12-27-17-Resolution-Chapter 380 Agreement with Sanger Lodging, LLC Real and Personal Property Taxes-01/02/2018RESOLUTION NO. 12-27-17
A RESOLUTION APPROVING THE TERMS AND CONDITIONS OF AN AGREEMENT
BY AND BETWEEN THE CITY OF SANGER AND SANGER LODGING, LLC,
ESTABLISHING A PROGRAM OF GRANTS IN AMOUNTS EQUAL TO A
PERCENTAGE OF REAL AND PERSONAL PROPERTY TAXES PAID ON CERTAIN
DESCRIBED PROPERTY FOR A MAXIMUM PERIOD OF SEVEN YEARS, A REBATE
ON MUNICIPAL HOTEL OCCUPANCY TAXES FOR A PERIOD OF SEVEN YEARS,
AND SITE IMPROVEMENTS IN AN AMOUNT NOT TO EXCEED $100,000 TO
PROMOTE LOCAL ECONOMIC DEVELOPMENT AND STIMULATE BUSINESS AND
COMMERCIAL ACTIVITY WITHIN THE CITY; AUTHORIZING ITS EXECUTION
BY THE MAYOR; AND PROVIDING AN EFFECTIVE DATE.
WHEREAS, the City Council has been presented a proposed Agreement, which is
attached hereto as Exhibit A, between the City of Sanger, Texas and Sanger Lodging, LLC,
establishing a program of grants in amounts equal to a percentage of real and personal property
taxes paid on certain premises located near Interstate 35 and Maple Street, for a maximum period
of seven years for 50 % of the City of Sanger real and personal property taxes assessed and paid,
a rebate on Municipal Hotel Occupancy Taxes paid for a period of seven years, and site
improvements in an amount not to exceed $100,000 as described in the Agreement in order to
promote local economic development and stimulate business and commercial activity within the
City of Sanger, Texas; and
WHEREAS, upon full review and consideration of the Agreement, and all matters
attendant and related thereto, the City Council is of the opinion that the terms and conditions
thereof should be approved, and that the Mayor shall be authorized to execute it on behalf of the
City of Sanger; and
NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF
SANGER, TEXAS:
CPntinn 1
That the terms and conditions of the attached Agreement and Exhibits having been
reviewed by the City Council of the City of Sanger, Texas and found to be acceptable and in the
best interests of the City of Sanger and its citizens, are hereby in all things approved.
Section 2
That the Mayor is hereby authorized to execute the attached Agreement, and all other
documents in connection therewith, on behalf of the City of Sanger.
1
Resolution No. 12-27-17
Section 3
That this Resolution shall take effect upon passage.
PASSED AND APPROVED ON January 2, 2018.
OF
ATTEST: �,`�,��` .•'' •• ,"<�- TY OF SANGER, TEXAS
i
Chery rice, City Secretary , �"Aomas E. Muir, Mayor
1 �����XASti���,111\\1N
2
HOTEL OCCUPANCY TAX GRANT AND
ECONOMIC DEVELOPMENT INCENTIVE AGREEMENT
This Hotel Occupancy Tax Grant and Economic Development Incentive Agreement
("Agreement") is made between the City of Sanger, Texas (the "City"), and Sanger Lodging, LLC,
a Texas limited partnership ("Company"), acting by and through their respective authorized
officers and representatives.
WITNESSETH:
WHEREAS, the Company is engaged in the hospitality business and intends to develop a
hotel located on one parcel of land totaling approximately 2.637 acres (the "Property") as further
described in Exhibit "A"; and
WHEREAS, the City currently levies a local hotel occupancy tax pursuant to Chapter 351,
Texas Tax Code (the "Hotel Occupancy Tax" or "HOT"); and
WHEREAS, Company shall develop, construct, occupy and operate a 77-unit hotel on the
Property, which hotel will, when operating, be subject to the Hotel Occupancy Tax; and
WHEREAS, the City is authorized by Texas Local Government Code § 380.001, et seq.
to provide economic development grants to promote local economic development and to stimulate
business and commercial activity in the City; and
WHEREAS, the City is authorized to use Hotel Occupancy Tax funds for advertising to
promote tourism and the hotel industry pursuant to Section 351.101 (a)(3) of the Texas Tax Code;
and
WHEREAS, the City Council of the City of Sanger finds that it is in the best interest of
the City to grant Hotel Occupancy Tax funds and economic development incentives to the
Company for the development of said hotel.
NOW THEREFORE, in consideration of the foregoing and the premises, mutual
covenants and agreements contained herein, and other good and valuable consideration, the receipt
and sufficient of which are hereby acknowledged, the City and Company, intending to be legally
bound, hereby covenant and agree as follows:
Article I Definitions
For purposes of this Agreement, each of the following terms shall have the meaning set forth herein
unless the context clearly indicates otherwise:
"Base Year Value" shall mean the assessed value of the Taxable Property, as defined below, on
the Property effective January 1, 2017.
"Effective Date" shall mean the date on which all the parties hereto have executed this Agreement.
"Event of Force Majeure" shall mean any contingency or cause beyond the reasonable control of
a party including, without limitation, acts of God or the public enemy, war, riot, civil commotion,
insurrection, government or de facto governmental action (unless caused by the intentionally
wrongful acts or omissions of the party), fires, explosions or floods, strifes, slowdowns or work
stoppages any of which event(s) directly and significantly impact the Company's operations in the
City. An economic downturn shall not constitute an Event of Force Majeure.
"Grant Year" shall mean, for purposes of the Hotel Occupancy Tax grant, a period beginning
January 1 and ending December 31, of each year for the grant period, as applicable.
"Property" shall include the value of land and improvements on the Property as defined by the
Texas Property Tax Code.
"Taxable Property" shall include the real and personal property of the Hotel subject to City of
Sanger taxes for the Term of this Agreement.
"Taxable Value" shall be the same as the assessed value of the Taxable Property as determined
annually by the Denton Central Appraisal District, subject to the appeal procedures set forth in the
V.T.C.A. Tax Code. Any change in the Taxable Value after appeal will require recalculation and
adjustment of the appropriate amount of the grant from the City under this Agreement. If the City
has issued the grant to the Company based on a greater value before appeal, refund of any
overpayment by the Company to the City of such difference shall be remitted to the City within
60 days after final determination of the appeal.
Article II Term
The Term of this Agreement ("Term") shall begin on the Effective Date and continue until
December 31, 2027, unless sooner terminated as provided herein.
Article III Obligations of Company
In consideration for the grant of public fiends as set forth in Article IV and Article V below, the
Company agrees to perform the following:
3,1 'Occupancy and Operation.
Company shall, during the Term of this Agreement, construct, occupy, operate and have open to
the public one (1) hotel that consists of the following:
(1) The hotel shall have a minimum of 77 guest rooms. The brand will be Holiday Inn. Express
("Hotel"),
(2) A building permit must be applied for and issued, and construction of the Hotel must
commence on or before June 1, 2018, The Hotel must have been issued a Certificate of Occupancy
by the City within twenty four (24) months after a building permit is issued. Failure to meet these
deadlines will terminate this Agreement.
3.2 Performance.
Company agrees and covenants that it will diligently and faithfully, in a good and worlunanlike
manner, make improvements to the Property, including, but not limited to, the construction and
operation of the Hotel, in accordance with all applicable state and local laws and regulations.
3.3 Improvements.
Company shall, during the Term of this Agreement, make real and personal property
improvements in and on the Property at a cost to Owner of approximately $8,000,000, and will
continuously during the Term own, operate, occupy and maintain the Property and all Taxable
Property in furtherance of the services incident to the Hotel.
Article IV Economic Development Grant
4.1 Grant.
(A) City agrees to provide the Company economic development grants in an amount equal to
50% of that portion of annual City ad valorem tax, assessed to and paid by Company, such amount
being calculated on the Taxable Value for that Grant Year, less the Base Year Value, times the
City's tax rate for that Grant Year, for seven (7) Grant Years, or the Termination of this Agreement,
whichever is sooner. The Grant Years shall commence in the year in which the Taxable Value is
assessed on the Hotel after the Certificate of Occupancy is issued and will continue during the
Term of this Agreement if the Company meets each of the obligations set forth in this Agreement
and complies with the certification schedule and requirements set out in Section 4.2 below.
(B) The City shall, at its sole cost and expense in an amount not to exceed $100,000 and in
accordance with all applicable City standards, furnish, install and complete improvements that
benefit the Property as follows:
(1) A loop of the water lines to serve the Property by connecting an existing 8"
water line on the east side of IOth Street to a 6" water line located on the side of the IH-35
service road, through an 8" line on the Property; and
(2) Install 3 phase, underground, loop primary electrical service to the Hotel facility,
including transformer and meter -set.
Should the Company not develop the Hotel as set forth in this Agreement, Company shall
reimburse the City for all costs associated with the improvements made on Property as
detailed in Section 4.1 (B).
4.2 Grant Payment Requirements and Schedule.
(A) Subject to compliance with Article III above, Company may request grant funds in
accordance with the terms of section 4.1.
(B) City shall remit the grant funds under this Article IV to the Company within sixty (60) days
of the receipt by the City of documentary evidence of the Company's annual property tax payment
from Denton County or other taxing entity collecting ad valorem taxes for the City.
Article V Hotel Occupancy Tax Grant
5.1 Grant.
The City agrees to provide the Company a grant to be paid from Company's Hotel Occupancy Tax
remittance (the "HOT Grant Funds"), beginning on the date of the issuance of the certificate of
occupancy for the hotel, and payable on a quarterly basis during each Grant Year thereafter, subject
to the Company complying with the obligations set forth in this Article and Article VI, below, and
ding of the annual certification, as set out in Section 5.3 below, to be paid as follows:
(1) 75% for Grant Years 1 -- 3; and
(2) 50% for Grant Years 4-7.
5.2 Funds Maintenance.
All HOT Grant Funds provided to the Company by the City pursuant to this Agreement shall be
maintained and expended by the Company in compliance with the requirements of Chapter 351 of
the Texas Tax Code, and shall be used solely for purposes of this Agreement.
5,3 Annual Certification.
Beginning January 1, 2018, the Company must submit an annual certification on the form attached
hereto as Exhibit "B" and must submit the form not later than December 1 of each year for the
duration of this Agreement certifying compliance with the obligations set out in Article VI below.
A FAILURE TO FILE THE ANNUAL CERTIFICATION BY THE DECEMBER I
DEADLINE SHALL BE AN EVENT OF DEFAULT AND, IF NOT CURED AS SET
FORTH IN SECTION 8.1(2) BELOW, SHALL RESULT IN THE COMPANY'S
FORFEITURE OF ANY UNPAID RIOT FUNDS AND INVOKE THE CITY'S RIGHT TO
TERMINATE, AS SET OUT BELOW,
5.4 Grant Payment Requirements and Schedule.
(A) Subject to compliance with Article III above, Company may submit itemized documents
setting forth the HOT funds collected by Company during the previous quarter and remitted to the
City, Company may request HOT Grant Funds in accordance with the terms of Section 4.2. Failure
to comply with this Section 5.4 shall not subject the grant in Section 5,1 to forfeiture,
(B) City shall remit the HOT Grant Funds under this Article V to the Company within thirty
(30) days of the receipt of Company's HOT payment, in compliance with Section 5A (A),
Article VI Hotel Occupancy Tax Funds
6.1 Use of Funds.
The Company's use of the HOT Grant Funds shall be limited to the following;
(1) Expenditure of the HOT Grant Funds shall be in conformance with (i) Section
351.101(a)(3) of the Texas Tax Code and as further amended by the legislature during t11e
Term of this Agreement, including advertising, solicitation, and marketing programs to
promote tourism and the convention and hotel industry to attract tourists and convention
delegates or registrants to Sanger and/or the Hotel; and
(2) Expenditure of the HOT Grant Funds shall be in conformance with the Annual
Budget submitted by the Company to the City pursuant to Article VII herein.
6.2 Hotel Tax Payment.
(A) FAILURE BY COMPANY TO REMIT THE MINIMUM HOT PAYMENT TO THE
CITY REQUIRED BY THIS ARTICLE V1 SHALL BE AN EVENT OF DEFAULT AND,
IF NOT CURED AS SET FORTH IN SECTION 8.1(2) BELOW, SHALL RESULT IN THE
COMPANY'S FORFEITURE OF ANY UNPAID HOT GRAN FUNDS AND INVOKE THE
CITY'S RIGHT TO TERMINATE, AS SET OUT BELOW.
(B) The Company shall timely remit all money owed to the City pursuant to the Company's
responsibility to collect and make HOT payments as required by the City of Sanger Code of
Ordinances and as further amended by the City during the Term. The Company shall not become
delinquent in its HOT payments to the City. FAILURE BY COMPANY TO TIMELY MAKE
HOT PAYMENTS TO THE CITY AS REQUIRED BY THIS ARTICLE VI SHALL BE AN
EVENT OF DEFAULT AND, IF NOT CURED AS SET FORTH IN SECTION 8.1(2)
BELOW, SHALL RESULT IN THE COMPANY'S FORFEITURE OF ANY UNPAID HOT
GRANT FUNDS AND INVOKE THE CITY'S RIGHT TO TERMINATE, AS SET OUT
BELOW.
Article VH HOT Annual Plan and Budget
7.1 Preparation of Proposed Annual Plan and Budget.
On an annual basis, no later than December 1, the Company shall prepare and submit to the City
a proposed Annual Plan and Budget itemizing the use of the HOT Grant Funds for the forthcoming
January lst until December 3l't period (the "Grant Year"), 'prior to HOT Grant Funds being
distributed. The proposed Annual Plan and Budget shall be submitted to the City immediately
prior to commencement of each Grant Year, with the initial proposed Annual Plan and Budget
submitted on or before December 1, 2018, for the forthcoming Grant Year beginning on January
1, 2019, until December 31, 2019, and on December 1 of each year thereafter during the Term.
The proposed Annual Plan and Budget shall include, at a minimum, a line item budget detailing
the use of the HOT Grant Funds for the upcoming Grant Year, the amount of expenditure for each
item and a description of the item indicating how it complies with the requirements in Section
351.101(a)(3) of the Texas Tax Code and as further amended by the legislature during the Term
of this Agreement. FAILURE TO SUBMIT THE PROPOSED ANNUAL PLAN AND
BUDGET BY THE DECEMBER 1 DEADLINE SHALL BE AN EVENT OF DEFAULT
AND, IF NOT CURED AS SET FORTH IN SECTION 8.1(2) BELOW, SHALL RESULT
IN THE COMPANY'S FORFEITURE OF ANY UNPAID HOT GRANT FUNDS AND
INVOKE THE CITY'S RIGHT TO TERMINATE, AS SET OUT BELOW.
7.2 Annual Plan and Budget.
The Company shall submit an Annual Plan and Budget to the City Manager or his designee prior
to disbursement of HOT Grant Funds for the upcoming Grant Year. The City shall have the right
to request reasonable modifications to the Annual Plan and Budget.
7.3 Alternatives.
The Company may submit one or more alternative programs in the overall Annual Plan and Budget
for a Grant Year, so long as all applicable alternatives are in conformance with the authorized uses
pursuant to Section 351.101(a)(3) of the Texas Tax Code and as further amended by the legislature
during the Term of this Agreement.
7.4 Effect of Submission.
Submission to the City of the Annual Plan and Budget does not alleviate the Company's
responsibility to spend the HOT Grant Funds within the limitations of Section 351.101(a)(3) of
the Texas Tax Code and as further amended by the legislature during the Term of this Agreement.
The Company acknowledges that, pursuant to the terms of the Agreement and Section 351,101(a)
(3) of the Texas Tax Code and as further amended by the legislature during the Term of the
Agreement, the Company has a fiduciary duty to the City with respect to its handling and use of
the HOT Grant Funds provided to the company under this Agreement, COMPANY HEREBY
INDEMNIFIES AND HOLDS THE CITY HARMLESS FROM ANY AND ALL CLAIMS
RELATING TO THE EXPENDITURE, HANDLING AND USE BY COMPANY OF HOT
GRANT FUNDS.
7.5 Permitted Limited Reallocations.
The City recognizes that the tourism and hotel industry is a dynamic one, and that prudence dictates
that the Company retain the ability to make certain minimal adjustments fiom time to time within
the confines of the Annual Plan and Budget, Accordingly, the City agrees that the Company may,
in its professional judgment and mindful of its fiduciary responsibility to the City: (i) reduce
expenditures below the level approved in the Annual Plan and Budget for all or any particular
categories as the Company deems appropriate subject to Section 7.7 below, (ii) reallocate an
amount in any category in the Annual Plan and Budget to another category, so as to allow a
3 reasonable shift in emphasis as the Grant Year develops, and (iii) allocate any amount included in
an "alternative" category in the Annual Plan and Budget to any other approved category, However,
the Company acknowledges and agrees that the HOT Grant Funds may not be allocated or used
for any activity or program that is not within the permitted activities of Section 351.101(a)(3) of
the Texas Tax Code and as further amended by the legislature during the Term of the Agreement.
The Company shall notify the City in writing of any material changes made to the Annual Plan
and Budget pursuant to this Section 7.5 within thirty (30) days of making a change.
7.6 Annual Plan and Budget Amendments.
Should the provision of Section 7.5 above be determined by the Company to provide insufficient
flexibility to address applicable facts and circumstances as they develop during a Grant Year, the
Company may, at any time, submit to the City an amendment to the Annual Plan and Budget for
the Grant Year in question. No such amendment shall be effective until received by the City
Manager,
7.7 Unexpended and Unencumbered Funds,
Unexpended and unencumbered HOT Grant Funds that remain with the Company after December
31 of each Grant Year will revert to the City and the Company must return said IIOT Grant Funds
to the City on or before January 31 of the irnmediately following year. Encumbered HOT Grant
Funds are those funds which the Company has received and obligated for payment by written
agreement or contract to expend on approved projects listed in the Annual Plan and Budget.
Requests to encumber HOT Grant Funds for projects, as approved in the Annual Plan and Budget
completed after .December 31 of a Grant Year, shall be submitted to the City for review and
' approval by Aecember 1 of that same Grant Year, If approved by the City, the encumbered HOT
Grant Fund expenditure for specific projects must be completed by December 31 of the year of the
request and authorization for encumbrance. An additional annual compliance certification, in
accordance with the form set forth in Section 5.3 herein, must be submitted to the City no later
than April 30 in the year immediately following the year of the authorized encumbrance. HOT
Grant Funds may only be encumbered for the projects that have commenced prior to December 1
of the Grant Year for which the HOT Grant Funds were issued.
Article VIII Default; Termination
8.1 Events of Termination.
This Agreement terminates upon any one or more of the following:
(1) By expiration of the Term and where no defaults have occurred; or
(2) If a party defaults or breaches any of the terms or condition of this Agreement and
such default or breach is not cured within ten (10) days after written notice thereof by the
non -defaulting party unless a longer period is provided. Any default under this provision
and right to recover any claims, refunds, damages and/or expenses shall survive the
termination of the Agreement.
The City Manager is authorized on behalf of the City to send notice of default and to terminate
this Agreement for any default that is not cured.
8.2 Effect of Termination/Survival of Obligations.
The rights, responsibilities and liabilities of the parties under this Agreement shall be extinguished
upon the applicable effective date of termination of this Agreement, except for any obligations or
default(s) that existed prior to such termination or as otherwise provided herein and those liabilities
and obligations shall survive the termination of this Agreement, including the refund provision,
maintenance of records, and access thereto.
8.3 Refund/Default.
(A) Subject to an Event of Force Majeure, if the Company fails to occupy the Property at any
time during the Term of the Agreement, Company shall refund to the City an amount equal to the
total grant money paid to the Company by the City of Taxable Property pursuant to Section 4.1(A)
and (B) above. A failure to make the refund payment promptly upon notification of such refund
becoming due shall constitute an event of default.
(B) If the Company defaults under any provision of this Agreement, and fails to remedy such
default within ten (10) days of the date of written notice of such default, the City will not make a
grant to Company under Articles IV or V, for the calendar year during which the default occurred
or any years thereafter, but here shall be no recapture of grants that were issued to Company in
prior years.
(C) If City defaults under the provisions of Article V, the Company shall be entitled to a credit
of the HOT Grant Funds on future HOT due to the City, if the provisions of Section 5.4 are
complied with.
8.4 Cross Default.
If the Hotel is now or hereafter owned by separate person or entities, any of the events of default
described in this Article VIII will be applied and individually and independently to each such
person or entity, as applicable, and will not be a "cross default" of the separate, unrelated person
or entity, which would otherwise qualify as an assigned under Article X of this Agreement.
Article 1X
Retention and Accessibility of Records
9.1 Records.
Company shall maintain the fiscal records and supporting documentation for expenditures of funds
associated with this Agreement. Company shall retain such records, and any supporting
documentation for the greater of:
(1) Five (5) years from the end of the Agreement Period; or
(2) The period required by other applicable laws and regulations.
9.2 Accessibility,
Company gives City, its designee, or any of their duly authorized representatives, access to and
the right to examine relevant books, accounts, records, audit reports, reports, files, documents,
written or photographic material, videotape and other papers, things, or personal and Real Property
belonging to or in use by Company pertaining to the Economic Development Program Grant (the
"Records") upon receipt of ten (10) business days written notice for the City. The City's access
to Company's books and records will be limited to information needed to verify that Company is
and has been complying with the terms of this Agreement. Any information that is not required
by law to be made public shall be Dept confidential by City, In no event shall City's access to
Company's Records include any access to any personal and/or medical data of any employees of
Company except to confirm payroll information compliance for Full -
Time rob Equivalents, Company shall not be required to disclose to the City any information that
by law Company is required to keep confidential. Should any good faith dispute or question arise
as to the validity of the date provided, the city reserves the right to require Company to obtain an
independent firm to verify the information. This certified statement by an independent firm shall
be provided at the sole cost of Company, The rights to access the Records shall terminate five (5)
years after the termination or expiration of this Agreement. Failure to provide reasonable access
to the Records to authorized City representatives shall give the City the right to suspend or
terminate this Agreement as provided for in Section 8,1 above, or any portion thereof, for reason
of default. All Records shall be retained by Company for a period of five (5) years after all
performance requirements are achieved for audit purposes until such audits or other administrative,
civil or criminal matters including, but not limited to, investigations, lawsuits administrative
inquiries and open record requests are completed, Company agrees to maintain the Records in an
is accessible location.
Article X Assignment
This Agreement may not be assigned without the express written consent of the non -
assigning party, except that the Company may assign this Agreement without obtaining the City's
consent (a) to one of its wholly owned or controlled affiliates, or (b) to any person or entity that
directly or indirectly acquires, through merger, sale of stock, purchase or otherwise, all or more
than (90) percent of the assets of the Company as long as the Company gives sixty (60) days prior
written notice to the City and the assignee executes an agreement with the City to be bound to all
the terms and conditions of this Agreement and be responsible for any default(s) that occurred
prior to or after the assignment.
For any assignment not covered by (a) or (b) in the preceding paragraph, the Company
must obtain the prior approval of the City through its City Manager, which will not be
unreasonably withheld or delayed, and the assignee must agree to be bound to all the terms and
conditions of this Agreement and to accept all liability for any default that occurred prior to and/or
after the assignment. .
Any assignment agreement must be furnished in a form acceptable to the City and be
provided at least (30) days prior to the effective assignment date. City agrees to notify the potential
assignee of any known default, but such notification shall not excuse defaults that are not yet know
to the City.
Article XI Miscellaneous
11.1 No Joint Venture.
It is acknowledged and agreed by the parties that the terms of this Agreement are not intended to
and shall not be deemed to create a partnership or joint venture amount the parties. Neither party
shall have any authority to act on behalf of the other party under any circumstances by virtue of
this Agreement.
11.2 Notice of Bankruptcy.
In the event Company files for bankruptcy, whether involuntarily or voluntary, Company shall
provide written notice to the City within three (3) business days of such event.
11.3 Authorization.
Each party represents that it has full capacity and authority to grant all rights and assume all
obligations that are granted and assumed under this Agreement.
11.4 Notice.
Any notice required or permitted to be delivered hereunder shall be deemed received three (3) days
thereafter sent by United States Mail, postage prepaid, certified mail, return receipt requested,
addressed to the party at the address set forth below (or such other address as such party may
subsequently designate in writing) or on the day received if sent by courier or otherwise hand
delivered.
If intended for the City:
City of Sanger
Attention: City Manager
P.O. Box 1729
Sanger, Texas 76266
With a Copy to:
Sanger Lodging LLC
Attention: Chetan Patel
1400 N. Stemmons St
Sanger, Texas 76266
11.5 Entire Agreement. This Agreement is the entire agreement between the parties with
respect to the subject matter covered in this Agreement. There is no other collateral oral or written
agreement between the patties that in any manner relates to the subject matter of this Agreement.
11.6 Governing .Law. This Agreement shall be governed and construed in accordance with the
laws of the State of Texas, without giving effect to any conflicts of law rule or principle that might
result in the application of the laws of another jurisdiction. Venue for any action concerning this
Agreement, the transactions contemplated hereby or the liabilities or obligations imposed
hereunder shall be in the State District Court of Denton County Texas,
11.7 Amendment. This Agreement may only be amended by the mutual written agreement of
the parties.
11,8 Severability. In the event 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 unenforecability shall not affect other provisions, and it is the intention of the parties
to this Agreement that in lieu of each provision that is found to be illegal, invalid, or unenforceable
and is as similar in terms as possible to the provision found to be illegal, invalid or unenforceable.
11.9 Recitals. The recitals to this Agreement are incorporated herein.
11.10 Authorized to Bind. The persons who execute their signatures to this Agreement and any
certifications related to this Agreement represent and agree that they are authorized to sign and
bind their respective parties to all the terms and condition contained herein.
11.11 Compliance. Under Chapter 2264 of the Texas Government Code, Company has
submitted the required certification that the business, or a branch, division, or department of the
business, does not and will not knowingly employ an undocumented worker, An undocumented
worked means an individual who, at the time of employment, is not lawfully admitted for
permanent residence to the United States or authorized under the law to be employed in that
manner in the United States. If after receiving this public subsidy/grant from the City, the
Company, or a branch, division, or department of the business, is convicted of a violation under 8
U.S.C. Section 1324a(f), the Company shall repay the amount of the grant from the City with
interest, at a rate of 5% according to the terms provided by this Agreement under Section 2264.053,
but not later than the 1201h day after the date the public agency state or local taxing jurisdiction, or
economic development corporation notifies the Company of the violation. City may exercise all
rights to enforce this recovery as allowed by Subchapter C of Chapter 2264 or any other laws.
11.12 Counterparts. This Agreement may be executed in counterparts. Each of the counterparts
shall be deemed an original instrument, but all the counterparts shall constitute one and the same
instrument. _
EXECUTED the day of c 02 : r
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ATTEST: U . j� CITY OF SANGER, TEXAS'
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Che ice, City Secretary ;, ' . . . •'' �'*` Thomas E. Muir, Mayor
Z''% TEXAS
COMPANY: Sanger Lodging LLC
By:
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Name: Title:
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STATE OF TEXAS
COUNTY OF DENTON
BEFORE ME, the undersigned authority, onlh this day personally appeared
Ch e4a" Ph I-C l of , �a�cer /0J' d , known to me to be the person
whose name is subscribed to the foregoing instrume a d acknowledged to me that he/she
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EXHIBIT B
ANNUAL CERTIFICATE OF COMPLIANCE
Please select one of the options below before signing and returning the certification:
a. I hereby certify that C +C11 pWj follows each"applicable term
as set forth in the Agreement and has received grant payments in accordance with the terms and
conditions set out forth in Articles IV and V.
b. I hereby certify that is not in compliance with
each applicable term as set forth in the Agreement and has received grant payments.
ATTEST:
COMPANY
By: C-
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Name: C%t�,,1 QC1
Title: ta l-
Dater 2-1 ;,v] 2-o) -7
NOTE: This form is due by December 1 of each year as set forth in the Agreement, and if this
Agreement is in effect.
This Certificate of Compliance should be mailed to:
City of Sanger
Economic Development Department
P.O. Box 1729
Sanger, Texas 76266