.27. Environmental Services ($6,200.02),Mowing ($680), Temporary Storm Repair — Industrial Ct ($925.75), 605 Commerce — Roof Repair ($61,200), Interlocal Services ($5,000), Qrtly Pest Control ($95), Janitorial Svc ($157.50). Advertising - $7,564. Wylie News Fall Preview ($509), In & Around ($1,555), WHS Program Ad ($500), WDMA Advertising($5,000). Community Development - $6,608.12. Christian Care Sponsorship ($2,000), Fit 4Business ($503.30), New Teacher Luncheon ($105), Back to School Fair ($199.82), Rodeo Sponsor ($1,800), Club Corp ($2,000). Travel & Training - $2,159.67. SEDC — Greiner Taxi/Parking/Tolls ($179.01), TEDC Webinar ($79), IEDC Registration- Greiner($880), Retail Live- Greiner($358.11), Bus Meal—Inventrust ($150), IEDC-Air-Greiner ($407.49), Regional EDC Mtg ($33.76), Prospect Recruitment and Business meals ($72.30). WEDC September 2016 Treasurer's Report October 13,2016 Page 3 of 3 Dues& Subscriptions - $779.03. August Club Corp Dues. Audit&Legal - $240.00. Attorney Fees—CFA. Recommendation Staff recommends that the WEDC Board of Directors approve the September 2016 Treasurer's Report. Attachments September 2016 Treasurer's Report Sales Tax Revenue WEDC September 2016 Treasurer's Report October 13,2016 Page 3 of 3 ($150), IEDC-Air-Greiner ($407.49), Regional EDC Mtg ($33.76), Prospect Recruitment and Business meals($72.30). Dues& Subscriptions- $779.03. August Club Corp Dues. Audit&Legal- $240.00. Attorney Fees—CFA. Recommendation Staff recommends that the WEDC Board of Directors approve the September 2016 Treasurer's Report. Attachments September 2016 Treasurer's Report Sales Tax Revenue 10-25-2016 03:23 PM CITY OF WYLIE PAGE: 1 BALANCE SHEET AS OF: SEPTEMBER 30TH, 2016 111-WYLIE ECONOMIC DEVEL CORP ACCOUNT# TITLE ASSETS 1000-10110 CLAIM ON CASH & CASH EQUIV 1,260,954.12 1000-10115 CASH - WEDC - INWOOD 0..00 1000-10135 ESCROW 0.00 1000-10180 DEPOSITS 12,000,00 1000-10198 OTHER - MISC CLEARING 0.,00 1000-10341 TEXPOOL 0.00 1000-10343 LOGIC 0.00 1000-10481 INTEREST RECEIVABLE 0.00 1000-11511 ACCTS REC - MISC 0,00 1000-11517 ACCTS REC - SALES TAX 201,505.69 1000-12810 LEASE PAYMENTS RECEIVABLE 0.00 1000-12950 LOAN PROCEEDS RECEIVABLE 0„00 1000-12996 LOAN RECEIVABLE 63,342,58 1000-12997 ACCTS REC - JTM TECH 0.00 1000-12998 ACCTS REC - FORGIVEABLE LOANS 533,333.33 1000-14112 INVENTORY - MATERIAL/ SUPPLY O.00 1000-14116 INVENTORY - LAND & BUILDINGS 6,431,018.42 1000-14118 INVENTORY - BAYCO/ SANDEN BLVD 0.00 1000-14310 PREPAID EXPENSES - MISC 0.00 1000-14410 DEFERRED OUTFLOWS 602,173,00 9,104,327.14 TOTAL ASSETS 9,104,327.14 LIABILITIES 2000-20110 FEDERAL INCOME TAX PAYABLE 0.00 2000-20111 MEDICARE PAYABLE 0.00 2000-20112 CHILD SUPPORT PAYABLE 0.00 2000-20113 CREDIT UNION PAYABLE 0.00 2000-20114 IRS LEVY PAYABLE 0.00 2000-20115 NATIONWIDE DEFERRED COMP 0.00 2000-20116 HEALTH INSUR PAY-EMPLOYEE 0.24 2000-20117 TMRS PAYABLE 0.00 2000-20118 ROTH IRA PAYABLE 0.00 2000-20119 WORKERS COMP PAYABLE 0.00 2000-20120 FICA PAYABLE 0.00 2000-20121 TEC PAYABLE 0.00 2000-20122 STUDENT LOAN LEVY PAYABLE 0.00 2000-20123 ALIMONY PAYABLE 0.00 2000-20124 BANKRUPTCY PAYABLE 0.00 2000-20125 VALIC DEFERRED COMP 0.00 2000-20126 ICMA PAYABLE 0.00 2000-20127 EMP. LEGAL SERVICES PAYABLE 0.00 2000-20130 FLEXIBLE SPENDING ACCOUNT 0.00 2000-20131 EDWARD JONES DEFERRED COMP 0.00 2000-20132 EMP CARE FLITE 12.00 2000-20151 ACCRUED WAGES PAYABLE 0.00 2000-20180 ADDIT EMPLOYEE INSUR PAY 0.00 2000-20199 MISC PAYROLL PAYABLE 0.00 10-25-2016 03:23 PM CITY OF WYLIE PACE: 2 BALANCE SHEET AS OF: SEPTEMBER 30TU, 2016 III-WYLIE ECONOMIC DEVEL CORP ACCOUNTP TITLE 2004-20201 AP PENDING 174,296,33 2000-20210 ACCOUNTS PAYABLE 1,186,56) 2000-20530 PROPERTY TAXES PAYABLE 0,00 2000-20540 NOTES PAYABLE 602,173.00 2000-20810 DUE TO GENERAL FUND 0.00 2000-22270 DEFERRED INFLOW 258, 342.58 2000-22275 DEF INFLOW - LEASE PRINCIPAL 0.00 2000-22280 DEFERRED INFLOW - LEASE INT 0,00 2004-22915 RENTAL DEPOSITS 0„00 TOTAL LIABILITIES 1,033,639,59 EQUITY 3000-34110 FUND BALANCE - RESERVED 0.00 3000-34590 FUND BALANCE-UNFESERV/UNDESIG 7,984,197.60 TOTAL BEGINNING EQUITY 3,984,197.60 TOTAL REVENUE 2,652,116,22 TOTAL EXPENSES 2,565,646,27 REVENUE OVER/IUNDER$ EXPENSES 86,489.95 TOTAL EQUITY 6 OVER/ UNDER/ A3870,687.55 TOTAL LIABILITIES, EQUITY 6 OVER! UNDER) 9,104,327.14 ,6-6-6,66,66.6.6,666 10-25-2016 03(21 PM cITY OF WYLIE PAGE( 1 BALANCE SHEET As OF1 SEPTEMBRR 311TH, 2016 922-GEN LONG TERM DEBT (wEDC) ACCOUNTS TITLE ASSETS 1000-10312 GoVERNMENT NoTEs 0.00 1000-18110 LOAN - WEDC 0.00 1000-18120 LOAN - BIRMUNCHAM 0.00 1000-18210 AMOUNT TO BE PRoVIDED 0.00 1000,16220 BIRMING0Am LOAN 0.00 1000-19050 DEF. OUTFLOW - coNTRIBUTIONs 2J,447.00 1000-19075 DEF OUTFLOW - INVESTMENT Exp 5,062,00 1000-19100 DEF OUTFLOW - ACT EXP/ASsUMP 2,154,00 10,663,00 TOTAL ASSETS 30,663.00 LIABILITIES 200(3-20110 COMPENSATED ABSENCES PAyABLE 44,267.86 2000-20311 COMP ABSENCES PAYABLE-CURRENT 0.00 2040-21410 ACCRUED INTEREST PAYABLE 4,018.84 2000-28205 WEDc LoANS/CORRENT 210,18) 2040-28220 BIRMINGHAM LOAN 0,00 2000-28230 iNwooD LOAN 0.00 2000-28232 ANB LOAN/EDGE 1,650,923,28 2000-2821i ANB LOANAPEDDIGORD WHITE 616, 09,19 2040-28234 ANB LoANARANDAcx HucHEs 138,818,31 2000-28235 ANB LOAN 0,00 2040-28236 ANB CoNsTRUcTioN LOAN 0.00 2000-28231 ANB LOAM/ wooDBRIDoE PARKWAY 690,867,94 2000-28238 ANB WAN/BUCHANAN 242,652.58 2000-28239 ANB LoAN/JoNES:HoBART PAYOFF 296,4I8 2000-28240 HUGHES LOAN 0.00 2000-28250 CITY OF WYLIE LOAN 0,00 2000-28260 PRIME NUTS LOAN 0.00 2000-28270 BoWLAND/ANDERsoN LOAN 0.00 2000-28280 CAPITAL ONE CAZAD LOAN 0.00 2000-28290 HoBART/COMMERGE LOAN 0.00 2000-2915(1 NET PENSION LIABILITY 147,106.00 TOTAL L/ABILITIEs 1,811,666.51 EQUITY 3400-34560 FUND BALANCE-UNREsERV/UNDESI( ( 2,525,176.19) 000-35900 UNRESTRICTED NET POSITION ( 114,969.001 TOTAL BEGINNING EQUITY 2,6400145,191 TOTAL REVENUE ( 1,685,000,00) TOTAL EXPENsEs ( 524,121.661 REVENUE OVER/CINDER) EXPENSES ( 1,160,878,34) TOTAL EQUITY 6 OVER/(UNDEPI 3,801,(323,53) 10-25-2016 0323 PM CITY OF WYLIE PAGE: 2 BALANCE SHEET AS OF: SEPTEMBER 30TH, 2016 922-GEN LONG TERM DEBT (WEDC) ACCOUNT/ TITLE TOTAL LIABILITIES, EQUITY & OVER/(UNDER) 30,663.00 1D-25-2016 03!28 PM CITY OF WYLIE PAGE: 1 REVENUE AND EXPENSE REPORT - (UNAUDITED) Al OF,: SEPTEMBER 30T41, 2)116 111-14Y1J E ECONOMIC DEVEL CORP FINANCIAL SUMMARY CURRENT CURRENT PRIOR YEAR Y-T-D Y-T-D BUDGET It OF BUDGET PERIOD PO ADJUST, ACTUAL ENCUMBRANCE BALANCE BUDGET REVE14°K. SUMMARY. TAXES 2,257,829,00 398,844,41 0.00 2,211,330 40 0.00 46,49E1.40 97.94 I NTERGOVER NMENT Al REV. 0.00 0,00 0.00 0,00 0.00 0.00 0.00 INTEREST INCOME 17,9513.00 1,249.60 0.00 13,182.16 0.00 T 824.16) 106.36 MISCELLANEOUS INCOME 141,200,00 3,050.00 0.00 I 1,574,02(1.17( 0.00 1, /I 7,228„17 116,17- OTHER FINANCING SOURCES 1,685,000,00 0,00 0.00 2,003,051,83 0.00 ( 118,051.83( 118.88 TOTAL REVENUES 4,096,987.00 403,144„01 0.00 2,652,136,22 0,00 1,444,850.78 64,73 EX PEND I l'URE SUMMARY DEVELOPMENT CORD-WEOC 5,541,411.0 435,417,55 0.00 2•,565„646.27 0.00 2,977,764,73 46,28 TOTAL. EXPENDITURES 5,543,411.00 435,417.55 0,00 2,565,646.27 (1.00 2,977,764,71 44,28 ............... ............- ........„..... ......--.,-..,,,,,, ..........,,,,,, -,,,,,==.,4,VM YO ,1,,7.,- REVENUE OVER/(UNDER) EXPENDITURES ( 1,446,424.001 I 32,2/3.5A) 0.00 86,489.95 0.00 I 1,532,913.(15) 5.98- 10-25-2016 03:38 PM CITY OF WYLIE PAGE: 2 REVENUE AND EXPENSE REPORT - (UNAUDITED) AS OF: SEPTEMBER 30TH, 2016 111-WYLIE ECONOMIC REVEL CORP REVENUES CURRENT CURRENT PRIOR YEAR Y-T-D Y-T-D BUDGET % OF BUDGET PERIOD PO ADJUST. ACTUAL ENCUMBRANCE BALANCE BUDGET TAXES 4000-40150 REV IN LEIU OF TAXES 0.00 0.00 0,00 0.00 0.00 0.00 0.00 4000-40210 SALES TAX 2,257 829.00 398,844.41 0,00 2,211,330.40 0.00 46,498.60 97.94 TOTAL TAXES 2,257,829.00 398,844.41 0.00 2,211,330.40 0.00 46,498.60 97.94 INTERGOVERNMENTAL REV. 4000-43518 380 ECONOMIC AGREEMENTS 0.00 0.00 0.00 0.00 0.00 0.00 0.00 TOTAL INTERGOVERNMENTAL REV. 0.00 0.00 0.00 0.00 0.00 0.00 0.00 INTEREST INCOME 4000-46050 CERTIFICATE OF DEPOSIT 0.00 0.00 0.00 0.00 0.00 0.00 0.00 4000-46110 ALLOCATED INTEREST EARNINGS 1,000.00 253.11 0.00 1,824.28 0.00 ( 824.28) 182.43 4000-46140 TEXPOOL INTEREST 0.00 0.00 0.00 0.00 0.00 0.00 0.00 4000-46143 LOGIC INTEREST 0.00 0.00 0.00 0.00 0.00 0,00 0.00 4000-46150 INTEREST EARNINGS 3,817.00 266.97 0.00 3,400.66 0.00 416.34 89.09 4000-46160 LOAN REPAYMENT (PRINCIPAL) 8,141.00 729.52 0.00 8,557.22 0.00 ( 416,22) 105.11 4000-46210 BANK MONEY MARKET INTEREST 0.00 0.00 0.00 0.00 0.00 0,00 0.00 TOTAL INTEREST INCOME 12,958.00 1,249.60 0.00 13,782.16 0.00 ( 824.16) 106.36 MISCELLANEOUS INCOME 4000-48110 RENTAL INCOME 141,200.00 3,050.00 0.00 106,100.00 0.00 35,100.00 75.14 4000-48310 RECOVERY - PRIOR YEAR EXPEN 0.00 0.00 0.00 0.00 0,00 0.00 0.00 4000-48410 MISCELLANEOUS INCOME 0.00 0.00 0.00 ( 100.00) 0,00 100.00 0.00 4000-48430 GAIN/(LOSS) SALE OF CAP ASS 0.00 0.00 0.00 ( 1,682028.17) 0.00 1,682,028.17 0.00 TOTAL MISCELLANEOUS INCOME 141,200.00 3,050.00 0.00 ( 1,576,028.17) 0.00 1,717,228.17 116.17- OTHERFINANCING SOURCES 4000-49160 TRANSFER FROM GENERAL FUND 0.00 0.00 0,00 0.00 0,00 0.00 0.00 4000-49325 BANK NOTE PROCEEDS 1,685,000.00 0.00 0,00 1,685,000.00 0.00 0.00 100.00 4000-49550 LEASE PRINCIPAL PAYMENTS (0 0.00 0,00 0.00 0.00 0.00 0.00 0.00 4000-49600 INSURANCE RECOVERIES 0.00 0.00 0,00 318,051.83 0.00 ( 318,051.83) 0.00 TOTAL OTHER FINANCING SOURCES 1,685,000.00 0.00 0.00 2,003,051.83 0.00 ( 318,051.83) 118.88 TOTAL REVENUES 4,096,987.00 403,144.01 0.00 2,652,136.22 0.00 1,444,850.78 64.73 10-25-2016 03:38 PM CITY OF WYLIE PAGE: 3 REVENUE AND EXPENSE REPORT - (UNAUDITED) AS OF: SEPTEMBER 30TH, 2016 111-WYLIE ECONOMIC DEVEL CORP DEVELOPMENT CORP-WEDC DEPARTMENTAL EXPENDITURES CURRENT CURRENT PRIOR YEAR Y-T-D Y-T-D BUDGET I OF BUDGET PERIOD PO ADJUST. ACTUAL ENCUMBRANCE BALANCE BUDGET PERSONNEL SERVICES 5611-51110 SALARIES 238,052.00 28,886.55 0.00 229,807.69 0,00 8,244.31 96.54 5611-51130 OVERTIME 0.00 0.00 0.00 0.00 0.00 0.00 0.00 5611-51140 LONGEVITY PAY 1,073.00 0.00 0.00 1,024.00 0,00 49.00 95.43 5611-51145 SICK LEAVE BUYBACK 0.00 0.00 0.00 0.00 0.00 0.00 0.00 5611-51160 CERTIFICATION INCENTIVE 0.00 0.00 0.00 0.00 0.00 0.00 0.00 5611-51170 PARAMEDIC INCENTIVE 0.00 0.00 0.00 0.00 0.00 0.00 0.00 5611-51210 CAR ALLOWANCE 12,600.00 1,479.27 0.00 12,265.44 0.00 334.56 97.34 5611-51220 PHONE ALLOWANCE 4,656.00 0.00 0.00 4,356.00 0.00 300.00 93.56 5611-51230 CLOTHING ALLOWANCE 0.00 0.00 0.00 0.00 0.00 0.00 0.00 5611-51260 MOVING ALLOWANCE 5,000.00 0.00 0.00 0.00 0.00 5,000.00 0.00 5611-51310 TMRS 36,677.00 4,463.44 0.00 35,329.21 0.00 1,347.79 96.33 5611-51410 HOSPITAL & LIFE INSURANCE 38,107.00 2,529.38 0.00 27,730.52 0.00 10,376.48 72.77 5611-51415 EXECUTIVE HEALTH PLAN 0.00 0.00 0.00 0.00 0.00 0.00 0.00 5611-51420 LONG-TERM DISABILITY 1,357.00 0.00 0.00 827.60 0,00 529.40 60.99 5611-51440 FICA 15,607.00 1,864.70 0.00 12,618.86 0.00 2,988.14 80.85 5611-51450 MEDICARE 3,650.00 436.10 0.00 3,446.34 0,00 203.66 94.42 5611-51470 WORKERS COMP PREMIUM 663.00 0.00 0.00 637.47 0.00 25.53 96.15 5611-51480 UNEMPLOYMENT COMP (TWC) 810.00 0.00 0.00 513.00 0.00 297.00 63.33 TOTAL PERSONNEL SERVICES 358,252.00 39,659.44 0.00 328,556.13 0.00 29,695.87 91.71 SUPPLIES „...„. 5611-52010 OFFICE SUPPLIES 3,500.00 221.28 0.00 1,801.99 0.00 1,698.01 51.49 5611-52040 POSTAGE & FREIGHT 980.00 0.00 0.00 46.58 0,00 933.42 4.75 5611-52130 TOOLS/ EQUIP (NON-CAPITAL) 0.00 0.00 0.00 0.00 0.00 0.00 0.00 5611-52810 FOOD SUPPLIES 2,000.00 168.84 0.00 1,277.69 0,00 722.31 63.88 5611-52990 OTHER 5,000.00 0.00 0.00 0.00 0.00 5,000.00 0.00 TOTAL SUPPLIES 11,480.00 390.12 0.00 3,126.26 0.00 8,353.74 27.23 MATERIALS FOR MAINTENANC 5611-54630 TOOLS & EQUIPMENT 0.00 0.00 0.00 0.00 0.00 0.00 0.00 5611-54810 COMPUTER HARD/SOFTWARE 3,000.00 0.00 0.00 3,870.15 0.00 ( 870.15) 129.01 5611-54990 OTHER 0.00 4.,200.00 0.00 4,200.00 0,00 ( 4,200.00) 0.00 TOTAL MATERIALS FOR MAINTENANC 3,000.00 4,200.00 0.00 8,070.15 0.00 ( 5,070.15) 269.01 CONTRACTUAL SERVICES 5611-56030 INCENTIVES 2,012,414.00 78,927.12 0.00 1,458,515.24 0,00 553,898,76 72.48 5611-56040 SPECIAL SERVICES 112,900.00 221,415.87 0.00 462,834.30 0,00 ( 349,934,30) 409.95 5611-56080 ADVERTISING 35,280.00 7,670.53 0.00 32,658.51 0,00 2,621,49 92.57 5611-56090 COMMUNITY DEVELOPMENT 47,250.00 8,620.60 0,00 42,272.00 0.00 4,978,00 89.46 5611-56110 COMMUNICATIONS 5,960.00 630.08 0,00 5,645.46 0,00 314,54 94.72 5611-56180 RENTAL 29,400.00 194.00 0.00 28,178.68 0,00 1,221.32 95.85 5611-56210 TRAVEL & TRAINING 29,450.00 3,741.90 0.00 29,913.43 0.00 ( 463.43) 101.57 5611-56250 DUES & SUBSCRIPTIONS 18,890.00 1,416.89 0.00 15,932.32 0,00 2,957,68 84.34 5611-56310 INSURANCE 4,310.00 0.00 0.00 2,538.03 0,00 1,771,97 58.89 5611-56510 AUDIT & LEGAL SERVICES 23,000.00 4,191.00 0.00 17,629.00 0.00 5,371.00 76.65 5611-56570 ENGINEERING/ARCHITECTURAL 20,000.00 0.00 0.00 9,842.21 0.00 10,157.79 49.21 5611-56610 UTILITIES-ELECTRIC 4,500.00 465.61 0.00 4,383.43 0.00 116.57 97.41 TOTAL CONTRACTUAL SERVICES 2,343,354.00 327,273.60 0.00 2,110,342.61 0.00 233,011.39 90.06 10-25-2016 03:38 PM CITY OF WYLIE PAGE: 4 REVENUE AND EXPENSE REPORT - (UNAUDITED) AS OF: SEPTEMBER 30TH, 2016 111-WYLIE ECONOMIC DEVEL CORP DEVELOPMENT CORP-WEDC DEPARTMENTAL EXPENDITURES CURRENT CURRENT PRIOR YEAR Y-T-D Y-T-D BUDGET 8 OF BUDGET PERIOD PO ADJUST. ACTUAL ENCUMBRANCE BALANCE BUDGET DEBT SERVICE & CAP. REPL 5611-57110 DEBT SERVICE 686,825.00 0.00 0.00 0.00 0.00 686,825.00 0.00 5611-57410 PRINCIPAL PAYMENT 0.00 52,106.82 0.00 523,776.29 0.00 ( 523,776.29) 0.00 5611-57415 INTEREST EXPENSE 0.00 11,787.57 0.00 134,838.76 0,00 ( 134,838.76) 0.00 5611-57710 BAD DEBT EXPENSE 0.00 0.00 0.00 0.00 0,00 0.00 0.00 TOTAL DEBT SERVICE & CAP. REPL 686,825.00 63,894.39 0.00 658,615.05 0.00 28,209.95 95.89 CAPITAL OUTLAY 5611-58110 LAND-PURCHASE PRICE 1,885,000.00 0,00 0.00 1,912,637.00 0,00 ( 27,637.00) 101.47 5611-58120 DEVELOPMENT FEES 0.00 0.00 0,00 0.00 0.00 0.00 0.00 5611-58150 LAND-BETTERMENTS 0.00 0.00 0.00 0.00 0,00 0.00 0.00 5611-58210 STREETS & ALLEYS 0.00 0,00 0,00 0.00 0.00 0.00 0.00 5611-58410 SANITARY SEWER 0.00 0,00 0.00 0.00 0.00 0.00 0.00 5611-58810 COMPUTER HARD/SOFTWARE 3,000.00 0,00 0.00 6,328.39 0,00 ( 3,328.39) 210.95 5611-58830 FURNITURE & FIXTURES 2,500.00 0.00 0.00 1,343.01 0.00 1,156.99 53.72 5611-58910 BUILDINGS 250,000.00 0.00 0.00 0.00 0,00 250,000.00 0.00 5611-58995 CONTRA CAPITAL OUTLAY 0.00 0,00 0.00 ( 20463,372.33) 0.00 2,463,372.33 0.00 TOTAL CAPITAL OUTLAY 2,140,500.00 0.00 0.00 ( 543,063.93) 0.00 2,683,563.93 25.37- OTHER FINANCING (USES) 5611-59111 TRANSFER TO GENERAL FUND 0.00 0,00 0.00 0.00 0.00 0,00 0.00 5611-59190 TRANSFER TO THORUGHFARE IMP 0.00 0.00 0,00 0.00 0.00 0,00 0.00 5611-59430 TRANSFER TO CAPITAL FUND 0.00 0.00 0,00 0,00 0.00 0,00 0.00 5611-59990 PROJECT ACCOUNTING 0.00 0.00 0,00 0.00 0.00 0.00 0.00 TOTAL OTHER FINANCING (USES) 0.00 0.00 0.00 0.00 0.00 0.00 0.00 TOTAL DEVELOPMENT CORP-WEDC 5,543,411.00 435,417.55 0.00 2,565,646.27 0.00 2,977,764.73 46.28 TOTAL EXPENDITURES 5,543,411.00 435,417.55 0.00 2,565,646.27 0.00 2,977,764.73 46.28 REVENUE OVER (UNDER) EXPENDITURES ( 1,446,424.00) ( 32,273.54) 0.00 86,489.95 0.00 ( 1,532,913.95) 5.98- *** END OF REPORT *** 1.0-25-2oz6 3.42 em o o r ^ z 1, 1, z s T z m o cxGot z rvmo . 111-wzLzE EcnmvMzc uovoL CORP pEozoo TO USE: x"e- ozo ruon uep-unzo cmer . 611 oE,szormovr coop-^Eoo a000nmrn. 5611-5:01.0 rumn 5611-5891.0 pvor DATE rRAm w REFER mmoo PACKET---------ooxunzpTznv- -- vsmo zmv/oo o moro - ^monmz ---BuL^moo--- ---------------~---------------------------------------------------------------------------- 5sz1-5zozu nrrzCE xorrLzEo a E o z m m z m o a x L x m c o 1'580.71 9/13/16 9/1.3 a6759e cxn. 084389 84230 eomv.Em,oLnvou'm^oo' 000soz 25344 Wooc 16.70 1.59-7.41 9/1.3/1.6 9/1.3 ^67601. cvx. 084382 84230 m^mE vL^ro - opozoou 000451 141.41u wnoc 55.*5 1'652.86 9/19/16 9/1.9 ^68077 oFr. 000207 a«a«z COFFEE POT wxaRAN,, oonyzz 9266 ^nszo °xsomT �.53 1'660.39 9/19/16 9/19 a68077 urr. 000207 84342 cvrroo pnr 00091.2 oeos vnn16 escamr 84.99 1'745.38 9/1.9/1.6 9/1e ^68077 orr. 000zor 84342 onaRsuu 00091.2 9266 xns1.6 wrGAmr 31.66 1'777.04 o/zo/zv v/zo u68077 nF,. nooeu/ 84342 rorroo ror 000ezz »eoo ^vs16 w,n^nT 105.19 1'882.23 9/1.e/1.6 9/1.9 a68077 orr. 000207 u"aou moTvmm- corroo por 00091-2 9266 ^vezv wro^Nr 84.99cu 1'/97.2* 9/30/1.6 1.0/19 u70916 cvv. 085315 usuon uzmcm^ cLzeu 000»sx 25422 wooc 4.75 1'801.99 ~~~1~1-~~~~ ooeromaou xcrznzTx oo. 306.27 ca. 84.99ca 221.28 -------------------------------~----~----------~------~--------------------------- 56zz-5uo«o rouraGE & raEzrur o o o z o m z w e e ^ L ^ u c o 46.5n ----------------------------------~----------------~---------------------------- 5azz-5o1»o rouLo/ ounzr /mwx-ouezraL> a o o z m m z m o o a L a m c o 0.00 -----------------------------------------------------------------------^------------ so1z-s2z6o rooLo/ Ennzc - *100-$999.99 e o n z m m z m o o v L x m c E 0.00 ------------~----------------~------------------------------------------------------- 5mz-5znzv roon nneeLzoo a n o z x m z m o a v L a m o o 1'108.85 9/1-9/1.6 9/1.e ^680'77 orr. 000e07 a*»^z n000 amn Mrs MEAL 000912 9266 vvszo m,GANr 23.05 1'131.90 9/1.9/1.* o/zy v68077 nrT. 000207 n^soo orrzno LnmcuEom 000912 9266 m,ozo v,s^mr 115.00 1'2*6.90 9/1-9/1.6 9/1.9 a68077 orr. 000207 843*2 wEuc aao. mzs mouL 000912 ouos ^vs16 w,GANr 9.95 1'256.85 9/30/16 10/1.9 o70856 oFT. 000zzv 85257 aoano wro mo^L 000912 vzr, nor1.6 v,oxmr 10.89 z'oe.r^ e/30/1.6 1.0/1.9 x70856 oor. 000226 85257 ao^uo eTo MEAL 000912 ne77 uoezo vxGANr 9.95 1'27,.69 aocrommop aorzvzTx oa. zeo.o^ Fm. 0.00 168.84 ---------------------------------- -------------------------------------------------------------------------------------------------------------- 5611-52990 v,eoa x E n z m w z m x o u L v m C o 0.00 --------------I TOOLS a 000zPMmmr a o s z m x z m u a ^ L u m n E 0.00 10-25-2016 3:42 PM DETAIL LISTING PAGE: 2 FUND : 111-WYLIE ECONOMIC REVEL CORP PERIOD TO USE: Sep-2016 THRU Sep-2016 DEPT : 611 DEVELOPMENT CORP-WEDC ACCOUNTS: 5611-52010 THRU 5611-58910 POST DATE TRAN # REFERENCE PACKET DESCRIPTION VEND INV/JE # NOTE -•AMOUNT-- --BALANCE-- - 5611-54810 COMPUTER HARD/SOFTWARE BEGINNING BALANCE 3,870.15 5611-54990 OTHER BEGINNING BALANCE 0.00 9/30/16 10/13 A70345 CHK: 085188 85057 BUSINESS COURSES 004151 58986271 4,200.00 4,200.00 SEPTEMBER ACTIVITY DB: 4,200.00 CR: 0.00 4,200.00 5611-56030 INCENTIVES BEGINNING BALANCE 1,379,588.12 9/13/16 9/21 553362 Misc 091316 14830 JE24716 WOODBRIDGE SLS TAX REI JE# 024716 58,927.12 1,438,515.24 9/14/16 9/14 A67844 VOID: 083311 84270 REVERSE VOIDED CHECK 003424 ASCEND 2 INCENT 3 24,000.00CR 1,414,515.24 9/14/16 9/14 A67046 CHK: 084466 84271 PAY #3 OF 4 071216A WEDC 003424 PAY #3 071216A 24,000.00 1,438,515.24 9/26/16 9/26 A68678 CHK: 084728 84494 PATNA PROP-INCENT 1 OF 2 004683 INCENT 1 20,000.00 1,458,515.24 SEPTEMBER ACTIVITY DB: 102,927.12 CR: 24,000.00CR 78,927.12 5611-56040 SPECIAL SERVICES BEGINNING BALANCE 241,418.43 9/01/16 9/01 A66724 CHK: 084163 83985 MOW-HWY 78 001173 082316 120.00 241,538.43 9/01/16 9/01 A66724 CHK: 084163 83985 MOW-DUAL PROD 001173 082316 60.00 241,598.43 9/01/16 9/01 A66724 CHK: 084163 83985 MOW-UDOH 001173 082316 40.00 241,630.43 9/01/16 9/01 A66724 CHK: 084163 83985 MOW-COOPER DR. CURVE 001173 082316 60.00 241,698.43 9/01/16 9/01 A66724 CHK: 084163 83985 MOW-COOPER DR. WAGS 001173 082316 60.00 241,758.43 9/02/16 9/02 A66968 CHK: 084227 84025 605 COMM-RAP & RACR 004337 22638 502.50 242,260.93 9/12/16 9/12 A67510 CHK: 084360 84207 605 COM-WEDC VCP -JUN '1 001320 VCP0039509 JUN16 1,351.25 243,612.18 9/14/16 9/14 A67826 CHK: 084465 84268 RAP/RACR-605 COMMERCE 004337 22693 AUG16 WEDC 2,846.27 246,458.45 9/21/16 9/21 A68349 CHK: 084638 84419 QRTLY PEST CONTROL 000792 78036 WEDC 95.00 246,553.45 9/21/16 9/21 A68368 CHK: 084644 84430 INTERLOCAL-2016 000101 091616 WEDC 5,000.00 251,553.45 9/21/16 9/21 A68350 CHK: 084640 84419 MOW-UDOH 001173 090716 WEDC 40.00 251,593.45 9/21/16 9/21 A68350 CHK: 084640 84419 MOW-HWY 78 001173 090716 WEDC 120.00 251,713.45 9/21/16 9/21 A68350 CHK: 084640 84419 MOW-DUAL PROD 001173 090716 WEDC 60.00 251,773.45 9/21/16 9/21 A68350 CHK: 084640 84419 MOW-COOPER DR CURVE 001173 090716 WEDC 60.00 251,833.45 9/21/16 9/21 A68350 CHK: 084640 84419 MOW-COOPER WAGS LOT 001173 090716 WEDC 60.00 251,893.45 9/26/16 9/26 A68672 CHK: 084729 84494 JANITORIAL SRVC-SEPT 16 002330 31204 WEDC 157.50 252,050.95 9/26/16 9/26 A68673 CHK: 084731 84494 605 COMM.-ROOF REP -HAIL 002796 4971306 61,200.00 313,250.95 9/30/16 10/19 A70856 OFT: 000226 85257 KEY - 711 COOPER DR 000912 8277 SEP16 WYGANT 2.13 313,253.08 9/30/16 10/19 A70921 CHK: 085313 85268 HWY 78-SILT FENCING 004684 26342 WEDC 5,858.00 319,111.08 9/30/16 10/21 A71124 CHK: 085358 85346 HWY 78 DEMO - PAY #2 001026 PAY #2 SEP16 WEDC 112,233.56 431,344.64 9/30/16 10/21 A71125 CHK: 085358 85346 RETAINAGE-HWY 78 DEMO 001026 PAY #3 SEP16 WEDC 24,291.73 455,636.37 9/30/16 10/21 A71126 CHK: 085359 85346 KIRBY - PHASE II 004337 22851 01459.006 4,290.93 459,927.30 10-25-2016 3:42 PM DETAIL LISTING PAGE: 3 FUND : 111-WYLIE ECONOMIC DEVEL CORP PERIOD TO USE: Sep-2016 THRU Sep-2016 DEPT : 611 DEVELOPMENT CORP-WEDC ACCOUNTS: 5611-52010 THRU 5611-58910 POST DATE TRAN # REFERENCE PACKET DESCRIPTION VEND INV/JE # NOTE -------AMOUNT==== ===-=BALANCE==== 9/30/16 10/21 A71127 CHK: 085359 85346 605 COMMERCE-MSD 004337 22852 01459.001 87.50 460,014.80 9/30/16 10/21 A71128 CHK: 085359 85346 605 COMMERCE-RESP ACT PL 004337 22852 01459.001A 393.75 460,408.55 9/30/16 10/03 A69169 CHK: 084839 84644 ASBESTOS SURVEY 001475 5364 WEDC 1,500.00 461,908.55 9/30/16 10/04 A69372 CHK: 084913 84720 REPAIR INDUSTRIAL CT 002759 93629241 925.75 462,834.30 aW== ==•-r SEPTEMBER ACTIVITY DB: 221,415.87 CR: 0.00 221,415.87 5611-56080 ADVERTISING BEGINNING BALANCE 24,987.98 9/14/16 9/14 A67708 CHK: 084428 84253 WYLIE NEWS-FALL PREV 000391 12374 WEDC 509.00 25,496.98 9/14/16 9/14 A67709 CHK: 084428 84253 IN & AROUND-SEPT 000391 12454 WEDC 1,555.00 27,051.98 9/26/16 9/26 A68671 CHK: 084732 84494 WHS FTBL PROG AD 001164 082216 WEDC 500.00 27,551.98 9/30/16 10/19 A70807 OFT: 000226 85244 DOMAIN REGISTRATION 000912 8277 SEP16 GREINER 106.53 27,658.51 9/30/16 10/03 A69168 CHK: 084842 84644 WDMA - ADVERTISING REIMB 001078 206 WEDC 5,000.00 32,658.51 =a .a:==___==a== SEPTEMBER ACTIVITY DB: 7,670.53 CR: 0.00 7,670.53 5611-56090 COMMUNITY DEVELOPMENT BEGINNING BALANCE 33,651.40 9/01/16 9/01 A66767 CHK: 084179 83990 SPONSOR TEAM & CORPORATE 000384 082516 WEDC 2,000.00 35,651,40 9/13/16 9/13 A67602 CHK: 084388 84230 SPONS-NEW TEACHER 000468 7893 WEDC 105.00 35,756.40 9/13/16 9/13 A67677 CHK: 084417 84246 FIT 4 BUSINESS SHIRTS 000379 638 WEDC 503.30 36,259.70 9/19/16 9/19 A68077 DFT: 000207 84342 BACK TO SCHOOL FAIR 000912 9266 AUG16 WYGANT 199.82 36,459,52 9/22/16 9/22 A68430 CHK: 084665 84439 RODEO SPONSORSHIP 000468 7916 WEDC 1,800.00 38,259,52 9/23/16 9/23 A68565 CHK: 084698 84469 CLUB CORP-SPONSORSHIP 004680 091616 WEDC 2,000.00 40,259,52 9/30/16 10/19 A70843 DFT: 000226 85248 WEDC PROMO ITEMS 000912 8277 SEP16 SATTER 512.48 40,772,00 9/30/16 10/19 A70856 DFT: 000226 85257 LEAD SUMMIT SPONSOR 000912 8277 SEP16 WYGANT 1,500.00 42,272,00 m,mm�*=--A---nf SEPTEMBER ACTIVITY DB: 8,620.60 CR: 0.00 8,620.60 5611-56110 COMMUNICATIONS BEGINNING BALANCE 5,015.38 9/12/16 9/12 A67488 CHK: 084348 84203 INTERNET SVC WEDC 004568 2101577989120 AU25 195.01 5,210.39 9/19/16 9/19 A68061 DFT: 000207 84340 TELEPHONE SVC AUG 000912 8277 AUG16 SATTER 160.55 5,370.94 9/19/16 9/19 A68061 DFT: 000207 84340 TELEPHONE SVC SEPT 000912 8277 AUG16 SATTER 160.55 5,531.49 9/30/16 10/03 A69170 CHK: 084841 84644 TABLET SVC 001797 822495799-07 AG16 113.97 5,645.46 _ = =a,.==,,,,, , SEPTEMBER ACTIVITY DB: 630.08 CR: 0.00 630.08 5611-56180 RENTAL 10-25-2016 3:42 PM DETAIL LISTING PAGE: 4 FUND : 111-WYLIE ECONOMIC DEVEL CORP PERIOD TO USE: Sep-2016 THRU Sep-2016 DEPT : 611 DEVELOPMENT CORP-WEDC ACCOUNTS: 5611-52010 THRU 5611-58910 POST DATE TRAN # REFERENCE PACKET DESCRIPTION VEND INV/JE 0 NOTE AMOUNT---- =BALANCE BEGINNING BALANCE 27,984.68 9/13/16 9/13 A67607 CHK: 084379 84230 COPIER RENTAL 8/28-9/27 003509 94930 194.00 28,178.68 SEPTEMBER ACTIVITY DB: 194.00 CR: 0.00 194.00 -- -- --- ------------- - - ---- 5611-56210 TRAVEL & TRAINING BEGINNING BALANCE 26,171.53 9/09/16 9/09 A67388 CHK: 084337 84159 081516 TAXI JUL31-AU3 004514 081516 TAXI/PARKIN 26.01 26,197.54 9/09/16 9/09 A67388 CHK: 084337 84159 081516 PARKINGI JUL31-AU 004514 081516 TAXI/PARKIN 75.00 26,272.54 9/09/16 9/09 A67389 CHIC: 084337 84159 082316 TOLL FEES MAY 21- 004514 082316 TOLL FEES 78.00 26,350.54 9/19/16 9/19 A68033 DFT: 000207 84334 TEDC WEBINAR 000912 8277 AUG16 GREINER 79.00 26,429.54 9/19/16 9/19 A68033 OFT: 00020% 84334 IEDC REG - GREINER 000912 8277 AUG16 GREINER 880.00 27,309.54 9/19/16 9/19 A68033 DFT: 000207 84334 RET. LIVE HOTEL-GREI 000912 8277 AUG16 GREINER 128.28 27,437.82 9/19/16 9/19 A68033 DFT: 000207 84334 BUS MTG-INVENTRUST 000912 8277 AUG16 GREINER 150.00 27,587.82 9/19/16 9/19 A68033 DFT: 000207 84334 RET LIVE-CAB-GREINER 000912 8277 AUG16 GREINER 7.70 27,595.52 9/19/16 9/19 A68033 DFT: 000207 84334 RE-LIVE-MEAL-GREINER 000912 8277 AUG16 GREINER 5.29 27,600.81 9/19/16 9/19 A68033 DFT: 000207 84334 RET-LIVE-MEAL-GREINE 000912 8277 AUG16 GREINER 6.25 27,607.06 9/19/16 9/19 A68033 DFT: 000207 84334 RET-LIVE-CAR-GREINER 000912 8277 AUG16 GREINER 84.89 27,691.95 9/19/16 9/19 A68033 DFT: 000207 84334 RET-LIVE-PRKG-GREINE 000912 8277 AUG16 GREINER 23.00 27,714.95 9/19/16 9/19 A68033 OFT: 000207 84334 RET-LIVE-PRKG-GREINE 000912 8277 AUG16 GREINER 30.00 27,744.95 9/19/16 9/19 A68033 DFT: 000207 84334 RET-LIVE-TOLL-GREINE 000912 8277 AUG16 GREINER 12.18 27,757.13 9/19/16 9/19 A68033 DFT: 000207 84334 IEDC-AIR-GREINER 000912 8277 AUG16 GREINER 3%7.20 28,134.33 9/19/16 9/19 A68033 OFT: 000207 84334 IEDC-AIR-GREINER 000912 8277 AUG16 GREINER 30.29 28,164.62 9/19/16 9/19 A68033 DFT: 000207 84334 RET-LIVE-GAS-GREINER 000912 8277 AUG16 GREINER 27.36 28,191.98 9/19/16 9/19 A68033 DFT: 000207 84334 RET-LIVE-GAS-GREINER 000912 8277 AUG16 GREINER 33.16 28,225.14 9/19/16 9/19 A68061 OFT: 000207 84340 PROJ. UPD-SATT, HERZ 000912 8277 AUG16 SATTER 12.45 28,237.59 9/19/16 9/19 A68061 DFT: 000207 84340 REGIONAL EDC MTG 000912 8277 AUG16 SATTER 33.76 28,271.35 9/19/16 9/19 A68061 DFT: 000207 84340 PROJ. UPD-SATT, HERZ 000912 8277 AUG16 SATTER 28.65 28,300.00 9/19/16 9/19 A68061 DFT: 000207 84340 PROJ. UPD-SATT, HOGU 000912 8277 AUG16 SATTER 31.20 28,331.20 9/30/16 10/10 A70034 CHK: 085124 84872 093016 REIMBURSE 000317 093016 REIMBURSE 137.24 28,468.44 9/30/16 10/19 A70807 DFT: 000226 85244 IEDC MEAL 000912 8277 SEP16 GREINER 5.12 28,473.56 9/30/16 10/19 A70807 DFT: 000226 85244 IEDC TAXI 000912 8277 SEP16 GREINER 43.20 28,516.76 9/30/16 10/19 A70807 DFT: 000226 85244 IEDC MEAL 000912 8277 SEP16 GREINER 24.00 28,540.76 9/30/16 10/19 A70807 OFT: 000226 85244 IEDC TAXI 000912 8237 SEP16 GREINER 48.00 28,588.76 9/30/16 10/19 A70807 DFT: 000226 85244 IEDC HOTEL 000912 8277 SEP16 GREINER 731.70 29,320.46 9/30/16 10/19 A70843 OFT: 000226 85248 BUS MTG K ST JOHN 000912 8277 SEP16 SATTER 42.33 29,362.79 9/30/16 10/19 A70843 DFT: 000226 85248 PROMO CARE CTR 000912 8277 SEP16 SATTER 80.00 29,442.79 9/30/16 10/19 A70843 OFT: 000226 85248 BUS MTG J GARDNER 000912 8277 SEP16 SATTER 47.94 29,490.73 9/30/16 10/19 A70843 DFT: 000226 85248 KCS MTG TAXI 000912 8277 SEP16 SATTER 56.39 29,547.12 9/30/16 10/19 A70843 OFT: 000226 85248 KCS MTG MEAL 000912 8277 SEP16 SATTER 12.14 29,559.26 9/30/16 10/19 A70843 DFT: 000226 85248 KCS MTG MEAL 000912 8277 SEP16 SATTER 6.13 29,565.39 9/30/16 10/19 A70843 DFT: 000226 85248 BUS STG M. WALTERS 000912 8277 SEP16 SATTER 46.02 29,611.41 9/30/16 10/19 A70856 DFT: 000226 85257 KCS MTG - AIR SATTER 000912 8277 SEP16 WYGANT 213.02 29,824.43 9/30/16 10/21 A71057 CHK: 085337 85335 REIMBURSE AIRPORT PARKIN 004514 101316 REIM PARK 89.00 29,913.43 SEPTEMBER ACTIVITY DB: 3,741.90 CR: 0.00 3,741.90 10-25-2016 3:42 PM DETAIL LISTING PAGE: 5 FUND : 111-WYLIE ECONOMIC DEVEL CORP PERIOD TO USE: Sep-2016 THRU Sep-2016 DEPT : 611 DEVELOPMENT CORP-WEDC ACCOUNTS: 5611-52010 THRU 5611-58910 POST DATE TRAN # REFERENCE PACKET DESCRIPTION VEND INV/JE # NOTE AMOUNT==-- ====BALANCE- == 5611-56220 PROFESSIONAL TRAINING BEGINNING BALANCE 0.00 5611-56250 DUES & SUBSCRIPTIONS BEGINNING BALANCE 14,515.43 9/19/16 9/19 A68061 DFT: 000207 84340 CLUB CORP-DUES,FEES 000912 8277 AUG16 SATTER 779.03 15,294.46 9/30/16 10/19 A70843 DFT: 000226 85248 CLUB CORP DUES 000912 8277 SEP16 SATTER 637.86 15,932.32 •,,, m -_�---a SEPTEMBER ACTIVITY DB: 1,416.89 CR: 0.00 1,416.89 5611-56310 INSURANCE BEGINNING BALANCE 2,538.03 5611-56510 AUDIT & LEGAL SERVICES BEGINNING B A LAN C E 13,438.00 9/30/16 10/04 A69323 C11K: 084891 84691 CFA - ATTY FEES 000023 8 2793-0071M WEDC 240.00 13,678.00 9/30/16 10/24 A71178 CHK: 085368 85377 ATTORNEY FEES SEP16 000023 9 2793-0071M 1,531.00 15,209.00 9/30/16 10/24 A71178 CHK: 085368 85377 ATTORNEY FEES SEP16 000023 9 2793-0071M 2,420.00 17,629.00 --=---.n,�===-�g,d-r SEPTEMBER ACTIVITY DB: 4,191.00 CR: 0.00 4,191.00 5611-56570 ENGINEERING/ARCHITECTURAL BEGINNING BALANCE 9,842.21 5611-56610 UTILITIES-ELECTRIC BEGINNING BALANCE 3,917.82 9/12/16 9/12 A67480 CHK: 084354 84203 UTIL- WATER JUN29-JUL29 003302 122-1040-01 JN29-J 58.97 3,976.79 9/12/16 9/12 A67481 CHK: 084354 84203 UTILITIES-GAS JUL8 003302 3029287066 JULB 12.03 3,988.82 9/12/16 9/12 A67482 CHK: 084354 84203 UTIL - ELEC JUN3-JUL5 003302 3029287066 JUN3-JU 157.13 4,145.95 9/30/16 10/24 A71182 CHK: 085373 85377 UTILITIES ELECTRIC 003302 1171655189 AG3-SP 158.89 4,304.84 9/30/16 10/24 A71183 CHK: 085373 85377 UTILITIES WATER 003302 122-1040-01 AUG16 66.56 4,371.40 9/30/16 10/24 A71184 CHK: 085373 85377 UTILITIES GAS 003302 3029287066 AG3-SP 12.03 4,383.43 -- __=-==-A== SEPTEMBER ACTIVITY DB: 465.61 CR: 0.00 465.61 5611-57110 DEBT SERVICE BEGINNING BALANCE 0.00 10-25-2016 3:42 PM DETAIL LISTING PAGE: 6 FUND : 111-WYLIE ECONOMIC: DEVEL CORP PERIOD TO USE: Sep-2016 THRU Sep-2016 DEPT : 611 DEVELOPMENT CORP-WEDC ACCOUNTS: 5611-52010 THRU 5611-58910 POST DATE TRAN # REFERENCE PACKET DESCRIPTION- VEND INV/JE # NOTE AMOUNT==-- ----BALANCE---- 5611-574107410 PRINCIPAL PAYMENT BEGINNING BALANCE 471,669.47 9/02/16 9/07 B53123 Bnk Dft 090216 14755 JE24610 K&M PMT #12 JE# 024618 7,732.11 479,401.58 9/12/16 9/21 B53357 Bnk Dft. 091216 14829 JE24711 PEDDICORD/WHITE PMT 21 JE# 024711 5,205.50 484,607.08 9/15/16 9/22 B53377 Bnk Oft 091516 14834 JE24730 WB PKWY PMT #25 JE# 024730 11,688.93 496,296.01 9/22/16 9/22 B53399 Bnk Dft 092216 14840 JE24747 BUCHANAN PMT #25 JE# 024747 6,549.04 502,845.05 9/23/16 9/22 B53400 Bnk Dft 092316 14841 JE24748 EDGE PMT #3 JE# 024748 11,334.24 514,179.29 9/29/16 9/30 B53521 Bnk Dft 092916 14879 JE24800 HUGHES/RANDACK PMT #46 JE# 024808 9,597.00 523,776.29 -„,=..m,,,,, SEPTEMBER ACTIVITY DB: 52,106.82 CR: 0.00 52,106.82 5611-57415 INTEREST EXPENSE BEGINNING BALANCE 123,051.19 9/02/16 9/07 553123 Bnk Dft: 090216 14755 JE24618 K&M PMT #12 JE# 024618 1,013.14 124,064.33 9/12/16 9/21 B53357 Bnk Dft. 091216 14829 JE24711 PEDDICORD/WHITE PMT 21 JE# 024711 2,176.95 126,241.28 9/15/16 9/22 553377 Bnk 0.f1 091516 14834 JE24730 WB PKWY PMT #25 JE# 024730 1,579.00 127,820.28 9/22/16 9/22 55.3399 Bnk Dft 092216 14840 JE24747 BUCHANAN PMT #25 JE# 024747 782.91 128,603.19 9/23/16 9/22 .B53400 Bnk D.ft. 092316 14841 3E24748 EDGE PMT #3 JE# 024748 5,725.57 134,328.76 9/29/16 9/30 B53521 Bnk Dft 092916 14879 JE24808 HUGHES/RANDACK PMT #46 JE# 024808 510.00 134,838.76 n-A-=m=Rwg,n._-* SEPTEMBER ACTIVITY OR: 11,787.57 CR: 0.00 11,787.57 5611-57710 BAD DEBT EXPENSE BEGINNING BALANCE 0.00 5611-58110 LAND-PURCHASE PRICE BEGINNING BALANCE 1,912,637.00 5611-58120 DEVELOPMENT FEES BEGINNING BALANCE 0.00 5611-58150 LAND-BETTERMENTS BEGINNING BALANCE 0.00 5611-58210 STREETS & ALLEYS BEGINNING BALANCE 0.00 m- -- - - -- ' - -- - � 10-25-2016 3;*2 pw o s T a z L L T m r z w G' pAom � FUND , 1,11-wrLIs aCnwvuzC oEvou coap rzaIOw TO USE: Sep-2016 zHRu Sen- o10 oapc . 611 oovEuoeMaNr cnue'eoor uc000mrz, s611-52010 THRU 5611-58910 posr oxro TRAM * nsFT`�mowun e*caoT mcmeazerzoe~~~—~~ vmmu znv/za w mwro ~-~-~^,muwT~~-~ s6zz-sv*10 xamzruxz aowsa m o a z w m z o u a x 1, a w c s m.on ---~----^--~--------------------------------------------------------------------------- ss1/-sooza oommmrsm nupo/aoFrwmmo BEGINNTNG a a L * m C E 6,�28.39 ---------------- --------------------------------------------~--------------------------~~----- F)«^z-see-,"10 roaxzromo ^ pzuroaas m s m z w w z m u ^ x L x m c s I,s43.uz -------------~--------------------------------------------------------------------- s6/z-swszo auzaozonS: a a 1", z w N x m c a u L a p c o 0.00 ^-~-^-^-~-`-^-^-^-^-~---°- pom mRROR$ zm Turu popuar, -^ x000ur roraLo ^~ -- uuuzrs -- -- cauozTS -- osazwuzwm auLAmmom, 4,304,`04,36 0.00 asmoacom ucczvzr,^ «1*,843�10 24'084.91cn souzNo oxLAmcao; 41,')24's*r.46 24,084.99cn TOTAL rvNm smwzwu aommoo. 4,700,462.47 10 I:5 17'016 1°4l PM DETAIL LISTINGPACE: 8 nE➢'.:ECTION CRITERIA FISCAL YEAR: Oct-201 i / Sep-2016 FUND: include: T.IT. PERIOD TO P.ISE:, rip•-201L THRII Sep-2016 TRANSACTIONS: N'OTN. ACCOUNT SELECTION ACCOUNT RANGE:, S611-520.10 T13R,A 5611-58910 DEPARTMENT R.ANCE; - TIIPU ACTIVE FUNDS ONLY: NC) ACTIVE ACCOUNTONLY: NO INCLUDE RESTRICTED ACCOUNTS. NO DIGIT SELEt"TILN:, PRINT OPTIONS DETAIL OMIT ACCOUNTS WITH NO ACTIVITY: NO PRINT ENCUMBRANCES: ➢`➢O PRINT VENDOR NAME: NO PRINT PROJECTS: NO PRINT JOURNAL ENTRY NOTES: NO PRINT MONTHLY TOTAL'.S.:.. YES PRINT GRAND TOTALS:. NO PRINT: INVOICE R PAGE: BREAK BY: NONE " END OF REPORT ^' Wylie Economic Development Corporation Balance Sheet Sub Ledger September 30, 2016 Notes Payable Date of Rate of Principal Purchase Payment Beginning Bal. Principal Interest Interest Balance September 1, 2016 3,688,743.90 ANBTX-88130968 HUGHES/RANDACK(#46 of 60) 10/23/12 10,107.00 148,349.56 9,597.00 510.00 3.99 138,752.56 ANBTX-88130976 WOODBRIDGE PKWY (#25 of 60) 8/15/14 13,267.93 703,005.87 11,688.93 1,579.00 2.61 691,316.94 ANBTX-88148481 BUCHANAN(#25 of 60) 8/13/14 7,331.95 249,201.60 6,549.04 782.91 3.77 242,652.56 ANBTX-88149711 PEDDICORD/WHITE(#21 OF 120 12/12/14 7,382.45 621,984.69 5,205.50 2,176.95 4.20 616,779.19 ANBTX-88158043 K&M/HOBART(#12 of 48) 9/2/15 8,745.25 303,940.66 7,732.11 1,013.14 4.00 296,208.55 ANBTX-88157334 LINDUFF/EDGE(#3 of 15) 10/21/15 17,059.81 1,662,261,52 11,334.24 5,725.57 4.00 1,650,927.28 September 30, 2016 $52,106.82 $11,787.57 3,636,637.08 Wylie Economic Development Corporation Inventory Subledger September 30, 2016 Inventory-Land Date of Pur. Address Acreage Improvements Cost Basis Sub-totals Cooper McMasters 7/12/05 709 Cooper 0.48 n/a $202,045 Heath 12/28/05 706 Cooper 0.46 $32,005 3,625 186,934 Perry 9/13/06 707 Cooper 0.49 Demo 200,224 Bowland/Anderson 10/9/07 Cooper Dr. 0.37 n/a 106,419 KCS 8/1/08 Cooper Dr. 0.41 n/a 60,208 Duel Products 9/7/12 704 Cooper Dr. 0.50 n/a 127,452 Randack 10/23/12 711-713 Cooper Dr. 1.09 217,500 8,880 400,334 Lot 2R3 7/24/14 Cooper Dr. 0.95 n/a 29,056 $1,312,672 Industrial Ct. Hughes 7/25/06 211 -212 Industrial 0.74 209,801 10,000 420,361 R.O.W. 0.18 41,585 Prime Kuts 10/8/07 207 Industrial 0.20 182,223 4,550 229,284 R.O.W. 0.11 n/a 77,380 Cazad 3/17/08 210 Industrial 0.27 128,083 3,900 200,782 Buchanan 8/13/14 400 S. Hwy 78 1.25 Demo 503,233 Glenn 4/24/15 209 Industrial Ct 0.18 69,426 2,900 326,773 R.O.W. 0.12 n/a Mann Made 2/10/16 398 S. Hwy 78 1.23 Demo 750,244 C.O.W 4/13/16 R.O.W. 0.29 n/a 52,653 2,602,295 Regency Regency Pk. 6/4/10 25 Steel Road 0.65 n/a 25,171 25,171 Commerce Hobart Investments 11/12/13 Commerce 1.60 n/a 156,820 Hobart 1/6/14 605 Commerce 1.07 396,263 20,000 386,380 543,200 Downtown Heath 3/17/14 104 N. Jackson 0.17 Demo 220,034 Udoh 2/12/14 109 Marble 0.17 n/a 70,330 Peddicord 12/12/14 108/110 Jackson 0.35 155,984 4,444 486,032 City Lot 12/12/14 100 W. Oak St 0.35 n/a Jones (K&M) 9/3/15 106 N. Birmingham 0.21 42,314 4,125 190,596 FBC Lot 6/15/16 111 N. Ballard St 0.20 na 150,964 1,117,956 Alanis White Property(Alanis) 12/12/14 Alanis 6.63 n/a 420,336 420,336 South Ballard Birmingham Trust 6/3/15 505-607 S. Ballard 0.95 Demo 409,390 409,390 Total 21.65 $1,433,599 62,424 $6,431,019 $6,431,019 *A Journal entry was made by auditors to adjust the cost of the Hughes land by$4,638.79. This amount was for taxes owed and not part of land value. *Prime Kuts total purchase price was$306,664.45. The distribution between 207 Industrial and R.O.W. purchased was developed by Seller for tax purposes. WEDC EXECUTIVE DIRECTOR J P MorganChase Expense Report August 2016 DATE [ PAYEE 1 AMOUNT BUSINESS PURPOSE INDIVIDUAUGROUPS PRESENT 08/05/16 Cytracom 160.55 Telephone Service NA 09/02/16 Cytracom 160.55 Telephone Service NA 07/20/16 Club Corp 40.03 Business Meeting Satterwhite, Laubenberg, Bowers 07/26/16 Club Corp 5.93 Business Meeting Satterwhite, Fazio 07/29/16 Club Corp 95.21 Business Meeting Satterwhite, Greiner, Inventrust 07/31/16 Club Corp 637.86 Dues August Dues 08/18/16 Chilosos 12.45 Project Update Satterwhite, Herzog 08/23/15 La Flor Mexican Grill 33.76 Regional EDC Meeting Satterwhite, Griener 08/24/16 Dickey's BBQ Pit 28.65 Project Update Satterwhite, Herzog 08/30/16 Taste of Home 31.20 Project Update Satterwhite, Hogue I TOTALI 1,206.19 I WEDC Assistant Director JPMorgan Chase Expense Report August 2016 DATE VENDOR PURPOSE AMOUNT 8/15/16 TEDC Sales Tax Webinar-Registration 79.00 8/15/16 Tickets at Work Retail Live-Hotel-Greiner 128.28 8/18/16 Piranha Retail Live-Business Meal - Inventrust 150.00 8/18/16 Yellow Cab Retail Live-Taxi -Greiner 7.70 8/18/16 McDonalds Retail Live-Meal -Greiner 5.29 8/18/16 JW Marriott Retail Live- Parking -Greiner 30.00 8/18/16 Shell Oil Retail Live-Gas-Greiner 33.16 8/19/16 McDonalds !Retail Live- Meal-Greiner 6.25 8/19/16 Hertz Retail Live- Rental Car-Greiner 84.89 8/19/16 Hyatt Regency Retail Live- Parking -Greiner 23.00 8/19/16 Exxon Retail Live-Gas-Greiner 27.36 8/25/16 Hertz Retail Live-Toll -Greiner 12.18 8/26/16 IEDC IEDC Annual Conference Re istration -Greiner 880.00 8/26/16 American Airlines IEDC -Air-Griener 377.20 8/26/16 American Airlines IEDC-Air-Griener 30.29 Total I 1,874.60 WEDC Senior Assistant JPMorgan Chase Expense Report August 2016 DATE VENDOR PURPOSE AMOUNT 8/5/16 Walmart Back to School Fair Supplies 199.82 8/12/16 Chilosos Office Luncheon 115.00 8/15/16 Amazon Office Coffee Pot 84.99 8/15/16 Amazon Keuri. Warrant 7.53 .... .._..... 8/16/16 AT&T Charger(Satterwhite) 31.66 8/18/16 Kroger WEDC Board Meeting Meal 23.05 8/18/16 Amazon Return Office Coffee Pot -84.99 8/18/16 Amazon Office Coffee Pot 105.19 8/19/16 McDonalds WEDC Board Meeting Meal 9.95 Total 492.20 WYLIE ECONOMIC DEVELOPMENT CORPORATION SALES TAX REVENUE FOR THE MONTH OF OCTOBER 2016 1 MONTH WEDC WEDC WEDC DIFF % DIFF 2014 2015 2016 15 VS 16 15 VS 16 DECEMBER $134,371 $154,719 $166,418 $11,700 7.56% JANUARY 128,968 156,685 163,463 6,778 4.33% FEBRUARY 213,877 241,858 260,166 18,309 7.57% MARCH 121,483 171,741 167,082 -4,659 -2.71% APRIL 124,866 134,475 154,920 20,445 15.20% MAY 200,476 211,645 238,646 27,002 12.76% JUNE 145,137 161,426 180,194 18,768 11.63% JULY 149,537 159,973 212,620 52,646 32.91% AUGUST 193,751 216,962 268,976 52,014 23.97% SEPTEMBER 154,328 195,347 197,339 1,992 1.02% OCTOBER 152,545 160,876 201,506 40,630 25.26% NOVEMBER 213,292 226,078 Sub-Total $1,932,632 $2,191,785 $2,211,331 $245,624 11.36% AUDIT ADJ TOTAL $1,932,632 $2,191,785 $2,211,331 $245,624 11.36% WEDC SALES TAX ANALYSIS $300,000 .,. $250,000 I $200,000 .m........................................... ......... 1 150 ._ 111 $ 000, [ .. M2016 100 000 , _.., $50,000 $0 ., I y w I N Z' Z' -5 7). T 2 T to 8 t f°2 2 Q 22 ' '7 p) m a 2 Q 2 2i a) 0 ' L2 a O Z N Wylie Economic Development Corporation MEMORANDUM TO: WEDC Board of Directors FROM: Sam Satterwhite, Executive Director SUBJECT: ANB Loan Documents -Resolution DATE: October 25, 2016 Issue Consider and act upon WEDC Resolution 2016-01 (R) approving Loan Documents between the WEDC and The American National Bank of Texas in the cumulative amount of$2,000,000 for the acquisition of Lot 1, Block 1 (approximately 1.3433 acres); Lot 2 Block 1 (approximately 0.14155 acre); and Lot 3 Block 1 (approximately 0.8123 acre), all situated in Wallace Industrial Park; and approximately 2.4683 acres, situated in Abstract A0266, E.C. Davidson Survey, located at 908 West Kirby Street in the City of Wylie, Collin County, Texas from Dallas Whirlpools, Ltd., pledging as security the sales and use tax receipts the WEDC receives from the City of Wylie for repayment of said Loan, and further authorizing President Marvin Fuller to execute all documents necessary to effectuate the Loan Documents. Analysis The attached documents are provided to formalize the Loan between the Wylie Economic Development Corporation (WEDC) and The American National Bank of Texas (ANB) to purchase property from the Wallace Family (Dallas Whirlpools, Ltd.) generally located at 908 West Kirby. The Loan Agreement and associated documents call for borrowing $2,000,000 of the $2,200,000 purchase price, specifying a 4% fixed interest rate for 60 months with the first 36 months comprised of interest only payments, pledging the WEDC sales and use tax as collateral for repayment, and no prepayment penalty. Following approval of the WEDC Resolution and Loan documents, the Wylie City Council will be required to authorize, via resolution, the WEDC entering into debt in the amount of $2,000,000 and the pledge of sales tax receipts as security for said Loan with ANB. The City Council will consider this issue November 14, 2016. The WEDC first began contemplating the purchase of the Wallace tract to complement an adjacent 4.79-acre tract owned by the City of Wylie. It was perceived that the relative narrow width of the City tract (239') and the Wallace tract (243') would be difficult to develop independently and that the combined tracts could be master planned to support pad development fronting 544 with, most importantly, mutual access to the rear of the site. Further benefits of a combined tract is the WEDC ownership of light industrial property (2.7 acres) on Commerce WEDC—ANB Loan Documents October 25, 2016 Page 2 of 3 Street adjacent and to the west of the Wallace tract creating the opportunity for the extension of Business Way and the development of lots off a contemplated cul-de-sac extending to the east. As shown on the attached survey and as reported at the 10-10-16 Board Meeting, the City property is impacted by Zone 'A' which has been determined to be within an area which has a 1% annual chance to flood, but no study has been completed proving or disproving the designation. While this status within the flood plain does not impact the Wallace property independently, it could impact the joint development of the two tracts. Mr. Michael Boyd, a well-respected hydrologist who has processed a majority if not all the flood study's in Wylie has evaluated the site and surrounding conditions to determine how the flood plain will impact the City tract and how much can be utilized for development. Analyzing current elevations and culvert capacity at 544, Mr. Boyd has preliminarily determined that via a full flood study it can be proven that all the floodplain is confined to the channel east of the railroad track and that the entire City tract can be utilized for development. To receive a Conditional Letter of Map Revision (CLOMR) and ultimately a Letter of Map Revision(LOMR) from FEMA, the flood study process will take up to nine months at a cost of ±$18,000. Regardless of the Board decision to purchase the Wallace tract, a flood study must be performed for the City property which staff will coordinate with the City Manager's office. Other factors impacting the purchase stem from the Phase I and Limited Phase II on the Wallace site which was performed by W&M Environmental. As suspected initially, there have been hot spots identified in the groundwater and soil which will be more fully described by W&M staff at the Board Meeting. The end result will be that the Wallace site must be enrolled in the TCEQ Voluntary Cleanup Program (VCP) in order to develop the property. Even though the contamination levels are only slightly above the protective concentration levels established by the TCEQ, the existence of the previous EPA Superfund site to the east and a property enrolled in the VCP to the west, will bring a heightened level of scrutiny to the site which no sophisticated buyer will overlook and no bank will make a loan on without a Final Certificate of Closure from the TCEQ. With all that said, the Wallace tract could be enrolled in the VCP program and benefit from the Municipal Setting Designation established by the City of Wylie within a reasonable timeframe with additional costs which can be discussed in further detail at the Board Meeting. Even with floodplain issues to the east and the existence of contaminated soil and groundwater issues on-site, staff recommends that WEDC Board approve the project and the borrowing of funds to support the purchase. The only caveat would be that a discussion needs to take place with the Seller as to the additional costs which must be incurred to develop the site. The Due Diligence Period within the Real Estate Contract expires on November 15th with closing to take place on November 22nd WEDC—ANB Loan Documents October 25, 2016 Page 3 of 3 Recommendation Staff recommends that the WEDC Board of Directors approve WEDC Resolution 2016-01 (R) approving Loan Documents between the WEDC and The American National Bank of Texas in the cumulative amount of$2,000,000 for the acquisition of Lot 1, Block 1 (approximately 1.3433 acres); Lot 2 Block 1 (approximately 0.14155 acre); and Lot 3 Block 1 (approximately 0.8123 acre), all situated in Wallace Industrial Park; and approximately 2.4683 acres, situated in Abstract A0266, E.C. Davidson Survey, located at 908 West Kirby Street in the City of Wylie, Collin County, Texas from Dallas Whirlpools, Ltd., pledging as security the sales and use tax receipts the WEDC receives from the City of Wylie for repayment of said Loan, and further authorizing President Marvin Fuller to execute all documents necessary to effectuate the Loan Documents. Attachments Survey WEDC Resolution 2016-01(R) Loan Agreement Promissory Note Security Agreement UCC Financing Statement Closing Certificate Notice of Final Agreement Attorney Representation and Fee Letter ; STATE OE TEXAS- - - COUNTY OF COLLIN ' at ING toss z3f in ' a Wylie, County, Tax on,... td .Bo a a vW on Survey,tt as d a €PA+ 6ortt ad ca Ca d Ycfn_ l:".� ' as € of e -tat N o d t C _ . C n Y enae and be. g ali N _ '�_ -.�,� -- �- , of €d ., a ass 71 a a deed Jat=as Q' cc t f sts s�4 r€� �.- � - --- _ Whirlpool, Volume €.2 Page 1760 Land _ QC av G� 4 �, - � p f _uL County. Texas, o d being u s of a„td=d Cif.. rr W W w .:. _ -. o - € % dzE rtn f one. of Clot t_ € y - Cods/opulentC t a.� emsocrusd - U LL �- ,` ( _ da Ct# 2 -311'20015312a0 of tune Offic a Public Records ds a Collin Q Z O 55. 17 Ca- =y i€x ^ O } /nn } P N Norm d4 degrn 52 rn t t8 -end€ East, 45,38 on? ® 0 I_ Z clang the South Pug of O,A R La 0 575 inch nteei ma as.* di Me 3 _ Northeast corner of s 2.48 d fi n NoMh t „ arer of U J .,� _ flat Croat of fond '. deed t€' dilly of Wylie a rg a ad under C08 Q 2 15 2070 85C f - 0 f Pantie Records o Collin County_ 0 0 _ _ __v f €xas_ -and rf - - d dolt d 5 -O e s €t VM r�€ 572 gaga C..) ur ,. .. 0 9e teed Renard. Collin County, as• 0 al •— t 0 e es to CO t BSA s2 e' r 4r,---h 5 -255 tt 1 _ _ �5/6 O ad not on theminute. !`o FAX Yiguaa# Na. 544,0 Sa C _.». ...'=". ] ----. I -- d <€ S -- ,Tt ..cs e, ,, a 2,48 oupayg '`,� a THENCE So dsg.e€n SO cn- t OO € rds aoe% 25,92 roof Lod t along tan N rth tine of €a.d F,24 t.ghwoy No_ 544 to ., X- s ',Omit THENCESa-tr--e e'y 218,86 t o M, Highway Na 544 ;41.! 4 7H a a=Sv-81-22 f =_ I d .rvh ing ue 69 5D es nd a_. n � rt ng-e o J2 degrees meat ffi 48 2n Ch d boo,. €O b4 a t ..I "'•-�- a -Pe8 tr f dof aa t esteo sa0 L f a em 4 /_e -a nero Pa� — ` �?i ' f = r t. t a d 6YB of d a .rb€kra ,h� 8nn2 t@ F®. a9 r, Holding.. t �,arasd -rid -- n m [m 0 - F at - 20140325000780030 f t- Gtf 1 -ub-re Records Collin 'y' 1 n to re x rn 1�. _ ,_�� _ ` ANT S 3 5P s.,zr ` THENCE' No-'h OO degrees 030 rrr,cten 00 s ardn Cant (5nartr onin2, 1 "�3��mg ,. z t "- 2L ' t 55730 `eat thong tan _es_ ilne of said Lots ., 2, 3 and Baia 2,48 N_� 1a E 1,2 _ S Z�.NF f ono. to the PONT0 SFG n'F'1NC oon,,,,. 4,79 aa,€e of Tara. Q oo w°^'tglE _ v 1� n° r a + an r= Is t r o_U Oww ffi 1 CD1 FLOOD ZONE DEFINITIONS. .1 I F.6df.R 48085C0420J, dated June 2, 2009 i'lti 1 1 _ I Zone 'A' - "Special flood hazard areas subject to Inundation by the IX annual Q F s '-�.•- ( - chance flood. No base flood elevations determined. w F c' ` a.ti is oa _ 11 _ Zone 'X' - "Areas determined to be outside the 0.2X annual chance floodplaln." I �/ ) w • _ [[[:S i a liii aa So xia nod, ay3o coP_ - E S i ) I_ ._ _ Q U m �6 F I c17 ) 1 in-di Note:Bearings based on West line of ailed 2 IH acres(Vol 4528, Pg. 60. f 1 d ` aexact Note:Verify exacoca ion of underground utIlltles prior to construction. S _` CLIENT:fe.All 5/8 Inch steel l rods set have red plastic sf1c cap stamped ed Bounda So1 tions"` i. ig co 1 _.- Dallas Whirlpool Ii..- the plat as shown hereon was prepared from on on-the-ground F LTD 10I 1 o survey performed under my supervision during the month of October.€.to I ° 2016; the visible improvements on the ground are as shown on the tZ c 5 _ - survey; there are no visible intrusions, protrusions, overlapping of WYIIe EConotTlC - == -Develo Development 9 improvements or conflicts found except shown on the psurvey plot. p j a t CC �' -: _ - F.M. Highway No. 544 Corporation f `V ,' (W. Kirby Slraei) p __ t f� October 5, 2016 > e t�v � G.F.# 19/3502851 �y Address: vanes t '-a 1900 W. KirbySt. 0' 75° I50* 225' `'� Matthew Busby €Ie t' 574' Ast R.P.LS. No. 5751 I.L. '> Drawn by: mjb I I �.. 3� B.S.I.Job/ 1609-015 io t RESOLUTION NO. 2016-01(R) RESOLUTION APPROVING A PROGRAM AND THE EXPENDITURE OF FUNDS BY THE WYLIE ECONOMIC DEVELOPMENT CORPORATION AND ENACTING OTHER PROVISIONS RELATING TO THE SUBJECT. WHEREAS,the Wylie Economic Development Corporation(the"Corporation")has been incorporated and exists and operates as a duly constituted authority and instrumentality of the City of Wylie, (the "City"), pursuant to Chapter 501 of the Texas Local Government Code (the "Development Corporation Act" or"Act"), and governed as a Type A Corporation under the Act and Chapter 501 and 504 of the Texas Local Government Code, is qualified to do business, and in good standing; and WHEREAS, no proceedings for forfeiture of the certificate of incorporation or for voluntary or involuntary dissolution of the Corporation are pending; and WHEREAS, neither the articles of incorporation nor the bylaws of the Corporation limit the Board of Directors to adopt this Resolution; and WHEREAS, the City which is the authorizing unit for the Corporation, as required by Chapter 501 of the Texas Local Government Code,must authorize said program and expenditure of the Corporation; and WHEREAS,the Wylie Economic Development Corporation Board of Directors finds and determines that it is appropriate to approve the Project as an authorized program and expenditure of the Corporation; and WHEREAS, the Corporation approves the terms and conditions of the Loan Documents, including but not limited to, a Promissory Note and Security Agreement in order to borrow the sum of$2,000,000 from The American National Bank of Texas to fund a portion of the purchase price for land and improvements located at and in the vicinity of 908 West Kirby, Wylie, Texas (the"Project") in order to promote economic development in the City of Wylie; and WHEREAS, the President, Marvin Fuller, is hereby authorized in the name of this Corporation and as its own act to execute the Promissory Note, the Security Agreement and all other documents necessary to borrow $2,000,000 from The American National Bank of Texas to the Corporation and to pledge the Corporation's sales and use tax receipts as security for such Note; and WHEREAS, the Secretary of the Corporation is directed to certify the minutes of this meeting and the contents of these resolutions and to deliver the certification in support of the authority of the Director named above to act on behalf of this Corporation. NOW, THEREFORE, BE IT RESOLVED BY THE WYLIE ECONOMIC DEVELOPMENT CORPORTION BOARD OF DIRECTORS: SECTION 1: The recitals set forth in the preamble hereof are incorporated herein and shall have the same force and effect as if set forth in this Section. The undertaking of the Projects and the expenditure and pledging of funds of the Corporation in connection therewith are hereby approved. SECTION 2: This Resolution shall take effect immediately upon its passage. DULY PASSED AND APPROVED by the Board of Directors of the Wylie Economic Development Corporation on this 28th day of October, 2016. Marvin Fuller, President ATTEST TO: John Yeager, WEDC Secretary LOAN AGREEMENT THIS LOAN AGREEMENT made and entered into effective on November 22,2016,by and between The American National Bank of Texas, (the "Bank" or "Lender"), and the Wylie Economic Development Corporation, a Texas nonprofit corporation (the "Corporation") duly established and created pursuant to the Development Corporation Act,Chapters 501 and 502 of the Texas Local Government Code (the "Act"), as amended, created by or on behalf of the City of Wylie,Texas; RECITALS: WHEREAS, the Corporation is a duly authorized economic development corporation established pursuant to the provisions of the Act; WHEREAS, the City of Wylie has established, levied, and collects on behalf of the Corporation a Sales and Use Tax pursuant to the Act; WHEREAS,the Corporation,in order to promote economic development within the City, seeks to purchase Lot 1,Lot 2 and Lot 3,Block 1,Wallace Industrial Park,a subdivision of Wylie, Collin County,Texas according to the plat filed in the real property records of Collin County,Texas, plus a 2.4683 acre tract located at 908 West Kirby Street, Wylie, Collin County, Texas (the "Projects"); and WHEREAS, The Corporation desires to borrow from the Bank a portion of the funds necessary to fund the Projects. NOW, THEREFORE, in consideration of the premises and the mutual covenants hereinafter contained,the parties hereto covenant, agree and bind themselves as follows: ARTICLE ONE DEFINITIONS AND RULES OF CONSTRUCTION Section 1.1. Definitions. In addition to the words and terms elsewhere defined in this Agreement,the following words and terms as used herein shall have the following meanings unless the context or use clearly indicates another or different meaning or intent. "Agreement"shall meanthis Loan Agreement between the Bank and the Corporation and any modifications, alterations and supplements hereto. "Bank" means The American National Bank of Texas, or any successor in interest. "Business Day"means any day other than a Saturday,a Sunday,a legal holiday or a day on which banking institutions in the cities of Wylie or Terrell,Texas are authorized or permitted by law or executive order of the President of the United States to close. Loan Agreement Page 1 "City" means the City of Wylie, Collin County,Texas, "City Representative"means any one of the persons at the time designated to act on behalf of the City by written certificate furnished to the Bank and the Corporation containing the specimen signatures of such persons and signed on behalf of the Mayor of the City of Wylie, or the then acting Mayor. "Default Rate" means fifteen percent(15%)per annum. "Bank Representative"means any one of the persons at the time designated to act on behalf of the Bank by written certificate furnished to the Corporation and the City containing the specimen signatures of such persons and signed on behalf of the Bank by the President of the Bank. "Sales and Use Tax"means that certain sales and use tax that may be levied by a city for the benefit of the Corporation under the Act. "Event of Default" shall have the meaning set forth in Section 9.1. "Holder" means a holder of the Note executed pursuant to this agreement. "The Corporation Representative" means any one of the persons at the time designated to act on behalf of the Corporation by written certificate furnished to the Bank and the City containing the specimen signatures of such persons and signed on behalf of the Corporation by its President or Vice President. "Loan"means the loan from the Bank to the Corporation made under this Agreement. "Loan Documents" means, collectively, this Agreement, the Note and the Security Agreement,and other documents executed in connection with the Loan made pursuant to this Agreement. "Note" means the Promissory Note of even date herewith delivered pursuant to the Agreement. "Person"means an individual,a corporation,a partnership,an association,a trust or any other entity or organization,including a government or political subdivision or an agency or instrumentality thereof. "Security Agreement"means the Security Agreement of even date herewith from the Corporation in favor of the Bank and any related financing statements. Section 1.2. Rules of Construction. Unless the context clearly indicates to the contrary, the following rules shall apply to the construction of this Agreement: Loan Agreement Page 2 Words importing the singular number shall include the plural number and vice versa. The table of contents, captions and headings herein are solely for convenience of reference only and shall not constitute a part of this Agreement nor shall they affect its meaning,construction or effect. Words of the masculine gender shall be deemed and construed to include correlative words of the feminine and neuter genders,and words of the neuter gender shall be deemed and construed to include correlative words of the masculine and feminine genders. All references in this Agreement to particular Articles or Sections are references to Articles and Sections of this Agreement,unless otherwise indicated. ARTICLE TWO AMOUNT OF LOAN Section 2.1. Amount of Loan. Subject to the terms, covenants, and conditions set forth in this Agreement and the Loan Documents,the Bank agrees to lend and the Corporation agrees to borrow,the amount of Two Million and 00/100 Dollars($2,000,000.00)(the"Loan")for a term of sixty(60)months pursuant to the Loan Documents. ARTICLE THREE SECURITY; ASSIGNMENT Section 3.1. Security; Assignment; Limited Obligations. In order to secure the due and punctual observance and performance of the payment and all other obligations of the Corporation to the Bank hereunder,the Corporation hereby pledges and assigns to the Bank a lien on and security interest in the Sales and Use Tax to the extent necessary to pay the amounts due and owing under the Note. The Corporation also hereby agrees to execute a Security Agreement and hereby pledges and assigns to the Bank a lien on and security interest in the collateral described in the Security Agreement.The lien and security interest pledged and assigned pursuant to this Section 3.1 shall be in effect so long as there are any amounts due and owing under the Note. The obligations of the Corporation are special limited obligations hereunder and neither the Note,the Security Agreement nor any instrument related to this Agreement may give a holder a right to demand payment from tax proceeds in excess of those collected from the Sales and Use Tax and pledged hereunder. ARTICLE FOUR REPRESENTATIONS Section 4.1. Representations by the Bank. The Bank represents and warrants as follows: Loan Agreement Page 3 (a) The Bank has the legal power and authority to enter into and to perform the agreements and covenants on its part contained in this Agreement,and has duly authorized the execution, delivery and performance of this Agreement and has duly approved this Agreement. (b) The execution and delivery of this Agreement to which it is a party, consummation of the transactions contemplated hereby to which it is a party, and the fulfillment of or compliance with the terms and conditions hereof will not conflict with or constitute a breach of or a default under any agreement or instrument to which the Bank is a party or any existing law,administrative regulation,court order or consent decree to which the Bank is subject or by which it or any of its property is bound. (c) There is no action, suit, proceeding, inquiry or investigation, at law or in equity, before or by any court, public board or body, pending or threatened against or affecting the Bank or any of its officers,nor to the best knowledge of the Bank is there any basis therefor,wherein an unfavorable decision,ruling or finding would materially adversely affect the transactions contemplated by this Agreement or that would adversely affect,in any way,the validity or enforceability of this Agreement or any other agreement or instrument to which the Bank is a party and that is to be used or contemplated for use in the consummation of the transactions contemplated hereby. (d) No further authorizations,consents or approvals of governmental bodies or agencies are required in connection with the execution and delivery by the Bank of this Agreement or in connection with the carrying out by the Bank of its obligations under this Agreement. (e) This Agreement is a legally valid and binding obligation of the Bank enforceable against the Bank in accordance with its terms. (f) The Bank has duly approved the lending of funds to the Corporation;no other authorization or approval or other action by, and no notice to or filing with, any governmental authority or regulatory body is required as a condition to the performance by the Bank of its obligations under this Agreement. Section 4.2. Representations by the Corporation.The Corporation represents,warrants and covenants as follows: (a) The Corporation is a nonprofit development corporation within the meaning of the Act and has all of the rights,powers,privileges,authority and functions given by the general laws of the State to nonprofit corporations incorporated under Chapter 22 of the Texas Business Organizations Code and Chapter 501 of the Local Government Code, as amended,and is authorized by the Act to execute and to enter into the Loan Documents and to undertake the transactions contemplated herein and to carry out its obligations hereunder. Loan Agreement Page 4 (b) The Corporation does not have the power to own or operate the Projects as a business other than as lessor or seller. (c) The Corporation has all requisite power,authority and legal right to execute and deliver the Loan Documents and all other instruments and documents to be executed and delivered by the Corporation pursuant thereto,to perform and observe the provisions thereof and to carry out the transactions contemplated by the Loan Documents. All corporate action on the part of the Corporation which is required for the execution,delivery,performance and observance by the Corporation of the Loan Documents has been duly authorized and effectively taken, and such execution, delivery, performance and observation by the Corporation do not contravene applicable law or any contractual restriction binding on or affecting the Corporation. (d) The Corporation has duly approved the borrowing of funds from the Bank and has received the approval of the City therefor; no other authorization or approval or other action by, and no notice to or filing with, any governmental authority or regulatory body is required as a condition to the performance by the Corporation of its obligations under any of the Loan Documents. (e) The Loan Documents and the Note are legally valid and binding obligations of the Corporation enforceable against the Corporation in accordance with their respective terms. (f) There is no default of the Corporation in the payment of the principal of or interest on any of its indebtedness for borrowed money or under any instrument or instruments or agreements under and subject to which any indebtedness for borrowed money has been incurred which does or could affect the validity and enforceability of the Loan Documents or the ability of the Corporation to perform its obligations thereunder, and no event has occurred and is continuing under the provisions of any such instrument or agreement which constitutes or,with the lapse of time or the giving of notice,or both,would constitute such a default. (g) There is no pending or,to the knowledge of the undersigned officers of the Corporation, threatened action or proceeding before any court, governmental agency or arbitrator(i)to restrain or enjoin the issuance or delivery of the Note or the collection of any of the Sales and Use Tax revenues pledged to pay for the Note,(ii)in any way contesting or affecting the authority for the issuance of the Note or the validity of the Loan Documents, or(iii)in any way contesting the existence or powers of the Corporation. (h) In connection with the authorization, issuance and delivery of the Note,the Corporation has complied with all provisions of the laws of the State, including the Act. (i) The Corporation has not assigned or pledged and will not assign or pledge its interest in this Agreement for any purpose other than to secure the Note. Loan Agreement Page 5 (j) The Corporation is not in default under any of the provisions of the laws of the State,where any such default would affect the issuance,validity or enforceability of the Note or the Security Agreement transactions contemplated by this Agreement. (k) Upon receipt of the proceeds of the Sales and Use Tax,the Corporation will deliver such proceeds as necessary to timely pay the Loan directly, to the extent such proceeds are pledged to secure the Loan, as directed by the Bank. (1) The execution and delivery of the documents contemplated hereunder do not violate any provision of any instrument or agreement to which the Corporation is a party or by which it is bound. ARTICLE FIVE LOAN DOCUMENTS Section 5.1. Documents. The Corporation agrees that it will deliver or will execute and deliver to the Bank the following documents prior to funding of the Loan: (a) This Loan Agreement. (b) A Promissory Note payable to the Bank in the full amount of the Loan(the "Note") (c) A Security Agreement securing payment of the Loan. (b) UCC-1 Financing Statement. (e) Notice of Final Agreement. (f) Certificate of Corporation Resolution. (g) Certified copy of a resolution of the City council which approved the Corporation's resolution authorizing the Loan. (h) Closing Certificate. (i) Attorney Representation and Fee Letter. Loan Agreement Page 6 ARTICLE SIX NOTE PROCEEDS AND DEPOSITS Section 6.1. Loan Proceeds. Upon closing of the Loan,the proceeds will be delivered to the Corporation for the Projects. Note proceeds remaining after application to the Projects,if any, may be used by the Corporation for any legally authorized expenditure, or to repay a portion of the Note, at the Corporation's election. ARTICLE SEVEN LOAN PROVISIONS Section 7.1. Loan of Proceeds.The Bank agrees,upon the terms and conditions contained in this Agreement,to lend Two Million and 00/100 Dollars($2,000,000.00)to the Corporation. The Corporation's obligation to repay the loan shall be evidenced by the Note. Section 7.2. Amounts Payable. The Corporation hereby agrees to pay the Note and repay the loan by making the following payments as specified in the Note. (a) Unless otherwise directed by the Bank in writing,the Corporation shall pay or cause to be paid to the Bank payments in immediately available funds for the account of the Bank on or before any date that any payment of interest,principal and any other amount that is required to be made in respect of the Note,until the principal,interest and any other amount on the Note shall have been fully paid or provision for the payment thereof shall have been made.In the event the Corporation shall fail to make any of the payments required in this Section 7.2,the item or installment so in default shall bear interest at the Default Rate and continue as an obligation of the Corporation until the amount in default shall have been fully paid. (b) From and after the declaration of an Event of Default hereunder, the Corporation shall pay from sources pledged as security hereunder and may pay,but is not obligated to pay,from other funds legally available for the reasonable fees and expenses of the Bank and its counsel, and all other amounts which may be payable to the Bank and its counsel under this Agreement, such fees and expenses to be paid when due and payable by the Corporation directly to the Bank and its counsel for their own respective accounts. Section 7.3. Unconditional Obligations. The obligation of the Corporation to make the payments required by Section 7.2 shall be absolute and unconditional.The Corporation shall pay all such amounts without abatement, diminution or deduction (whether for taxes or otherwise) regardless of any cause or circumstance whatsoever including, without limitation, any defense, set-off,recoupment or counterclaim that the Corporation may have or assert against the Bank,or any other person. The obligations of the Corporation hereunder are special limited obligations thereof and neither the Note or any instrument related to this Agreement may give a holder a right to demand Loan Agreement Page 7 payment from tax proceeds in excess of those collected from the Sales and Use Tax and pledged hereunder. Section 7.4. Prepayments. The Corporation may prepay all or any part of the amounts required to be paid by it under Section 7.2 without penalty, provided Lender is given three (3) Business Days prior notice of any prepayment. Section 7.5. Financial Reporting. The Corporation shall deliver to the Bank audited financial statements, as they are received by the Corporation in accordance with the City's annual audit,within 150 days following the end of each fiscal year of the Corporation. No later than sixty (60)days after the end of each fiscal quarter of the Corporation,the Corporation shall deliver to the Bank,the Corporation's quarterly sales tax report indicating the amount of sales tax revenue received by the Corporation for the previous quarter and a corporation prepared financial statement. Section 7.6. Debt Service Coverage Ratio: The Corporation will maintain a debt service coverage ratio of at least 1.0,tested annually based on unaudited financial statements,and defined as net income,plus depreciation and amortization expense,plus interest expense, divided by CM LTD plus interest. The Corporation will maintain cash reserves to cover any debt service coverage ratio of less than 1.0. ARTICLE EIGHT [INTENTIONALLY LEFT BLANK] ARTICLE NINE EVENTS OF DEFAULT AND REMEDIES Section 9.1. Events of Default Defined. The term"Event of Default" shall mean any one or more of the following events: (a) Failure by the Corporation to make any payments required to be paid pursuant to this Agreement,the Note or the Security Agreement; (b) Any representation by or on behalf of the Corporation contained in this Agreement,the Security Agreement, or in any instrument furnished in compliance with or in reference to this Agreement proves false or misleading in any material respect as of the date of the making or furnishing thereof; (c) Failure by the Corporation to observe or perform any of its other covenants, conditions, payments or agreements under this Agreement for a period of thirty(30) days after written notice,specifying such failure and requesting that it be remedied,is given to the Corporation by the Bank; (d) Any act or occurrence that would constitute an Event of Default under the Loan Agreement Page 8 terms of any other note or loan that the Lender has with the Corporation or any act that will constitute a default under the Security Agreement or any other security agreement or deed of trust that the Corporation has with the Lender. (e) The Corporation's(i)application for or consent to the appointment of or the taking of possession by a receiver, custodian, assignee, sequestrator,trustee, liquidator or similar official of the Corporation of all or a substantial part of its property, (ii)admission in writing of its inability, or be generally unable,to pay its debts as such debts become due, (iii)making a general assignment for the benefit of its creditors, (iv) commencement of a voluntary case under the Federal Bankruptcy Code(as now or hereafter in effect),(v)filing of a petition seeking to take advantage of any other federal or state law relating to bankruptcy, insolvency, reorganization arrangement, winding-up or composition or adjustment of debts,(vi)failure to controvert in a timely or appropriate manner,or acquiesce in writing to any petition filed against the Corporation in an involuntary case under said Federal Bankruptcy Code, or(vii)taking any corporate action for the purpose of effecting any of the foregoing; (f) Commencement of a proceeding or case without the application or consent of the Corporation, in any court of competent jurisdiction, seeking (i) the liquidation, reorganization,arrangement,dissolution,winding-up or composition or adjustment of debts of the Corporation, (ii) the appointment of a trustee, receiver, custodian, assignee, sequestrator,liquidator or similar official of the Corporation or of all or any substantial part of its assets, or (iii) similar relief in respect of the Corporation under any law relating to bankruptcy, insolvency, reorganization, arrangement, winding-up or composition or adjustment of debts and such proceeding or case shall continue until an order,judgment or decree approving or ordering any of the foregoing shall be entered and continue stayed and in effect,for a period of 90 days from the commencement of such proceeding or case or the date of such order,judgment or decree,or an order for relief against the Corporation shall be entered in an involuntary case under said Federal Bankruptcy Code; Section 9.2. Remedies on Default. Upon the occurrence of an Event of Default under this Agreement,the Bank,its successors and assigns,may take any one or more of the following remedial steps: (a) By written notice declare all payments hereunder immediately due and payable, whereupon the same shall become immediately due and payable without presentment, demand, protest or any other notice whatsoever, including any notice of intention to accelerate or any notice of acceleration,all of which are hereby expressly waived by the Corporation. (b) Take whatever other action at law or in equity may appear necessary or desirable to collect the amounts payable pursuant hereto then due and thereafter to become due or to enforce the performance and observance of any obligation,agreement or covenant of the Corporation under this Agreement.In the enforcement of the remedies provided in this Section 9.2,the Bank may treat all reasonable expenses of enforcement,including,without Loan Agreement Page 9 limitation, legal, accounting and advertising fees and expenses, as additional amounts payable by the Corporation then due and owing. Section 9.3. No Remedy Exclusive. No remedy herein conferred upon or reserved to the Bank is intended to be exclusive of any other available remedy or remedies,but each and every such remedy shall be cumulative and shall be in addition to every other remedy given under this Agreement or now or hereafter existing at law or in equity or by statute. No delay or omission to exercise any right or power accruing upon an Event of Default under this Agreement shall impair any such right or power or shall be construed to be a waiver thereof,but any such right and power may be exercised from time to time and as often as may be deemed expedient. Section 9.4. Agreement to Pay Attorneys'Fees and Expenses.Upon the occurrence of an Event of Default under this Agreement,in the absence of the fault of the Bank,if the Bank employs attorneys or incurs other expenses for the collection of amounts payable hereunder or for the enforcement of the performance or observance of any covenants or agreements on the part of the Corporation herein contained,whether or not suit is commenced,the Corporation agrees that it will on demand therefor pay to the Bank or any combination thereof,as the case may be,the reasonable fees of such attorneys and such other reasonable expenses so incurred by the Bank. Section 9.5. Bank and Corporation to Give Notice of Default. The Bank and the Corporation severally covenant that they will promptly give to each other,written notice of any Event of Default under this Agreement of which they shall have actual knowledge, but the Bank, and the Corporation shall not be liable for failing to give such notice. Section 9.6. Conditions Precedent to Loan. The following events shall be conditions precedent to the closing of the Loan hereunder(i)that an opinion of counsel to the Corporation be delivered in form and substance acceptable to the Bank; (ii)that evidence of city council approval of the Sales and Use Tax under the Act be given which is acceptable to the Bank; and(iii) all the Loan Documents listed in Section 5.1 of this Agreement are executed and delivered to the Bank. ARTICLE TEN MISCELLANEOUS Section 10.1 Loan Administration.The Bank will administer the loan. The Bank,from and after the declaration of an event of Default,may pursue appropriate remedies available to it with due diligence.The Bank shall incur no liability for any action which the Bank shall take or omit to take in connection with the Loan unless such act or omission shall involve willful misconduct on the part of the Bank. Without limiting the generality of the foregoing: a. Consultation with Counsel. The Bank may consult with legal counsel (including general counsel for the Bank),independent certified public accountants and other experts selected by the Bank. b. Performance by Other Parties. The Bank shall not be responsible for the Loan Agreement Page 10 performance or observance of any of the terms, covenants or conditions of the Loan documents or the Underlying Loan Documents, if any, by any party thereto other than the Bank. c. Action in Reliance of Documents. The Bank shall incur no liability for having acted or omitted to act upon any notice, consent, certificate or other instrument or writing(including any telegram,cable or telex)pertaining to any of the collateral or to any of the Loan Documents(including,but not limited to any guaranty)which is believed by the Bank to be genuine and to have been signed or sent by the proper party. Section 10.2. No Implied Waiver. In the event any provision of this Agreement should be breached by either party and thereafter waived by the other party,such waiver shall be limited to the particular breach so waived and shall not be deemed to waive any other breach thereunder or hereunder. Section 10.3 Bank Representative. Whenever under the provisions of this Agreement the approval of the Bank is required or the Bank is required to take some action at the request of the Corporation, such approval shall be made or such action shall be taken by the Bank Representative and the Corporation and the City shall be authorized to rely on any such approval or action. Section 10.4. The Corporation Representative. Whenever under the provisions of this Agreement the approval of the Corporation is required or the Corporation is required to take some action at the request of the Bank, such approval shall be made or such action shall be taken by the Corporation Representative and the Bank shall be authorized to rely on any such approval or action. Section 10.5 Notices. Except as otherwise provided herein, it shall be sufficient service or giving of any notice,request, complaint,demand or other paper if the same shall be duly mailed by registered or certified mail, postage prepaid, addressed as set forth below to the Bank, the Corporation, the City or to any other person set forth therein. The Bank,the Corporation, and the City by notice given hereunder may designate any different addresses to which subsequent notices, certificates or other communications shall be sent. To the Bank: Anita Collins,Market President The American National Bank of Texas,Wylie Branch 301 S. Hwy 78 Wylie,TX 75098 To the Corporation: Wylie Economic Development Corporation 250 South Hwy 78 Wylie, Texas 75098-6043 Section 10.7. If Performance Date Not a Business Day. If the due date for any payment hereunder or if the last date for performance of any act or the exercising of any right,as provided in this Agreement, shall not be a Business Day,then such payment may be made or act performed or right exercised on the next succeeding Business Day. Loan Agreement Page 11 Section 10.8. Binding Effect. This Agreement shall inure to the benefit of and shall be binding upon the Bank,the Corporation and their respective successors and assigns.No assignment of this Agreement by the Corporation shall relieve the Corporation of its obligations hereunder. Section 10.9. Severability. In the event any provision of this Agreement shall be held invalid or unenforceable by any court of competent jurisdiction,such holding shall not invalidate or render unenforceable any other provision hereof. Section 10.10 Enforcement of Agreements or Mortgages. This Agreement shall be for the benefit of the Bank.In the event of a default in the payment of the principal of or the interest on the Note or in the performance of any agreement contained herein or in any related instrument, such payment and performance may be enforced by mandamus,the appointment of a receiver,injunctive relief,garnishment, or any other relief in law or equity to which the Bank may be entitled. Section 10.11. Amendments Changes and Modifications. Subsequent to the delivery of the Note and prior to payment of the Note,this Agreement may not be effectively amended, changed, modified, altered or terminated except in writing signed by all parties to this Agreement. Section 10.12.Execution in Counterparts. This Agreement may be executed in several counterparts, each of which shall be an original and all of which shall constitute but one and the same instrument. Section 10.13. Applicable Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Texas. IN WITNESS WHEREOF,the Bank and the Corporation have caused this Agreement to be executed in their respective legal names and their respective corporate seals are to be hereunto affixed, and the signatures of duly authorized persons to be attested, effective as of the date first above written. THE AMERICAN NATIONAL BANK OF TEXAS By: Anita Collins,Market President Loan Agreement Page 12 WYLIE ECONOMIC DEVELOPMENT CORPORATION By: Marvin Fuller,President ATTEST [Seal] John Yeager, Secretary Loan Agreement Page 3 PROMISSORY NOTE $2,000,000.00 Terrell, Texas November 22,2016 FOR VALUE RECEIVED, the undersigned, The Wylie Economic Development Corporation, a Texas non-profit corporation, ("Maker"), promises to pay to the order of The American National Bank of Texas("the Bank")the sum of$2,000,000.00,together with interest on the principal balance from time to time remaining unpaid prior to maturity as set forth below(the "Note"). All sums are payable at 102 W.Moore Avenue,P. O. Box 40,Terrell, Kaufman County, Texas 75160 or such place as the holder of this Note may designate in writing. 1. Interest Rate Interest will be calculated on an initial 365/360 days accrual and will be computed from the date of the Note until the Maturity Date. As long as no Event of Default exists,the Interest Rate is fixed at 4.00%. All past-due installments of principal shall bear interest at fifteen percent(15%)per annum. During the existence of any Event of Default under this Note or under any instrument securing or evidencing the loan evidenced by this Note,the entire unpaid balance of principal shall bear interest at fifteen percent(15%)per annum. 2.Payment of Interest For the first thirty-six(36)months of this Note,interest only payments will be due monthly beginning on December 22,2016,and continuing on the 22nd day of each month thereafter through November 22, 2019. 3. Payment for Interest and Principal Principal and interest are due and payable in twenty four(24)equal monthly installments of Twenty Thousand Two Hundred Forty-Nine Dollars and 03/100 ($20,249.03), beginning on December 22, 2019 and continuing on the 22nd day of each month thereafter until the Maturity Date when all remaining principal and accrued but unpaid interest will be due and payable. Payments will be applied first to accrued interest and the remainder to reduction of the Principal Amount. 4. Maturity Date This Note matures on November 22, 2021, when all unpaid principal and interest shall become due and payable,unless(a)the Bank has exercised its right to accelerate the maturity of this Note in the event of an uncured Event of Default by Maker. Promissory Note Page 1 5. Security for Note This note is secured by a Security Agreement of even date herewith between Maker and Bank creating a lien upon sales and use tax revenues of the Maker. 6. Default At the option of the holder of this Note, the entire principal balance and accrued interest owing shall at once become due and payable on the occurrence at any time of any of the following Events of Default and the continuation of same for ten (10) days with respect to a payment of principal or interest hereunder,and for thirty(30)days with respect to any other default,after receipt of Maker of written notice of any of the following Events of Default: (a) Default in the payment of any installment of principal or interest due under this Note or in the performance of any of the covenants or provisions of this Note,the Loan Agreement,Security Agreement,other agreement evidencing or securing the loan evidenced by this Note. (b) The liquidation,termination or dissolution of the Maker. (c) Any party liable for the payment of this Note, whether as Maker, endorser, guarantor,surety,or otherwise,suffers,makes,does,or allows to be suffered,made,or done on its behalf any of the following: i. Bankruptcy or insolvency; i, Any assignment for the benefit of creditors of any property belonging to the individual or entity in question; or iii. The appointment of a receiver for any of the property of the individual or entity in question. 7. Waiver To the extent allowed by applicable law,Maker,sureties,and endorsers of this Note severally waive demand,presentment,notice of dishonor,diligence in collecting,grace and notice of protest, notice of intent to accelerate,and notice of acceleration, and agree to all renewals, extensions, and partial payments before or after maturity without prejudice to the holder. 8. Attorney's Fees If this Note is not paid at maturity and is placed in the hands of an attorney for collection,or if it is collected through a bankruptcy or any other court,whether before or after maturity,then the holder shall be entitled to all costs of collection, including but not limited to reasonable attorney's fees. Promissory Note Page 2 9. Prepayment This Note may be prepaid in part or in whole at any time without premium or penalty, provided Maker gives three (3)Business Days prior notice to Bank of such prepayment. 10. Receipt of Interest Clause All agreements between the Maker of this Note and the holder are expressly limited so that in no event shall the amount paid, or agreed to be paid, to the holder of this Note for the use, forbearance, or detention of the money to be loaned under this Note exceed the maximum amount permissible under applicable law. It from any circumstances, fulfillment of any provision of this Note at the time performance of such provision is due shall involve transcending the limit of validity prescribed by law,then,ipso facto,the obligation to be fulfilled shall be reduced to the limit of such validity.Determination of the rate of interest for the purpose of determining whether it is within the maximum amount permissible under applicable law shall be made by amortizing, prorating, allocating, and spreading, in equal parts during the period of the full stated term of the loan, all interest at any time contracted for,charged,or received from the Maker in connection with this Note. If from any circumstances the holder of this Note should ever receive as interest an amount that would exceed the highest lawful rate,any amount that would be excessive interest shall be applied to the reduction of the principal amount owing under this Note and not to the payment of interest, or shall be refunded to the Maker of this Note. 11. Gender Words of any gender used in this Promissory Note shall be construed to include any other gender, and words in the singular number shall be held to include the plural,and vice versa,unless the context requires otherwise. 12. Governing Law and Venue This Note is being executed and delivered and is intended to be performed in the State of Texas. Except to the extent that the laws of the United States may apply to the terms hereof, the substantive laws of the State of Texas shall govern the validity, construction, enforcement and interpretation of the Note. In the event of a dispute involving this Note or any other instruments executed in connection herewith,the undersigned irrevocably agrees that venue for such dispute shall lie in any court of competent jurisdiction in Kaufman County,Texas. 13. Jurisdiction,Venue and Waiver of Trial by Jury MAKER IRREVOCABLY SUBMITS TO THE NON-EXCLUSIVE JURISDICTION OF ANY TEXAS OR FEDERAL COURT SITTING IN KAUFMAN COUNTY,TEXAS(OR ANY OTHER COUNTY IN TEXAS WHERE ANY PORTION OF THE REAL PROPERTY COVERED BY THE DEED OF TRUST IS LOCATED) OVER ANY SUIT, ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO ANY OF THE LOAN DOCUMENTS,AND MAKER HEREBY AGREES AND CONSENTS THAT,IN ADDITION Promissory Note Page 3 TO ANY METHODS OF SERVICE OF PROCESS PROVIDED FOR UNDER APPLICABLE LAW,ALL SERVICE OF PROCESS IN ANY SUCH SUIT,ACTION OR PROCEEDING IN ANY TEXAS OR FEDERAL COURT SITTING IN KAUFMAN COUNTY,TEXAS(OR SUCH OTHER COUNTY IN TEXAS)MAY BE MADE BY CERTIFIED OR REGISTERED MAIL,RETURN RECEIPT REQUESTED,DIRECTED TO MAKER AT THE ADDRESS INDICATED BELOW,AND SERVICE SO MADE SHALL BE COMPLETE FIVE DAYS AFTER THE SAME SHALL HAVE BEEN MAILED. MAKER HEREBY AGREES NOT TO ELECT A TRIAL BY JURY OF ANY ISSUE TRIABLE OF RIGHT BY JURY, AND WAIVES ANY RIGHT TO TRIAL BY JURY FULLY TO THE EXTENT THAT ANY SUCH RIGHT SHALL NOW OR HEREAFTER EXIST WITH REGARD TO THIS NOTE,THE DEED OFT UST AND/OR ANY OTHER LOAN DOCUMENT,OR ANY CLAIM,COUNTERCLAIM OR OTHER ACTION ARISING IN CONNECTION THEREWITH. THIS WAIVER OF RIGHT TO TRAIL BY JURY IS GIVEN KNOWINGLY AND VOLUNTARILY BY MAKER, AND IS INTENDED TO ENCOMPASS INDIVIDUALLY EACH INSTANCE AND EACH ISSUE AS TO WHICH THE RIGHT TO A ��_.W.... TRIAL BY JURY WOULD OTHERWISE ACCRUE. PAYEE IS HEREBY AUTHORIZEDR FILE . ._ TO A mITIT_ COPY OF THIS PARAGRAPH IN ANY PROCEEDING AS CONCLUSIVE EVIDENCE OF THIS WAIVER BY MAKER. IN WITNESS WHEREOF,the undersigned has executed this Note effective as of the 22nd day of November,2016. MAKER: WYLIE ECONOMIC DEVELOPMENT CORPORATION,a Texas non-profit corporation By: Marvin Fuller,President Promissory Note Page 4 SECURITY AGREEMENT ARTICLE 1 GENERAL SECURITY AGREEMENT This Security Agreement is made and entered into by and between Wylie Economic Development Corporation,referred to as"Debtor,"of 250 S.Hwy 78,Wylie,Collin County,Texas 75098,and The American National Bank of Texas,referred to as"Secured Party,"of 102 W.Moore Avenue,P.O.Box 40,Terrell,Kaufman County,Texas,hereinafter referred to as"this Agreement." For value received,the Debtor grants to the Secured Party a security interest in the following described property,referred to as the Collateral: All sales and use taxes that have been levied by the City of Wylie,Collin County, Texas,for the benefit of the Debtor pursuant to the Development Corporation Act, Chapters 501, 502 and 504 of the Texas Local Government Code (the "Act"),subject to the provisions in Article Three of the Loan Agreement by and between the Debtor and the Secured Party of even date to secure (1) the Debtor's note of even date to the Secured Party in the principal amount of $2,000,000.00,principal and interest payable as provided in the note;(2)future advances,if any,to be evidenced by any other note to be made by Secured Party to Debtor at Secured Party's option;(3) other costs and expenses incurred by Secured Party in the collection and enforcement of the note and other indebtedness of Debtor;and(4)all liabilities of Debtor to Secured Party now existing or later incurred, matured or unmatured, direct or contingent, and any renewals and extensions of, and substitutions for, such liabilities. ARTICLE 2 GENERAL RECITALS The Debtor warrants and covenants as follows: The Collateral is to be used in business other than farming operations. The Debtor's chief place of business is at 250 S. Hwy 78, Wylie, Collin County, Texas 75098. This security interest will attach to the collateral as the date of this Security Agreement. Security Agreement Page 1 ARTICLE 3 REPRESENTATIONS OF DEBTOR Title 3.01. Except for the security interest granted by this Agreement or by other such agreements entered into by Debtor with the prior written consent of the Secured Party, the Debtor has, or on acquisition will have, full title to the Collateral free from any third party lien, security interest, encumbrance,or claim,by a party other than the Secured Party,and the Debtor will,at the Debtor's cost and expense,defend any action which may affect the Secured Party's security interest in,or the Debtor's title to, the Collateral. Notwithstanding the foregoing,Debtor may enter any agreements with third parties relating to an authorized project pursuant to the authority granted Debtor by Subchapters C and D of the Development Corporation Act, Chapter 501 of the Texas Local Government Code as supplemented or modified by Chapters 502 and 504 of the Texas Local Government Code,without the consent or approval of Secured Party. Financing Statement 3.02. At the Secured Party's request, the Debtor will join in executing all necessary Financing Statements in forms satisfactory to the Secured Party,will pay the filing costs,will further execute all other instruments necessary for the secured party to perfect its interest,and pay the filing costs. Disposition of Collateral 3.03. _The Debtor will not,without the prior written consent of the Secured Party which will not be unreasonably withheld,encumber or contract to encumber any interest in the Collateral until this Agreement and all obligations secured by it have been fully satisfied, except as otherwise provided by Section 3.01 herein above. ARTICLE 4 PROTECTION OF SECURITY Security Interest in Proceeds and Accessions 4.01. The Debtor grants to the Secured Party a security interest in and to all proceeds, increases, substitutions, replacements, additions, and accessions to the Collateral. Debtor is not authorized to encumber the Collateral without the prior written consent of the Secured Party,except as otherwise provided by Section 3.01 herein above. Reimbursement of Expenses 4.02. At the option of the Secured Party, the Secured Party may discharge taxes, liens, interest, or perform or cause to be performed for and on behalf of the Debtor any actions and conditions,obligations,or covenants that the Debtor has failed or refused to perform,and may pay Security Agreement Page 2 for the preservation of the Collateral, and all sums so expended, including, but not limited to, attorney's fees, court costs, or any other costs or expenses, shall bear interest from the date of payment at the default rate as stated in the Loan Agreement and shall be payable at the place designated in the note described above and shall be secured by this Agreement. ARTICLE 5 DUTIES OF DEBTOR Payment 5.01. The Debtor will pay the note secured by this Agreement, any renewal or extension of it,and any other indebtedness secured by it in accordance with its terms and provisions and will repay immediately all sums expended by the Secured Party in accordance with the terms and provisions of this Agreement. Change of Residence or Place of Business 5.02. The Debtor will promptly notify the Secured Party of any change of the Debtor's chief place of business, or place where records concerning accounts and general intangibles are kept. Attorney in Fact 5.03. In the event of Default and the extent permitted by law, the Debtor appoints the Secured Party as the Debtor's attorney in fact to do any act that the Debtor is obligated by this Agreement to do,to exercise all rights of the Debtor in the Collateral,to make collections,to execute any papers and instruments,and to do all other things necessary to preserve and protect the Collateral and to make collections and to protect the Secured Party's security interest in the Collateral. Time of Performance and Waiver 5.04. Time shall be of the essence in performing any act under this Agreement and the note secured by it.The Secured Party's acceptance of partial or delinquent payments,or the failure of the Secured Party to exercise any right or remedy,shall not be a waiver of any obligation of the Debtor or right of the Secured Party, or of any other similar default subsequently occurring. ARTICLE 6 DEFAULT Default Defined 6.01. The Debtor shall be in default under this Agreement if any of the following events or conditions occurs: Security Agreement Page 3 (a) Default in the payment or performance of any note,obligation,covenant,or liability contained or referred to in this Agreement or the Loan Agreement of even date, following any notice, grace,or cure periods therein provided; (b) If any warranty,representation,or statement made or furnished to the Secured Party by or in behalf of the Debtor proves to have been false in any material respect when made or furnished; (c) Any event that results in the acceleration of the maturity of the Debtor's indebtedness to others under any indenture, agreement, or undertaking; (d) The encumbrance of any of the Collateral except as provided herein, or the making of any levy,seizure, or attachment of or on the Collateral; (e) Dissolution, termination of existence, insolvency, business failure, appointment of a receiver for any part of the Collateral, assignment for the benefit of creditors,or the commencement of any proceeding under any bankruptcy or insolvency law by or against the Debtor or any guarantor or surety for the Debtor. Remedies 6.02. On or at any time after the occurrence of any such event of default,the Secured Party may declare all obligations secured immediately due and payable and may proceed to enforce payment of the same and exercise any and all of the rights and remedies provided by the Business and Commerce Code of Texas as well as other rights and remedies, either at law or in equity, possessed by the Secured Party,including but not limited to garnishment or injunctive relief. ARTICLE 7 MISCELLANEOUS PROVISIONS 7.01. (a) Texas Law to Apply: This Agreement shall be governed by and construed under and in accordance with Chapter 9 of the Business and Commerce Code of Texas and other applicable laws of the State of Texas and all obligations of the parties created under this Agreement are performable in Kaufman County, Texas. (b) Parties Bound: This Agreement shall be binding on and inure to the benefit of the parties to it and their respective legal representatives, successors,and assigns where permitted by this Agreement. (c) Legal Construction: In case any one or more of the provisions contained in this Agreement shall for any reason be held to be invalid, illegal, or unenforceable in any respect,such invalidity,illegality,or unenforceability shall not affect any other provision of this Agreement and this Agreement shall be construed as if such invalid, illegal, or unenforceable provision had never been contained in it. Security Agreement Page 4 (d) Prior Agreements Superseded:This Agreement constitutes the sole and only agreement of the parties to it and supersedes any prior understandings or written or oral agreements between the parties respecting the subject matter of this Agreement. (e) Definitions:All terms used in this Agreement that are defined in the Business and Commerce Code of Texas shall have the same meaning as in that Code. Effective as of November 22,2016. DEBTOR: WYLIE ECONOMIC DEVELOPMENT CORPORATION, a Texas Non-Profit Corporation By: Marvin Fuller,President THE AMERICAN NATIONAL BANK OF TEXAS By: Anita Collins,Market President Security Agreement gage;5 I i IIIIIIMIIIIIIIIIINIIIIIIIIIII UCC FINANCING STATEMENT FOLLOW INSTRUCTIONS A.NAME&PHONE OF CONTACT AT FILER(optional) Anita Collins(214)863-5828 B.E-MAIL CONTACT AT FILER(optional) AnitaCoUins@anbtx.com C.SEND ACKNOWLEDGMENT __ _....... .......... WLEDGMENT TO: (Name and Address) An Collins The American National Bank 301 S.Hwy78 Wylie,TX 75098L I J THE ABOVE SPACE IS FOR FILING OFFICE USE ONLY 1.DEBTOR'S NAME: Provide only one Debtor name(la or 1b)(use exact,full name;do not omit,modify,or abbreviate any part of the Debtor's name);If any part of the Individual Debtor's name will not fit in line lb,leave all of item 1 blank,check hem D and provide the Individual Debtor information in item 10 of the Financing Statement Addendum(Form UCC1Ad) 1a.ORGANIZATION'S NAME.................. ...�. _. ... .. Wylie Economic Development CorporationOR _ i FIRST PERSONAL lb.INDIVIDUAL'S SURNAME NAME ADDITIONAL NAME(S)/INITIAL(S) SUFFIX t 11 250S.0 ADDRESS Hwy78 CITY _..W TX 75098-6043 USA 2.DEBTOR'S NAME: Provide only one Debtor name(2a or 26)(use exact,full name;do not omit,modify,or abbreviate any part of the Debtor's name);if any part of the Individual Debtor's name will not fit In line 2b,leave all of item 2 blank,check here uand provide the Individual Debtor information in item 10 of the Financing Statement Addendum(Form UCC1 Ad) 2a,ORGANIZATION'S NAME OR 2b.INDIVIDUAL'S SURNAME FIRST PERSONAL NAME ADDITIONAL NAME(S)/INITIAL(S) SUFFIX 2c. MAILING ADDRESS CITY STATE POSTAL CODE 1COUN'FRY _.... 3.SECURED Secured Piety name Oa or 3qa)PARTY'S NAME(or NAME of ASSIGNEE of ASSIGNOR SECURED q+ARTY); Provide only one___..m_..._. 3a.ORGANIZATION'S NAME The American National Bank OR '3b.INDIVIDUAL'S SURNAME '....FIRST PERSONAL NAME ADDITIONAL NAME(S)/INITIAL(S) 'SUFFIX 3c. MAILING A _......... _ _ ..__.. .POSTAL ... DDRESS CITY STATECODE COUNTRY 301 S.Hwy 78 Wylie TX 75098 USA 4.COLLATERAL: This financing statement covers the following collateral: All sales and use taxes that have been levied by the City of Wylie,Collin County,Texas,for the benefit of the Debtor pursuant to the Development Corporation Act,Chapter 501,502 and 504 of the Texas Local Government Code(the"Act"), subject to the provisions in Article Three of the Loan Agreement by and between the Debtor and the Secured Party of even date. 5.Check only If applicable and check only one box:Collateral Is n held in a Trust(sae UCC1Ad,item 17 and Instructions) 4 being administered by a Decedent's Personal Repfesenlalilvrt 6a,Check only II applicable and check only one box: Sta„Check only If applicable and check only one box: Public-Finance Transaction 0 Manufatlured•Hmrro Truroficctlort 0 A Debtor is a Transmitting UI/My 0 Agricultural Lien 0 Non-UCC Filing 7.ALTERNATIVE DESIGNATION(ifappggcab&a);, 0 Lessee/Lessor Consignee/Consignor 0,Seller/Buyer Bailee/Bailor Licensee/Licensor B.OPTIONAL FILER REFERENCE DATA: International Association of Commercial Administrators(IACA) FILING OFFICE COPY—UCC FINANCING STATEMENT(Form UCC1)(Rev.04/20/11) CLOSING CERTIFICATE Before me,the undersigned authority,on this day personally appeared the undersigned,who with full and complete knowledge that if it were not for the truth and accuracy of the statements set forth herein,the Loan(as herein defined)would not be made and the proceeds of the Loan would not be advanced,and after being by me first duly sworn,upon oath,did depose,state and certify and affirm as follows: 1. Capacity. The undersigned are the authorized officers of Wylie Economic Development Corporation, a Texas non-profit corporation("Borrower"). 2. Purpose of Certificate. This Certificate is given to induce American National Bank of Texas("Lender")to extend a Promissory Loan in the amount of$2,000,000.00 (the"Loan")to Borrower as evidenced by that certain Promissory Note dated of even date herewith(the"Note"), executed by Borrower payable to Lender in the stated principal amount of$2,000,000.00 and as governed by that certain Loan Agreement dated of even date herewith (the "Loan Agreement") between Borrower and Lender. The Loan is being extended for the purpose of funding a portion of the purchase price to purchase Lot 1,Lot 2 and Lot 3 of the Wallace Industrial Park in Wylie,Collin County,Texas plus a 2.4683 acre tract located at 908 W.Kirby Street, Wylie, Texas. The Loan is secured by a certain Security Agreement(the "Security Agreement") dated of even date herewith executed by Borrower and covering the Collateral, as such term is defined in the Loan Agreement and in the Security Agreement. The Note,the Loan Agreement,the Security Agreement and all of the other documents evidencing,securing or pertaining to the Loan are collectively referred to herein as the"Loan Documents." 3. Organizational Status. Borrower is a Texas non-profit corporation duly organized and validly existing under the laws of the State of Texas. There exists no default or event which, with the passage of time or giving of notice or both, would constitute a default under the organizational and other governing documents of Borrower. 4. Solvency. The Borrower (i) is not insolvent, has been adjudicated insolvent or applied for the appointment of a trustee or receiver of its business,estate or assets or any substantial part thereof, or (ii) has not commenced any liquidation, reorganization, debt adjustment or other proceedings under any bankruptcy law or other similar law for the relief of debtors. No such proceeding has been commenced against the Borrower. No receiver or similar officer has been appointed for any of the Borrower's business,estate or assets or any substantial part thereof,and the Borrower has not made an assignment,statutory or otherwise,for the benefit of creditors. There has been no levy or execution or any attachment or similar process against the interest of the Borrower in the Collateral. The Borrower has not admitted, in writing, its inability to pay its debts as such debts mature. There are no outstanding liens, suits,garnishments or court actions pending against the Borrower or which would result in the liquidation,termination or dissolution of the Borrower or which would render the Borrower bankrupt. Borrower will not be rendered insolvent by its execution and delivery to Lender of the Note and the other Loan Documents, and the capital Closing Certificate Page 1 remaining in Borrower thereafter is not now and will not become so unreasonably small as not to permit Borrower to carry on its business and transactions and all businesses in which it is about to engage. Borrower does not intend to nor does it believe it will incur debts beyond its ability to pay as they mature and the value of Borrower's assets,at a fair valuation, is greater than the sum of its liabilities. 5. Financial Data. All financial statements delivered to Lender regarding the Borrower and the Collateral in connection with the Loan have been prepared in accordance with accurate accounting principles consistently applied and fairly represent the financial conditions of the Borrower as of the dates specified in such statements and there has been no material adverse changes thereto since such date. All representations and warranties contained in the Loan Documents and other applications and information submitted for purposes of obtaining the Loan, made by or on behalf of the Borrower are true and correct in all material respects. In connection with the negotiations leading to Lender's agreement to make the Loan,the Borrower nor any agent of the Borrower has made any untrue statement ofmaterial facts omitted to state any material fact necessary in order to make the statements made,in light of the circumstances under which they were made,not misleading. 6. Proceedings. There are no actions,suits or proceedings filed,pending or threatened, in any court or before any governmental authority against the Borrower or the Collateral,which,if decided against the Borrower or the Collateral, would have a material adverse impact on the Borrower or on the value or use of the Collateral or on any of the obligations, covenants, or representations in the Loan Documents. Borrower has received no notification that it is in violation of any requirement of any governmental authority, and Borrower is not in violation of any court order. Except as expressly and specifically referred to in the Loan Documents, (i) Borrower has good and indefeasible title, free and clear of all security interests, liens, claims and encumbrances (other than those of Lender),to all of the property to or in which it has granted Lender a security interest,lien or encumbrance pursuant to the Loan Documents,and(ii)such security interests,liens and encumbrances granted to Lender are valid security interests, liens and encumbrances of their recited priority and dignity, and upon proper filing and recordation of the appropriate Loan documents, shall be properly perfected. 7. Authorization. The execution, delivery and performance by Borrower of the Loan Documents has been duly authorized by all necessary action on behalf of Borrower,and such actions do not and will not violate,breach or constitute a default under any agreement,judgment,order,law, rule or regulation to which the Borrower is a party or by which Borrower is bound. 8. Enforceability. The Loan Documents were executed and delivered by Borrower to Lender in good faith and in exchange for a reasonably equivalent value. Upon execution and delivery thereof,the Loan Documents will be valid and binding obligations of each of the Obligated Parties, as applicable, enforceable in accordance with their respective terms, and the payment or performance thereof will be subject to no offsets, claims or defenses, except to the extent that enforceability thereof may be limited by bankruptcy, insolvency, bank moratorium or similar laws affecting the enforceability of creditors' rights in general. Closing Certificate Page 2 9. Loan Purpose. The Loan is a business loan transaction in the stated maximum amount solely for the purpose of carrying on the business of Borrower and none of the proceeds of the Loan will be used for personal,family or agricultural purposes. The proceeds of the loan will be used by Borrower solely and exclusively for the purposes described above and in the Loan Documents. Borrower is not in the business of extending credit for the purpose of purchasing or carrying margin stock(within the meaning of Regulation U issued by the Board of Governors of the Federal Reserve System), and no proceeds of any loan and/or advances made by Lender to or for the benefit of Borrower hereunder will be used to purchase or carry margin stock or to extend credit to others for the purpose of purchasing or carrying any margin stock. 10. Errors and Omissions. In the event any of the Loan Documents evidencing and/or securing the above-referenced Loan misstate or inaccurately reflect the true and correct terms and provisions of the Loan and said misstatement or inaccuracy is due to unilateral mistake on the part of Lender,mutual mistake on the part of Lender and Borrower or clerical error,then in such event Borrower shall upon request by Lender and in order to correct such misstatement or inaccuracy, execute such new documents or initial such corrected original documents as Lender may deem necessary to remedy said inaccuracy or mistake and Borrowers failure to initial or execute such documents as requested shall constitute a default under the Note evidencing and the Deed of Trust securing the Loan. 11. Relationship. The relationship between Borrower and Lender is solely that of borrower and lender, and Lender has no fiduciary or other special relationship with the Borrower, and no term or condition of any of the Loan Documents shall be construed so as to deem the relationship between Borrower and Lender to be other than that of borrower and lender. 12. Experience. The principals of Borrower are knowledgeable business persons with experience in loantransactions and business financing,and in its transactions with Lender,Borrower and its principals have been represented by legal counsel independent of Lender and independent of counsel for Lender. 13. Approval. No further consent or approval of any governmental authority or any regulatory body to the execution,delivery or performance of the Loan Documents is required by law. 14. Disclosures Regarding Collateral. The Collateral is not subject to any financing statements filed in any public office except for the financing statements related to the Loan Documents or other financing statements filed by the Lender in connection with other loans by Lender to the Borrower. Closing Certificate Page 3 EXECUTED effective as of the 22nd day of November,2016. BORROWER: WYLIE ECONOMIC DEVELOPMENT CORPORATION, a Texas Non-profit Corporation By: Marvin Fuller,President John Yeager, Secretary STATE OF TEXAS COUNTY OF COLLIN BEFORE ME, the undersigned authority, on the day of , 2016, personally appeared Marvin Fuller, President of Wylie Economic Development Corporation, a Texas non-profit corporation and acknowledged to me that he executed the same for the purposes and consideration therein expressed. Notary Public of and for The State of Texas Closing Certificate Page 4 NOTICE OF FINAL AGREEMENT Date:November 22, 2016 To: Borrower with respect to the Loan identified below. 1. THE WRITTEN LOAN AGREEMENT REPRESENTS THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS,OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES.THERE ARE NO UNWRITTEN ORAL AGREEMENTS BETWEEN THE PARTIES. 2. As used in this notice: "Borrower" means Wylie Economic Development Corporation, a Texas Non-profit Corporation. "Lender" means The American National Bank of Texas. "Loan"means the loan by Lender that is to be evidenced by the note of even date herewith, executed by Borrower, payable to the order of Lender, in the original principal amount of $2,000,000.00 as modified and extended by Borrower. "Loan Agreement"means one or more promises,notes, agreements,undertakings, security agreements, deeds of trust, or other documents,or commitments,or any combination of actions or documents relating to the Loan. 3. The Borrower acknowledges, represents, and warrants to Lender that Lender has given and the Borrower has received a copy of this notice on or before the execution of any Loan Agreement. WYLIE ECONOMIC DEVELOPMENT CORPORATION, a Texas Non-Profit Corporation by: Marvin Fuller,President Notice of Final Agreement Solo Page ATTORNEY REPRESENTATION AND FEE LETTER DATE: November 22,2016 LOAN: NOTE IN THE AMOUNT OF $2,000,000.00 EXECUTED BY BORROWER, PAYABLE TO THE AMERICAN NATIONAL BANK OF TEXAS ("Lender") BORROWER: WYLIE ECONOMIC DEVELOPMENT CORPORATION 1, STATUS OF GAY, McCALL, ISAACKS & ROBERTS, P.C., ATTORNEYS AT LAW. Legal instruments and loan documentation involved in the above referenced loan and real property transaction have been prepared for the Lender by Gay,McCall,Isaacks&Roberts,P.C.(the "Firm"). The undersigned acknowledges that the Firm have acted only as counsel to the Lender,and have not,in any manner,undertaken to assist or render legal advice to the undersigned,with respect to the loan described in the above referenced loan, or with respect to any of the documents or l instruments being executed in connection therewith. The undersigned further acknowledges that he is aware that he is free to retain his own counsel to advise him regarding the loan,or to review and render advice concerning any of the documents or instruments being executed in connection therewith. Borrower further acknowledges that the Firm may have represented Borrower with regard to matters unrelated to the loan and consent to the Firm's sole representation of Lender. In the event future representation of Lender becomes necessary to enforce the documents prepared in connection herewith,Borrower consents to the Firm's representation of Lender in any matter pertaining thereto. 2. BORROWER'S RESPONSIBILITY FOR PAYMENT OF FEES. Borrower acknowledges his obligation to fulfill his agreement with the Lender to pay the legal fees of the Lender incurred in connection with the preparation of legal instruments and loan documentation by making,at the loan closing,a payment in the amount set forth in Paragraph Three directly to the Firm. 3. BASIS FOR FEE AND AMOUNT OF FEE. The fee is intended to provide fair compensation for the services provided to Lender by the Firm taking into consideration the time and labor required, the complexities of the questions involved and the skill required to perform said services. Other considerations include the expertise of the Firm in the complexities of the real estate practice,the necessary overhead associated with the rendering of the said services and the assumption of risk by the Firm in the rendering of said services. The fee established for the above described legal services is$2,000.00. Attorney's Representation and Fee Letter Page 1 Borrower hereby acknowledges receiving and reading a copy of this statement, and by his signature affirms his acknowledgment of the accuracy of the statements contained in Paragraphs One and Two. WYLIE ECONOMIC DEVELOPMENT CORPORATION,a Texas Non-Profit Corporation By: Marvin Fuller,President PLEASE RETURN A SIGNED COPY TO: Gay, McCall, Isaaeks&Roberts, P.C. 777 East I5th Street Plano,Texas 75074 Attorney's Representation and Fee Letter Page Wylie Economic Development Corporation MEMORANDUM TO: WEDC Board of Directors FROM: Sam Satterwhite, Executive Director SUBJECT: T.W. Snider&Associates DATE: October 25, 2016 Issue Consider and act upon issues surrounding a Performance Agreement between the WEDC and T.W. Snider&Associates, LLC. Analysis Staff was approach by Mr. Tony Snider seeking assistance with an office project that has underperformed which is located on Kirby Street behind the Exxon. Mr. Snider presented the opportunity to finish out an office shell which has sat vacant for at least two years and begin construction of a third phase of the office complex consisting of 6,000 square feet. The finish out of the existing 4,800 square foot shell will be comprised of two owner-occupied sales for professional services (1,200 sq ft) and medical use (2,400 sq ft). The final 1,200 sq ft space is currently under negotiation for a two-year lease. Based upon historic tax rolls,the finish out of the office will add approximately $150,000 in value. Mr. Snider has committed to complete the finish out by February 1, 2017. Upon completion of the above, Mr. Snider proposes to immediately begin the construction process for a 6,000-square foot office with 5, 1,200 sq ft units. Mr. Snider has committed to have Building 3 plans approved by the City by March 1, 2017 and complete construction of the shell by October 1, 2017. Again, based upon historic appraised value of office concepts in the area,Building 3 will generate approximately$785,000 in new value. Staff is proposing two incentive payments with Incentive No. 1 being $8,000 and based upon finish out of Building 2 no later than February 1, 2017. Incentive payment No. 2 will be $42,000 and paid upon completion of construction plans and a certificate of completion from the City of Wylie. Staff has not placed any finish out requirements for Building 3 to incentivize the shell to be built and let the market impact the final completion. Further, Mr. Snider is developing the highest and best use in a challenging area with staff not wanting to set unrealistic expectations. WEDC—T.W. Snider October 25,2016 Page 2 of 2 Recommendation Staff recommends that the WEDC Board of Directors approve a Performance Agreement between the WEDC and T.W. Snider&Associates. Attachments Performance Agreement Site Plan PERFORMANCE AGREEMENT Between WYLIE ECONOMIC DEVELOPMENT CORPORATION And T. W. SNIDER& ASSOCIATES,LLC This Performance Agreement (this "Agreement") is made and entered into by and between the Wylie Economic Development Corporation (the "WEDC"), a Texas corporation organized and existing under the Development Corporation Act of 1979, as amended from time to time (the "Act"), and T. W. SNIDER & ASSOCIATES, LLC, a Texas limited liability company (the "Company"). RECITALS WHEREAS, the Company is desirous of making real and personal property improvements in the form of finishing out a 4,800-square foot commercial office building and constructing a 6,000-square foot office building (the "Project") as depicted in Exhibit I. The project will have an estimated cost of Nine Hundred Thirty-Five Thousand Dollars ($935,000.00) and will be located at 611 S. State Highway 78, in Wylie, Texas (the "Facility"); and WHEREAS, the Company requested that the WEDC provide economic assistance to facilitate the finish out and construction of the Facilities and the related improvements by providing cost reimbursement for the proposed improvements (the"Improvements"); and WHEREAS, the completion of the Company's facility in the City of Wylie, Texas will create additional "primary jobs", as that term is defined in the Act; and WHEREAS, the WEDC has determined that it is in the best interest of the public and the City and promotes the purposes authorized by the voters of the City of Wylie for which the WEDC was established to encourage the development and use of industrial and commercial properties within the City; and WHEREAS, the WEDC is willing to provide the Company with economic assistance hereinafter set forth on the terms and subject to the conditions as stated herein and Company is willing to accept the same subject to all terms and conditions contained in this Agreement. NOW, THEREFORE, for and in consideration of the promises, covenants and agreements set forth herein, the receipt and sufficiency of which are hereby acknowledged, the WEDC and Company agree as follows: I. Economic Assistance. Subject to the terms of this Agreement, the WEDC will provide Company economic assistance in the form of Performance Cost Reimbursements ("Reimbursement Incentives") in an amount up to, but not to exceed Fifty Thousand Dollars ($50,000.00) (the "Economic Incentive"). The Reimbursement Incentives will be paid per the criteria set forth herein with the WEDC's obligation to pay the Reimbursement Incentives terminating October 1, 2017. Page 1 of 5 Upon meeting the qualifications and requirements (the "Performance Requirements"), the Company shall be entitled to the following economic Reimbursement Incentives: Economic Incentive and Performance Requirements Schedule:, Expected Cost/Value of WEDC Total WEDC Eligibility Year Incentive Improvements Incentive Incentive Expiration 2017 No. 1 $150,000 $8,000 $8,000 2-1-17 2017 No. 2 785,000 42,000 50,000 10-1-17 II. Requirements for each Reimbursement Incentive. a. Incentive No. 1: A maximum Reimbursement Incentive of Eight Thousand Dollars ($8,000.00) will be paid to Company upon completion of the following Performance Requirements for Incentive No. 1: 1. Receipt of documentation by WEDC supporting the finish out of Building 2 comprised of four thousand eight hundred (4,800) square feet as evidenced by a Certificate of Occupancy issued by the City of Wylie on or before February 1, 2017, approval of said documentation at the sole and absolute discretion of the WEDC; and 2. Company is current on all ad valorem taxes and other property taxes due on Building 2 by January 31 of the year after they are assessed and provide written notice and evidence of such payment to WEDC in a form satisfactory to WEDC; and 3. Eligibility expiration for the Company to qualify for this Incentive is February 1, 2017. b. Incentive No. 2: A maximum Reimbursement Incentive of Forty-Two Thousand Dollars ($42,000.00) will be paid to Company upon completion of the following Performance Requirements for Incentive No. 2: 1. Receipt of documentation by WEDC supporting the development of construction plans for Building 3 comprised of six thousand (6,000) square feet as evidenced by a Building Permit issued by the City of Wylie on or before March 1, 2017, approval of said documentation at the sole and absolute discretion of the WEDC; and 2. Receipt of documentation by WEDC supporting the construction of Building 3 comprised of six thousand (6,000) square feet as evidenced by a Certificate of Completion issued by the City of Wylie on or before October 1, 2017, approval of said documentation at the sole and absolute discretion of the WEDC; and Page 2 of 5 3. Company is current on all ad valorem taxes and other property taxes due on Building 3 by January 31 of the year after they are assessed and provide written notice and evidence of such payment to WEDC in a form satisfactory to WEDC; and 4. Eligibility expiration for the Company to qualify for this Incentive is October 1, 2017. For the purposes of this Agreement, the "payment date" of each Reimbursement Incentive shall be the date the Reimbursement Incentive is paid, or the date the Reimbursement Incentive would have been paid if earned. III. WEDC Payment of Reimbursement Incentives. Supporting documents must be submitted to the WEDC not more than thirty (30) days from the eligibility expiration for each incentive. Subject to the terms of this Agreement, the WEDC shall pay the Reimbursement Incentives within approximately fourteen (14) days of receipt of the required documentation from the Company, subject to verification by the WEDC that the Performance Requirements have been met or exceeded by the Company. IV. Non-Attainment of Performance Requirements. In the event that the Company does not meet or exceed a Performance Requirement as specified in Section II, the WEDC Economic Development Incentive will be voided in advance of payment in addition to all future Economic Development Incentive payments being voided at the sole discretion of the WEDC. The Company will not be eligible to receive an Economic Development Incentive payment if documentation supporting Performance Requirements are not received by WEDC prior to the Eligibility Expiration Date. Company will be notified in writing in the event a Performance Requirement is not met and have thirty(30) days to cure said default. V. Economic Assistance Termination. The Agreement may be terminated by mutual agreement of the parties or by either party, upon the failure of the other party to fulfill an obligation as set forth in Section II above. Regardless of the Company's level of attainment of the Performance Requirements set forth in Section II above, the WEDC's obligation to pay a portion or all of the Reimbursement Incentive will expire in full on October 1,2017. VI. Employee Hiring, Materials and Supplies Purchase. Although not an event of default or a condition to any advance in the Agreement, WEDC requests that the Company satisfy its need for all additional employees from Wylie residents and purchase all materials, supplies and services necessary to affect the renovations and subsequent occupancy of the leased office space from Wylie merchants and businesses. VII. Community Involvement. Although not an event of default or condition of any advance hereunder, the Company agrees to actively participate in community and charitable organizations and/or activities, the purpose of which are to improve the quality of life in the Page 3 of 5 City of Wylie, Texas, and to actively encourage its City of Wylie employees to be involved in such organizations and/or activities. VIII. Verification and Compliance. The Company will allow the WEDC to audit necessary Company's records, documents, agreements and other instruments in furtherance of the following purposes: (i) to ensure the Company's compliance with the affirmative covenants set forth in this Agreement; (ii) to determine the existence of an Event of Default under the terms of this Agreement; (iii)to ensure compliance with any other terms and conditions set forth herein or any related documents. Company will provide reports certifying the status of compliance, new jobs created, new investments and any other relevant information until the termination of this Agreement. Documentation for jobs may be in the form of quarterly IRS 941 returns, Texas Workforce Commission Quarterly Unemployment Summary, or employee rosters that show the hours of work and the position filled, and such other reports as may reasonably be required. IX. Cessation of Economic Assistance. Notwithstanding anything herein to the contrary, WEDC shall have no obligation to disburse WEDC Economic Incentives if the Company becomes insolvent, files a petition in bankruptcy or similar proceedings, or is adjudged bankrupt, is delinquent on any property tax payments, or an Event of Default under the terms of this Agreement occurs. X. Non-Payment of Economic Assistance. The following will constitute an Event of Default and any advance shall not be forgiven in an Event of Default, but shall become due and payable: the Company becomes insolvent, makes any materially false statements to the City and/or the WEDC, fails to pay ad valorem taxes, conveys any interests in any undeveloped portion of the Property without the express written consent of the WEDC prior to the expiration of the Performance Agreement, any event of bankruptcy, or files suit against the City and/or the WEDC. XI. Miscellaneous. a. This Agreement shall inure to the benefit of the parties hereto and shall not be assignable by Company without the prior written consent of the WEDC, which consent may be withheld by the WEDC in its sole and absolute discretion. b. This Agreement shall be construed per the laws of the State of Texas and is subject to all provisions of Vernon's Ann. Civ. St. Art. 5190.6, which are incorporated herein by reference for all purposes. In the event any provision of the Agreement conflicts with article 5190.6, article 5190.6 shall prevail. c. This Agreement contains the entire agreement of the parties regarding the within subject matter and may only be amended or revoked by the written agreement executed by all the parties hereto. d. This Agreement shall be governed by the laws of the State of Texas and is specifically performable in Collin County, Texas. e. Any notice required or permitted to be given under this agreement shall be deemed delivered by depositing the same in the United States mail, certified with return receipt Page 4 of 5 requested, postage prepaid, addressed to the appropriate party at the following addresses, or at such other address as any part hereto might specify in writing: WEDC: Samuel D. R. Satterwhite Executive Director Wylie Economic Development Corporation 250 South Highway 78 Wylie, Texas 75098 COMPANY: T. W. SNIDER&ASSOCIATES, LLC Attn: Tony Snider 809 Heatherwood Wylie, TX 75098 By the execution hereof, each signatory hereto represents and affirms that he is acting on behalf of the party indicated, that such party has taken all action necessary to authorize the execution and delivery of the Agreement and that the same is a binding obligation on such party. EXECUTED this day of October, 2016. WEDC: Wylie Economic Development Corporation By: Samuel D. R. Satterwhite, Executive Director COMPANY: T.W. SNIDER&ASSOCIATES, LLC By: Tony W. Snider, Sole Member Page 5 of 5 •� _It In m a L q ET020 GCE iiiiiii �s 0.5� it r .,&.\"<' - -14r1 • } Location Map GV 03 { l z n X • _ L_: I li I CV r --ram _ �. __ _ T } Building 4 1 . Building 3 I Building 1 _I' 41300 SF 1 v r s r 6000 SF r 1 r.,.- 1. i 4800 SF _ a 144� '43 S 142= 1411 135' t 134_I #33 132' foe r 1441 152 702I 107 0 Alley V 0.Alley Hama 9A±STANMfa STATUS DEBfNHE 1.4ATIS (NLRLHt)PIIR1fMUANMWYRNLYWI1HAWl5170 Ttal[E'e9 3F3itAL., mlefA ',. 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I �lm,md '1,tiaai �. . , � 6�„ ,, m��,II'IW+ us ll, 19 ey;a '1icr,;';GIUI I�1 ' 1 ,.., ''!1?I'RIP/, % !/0 li; .a,,,, Legend Source:Texas Orthoimagery Program(10/2015) Figure 2 6,,,,_ Approximate Site Boundary Sample Location Map r„ � 900 and 908 West Kirby Street Parcel Boundary Wylie,Texas - I I Railroad Z Monitoring Well Soil Boring 10/19/2016 W&M Project No.: 1459 006,002 Check By:CS Drawn:JR Revised: TABLE 1 SOIL ANALYTICAL DATA SUMMARY-VOCs 900&908 West Kirby Street Wylie,Texas VOCs2 Sample ID' Date Depth(feet Tetrachloro- Trichloro- Cis-1,2- Trans-1,2- 1,1-Dichloro- 1,1-Dichloro- Vinyl All Other I Collected Acetone MTBE l ethene ethene Dichloroethene Dichloroethene ethane ethene chloride VOCs B-1 9/29/2016 4-4,5 0.0164 J <0000344 <0.000348 <0.000293 r <0000333 <0.000248 <0,000377 <0.000362 <0 000264 <0000264 I i B-3 9/29/2016 4-4.5 <0 0127 <0,000351 <0.000354 <0,000298 <0,000355 <0.000253 <0000385 <0.000370 <0.000269 <0.000269 3' j DUP-1B-92915 9/29/2016 4-4.5 <00130 <0.000360 <0,000364 <0,000306 <0-000344 <0.000259 <0,000359 <0 000379 <0.000276 <0.000276 ]' B-5 9/29/2016 4-4.5 <0.0130 <0.000358 <0 000362 <0000305 <0.000342 <0.000258 <0 000393 <0 000377 <0 000275 <0.000275 B-7 9/29/2016 4-4,5 <0.320 <0_00882 <000892 <0,00751 <0.00844 <000636 <0.00969 <0.00930 <0,00678 <0.00678 1' B-8 9/29/2016 9.5-10 <0 0134 0.0989 0.0618 0.0678 J4 <0.000354 0,000302 J 0,00364 0.00217 <0.000284 <0.000284 3 • B-9 9/29/2016 9,5-10 <0.0131 0.841 0.102 0.635.14 0.000642 J 0.000697 J 000684 0.00151 0.000729 J 0.000729 J B-10 9/29/2016 95-10 <0.0130 0,0173 0.000751 00111 J4 <0.000344 <0000260 <0000395 <0000380 <0.000277 <0000277 MW-01 9/30/2016 14-5-15 _ <0.0125 <0.000344 <0,000348 <0 000293 <0.000329 <0.000248 <0.000378 <0_000363 <0.000264 <0-000264 MW-02 9/29/2016 15-15.5 <0.0123 <0,000340 <0,000344 <0.000290 <0.000325 <0,000245 <0 000373 <0.000359 <0.000261 <0.000261 MW-03 9/29/2016 45-5 <0 0137 <0-000378 <0.00382 <0.000322 <0,000361 <0.000272 <0 000415 <0,000398 <0,00290 <0.00290 MW-04 9/29/2016 14 5-15 <0,0124 <0.000343 <0.000346 <0.000292 <0.000328 <0.000247 <0.000376 <0.000361 <0,000263 <0.000263 `' Sndfr,Tier 1 Residential L' 43 0.05 0 034 0.25 0.49 18 0-05 0.022 0.62 Varies 66,000 710 18 140 590 11,000 1 2,300 3.7 800 Varies Notes: 'Samples collected by W&M and analyzed by ESC Lab Sciences in Mount Juliet,Tennessee. 'Volatile organic compounds(VOCs)analyzed by U.S.Environmental Protection Agency(EPA)Method 8260B. 'Texas Commission on Environmental Quality(TCEQ)Texas Risk Reduction Program(TARP)Tier 1 protective concentration level(PCL),soil to groundwater ingestion pathway,residential land use,Class 1 groundwater,0.5-acre source area. 'TCEQ TARP Tier 1 PCL,T°'Soilc°mb Pathway,residential land use,05-acre source area_ Concentrations reported in milligrams per kilogram(mg/kg). J-Estimated value below the lowest calibration point Confidence correlates with concentration W&MEnvironmental Group,LLC(W&M Project No.1459.006.002) Page 1 of 1 TABLE 2 SOIL ANALYTICAL DATA SUMMARY-RCRA METALS 900& 908 West Kirby Street Wylie, Texas 2 1 Depth Metals(mg/kg) Sample ID (feet) Date Arsenic I Barium Cadmium Chromium Hexavalent Chromium Lead Mercury Selenium Silver B-2 I 0-0.5 9/29/2016 # 5.09 I 145 0.155 J 11.3 I 1.23 J I 20.4 I 0.00468 J <0.876 <0.331 B-4 0-0.5 9/29/2016 6.43 217 0.764 13.5 0.876 J 30.3 0.0737 <0.953 <0.361 B-6 0-0.5 9/29/2016 5.81 197 0.414 J 12.6 --- 25.5 0.0564 <1.06 <0.401 B-7 0-0.5 9/29/2016 6.29 170 0.162 J 9.92 1.99 J 26.9 0.00993 <0.921 <0.348 B-8 0-0.5 9/29/2016 4.43 102 I 0.106 9.14 <0.748 20.0 <0.00327 <0.865 <0.327 i MW-04 I 0-0.5 9/29/2016 6.08 85.1 0.257 J 10.6 1 --- I 10.8 1 0.00341 J <0.811 <0.307 Tier 1 PCL(GwSoiirs)J 5 440 1.5 1 2,400 1 28 I 3 I 2.1 2.3 1 0.48 Tier 1 PCL(T°tSoilcomb)4 24 8,000 52 33,000 120 500 3.6 310 96 TSBC5 5.9 300 - 30 - 15 0.04 0.3 Notes: 'Samples collected by W&M Environmental Group,LLC and analyzed by ESC in Mt.Juliet,Tennesssee. 2Select metals analyzed by U.S.Environmental Protection Agency(EPA)Method 6010B/7471A. 1 exas Commission on Environmental Quality(10EQ)Texas Risk Reduction Program(1RRP) tier 1 protective concentration level(PCL),soil to groundwater mgestion pathway, PC1rdentlal land 11CP (lace 1 rrrnlmrlutratpr /l S-nen.CnllrrP ArPa 'TCEQ TRAP Tier 1 PCL,total soil combined(T lSoilcomb)pathway,residential land use,Class 1 groundwater,0.5-acre source area. 5Texas Specific Soil Background Concentrations(TSBC)are established for select metals. Bold and highlighted values indicate applicable critical PCL for each chemical of concern(COC). (<)Indicates the value was not detected above the sample detection limit(SDL). (---)Not analyzed/Not applicable. J-Estimated concentration above the adjusted method detection limit and below the adjusted reporting limit. W&MEnvironmental Group,LLC(W&MProject No.1459.006.002) Page 1 of 1 TABLE 3 GROUNDWATER ANALYTICAL DATA SUMMARY 900& 908 West Kirby Street Wylie, Texas VOCs2(mg/L) TPH3(mg/L) Sample ID' Date Tetrachloro Trichloro Cis-1,2- Vinyl All Other Collected Dichloro Cs-Crz Cu-Cza C�-C35 C6-C35 ethene ethene ethene Chloride VOCs MW-01 10/6/2016 <0.000372 <0.000398 <0.000260 <0.000259 <SDL <0.600 <0.600 <0.600 <0.600 MW-02 10/6/2016 <0.000372 <0.000398 <0.000260 <0.000259 <SDL <0.600 <0.600 <0.600 <0.600 MW-03 10/13/2016 0.00521 0.00139 0.00176 <0.000259 <SDL ------- MW-04 10/6/2016 <0.000372 <0.000398 <0.000260 <0.000259 <SDL <0.600 <0.600 <0.600 <0.600 - __ r.'- GwGW1.Tier 1 Residential PCL4 0.005 0.005 0.07 0.002 - 0.98 0.98 0.98 0.98 j n"GWIn_ Tier 1 Residential PCL5 500 24 1,200IIIIMIIMESI 1,800 7,500 7,500 7,500 Notes: 'Samples collected by W&M Environmental Group,LLC(W&M)and analyzed by ESC Lab Sciences in Mount Juliet,Tennessee. 2Volatile organic compounds(VOCs)analyzed by U.S.Environmental Protection Agency(EPA)Method 8260B. 3Total petroleum hydrocarbons(TPH)by Texas Commission on Environmental Quality(TCEQ)Method 1005, 4TCEQ)Texas Risk Reduction Program(TRRP)Tier 1 protective concentration level(PCL),groundwater ingestion pathway,residential land use, Class 1 groundwater. 5The bold and yellow highlighted values are the critial PCL(cPCL)or the groundwater to air inhalation value for each chemical of concern. (<)Indicates the value was not detected above the sample detection limit(SDL). W&MEnvironmental Group,LLC(W&M Project No.1459.006.002) Page 1 of 1 TABLE 4 GROUNDWATER ANALYTICAL DATA SUMMARY-RCRA METALS 900& 908 West Kirby Street Wylie, Texas Sample ID' Date Collected Arsenic Barium I Cadmium I Chromium Lead I Mercury j Selenium Silver I MW-01 10/6/2016 <0.00650 I 0.0344 <0.000700 <0.00140 <0.00190 I <0.0000490 0.0145 <0.00280 MW-02 10/6/2016 <0.00650 0.0326 <0.000700 <0.00140 <0.00190 <0.0000490 <0.00740 <0.00280 MW-03 10/13/2016 --- --- --- --- --- --- --- --- I MW-04 I 10/6/2016 <0.00650 0.0665 <0.000700 I <0.00140 <0.00190 . <0.0000490 I 0.0118 <0.00280 GWGWh, Tier 1 Residential PCL3 0.01 2 0.005 0.1 0.015 0.002 0.050 0.12 Notes: I Samples collected by W&M Environmental Group,LLC and analyzed by ESC Lab Sciences in Mount Juliet,Tennessee. 2Select metals analyzed by U.S.Environmental Protection Agency(EPA)Method 6010B/7471A. 'Texas Commission on Environmental Quality(TCEQ)Texas Risk Reduction Program(TRRP)groundwater ingestion(G"'GWi,g)protective concentration level(PCL)for residential Class 1 groundwater. (<)Indicates the value was not detected above the sample detection limit(SDL). (---)Not analyzed/Not applicable. W&M Environmental Group,LLC(W&M Project No.1459.006.002) Page 1 of 1 Wylie Economic Development Corporation MEMORANDUM To: Samuel Satterwhite Executive Director From: Angel Wygant, Senior Assistant Subject: Budget Transfer Request Date: October 20, 2016 Issue Consider and act upon issues surrounding a WEDC Budget Transfer Request for FY 2016-2017. Analysis In the FY 2016-2017 Budget, WEDC budgeted $122,600 for Special Services. During the Budgeting process, staff anticipated $236,417 in demolition costs associated with the demolition of Hwy 78 and Industrial Court properties would be incurred in FY 2015-2016. This expense was factored into the calculation of the Beginning Fund Balance for the 2016-17 WEDC Budget. However, the final billing in the amount of$136,525.29 was delayed and processed in October 2016 which falls into the FY 2016-17 Budget. Therefore, it is necessary to transfer funds into Special Services to accommodate the timing of these expenses. Please note, because these expenses were not incurred in 2015-16 the Beginning Fund Balance is higher than anticipated which offsets this expense. Staff proposes reducing Incentives by $137,000 and increasing Special Services by $137,000 to accommodate these expenses in the 2016-17 FY Budget. Recommendation Staff recommends that the WEDC Board of Directors approve the attached Budget Transfer Request increasing Special Services by $137,000 and decreasing Incentives by$137,000 Attachments City of Wylie Budget Transfer Request EDC 10-20-16 City of Wylie Budget Transfer Request Account Col (1) Current Col(2) Col (3) COI(1+2-3) Number Account Description Budget Increase Decrease Adjusted Budget 56040 Special Services 122,600.00 137,000.00 259,600.00 56030 Incentives 1,175,281.00 -137,000.00 1,038,281.00 TOTALS (MUST EQUAL) 137,000.00 -137,000.00 DESCRIPTION/JUSTIFICATION Demolition - Hwy 78 properties 111-5611 10/20/2016 DEPT# DATE FINANCE COMMENTS: FINANCE DIRECTOR: Approved:UYes 0 No DATE Wylie Economic Development Corporation MEMORANDUM TO: WEDC Board of Directors FROM: Samuel Satterwhite, Executive Direct° SUBJECT: Staff Report DATE: October 24, 2016 Issue Staff report: review issues surrounding WEDC Performance Agreement Summary, 605 Commerce, Retail Coach Activities,paving of WEDC property located at 111 North Ballard, and regional housing starts. Analysis As a reminder to Board members, the Board may not discuss an item which is not specifically identified on the agenda. Only those items listed above can be discussed. Should any Board member want an issue be placed on the agenda at any time prior to a Board meeting,please contact the WEDC President or staff. WEDC Performance Agreement Summary Attached for the Board's review is a summary of all outstanding Performance Agreements including: Ascend Custom Extrusion, All State Fire Equipment, B&B Theatres Operating Company,Clark Street Development,Dank Real Estate,Exco Extrusion Dies,FLM Development, Freudiger Holdings, Getset, KREA Acquisition, McClure Partners, Patna Properties, VIAA Properties, Von Runnen Holdings, Wedge Corporation, Woodbridge Crossing, and Wylie Flower & Gift. Woodbridge Crossing Attached for the Board's review is the Sales Tax Reimbursement Report which identifies all sales taxes received through September 2016 within Woodbridge Crossing for the City General Fund, the WEDC, and the 4B. As a reminder, the City and WEDC reimbursed 85% of all sales tax generated within Woodbridge Crossing through September 2013 with the reimbursement percentage reduced to 65% thereafter. Due to the default under the Amended and Restated Performance Agreement,Woodbridge Crossing is only eligible to receive up to$6 million in sales tax reimbursement through September 2021 as opposed to the maximum reimbursement of$12 million originally contemplated. $3,790,869 in reimbursement has been earned through September 2016 with net receipts of $3,006,543.88 after reimbursements. As well, it is estimated that $3.5 mm has been paid in ad valorem taxes to the City of Wylie (excluding the WISD). WEDC- Staff Report October 24, 2016 Page 2 of 3 As shown on the Sales Tax Reimbursement Report, $93,851.48 was generated in sales tax in July 2016 versus $99,628.08 in July 2015. This represents 5.8%decrease over 2015 receipts. Staff has reviewed the reports and can find no missing businesses or explanation for the decrease. 605 Commerce Attached for the Board's review is a spreadsheet tracking all activities with W&M Environmental for FY 2014-15 and FY 2015-16. W&M has prepared Phase I&II reports for Mann Made,K&M, Business Way, 111 N. Ballard, 908 Kirby, is processing the VCP application for the Commerce property, and processing the Municipal Setting Designation through the City. Retail Coach Activities Staff continues to work with The Retail Coach to promote Wylie to Retailers and Developers. Their team worked on our behalf at the recent Retail Live Conference in Austin,ICSC Conference in San Diego, and earlier this month at the ICSC Deal Making Conference in Dallas. Follow up with prospects continues, as does the evolution of our property flyers and development of additional sites and opportunities in Wylie. As a preliminary review of Retail Coach activities, it is difficult to point to a specific project that our consultant has single handedly attracted to Wylie. The fact is that most every retailer in the metroplex along with concepts outside our region and state that are expanding have Wylie on their radar. Contributing reasons for interest in Wylie include existing demographics,traffic patterns,updated infrastructure, stable government, quality school district, etc., etc. with the Retail Coach reinforcing the commercial momentum that has been created over the past 10 years. If data and the creation of marketing materials are our only benefit from this relationship,with that grossly underrating their impact, staff believes it is money well spent. Pavin WEDC Property at 111 N. Ballard Staff is in the preliminary stages of evaluating the paving of WEDC property on Ballard Street next to Boyd Recording Studios. The current layout as attached creates 22 new parking spaces and empties into the FBC parking lot with a rough cost estimate of$50,000 -$60,000. This layout is being evaluated opposed to utilizing the existing alley right-of-way which intersects Oak. Utilizing the alley would require the relocation of two utility poles and replacement of three transformers which staff anticipates will be cost prohibitive. Final cost estimates for both layouts will be presented in November with a recommendation from staff on proceeding. Regional Housing Starts Eighteen homes were permitted in Wylie for the month of September 2016. Sachse, Lavon, Murphy permitted a combined twenty-six with Inspiration permitting fourteen homes over the same period. No action is requested by staff for this item. WEDC-Staff Report October 24,2016 Page 3 of 3 Attachments Performance Agreement Summary Environmental Tracking Report Parking Layout Regional Housing Permits Outstanding Performance Agreement Summary Company Performance Obligations Expiration Incentive Comment/Notes Ascend Custom Extrusion A. CO on 21,000 sf expansion; documentation of minimum cost of$1,000,000 2/1/2014 $49,871 Paid B. Documentation of 3rd extrusion press w/ purchase price of$4,500,000 1 2/1/2015' $24,000 Paid C. Documentation of 3rd extrusion press w/ purchase price of$4,500,000 2/1/2016 $24,000 Paid D. Documentation of 3rd extrusion press w/ purchase price of$4,500,000 2/1/2017 $24,000 All State Fire Equipment A. CO 9,300 sf office/warehouse;construction documents for$788,000 4/15/2016' $20,000 Paid B. Valuation of$1,100,000 8/1/2017 $20,000 C. Valuation of$900,000 8/1/20181 $20,000 B&B Theatres Phase I-CO 56,000 sf, 12 screen theater; documentation of$600,000; documentation of total expend.for land, improvements and personal property of$10,000,000. 12/31/2013 $100,000 Paid Cumulative valuation amended to$7,300,000 12/31/2014 $25,000' Paid 12/31/2015. $25,000 Paid , 12/31/2016 $25,000 12/31/2017 $25,000 12/31/2018 $25,000 Total Incentive not to B&B Theatres Sales Tax Reimb. Qrtly Sales Tax Reimbursement equal to .005 12-18 Annually exceed $600,000 CSD Woodbridge Phase I -Acquire property for 110,000 sf Kroger by 7/31/2016; CO by 3/31/2014 3/31/2014 $100,000 Paid Phase II-CO for 120,600 sf retail space Sales tax (completed) 3/31/2014 reimburse quarterly Phase III -CO for 127,600 sf retail space Sales tax (completed) 3/31/2017 reimburse quarterly Outstanding Performance Agreement Summary Phase IV-CO for 134,600 sf retail space Sales tax Cumulative incentive not (completed) 3/31/2019 reimburse to exceed $1.1 mm A. CO on 5,300 sf building, documentation of Dank Real Estate(Deanan Popcorn) $600,000 construction cost 2/1/2015 $15,000 Paid B. Documentation of$1,150,000 property value 2/1/2016 $7,500 Paid C. Documentation of$1,150,000 property value 2/1/2017 $7,500 Exco Extrusion Dies(Texas), Inc. A. CO on 30,000 sf building 1/31/2016 $87,000 Paid B. On an annual basis maintain appraised value of $7.55 mm, maintain Texas as principal place of business,employ 20 full time employees 1/31/2017 $20,000 1/31/2018 $20,000 1/31/2019 $20,000 1/31/2020 $20,000 Seller financing on$350,000 note,forgiven annually beginning 1-31-17 in equal amounts of $70,000 2017-2021 $350,000 FLM Development, Inc. Simultaneously purchase WEDC, Goldenberg and Jacobs Lots, plat 3 lots, receive TxDOT permit, Sold Ferrell Property for remove all improvements 8/31/2016 n/a $250,000 Complete Median Improvements 11/1/2016 $37,500 Complete Drainage Improvements 11/1/2016 $39,173 Freudiger Holdings,LLC CO and Documentation supporting 5,500 sf office !space and 1,800 warehouse space at a cost of $250,000 5/1/2016 $15,000 Paid Form 941 evidencing a mimimum of 75 employees employed not less than 90 days prior to CO. 5/1/2016 $25,000 Paid Outstanding Performance Agreement Summary 10 Full time Employees,over and above the base Employment evidenced by Form 941. 5/1/2017 $30,000 Get Set, Inc. CO for 6,700 sf building and documentation of $575,000 in construction cost. 5/1/2015 $15,000 Paid Appraised Value of$1,175,000 2/28/2017 $10,000 Appraised Value of$1,175,000 2/28/2018 $10,000 KREA Acquisition, LLC A. Acquire property by 9/1/15; CO for La Quinta Inn &Suites by 3/31/17; confirm $600,000 in construction costs 3/31/2017 $100,000 B. Quarterly incentive payment equal to Occupancy Tax paid to City of Wylie (start date 6 months from CO and ending 7 years from 1st Not to exceed $600,000 payment) 9/31/18 total incentive McClure Partners Devel.Co., LLC A. Purchase of Williford Tracts by 10/1/16; Complete demolition of all improvements, foundations& paving by 12/31/16. Removal of all debris,vehicles, inventory by 12/31/16. 12/31/2016 $25,000 B. Complete construction of 6,000 sf commercial bldg w/Construction costs not less than $1,350,000. CO not later than 9/30/17. 9/30/2017 $50,000 Patna Properties, Inc. A. CO for 4,283 sf building; documentation of $700,000 in construction costs 10/1/2016 $20,000 Paid B. Appraised Value of$707,000 10/1/2017 $10,000 VIAA Properties, LLC A. CO for 6,094 sf building; documentation $1,200,000 in construction costs 2/28/2016 $30,000 Paid B. Appraised Value of 1,000,000 2/28/2017 $20,000 Von Runnen Holdings A. CO for 12,047 sf building; documentation of $1,250,000 in construction costs. 1/1/2016 $20,000 Paid Outstanding Performance Agreement Summary B. Appraised Value of$1,000,000 1/31/2017 $10,000 C. Appraised Value of$1,000,000 1/31/20181 $10,000 Woodbridge Crossing Phase I. CO for Initial Phase including a Super 65%sales tax reimb 2009- Target by 8/1/09. 8/1/2009 2013 ; 85%sales tax reimb No further performance requirements. Default declared reducing maximum incentive from $12 Reimbursement mm to$6 mm. 2021 spreadsheet attached Wedge Corporation A. Documentation of executed Ground Lease, Building Permit; 1/31/2014 $137,500 Loan Advance #1 B. CO for"The Rock" 12/31/2014 $137,500 Loan Advance #2 C. Evidence of Continuous Operation 12/31/2015 $91,666 Loan Advance Forgiven D. Evidence of Continuous Operation 12/31/2016 $91,666 E. Evidence of Continuous Operation 12/31/2017 $91,668 Wylie Flower and Gift Shop A. Renovation of 3,125 sf at 131 N. Ballard; 1 B. Expenditures verified at$82,000; 12/1/2016' $24,000 C. Proof of CO & Bldg Life Safety Inspection Woodbridge Crossing Sales Tax Reimbursement Report Filing Allocation City of 4B WEDC Applicable WEDC City Total Period Period Wylie(1%) (0.5%) (0.5%) Total Rate (%) Reimbursement Reimbursement Reimbursement Oct-09 Dec-09 $17,612.55 $8,806.27 $8,806.27 $35,225.09 0.85 7,485.33 $14,970.66 $22,455.99 Nov-09 Jan-10 21,995.30 10,997.65 10,997.65 43,990.60 0.85 9,348.00 18,696.01 28,044.01 Dec-09 Feb-10 40,289.26 20,144.63 20,144.63 80,578.52 0.85 17,122.94 34,245.87 51,368.81 Sub-Total 159,794.21 33,956.27 67,912.54 101,868.81 Jan-10 Mar-10 16,017.96 8,008.98 8,008.98 32,035.92 0.85 6,807.63 13,615.27 20,422.90 Feb-10 Apr-10 18,392.59 9,196.29 9,196.29 36,785.17 0.85 7,816.85 15,633.70 23,450.55 Mar-10 May-10 24,382.07 12,191.03 12,191.03 48,764.13 0.85 10,362.38 20,724.76 31.087.13 Sub-Total 117,585.22 24,986.86 49,973.72 74,960.58 Apr-10 Jun-10 16,991.53 8,495.76 8,495.76 33,983.05 0.85 7,221.40 14,442.80 21,664.19 May-10 Jul-10 19,588.24 9,794.12 9,794.12 39,176.48 0.85 8,325.00 16,650.00 24,975.01 Jun-10 Aug-10 24,662.64 12,331.32 12,331.32 49,325.28 0.85 10,481.62 20,963.24 31,444.87 Sub-Total 122,484.81 26,028.02 52,056.04 78,084.07 Jul-10 Sep-10 18,344.56 9,172.28 9,172.28 36,689.12 0.85 7,796.44 15,592.88 23,389.31 Aug-10 Oct-10 20,401.73 10,200.87 10,200.87 40,803.46 0.85 8,670.74 17,341.47 26,012.21 Sep-10 Nov-10 22,301.22 11,150.61 11,150.61 44,602.43 0.85 9,478.02 18,956.03 28,434.05 Sub-Total 122,095.01 25,945.19 51,890.38 77,835.57 Oct-10 Dec-10 18,800.19 9,400.10 9,400.10 37,600.38 0.85 7,990.08 15,980.16 23,970.24 Nov-10 Jan-11 25,735.09 12,867.54 12,867.54 51,470.17 0.85 10,937.41 21,874.82 32,812.23 Dec-10 Feb-11 42,668.92 21,334.46 21,334.46 85,337.83 0.85 18,134.29 36,268.58 54,402.87 Audit Adjust. Oct-10 5,065.71 2,532.86 2,532.86 10,131.42 0.85 2,152.93 4,305.85 6,458.78 Sub-Total 184,539.80 39,214.71 78,429.42 117,644.12 Jan-11 Mar-11 18,295.33 9,147.66 9,147.66 36,590.65 0.85 7,775.51 15,551.03 23,326.54 Feb-11 Apr-11 25,185.02 12,592.51 12,592.51 50,370.04 0.85 10,703.63 21,407.27 32,110.90 Mar-11 May-11 39,822.31 19,911.15 19,911.15 79,644.61 0.85 16,924.48 33,848.96 50,773.44 Sub-Total 166,605.30 35,403.63 70,807.25 106,210.88 Apr-11 Jun-11 33,456.49 16,728.25 16,728.25 66,912.98 0.85 14,219.01 28,438.02 42,657.02 Woodbridge Crossing Sales Tax Reimbursement Report Page 2 Filing Allocation City of 4B WEDC Applicable WEDC City Total Period Period Wylie(1%) (0.5%) (0.5%) Total Rate (%) Reimbursement Reimbursement Reimbursement May-11 Jul-11 50,192.64 25,096.32 25,096.32 100,385.28 0.85 21,331.87 42,663.74 63,995.62 Jun-11 Aug-11 43,639.11 21,819.56 21,819.56 87,278.22 0.85 18,546.62 37,093.24 55,639.87 Sub-Total 254,576.48 54,097.50 108,195.00 162,292.51 Jul-11 Sep-11 31,551.34 15,775.67 15,775.67 63,102.67 0.85 13,409.32 26,818.63 40,227.95 Aug-11 Oct-11 32,798.19 16,399.09 16,399.09 65,596.37 0.85 13,939.23 27,878.46 41,817.69 Sep-11 Nov-11 36,136.64 18,068.32 18,068.32 72,273.27 0.85 15,358.07 30,716.14 46,074.21 Sub-Total 200,972.31 42,706.62 85,413.23 128,119.85 Oct-11 Dec-11 31,701.68 15,850.84 15,850.84 63,403.35 0.85 13,473.21 26,946.42 40,419.64 Nov-11 Jan-12 40,631.94 20,315.97 20,315.97 81,263.88 0.85 17,268.57 34,537.15 51,805.72 Dec-11 Feb-12 66,403.17 33,201.59 33,201.59 132,806.34 0.85 28,221.35 56,442.69 84,664.04 Sub-Total 277,473.57 58,963.13 117,926.27 176,889.40 Jan-12 Mar-12 28,180.49 14,090.24 14,090.24 56,360.97 0.85 11,976.71 23,953.41 35,930.12 Feb-12 Apr-12 32,824.36 16,412.18 16,412.18 65,648.71 0.85 13,950.35 27,900.70 41,851.05 Mar-12 May-12 42,213.75 21,106.88 21,106.88 84,427.50 0.85 17,940.84 35,881.69 53,822.53 Sub-Total 206,437.18 43,867.90 87,735.80 131,603.70 Apr-12 Jun-12 33,749.69 16,874.85 16,874.85 67,499.38 0.85 14,343.62 28,687.24 43,030.85 May-12 Jul-12 35,756.08 17,878.04 17,878.04 71,512.15 0.85 15,196.33 30,392.66 45,589.00 Jun-12 Aug-12 43,423.09 21,711.55 21,711.55 86,846.18 0.85 18,454.81 36,909.63 55,364.44 Sub-Total 225,857.71 47,994.76 95,989.53 143,984.29 Jul-12 Sep-12 32,945.51 16,472.76 16,472.76 65,891.02 0.85 14,001.84 28,003.68 42,005.53 Aug-12 Oct-12 33,981.49 16,990.74 16,990.74 67,962.97 0.85 14,442.13 28,884.26 43,326.39 Sep-12 Nov-12 39,669.19 19,834.60 19,834.60 79,338.38 0.85 16,859.41 33,718.81 50,578.22 Sub-Total 213,192.37 45,303.38 90,606.76 135,910.14 Oct-12 Dec-12 61,352.09 30,676.05 30,676.05 122,704.18 0.85 26,074.64 52,149.28 78,223.91 Nov-12 Jan-13 13,760.37 6,880.18 6,880.18 27,520.73 0.85 5,848.16 11,696.31 17,544.47 Dec-12 Feb-13 68,951.35 34,475.67 34,475.67 137,902.69 0.85 29,304.32 58,608.64 87,912.96 Sub-Total 288,127.60 61,227.11 122,454.23 183,681.35 Jan-13 Mar-13 37,264.78 18,632.39 18,632.39 74,529.55 0.85 15,837.53 31,675.06 47,512.59 Woodbridge Crossing Sales Tax Reimbursement Report Page 3 Filing Allocation City of 4B WEDC Applicable WEDC City Total Period Period Wylie (1%) (0.5%) (0.5%) Total Rate(%) Reimbursement Reimbursement Reimbursement Feb-13 Apr-13 32,499.58 16,249.79 16,249.79 64,999.15 0.85 13,812.32 27,624.64 41,436.96 Mar-13 May-13 42,416.25 21,208.13 21,208.13 84,832.50 0.85 18,026.91 36,053.81 54,080.72 Sub-Total 224,361.20 47,676.76 95,353.51 143,030.27 Apr-13 Jun-13 31,950.38 15,975.19 15,975.19 63,900.76 0.85 13,578.91 27,157.82 40,736.73 May-13 Jul-13 35,623.93 17,811.97 17,811.97 71,247.86 0.85 15,140.17 30,280.34 45,420.51 Jun-13 Aug-13 44,805.27 22,402.63 22,402.63 89,610.53 0.85 19,042.24 38,084.48 57,126.71 Sub-Total 224,759.15 47,761.32 95,522.64 143,283.96 Jul-13 Sep-13 30,171.94 15,085.97 15,085.97 60,343.87 0.85 12,823.07 25,646.14 38,469.22 Aug-13 Oct-13 31,615.59 15,807.80 15,807.80 63,231.18 0.85 13,436.63 26,873.25 40,309.88 Sep-13 Nov-13 34,215.75 17,107.88 17,107.88 68,431.50 0.85 14,541.69 29,083.39 43,625.08 Sub-Total 192,006.55 40,801.39 81,602.78 122,404.18 Oct-13 Dec-13 30,192.68 15,096.34 15,096.34 60,385.36 0.65 9,812.62 19,625.24 29,437.86 Nov-13 Jan-14 40,059.94 20,029.97 20,029.97 80,119.87 0.65 13,019.48 26,038.96 39,058.44 Dec-13 Feb-14 60,106.82 30,053.41 30,053.41 120,213.63 0.65 19,534.71 39,069.43 58,604.14 Sub-Total 260,718.86 42,366.81 84,733.63 127,100.44 Jan-14 Mar-14 34,887.18 17,443.59 17,443.59 69,774.35 0.65 11,338.33 22,676.66 34,015.00 Feb-14 Apr-14 39,550.17 19,775.09 19,775.09 79,100.34 0.65 12,853.81 25,707.61 38,561.42 Mar-14 "May-14 50,095.00 25,047.50 25,047.50 100,190.00 0.65 16,280.88 32,561.75 48,842.63 Sub-Total 249,064.69 40,473.01 80,946.02 121,419.04 Apr-14 Jun-14 42,836.52 21,418.26 21,418.26 85,673.03 0.65 13,921.87 27,843.73 41,765.60 May-14 Jul-14 44,483.44 22,241.72 22,241.72 88,966.88 0.65 14,457.12 28,914.24 43,371.35 Jun-14 Aug-14 54,191.06 27,095.53 27,095.53 108,382.12 0.65 17,612.09 35,224.19 52,836.28 Sub-Total 283,022.03 45,991.08 91,982.16 137,973.24 Jul-14 Sep-14 41,601.13 20,800.56 20,800.56 83,202.25 0.65 13,520.37 27,040.73 40,561.10 Aug-14 Oct-14 46,838.76 23,419.38 23,419.38 93,677.52 0.65 15,222.60 30,445.19 45,667.79 Sep-14 Nov-14 58,574.10 29,287.05 29,287.05 117,148.19 0.65 19,036.58 38,073.16 57,109.74 Sub-Total 294,027.96 47,779.54 95,559.09 143,338.63 Oct-14 Dec-14 46,397.97 23,198.98 23,198.98 92,795.93 0.65 15,079.34 30,158.68 45,238.02 Woodbridge Crossing Sales Tax Reimbursement Report Page 4 Filing Allocation City of 4B WEDC Applicable WEDC City Total Period Period Wylie(1%) (0.5%) (0.5%) Total Rate(%) Reimbursement Reimbursement Reimbursement Nov-14 Jan-15 62,438.87 31,219.43 31,219.43 124,877.73 0.65 20,292.63 40,585.26 60,877.89 Dec-14 Feb-15 93,019.09 46,509.54 46,509.54 186,038.17 0.65 30,231.20 60,462.41 90,693.61 Sub-Total 403,711.83 65,603.17 131,206.34 196,809.52 _ Jan-15 Mar-15 42,919.35 21,459.67 21,459.67 85,838.69 0.65 13,948.79 27,897.57 41,846.36 Feb-15 Apr-15 44,299.71 22,149.86 22,149.86 88,599.42 0.65 14,397.41 28,794.81 43,192.22 Mar-15 May-15 61,991.88 30,995.94 30,995.94 123,983.76 0.65 20,147.36 40,294.72 60,442.08 Sub-Total 298,421.87 48,493.55 96,987.11 145,480.66 Apr-15 Jun-15 47,156.82 23,578.41 23,578.41 94,313.63 0.65 15,325.96 30,651.93 45,977.89 May-15 Jul-15 51,820.00 25,910.00 25,910.00 103,639.99 0.65 16,841.50 33,683.00 50,524.50 Jun-15 Aug-15 63,530.67 31,765.34 31,765.34 127,061.34 0.65 20,647.47 41,294.94 61,942.40 Sub-Total 325,014.96 52,814.93 105,629.86 158,444.79 Jul-15 Sep-15 49,814.04 24,907.02 24,907.02 99,628.08 0.65 16,189.56 32,379.13 48,568.69 Aug-15 Oct-15 52,333.38 26,166.69 26,166.69 104,666.76 0.65 17,008.35 34,016.70 51,025.05 Sep-15 Nov-15 54,260.52 27,130.26 27,130.26 108,521.03 0.65 17,634.67 35,269.33 52,904.00 312,815.87 50,832.58 101,665.16 152,497.74 Oct-15 Dec-15 48,763.81 24,381.90 24,381.90 97,527.61 0.65 15,848.24 31,696.47 47,544.71 Nov-15 Jan-16 63,303.62 31,651.81 31,651.81 126,607.23 0.65 20,573.67 41,147.35 61,721.02 Dec-15 Feb-16 99,187.99 49,594.00 49,594.00 198,375.98 0.65 32,236.10 64,472.19 96,708.29 422,510.82 68,658.01 137,316.02 205,974.02 Jan-16 Mar-16 49,991.19 24,995.59 24,995.59 99,982.37 0.65 16,247.14 32,494.27 48,741.41 Feb-16 Apr-16 42,000.94 21,000.47 21,000.47 84,001.87 0.65 13,650.30 27,300.61 40,950.91 Mar-16 May-16 63,385.72 31,692.86 31,692.86 126,771.44 0.65 20,600.36 41,200.72 61,801.08 310,755.68 50,497.80 100,995.60 151,493.39 Apr-16 Jun-16 50,205.20 25,102.60 25,102.60 100,410.40 0.65 16,316.69 32,633.38 48,950.07 May-16 Jul-16 55,183.98 27,591.99 27,591.99 110,367.95 0.65 17,934.79 35,869.58 53,804.38 Jun-16 Aug-16 75,925.05 37,962.53 37,962.53 151,850.10 0.65 24,675.64 49,351.28 74,026.92 362,628.45 58,927.12 117,854.25 176,781.37 Jul-16 Sep-16 46,925.74 23,462.87 23,462.87 93,851.48 0.65 15,250.87 30,501.73 45,752.60 Woodbridge Crossing Sales Tax Reimbursement Report Page 5 Filing Allocation City of 4B WEDC Applicable WEDC City Total Period Period Wylie(1%) (0.5%) (0.5%) Total Rate(%) Reimbursement Reimbursement Reimbursement Aug-16 Oct-16 0.00 0.00 0.00 0.65 0.00 0.00 0.00 Sep-16 Nov-16 0.00 0.00 0.00 0.65 0.00 0.00 0.00 93,851.48 15,250.87 30,501.73 45,752.60 Totals 6,797,412.97 1,248,372.16 2,496,744.33 3,790,869.09 CSD Woodbridge Centre Sales Tax Reimbursement Report Filing Allocation City 4B WEDC WEDC Period Period 1.00% 0.50% 0.50% Total Reimbursement Jan-14 Mar-14 $500.33 $250.17 $250.17 $1,000.66 $250.17 Sub-Total 1,000.66 250.17 Feb-14 Apr-14 608.31 304.16 304.16 1,216.62 304.16 Mar-14 May-14 819.13 409.57 409.57 1,638.26 409.57 Apr-14 Jun-14 1,474.84 737.42 737.42 2,949.67 737.42 Sub-Total 5,804.55 1,451.14 May-14 Jul-14 1,856.70 928.35 928.35 3,713.39 928.35 Jun-14 Aug-14 25,686.18 12,843.09 12,843.09 51,372.36 12,843.09 Jul-14 Sep-14 1,482.27 741.14 741.14 2,964.54 741.14 Sub-Total 58,050.29 14,512.57 Aug-14 Oct-14 1,927.17 963.59 963.59 3,854.34 $963.59 Sep-14 Nov-14 32,934.65 16,467.32 16,467.32 65,869.29 16,467.32 Oct-14 Dec-14 1,998.92 999.46 999.46 3,997.84 999.46 Sub-Total 73,721.47 18,430.37 Nov-14 Jan-15 2,885.15 1,442.58 1,442.58 5,770.30 1,442.58 Dec-14 Feb-15 29,624.02 14,812.01 14,812.01 $59,248.04 $14,812.01 Jan-15 Mar-15 6,488.22 3,244.11 3,244.11 $12,976.44 $3,244.11 Sub-Total $77,994.78 $19,498.70 Feb-15 Apr-15 5,694.92 2,847.46 2,847.46 11,389.83 2,847.46 Mar-15 May-15 31,176.75 15,588.37 15,588.37 $62,353.49 $15,588.37 Apr-15 Jun-15 5,390.41 2,695.20 2,695.20 $10,780.81 $2,695.20 Sub-Total $84,524.13 $21,131.03 May-15 Jul-15 6,467.00 3,233.50 3,233.50 12,934.00 3,233.50 Jun-15 Aug-15 32,110.31 16,055.16 16,055.16 $64,220.62 $16,055.16 Jul-15 Sep-15 5,548.58 2,774.29 2,774.29 $11,097.15 $2,774.29 Sub-Total $88,251.77 $22,062.94 Aug-15 Oct-15 5,683.49 2,841.74 2,841.74 11,366.97 2,841.74 Sep-15 Nov-15 41,414.13 20,707.06 20,707.06 $82,828.25 $20,707.06 Oct-15 Dec-15 6,007.81 3,003.91 3,003.91 $12,015.62 $3,003.91 Sub-Total $106,210.84 $26,552.71 Nov-15 Jan-16 6,246.73 3,123.36 3,123.36 12,493.45 3,123.36 Dec-15 Feb-16 38,577.49 19,288.74 19,288.74 $77,154.97 $19,288.74 CSD Woodbridge Centre Sales Tax Reimbursement Report Jan-16 Mar-16 5,383.48 2,691.74 2,691.74 $10,766.95 $2,691.74 Sub-Total $100,415.37 $25,103.84 Feb-16 Apr-16 5,556.02 2,778,01 2,778.01 11,112.03 2,778.01 Mar-16 May-16 35,400.22 17,700.11 17,700.11 $70,800.43 $17,700.11 Apr-16 Jun-16 5,929.35 2,964.67 2,964.67 $11,858.69 $2,964.67 Sub-Total $93,771.15 $23,442.79 May-16 Jul-16 5,622.45 2,811.22 2,811.22 11,244.89 2,811.22 Jun-16 Aug-16 36,078.78 18,039.39 18,039.39 $72,157.55 $18,039.39 Jul-16 Sep-16 5,553.88 2,776.91 2,776.94 $11,107.76 $2,776.94 Sub-Total $94,510.20 $23,627.55 Total $784,255.21 $196,063.80 W M Environmental Program Tracking I Invoiced Date Descr.of Work Proj.Total , 605 Commerce Project Total: 84,610.79 t Phase II 4,138.75 2/28/15 Completed Labor: Laura Foss;James Maxwell; Clay Snider; Michael Whitehead Contracted Amt:$11,500 1,967.65 2/28/15 Laboratory ($69.96 over budget) 4,878.30 2/28/15 Drilling 124.12 2/28/15 Misc.Supplies ._. 151.25 2/28/15 W&M Equipment , 250.00 2/28/15 Vehicle Usage P-2 12.39 8/18/15 Postage .., 47.50 8/31/15 Labor: Mark Smith i Total 11,569.96 1 VCP(Vol.Cleanup Prog) 10,324.00 6/23/15 Labor: Frank Clark; Laura Foss; Hichael Henn,James Maxwell; Paul Rodusky; Mark Smith; Clay Snider;William Soderstrom; Ross Tucker; Michael Whitehead Contracted Amt: $38,000 3,325.80 6/23/15 Laboratory ($163.10 Over Budget) 1,150.00 6/23/15 Supplies/Permits 690.00 6/23/15 Other Sub-contractors 4.90 6/23/15 Misc.Supplies 1,175.75 7/14/15 Labor: Frank Clark,;Clay Snider; Michael Whitehead 2,632.35 7/14/15 Drilling 9.38 7/14/15 Postage/Shipping/Delivery 32.62 7/14/15 Misc.Supplies : 13.23 7/14/15 Mileage 187.50 7/14/15 Vehicle Usage P-2 361.75 7/14/15 W&M Equipment 1,425.00 8/18/15 Labor: Shan Ahmad;James Maxwell; Clay Snider 517.50 8/18/15 Laboratory - 7 3,041.75 8/18/15 Drilling 925.75 8/18/15 Other Sub-contractors 11.16 8/18/15 Misc.Supplies 64.63 8/18/15 W&M Equipment 125.00 8/18/15 Vehicle Usage P-2 I 1,066.25 8/31/15 Labor: James Maxwell; Clay Snider; Michael Whitehead W M Environmental Program Tracking 893.55 8/31/15 Laboratory 521.25 9/30/15 Labor: Shan Ahmad; Mark Smith; Clay Snider 287.50 10/31/15 Labor: Clay Snider 402.50 12/15/15 Labor: Clay Snider 631.25 12/31/15 Labor: Clay Snider, Michael Whitehead 143.75 12/31/15 Other Sub-contractors 843.75 1/31/16 Labor: Michael Henn, Mark Smith,Clay Snider 1,612.50 2/29/16 Labor: Shan Ahmad, Clay Snider 1,010.85 2/29/16 Laboratory 8.24 2/29/16 Misc.Supplies 396.14 2/29/16 Vehicles/Equipment 983.75 3/31/16 Labor: Michael Henn,Jeremiah Roy,Clay Snider 142.50 4/30/16 Labor: Jeremiah Roy,Clay Snider Labor: Shan Ahmed,James Maxwell,Antonia Pacholczuk, Paul 3,201.25 6/30/16 Rodusky,Jeremiah Roy, Michael Whitehead, Ross Zapalac 38,163.10 APAR(Affected Property Assessment Report 805.00 7/14/15 Labor: Clay Snider Completed 87.50 8/18/15 Labor: Michael Henn Contracted Amt: $10,000 2,676.25 8/31/15 Labor: Laura Foss; Michael Henn; Clay Snider ($1,431.04 over budget) 11.73? 8/31/15 Misc.Supplies 398.50 8/31/15 Vehicle usage P-2;W&M Equipment 2,880.00 9/30/15 Labor: Shan Ahmad;James Maxwell;Antonia Pacholczuk; Clay Snider; Michael Whitehead. 536.00 10/31/15 Labor: Clay Snider; Frank Clark 38.56 10/31/15 Subcontractors: Postage&Shipping 230.00 12/15/15 Labor: Clay Snider 115.00 12/31/15 Labor: Clay Snider 3,107.50 1/31/16 Labor: Shan Ahmad, Frank Clark, Michael Henn,Jeremiah Roy, Clay Snider 350.00 4/30/16 Labor: Jeremiah Roy 195.00 5/31/16 Labor: Shan Ahmad,Clay Snider Total 11,431.04 W M Environmental Program Tracking MSD(Municipal Setting Designation) 393.75; 7/14/15 Labor:: Michael Henn 384.00z 8/18/15, Labor- Frank Clark, Michael Henn Contracted Amt: $20,500 , j 1,336.23 8/18/15 Aerials/Maps/Photos 195.75 8/31/15 Labor: Frank Clark, Michael Henn 1,020.00 9/30/15 Labor: Laura Foss 2,241.25 10/31/15 Labor: Frank Clark, Michael Henn; Michael Whitehead 87.50! 12/15/15 Labor: Michael Henn 1,476.25 12/31/15 Labor: Frank Clark, Holly Stockton, Michael Whitehead 28.44 12/31/15 Mileage 837.50 1/31/16 Frank Clark, Michael Henn 4,292.50 2/29/16 Labor: Shan Ahmad, Frank Clark, Michael Henn,Jeremiah Roy, Clay Snider 97.75 2/29/16 Meals 1,873.75 3/31/16 Labor: Shan Ahmad, Frank Clark,Jeremiah Roy,Clay Snider, Michael Whitehead Labor: Frank Clark, Michael Henn,Jeremiah Roy, Mark Smith, Clay 1,495.00 4/30/16 Snider, Michael Whitehead 221.25 5/31/16 Labor: James Maxwell, Clay Snider 87.50 9/30/16 Labor: Clay Snider, Michael Whitehead Total 16,068.42 Indoor Air Sampling Contract: $3,300 470.00 4/30/16 Labor: Mark Smith, Clay Snider Completed ($335.75 Over budget) , 90.00 5/31/16 Labor: Clay Snider 1,603.75 6/30/16 Labor: Michael Henn, Clay Snider 1,472.00 6/30/16 Other Sub-Contactors: Laboratory Total: 3,635.75 Response Action Plan (RAP) 502.50 7/31/16 Labor: Joshua Hopper, Clay Snider Contract: $10,500 Labor: Frank Clark,Trudy Hasan,James Maxwell, Clay Snider, Ross 2,810.00 8/31/16 Tucker, Michael Whitehead. 36.27 8/31/16 Shipping, postage, delivery 393.75 9/30/16 Labor: Shan Ahmad Total: 3,742.52 106 N. Birmingham Project Total: 7,800.00) W M Environmental Program Tracking phase I-- Contract: 2,800 2,800.00 6/11/15 2,800.00 Completed Ltd Phase II-Contract: 5,000 5,000.00 7/31/15 Completed TotalTotal r 5,000.00 398 S. Highway 78 Project Total: 14,297.97 Phase I-Contract$2,700 2,700.00 9/30/15 Completed _ - Total: 2,700.00 Ltd Phase II- Contract$3,800 3,800.00 Completed Total: 3,800.00 :Id'l Phase II -Contract$7,900 1,818.50 9/30/15 Labor: Frank Clark, Michael Henn,James Maxwell,Clay Snider 1,845.75 9/30/15 Drilling 747.50 9/30/15 Other Subcontractors 26.46 9/30/15 Mileage Labor: Shan Ahmad,Janes Maxwell, Paul Rodusky,Clay Snider, 1,851.25 11/13/15 Michael Whitehead 1,508.51 11/13/15 Subcontractors: Laboratory and Other 7,797.97 710 Business Way Project Total: 2,600.00 Phase I ESA-Contract$2,600 2,600.00 = 11/2/15 Completed 2,600.00 i 111 N. Ballard Project Total: 10,261.61 Phase 1-Contract $2,500 2,500.00 2,500.00 Phase II-Contract$8,400 Labor: Shan Ahmad, Michael Henn, Clay Snider and Michael 3,261.25 , 4/30/16 Whitehead 4,227.40 4/30/16 Consultants: Laboratory$1,070.65, Drilling$2,236.75, Other$920.00 4.58 4/30/16 Misc.Supplies 268.38 _ 4/30/16 Unit Billing: Vehicle Usage: $125.00,W&M Equipment$143.38 7,761.61 900-908 Kirby 1 Project Total: 4,063.68 W M Environmental Program Tracking Phase I-Contract$2,800 Limited Phase II- Labor: Shan Ahmad, Michael Henn,Joshua Hopper, Clay Snider, Contract$15,000 4,052.50 9/30/16 Michael Whitehead 11.18 . 9/30/16 Mileage 9/30/16 'Vehicle Usage/W&M Equipment 4,063.68 Spent Contracted Total W&M Expenditures:. 123,634.05 $147,300 A a A A JI A I a 1 1 1 I 1 1 AA 1 I I I i 0__ AA 1 I I I I 1 ffi _ AI 1 I 1 I I 1 AA I I 1 I 1 1 __a s_ lieI I I I I I 1 1 I II 11 1 I 1 t I I 11 ___ _ 1 1 1 1 1 1 I I 1 1 I 1 I I I I 4__s___ 1 1 1 t 1 I I I 1 1 I 1 _.. .._.._.._.._.._.._.._.._.._.._.._.._.._.._.._.._.._.._.._.._..=t 1 1 1 1 \ I • .jam .o.I\ \ \\ \ , '\ \\ \ G:\jobs\2016 Jobs\WEDC\wedc.DGN 10/6/2016 11:33:55 AM Regional Housing Permits Wylie Lavon 0809 10 11 12 13 14 15 16 08 09 10 11 12 13 14 15 16 January 34 13 28 20 16 18 14 46 9 January 0 3 8 2 4 5 4 I 6 2 February 34 7 18 9 22 14 20 31 4 February 1 4 7 11 2 5 11 l 6 5 March 36 J 26 20 28 18 17 30 31 43 March 7 10 8 3 6 3 17 8 3 April 59 16 23 18 29 38 10 57 41 April 4 6 13 1 12 24 7 11 1 May 41 11 26 18 20 22 26 68 101 May 4 7 8 1 0 9 17 4 4 June 32 36 24 19 13 11 9 57 58 June 6 12 12 9 2 5 12 5 1 July 74 21 33 20 19 18 29 36 34 July 12 14 11 2 3 1 14 12 1 August 28 22 24 16 20 19 19 30 1 25 August 1 14 12 9 6 3 1 5 0 September 22 38 23 22 15 8 17 24 18 September 3 1 0 6 7 6 2 7 0 October 22 15 17 16 28 30 21 32 October 1 3 14 4 2 1 9 5 November 17 21 13 5 14 18 20 33 November 3 13 5 5 3 2 1 2 December 14 31 115 10 16 23 65 38 December 19 2 1 7 I 1 4 5 6 TOTAL 413 257 264 201 230 236 280 483 333 TOTAL 61 89 99 60 48 68 100 77 17 Mur•h ; Sachse 08 09 10 11 12 13 14 15 16 08 09 10 11 12 13 14 15 16 January 4 7 26 13 1 12 January 12 5 17 14 8 13 18 14 16 February 16 1 15 3 14 4 5 5 4 February 11 8 10 3 11 8 29 17 31 March =Mil 9 6 6 8 4 5 March 7 11 11 9 12 1 13 24 31 April III= 8 10 23 1 3 8 April 15 12 11 8 4 13 17 12 24 May 12 7 5 11 14 7 7 2 2 May 15 6 13 11 17 10 21 6 21 June MOM 6 19 15 6 7 4 June 22 17 11 8 17 14 16 38 25 July 7 16 7 22 4 2 July 17 11 15 7 14 15 30 12 22 August 15 6 3 4 13 15 16 2 21 August 18 12 14 5 19 10 29 41 32 September 6 12 7 4 10 10 3 3 6 September 16 13 3 12 12 17 23 27 20 October 7 4 8 3 16 16 4 0 October 25 15 3 8 15 25 18 31 November BM 3 17 5 5 2 November 10 14 4 6 9 12 27 26 December 3 14 9 8 7 15 4 0 December 9 12 6 7 10 11 39 12 TOTAL al3=112 70 149 149 94 33 64 TOTAL 177 136 118 98 148 149280 260 222 Ins•iration Jan Feb Marc Apr May Jun Jul Aug Sep Oct Nov Dec Total, 15 5 12 10 6 17 13 14 4 13 8 5 11 118 16 10 19 11 9 7 13 40 8 14 131 Regional Housing Permits Wylie Pending Developments Sachse Pending Developments Estates of Creekside-45 ac. 63 Lots, 3 open space Jackson Hills Phase 3A-2 -55 Lots Braddock Place, Phase 2 - 185 ac. - 44 Lots Heritage Park- Phase 3-81 Lots Kreymer Estates Phase 1 - 36.475 ac. - 110 Lots Parkwood Ranch - Phase 2-102 Lots Lewis Ranch -53 ac. -216 Lots Jackson Hills- Phase 3B- 114 Lots Woodbridge 16 -25.083 ac. - 111 Lots Jackson Meadows-51 Lots Dominion of Pleasant Valley- 361.4 ac. -975 Lots Woodbridge- Phase 19- 148 Lots Covington Estates Ph 1 - 14.308 ac. -44 lots ETJ Bozeman Farms-780 lots remaining (145 under cons.) C & F Copeville Addition -3.515 ac 3 Lots Alanis Crossing - Phase 1 -29.292 ac-53 Lots Geckler Addition - 14.274 ac 1 Lot Braddock Place, Phase 3-18.322 ac. - 53 Lots, 2 open space Reyes estates-3.61 ac 2 Lots Wilson Creek-38 ac. 140 lots Creeks Crossing-3.187 ac 2 Lots Inspiration 2B-25 ac. 76 lots Wylie ETJ ZC 2014-08 Nails-25 ac. 105 Townhomes Hunter's Cove Phase I -31.414 ac 58 Lots Bozman Farms Phase 3-50.392 ac 139 Lots Braddock Place Phase 4-25.608 ac 77 Lots Braddock Plase Phase 3 - 18.322 ac. 53 Lots Creekside Estates Phase VII -23.267 ac. - 11 Lots Castle Park- 31.41 ac 56 Lots Inspiration Phase 1 &2--53 Lots Kreymer Estates Amenity Center-3.3 ac. 1 Lot Kreymer Estates Phase 2 -23.171 ac 60 Lots Kreymer Estates Phase 3 -29.7654 ac 74 Lots Mansions at Wylie Seniors- 13.125 ac 1 Lot Schupbach Estates-0.633 ac. 2 Lots Wooded Creek Phase 2 Amenity Center-0.512 ac 1 Lot Creekside Estates Phase VI I I -20.551 ac 65 Lots Kreymer Estates Phase 4-27.312 ac 78 Lots Bozman Farms Phase 5-69.071 ac 198 Lots HNI Townhome Addition- 10.06 ac 104 Lots Alanis Crossing Phase II-26.239 ac 42 Lots Trailsplace Lot 6-BR&6 C-0.256 ac 2 Lots Kreymer Park-45.57 ac 151 Lots Kreymer Estates Phase 3 -29.7654 ac 74 Lots Braddock Place Phase 5-28.019 ac Railroad Addition Block 31- 1 ac. Creekside Estates Ph 9- 12 ac