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06-12-2018 (WEDC) Agenda Packet vsy NOTICE OF MEETING Wylie Econom Co Ric Development I O Regular Meeting Agenda June 12, 2018—6:30 A.M. WEDC Offices—Conference Room 250 South Highway 78—Wylie, Texas Marvin Fuller President Todd Winners Vice President John Yeager Secretary Demond Dawkins_... Treasurer Bryan Brokaw Board Member Mayor Eric Hogue Ex-Officio Member Mindy Manson,City Manager Ex-Officio Member Samuel Satterwhite 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 May 16, 2018 Minutes of the WEDC Board of Directors Meeting. II. Consider and act upon approval of the May 2018 WEDC Treasurer's Report. III. Consider and act upon authorizing WEDC President Marvin Fuller to execute all documentation necessary to effectuate the sale of Lot 4RB within Railroad Industrial Park Addition, consisting of 1.569 acres, to SCSD-FINNELL, Ltd along with all documents contemplated within the Purchase and Sale Agreement executed on January 10, 2018 between SCSD-FINNELL, Ltd and the WEDC. IV. Consider and act upon issues surrounding the provision of WEDC assistance toward infrastructure improvements to be made by Taylor and Son Properties, LLC benefiting property located at 107 N. Jackson Avenue. WEDC—Agenda June 12, 2018 Page 2 of 2 DISCUSSION ITEMS V. Staff report: review issues surrounding WEDC Performance Agreement Summary, Environmental Activity Summary, REVA Hospitality, Dank Real Estate, LP, FY 2018 — 2019 Budget, JRMK Properties, ICSC 2018, and regional housing starts. VI. Discussion of issues to be placed on future WEDC Board Meeting agenda (no substantial consideration/discussion allowed). 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 at: • Oak& Ballard • Birmingham& 78 • Project 10-7 Section 551.087 (Economic Development) of the Local Government Code, Vernon's Texas Code Annotated(Open Meetings Act). Deliberation regarding commercial or financial information that the WEDC has received from a business prospect and to discuss the offer of incentives for: • Project 2018-4b • Project 2018-4c • Project 2018-5a • Project 2018-6a • Project 2018-6b • Project 2018-6c RECONVENE INTO OPEN MEETING ADJOURNMENT CERTIFICATION I cert that this Notice of Meeting was posted on this 8th day of June 2018 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. Stephanie Storm,City Secretary Date Notice Removed Minutes Wylie Economic Development Corporation Board of Directors Meeting Wednesday, May 16, 2018 —6:30 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 6:38 a.m. Board Members present were John Yeager, Bryan Brokaw, and Demond Dawkins. Ex-officio members Mayor Eric Hogue and City Manager Mindy Manson were present. Councilman Matthew Porter was also 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 April 18, 2018 Minutes of the Wylie Economic Development Corporation (WEDC) Board of Directors Meeting. MOTION: A motion was made by Demond Dawkins and seconded by Bryan Brokaw to approve the April 18, 2018 Minutes of the Wylie Economic Development Corporation. The WEDC Board voted 4 — FOR and 0 — AGAINST in favor of the motion. ITEM NO.2—Consider and act upon approval of the April 2018 WEDC Treasurer's Report. Staff reviewed the items contained in the Treasurers Report and called the Board's attention to the continuing decline in Sales Tax Revenue for FY 2017 —2018 including a 16.8% decline in April and-5.7%for the fiscal year. A-$258,000 in Audit Collections was identified in the Comptrollers report with staff unsure as to the reasoning for the significant audit adjustment. City Manager Manson indicated that staff would contact the City's sales tax consultant for additional information. Staff indicated that it has revised the target sales tax revenue number for this fiscal year to $2.6 mm. WEDC—Minutes May 16, 2018 Page 2 of 5 MOTION: A motion was made by John Yeager and seconded by Bryan Brokaw to approve the April 2018 Treasurer's Report for the Wylie Economic Development Corporation. The WEDC Board voted 4—FOR and 0—AGAINST in favor of the motion. ITEM NO.3—Consider and act upon approval of a Performance Agreement between JRMK Properties, LLC and the WEDC. Demond Dawkins excused himself from the Board Meeting at 6:52 a.m. prior to consideration of this item as he is an employee of JRMK Properties, LLC which poses a conflict of interest. Staff reminded the Board that Mr. Jal Dennis purchased the building at 601 Commerce Street with the intent of undertaking significant renovations to ultimately relocate his business. As discussed previously, the former EZ Loan building was in such a state of disrepair and could not adequately park an office use of this size that Mr. Dennis chose to undertake a $400,000 remodel which has greatly enhanced the 544 corridor and is complementary to WEDC/City efforts surrounding the 544 Gateway project. As presented in Executive Session on multiple occasions beginning in August of 2017,Mr.Dennis approached the WEDC inquiring as to the potential for assistance with the project specifically relating to parking infrastructure. As directed by the Board in Executive Session and more so in Open Session on April 18, 2018, a Performance Agreement was presented for review providing for a$10,000 incentive package for infrastructure assistance to JRMK Properties, LLC. MOTION: A motion was made by Bryan Brokaw and seconded by John Yeager to approve a Performance Agreement between JRMK Properties, LLC and the WEDC. The WEDC Board voted 3 —FOR and 0—AGAINST in favor of the motion. Demond Dawkins returned to the meeting at 6:56 a.m. ITEM NO. 4—Consider and act upon issues surrounding the construction of infrastructure benefitting commercial properties on Ballard Street. Over the past 12+ months, staff has been attempting to identify opportunities which will justify the construction of alleys between: (1) Oak and Marble just west of Jackson Street; and (2) Jefferson and Brown just east of Ballard. However great the need is by and of itself, it is staff's opinion that these significant infrastructure costs must be tied to expanding commercial activities. On the `Jackson Street' alley, staff has been informed that the Rocking M project was officially cancelled due to increasing costs and personal circumstances impacting one of the principal partners. However, Taylor & Son has purchased the property at 107 Jackson which presents an opportunity. WEDC—Minutes May 16, 2018 Page 3 of 5 Taylor is completely remodeling the 1,290 square foot home at 107 Jackson(which had previously housed an insurance office) and planning on providing approximately 3 improved parking spaces at the rear of the property which exceeds the parking requirement of 2 on-site spaces and 2 off-site spaces (located on Jackson). Staff has proposed to Taylor to construct as many spaces as possible at the rear of the site (approximately 6-7),with modest WEDC assistance on-site, and tie into a to- be-constructed alley by the WEDC. Taylor is open to the concept and is developing a parking layout and cost estimate. Taylor also built a parking lot behind their property on 104 Birmingham which would benefit from tying onto an alley. Also, staff continues to support the philosophy that the alley greatly enhances the marketability of the WEDC property at 105 Jackson and further justifies construction of the same. The `Ballard Street' alley is currently impacted by 3 active projects. 304, 306, and 308 Ballard which are all in some phase of development/expansion. The owner of 308 Ballard has a tenant interested (office user), no improved parking surface, and has attempted to utilize a crushed concrete product which the City is currently evaluating. Staff believes minor on-site assistance will facilitate the investment by the property owner to develop the parking required for the 1,084 square foot building. The remodeling efforts at 306 Ballard which have stalled over the past 4—6 months are currently underway once again with staff negotiating for increased parking at the rear of the property over and above what will be required which could total 7— 8 spaces. Finally, Conversations Coffee, while already having a parking lot at the rear of their site, believes that access to an alley will greatly impact the flow of traffic for their customers and will pay to tie on to the same. Staff sought direction from the Board to negotiate with multiple landowners who are remodeling their properties on Ballard and Jackson with the goal of increasing on-site parking over and above a minimum threshold and recommended that the Board authorize the design of the alley off Jackson and the construction of the alley off Ballard. Councilman Matthew Porter asked staff about the creation of primary jobs associated with this project. Staff explained that certain targeted infrastructure projects necessary to promote or develop new or expanded business enterprises are not required to create or retain primary jobs. The Board requested that staff proceed with design of the alleyways and continue to speak to adjacent property owners regarding their level of interest and willingness to participate in providing additional parking spaces above the minimum requirement. Staff will present those findings to the Board at a future meeting for consideration and action. No action was taken on this Item. WEDC—Minutes May 16, 2018 Page 4 of 5 DISCUSSION ITEMS ITEM NO. 5 - Staff report: Staff reviewed issues surrounding WEDC Performance Agreement Summary, Environmental Activity Summary, Highway 78 WEDC Pad Sites, CFA Opening, FY 2018-2019 Budget, 544 Gateway Property, and regional housing starts. Staff updated the Board on WEDC activities and properties noting the opening of Chick-Fil-A on May 9th. Additionally, staff informed the Board that development of the 2018-2019 Budget is progressing and will be presented to the Board at a later date. ITEM NO. 6 — Discussion of issues to be placed on a future WEDC Board Meeting agenda (no substantial consideration/discussion allowed). No Board Member requested any items to be placed on future Agendas. EXECUTIVE SESSION Recessed into Closed Session at 7:43 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: • Oak& Ballard Section 551.087 - (Economic Development) of the Local Government Code, Vernon's Texas Code Annotated (Open Meetings Act). Deliberation regarding commercial or financial information that the WEDC has received from a business prospect and to discuss the offer of incentives for: • Project 2018-4a • Project 2018-4b • Project 2018-4c • Project 2018-5a John Yeager left the meeting at 8:25 a.m. and did not return. RECONVENE INTO OPEN MEETING The WEDC Board of Directors reconvened into open session at 8:29 a.m. and took no action. WEDC—Minutes May 16, 2018 Page 5 of 5 ADJOURNMENT With no further business, President Fuller adjourned the WEDC Board meeting at 8:29 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: May 2018 Treasurer's Report -4--....) DATE: June 8, 2018 Issue Consider and act upon approval of the May 2018 WEDC Treasurer's Report. Analysis From the Balance Sheet,page 1: Deposits - $2,000. This amount reflects a $2,000 deposit paid to Wylie Industrial Court for the current location of the WEDC office. Account Rec — Forgivable Loans - $210,000. This figure represents the loan made to Exco Extrusion Dies in the amount of$350,000. The first 2 loan payments were forgiven on February 24, 2017 and February 24, 2018 respectively, in accordance with the terms of the Performance Agreement. Assuming Exco remains in compliance, the remaining 3 loan payments will be forgiven in equal amounts of$70,000 on an annual basis effective February 24th Deferred Outflows - $638,000. This is a total of incentive payments which are due in the future. A breakdown of these charges includes: B & B Theatres - $25,000, Exco Extrusion Dies — $40,000, REVA Hospitality- $100,000, DCU - $100,000, DANK Real Estate - $83,000, MIKTEN - $20,000, Cross Development- $250,000, Hooper-Woodbridge - $20,000. Balance Sheet,page 2: Deferred Inflow - $117,000. This figure represents the Exco Extrusion Dies forgivable loan which will be reduced by $39,000 annually over a 5-year period. The annual $39,000 amount represents one fifth of the $195,000 gain that would have occurred if the loan forgiveness were not in place ($350,000 - $155,000 = $195,000). The first and second payments of$39,000 were forgiven on 2-24-17 and 2-24-18, respectively, with three payments remaining. WEDC May 2018 Treasurers Report June 8, 2018 Page 2 of 2 Revenue and Expense Report,page 2: Rental Income — $12,205. DCU - $3,000, Delta-E - $800, Helical Concepts - $400, Wheels Unlimited - $1,435, Trimark - $2,070, Richmond Hydromulch - $500, Austin-Said - $3,000, Wylie Northeast- $1,000. Revenue and Expense Report,page 3: Office Supplies - $55.50. Copy paper and paper clips. Food Supplies - $103.36. Open House — 100 Oak ($58.07), Kitchen Supplies ($25.92), WEDC Board Meeting Meals ($19.37). Computer Maintenance — $568.34. Microsoft 360 Software ($255.84), Computer Repair - Satterwhite ($312.50). Incentives - $42,013. JRMK($10,000), DCU—Gas Line ($32,013). Special Services — $22,226.28. Oak Street HVAC/Gas Line Repair ($100), Environmental — Kirby ($18,553.96), Janitorial Service ($157.50), Traffic Counts ($3,200), No Parking Signs ($214.82). Advertising - $1,595. In& Around- May($1,595). Community Development - $4,955. Taste of Wylie Auction Sponsor ($455), FFA Auction Sponsor($4,500). Travel & Training — $1,914.69. ICSC Air - Greiner ($178.81), CCIM Luncheon ($40), TEDC Webinar ($79), TEDC-Air-Greiner ($356.40), Bus Mtg/Project. Updates ($988.08), ICSC Room Deposit ($285.72) Uber Reimbursement(-$13.32). Dues & Subscriptions - $701.74. Club Corp Dues. Audit & Legal. - $4,357.50. Atty Fees: 544 Gateway ($1,125), Boyd ($280), SCSD-Finnell ($2,952.50). Recommendation Staff recommends that the WEDC Board of Directors approve the May 2018 Treasurer's Report. Attachments May 2018 Treasurer's Report Sales Tax Revenue Wylie Economic Development Corporation Statement of Net Position As of May 31,2018 Assets Cash and cash equivalents $ 377,921.07 Receivables $ 210,000.00 Note 1 Inventories $ 8,902,929.85 Prepaid Items $ - Total Assets $ 9,490,850.92 Deferred Outflows of Resources Pensions $ 66,481.55 Total deferred outflows of resources $ 66,481.55 Liabilities Accounts Payable and other current liabilities $ 7,836.01 Unearned Revenue $ 120,000.00 Note 2 Non current liabilities: Due within one year $ 588,451.59 Note 3 Due in more than one year $ 3,535,515.61 Total Liabilities $ 4,251,803.21 Deferred Inflows of Resources Pensions $ (2,839.41) Total deferred inflows of resources $ (2,839.41) Net Position Net investment in capital assets $ - Unrestricted $ 5,308,368.67 Total Net Position $ 5,308,368.67 Note 1: Includes incentives in the form of forgivable loans for$210,000.00 Note 2: Exco amortization;deposits from rental property Note 3: Liabilities due within one year includes compensated absences of$63,028 Note 4: The WEDC provides monetary incentives to companies to relocate/expand within the City of Wylie. At May 31,2018,these commitments totaled$638,000 • • 6-06-2018 03:42 PM CITY OF WYLIE PAGE: 1 BALANCE SHEET AS OF: MAY 31ST, 2018 111-WYLIE ECONOMIC DEVEL CORP ACCOUNT# TITLE ASSETS 1000-10110 CLAIM ON CASH & CASH EQUIV 375,921.07 1000-10115 CASH - WEDC - INWOOD 0.00 1000-10135 ESCROW 0.00 1000-10180 DEPOSITS 2,000.00 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 0.00 1000-12810 LEASE PAYMENTS RECEIVABLE 0.00 1000-12950 LOAN PROCEEDS RECEIVABLE 0.00 1000-12996 LOAN RECEIVABLE 0.00 1000-12997 ACCTS REC - JTM TECH 0.00 1000-12998 ACCTS REC - FORGIVEABLE LOANS 210,000.00 1000-14112 INVENTORY - MATERIAL/ SUPPLY 0.00 1000-14116 INVENTORY - LAND & BUILDINGS 8,902,929.85 1000-14118 INVENTORY - BAYCO/ SANDEN BLVD 0.00 1000-14310 PREPAID EXPENSES - MISC 0.00 1000-14410 DEFERRED OUTFLOWS 638,000.00 10,128,850.92 TOTAL ASSETS 10,128,850.92 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 [ 0.07) 2000-20117 TMRS PAYABLE 1,596.20 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 1,208.30 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 19.58 2000-20199 MISC PAYROLL PAYABLE 0.00 6-06-2018 03:42 PM CITY OF WYLIE PAGE: 2 BALANCE SHEET AS OF: MAY 31ST, 2018 111-WYLIE ECONOMIC DEVEL CORP ACCOUNT# TITLE 2000-20201 AP PENDING 0.00 2000-20210 ACCOUNTS PAYABLE 5,000.00 2000-20530 PROPERTY TAXES PAYABLE 0.00 2000-20540 NOTES PAYABLE 638,000.00 2000-20810 DUE TO GENERAL FUND 0.00 2000-22270 DEFERRED INFLOW 117,000.00 2000-22275 DEF INFLOW - LEASE PRINCIPAL 0.00 2000-22280 DEFERRED INFLOW - LEASE INT 0.00 2000-22915 RENTAL DEPOSITS 3,000.00 TOTAL LIABILITIES 765,836.01 EQUITY 3000-34110 FUND BALANCE - RESERVED 0.00 3000-34590 FUND BALANCE-UNRESERV/UNDESIG 9,727,718.57 TOTAL BEGINNING EQUITY 9,727,718.57 TOTAL REVENUE 1,314,769.15 TOTAL EXPENSES 1,679,472.81 REVENUE OVER/(UNDER) EXPENSES ( 364,703.66) TOTAL EQUITY & OVER/(UNDER) 9,363,014.91 TOTAL LIABILITIES, EQUITY & OVER/(UNDER) 10,128,850.92 6-06-2018 03:42 PM CITY OF WYLIE PAGE: 1 BALANCE SHEET AS OF: MAY 31ST, 2018 922-GEN LONG TERM DEBT (WEDC) ACCOUNT# TITLE ASSETS 1000-10312 GOVERNMENT NOTES 0.00 1000-18110 LOAN - WEDC 0,00 1000-18120 LOAN - BIRMINGHAM 0.00 1000-18210 AMOUNT TO BE PROVIDED 0.00 1000-18220 BIRMINGHAM LOAN 0.00 1000-19050 DEE OUTFLOW - CONTRIBUTIONS 27,922.29 1000-19075 DEF OUTFLOW - INVESTMENT EXP 34,333.48 1000-19100 DEF OUTFLOW - ACT EXP/ASSUMP 4,225.78 1000-19125 (GAIN)/LOSS ON ASSUMPTION CHG( 2,839.41) 63,642.14 TOTAL ASSETS 63,642.14 LIABILITIES 2000-20310 COMPENSATED ABSENCES PAYABLE 90,879.88 2000-20311 COMP ABSENCES PAYABLE-CURRENT 0.00 2000-21410 ACCRUED INTEREST PAYABLE 4,847.65 2000-28205 WEDC LOANS/CURRENT 520,575.94 2000-28220 BIRMINGHAM LOAN 0.00 2000-28230 INWOOD LOAN 0.00 2000-28232 ANB LOAN/EDGE 0.00 2000-28233 ANB LOAN/PEDDICORD WHITE 486,231.80 2000-28234 ANB LOAN/RANDACK HUGHES 0.00 2000-28235 ANB LOAN 0.00 2000-28236 ANB CONSTRUCTION LOAN 0.00 2000-28237 ANB LOAN/ WOODBRIDGE PARKWAY 401,725.96 2000-28238 ANB LOAN/BUCHANAN 79,151.81 2000-28239 ANB LOAN/JONES:HOBART PAYOFF 95,009.40 2000-28240 HUGHES LOAN 0.00 2000-28245 ANB LOAN/DALLAS WHIRLPOOL 2,000,000.00 2000-28247 JARRARD LOAN 256,732.59 2000-28250 CITY OF WYLIE LOAN 0.00 2000-28260 PRIME KUTS LOAN 0.00 2000-28270 BOWLAND/ANDERSON LOAN 0.00 2000-28280 CAPITAL ONE CAZAD LOAN 0.00 2000-28290 HOBART/COMMERCE LOAN 0.00 2000-29150 NET PENSION LIABILITY 188,812.17 TOTAL LIABILITIES 4,123,967.20 EQUITY 3000-34590 FUND BALANCE-UNRESERV/UNDESIG( 4,368,437.30) 3000-35900 UNRESTRICTED NET POSITION ( 114,969.00) TOTAL BEGINNING EQUITY ( 4,483,406.30) TOTAL REVENUE 0.00 TOTAL EXPENSES ( 423,081.24) 6-06-2018 03:42 PM CITY OF WYLIE PAGE: 2 BALANCE SHEET AS OF: MAY 31ST, 2018 922-GEN LONG TERM DEBT (WEDC) ACCOUNT# TITLE REVENUE OVER/(UNDER) EXPENSES 423,081.24 TOTAL EQUITY & OVER/(UNDER) ( 4,060,325.06) TOTAL LIABILITIES, EQUITY & OVER/(UNDER) 63,642.14 6-06-2018 03:44 PM CITY OF WYLIE PAGE: 1 REVENUE AND EXPENSE REPORT - (UNAUDITED) AS OF: MAY 31ST, 2018 111-WYLIE ECONOMIC DEVEL CORP FINANCIAL SUMMARY CURRENT CURRENT PRIOR YEAR Y-T-D Y-T-D BUDGET I OF BUDGET PERIOD PO ADJUST. ACTUAL ENCUMBRANCE BALANCE BUDGET REVENUE SUMMARY TAXES 2,831,474.00 203,707.17 0.00 1,202,456.69 0.00 1,629,017.31 42.47 INTERGOVERNMENTAL REV. 0.00 0.00 0.00 0.00 0.00 0.00 0.00 INTEREST INCOME 14,957.8E 0.00 0.00 58,197.25 0.00 •( 43,239.37) 389.07 MISCELLANEOUS INCOME 1,606,020.00 12,205.00 0.00 54,115.21 0.00 1,551,904.79 3.37 OTHER FINANCING SOURCES 0.00 0.00. 0.00 0.00 0.00 0.00 0.00 TOTAL REVENUES 4,452,451.88 215,912.17 0.00 1,314,769.15 0.00 3,137,682.73 29.53 EXPENDITURE SUMMARY DEVELOPMENT CORP-WEDC 4,859,259.00 172,966.65 0.00 1,679,472.81 1,570.80 3,172,215.39 34.72 TOTAL EXPENDITURES 4,859,259.00 172,966.65 0.00 1,679,472.81 7,570.80 3,172,215.39 34.72 REVENUE OVER/(UNDER) EXPENDITURES ( 406,807.12) 42,945.52 0.00 ( 364,703.66) ( 7,570.80) ( 34,532.66) 91.51 6-06-2018 03:44 PM CITY OF WYLIE PAGE: 2 REVENUE AND EXPENSE REPORT - (UNAUDITED) AS OF: MAY 31ST, 2018 111-WYLIE ECONOMIC DEVEL CORP REVENUES CURRENT CURRENT PRIOR YEAR Y-T-D Y-T-D BUDGET o 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 2r831f474.00 203,707.17 0.00 1,202,456.69 0.00 1,629,017.31 42.47 TOTAL TAXES 2,831,474.00 203,707.17 0.00 1,202,456.69 0.00 1,629,017.31 42.47 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 3,000.00 0.00 0.00 2,644.53 0.00 355.47 88.15 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 2,502.66 0.00 0.00 1,205.16 0.00 1,297.50 48.16 4000-46160 LOAN REPAYMENT (PRINCIPAL) 9,455.22 0.00 0.00 54,347.56 0.00 t 44,892.34) 574.79 4000-46210 BANK MONEY MARKET INTEREST 0.00 0.00 0.00 0.00 0.00 0.00 0.00. TOTAL INTEREST INCOME 14,957.88 0.00 0.00 58,197.25 0.00 ( 43,239.37) 389.07 MISCELLANEOUS INCOME 4000-48110 RENTAL INCOME 103,200.00 12,205.00 0.00 85,115.00 0.00 18,085.00 82.48 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 0.21 0,00 ( 0.21) 0.00 4000-48430 GAIN/(LOSS) SALE OF CAP ASS 1,502,820.00 0.00 0.00 ( 31,000.00) 0.00 1,533,820.00 2.06- TOTAL MISCELLANEOUS INCOME 1,606,020.00 12,205.00 0.00 54,115.21 0.00 1,551,904.79 3.37 OTHER FINANCING 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 0.00 0.00 .0.00 0.00 0.00 0.00 0.00 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 0.00 0.00 0.00 0.00 TOTAL OTHER FINANCING SOURCES 0.00 0.00 0.00 0.00 0.00 0.00 0.00 TOTAL REVENUES 4,452,451.88 215,912.17 0.00 1,314,769.15 0.00 3,137,682.73 29.53 6-06-2018 03:44 PM CITY OF WYLIE PAGE: 3 REVENUE AND EXPENSE REPORT - (UNAUDITED) AS OF: MAY 31ST, 2018 111-WYLIE ECONOMIC DEVEL CORP DEVELOPMENT CORP-WEDC DEPARTMENTAL EXPENDITURES CURRENT CURRENT PRIOR YEAR Y-T-D Y-T-D BUDGET % OF BUDGET PERIOD PO ADJUST. ACTUAL ENCUMBRANCE BALANCE BUDGET PERSONNEL SERVICES 5611-51110 SALARIES 284,473.00 21,833.46 0.00 180,738.24 0.00 103,734.76 63.53 5611-51130 OVERTIME 0.00 0.00 0.00 0.00 0.00 0.00 0.00 5611-51140 LONGEVITY PAY 1,309.00 0.00 0.00 1,300.00 0.00 9.00 99.31 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 12,600.00 969.26 0.00 8,031.01 0.00 4,568.99 63.74 5611-51220 PHONE ALLOWANCE 4,656.00 0.00 0.00 3,492.00 0.00 1,164.00 75.00 5611-51230 CLOTHING ALLOWANCE 0.00 0.00 0.00 0.00 0.00 0.00 0.00 5611-51260 MOVING ALLOWANCE 0.00 0.00 0.00 0.00 0.00 0.00 0.00 5611-51310 TMRS 44,996.00 0.00 0.00 26,042.42 0.00 18,953.58 57.88 5611-51410 HOSPITAL & LIFE INSURANCE 36,671.00 3,236.16 0.00 25,306.88 0.00 11,364.12 69.01 5611-51415 EXECUTIVE HEALTH PLAN 0.00 0.00 0.00 0.00 0.00 0.00 0.00 5611-51420 LONG-TERM DISABILITY 1,622.00 0.00 0.00 661.11 0.00 960.89 40.76 5611-51440 FICA 18,500.00 1,347.74 0.00 9,123.96 0.00 9,376.04 49.32 5611-51450 MEDICARE 4,327.00 315.18 0.00 2,647.03 0.00 1,679.97 61.17 5611-51470 WORKERS COMP PREMIUM 786.00 0.00 0.00 419.48 0.00 366.52 53.37 5611-51480 UNEMPLOYMENT COMP (TWC) 810.00 0.00 _ 0.00 486.00 0.00 324.00 60.00 TOTAL PERSONNEL SERVICES 410,750.00 27,701.80 0.00 258,248.13 0.00 152,501.87 62.87 SUPPLIES 5611-52010 OFFICE SUPPLIES 16,140.00 55.50 0.00 6,009.27 0.00 10,130.73 37.23 5611-52040 POSTAGE & FREIGHT 980.00 0.00 0.00 143.55 0.00 836.45 14.65 5611-52130 TOOLS/ EQUIP (NON-CAPITAL) 0.00 0.00 0.00 0.00 0.00 0.00 0.00 5611-52810 FOOD SUPPLIES 2,250.00 103.36 0.00 1,417.91 0.00 832.09 63.02 5611-52990 OTHER 0.00 0.00 0.00 0.00 0.00 0.00 0.00 TOTAL SUPPLIES 19,370.00 158.86 0.00 7,570.73 0.00 11,799.27 39.08 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 3,000.00 568.34 0.00 2,157.83 0..00 842.17 71.93 5611-54990 OTHER 5,000.00 0.00 0.00 0.00 0.00 5,000.00 0.00 TOTAL MATERIALS FOR MAINTENANC 8,000.00 568.34 0.00 2,157.83 0.00 5,842.17 26.97 CONTRACTUAL SERVICES 5611-56030 INCENTIVES 987,069.00 42,013.00 0.00 488,864.38 0.00 498,204.62 49.53 5611-56040 SPECIAL SERVICES 276,276.00 22,226.28 0.00 228,798.82 7,338.00 40,139.18 85.47 5611-56080 ADVERTISING 146,355.00 1,595.00 0.00 31,014.00 0.00 115,341.00 21.19 5611-56090 COMMUNITY DEVELOPMENT 52,350.00 4,955.00 0.00•: 35,512.02 0.00 16,837.18 67.84 5611-56110 COMMUNICATIONS 9,936.00 523.82 0.00 6,299.39 232.80 3,403.81 65.74 5611-56180 RENTAL 29,328.00 2,444.00 0.00 21,803.98 0.00 7,524.02 74.35 5611-56210 TRAVEL & TRAINING 36,450.00 1,914.69 0.00 13,674.07 0.00 22,775.93 37.51 5611-56250 DUES & SUBSCRIPTIONS 29,598.00 701.74 0.00 20,542.24 0.00 9,055.76 69.40 5611-56310 INSURANCE 3,810.00 0.00 0.0.0 2,772.47 0.00 1,037.53 72.77 5611-56510 AUDIT & LEGAL SERVICES 33,000.00 4,357.50 0.00 27,231.73 0.00 5,768.27 82.52 5611-56570 ENGINEERING/ARCHITECTURAL 30,000.00 0.00 0.00 2,700.00 0.00 27,300.00 9.00 5611-56610 UTILITIES-ELECTRIC 4,900.00 243.41 0.00 2,322.46 0.00 2,577.54 47.40 TOTAL CONTRACTUAL SERVICES 1,639,072.00 80,974.44 0.00 881,536.36 7,570.80 749,964.84 54.24 6-06-2018 03:44 PM CITY OF WYLIE PAGE: 4 REVENUE AND EXPENSE REPORT - (UNAUDITED) AS OF: MAY 31ST, 2018 111-WYLIE ECONOMIC REVEL CORP DEVELOPMENT CORP-WEDC DEPARTMENTAL EXPENDITURES CURRENT CURRENT PRIOR YEAR Y-T-D Y-T-D BUDGET % OF BUDGET PERIOD PO ADJUST. ACTUAL ENCUMBRANCE BALANCE BUDGET DEBT SERVICE & CAP. REPL 5611-57110 DEBT SERVICE 1,429,580.93 0.00 0.00 0.00 0.00 1,429,580.93 0.00 5611-57410 PRINCIPAL PAYMENT 441,231.52 50,849.50 0.00 423,100.44 0.00 18,131.08 95.89 5611-57415 INTEREST EXPENSE 139,023.55 12,713.71 0.00 106,859.32 0.00 32,164.23 76.86 5611-57710 BAD DEBT EXPENSE _ 0.00 0.00 0.00 0.00 0.00 0.00 0.00 TOTAL DEBT SERVICE & CAP. REPL 2,009,836.00 63,563.21 0.00 529,959.76 0.00 1,479,876.24 26.37 CAPITAL OUTLAY 5611-58110 LAND-PURCHASE PRICE 770,231.00 0,00 0.00 573,844.35 0.00 196,386.65 74.50 5611-58120 DEVELOPMENT FEES 0.00 0.00 0.0❑ 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 1,000.00 0.00 0.00 0.00 0.00 1,000.00 0.00 5611-58830 FURNITURE & FIXTURES 1,000.00 0.00 0.00 0.00 0.00 1,000.00 0.00 5611-58910 BUILDINGS 0.00 0.00 0.00 0.00 0,00 0.00 0.00 5611-58995 CONTRA CAPITAL OUTLAY 0.00 0.00 0.00 ( 573,844.35) 0.00 573,044.35 0.00 TOTAL CAPITAL OUTLAY 772,231.00 0.00 0.00 0.00 0.00 772,231.00 0.00 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 PROJ FU 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 4,859,259.00 172,966.65 0.00 1,679,472.81 7,570.80 3,172,215.39 34.72 TOTAL EXPENDITURES 4,859,259.00 172,966.65 0.00 1,679,472.81 7,570.80 3,172,215.39 34.72 REVENUE OVER (UNDER) EXPENDITURES ( 406,807.12) 42,945.52 0.00 ( 364,703.66) ( 7,570.80) ( 34,532.66) 91.51 *** END OF REPORT *** 6-06-2018 3:46 PM DETAIL LISTING PAGE: 1 FUND : 111-WYLIE ECONOMIC DEVEL CORP PERIOD TO USE: May-2018 THRU May-2018 DEPT : 611 DEVELOPMENT CORP-WEDC ACCOUNTS: 5611-52010 THRU 5611-58910 POST DATE TRAN # REFERENCE PACKET DESCRIPTION VEND INV/JE # NOTE AMOUNT---- ====BALANCE==== 5611-52010 OFFICE SUPPLIES BEGINNING BALANCE 5,953.77 5/24/18 5/24 A15753 CHK: 096723 00593 PAPER, CLIPS 000392 2600 WEDC 55.50 6,009.27 .------ .----- MAY ACTIVITY DB: 55.50 CR: 0.00 55.50 5611-52040 POSTAGE & FREIGHT BEGINNING BALANCE 143.55 5611-52130 TOOLS/ EQUIP (NON-CAPITAL) BEGINNING BALANCE 0.00 5611-52160 TOOLS/ EQUIP - $100-$999.99 BEGINNING BALANCE 0.00 5611-52810 FOOD SUPPLIES BEGINNING BALANCE 1,314.55 5/21/18 5/21 A15364 DFT: 000589 00479 WYLIE NE BREAKFAST 000912 8277 MAY18 SATTERW 58.07 1,372.62 5/21/18 5/21 A15386 DFT: 000589 00481 WEDC BOARD MTG MEAL 000912 8277 WYGANT MAY18 10.18 1,382.80 5/21/18 5/21 A15386 DFT: 000589 00481 KITCH. SUPP - CUPS 000912 8277 WYGANT MAY18 25.92 1,408.72 5/21/18 5/21 A15386 DFT: 000589 00481 WEDC BRD MTG MEAL 000912 8277 WYGANT MAY18 9.19 1,417.91 . #. -- ---- MAY ACTIVITY DB: 103.36 CR: 0.00 103.36 5611-52990 OTHER BEGINNING BALANCE 0.00 5611-54630 TOOLS & EQUIPMENT BEGINNING BALANCE 0.00 5611-54810 COMPUTER HARD/SOFTWARE BEGINNING BALANCE 1,589.49 5/21/18 5/21 A15320 DFT: 000589 00463 MSFT OFC 365 ONLINE CLAS 000912 8277 GREINE MAY18 255.84 1,845.33 5/29/18 5/29 A16015 CHK: 096791 00668 COMP REP. - SATTERWHITE 004806 16077 312.50 2,157.83 - - - - MAY ACTIVITY DB: 568.34 CR: 0.00 568.34 6-06-2018 3:46 PM DETAIL LISTING PAGE: 2 FUND : 111-WYLIE ECONOMIC DEVEL CORP PERIOD TO USE: May-2018 THRU May-2018 DEPT : 611 DEVELOPMENT CORP-WEDC ACCOUNTS: 5611-52010 THRU 5611-58910 POST DATE TRAN # REFERENCE PACKET DESCRIPTION VEND INV/JE # NOTE AMOUNT==== ====BALANCE==== 5611-54990 OTHER BEGINNING BALANCE 0.00 5611-56030 INCENTIVES BEGINNING BALANCE 446,851.38 5/22/18 5/22 A15640 CHK: 096685 00542 JRMK INCENTIVE 1 OF 1 005062 INCENTIVE #1 10,000.00 456,851.38 5/22/18 5/22 A15510 CHK: 096645 00521 DCU-GAS LINE INSTALL 005057 1702 WEDC 32,013.00 488,864.38 _ffi MAY ACTIVITY DB: 42,013.00 CR: 0.00 42,013.00 5611-56040 SPECIAL SERVICES BEGINNING BALANCE 206,572.54 5/21/18 5/21 A15386 DFT: 000589 00481 OAK ST AC UNITS 000912 8277 WYGANT MAY18 100.00 206,672.54 5/21/18 5/21 A15386 DFT: 000589 00481 NO PARKING SIGNS 000912 8277 WYGANT MAY18 214.82 206,887.36 5/22/18 5/22 A15497 CHK: 096646 00521 TRAFFIC COUNTS 000701 201817 WEDC 3,200.00 210,087.36 5/22/18 5/22 A15550 CHK: 096661 00528 JANITORIAL-MAY 002330 44238 157.50 210,244.86 5/31/18 5/31 A16190 CHK: 096841 00753 PROF SERV-ENVIRN 544GTEW 004337 26252 01459.010 18,553.96 228,798.82 MAY ACTIVITY DB: 22,226.26 CR: 0.00 22,226.28 5611-56080 ADVERTISING �rrr BEGINNING BALANCE 29,419.00 5/22/18 5/22 A15586 CHK: 096672 00533 AD- IN & AROUND-MAY 18 000391 16763 WEDC 1,595.00 31,014.00 ___= = MAY ACTIVITY DB: 1,595.00 CR: 0.00 1,595.00 5611-56090 COMMUNITY DEVELOPMENT BEGINNING BALANCE 30,557.82 5/15/18 5/15 A14654 CHK: 096441 00258 AUCTION SPONSOR 001501 050918 SPONSOR 4,500.00 35,057.82 5/21/18 5/21 A15364 DFT: 000589 00479 TASTE OF WYLIE SPONS 000912 8277 MAY18 SATTERW 455.00 35,512.82 =;.•-••••=m= MAY ACTIVITY DB: 4,955.00 CR: 0.00 4,955.00 5611-56110 COMMUNICATIONS BEGINNING BALANCE 5,775.57 5/18/18 5/18 A15158 CHK: 096583 00427 INTERNET-WEDC AP25-MY24 004568 2101577989 APR25-M 232.80 6,008.37 5/21/18 5/21 A15364 DFT: 000589 00479 TELEPHONE SVC 000912 8277 MAY18 SATTERW 177.05 6,185.42 5/24/18 5/24 A15755 CHK: 096722 00593 TABLET SERVICE 001797 822495799-07 APR18 113.97 6,299.39 R,,....__==., MAY ACTIVITY DB: 523.82 CR: 0.00 523.82 • 6-06-2018 3:46 PM DETAIL LISTING PAGE: 3 FUND : 111-WYLIE ECONOMIC DEVEL CORP PERIOD TO USE: May-2018 THRU May-2018 DEPT : 611 DEVELOPMENT CORP-WEDC ACCOUNTS: 5611-52010 THRU 5611-58910 POST DATE TRAN # REFERENCE PACKET DESCRIPTION VEND INV/JE # NOTE AMOUNT==== ====BALANCE==== 5611-56180 RENTAL BEGINNING BALANCE 19,359.98 5/22/18 5/22 A15472 CHK: 096622 00514 COPIER RENT - WEDC 003509 103921 AP28-MY27 194.00 19,553.98 5/22/18 5/22 A15592 CHK: 096674 00533 RENT JUNE 18 003231 052118 WEDC 2,250.00 21,803.98 ==s= MAY ACTIVITY DB: 2,444.00 CR: 0.00 2,444.00 5611-56210 TRAVEL & TRAINING BEGINNING BALANCE 11,759.38 5/04/18 5/04 C60963 RCPT 00952789 25572 UBER REIMBURSEMENT/ 13.32CR 11,746206 5/21/18 5/21 A15320 DFT: 000589 00463 CCIM LUNCHEON 000912 8277 GREINE MAY18 40.00 11,786.06 5/21/18 5/21 A15320 DFT: 000589 00463 TEDC WEBINAR 000912 8277 GREINE MAY18 79.00 11,865,06 ' 5/21/18 5/21 A15320 DFT: 000589 00463 TEDC-AIR-GREINER 000912 8277 GREINE MAY18 356.40 12,221.46 5/21/18 5/21 A15320 DFT: 000589 00463 ICSC-AIR CH-GRIENER 000912 8277 GREINE MAY18 178.81 12,400.,27 5/21/18 5/21 A15320 DFT: 000589 00463 BUS MTG-TAYLOR STELL FOO 000912 8277 GREINE MAY18 33.80 12,434,07 5/21/18 5/21 A15364 DFT: 000589 00479 BUS MTG-CFA -5 STARBUCKS 000912 8277 MAY18 SATTERW 22.03 12,456.10 5/21/18 5/21 A15364 DFT: 000589 00479 BUS MTG - INVENTRUST-FOO 000912 8277 MAY18 SATTERW 303.69 12,759.79 5/21/18 5/21 A15364 DFT: 000589 00479 BUS MTG-CROSS DEV 000912 8277 MAY18 SATTERW 21.50 12,781,29 5/21/18 5/21 A15364 DFT: 000589 00479 BUS MTG - CROSS DEV 000912 8277 MAY18 SATTERW 227.33 13,008.62 5/21/18 5/21 A15364 DFT: 000589 00479 BUS MTG.-FOOD 000912 8277 MAY18 SATTERW 32.62 13,041.24 5/21/18 5/21 A15364 DFT: 000589 00479 BUS MTG-FOOD 000912 8277 MAY18 SATTERW 3.34 13,044.58 5/21/18 5/21 A15364 DFT: 000589 00479 BUS MTG-EXTRUDERS-FOOD 000912 8277 MAY18 SATTERW 343.77 13,388.35 5/21/18 5/21 A15386 DFT: 000589 00481 MGM - ROOM DEP 000912 8277 WYGANT MAY18 285.72 13,674.07 � = MAY ACTIVITY DB: 1,928.01 CR: 13.32CR 1,914.69 5611-56220 PROFESSIONAL TRAINING BEGINNING BALANCE 0.00 5611-56250 DUES & SUBSCRIPTIONS BEGINNING BALANCE 19,840.50 5/21/18 5/21 A15364 DFT: 000589 00479 CLUB CORP DUES 000912 8277 MAY18 SATTERW 701.74 20,542.24 a = MAY ACTIVITY DB: 701.74 CR: 0.00 701.74 5611-56310 INSURANCE BEGINNING BALANCE 2,772.47 • 6-06-2018 3:46 PM DETAIL LISTING PAGE: 4 FUND : 111-WYLIE ECONOMIC DEVEL CORP PERIOD TO USE: May-2018 THRU May-2018 DEPT : 611 DEVELOPMENT CORP-WEDC ACCOUNTS: 5611-52010 THRU 5611-58910 POST DATE TRAN # REFERENCE PACKET DESCRIPTION VEND INV/JE # NOTE AMOUNT---- ====BALANCE==== 5611-56510 AUDIT & LEGAL SERVICES BEGINNING BALANCE 22,874.23 5/22/18 5/22 A15507 CHK: 096639 00521 ATTY-544 GATEWAY-CTY PRO 004947 32586 WEDC 1,125.00 23,999.23 5/24/18 5/24 A15747 CHK: 096713 00593 ATTY FEES-BOYD 000023 104 2793-0001M WED 280.00 24,279.23 • 5/24/18 5/24 A15748 CHK: 096714 00593 ATTY FEES-SCSD-FINNE 000023 6 2793-0081M WEDC 2,952.50 27,231.73 ___- MAY ACTIVITY DB: 4,357.50 CR: 0.00 4,357.50 5611-56570 ENGINEERING/ARCHITECTURAL BEGINNING BALANCE 2,700.00 5611-56610 UTILITIES-ELECTRIC BEGINNING BALANCE 2,079.05 5/22/18 5/22 A15557 CHK: 096656 00528 UTILITIES-ELECTRIC 003302 1171655489 APR18 94.71 2,173.76 5/22/18 5/22 A15558 CHK: 096656 00528 UTILITIES-WATER 003302 122-1040-01 APR18 24.56 2,198.32 5/22/18 5/22 A15559 CHK: 096656 00528 UTILITIES-GAS 003302 3029287066 APR18 12.89 2,211.21 5/24/18 5/24 A15749 CHK: 096717 00593 WATER - COMMERCE-MAY 18 000101 126-00541-00 APR18 52.45 2,263.66 5/24/18 5/24 A15750 CHK: 096716 00593 OAK-GAS - FINAL BILL 000246 3043148706 FINAL 58.80 2,322.46 g,....... == MAY ACTIVITY DB: 243.41 CR: 0.00 243.41 5611-57110 DEBT SERVICE BEGINNING BALANCE 0.00 5611-57410 PRINCIPAL PAYMENT BEG I N N I N G BALANCE 372,250.94 5/02/18 5/21 B61109 Bnk Dft 050218 17231 JE28809 K&M PMT #32 JE# 028809 8,264.24 380,515.18 5/10/18 5/21 B61117 Bnk Dft 051018 17238 JE28817 PEDDICORD/WHITE PMT#41 JE# 028817 5,582.26 386,097.44 5/15/18 5/21 B61122 Bnk Dft 051518 17243 JE28822 WB PKWY PMT #45 JE# 028822 12,260.47 398,357.91 5/21/18 5/24 B61187 Bnk Dft 052118 17270 JE28865 JARRARD PROPERTY #17 JE# 028865 2,106.61 400,464.52 5/21/18 5/24 B61189 Bnk Dft 052118 17270 JE28867 EDGE PMT #23 JE# 028867 15,662.86 416,127.38 5/22/18 5/24 B61190 Bnk Dft 052218 17271 JE28868 BUCHANAN PMT #45 JE# 028868 6,973.06 423,100.44 == a MAY ACTIVITY DB: 50,849.50 CR: 0.00 50,849.50 5611-57415 INTEREST EXPENSE BEGINNING BALANCE 94,145.61 5/02/18 5/21 B61109 Bnk Dft 050218 17231 JE28809 K&M PMT #32 JE# 028809 481.01 94,626.62 5/10/18 5/21 B61117 Bnk Dft 051018 17238 JE28817 PEDDICORD/WHITE PMT#41 JE# 028817 1,800.19 96,426.81 5/15/18 5/21 B61122 Bnk Dft 051518 17243 JE28822 WB PKWY PMT #45 JE# 028822 1,007.46 97,434.27 6-06-2018 3:46 PM DETAIL LISTING PAGE: 5 FUND : 111-WYLIE ECONOMIC DEVEL CORP PERIOD TO USE: May-2018 THRU May-2018 DEPT : 611 DEVELOPMENT CORP-WEDC ACCOUNTS: 5611-52010 THRU 5611-58910 POST DATE TRAN # REFERENCE PACKET DESCRIPTION VEND INV/JE # NOTE AMOUNT==== ====BALANCE==== 5/21/18 5/24 B61186 Bnk Dft 052118 17270 JE28864 DALLAS WHIRLPOOL PMT#8 JE# 028864 6,666.67 104,100.94 5/21/18 5/24 B61187 Bnk Dft 052118 17270 JE28865 JARRARD PROPERTY #17 JE# 028865 1,002.54 105,103.48 5/21/18 5/24 B61189 Bnk Dft 052118 17270 JE28867 EDGE PMT #23 JE# 028867 1,396.95 106,500.43 5/22/18 5/24 B61190 Bnk Dft 052218 17271 JE28868 BUCHANAN PMT #45 JE# 028868 358.89 106,859.32 MAY ACTIVITY DB: 12,713.71 CR: 0.00 12,713.71 5611-57710 BAD DEBT EXPENSE BEGINNING BALANCE 0.00 5611-58110 LAND-PURCHASE PRICE BEGINNING BALANCE 573,844.35 5611-58120 DEVELOPMENT FEES BEGINNING BALANCE 0.00 5611-58150 LAND-BETTERMENTS BEGINNING BALANCE 0.00 5611-58210 STREETS & ALLEYS BEGINNING BALANCE 0.00 5611-58410 SANITARY SEWER BEGINNING BALANCE 0.00 5611-58810 COMPUTER HARD/SOFTWARE BEGINNING BALANCE 0.00 5611-58830 FURNITURE & FIXTURES BEGINNING BALANCE 0.00 5611-58910 BUILDINGS BEGINNING BALANCE 0.00 6-06-2018 3:46 PM DETAIL LISTING PAGE: 6 FUND : 111-WYLIE ECONOMIC DEVEL CORP PERIOD TO USE: May-2018 THRU May-2018 DEPT : 611 DEVELOPMENT CORP-WEDC ACCOUNTS: 5611-52010 THRU 5611-58910 POST DATE TRAN # REFERENCE PACKET DESCRIPTION VEND INV/JE # NOTE AMOUNT---- ===--BALANCE==== * * * * * * * * * * * * * 000 ERRORS IN THIS REPORT! •-•-•-�- •-i_•_._•,�_►�►_. ** REPORT TOTALS ** --- DEBITS --- --- CREDITS --- BEGINNING BALANCES: 1,849,804.18 0.00 REPORTED ACTIVITY: 145,278.17 13.32CR ENDING BALANCES: 1,995,082.35 13.32CR TOTAL FUND ENDING BALANCE: 1,995,069.03 Wylie Economic Development Corporation Balance Sheet Sub Ledger May 31, 2018 Notes Payable Date of Rate of Principal Purchase Payment Beginning Bal. Principal Interest Interest Balance May 1, 2018 3,898,305.93 ANBTX-88130976 WOODBRIDGE PKWY (#45 of 80) 8/15/14 13,267.93 463,650.64 12,260.47 1,007.46 2.61 451,390.17 ANBTX-88148481 BUCHANAN(#45 of 60) 8/13/14 7,331.95 114,236.85 6,973.06 358.89 3.77 107,263.79 ANBTX-88149711 PEDDICORD/WHITE(#41 OF 60) 12/12/14 7,382.45 514,338.76 5,582.26 1,800.19 4.20 508,756.50 ANBTX-88158043 K&M/HOBART(#32 of 48) 9/2/15 8,745.25 144,302.02 8,264.24 481.01 4.00 136,037.78 ANBTX-88157334 LINDUFF/EDGE(#32 of 36) 10/21/15 17,059.81 394,432.74 15,662.86 1,396.95 4.25 378,769.88 ANBTX-88158357 DALLAS WHIRLPOOL(#18 of 60) 11/22/16 vanes 2,000,000.00 0.00 6,666.67 4.00 2,000,000.00 JARRARD GRAYS AUTO(#17 OF 120) 12/1/16 3,109.15 267,344.92 2,106.61 1,002.54 4.50 265,238.31 May 31, 2018 $50,849.50 $12,713.71 3,847,456.43 Wylie Economic Development Corporation Inventory Subledger May 31, 2018 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. Ind Ct-Hwy 78 7/06-4/16 Ind Ct-Hwy 78 3.03 1,928,306 Jarrard 12/22/16 201 Industrial Ct 0.29 32,893 3,900 300,493 2,228,799 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 Dallas Whirlpools 11/22/16 900-908 Kirby 4.79 2,182,080 2,725,280 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 n/a 150,964 McMillan 8/24/17 105 N. Jackson 0.26 n/a 89,482 1,207,438 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 1.12 Demo 409,390 409,390 Squire Gallagher 3/14/18 Squire-lot 2-4 2.67 6,000 573,844 573,844 Total 28.30 $876,959 50,974 $8,902,930 $8,902,930 *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. (**) Costs Basis adjusted for partial sale of property (.28 acres or 22.76% of the property at a cost basis of$170,755.53). WEDC EXECUTIVE DIRECTOR J P MorganChase Expense Report April 2018 DATE PAYEE AMOUNT BUSINESS PURPOSE INDIVIDUAL/GROUPS PRESENT 04/05/18 _Starbucks 22.03 Bus. Mtg Satterwhite, CFA(5) 04/10/18 Perry's 303.69 Bus. Mtg Satterwhite, Inventrust(4) 03/31/18 Club Corp 701.74 Dues& Fees n/a 03/02/18 Club Corp 284.79 Bus Mtg Satterwhite, Cross Development 04/18/18 Silver Fox 343.77 Bus. Mtg WEDC, Extruders(5) 04/22/18 Rainbow Donuts 58.07 Open House- 100 Oak n/a 04/23/18 Wylie Christian Care 455.00 Taste of Wylie-Auction Sponsor n/a 05/02/18 Cytracom 177.05 Telephone Service n/a f TOTAL 2,346.14 WEDC Assistant Director JPMorgan Chase Expense Report April 2018 DATE VENDOR PURPOSE AMOUNT 4/6/18 CCIM Luncheon Attendance 40.00 4/6/18 TEDC Webinar 79.00 4/11/18 American Airlines Greiner-Air-TEDC Mid-year conference 356.40 4/24/18 American Airlines Flight Change- ICSC 178.81 4/26/18 Ballard Street Café Breakfast Mtg -Taylor Steil (3) 33.80 5/5/18 Microsoft Office 365 255.84 Total 943.85 WEDC Senior Assistant JPMorgan Chase Expense Report April 2018 DATE VENDOR PURPOSE AMOUNT 4/5/18 Nopps A/C AC Gas Leak Investigation - 100 Oak 100.00 4/17/18 Kroger WEDC Board Mtg Meal 10.18 4/18/18 McDonalds WEDC Board Mtg Meal 9.19 4/24/18 Amazon Kitchen Supplies 25.92 4/30/18 Signs Now No Parking Signs 214.82 5/4/18 MGM Grand Room Deposits 285.72 Total 645.83 WYLIE ECONOMIC DEVELOPMENT CORPORATION SALES TAX REVENUE FOR THE MONTH OF JUNE 2018 MONTH WEDC WEDC WEDC DIFF % DIFF 2016 2017 2018 17 VS 18 17 VS 18 DECEMBER $166,418 $197,808 $184,849 -$12,959 -6.55% JANUARY 163,463 196,347 191,896 -4,452 -2.27% FEBRUARY 260,166 276,698 275,668 -1,030 -0.37% MARCH 167,082 191,648 182,852 -8,795 -4.59% APRIL 154,920 168,844 163,485 -5,359 -3.17% MAY 238,646 244,816 203,707 -41,109 -16.79% JUNE 180,194 191,732 199,412 7,680 4.01% JULY 212,620 223,571 AUGUST 268,976 261,573 SEPTEMBER 197,339 210,974 OCTOBER 201,506 195,549 NOVEMBER 270,426 267,816 Sub-Total $2,481,757 $2,627,376 $1,401,869 -$66,024 -4.50% AUDIT ADJ TOTAL $2,481,757 $2,627,376 $1,401,869 -$66,024 -4.50% WEDC SALES TAX ANALYSIS $300,000 -$250,000 - -- $200,000 • - - :::: --1_1111 -1 -$50,000 -$0 .. I f I o io z Wylie Economic Development Corporation MEMORANDUM TO: WEDC Board of Directors FROM: Samuel Satterwhite, Executive Directo SUBJECT: SCSD-FINNELL DATE: June 9, 2018 Issue Consider and act upon authorizing WEDC President Marvin Fuller to execute all documentation necessary to effectuate the sale of Lot 4RB within Railroad Industrial Park Addition, consisting of 1.569 acres,to SCSD-FINNELL, Ltd along with all documents contemplated within the Purchase and Sale Agreement executed on January 10,2018 between SCSD-FINNELL,Ltd and the WEDC. Analysis As attached for your review,the WEDC entered into a Purchase and Sale Agreement with SCSD- FINNELL, LTD on January 10, 2018 for the sale of 1.54 acres and developed with a proposed 10,000 square foot multi-tenant building. Also attached for your review is the recorded plat showing the subdivided Lot 4RB of 1.569 acres out of the original 3.014 acres owned by the WEDC. As per the agreed upon square foot price, the total sales price will be $1,367,060 before closing expenses. As negotiated within the Purchase and Sale Agreement, and part of the attached Performance Agreement, Finnell will receive a $25,000 reimbursement incentive should a building permit be issued no later than 12-31-18 and a 10,000 square foot multi-tenant structure be substantially complete no later than 10-1-19. Further,Finnell will receive an additional$50,000 reimbursement incentive should a 60% lease ratio of restaurant users be achieved within 30 months of closing. However, should Finnell not achieve a 53% lease ratio within the same 30-month period, Finnell will be subject to paying in addition to the original purchase price,the sum of$125,000 as secured by a Deed of Trust. Recommendation Staff recommends that the WEDC Board of Directors authorize WEDC President Marvin Fuller to execute all documentation necessary to effectuate the sale of Lot 4RB within Railroad Industrial WEDC- SCSD-FINNELL June 9, 2018 Page 2 of 2 Park Addition, consisting of 1.569 acres, to SCSD-FINNELL, Ltd along with all documents contemplated within the Purchase and Sale Agreement executed on January 10, 2018 between SCSD-FINNELL, Ltd and the WEDC. Attachments Purchase and Sale Agreement Recorded Plat Performance Agreement • PURCHASE AND SALE AGREEMENT THIS PURCHASE AND SALE AGREEMENT (this "Agreement") is made and entered into by and among WYLIE ECONOMIC DEVELOPMENT CORPORATION, a Texas non-profit corporation ("Seller") and SCSD-FINNELL, LTD.,a Texas limited partnership ("Purchaser"). ARTICLE I. 1.01. Subject to the terms and conditions hereinafter set forth, Seller agrees to sell and convey to Purchaser good and indefeasible title by Special Warranty Deed which is more particularly described below (the "Deed"), all of that certain real estate and any improvements located thereon, being approximately ±1.54 acres (67,341 square feet) of land,located at the Southwest corner of Industrial and Highway 78 in the City of Wylie, Collin County, Texas, as depicted on Exhibit"A" (the "Land"), together with any and all benefits, privileges, tenements, hereditaments, rights and appurtenances thereon or pertaining to the Land, and all right, title and interest of Seller in and to in and to adjacent streets, alleys or rights-of-way, together with any strips or gores relating to the Land (collectively, the"Property"). The metes and bounds description of the Land contained in the Survey (hereinafter defined) shall be substituted for Exhibit "A7! and shall become a part of this Agreement, as the description of the Land to be conveyed hereunder, upon receipt of the same by Purchaser (subject to the Property being platted at which time the platted lot description shall be substituted for Exhibit"A" and shall become a part of this Agreement,as the description of the Land to be conveyed hereunder,upon receipt of the same by Purchaser). ARTICLE II. PURCHASE PRICE Amount of Purchase Price 2.01. The purchase price shall be the approximate sum of One Million Three Hundred Fory-Six Thousand Eight Hundred Twenty and No/100 dollars ($1,346,820.00) which shall be finalized based upon a price of Twenty and no/100 dollars ($20.00) per square foot ("Purchase Prue") to be determined by the Survey which is more particularly described below after completion,pursuant to the terms this Agreement,with such Purchase Price to be adjusted at Closing for any prorations and closing costs as provided in this Agreement. At Closing, the Purchase Price will be paid by Purchaser to Seller by cash, check, wire transfer or other immediately available funds through the Title Company to an account designated by Seller. ARTICLE III. ESCROW DEPOSIT 3.01. Within five (5) business days of the execution of this Agreement by Purchaser and Seller and for the purpose of securing the performance of Purchaser,under the terms and provisions of this Agreement, Purchaser shall deliver to Iawyerf Title,Attn: D. Barron Cook, 250 South Highway 78, Wylie, Texas 75098 (972) PSA-Wylie EDC/Sale to SCSD Finnell,Ltd. Page 1 2302628v9 442-3541 (telephone);Email: bam.eook@lti ao.1:om (the "Title Company"), a wire transfer, cashier's check or other same day certified funds in the total amount of Ten Thousand and no/100 dollarr ($10,000.00), as an escrow deposit (the "Escrow Deposit"). Purchaser and Seller agree that One Hundred and no/100 dollars ($100.00) of the Escrow Deposit is given as consideration for the Agreement ("Independent Consideration"), which Independent Consideration shall be applied to the Purchase Price at Closing, and shall be paid to Seller in the event the Escrow Deposit is otherwise returned to Purchaser pursuant to the terms of this Agreement. In the event Purchaser fails to timely deliver the Escrow Deposit to the Title Company, this Agreement shall automatically terminate and be of no further force or effect and Seller and Purchaser shall be relieved from all liabilities or obligations hereunder. ARTICLE IV. CONDITIONS TO CLOSING Contingencies 4.01. The obligation of the Purchaser to consummate the transaction contemplated hereby is subject to the satisfaction of each of the conditions herein contained (any of which may be waived in whole or in part by Purchaser at or prior to the Closing): (a) Survey. Within fifteen (15) days after the Effective Date of this Agreement, Seller shall cause to be delivered to Purchaser a new ALTA survey of the Property and of the proposed access easements over the property located to the west of the Property which easements shall provide for access to and from State Highway 78 ["Western Access Drive"] and access across the property owned by Seller abutting the Property to the west (the "Survey"). A portion of the Western Access Drive has already been constructed and platted as a public Access Easement, but Seller understands and agrees to grant such access easements to Purchaser since Purchaser is requiring same to be private easements. The balance of the Western Access Drive will be platted prior to closing and will be constructed by Seller as set forth below,with the method of construction to be such that same will withstand significant vehicle travel over and across same. The Survey should meet the ALTA 2016 Survey requirements (as more particularly described below), be certified to be accurate, complete and correct to Title Company, Purchaser, Purchaser's lender (if any) and Seller, and shall otherwise be in a form acceptable to the Title Company in order to allow the Title Company to delete at Purchaser's election and expense, the survey exception (except as to "shortages in area") from the Owner's Title Policy to be issued by the Title Company. If and to the extent required by the Tide Company, Seller shall execute any and all affidavits required by the Title Company in order for such Survey to be used for issuance to Purchaser of an Owner Title Policy in the form required by Purchaser.The Survey shall be staked on the ground, and the plat of survey shall show the legal description, boundary lines and the location of all improvements, highways, streets and roads (including the right-of-way and pavement widths of each), signal lights,median breaks, curb-cuts, railroads,rivers, creeks, or other water courses, fences, flood plain as defined by the Federal Emergency Management Agency ("FEMA"), easements (both current and those to be PSA-Wylie EDC/Sale to SCSD Finnell,Ltd. Page 2 2302628v9 • granted), and rights-of-way on or adjacent to the Property and shall set forth the number of total gross square feet comprising the Property. The Survey will: (1) be prepared by a Registered Professional Land Surveyor; (2) be prepared in accordance with the "Minimum Standard Detail Requirements for ALTA/NSPS Land Tide Surveys," jointly established and adopted by ALTA and NSPS in 2016, and containing items 1, 2, 3, and 4 of Table A to those standards (any additional Table A items requested by Purchaser to be included on the Survey will be at the Purchaser's sole cost and expense), and depicting all recorded and visible utilities; (3) show the land area, and (4) comply with the following general requirements: (i) be in a form reasonably acceptable to Purchaser, Purchaser's lender and the Title Company; (ii) set forth a legal description of the Property by reference to a platted lot or lots; (iii) set forth a separate legal description of the Western Access Drive; (iv) show that the Survey was made on the ground with corners marked with monuments either found or placed; (v) show any discrepancies or conflicts in boundaries, and any visible encroachments; (vi) contain the surveyor's certificate to Purchaser, Title Company, Purchaser's Lender and Seller that the Survey is true and correct; and (vii) show the location and size of all matters affecting the Property and adjacent to the Property, if any, if recorded or visible and apparent, such as but not limited to building set back lines (as shown on any recorded plat or to be recorded plat), streets and roads, encroachments, easements, recording information of recorded easements, (i) pavement, protrusions, rights-of-way, and (m) any markers or other visible evidence of utilities. The Survey must also show the area of the Property covered by the 100-year flood plain, and that area, as reasonably determined by the surveyor, will be conclusive for purposes of this Agreement, even though the surveyor may qualify that determination as approximate. After approval of the Survey by Seller, Purchaser and the Title Company, the legal description of the Property set forth in the Survey will be incorporated in this Agreement as the legal description of the Property, and will be used in the deed and any other documents requiring a legal description of the Property (unless the Plat is finalized and recorded as provided in this Agreement in which event the legal description contained in the Plat shall be used for the deed and any other closing documents requiring a legal description). (b) Preliminary Title Commitment. Within fifteen (15) days after the Effective Date of this Agreement at Seller's sole cost and expense, Seller shall cause the Title Company to issue to Purchaser a preliminary title commitment (the"Title Commitment") in the amount of the anticipated Purchase Price on the current TLTA Owner's Title Policy form accompanied by true, correct and legible copies of all recorded documents relating to easements, rights-of-way, and any instruments referred to in any schedule of the Title Commitment (the "Title Documents"). With regard to the Title Commitment, Schedule B of the Title Commitment must comply with the following requirements: (a) the exception for restrictive covenants must either list specific restrictions with recording data, or state "none"; (b) the survey exception must reflect that it will be deleted, except as to shortages in area, at Purchaser's expense (and Schedule C may condition such deletion upon the presentation of an acceptable survey); (c) the exception for taxes must reflect only the current year and subsequent years, and subsequent taxes for prior years due to change in land use or PSA-Wylie EDC/Sale to SCSD Finnell,Ltd. Page 3 2302628v9 • ownership; (d) no exception will be permitted for "visible and apparent easements" or words to that effect (although reference may be made to any specific easement or use shown on the survey); (e) no exception will be permitted for "rights of parties in possession" or "rights of tenants in possession"; and (f) no mortgage will be shown on Schedule B (with any other indebtedness to be shown on Schedule C as to be released at Closing). (c) Title Review Period. Purchaser shall have twenty (20) days (the "Review Period") after Purchaser's receipt of the later of the Survey, the Title Commitment and the Title Documents to review the same and deliver in writing to Seller such objections as Purchaser may have to anything contained in them (the "Objection Notice"). Notwithstanding anything contained in this Agreement to the contrary, in all events and regardless of whether Purchaser objects to such exceptions, on or before the Closing, Seller shall do the following: (i) discharge any voluntary lien created by Seller that is secured by any portion of the Property; (ii) discharge any lien for delinquent ad valorem taxes; (iii) discharge any mortgage or deed of trust encumbering the Property; and (iv) discharge or bond around any mechanics' liens created by a contractor or subcontractor performing work for and at the direction of Seller. In the event Purchaser states that any of the Survey,Title Commitment, Title Documents or any item therein contained,is not satisfactory, Purchaser may either: (a) terminate this Agreement and have the Escrow Deposit returned to Purchaser; or (b) conditionally accept title subject to Seller's obligations contained in this Agreement and subject to Seller's removal or written agreement to remove at Closing of any matters contained in such Objection Notice within fifteen (15) days from receipt of such Objection Notice (the "Title Cute Period"),in which case Seller may elect, at its sole option, to use commercially reasonable efforts to remove or cure such objectionable matters, but shall have no duty or obligation to remove or cure any of such objectionable matters (except as otherwise required in this Agreement or in Seller's written agreement to remove such matters). If Seller cannot remove or cure such matters before the expiration of the Title Cure Period that can be removed or cured prior to Closing(but not any items required to be removed or cured as of Closing), or if Seller elects not to remove or cure any of Purchaser's objections, then at Purchaser's election within ten (10) days following the expiration of the Title Cure Period, Purchaser may either waive its uncured objections or terminate this Agreement and have the Escrow Deposit forthwith returned to Purchaser. Failure by Purchaser to give affirmative written notice to Seller and Title Company that it elects to waive the matters set forth in the Objection Notice on or before five (5) days after the expiration of the Title Cure Period shall not be deemed to be a termination of this Agreement. Purchaser hereby agrees that the lien for taxes for the year of Closing from the date of Closing and subsequent days, as prorated, the Restrictions and any items not objected to timely by Purchaser shall hereinafter be deemed to be permitted exceptions (the "Permitted Exceptions"), and Purchaser shall not be entitled to object to the status of tide, the Survey or avoid the Closing on account of such Permitted Exceptions. (d) Chick-Fit-A Restrictions. On or about June 19, 2017 Seller and Chick-Fil-A, Inc. ("CFA") PSA-Wylie EDC/Sale to SCSD Finnell,Ltd. Page 4 2302628v9 • • entered into an Easement Agreement with Covenants and Restrictions ("EACR") which was placed of record. One of the restrictions contained in the FACR requires certain parking ratios in excess of what the City of Wylie, Texas ("City") requires in connection with a proposed use of the Property for restaurants. Seller has openly and continuously indicated to Purchaser that Seller prefers that Purchaser lease the proposed space in its proposed building improvements to restaurants; however, under the current restrictions contained in the EACR,Purchaser may not be able to lease space to any restaurants over 53% of the currently anticipated lease space. Seller agrees to use its best efforts to obtain from CFA a written confirmation that these restrictions will not apply to the size restaurants planned for the Property, of if necessary, a modification of such restrictions on the Property such that the restriction is not applied cumulatively and will not apply to restaurants of 5,000 square feet or less, thereby allowing Purchaser (at its option) to obtain additional restaurant tenants for the proposed improvements. Any and all modifications of the EACR must be approved by Purchaser prior to Seller's agreement and execution of same. (e) Proposed Use. Purchaser's obligation to close on the Purchase of the Property is further subject to and contingent upon each and all of the following being confirmed or satisfied by the Purchaser at Purchaser's sole cost and expense (unless otherwise specified herein): (i) No material adverse changes to the Property shall have occurred subsequent to the Effective Date of the Agreement and prior to the Closing Date. (ii) The Property is properly zoned for the intended improvements and proposed use. (iii) A Conveyance Plat for the Property to be spearheaded by Purchaser at Seller's and Purchaser's joint expense will be approved by Seller and Purchaser in writing and filed of record at or before Closing which Plat will cause the Property to be a new lot, subject to no additional restrictions on such Plat. (f) Proposed ConstaTtion. Purchaser intends to construct a 10,000 square foot multi-tenant building on the Property. The Property will be subject to a use restriction document(to be negotiated during the Feasibility Period and to be executed by Seller and Purchaser at Closing and to be recorded at Closing) ("Restriction Document")requiring that: (i) the improvements on the Property initially include restaurant(s), which shall occupy a minimum of fifty-three percent (53%) of the square footage of the building improvements including initially a Schlotzsky's Austin Eatery or Schlotzsky's Restaurant ("Restaurant Requirement"), subject to penalties to be contained in the Restriction Document which shall require Purchaser to pay Seller the additional sum of$125,000.00 in the event Purchaser fails to comply with the Restriction Document. Purchaser will have thirty (30) months from Closing to achieve the Restaurant Requirement as evidenced by Certificate(s) of Occupancy issued by the City of Wylie, and must maintain the Restaurant Requirement once the Certificate of Occupancy is issued for six (6) months thereafter. This PSA-Wylie EDC/Sale to SCSD Finnell,Ltd. Page 5 2302628v9 conditional financial penalty will be a secured by a Deed of Trust lien on the Property,which Seller will subordinate to a third-party lender of Purchaser. "Restaurant" shall be defined as a facility that prepares and sells food directly to consumers for immediate consumption and/or tenants requiring restaurant parking. "Restaurant" does not include facilities that provide food to interstate conveyors, central kitchens, and other similar facilities that do not prepare and serve food directly to consumers. (ii) In addition to the standard provisions, the Restriction Document shall also require Seller to execute a recordable document in a form approved by Purchaser whereby Seller acknowledges that Purchaser has complied with the Restaurant Requirement(or Seller waives such Restaurant Requirement and acknowledges receipt of payment by Purchaser in connection with such waiver). (h)Acknowledgement by Purchaser. Purchaser acknowledges that current deed restrictions are in place prohibiting restaurants, which generate 25% or more of its gross sales from the sale of chicken. Additionally, businesses which generate 40% or greater of their total sales from the sale of alcohol are restricted. ,(i) Site Plan and Elevations. Prior to the expiration of the Feasibility Period, Purchaser shall provide to Seller a site plan and elevations, subject to Seller's written approval which shall not be unreasonably withheld or delayed if the elevations are similar to those attached hereto as Exhibit "C" and the site plan is similar to that attached hereto as Exhibit"A". The improvements must contain a minimum of 10,000 square feet of space, and the site plan must include outside dining for any restaurant space located within any end-cap of the improvements. (j) Seller's Require Disclosures.. Seller shall have disclosed to Purchaser any known conditions that would or might adversely affect design, construction and use of the Property as contemplated by this Agreement. (k) Additional Contingencies. Prior to Closing, Seller shall cause all of the following to occur: (i) All wet utilities will be to the perimeter of the Property in the size and general location as required by the City for the Purchaser's proposed improvements. (ii) Seller and City have agreed in writing that if Purchaser leases more than 60% of the space in the proposed improvements to restaurant users (evidenced by executed leases and certificates of occupancy for the improvements),Purchaser shall receive an economic incentive of(i) $50,000 to reimburse purchaser for qualified infrastructure improvements (streets and roads,water and sewer utilities, electric utilities, or gas utilities,drainage, site improvements, and related improvements),and (ii) an additional$25,000 to reimburse purchaser for qualified infrastructure improvements if a building permit is issued and construction commences on the project no later than December 31, 2018, pursuant to a PSA-Wylie EDC/Sale to SCSD Finnell,Ltd. Page 6 2302628v9 written Performance Agreement, the form of which will be approved prior to the expiration of the Feasibility Period. Due Diligence Materials 4.02. Within ten (10) days from the Effective Date of this Agreement, Seller shall deliver to Purchaser any and all of the following which Seller has in its possession that relate to the Property or adjacent tracts of land (herein collectively"Due Diligence Materials"): (a) copies of any environmental assessments, remediation reports, certifications and reports regarding releases and evidence of compliance of such remediation with all Texas Commission on Environmental Quality(TCEQ") requirements; (b) copies of any existing surveys, site topographical map and existing engineering reports, soils reports or studies,geotechnical reports, and engineering plans; (c) copies of all reciprocal easement agreements ("REA's") and reports in Seller's possession; (d) a copy of the latest tax bill that includes the Property; (e) the utility plans or grading plans (and approvals) that Seller has either acquired or obtained or created in connection with Seller's acquisition and/or the adjacent properties; (f) Any other items in Seller's possession relating to the Property and/or the adjacent properties;and (g) All demands or notices of claims of suit regarding any personal injuries, property defects, adverse title claims, or any other claims or alleged claims affecting or related to the Property(including but not limited to any condemnation or eminent domain proceedings). The delivery of such Due Diligence Materials by Seller to Purchaser does not constitute any representation on the part of Seller that the information contained therein is true, accurate or complete. If Seller receives additional Due Diligence Materials,Seller shall immediately deliver same to Purchaser. Feasibility Period 4.03. Purchaser shall have a period of sixty(60) days following the effective date of the Agreement (the "Feasibility Period") within which to ascertain if acquisition of the Property by Purchaser is feasible and to inspect the Property in order to complete all feasibility studies, including but not limited to, the plat, site plan and other necessary approvals from the City of Wylie to proceed to closing for its intended use and construction and development and to determine if the same is suitable for Purchaser's intended use. The Feasibility Period may be extended for one (1) additional 30-day period,with an additional Escrow Deposit in the amount of Five Thousand and No/100 dollars($5,000.00) which shall be applicable to the Purchase Price. In the event Purchaser notifies Seller in writing on or before 5:00 p.m. on the last day of the Feasibility Period, PSA-Wylie EDC/Sale to SCSD Finnell,Ltd. Page 7 2302628v9 • • as may be extended, that Purchaser has ascertained that the acquisition of the Property is not feasible or that Purchaser disapproves or is dissatisfied in any way with the Property, such determinations to be made in Purchaser's sole and absolute discretion, then this Agreement shall terminate and the Escrow Deposit (as defined herein) delivered by Purchaser to Tide Company shall be returned to Purchaser; provided however that the Independent Consideration shall be paid to Seller by the Tide Company. In the event Purchaser fails to so notify Seller in writing prior to the expiration of the Feasibility Period of Purchaser's election to terminate this Agreement, this Agreement shall continue in full force. Seller hereby grants to Purchaser during the Feasibility Period the right to enter upon the Property and conduct such tests as Purchaser deems necessary. Purchaser shall indemnify, defend, and hold harmless Seller from all claims, actions or causes of action, other than those resulting from Seller's negligence or malfeasance, which might occur by virtue of the entry upon or testing of the Property and provided further that in the event Purchaser does not return the Property to its condition prior to Purchaser's activities, Purchaser shall be responsible for all damages occasioned to the Property arising out of the entry upon or testing of the Property, and this indemnity and covenant will survive the Closing or termination of this Agreement for a period of six (6) months. Notwithstanding the delivery of the above described studies and test,if any,Purchaser acknowledges that any information of any type which Purchaser has received or may receive from Seller, or its agents,is furnished to Purchaser as a courtesy only and on the express condition that Purchaser shall make an independent verification of the accuracy of such information, all such information is being furnished without any representation or warranty by Seller as to the truth,accuracy,or completeness of such information, other than the representations and warranties contained herein. Purchaser shall use good faith efforts to notify Seller in advance of any meetings or conferences with employees, officials or representatives of the City of Wylie and shall give Seller an opportunity to participate in the same. Platting of the Property 4.04. As required above, the Property will be platted prior to the Closing. All parties acknowledge that the Property has to be platted on or prior to Seller's conveyance of the Property at the Closing in order to comply with Sec. 212.004 of the Texas Local Government Code. In the event that the conveyance plat is not recorded or ready to be recorded as of the date of Closing specified in this Agreement, all parties agree that the date of Closing shall be automatically extended until five (5) business days (not to exceed a total of 30 business days) after the receipt of all required approvals and signatures from all necessary parties in order that such plat will be filed at or prior to Closing. The cost for platting the Property will be shared equally by the parties. Reciprocal Easement Agreement PSA-Wylie EDC/Sale to SCSD Finnell,Ltd. Page 8 2302628v9 • • 4.05. Seller and Purchaser shall during the Feasibility Period agree upon the form of a reciprocal access easement agreement ("REA") to provide (a) the following access easements (i) ingress and egress to and from the Property to the State Highway 78 and described above as the Western Access Drive, (ii) ingress and egress to and from the Property to the property located abutting the Property along its eastern boundary line and (iii) ingress and egress over and across the adjoining properties located to the west of the Property and annotated on Exhibit"A" as Vacant (a/k/a the Adjacent Property), and (iii) ingress and egress across the Property for the benefit of the Seller's abutting Property to gain access to Industrial Court to the ease, and (b) any and all necessary easements over the other properties shown on Exhibit"A" (and any other property owned by Seller) for the benefit of the Property for all utilities necessary for Purchaser to develop the Property,including but not limited to rights to drain into the common detention area, if any. The REA will further provide that Seller will have ingress and egress across the Property to gain access to the public road east of the Property. The easement agreement shall include,but shall not be limited to, the Seller's obligation to complete the construction of the access easement areas across Seller's property across the Vacant site to the perimeter of the Property. The REA shall also contain such other provisions which Purchaser and Seller reasonably anticipate are necessary for their proposed development of the Property and the Seller's adjoining Property, along with typical maintenance obligations regarding the access drives by each party, required insurance, the ability of either party to perform maintenance if the owner of the easement area fails to do so (along with the right of reimbursement), and other typical provisions. Purchaser and Seller shall use good faith efforts to negotiate and agree upon such REA during the Feasibility Period. Conditions to Purchaser's Obligations 4.06. Additional conditions to Purchaser's obligation to close the Purchase of the Property are: (a) Seller's representations and warranties set forth in this Agreement are true, complete and correct,in all material respects both as of the date of this Agreement and as of the Closing;and (b) Seller has fully performed all of the obligations to be performed by Seller, in all material respects. If the items above have not been satisfied, verified or otherwise waived by Purchaser in writing, on or before the Closing, Purchaser may elect: (i) by five (5) days' prior written notice to Seller and the Title Company, cancel this Agreement and Purchaser shall thereupon receive the Escrow Deposit;or (ii) treat such failure as a breach by Seller of its obligations under this Agreement. Conditions to Seller's Obligations 4.07. Seller's obligation to close this transaction is subject to the satisfaction, or waiver by Seller in writing of the following conditions on and as of Closing: PSA-Wylie EDC/Sale to SCSD Finnell,Ltd. Page 9 2302628v9 • (a) Purchaser's representations and warranties set forth in this Agreement are true, complete and correct,in all material respects and (b) Purchaser has fully performed all of its obligations to be performed by Purchaser,in all material respects. If the items above have not been satisfied or otherwise waived by Seller in writing, subject to Seller's performance of all of its obligations hereunder, on or before the Closing, Seller may,as its sole remedy, by vie (5) days' prior written notice to Purchaser and the Tide Company, cancel this Agreement and Seller shall thereupon receive the Escrow Deposit. ARTICLE V CLOSING 5.01. The Closing of the purchase and sale transaction contemplated herein shall be at the offices of the Tide Company, on or before the first business day after thirty (30) days following the expiration of the Feasibility Period (the "Closing Date"). The base tide policy premiums shall be paid by Seller and allocated in accordance with each of their respective interests, and any endorsements or extended coverage shall be paid by Purchaser. Any survey costs and platting expenses shall be allocated to the Seller and Purchaser equally, except for any additional Table A requested by Purchaser (other than those to be paid for by Seller as provided in this Agreement). The Seller shall pay the costs of recording any releases, and one-half of the cost of recording the Deed,REA and Restriction Document and those costs shall be allocated in accordance with each of their respective interests, and the Purchaser shall pay one-half of the cost of recording the Deed, REA and Restriction Document cost of and any lender costs on its side of the transaction. The escrow fees shall be allocated in accordance with each party's respective interests and both parties agree that each party will pay one-half of such fees. All other costs shall be allocated among the Parties, as is customary for a transaction of this character in the county where the Property is located, or as otherwise agreed. 5.02. At the Closing,Seller shall: (a) Cause the Plat to be recorded of record if same has not been recorded previously. (b) Deliver to Purchaser the duly executed and acknowledged Special Warranty Deed in the form attached hereto as Exhibit`B." conveying good and indefeasible tide in fee simple to the Property, free and clear of any and all liens, encumbrances, conditions, easements, assessments, and restrictions, except for the following: i. Ad Valorem taxes and assessments for the year of Closing (from and after the date of Closing) and subsequent years not yet due and payable, which shall be pro-rated as of the Closing Date;and ii. The Permitted Exceptions (to be reviewed and approved by Purchaser);and iii. Any other exceptions approved by Purchaser pursuant to this Agreement or in writing; PSA-Wylie EDC/Sale to SCSD Finnell,Ltd. Page 10 2302628v9 • • (c) Deliver to Purchaser the duly executed and acknowledged REA and Restrictions Document. (d) Deliver to Purchaser at Seller's sole cost and expense, a current TLTA form Texas Owner's Title Policy issued by the Title Company in Purchaser's favor in the full amount of the Purchase Price, insuring Purchaser's fee simple tide to the Property, subject only to the Permitted Exceptions, and the standard pre-printed exceptions contained in the usual form of Texas Owner's Title Policy containing a survey exception deletion at Purchaser's expense, except as to shortages in area and such other endorsements as required by Purchaser at Purchaser's expense. (e) Deliver to Purchaser an affidavit, signed and acknowledged by Seller under penalties of perjury, certifying that Seller is not a nonresident alien, foreign corporation, foreign partnership, foreign trust, foreign estate, or other foreign person within the meaning of Sections 1445 and 7701 of the Internal Revenue Code of 1986, as amended,and the associated Treasury regulations. (f) Deliver to Purchaser evidence of Seller's authority and capacity to close this transaction. (g) Deliver to Purchaser possession of the Property. 5.03. At the Closing,Purchaser shall: (a) Deliver to the Tide Company the Purchase Price, less pro-rations and adjustments as provided in this Agreement,by cashier's check,wire transfer or otherwise in immediately available funds. (b) Deliver to Seller Evidence of Purchaser's authority and capacity to close this transaction. 5.04. All state, county, and municipal taxes and assessments, if any, for the then current year relating to the Property will be assumed by the Purchaser, since Seller is a tax exempt entity. 5.05. Each party shall pay any attorney's and other professional fees incurred by such party. All other costs and expenses of Closing the sale and purchase shall be borne and paid as provided in this Agreement, or if this Agreement is silent, as is usual and customary for real estate transactions in Collin County,Texas. ARTICLE VI REAL ESTATE COMMISSIONS 6.01. It is expressly understood and agreed that the only brokers involved in the negotiation and consummation of this Agreement have been EDGE Realty Partners,which represents the Seller ("EDGE") and John T. Evans Company Qim Jamerson) who represents the Purchaser ("JTE", with EDGE and JIE collectively the "Brokers"). Conditioned upon the Closing and funding of the transaction contemplated herein, Seller shall pay to the Brokers, a total commission equal to the amount of seven percent (7%), of which four percent (4%) shall be payable to the JTE and three percent(3%) shall be payable to EDGE at the Closing and funding of the transaction. The real estate commission described above, upon the Closing of the purchase and sale contemplated by this Agreement shall be the responsibility of the Seller. Seller hereby agrees to indemnify, PSA-Wylie EDC/Sale to SCSD Finnell,Ltd. Page 11 2302628v9 • • defend, and hold harmless the Purchaser from any and all claims for any other commission(s), brokerage fees or finder's fees brought by any person asserting a claim against Purchaser or Seller. ARTICLE VII REPRESENTATIONS AND COVENANTS 7.01. Seller's Representations. As a material inducement to the Purchaser to execute and perform its obligations under this Agreement, the Seller hereby represents and warrants to the Purchaser as of the date of execution of this Agreement and shall reaffirm through the date of the Closing as follows: (a) At Closing, Seller has the right to, and will, convey to Purchaser good and indefeasible fee simple tide to the Property free and clear of any and all liens, assessments, unrecorded easements, security interests and other encumbrances except only to the Permitted Exceptions. (b) Representations and warranties set forth in this Agreement are true, complete and correct,in all material respects both as of the date of this Agreement and as of the Closing; Seller shall not further encumber any of the Property or allow an encumbrance upon the tide to any of the Property, or execute or modify the terms or conditions of any leases, Agreements or encumbrances, if any, currently affecting the Property without the written consent of Purchaser. (c) To Seller's current actual knowledge, there are no actions, suits, or proceedings (including, but not limited to, condemnation) pending or threatened against the Property, at law or in equity or before any federal, state,municipal, or other government agency or instrumentality,domestic or foreign. (d) The Property is not in a water district that requires any statutory notice or disclosure to the Purchaser. (e) A portion of the property was contaminated by a prior owner with hazardous materials necessitating the environmental remediation of the Land which remediation has been completed by either the prior owner and/or the Seller. (f) The execution and delivery of this Agreement and the consummation of this transaction shall not constitute a violation, breach or default by either Seller of any term or provision of any other instrument of which either Seller is a party or to which either Seller or the Property may be subject. (g) The Seller is a municipal development corporation and has all the requisite power and authority to enter into, deliver and perform this Agreement. (g) The Seller is not involved in any litigation pertaining to the Property or any bankruptcy, reorganization or insolvency proceeding. (i) At the time of Closing, there will be no lease or other use agreement in effect with regard to any of the Property and there will not be any party in possession of any of the Property other than Seller. PSA-Wylie EDC/Sale to SCSD Finnell,Ltd. Page 12 2302628v9 (j) Seller warrants and represents that the Property is not subject to any taxes or assessments applicable to the Property as a result of a change in land usage or ownership ("Rollback Taxes"). Notwithstanding anything contained in this Agreement to the contrary, this warranty and representation contained in this subparagraph (j) shall survive the Closing for four years from the date of Closing. EXCEPT AS EXPRESSLY PROVIDED HEREIN, IT IS UNDERSTOOD AND AGREED THAT SELLER IS NOT MAKING ANY WARRANTIES OR REPRESENTATIONS OF ANY KIND OR CHARACTER, EXPRESS OR IMPLIED, WITH RESPECT TO THE PROPERTY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OR REPRESENTATIONS AS TO MATTERS OF TITLE (OTHER THAN WARRANITES OR REPRESENTATIONS SET FORTH IN THIS AGREEMENT AND SELLER'S WARRANTY OF TITLE SET FORTH IN THE SPECIAL WARRANTY DEED TO BE DELIVERED AT CLOSING), ZONING, TAX CONSEQUENCES, PHYSICAL OR ENVIRONMENTAL CONDITION, OPERATING HISTORY OR PROJECTIONS, VALUATION, GOVERNMENTAL APPROVALS, GOVERNMENTAL REGULATIONS OR ANY OTHER MATTER OR THING RELATING TO OR AFFECTING THE PROPERTY. EXCEPT AS EXPRESSLY PROVIDED IN THIS SECTION OR AS SET FORTH IN THIS AGREEMENT, PURCHASER AGREES THAT WITH RESPECT TO THE PROPERTY, PURCHASER HAS NOT RELIED UPON AND WILL NOT RELY UPON, EITHER DIRECTLY OR INDIRECTLY, ANY REPRESENTATION OR WARRANTY OF SELLER OR SELLER'S REPRESENTATIVES. PURCHASER WILL CONDUCT SUCH INSPECTIONS AND INVESTIGATIONS OF THE PROPERTY, INCLUDING, BUT NOT LIMITED TO, THE PHYSICAL AND ENVIRONMENTAL CONDITIONS THEREOF, AND RELY UPON SAME, AND, UPON CLOSING, SHALL ASSUME THE RISK THAT ADVERSE MATTERS, INCLUDING, BUT NOT LIMITED TO, ADVERSE PHYSICAL AND ENVIRONMENTAL CONDITIONS, MAY NOT HAVE BEEN REVEALED BY SELLER'S WARRANTIES AND REPRESENTATIONS OR PURCHASER'S FEASIBILITYS AND INVESTIGATIONS. PURCHASER AGREES TO TAKE WHATEVER ACTION AND PERFORM WHATEVER INVESTIGATIONS AND STUDIES PURCHASER DEEMS NECESSARY TO SATISFY ITSELF AS TO THE CONDITION OF THE PROPERTY AND THE EXISTENCE OR NONEXISTENCE OF, OR CURATIVE ACTION TO BE TAKEN WITH RESPECT TO, ANY HAZARDOUS AND/OR TOXIC SUBSTANCES ON OR DISCHARGED FROM THE PROPERTY. PURCHASER ACKNOWLEDGES AND AGREES THAT UPON CLOSING SELLER SHALL SELL AND CONVEY TO PURCHASER AND PURCHASER SHALL ACCEPT THE PROPERTY "AS IS, WHERE IS", WITH ALL FAULTS PSA-Wylie EDC/Sale to SCSD Finnell,Ltd. Page 13 2302628v9 AND THERE ARE NO ORAL OR WRITTEN AGREEMENTS, WARRANTIES OR REPRESENTATIONS, COLLATERAL TO OR AFFECTING THE PROPERTY BY SELLER OR ANY THIRD PARTY(OTHER THAN THE WARRANITES OR REPRESENTATIONS SET FORTH IN THIS AGREEMENT AND SELLER'S WARRANTY OF TITLE SET FORTH IN THE SPECIAL WARRANTY DEED TO BE DELIVERED AT CLOSING). FURTHER, PURCHASER HEREBY ACKNOWLEDGES TO SELLER THAT PURCHASER AND SELLER ARE NOT IN A SIGNIFICANTLY DISPARATE BARGAINING POSITION. THE TERMS AND CONDITIONS OF THIS PARAGRAPH SHALL EXPRESSLY SURVIVE THE CLOSING AND SHALL NOT BE MERGED THEREIN. 7.02. Purchaser's Representations. As a material inducement to the Seller to execute and perform its obligations under this Agreement, the Purchaser hereby represents and warrants to the Seller as of the date of execution of this Agreement and shall reaffirm through the date of the Closing as follows: (a) Purchaser is a Texas limited partnership. If Purchaser assigns this Agreement to an allowed third party, such entity shall be duly organized, validly existing and in good standing under the laws of the State of Texas and have all the requisite power and authority to enter into, deliver and perform this Agreement; (b) No consent or approval of any other person or entity is required in order for this Agreement to be legal, valid and binding upon Purchaser; and the execution and delivery of this Agreement and the consummation of this transaction shall not constitute a violation, breach or default by Purchaser of any term or provision of any other instrument of which Purchaser is a party or to which Purchaser may be subject;and (c) To Purchaser's current actual knowledge, there are no actions, suits, or proceedings pending or threatened against the Purchaser, at law or in equity or before any federal, state, municipal, or other government agency or instrumentality, domestic or foreign that would affect this transaction, and Purchaser has received no written notice of same. The Purchaser is not involved in any bankruptcy, reorganization or insolvency proceeding. ARTICLE VIII BREACH BY SELLER 8.01. In the event Seller shall fail to fully and timely perform any of its obligations hereunder or shall fail to consummate the sale of the Property for any reason, except Purchaser's default, Purchaser may either (i) cancel this Agreement upon giving ten (10) days prior written notice to Seller and Title Company and will be entitled to obtain the return of the Escrow Deposit and, if applicable, the Additional Escrow Deposit(plus any interest thereon), or(ii) pursue specific performance, as its sole and exclusive remedies. PSA-Wylie EDC/Sale to SCSD Finnell,Ltd. Page 14 2302628v9 ARTICLE IX BREACH BY PURCHASER 9.01. In the event Purchaser shall fail to fully and timely perform any of its obligations hereunder or shall fail to consummate the purchase of the Property, the conditions to Purchaser's obligations set forth in this Agreement having been satisfied, and Purchaser being in default and Seller not being in default hereunder, Seller shall cancel this Agreement upon giving ten (10) days prior written notice to Purchaser and Title Company and will be entitled to retain the Escrow Deposit, and if applicable, the Additional Escrow Deposit, as liquidated damages as its sole and exclusive remedy. ARTICLE X CONDEMNATION 10.01. If all or any portion (as reasonably determined by Purchaser) of the Property is condemned (or sold and conveyed in lieu of condemnation) prior to the Closing, Purchaser shall have the option to either: (a)proceed with the Closing and receive all awards or payments made by the condemning authority to which Seller was or might otherwise have been entitled to as a result of such condemnation, or (b) terminate this Agreement and have the Escrow Deposit refunded, whereupon this Agreement shall be of no further force and effect. ARTICLE XI MISCELLANEOUS Survival of Covenants (a) All of the representations,warranties, covenants and agreements of the parties, as well as any rights and benefits of the parties, shall survive the Closing for a period of six (6) months (or such longer period of time as may be contemplated by this Agreement in the specific instance) and shall not be merged therein. Notices (b) Notices.. Notices given pursuant to this Agreement will be effective only if in writing and delivered (i) in person, (ii) by courier, (iii) by reputable overnight courier guaranteeing next business day delivery, (iv) if sent on a business day during the business hours of 9:00 a.m. until 7:00 p.m., central time,via facsimile, with a copy to follow by regular mail, (v) by United States certified mail, return receipt requested, postage prepaid, or (vi) by email (provided that if e-mail is used as the method of delivery, that it shall be deemed delivered as of the date and time of transmission of the email, so long as a hard copy of said notice is also sent by regular mail). All notices will be directed to the other party at its address provided below or such other address as either party may designate by notice given in accordance with this Section. Notices will be effective (i) in the case of personal delivery or courier delivery, on the date of delivery, (ii) if by overnight PSA-Wylie EDC/Sale to SCSD Finnell,Ltd. Page 15 2302628v9 • • courier, one (1) business day after deposit with all delivery charges prepaid, (iii) if by facsimile, on the date of transmission, provided that second copy is sent as required above, and (iv) in the case of certified mail, the one (1) business day after the date of posting at the United States Post Office. The notice addresses for Seller and Purchaser are as follows: If to Seller: Wylie Economic Development Corporation 250 State Highway 78 Wylie,Texas 75098 Attn: Sam Satterwhite&Jason Greiner (972) 442-7901 (telephone) (972) 429-0139 (facsimile) Email: sam@wylieedc.com Email:jason@wylieedc.com Copy to Seller's counsel: Abernathy,Roeder,Boyd&Hullett 1700 Redbud Boulevard,Suite 300 McKinney,Texas 75069 Attn:Randy Hullett&Cynthia Collett (214) 544-4007 (telephone) (214) 544-4044(facsimile) Email:rhullett@a abernethy-la v.co Email:ccollert tr abernathy-law.eom If to Purchaser: SCSD-Finnell,Ltd. 1600 Corporate Court,Suite 150 Irving,TX 75038 Attn: Cary Albert (972) 241-2165 (telephone) (214) 241-2167 (facsimile) Email: calbert@ma tsolutions.com Copy to Purcb ser`s counsel: William Roth and Gwen M.Eisenstein 11551 Forest Central Drive,Suite 110 Dallas,TX 75243 (972) 231-2424(telephone for WR) (214) 549-5548 (telephone for GME) (972) 231-5252 (facsimile for WR) (214) 321-9200 (facsimile GME—call GME phone first) Email:wmroth@aol.com Email:gmeisenstein@gmail.com Parties Bound (c) This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective heirs, executors, administrators, legal representatives, successors and assigns where permitted by this Agreement. PSA-Wylie EDC/Sale to SCSD Finnell,Ltd. Page 16 2302628v9 Legal Construction (d) 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 hereof,and this Agreement shall be construed as if such invalid,illegal, or unenforceable provision had never been contained herein. Integration (e) This Agreement constitutes the sole and only agreement of the parties hereto and supersedes any prior understanding or written or oral agreements between the parties respecting the within subject matter. This Agreement cannot be modified or changed except by the written consent of all of the parties. Time of Essence (f) Time is of the essence of this Agreement. If the time period by which any right, obligation or election must be exercised or performed expires on a weekend or legal holiday in the State of Texas or for the Federal Government of the United States, then such time period shall automatically be extended through the close of business on the next business day. Attorney's Fees (g) Any party to this Agreement which is the prevailing party in any legal proceeding against any other party to this Agreement brought under or with relation to this Agreement or transaction shall be additionally entitled to recover court costs and reasonable attorneys' fees from the non-prevailing party, as determined by a court of competent jurisdiction. Gender and Number (h) Words of any gender used in this Agreement shall be held and 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. Compliance (i) In accordance with the requirements of Section 28 of the Texas Real Estate License Act, Purchaser is hereby advised that it should be furnished with or obtain a policy of tide insurance. Effective Date of Agreement (j) The term"Effective Date of this Agreement"as used herein shall mean the date on which this Agreement is fully signed by Seller and Purchaser, and the Escrow Deposit is deposited with the Title Company and receipted by the Tide Company. Counterparts/Fac s imile (j) This Agreement may be executed by original or facsimile signatures in multiple counterparts, each of which shall constitute an original and together constitute one and the same instrument. Assignment PSA-Wylie EDC/Sale to SCSD Finnell,Ltd. Page 17 2302628v9 (k)This Agreement may not be assigned by Purchaser without the prior written consent of Seller, which consent will be within the sole discretion of the Seller. Nevertheless, it is expressly agreed that this Agreement and the rights and obligations thereof may be assigned by Purchaser to an entity under common control with Purchaser (or Purchaser's managers or members) or wholly-owned by Purchaser (or Purchaser's managers or members), or in connection with a tax free exchange or to an entity which is comprised in part by Purchaser or a subsidiary or related party to Purchaser, without the prior consent of Seller; provided, however, that no such assignment shall be effective as to Seller until an executed counterpart of the instrument of assignment has been delivered to Seller by Purchaser, and provided that Purchaser shall continue to be liable for all of Purchaser's obligations hereunder. Tax-Free Exchange (1) Seller and Purchaser hereby acknowledge and agree that Purchaser has the right to effectuate a "tax-free" exchange pursuant to Section 1031 of the Internal Revenue Code in connection with the transaction contemplated in the Agreement. If Purchaser notifies Seller not less than five (5) business days prior to the closing date that Purchaser wishes to effectuate a "tax-free" exchange pursuant to Section 1031 of the Internal Revenue Code, Seller shall cooperate with Purchaser (including, without limitation, executing applicable documents), at no cost, expense, or liability to Seller. The provisions of this paragraph shall survive the Closing. Statutory Notices (m) The following notices are hereby given: (i) If the Property is situated within a utility district subject to the provisions of Section 49.452, Texas Water Code, then at or prior to the Closing, Seller agrees to give Purchaser the written notice required by said Section and Purchaser agrees to sign and acknowledge the notice to evidence receipt thereof. (ii) If the Property adjoins a lake, reservoir, or other impoundment of water that has a storage capacity of at least 5,000 acre-feet at the impoundment's normal operating level, then the following notice applies: NOTICE OF WATER LEVEL FLUCTUATIONS: The water level of the impoundment of water adjoining the Property fluctuates for various reasons,including as a result of: (1) an PSA-Wylie EDC/Sale to SCSD Finnell,Ltd. Page 18 2302628v9 entity lawfully exercising its right to use the water stored in the impoundment; or (2) drought or flood conditions. IRS Reportin,g at Closing (n) Title Company agrees to be the designated "reporting person" under 6045(e) of the U.S. Internal Revenue Code with respect to the real estate transaction described in this Agreement and to prepare, file and deliver such information, returns and statements as the U.S. Treasury Department may require by regulations or forms in connection therewith,including Form 1099-B. Signagee (o) Purchaser and/or Purchaser's broker may place a "Coming Soon" sign on the Property during the term of this Agreement. Execution by$cllcr (p) This Agreement may be executed in counterparts, each of which shall constitute an original, and all of which, taken together, shall constitute a single Agreement. Seller shall have until 5:00 p.m. on January , 2018, within which to fully execute and deliver this Agreement to Purchaser, whereupon this Agreement shall constitute a legal and binding agreement. In the event that Seller shall fail to so execute and deliver this Agreement by 5:00 p.m. on January , 2018, then the offer made herein shall be deemed to have been revoked for all purposes and this Agreement shall be null and void. [SIGNATURES APPEAR ON THE FOLLOWING PAGES] PSA-Wylie EDC/Sale to SCSD Finnell, Ltd. Page 19 2302628v9 • EXECUTED to be EFFECTIVE as set forth herein above. SELLER: WYLIE ECONOMIC DEVELOPMENT CORPORATION, a Texas non-profit corporation Name:'J#*r+ 5#1.41•r. Its: F—+crc --•,( ?vim Lam. :r T Date signed by Seller: January it, .2018 [PURCHASER'S SIGNATURE APPEARS ON THE FOLLOWING PAGE] Seller's Signature Page PSA-Wylie EDC/Sale to SCSD Finnell,Ltd. CLEAN CLEAN V9 -PSA-1.54 acres-Wylie EDC to SCSD Finnell_2302628(9) PURCHASER: SCSD-FINNELL, LTD., a Texas limited partnership By: SCSD-Finnell 1G t,LLC, a Texas limit 'ability company Its Gene tner By: Cary Alba. President Date signed by Purchaser: January ,2018 [TITLE COMPANY RECEIPT &ACKNOWLEDGEMENT APPEARS ON THE FOLLOWING PAGE] Purchaser's Signature Page PSA-Wylie EDC/Sale to SCSD Finnell,Ltd. CLEAN CLEAN V9 -PSA-1.54 acres-Wylie EDC to SCSD Finnell_2302628(9) • TITLE COMPANY ACCEPTANCE The Title Company acknowledges receipt of the executed Agreement on January 10 , 2018 at i X''l°° (a.m./{ .). (hereinafter called the"Effective Date"). LAWYERS TITLE COMPANY By: ��f Name: 1? �5 4 i ski" Its: The Title Company acknowledges receipt of the Escrow Deposit on January ` ,2018 at C Ce• (a.m./ r ) and has accepted the Escrow Deposit subject to the terms and conditions set forth in this Agreement. LAWYERS TITLE COMPANY Name: l Its: Title Company's Signatute/Receipt Page PSA-Wylie EDC/Sale to SCSD Finnell,Ltd. CLEANCLEAN V9 -PSA-1.54 acres-Wylie EDC to SCSD Finnell_2302628(9) wl.ka ram.l[nig N r, urv.ar ."' 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W..F+�`w. • 'lJf!_1 4`�-. 4WNFRi.0 RVF;YUk eta na h �_ .. wiirv.s MY xwu AND ai Jnl el•ILr u,l�In ,y'�y y r /;'�^! mu u"�"^ •r'y"'�"~•'••"W"cr.. `•r'•''r.'�x.•Mrw . i ., 1-5 #,,_� -`, ECONOMIC - .N1,•...•,....r.».. ..-. ,:.'-. RIroGIEY tA5S0EN3ES;IIIC v .cr; — f}E`_�c1 + Stn. f r r 6. ..rx�7mm. ..•� it. »= .;. k. Z?.C.�] rl 'y !• • E�,i�ia Seal ery ▪,n� Con y 4iuii.:f::w.k.l • a.T' W •47w.ra,�i'. L {v.Ma-hlsluaA I 1,� v...an,.vnni m`L'WL..ag y.gm. l h •'..^..., L L C•y-_:._ ..• ��•+• y. en,.r•A.'..M1, s+:may` Y j .. - • PERFORMANCE AGREEMENT Between Wylie Economic Development Corporation And SCSD-Finnell,Ltd., a Texas limited partnership This Performance Agreement (the "Agreement") is made and entered into as of June , 2018, by and between the Wylie Economic Development Corporation ("WEDC"), a Texas corporation organized and existing under Chapter 501 of the Texas Local Government Code, known as the Development Corporation Act, as amended from time to time (the "Act") and SCSD-Finnell, Ltd., a Texas limited partnership ("Company"). RECITALS WHEREAS, Company owns that certain tract of property located within the corporate limits of the City of Wylie, Texas (the "City"), consisting of approximately 1.54 acres, more or less, as more fully described in the attached Exhibit A (the "Property") which Company acquired from WEDC on even date herewith pursuant to that certain Purchase and Sale Agreement dated January 10, 2018, as amended by that certain First Amendment to Purchase and Sale Agreement dated March 6, 2018 and that certain Second Amendment to Purchase and Sale Agreement dated April 30, 2018 (collectively, the "Contract"); WHEREAS, pursuant to the Contract, Company plans to construct on the Property a multi-tenant building containing approximately 10,000 square feet of space (the "Building"), subject to the ability of Company to obtain from the City of Wylie ("City") all necessary building permits and other required permits and certificates of occupancy; WHEREAS, pursuant to the agreements contained in the Contract, Company is requesting, and has requested, financial and/or economic assistance from WEDC to plan and construct certain infrastructure improvements to assist in the development of the Property, consisting of economic assistance for all hard and soft costs relating to the construction of public and site improvements on or adjacent to the Property; WHEREAS, Section 501.103 of the Act states that WEDC may provide funding for expenditures that are found by the Board of Directors to be required or suitable for infrastructure necessary to promote or develop new or expanded business enterprises, including but not limited to streets and roads, rail spurs, water and sewer utilities, electric utilities, or gas utilities, drainage, site improvements, and related improvements (collectively, the "Qualified Infrastructure"); and WHEREAS, Company proposes to use the economic incentive for the construction of the Qualified Infrastructure which will include approved public infrastructure improvements and site improvements, as may be amended from time to time, necessary for the development of the Property and which will benefit the surrounding properties, as generally described in the attached Exhibit B; and WHEREAS, WEDC has found that the Qualified Infrastructure is necessary to promote or develop new or expanded business enterprises in the City and WEDC has concluded that the Qualified Infrastructure constitutes a "project", as that term is defined in the Act, and is willing 2427346 1 • to provide Company with economic assistance as 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; and WHEREAS, WEDC has determined that this Agreement 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 WEDC was established to encourage the development and use of commercial properties within the City; and WHEREAS, WEDC is willing to provide 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 above recitals and the terms, conditions and requirements hereinafter set forth, the parties hereto agree as follows: 1. Economic Assistance. Subject to the terms of this Agreement and provided Company is not in default after notice and cure, WEDC will provide Company economic assistance in the form of a performance reimbursement incentive which includes the two (2) different incentives as described below (collectively, the "Reimbursement Incentive") in an amount not to exceed Seventy-Five Thousand Dollars ($75,000.00) upon completion of the Performance Criteria set forth below. 2. Performance Obligations. WEDC's obligation to pay Company each of the following two (2) Reimbursement Incentives stipulated in this Agreement is expressly contingent upon Company completing the following items (the "Performance Criteria") by the due dates set forth below. 3. Incentive No. 1 in the amount of$25,000.00: WEDC shall pay an economic incentive to the Company in the amount of $25,000.00 ("Incentive No. 1") upon completion of the following performance criteria: a. Company has applied to obtain a building permit for the Building no later than December 31, 2018; and b. Subject to the issuance by the City of Wylie (with which WEDC is connected) of all necessary permits (including but not limited to the above-described building permit), Company commences construction of the Building no later than December 31, 2018 or thirty (30) days after receipt of all necessary permits to perform construction, whichever occurs last, subject to force majeure (as defined below); and c. The Building shall be substantially completed (as evidenced by one or more permanent Certificates of Occupancy to be issued by the City of Wylie (with which WEDC is connected)) no later than October 1, 2019, subject to force majeure; and 2427346 2 d. Company, at its cost, shall have completed the Qualified Infrastructure no later than October 1, 2019, subject to force majeure, with a minimum cost of Twenty- Five Thousand Dollars ($25,000.00). e. WEDC shall immediately remit the funds for Incentive No. 1 to Company upon WEDC's receipt of written notice from Company (accompanied by copies of one or more permanent certificates of occupancy) and Company will be deemed to have earned such Incentive No. 1. f. In the event Company fails to satisfy any of the other Performance Criteria set forth in this Section 3 after receipt of at least thirty days' prior written notice from WEDC of its failure to perform herein, Incentive No. 1 of the Reimbursement Incentive shall not be paid to Company. WEDC's obligation to pay any portion of the Incentive No. 1 to Company will terminate if Company defaults and fails to cure such default as provided above by not completing the Performance Criteria as set forth in Section 2 of this Agreement. 4. Incentive No. 2 in the amount of$50,000.00: WEDC shall pay an economic incentive to the Company in the amount of $50,000.00 ("Incentive No. 2") upon completion of the following performance criteria: a. Company shall supply documentation to WEDC (including copies of executed lease agreements [with the financial terms marked out at Company's option] and certificates of occupancy) evidencing that Company has leased more than sixty percent (60%) of the space within the Building to Restaurants. For purposes of this Agreement, "Restaurants" shall be defined as facilities that prepare and sell food directly to consumers for immediate consumption and/or tenants requiring restaurant parking. The term "Restaurants" does not include facilities that provide food to interstate conveyors, central kitchens or other similar facilities that do not prepare and serve food directly to consumers. b. Company, at its cost, shall have completed the Qualified Infrastructure no later than October 1, 2019, subject to force majeure, with a cumulative minimum cost of Seventy-Five Thousand Dollars ($75,000.00) (and such costs will include any and all costs included in Incentive No.1); and c. The Building shall be completed (as evidenced by one or more permanent Certificates of Occupancy) no later than October 1, 2019, subject to force majeure; and d. Company shall have thirty (30) months from closing on the Property by which to achieve the 60% lease ratio, subject to force majeure. e. WEDC shall immediately remit the funds for Incentive No. 2 to Company upon WEDC's receipt of written notice from Company (accompanied with a copy of one or more leases [as described above] and a copy of the permanent certificates of occupancy) and Company will be deemed to have earned such Incentive No. 2. f. In the event Company fails to satisfy any of the other Performance Criteria set forth in this Section 4 after receipt of at least thirty days' prior written notice 2427346 3 from WEDC of its failure to perform herein, Incentive No. 2 of the Reimbursement Incentive shall not be paid to Company. WEDC's obligation to pay any portion of the Incentive No. 2 to Company will terminate if Company defaults and fails to cure such default as provided above by not completing the Performance Criteria as set forth in Section 2 of this Agreement. 5. WEDC Payment of Reimbursement Incentive. Subject to the terms and conditions of this Agreement, WEDC will pay the Reimbursement Incentive to Company within thirty (30) days after receipt of satisfactory documentation from Company evidencing compliance with the Performance Criteria set forth in Sections 3 and 4. 6. Default by Company; Opportunity to Cure. In the event Company fails to comply with the terms of this Agreement after at least thirty days prior written notice from WEDC, except as otherwise provided herein, WEDC shall have the right to terminate this Agreement as its sole remedy. 7. Default by WEDC. In the event that WEDC fails to comply with the terms of this Agreement after at least thirty days prior written notice from Company, Company shall have all the rights and remedies provided at law or in equity. 8. Termination of Agreement. This Agreement may be terminated by mutual written consent of the parties. 9. Economic Assistance Termination. Notwithstanding the terms of this Agreement, WEDC's obligation to pay a portion or all of the Reimbursement Incentive to Company will expire upon the earlier of(i) the full payment of the Reimbursement Incentive, or (ii) thirty(30) months from the Effective Date (as defined below) of this Agreement. 10. Miscellaneous. a. This Agreement may not be assigned by Company without the prior written consent of WEDC, which consent shall be within the sole reasonable discretion of WEDC. b. This Agreement contains the entire agreement of the parties with respect to the matters contained herein and may not be modified or terminated except upon the provisions hereof or by mutual written agreement of the parties hereto. c. This Agreement shall be construed in accordance with the laws of the State of Texas and shall be performable in Collin County, Texas. d. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their permitted successors and assigns. e. The individuals executing this Agreement on behalf of the respective parties below represent to each other and to the others that all appropriate and necessary action has been taken to authorize the individual who is executing this Agreement to do so for and on behalf of the party for which his or her signature appears, that there are no other parties or entities required to execute this Agreement in order for the same to be an authorized and binding agreement on the party for whom the individual is signing this 2427346 4 Agreement and that each individual affixing his or her signature hereto is authorized to do so, and such authorization is valid and effective on the date thereof. WEDC hereby warrants and represents to Company that WEDC has the authority to enter this Agreement and to perform all of the obligations contained herein without the approval or consent of the City Council of the City of Wylie or City Manager of the City of Wylie and that such action by WEDC is binding and enforceable. f. Any notice required or permitted to be given under this Agreement shall be deemed delivered by hand delivery or depositing the same in the United States mail, certified with return receipt requested, postage prepaid, addressed to the appropriate party at the following addresses, or at such other address as any party hereto might specify in writing: WEDC: Wylie Economic Development Corporation Attention: Sam Satterwhite 250 South Highway 78 Wylie, TX 75098 With copy to: Abernathy, Roeder, Boyd and Hullett, P.C. 1700 Redbud Blvd., Suite 300 McKinney, Texas 75069 Attention: Mr. G. Randal Hullett COMPANY: SCSD-Finnell, Ltd. 1600 Corporate Court, Suite 150 Irving, Texas 75038 Attention: Cary Albert With copy to: William Roth and Gwen M. Eisenstein 11551 Forest Central Drive, Suite 110 Dallas, Texas 75243 The parties hereto agree that any notices given by a party under this Agreement may be given by that parry's counsel on behalf of such party. g. This Agreement is executed by the parties hereto without coercion or duress and for substantial consideration, the sufficiency of which is forever confessed. h. Force majeure is hereby defined as the following: If either Party is delayed or prevented from performing any of its obligations under this Agreement(other than the obligation to pay any sum of money) by reason of strikes, lockouts, labor troubles, work stoppages, shortages of materials, transportation delays, failure of power, riots, insurrections, war, acts of God, floods, storms, weather(including delays due to rain or wet ground), fire or other casualty, or any other cause beyond such Parry's control, the period of such event, plus the period of delay caused by such event, shall be deemed to be added to the time period herein provided for the performance any such obligation by the applicable Party. 2427346 5 i. WEDC agrees (i) not to impede Company in its efforts to comply with this Agreement and (ii) not to take any action (or fail to take any action) which might affect Company's ability to comply with, or perform, any of the terms of this Agreement. j. This Agreement may be executed in a number of identical counterparts, each of which shall be deemed an original for all purposes. k. 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 thereof, and this Agreement shall be construed as if such invalid, illegal or unenforceable provision had never been contained herein. 1. Each signatory represents this Agreement has been read by the party for which this Agreement is executed and that such party has had an opportunity to confer with its counsel. m. Time is of the essence in this Agreement. n. The parties agree this Agreement has been drafted jointly by the parties and their legal representatives. [SIGNATURE PAGE FOLLOWS] 2427346 6 EXECUTED to be effective as of June , 2018 (the"Effective Date"). WEDC: WYLIE ECONOMIC DEVELOPMENT CORPORATION, a Texas Corporation By: Sam Satterwhite, Executive Director COMPANY: SCSD-FINNELL, LTD., a Texas limited partnership By: SCSD-Finnell Mgmt., LLC, a Texas limited liability company, its general partner By: Name: Cary Albert Title: President Exhibits: Exhibit A - The Property Exhibit B - The Qualified Infrastructure 2427346 7 EXHIBIT A THE PROPERTY [TO BE INSERTED AFTER REPLAT] 2427346 8 EXHIBIT B THE QUALIFIED INFRASTRUCTURE The construction work necessary to construct and develop a strip shopping center containing approximately 10,000 square feet of space, which includes the necessary work in connection therewith including but not limited to, to the extent necessary, streets and roads, rail spurs, water and sewer utilities, electric utilities, or gas utilities, drainage, site improvements, and related improvements. 2427346 9 Wylie Economic Development Corporation MEMORANDUM TO: WEDC Board of Directors FROM: Samuel Satterwhite, Executive Director SUBJECT: Qualified Infrastructure Assistanc DATE: June 8, 2018 Issue Consider and act upon issues surrounding the provision of WEDC assistance toward infrastructure improvements to be made by Taylor and Son Properties, LLC benefiting property located at 107 N. Jackson Avenue. Analysis As reported at the May 16th Board Meeting, staff approached Taylor & Son to encourage the maximum amount of parking spaces be developed at the 1,290 square foot remodel taking place by Taylor at their new 107 Jackson Street acquisition. Staff was able to confirm that with WEDC assistance, Taylor will provide seven parking spaces behind the building. Using the rationale that a minimum of three spaces could be constructed and comply with City parking requirements, staff is proposing that the WEDC fund 50% of the cost associated with the additional four spaces. The thought is that the WEDC/downtown business district and Taylor are both benefitting from the additional parking and the WEDC shares in the cost. Taylor has indicated that the additional 4 spaces will cost $6,400 with staff proposing to fund $3,200 for reimbursement of expenses associated with the qualified infrastructure. Recommendation Staff recommends that the WEDC Board of Directors authorize the Executive Director to enter into a Performance Agreement with Taylor and Son Properties, LLC to provide up to $3,200 in reimbursements for qualified infrastructure assistance. Attachments Concept parking plan ......... ... . _ _ . ._ ,,, T ,.___ _.____, ,.$3 _ _. ., __ _______ . \,,,, _ _ __ _. _ ._ . oN , _ _ _ . _ _ . _ . _ .., ____________ ___ 1 ... i_______ _ __._ _ _________ 1 , ., /..., 0 cis t..? , . .. .. . 1 I (1✓ y 4./6"' r A Wylie Economic Development Corporation MEMORANDUM TO: WEDC Board of Directors FROM: Samuel Satterwhite, Executive Direct SUBJECT: Staff Report DATE: June 6, 2018 Issue Staff report: review issues surrounding WEDC Performance Agreement Summary, Environmental Activity Summary,Highway 78 WEDC Pad Sites,REVA Hospitality,DANK Real Estate, LP, FY 2018—2019 Budget, JRMK Properties, 2018 ICSC, 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 desire that an issue be placed on the agenda at any time prior to a Board meeting, WEDC President or staff can be contacted, or a request can be made during the Discussion Item below. WEDC Performance Agreement Summary Attached for the Board's review is a summary of all outstanding Performance Agreements including: B&B Theatres Operating Company, Clark Street Development, Cross Development, DANK Real Estate, DCU, Exco Extrusion Dies, Hooper-Woodbridge, MIKTEN, REVA Hospitality, SAF Holland, and Woodbridge Crossing. JRMK Properties, LLC qualified for and was paid an Incentive in the amount of$10,000 during the month of May. Woodbridge Crossing Attached for the Board's review is the Sales Tax Reimbursement Report which identifies all sales taxes received through May 2018 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. WEDC- Staff Report June 6, 2018 Page 2 of 4 $5,023,525.61 in reimbursements has been earned through May 2018 with net receipts of $4,302,413.55 after reimbursements. As well, it is estimated that $4.7 mm has been paid in ad valorem taxes to the City of Wylie (excluding the WISD) for a total of$8.7 mm in tax revenue, net of reimbursements, since October 2009. As shown on the Sales Tax Reimbursement Report, $139,471.11 was generated in sales tax in March 2018 versus $123,887.30 in March 2017. This represents a 12.6% increase over 2017 receipts. It is estimated that the City of Wylie and WEDC financial obligations to the Woodbridge Crossing project will conclude within the First Quarter of 2019. Woodbridge Centre Within the Kroger-anchored center, $83,988.92 in sales tax was generated in March 2018 with $20,997.23 subject to reimbursement. March 2018 sales represents a 17% increase over the same period in 2017. Clark Street has reported that construction of the Pet Supply Plus and Credit Union of Texas are slightly behind but progressing. Also, the developer has reported that most tenants have renewed recently and there is an LOI being negotiated for the last remaining lease space fronting Woodbridge Parkway. Environmental Activity Summary Attached for the Board's review is a spreadsheet tracking all active remediation projects with W&M Environmental. Previous reports detailed all projects with W&M dating back to February 2015. While staff will maintain these records so as to provide a clear understanding of what it took to remediate multiple projects over the years, the Board will only be provided with updates on active projects from this point forward. REVA Hospitality REVA was in default under the existing Performance Agreement after failing to receive a CO by 12/31/17. REVA has been contacted by email on multiple occasions, and recently signed for a Certified Letter indicating that a June 30,2018 deadline is approaching for Final CO from the City of Wylie. No response from REVA has been received to date. DANK Real Estate, LP The construction start date for the expansion of Deanan Gourmet Popcorn's manufacturing plant on Windco Circle has been delayed. Staff has reached out to DANK Real Estate to determine a revised start date and will be presenting an Amendment to the Performance Agreement at a future meeting. Under the current Performance Agreement, DANK Real Estate must receive a CO no later than January 31, 2019. FY 2018—2019 Budget Due to moving up the Board Meeting date, staff was unable to complete the first draft of the FY 2018 —2019 WEDC Budget. Staff will most likely need to schedule a second meeting in June at WEDC- Staff Report June 6, 2018 Page 3 of 4 which time the first draft of the budget will be presented with two more opportunities in July to finalize the document. JRMK Properties The Performance Agreement between the WEDC and JRMK Properties was executed on May 18, 2018. JRMK requested the modification of Section VIII to the Agreement which would allow WEDC to review all financial documentation pertaining to JRMK activities. JRMK was concerned that client confidentiality could be compromised with this broad authority and requested that this authority by the WEDC be removed from the Agreement. Staff agreed with the JRMK assertion and modified the Agreement prior to execution. Staff did not believe that this minor modification necessitated Board review. Prior to payment of the Incentive, staff reviewed all documentation required under the agreement and verified JRMK was in compliance. 2018 ICSC The recent ICSC event was a success. The Wylie team scheduled 15 appointments and met with a variety of brokers and developers that all have projects in our market. Following last year's success, we received valuable updates on existing projects, pending announcements for retailers/restaurants and were able to visit with several new developers that are actively seeking land in our market. We continue to see strong interest in Woodbridge Crossing(Target). InvenTrust provided updates regarding the Ulta/Sketcher's addition as well as new QSR tenants next to McAlister's. Potential redevelopment opportunities are still being pursued by regional developers along FM 544 with demolition and sitework beginning soon. Woodbridge Centre (Kroger) is nearly 100% leased and the two remaining pad sites next to IHOP and in-between CUTX and Pet Supplies Plus are in high demand. Clark Street will likely have the properties under contract in the next few months, but they remain patient and want to find the right users for the center. Interest in the FM 544, Westgate, Highway 78 area remained about the same. We see various QSR's and fast-casual users actively looking for land, but full-service sit-down users are still facing hurdles with our traffic counts, population density, land prices, and overall daytime population. In preparation for the Seventy8 Westgate Apartments, Greenway plans to divide their FM 544 lot (next to Chiloso's) into two pads. Across the street, the 544 Gateway Project is still moving forward with discussions about our potential restaurant pad sites, medical office, and warehouse/flex space. We hope that the new development and overall redevelopment efforts will drive additional interest in the former Popeye's and Chick-A-Dee's sites. Overall,the Highway 78 corridor remains active with redevelopment projects and infill opportunities (land near Alanis, the Brookshire's building, etc.). The WEDC pad site(s) on Highway 78 continue to generate interest, but not with as many full-service sit-down restaurants as we desired.This segment of the restaurant sector is by far the slowest moving and most risk-adverse. Single-user fast-casual or multi-tenant buildings seem to be the new norm with ever-increasing construction& real estate prices, smaller restaurant concepts, and the move to more casual dining & quick service options. WEDC- Staff Report June 6, 2018 Page 4 of 4 Regional Housing Starts. Forty-eight homes were permitted in Wylie for the month of May 2018. Sachse and Murphy permitted a combined 26 with Lavon and Inspiration not yet reporting. No action is requested by staff for this item. Attachments Performance Agreement Summary Environmental Activity Report Regional Housing Permits Outstanding Performance Agreement Summary Company Performance Obligations Expiration Incentive Comment/Notes 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 I Paid 12/31/2017 $25,000 . Paid 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 Cross Development Purchase and take title to the property by 3/20/18. 3/20/2018 Complete Complete plans and submit for approval; commence construction of multifamily units by 8/1/18. 8/1/2018 Complete construction of retail space and at least 3,200 sf of restaurant space and obtain COC by 9/1/20. 9/1/2020 mmT Provide documentation to WEDC evidencing construction costs for Phase One of$32mm by 9/1/20 9/1/20201 $250,000 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 Cumulative incentive not to exceed $1.1 mm. Phase IV-CO for 134,600 sf retail space Sales tax Reimbursement (completed) 3/31/2019 reimburse: spreadsheet attached. Dank Real Estate-2 la. Documentation of company's application for CO for a 10,140 sf expansion at 216 Windco Cir.; permit fee receipt for not less than $15,600 (overage to be paid by WEDC), documentation for construction costs of$1,500,000; current on ad valorem taxes;verification of employment of 25 full time employees as of 10/25/17. 1/31/2019 $15,600 lb. CO for a 10,140 sf expansion at 216 Windco Cir. 1/31/2019 $21,500 2. Minimum valuation of$2,100,000 for real and personal property at 216 Windco Cir.; current on ad valorem taxes; ongoing operations of Deanan Popcorn at facility; employment verification of 29 full-time employees. 1/31/2020 $22,900 3. Minimum valuation of$2,100,000 for real and personal property at 216 Windco Cir.; current on ad valorem taxes; ongoing operations of Deanan Popcorn at facility; employment verification of 33 full-time employees. 1/31/2021 23,000 Outstanding Performance Agreement Summary DCU, Inc. 1. a. 1. Documentation supporting application to City of Wylie for a CO for a 11,200 sq ft facility located at 2774 Capital; 2. permit fee receipt from City of Wylie for not less than $31,534; 3. documentation supporting construction cost of $700,000; 4. documentation supporting an executed contract of not less than $39,885 to extend a gas line 725 feet to the easternmost property line of lot located at 2774 Capital Street; 5. current on ad valorem taxes. 8/1/2018 $31,534 1.b. 1. Certificate of Occupancy, 11,200 Sq ft $51,324 -- building; 2. receipt of documentation supporting $19,311 paid construction of a gas line at the easternmost to Company; property line at a cost of not less than $39,885; $32,013 paid 3. letter from Atmos Energy asserting that to Company's j improvements installed to Atmos standards and Utility $32,013 paid to gas line available to other customers. 8/1/2018 Contractor installation contractor 2. Minimum valuation of$1,200,000 for real and personal Property; current on ad valorem taxes, continuous operations at 2774 Capital. 8/1/2019 $12,500 3. Minimum valuation of$1,200,000 for real and personal Property; current on ad valorem taxes, continuous operations at 2774 Capital. 8/1/2020 $12,500 Exco Extrusion Dies(Texas), Inc. A. CO on 30,000 sf building 2/24/2016 $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 2/24/2017 $20,000 Paid 2/24/2018 $20,000 Paid Outstanding Performance Agreement Summary 2/24/2019 $20,000 2/24/2020 $20,000 Seller financing on $350,000 note,forgiven annually beginning 1-31-17 in equal amounts of Forgiveness#1-2-24-17 $70,000 for 5 years. 2017-2021 $350,000 Forgiveness#2 -2-24-18 Hooper Woodbridge II 1. Building permit for no less than 5,500 sf medical office building; and 6/1/2018 2. CO for no less than 5,500 sf medical office building; and 2/28/2019 3. Documentation supporting a minimum project cost of$750,000; and 2/28/2019 4. Documentation supporting a minimum cost of $20,000 for qualified infrastructure (improvements to water, sewer, storm sewer); and 2/28/2019 5. Current on all ad valorem taxes and other property taxes; and 2/28/2019 $20,000 MIKTEN, Inc. A. Construct a 5,970 sf shell commercial building with a minimum capital investment of$300,000; receipt of Certificate of Completion; current on ad valorem taxes as of 1/31 of the year after they are assessed. 10/31/2018 $10,000 B. Finish out of 5,970 sf building evidenced by a Certificate of Occupancy and 100% leased as evidenced by signed lease agreements. 10/31/2019 $10,000 REVA Hospitality A. CO for a 4-story, 60,000 sf, 98 room hotel; documentation of a $9.2 mm in construction costs. 6/30/2018 $100,000 Outstanding Performance Agreement Summary B. Quarterly incentive payment equal to 50%of Occupancy Tax paid to City of Wylie (start date 6 months from CO and ending 6 years from 1st 50%of Occ. Not to exceed $350,000 payment) 12/31/24 Tax Reimb. total incentive SAF Holland A. Tax Incentive: Maintain on property, taxable personal property owned by company valued at or above 50%of BPP $14,375,324(Tax Threshold). tax paid in excess of Tax 1/31/2019 Threshold. Maintain on property, taxable personal property .owned by company valued at or above $14,375,324(Tax Threshold). 1/31/2020 Maintain on property,taxable personal property owned by company valued at or above $14,375,324(Tax Threshold). 1/31/2021 B. Employee Incentive: Employ up to 45 full-time employees over 133 (Employee Threshold). One time payment of $1,000/emp $1,000 per new employee added. BPP valuation over requirement waived (first year only). 12/31/2017 Threshold Employ up to 45 full-time employees over 133 $1,000/emp (Employee Threshold). One time payment of over $1,000 per new employee added. 12/31/2018 Threshold I Employ up to 45 full-time employees over 133 $1,000/emp (Employee Threshold). One time payment of lover Not to exceed$45,000 $1,000 per new employee added. 12/31/2019 Threshold total incentive. 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 Outstanding Performance Agreement Summary No further performance requirements. Default declared reducing maximum incentive from $12 1 Reimbursement mm to $6 mm. 2021! spreadsheet attached 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 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 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 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 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 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 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 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 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 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 50,49 7.80 100,995.60 151,493.39 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 Aug-16 Oct-16 63,826.65 31,913.33 31,913.33 127,653.30 0.65 20,743.66 41,487.32 62,230.98 Sep-16 Nov-16 59,856.95 29,928.48 29,928.48 119,713.90 0.65 19,453.51 38,907.02 58,360.53 341,218.68 55,448.04 110,896.07 166,344.11 Oct-16 Dec-16 52,217.94 26,108.97 26,108.97 104,435.88 0.65 16,970.83 33,941.66 50,912.49 Nov-16 Jan-17 71,458.61 35,729.30 35,729.30 142,917.21 0.65 23,224.05 46,448.09 69,672.14 Dec-16 Feb-17 92,409.12 46,204.56 46,204.56 184,818.23 0.65 30,032.96 60,065.92 90,098.89 432,171.32 70,227.84 140,455.68 210,683.52 Jan-17 Mar-17 50,495.21 25,247.60 25,247.60 100,990.41 0.65 16,410.94 32,821.88 49,232.82 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 Feb-17 Apr-17 50,638.18 25,319.09 25,319.09 101,276.35 0.65 16,457.41 32,914.81 49,372.22 Mar-17 May-17 61,943.65 30,971.83 30,971.83 123,887.30 0.65 20,131.69 40,263.37 60,395.06 326,154.06 53,000.03 106,000.07 159,000.10 Apr-17 Jun-17 49,482.64 24,741.32 24,741.32 98,965.28 0.65 16,081.86 32,163.72 48,245.57 May-17 Jul-17 59,698.44 29,849.22 29,849.22 119,396.87 0.65 19,401.99 38,803.98 58,205.97 Jun-17 Aug-17 78,250.78 39,125.39 39,125.39 156,501.55 0.65 25,431.50 50,863.00 76,294.51 374,863.70 60,915.35 121,830.70 182,746.05 Jul-17 Sep-17 47,207.44 23,603.72 23,603.72 94,414.88 0.65 15,342.42 30,684.84 46,027.25 Aug-17 Oct-17 57,759.81 28,879.91 28,879.91 115,519.62 0.65 18,771.94 37,543.88 56,315.81 Sep-17 Nov-17 68,437.68 34,218.84 34,218.84 136,875.36 0.65 22,242.25 44,484.49 66,726.74 346,809.86 56,356.60 112,713.20 169,069.81 Oct-17 Dec-17 47,492.90 23,746.45 23,746.45 94,985.80 0.65 15,435.19 30,870.39 46,305.58 Nov-17 Jan-18 69,316.04 34,658.02 34,658.02 138,632.07 0.65 22,527.71 45,055.42 67,583.13 Dec-17 Feb-18 108,901.17 54,450.58 54,450.58 217,802.33 0.65 35,392.88 70,785.76 106,178.64 451,420.20 73,355.78 146,711.57 220,067.35 Jan-18 Mar-18 53,776.06 26,888.03 26,888.03 107,552.12 0.65 17,477.22 34,954.44 52,431.66 Feb-18 Apr-18 51,358.31 25,679.16 25,679.16 102,716.62 0.65 16,691.45 33,382.90 50,074.35 Mar-18 May-18 69,735.56 34,867.78 34,867.78 139,471.11 0.65 22,664.06 45,328.11 67,992.17 349,739.85 56,832.73 113,665.45 170,498.18 Totals 9,325,939.16 1,674,508.54 3,349,017.07 5,023,525.61 Note: Anticipated completion date for$6 mm incentive obligation -First Quarter 2019 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 Jan-16 Mar-16 5,383.48 2,691.74 2,691.74 $10,766.95 $2,691.74 CSD Woodbridge Centre-Sales Tax Reimbursement Report 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 2,776.94 2,776.94 $11,107.76 $2,776.94 Sub-Total $94,510.20 $23,627.55 Aug-16 Oct-16 5,386.52 2,693.26 2,693.26 $10,773.03 2,693.26 Sep-16 Nov-16 45,851.97 22,925.99 22,925.99 $91,703.94 $22,925.99 Oct-16 Dec-16 5,712.60 2,856.30 2,856.30 $11,425.19 $2,856.30 Sub-Total $113,90216 $28,475.54 Nov-16 Jan-17 5,534.56 2,767.28 2,767.28 $11,069.11 2,767.28 Dec-16 Feb-17 39,832.46 19,916.23 19,916.23 $79,664.92 $19,916.23 Jan-17 Mar-17 5,210.39 2,605.20 2,605.20 $10,420.78 $2,605.20 Sub-Total $101,154.81 $25,288.70 Feb-17 Apr-17 5,350.85 2,675.42 2,675.42 $10,701.69 2,675.42 Mar-17 May-17 35,935.03 17,967.52 17,967.52 $71,870.06 $17,967.52 Apr-17 Jun-17 5,446.64 2,723.32 2,723.32 $10,893.27 $2,723.32 Sub-Total $93,465.02 $23,366.26 May-17 Jul-17 6,978.40 3,489.20 3,489.20 $13,956.79 3,489.20 Jun-17 Aug-17 35,612.74 17,806.37 17,806.37 $71,225.48 $17,806.37 Jul-17 Sep-17 5,225.94 2,612.97 2,612.97 $10,451.87 $2,612.97 Sub-Total $95,634.14 $23,908.54 Aug-17 Oct-17 5,692.90 2,846.45 2,846.45 $11,385.79 2,846.45 Sep-17 Nov-17 46,321.69 23,160.85 23,160.85 $92,643.38 $23,160.85 Oct-17 Dec-17 4,662.38 2,331.19 2,331.19 $9,324.76 $2,331.19 Sub-Total $113,353.93 $28,338.48 Nov-18 Jan-18 6,690.47 3,345.23 3,345.23 $13,380.93 3,345.23 Dec-18 Feb-18 46,316.53 23,158.26 23,158.26 $92,633.05 $23,158.26 Jan-18 Mar-18 5,988.51 2,994.26 2,994.26 $11,977.02 $2,994.26 Sub-Total $117,991.00 $29,497.75 Feb-18 Apr-18 6,805.46 3,402.73 3,402.73 $13,610.91 3,402.73 Mar-18 May-18 41,994.46 20,997.23 20,997.23 $83,988.92 $20,997.23 CSD Woodbridge Centre-Sales Tax Reimbursement Report Apr-18 Jun-18 0.00 0.00 0.00 $0.00 $0.00 Sub-Total $97,599.83 $24,399.96 Total $1,517,356.10 $379,339.03 Active Environmental Program Tracking Commerce/Kirby Closure Activities Remaining Project Total: 7,549.94 Labor: Frank Clark, Michael Henn, Samuel Lewis,James Maxwell, Contract: $8,400 3,705.75 Antonia Pacholczuk, Clay Snider 375.20 2/28/181 Labor: Frank Clark, Clay Snider 1,152.00 3/31/18 Labor: Clay Snider Other Sub-Contractors(Drillers- plugging wells at 605 Commerce), 2,316.99 3/31/18 postage/shipping/delivery 7,549.94 Kirby - Former CRI Project Total: 45,185.38 Contract$46,700 910.00 11/30/17 Labor: Frank Clark, Michael Henn 788.00 12/31/17 ,Labor: Frank Clark, Clay Snider Labor: Frank Clark, Michael Henn,Joshua Hopper,Samuel Lewis, 6,421.80 1/31/18 Trey Nelson, Clay Snider Other Subcontractors: Laboratory,Supplies/Permits, Other 14,442.16 1/31/18 Subcontractors 11.16 1/31/18 Misc. Supplies 659.50 1/31/18 Vehicle / Equipment Labor: Frank Clark,Trudy Hasan,Joshua Hopper, Samuel Lewis, Clay 2,005.30 2/28/18 Snider 874.00 2/28/18 Laboratory 519.50 3/31/18 Labor: Trey Nelson, Clay Snider 1,824.00 4/30/18 Subsurface Investigation-Labor: Clay Snider Add'I Subsurface Investigation - Labor: Frank Clark,Joshua Hooper, 3,815.75 4/30/18 Samuel Lewis,James Maxwell,Trey Nelson, Clay Snider Subcontractors: Laboratory-$989; Drilling-$6,463; 12,385.33 4/30/18 Supplies/Permits/Regulatory Fees-$103.33; Other-4,830. 528.88 4/30/18 ;Vehicle / Equipment 45,185.38 Squire Project Total: 3,700.00 Phase I Contract$2,500 2,500.00 2/1/18 Phase I Environmental Assessment Soil Sampling$1,200 1,200.00 2/9/18 Analysis of Soil Samples Active Environmental Program Tracking 3,700.00 Spent Contracted Total W&M Expenditures: $56,435.32 $58,800 Regional Housing Permits Wylie Lavon 10 11 12 13 14 15 16 17 18 10 11 12 13 14 15 16 17 18 January 28 20 16 18 14 46 9 lam January 8 © 4 © 4 6 ©®© February 18 9 ® 14 20 ® 4 36 54 February EMI©©m 6 WEE March 20 28 18 El30 El43 El61 March 8 © 6 ©m 8 In 0 MI April ® 18 29 38 10 ® 41 70 49 April ®MI® 24 E 11 MIME May 26 18 20 ® 26 68 101 45 48 May 8 MI 0 9 m 4 4 m■ June 24 19 Elm 9 m 58 98 ■ June ® 9 ©©®©MIE■ July ® 20 19 18 29 36 34 60 ■ July m©©om 12 MIE■ August 24 16 20 19 19 30 Elm■ August ® 9 6 ©MI© 0 ®■ September®®® 8 E 24 18 46 ■ September 0 6 E 6 © 7 0 ©■ October m 16 28 30 Ella 26 E■ October 14 4 ON 9 © 0 0 ■ November®© 14 18 20 Elm 42 ■ November ©©©©MI 2 0 14 ■ December® 10 16 In 65 38 39 18 ■ December WEN 4 © 6 0 40 ■ TOTAL EM 201 230 MI 280czi 409 507 MI TOTAL El 60 mla 100 77 m 104 El Murphy Sachse 10 11 12 13 14 15 16 17 18 10 11 12 13 14 15 16 17 18 January 14 4 E 26 EMIEU 0 January m 14 8 ® 18 14 16 4 la February ®© 14 4 ©© 4 © 6 February 10 ©m 8 29 17 ®la 9 March la 9 6 6 8 4 © 4 0 March m 9 ENE 24 DDE April ® 8 10 ®MI© 8 MI 0 April El 4 Elm 12 24 la© May Elm 14 EE©© 0 0 May Elms 10 El 6 Ella 9 June ® 6 19 la 6 El 4 0 ■ June m 8 m 14 16 38 ® 14 ■ July AEI 16 E® 4 © 8 ■ July EE 14 la 30 12 Elm■ August 114 Elm 16 Elm ■ August 14 © 19 10 29 41 ® 8 ■ September f 4 10 10 ©© 6 0 ■ September©EEEE 27 20 E. October 8 © 16 16 4 0 © 0 ■ October © 8 Ella 18 31 29 10 ■ NovemberU©E©©© 6 0 November 4 6 9 ®® 26 ® 6 ■ December 9 8 Ela 4 0 ME■ December 6 El 10 m 39 12 m©■ TOTAL ® 70 mocim®®Elm TOTAL MIoo= 280 260 MI® 40 Inspiration Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec Tota 15 ©® 10 6 m® 14 4 El 8 ©mECI 16 10 19 m 9 BE 40 8 14 ' 13 18 ©m 17 10 E 26 29 18 30 16 E 20 1 14 19 18 El 18 la® 29 24 ■■■■■I MEE Regional Housing Permits Wylie Pending Developments Inspiration Phase 5A-1 10.32 ac 58 with 3 Estates of Creekside-45 ac. -63 Lots, 3 open space Inspiration Phase 3A-50.08 ac 324 lots Braddock Place, Phase 2 - 185 ac. - 44 Lots Dominion of Pleasant Valley Ph 2 -62.142 Kreymer Estates Phase 1 -36.475 ac. - 110 Lots ac 212 lots Lewis Ranch -53 ac. -216 Lots Railroad Addition, Lot 15R-0.402 ac 2 lots Woodbridge 16 -25.083 ac. - 111 Lots Inspiration 3B-1 56.75 ac-205 lot Dominion of Pleasant Valley-361.4 ac. -975 Lots Bozman Farms Phase 5B -21.874 ac 74 lots Covington Estates Ph 1 - 14.308 ac. -44 lots Kreymer East Phase 1 -26.782 ac 86 lots Bozeman Farms-780 lots remaining (145 under cons.) Inspiration Phase 3B-1 56.75 ac 205 lot Alanis Crossing - Phase 1 -29.292 ac-53 Lots New Haven at Wylie-3.126 ac 1 lot Braddock Place, Phase 3 -18.322 ac. - 53 Lots, 2 open space Kreymer Estates 4-27.312 ac 78 lots Wilson Creek-38 ac. 140 lots Stone Ranch - 38.113 ac 138 lots Inspiration 2B -25 ac. 76 lots Wylie ETJ Collins Addition -6.398 ac 2 lots ZC 2014-08 Nails-25 ac. 105 Townhomes Clarimarhomes 0.281 ac 2 lots Hunter's Cove Phase I -31.414 ac 58 Lots Lake Park villas 26.586 ac 165 lots Bozman Farms Phase 3 -50.392 ac 139 Lots Woodbridge 21 - 104.174 ac-367 lots Braddock Place Phase 4 -25.608 ac 77 Lots Keller's 2nd Addition -0.289 ac 1 lot Braddock Plase Phase 3 - 18.322 ac. 53 Lots Keller's 2nd Addition -0.289 ac 1 lot Creekside Estates Phase VII -23.267 ac. - 11 Lots Railroad Add, Lot 3R-1 &3R-2 -0.281 ac 1 lot Castle Park- 31.41 ac 56 Lots Inspiration Ph 3B-1 - 56.75 ac 199 lots Inspiration Phase 1 &2 --53 Lots Bozman Farm Phase 6 -59.968 ac 181 lots Kreymer Estates Amenity Center-3.3 ac. 1 Lot Inspiration Ph 3B-3 - 19 lots Kreymer Estates Phase 2 -23.171 ac 60 Lots Creekside Phase IX 1.428 ac 5 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 Sachse Pending Developments Creekside Estates Phase VIII -20.551 ac 65 Lots Jackson Hills Phase 3A-2 - 55 Lots Kreymer Estates Phase 4 -27.312 ac 78 Lots Heritage Park- Phase 3-81 Lots Bozman Farms Phase 5- 69.071 ac 198 Lots Parkwood Ranch - Phase 2 -102 Lots HNI Townhome Addition - 10.06 ac 104 Lots Jackson Hills - Phase 3B- 114 Lots Alanis Crossing Phase II -26.239 ac 42 Lots Jackson Meadows- 51 Lots Trailsplace Lot 6-BR & 6 C-0.256 ac 2 Lots Woodbridge- Phase 19- 148 Lots Kreymer Park-45.57 ac 151 Lots Estates of Pleasant Valley Phase II - (21 Lots) Kreymer Estates Phase 3-29.7654 ac 74 Lots Serene Townhomes (122 units) Braddock Place Phase 5-28.019 ac Malone Estates (37 lots) Railroad Addition Block 31- 1 ac. Estates of Pleasant Valley Phase I - (42 lots) Creekside Estates Ph 9- 12 ac Covington Estates Phase 2- 13.927 ac ETJ Kreymer Park-45.57 ac 151 Lots C & F Copeville Addition - 3.515 ac 3 Lots Bozman Farms Phase 5-69.071 ac 198 Lots Geckler Addition - 14.274 ac 1 Lot Inspiration Phase 3 and 4- 107.83 ac Reyes estates- 3.61 ac 2 Lots Russell Addition-0.16 ac 1 lot Creeks Crossing -3.187 ac 2 Lots Oaks Addition -0.304 ac 1 lot Keeley's Corner ETJ -5.421 ac Keller's 2nd Addition-0.289 ac 1 lot Kingdom Court Phase 1- 11.048 ac-10 lots Serene Villas- 21 ac 67 with 3 lots Creekwood Estates - 15.717 ac 20 Lots New Haven at Wylie-3.1 ac 1 lot J Cubed Addition 1.841 ac LewisRanch Phase 128.58 ac 97 lot Creekwood Country Estates-21.34 ac 22 lots Bozman Farm Phase 7-77.3695 ac 195 w/3 open Redwood at the Lake Phase 2 - 30.58 ac Southside Addition -0.6428 ac Wylie Economic Development Corporation MEMORANDUM TO: WEDC Board of Directors FROM: Sam Satterwhite, Executive DirectorJ/�' SUBJECT: Future Agenda Items DATE: June 7, 2018 Issue Discussion of issues to be placed on future WEDC Board Meeting agenda (no substantial consideration/discussion allowed). Analysis During this Discussion Item, Board Members will have the opportunity to propose that an issue be placed on a future agenda for consideration. The Board will note that no substantial consideration/discussion is allowed so that there will not be a violation of the Open Meetings Act which requires discussion/action items be placed on Agenda's with specific language as to what will be discussed. For example, the above language will allow a Board Member to present a request for a certain item to be placed on an agenda for consideration, but not the ability for the same Board Member to argue the merits of the issue. Conversely, another Board Member may not discuss the merits as to why they may not want that particular item on a future agenda. Recommendation This Item is for discussion only and will provide direction to Staff. No formal action is allowed.