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Res 13-27 Approving an Economic Development Agreement with the Marriott Solana TOWN OF WESTLAKE RESOLUTION 13-27 A RESOLUTION BY THE TOWN COUNCIL OF THE TOWN OF WESTLAKE, TEXAS, APPROVING AN ECONOMIC DEVELOPMENT AGREEMENT WITH THE MARRIOTT SOLANA. WHEREAS, the Westlake Town Council, in its current Strategic Plan, has identified "Service Excellence" as a Vision Point for that Strategic Plan as well as Financial Stewardship as a Strategic Issue that must be addressed to move the Town towards this Vision Point; and, WHEREAS, the Town of Westlake sales and use taxes are an important revenue source to support its general operations; and, WHEREAS, the Town Council desires to have new and existing businesses that maintain and grow their sales and use tax streams, which in turn, enhances the Town's financial position and sustainability per its Strategic Plan; and WHEREAS, the Town Council acknowledges that the Town's Visitors Association Fund is a key component of its financial structure and that an economic development grant to the Marriott Solana Hotel will help solidify and maintain that structure; and, WHEREAS, Town has an economic development policy adopted by Resolution 06-19 and that this proposed economic development agreement with the Marriott Solana meets those policy guidelines and meets the requirements of State law for municipalities to grant 380 economic development grants to businesses located in their boundaries; and WHEREAS, the Town Council finds that the passage of this Resolution is in the best interest of the citizens of Westlake. NOW, THEREFORE, BE IT RESOLVED BY THE TOWN COUNCIL OF THE TOWN OF WESTLAKE, TEXAS: SECTION 1: THAT, all matters stated in the Recitals hereinabove are found to be true and correct and are incorporated herein by reference as if copied in their entirety. SECTION 2: THAT, the Town Council of the Town of Westlake, Texas, hereby approves the Economic Development Grant Agreement with the Marriott Solana attached hereto as Exhibit "A"; and further authorizes the Town Manager to execute said agreement on behalf of the Town of Westlake. Resolution 13-27 Page 1 of 2 SECTION 3: If any portion of this Resolution shall, for any reason, be declared invalid by any court of competent jurisdiction, such invalidity shall not affect the remaining provisions hereof and the Council hereby determines that it would have adopted this Resolution without the invalid provision. SECTION 4: That this resolution shall become effective from and after its date of passage. PASSED AND APPROVED ON THIS 16TH DAY OF SEPTEMBER, 2013. Laura Wheat, Mayor ATTEST: KellEdwaAls, Town Secretary Thomas E. Brymer, Tor Manager APPROVE TO RM- 0 F L(Stafiion L 0!�Ytpvmey XAS Resolution 13-27 Page 2 of 2 ECONOMIC DEVELOPMENT PROGRAM AGREEMENT This ECONOMIC DEVELOPMENT PROGRAM AGREEMENT ("Agreement") is entered into by and between the TOWN OF WESTLAKE, TEXAS (the "Town"), a Type-A general law municipal corporation organized under the laws of the State of Texas, and MARRIOTT HOTEL SERVICES, INC. D/B/A DALLAS/FT.WORTH MARRIOTT SOLANA, ("Marriott:), a Hotel. The Town and Marriott are collectively referred to as the "Parties". RECITALS The Town and Marriott hereby agree that the following statements are true and correct and constitute the basis upon which the Town and Marriott have entered into this Agreement: A. Marriott owns and operates a 294 (288 plus 6 suites) room, full-service hotel located at 5 Village Circle, Westlake, Texas, (the "Hotel''I) The Hotel provides a valuable catalyst for visitors,tourism, and economic development to the Town. B. In order to increase visitors and tourism, and to maximize the economic benefits that the Hotel can bring to the Town, the Town and Marriott desire to enter into this Agreement. C. In accordance with Resolution No. 06-19, adopted by the Town Council on May 8, 2006, attached hereto as Exhibit "A" and hereby made a part of this Agreement for all purposes, the Town has established an economic development incentive policy and program pursuant to which the Town will, on a case-by-case basis, offer economic incentive packages authorized by Chapter 380 of the Texas Local Government Code, Article 111, Section 52-a of the Texas Constitution, and other applicable laws, that include monetary loans and grants of public money, as well as the provision of personnel and services of the Town, to businesses and entities that the Town Council determines will promote State or local economic development and stimulate business and commercial activity in the Town in return for verifiable commitments from such businesses or entities to cause specific infrastructure, employment and other public benefits to be made or invested in the Town (the"380 Program"). D. The Town Council has determined that by entering into this Agreement, the potential increase of visitors and tourism and economic benefits that will accrue to the Town under the terms and conditions of this Agreement are consistent with the Town's economic development objectives and the 380 Program and will further the goals for positive economic growth, visitors and tourism in the Town. This Agreement is authorized by Chapter 380 of the Texas Local Government Code and the 380 Program. NOW, THEREFORE, in consideration of the mutual benefits and promises contained herein and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Parties agree as follows: Resolution 13-27 Page 1 of 10 AGREEMENT 1. INCORPORATION OF RECITALS. The Town Council has found at a duly-called and legally-noticed public meeting through the adoption of Town Resolution No. 13-27, attached hereto as Exhibit "B" and hereby made a part of this Agreement for all purposes, and the Town and Marriott hereby agree, that the recitals set forth above are incorporated herein and true and correct and form the basis upon which the Parties have entered into this Agreement. 2. DEFINITIONS. In addition to terms defined in the body of this Agreement, the following terms shall have the definitions ascribed to them as follows: 380 Program has the meaning ascribed to it in Recital C. Affiliate means all entities, incorporated or otherwise, under common control with, controlled by or controlling Marriott. For purposes of this definition, "control" means fifty percent (50%) or more of the ownership determined by either value or vote. Program Grants means the annual allowable economic development grants paid (whether in one or multiple installments) by the Town to Marriott in accordance with this Agreement and as part of the 380 Program. Program Source Funds means an amount of Town funds legally available for inclusion in a Program Grant that is payable to Marriott in a given Program Year, which shall be derived from hotel occupancy taxes generated by the Hotel and received by the Town pursuant to Chapter 351 of the Texas Tax Code, or other legally available funds of the Town. Program Year means the Town's fiscal year (i.e. October 1 through September 30th) in which the Town is obligated pursuant to this Agreement to pay Marriott a Program Grant, beginning with the first fiscal year following the execution of this Agreement. Quarterly Report has the meaning ascribed to it in Section 4.2. Records have the meaning ascribed to it in Section 4.3. Term has the meaning ascribed to it in Section 3. Town of Westlake Hotel Support Program has the meaning ascribed to it in Section 4.1. 3. TE Resolution 13-27 Page 2of10 This Agreement shall be effective as of the date of execution by the Parties (the "Effective hate") and, unless terminated earlier in accordance with this Agreement, shall expire one (1) year from the Execution Date. 4. TOWN ANIS MARRIOTT'S OBLIGATIONS AND COMMITMENTS. 4.1. Town of Westlake Hotel Support Program The total amount to be granted by the Town to Marriott under the terms of this Agreement for the Town of Westlake Hotel Support Program shall not exceed $40,000 with said Town of Westlake Hotel Support Program, consisting of the following: Group Booking Incentives, the requirements for which are attached hereto as Exhibit "C" and hereby made a part of this Agreement for all purposes (the"Hotel Support Agreement") and details the obligations of Marriott to receive, and the Town to grant, the Program Grants from the Program Source Funds during the Program Year related to group bookings at the Hotel. The purpose of this component of the Town's Hotel Support Program shall be to increase new group bookings for the Hotel and to not incur a decrease in overall group meeting business (i.e. all group bookings at the Hotel both of new group business and repeat group business), thus increasing economic development through tourism and business development activity in the Town. The Group Booking Incentives provided by the Town under this Agreement to the Hotel shall not exceed $40,000 during the term of this Agreement. 4.2. Reports and Filings. On a quarterly basis during the Term, Marriott shall submit a written report to the Town specifically delineating its compliance with this Agreement (the " uarterly Report '). The Quarterly Report shall be received by the Town Manager no later than thirty (30) days from the end of each quarter. Said Quarterly Report will contain, as a minimum, the following performance measure information for the reporting period in order for the Town to measure the effectiveness of its investment in this grant of public funds to Marriott for this Hotel: • Total funds paid to date aggregate under this Agreement during the contract term to Marriott regarding group incentives of the Town's Hotel Support Program described in Section 4.1 of this Agreement • Total funds spent to date by Marriott for the activities and purposes set out in Section 4.1 of this Agreement • Increases in average daily occupancy at the Hotel • Decreases in average daily occupancy at the Hotel • Number of room nights generated by new group bookings at the Hotel Resolution 13-27 Page 3 of 10 ® Number of room nights generated by repeat group business bookings at the Hotel ® The number of new group bookings made for the Hotel during the reporting period and the number of repeat group business bookings made for the Hotel during the reporting period. ® A brief description of marketing/sales efforts made during the reporting period for the Hotel including: ® the number and type of new group sales prospects identified, targeted, and group sales closed by Marriott sales staff during the reporting period ® the number and type of new group sales made by contacts from outside the Hotel Marriott 4.3. Audits. Per the requirements of State law and the Town ordinance establishing the Town's hotel-motel occupancy tax, the Town will have the right throughout the Term to audit any and all financial and business records of Marriott that relate to the performance of this Agreement and any other documents necessary to evaluate Marriott's compliance with this Agreement or with the goals set forth in this Agreement, including, but not limited to construction documents and invoices (collectively "Records"). Marriott shall make all Records available to the Town at the Hotel or at another location in the Town acceptable to both parties following reasonable advance notice by the Town and shall otherwise cooperate fully with the Town during any audit. 5. DEFAULT TERMINATION AND FAILURE BY MARRIOTT TO MEET VARIOUS DEADLINES AND COMMITMENTS. 5.1. Continuous Operation. Following the Completion Date, if Marriott fails to continuously operate a full-service hotel at 5 Village Circle, Westlake, Texas, 76262, the Town shall have the right to terminate this Agreement by providing written notice to Marriott without further obligation to Marriott hereunder. 5.2. Failure to Pay Town Taxes or Fees. An event of default shall occur under this Agreement if any legally-imposed Town taxes or fees owed on, or generated by, the hotel become delinquent and Marriott or the Affiliate does not either pay such taxes or follow the legal procedures for protest and/or contest of any such taxes. In this event, the Town shall notify Marriott in writing and Marriott shall have sixty (60) calendar days to cure such default. If the default has not been fully cured by such time, the Town shall have the right to terminate this Agreement immediately by providing written notice to Marriott and shall have all other rights and remedies that may be available to it under the law or in equity. Resolution 13-27 Page 4 of 10 5.3 Violations of'Town Code, State or Federal Law. An event of default shall occur under this Agreement if any written citation is issued to Marriott or an Affiliate due to the occurrence of a violation of a material provision of the Town Code at the Hotel (including, without limitation, any violation of the Town's Building or Fire Codes and any other Town Code violations related to the environmental condition of the Hotel; or to matters concerning the public health, safety or welfare) and such citation is not paid or the recipient of such citation does not properly follow the legal procedures for protest and/or contest of any such citation. An event of default shall occur under this Agreement if the Town is notified by a governmental agency or unit with appropriate jurisdiction that Marriott or an Affiliate, or any successor in interest thereto, any third party with access to the Hotel pursuant to the express or implied permission of Marriott or an Affiliate, or any a successor in interest thereto, is in violation of any material state or federal law, rule or regulation on account of the Hotel, improvements on the Hotel or any operations thereon (including, without limitation, any violations related to the environmental condition of the Hotel; the environmental condition other land or waters which is attributable to operations on the Hotel; or to matters concerning the public health, safety or welfare). Upon the occurrence of such default, the Town shall notify Marriott in writing and Marriott shall have (i) thirty (30) calendar days to cure such default or (ii) if Marriott has diligently pursued cure of the default but such default is not reasonably curable within thirty (30) calendar days, then such amount of time that the Town reasonably agrees is necessary to cure such default. If the default has not been fully cured by such time, the Town shall have the right to terminate this Agreement immediately by providing written notice to Marriott and shall have all other rights and remedies that may be available to under the law or in equity. 5.4. Unauthorized Use of Funds and Requirement for Repayment to Town. If, during an audit by the Town under the provisions of this Agreement, the Town determines that the proceeds of this grant have not been utilized by Marriott for the purposes outlined in this Agreement, Marriott will be given thirty (30) calendar days to cure (following written notice from the Town) and, if Marriott fails to cure per the written notice from the Town, Marriott shall immediately remit to the Town the entire amount under this Agreement paid by the Town to Marriott during the reporting period during which the Town has identified that Marriott was not in compliance with the terms of this Agreement. If said amount is not remitted to the Town within 30 calendar days from the end of the cure period, that amount demanded for repayment to the Town plus six (6) percent simple interest on the repayment amount shall be due, in full, to the Town. For the purposes of this Section, Simple Interest" is defined as a rate of interest applied to the aggregate amount of the Program Grants paid by the Town to Marriott during the reporting period in which Marriott was in violation of this Agreement. 5.5. Failure to Submit Reports. Resolution 13-27 Page 5 of 10 Without limiting the application of Section 5.6, if Marriott fails to submit any report required by and in accordance with Section 4.2, the Town's obligation to pay any Program Grants at the time, if any, shall be suspended until Marriott has provided and is current on all reports. 5.6. General Breach. Unless stated elsewhere in this Agreement, Marriott shall be in default under this Agreement if Marriott breaches any term or condition of this Agreement. In the event that such breach remains uncured after thirty (30) calendar days following receipt of written notice from the Town referencing this Agreement (or, if Marriott has diligently and continuously attempted to cure following receipt of such written notice but reasonably requires more than thirty (30) calendar days to cure, then such additional amount of time as is reasonably necessary to effect cure, as determined by both parties mutually and in good faith), the Town shall have the right to terminate this Agreement immediately by providing written notice to Marriott. 6. NO INDEPENDENT CONTRACTOR OR AGENCY RELATIONSHIP. It is expressly understood and agreed that Marriott shall not operate as an independent contractor or as an agent, representative or employee of the Town. Marriott shall have the exclusive right to control all details and day-to-day operations relative to the Hotel Support Program and shall be solely responsible for the acts and omissions of its officers, agents, servants, employees, contractors, subcontractors, licensees and invitees. Marriott acknowledges that the doctrine of respondeat superior will not apply as between the Town and Marriott, its officers, agents, servants, employees, contractors, subcontractors, licensees, and invitees. Marriott further agrees that nothing in this Agreement will be construed as the creation of a partnership or joint enterprise between the Town and Marriott. 7. INDEMNIFICATION. MARRIOTT, AT NO COST OR LIABILITY TO THE TORN AGd6L,E,S' TO DEFEND, INDEMNIFY AND II®LIQ THE TOWN, ITS OFFICERS, AGENTS, ATTORNEYS, SERVANTS AND EMPLOYEES, HARMLESS AGAINST ANY AND ALL CLAIMS, LA KSUITS, ACTIONS, COSTS AND EXPENSES OF ANY KIND, INCL UDING, BUT NOT LIMITED TO, THOSE FOR PROPERTY DAMAGE OR LOSS (INCLUDING ALLEGED DAMAGE OR LOSS TO MARRIOTT' BUSINESS AND ANY RESULTING LOST PROFITS) AND/OR PERSONAL INJURY, INCLUDING DEATH, THAT MAY RELATE TO, ARISE OUT OF OR BE OCCASIONED BY (i) MA IOTT' BREACH OF ANY OF THE TERMS OR PROVISIONS OF THIS AGREEMENT, OR (ii) ANY ACT OR OMISSION OR INTENTIONAL MISCONDUCT OF MARRIOTT, ITS OFFICERS, AGENTS, ASSOCIATES, EMPLOYEES, CONTRACTORS (OTHER THAN THE TOi!N, OR ITS EMPLOYEES, OFFICERS, AGENTS, ASSOCIATES, CONTRACTORS OR SUBCONTRACTS), OR SUBCONTRACTORS DUE OR RELATED TO OR ARISING Resolution 13-27 Page 6 of 10 FROM OPERATION AND CONDUCT OF THE HOTEL SUPPORT PROGRAM OR OTHERWISE TO THE PERFORMANCE OR OBLIGATIONS OF THIS AGREEMENT 8. NOTICES. All written notices called for or required by this Agreement shall be addressed to the following, or such other party or address as either party designates in writing, by certified mail, postage prepaid, or by hand delivery: 'Town• Marriott: Town of Westlake Attn: Town Manager 3 Village Circle, #202 Westlake, Texas 76262 With Copies to(which shall not constitute notice): Boyle&Lowry,L.L.P. Attn: L. Stanton Lowry 4201 Wingren Dr., Suite 108 Irving, Texas 75062 9. ASSIGNMENT AND SUCCESSORS. Marriott may at any time assign, transfer or otherwise convey any of its rights or obligations under this Agreement to an Affiliate without the approval of the Town so long as Marriott, the Affiliate and the Town first execute an agreement approved by the Town Council of the Town of Westlake under which the Affiliate agrees to assume and be bound by all covenants and obligations of Marriott under this Agreement. Otherwise, Marriott may not assign, transfer or otherwise convey any of its rights or obligations under this Agreement to any other person or entity without the prior consent of the Town Council, conditioned on (i) the prior approval of the assignee or successor and a finding by the Town Council that the proposed assignee or successor is financially capable of meeting the terms and conditions of this Agreement and (ii) prior execution by the proposed assignee or successor of a written agreement with the Town under which the proposed assignee or successor agrees to assume and be bound by all covenants and obligations of Marriott under this Agreement. Any attempted assignment without the Town Council's prior consent shall constitute a breach and be grounds for termination of this Agreement and following receipt of written notice from the Town to Marriott. Any lawful assignee or successor in interest of Marriott of all rights under this Agreement shall be deemed "Marriott" for all purposes under this Agreement. 10. COMPLIANCE WITH LAWS, ORDINANCES, RULES AND REGULATIONS. Resolution 13-27 Page 7 of 10 This Agreement will be subject to all applicable Federal, State and local laws, ordinances, rules and regulations, including, but not limited to, all provisions of the Town's codes and ordinances, as amended. 11. GOVERNMENTAL POWERS. It is understood that by execution of this Agreement, the Town does not waive or surrender any of it governmental powers or immunities that are outside of the terms, obligations, and conditions of this Agreement. 12. NO WAIVER. The failure of either party to insist upon the performance of any term or provision of this Agreement or to exercise any right granted hereunder shall not constitute a waiver of that party's right to insist upon appropriate performance or to assert any such right on any future occasion. 13. VENUE AND JURISDICTION. If any action, whether real or asserted, at law or in equity, arises on the basis of any provision of this Agreement, venue for such action shall lie in state courts located in Tarrant County, Texas or the United States District Court for the Northern District of Texas—Fort Worth Division. This Agreement shall be construed in accordance with the laws of the State of Texas. 14. NO THIRD PART' RIGHTS. The provisions and conditions of this Agreement are solely for the benefit of the Town and Marriott, and any lawful assign or successor of Marriott, and are not intended to create any rights, contractual or otherwise, to any other person or entity. 15. FORCE MAJEURE. It is expressly understood and agreed by the Parties to this Agreement that if the performance of any obligations hereunder is delayed by reason of war, civil commotion, acts of God, inclement weather, or other circumstances which are reasonably beyond the control or knowledge of the party obligated or permitted under the terms of this Agreement to do or perform the same, regardless of whether any such circumstance is similar to any of those enumerated or not, the party so obligated or permitted shall be excused from doing or performing the same during such period of delay, so that the time period applicable to such requirement shall be extended for a period of time equal to the period such party was delayed. Notwithstanding anything to the contrary herein, it is specifically understood and agreed that Marriott' failure to obtain adequate financing to complete the Required Improvements by the Completion Deadline shall not be deemed to be an event of force majeure and that this Section 15 shall not operate to extend the Completion Deadline in such an event. Resolution 13-27 Page 8 of 10 16. INTERPRETATION. In the event of any dispute over the meaning or application of any provision of this Agreement, this Agreement shall be interpreted fairly and reasonably, and neither more strongly for or against any party, regardless of the actual drafter of this Agreement. 17. SEVERABILITY CLAUSE. It is hereby declared to be the intention of the Parties that sections, paragraphs, clauses and phrases of this Agreement are severable, and if any phrase, clause, sentence, paragraph or section of this Agreement shall be declared unconstitutional or illegal by the valid judgment or decree of any court of competent jurisdiction, such unconstitutionality or illegality shall not affect any of the remaining phrases, clauses, sentences, paragraphs or sections of this Agreement since the same would have been executed by the Parties without the incorporation in this Agreement of any such unconstitutional phrase, clause, sentence, paragraph or section. It is the intent of the Parties to provide the economic incentives contained in this Agreement by all lawful means. 18. CAPTI®NS. Captions and headings used in this Agreement are for reference purposes only and shall not be deemed a part of this Agreement. 19. ENTIRETY OF AGREEMENT. This Agreement, including any exhibits attached hereto and any documents incorporated herein by reference, contains the entire understanding and agreement between the Town and Marriott, and any lawful assign and successor of Marriott, as to the matters contained herein. Any prior or contemporaneous oral or written agreement is hereby declared null and void to the extent in conflict with any provision of this Agreement. Notwithstanding anything to the contrary herein, this Agreement shall not be amended unless executed in writing by both parties and approved by the Town Council of the Town in an open meeting held in accordance with Chapter 551 of the Texas Government Code. Resolution 13-27 Page 9 of 10 20. COUNTERPARTS. This Agreement may be executed in multiple counterparts, each of which shall be considered an original, but all of which shall constitute one instrument. EXECUTED as of the last date indicated below: TOWN OF WESTLAKE: a Texas By: By. � _p Thomas E. Brymer F Town Manager Date: CA 1 Date: APPROVEDO FOI)AND LEGALITY: -71 By: L 56anton L Town Attorney EXHIBITS "A"—Town of Westlake Resolution No. 06-19 "B"—Town of Westlake Resolution No. 13-27 "C" — Town of Westlake Motet Support Program re: Group Booking Incentives for 2013- 2014 Resolution 13-27 Page 10 of 10 TOWN OF WESTLAKE HOTEL SUPPORT PROGRAM Description A cooperative marketing program designed to assist the Dallas/Fort Worth Marriott Solana Hotel in securing group and convention business. The groups can be new business or groups that have previously met at the hotel but are considering other hotels. Guidelines: Requests for funds shall be submitted at the bid time,not after the group has made their decision to book at the host hotel. Applications maybe submitted for groups/conventions that take place in the current fiscal year(October 1 - September 30)or future years. Proposed group business shall book a minimum of$10,000 in room night revenue. A maximum of$5,000 is available to each group;however,the amount provided is based on the following process: 10%of the room night revenue calculates the amount allowed,up to amaximum of$5,000. The Town of Westlake shall receive sponsor recognition in all correspondence and at the meeting/convention in an appropriate manner. Upon completion of the event or meeting,a completed Post Meeting Summary is required prior to the release of full financial assistance. The report will be used to evaluate the effectiveness of the Town of Westlake Funds participation,as well as review future participation. Annually,the Marriott Solana will generate a Town of Westlake Funds report to the Town Manager,or his designee, showing the dollars expended and the direct room nights generated via this important resource. Procedures: The Application shall include the following information before it will be reviewed: Hotel Information: Date of Application,Name of Host Hotel Sales Manager and Phone Number. Group Information: Group Name,Contact Name,Address,Phone Number,Program Dates,Estimated Room Nights,Estimated Room Night Revenue, Estimated Catering Revenue,Estimated Outlet Revenue. Miscellaneous Information: Additional information pertinent to the group. Signatures:tures: The Application shall be signed by the host hotel Sales Manager and Director of Sales prior to it being submitted for approval.The Application shall be approved by the Town of Westlake within ten days providing that all of the requested information is received. Once the Application has been approved,the signed application will be sent back to the requesting Sales Manager at the host hotel. The host hotel shall provide the Town of Westlake with a copy of the contract at the time it is signed by the group. Funds shall not be available if this information is not received at least ten days prior to the group/convention.The Town of Westlake may choose to send a welcome letter to the group and offer to provide community brochures or other infonnation to the group/convention attendees. Since funds are reserved for every Application that is approved,the host hotel shall inform the Town of Westlake with written authorization to release the funds should a group choose another destination. Submit Application and Correspondence to: The Town of Westlake Attn: Debbie Piper,Finance Director 3 Village Circle, Suite 202 Westlake,Texas 76262 817 490 5712 Phone 817 430 1812 Fax Disbursement of Funds: At the time of invoice,the host hotel shall submit the following information: 1. A computerized report documenting the actual room nights booked by the group and verification of the actual room night revenue. The disbursement of funds may be reduced based on the program guidelines if the group generated less room night revenue than was originally stated on the Application, 2. Samples of the Town of Westlake's sponsor recognition. Exhibit A TONVN OF NVES-1-LNKE Rf',SOLUTMNNO06-19 K RESMIA-VION onrm� WAM) OF ILDEPAIEN OU' 'HIE TON VN OF WESTLAKE KV0, POLICN,% NVIIEREANY the i,nvn w`J6--;tLak,,,,, rclics upon 'he gumnim of Saks and 1 V i INCS BY N&C CAI tjWMAMIS: Und WHEREAR die K"n to' Westlake aggressively pursucs sales uxx prochucing emerpriscs Umi nwet the Wkils high dekelopment standards: am! NNUERIMY Chapier 112 of the 10us Tax Cdc requires Ova guidelhics mid Weria be abyal h) We Board or kidernim hckwc meting into an, '--,,.c I Qrcement WHEREAT Chapter 580 of dw Amas JAwal (iovernmem (Axle alhms the Ward tn' T 10 - anda rel,,led tjvaots or ince wivs, NONYTHERFFORE. HE 11' RESOLVED BVIME IMMID OF ALDERMEN OF THE' QNJIVINJ: Flic alvive findings are hmvip 1'ound iolbi' utiun d corr.cz and are tile Wars! 01, Milcrimwn, o, the Tmkn W WMATo Tenn. udyts the -h" hihi' A, 10"n vC 'AWke 11mumil Nxelopmem Incentivc Polky, mul direas the own Nhmnvt k) "UMCAMN., an law c Demlormnent logrecinenni, to the 11mrd Q- Ndynnal v%ith th"-, ofil"is 1polk'y- P YNA) .013 \'PPJR,() T-L) s INS 801 WK Q1 WAY, NHA, Scott kla,�vr kv �WL Wn Wrow,, 1,rcni 0 11-n, APPH 11,11f vywy! 1A RN 1 EXHIBIT A Vim" of NVestlake Economic DvN'Clopment lncenfiNe Pofic� ""c0ion 1, Gentra.1 Purpose and Objectiics 1 he Wn of WHO. lims, (Khym& mnhucd to the pronm% and retention of "'11 qtmOi1v 6,,.-,ch,wrn in all jowls of the Town as part of an merAl Mot m inWrove the vpmQ of W Air "s residem Since dhte,t� ca ni he ii.. pain- b, [k, ex .--lnsion off its commercial Fusiness, rk.uiil, and lrtixed u.re base. the Fox�rl wilL on "i CWMINUSO Won gk,� considerations to, pr(,:tvidinqg tax obwo-nouT eummic develoTmeni grum Ums. and Wwr incemhvs (colicclik-ek relerrcd to, a- an umv Vic allmsed hy 1mv as s'timullation :o i- .�QIcctcdl econonbc WHannem Min 'flic LommuNty. it JS QC INOiCy ()f 0C It-1 k%I`,F f�hal considerwittiro i\fll bc provided it] acaMI. e "Ali V Work set Awth W this documcm. Nothing, ,viihirt this, pofic) hall il7l'I'Di� OF SUL` -,v-si thc E. uncicr amy obli ition to pnivide incemim to am ap;Wicm Q! arwicants m\p1YjqamQ Or an)- Incernives shaH N. considir ori 'a section 11. Nppficabifit� 1 hk lxmhmmc DevOTmont Inemukv MicyW 'To QQ emAhOws MOW and WOOK Or incerahvs an i4d f6t, !)\- the iprovisions of i.`hapter 3 1_2 ol"theTesa's -t ax ( �We. mid "Wr ec"nonac granis- loans. omr ince'ni"Cs as authorized b" Chapter 38(t,it-"he Was Oval Code, ulte Devtlorn-�ent ("orp3oration MI. Klicle DNA. Ox. Res W. Sun. \'r-cic M, Sccuolt 52-a cd' file '!e'XOP; Cs 11S1hLRi(,ML XIJl �Oth,�,,r applicable My MccM u qTroval by the lb"Ws Board of vNIMmen {t' of Aldermen-) puman� t,,o the musi he memorialized in im a recinem to IK: execu"ed and vpno,& In the lom and anAkmu (be -hygmitive svction III, FAN khatement 'rite ria V An; aplAQUAm Aw tax ahawmem simil be revicwcd and approvedi or a, i-, h" �h,: odl' AI-J-..rmien _okL if HPplicable, consider the recomimo)d1blions of West 50 1 Qvlopmeni, Qmporwkmi andam the Msdake 4A OwymOn. in gemnT Te bas�2d upon the Monty is ­Vthue ad".1co" to the colntnlnnil - kv, Oe "XII'licant's; prc,-,,posed pro�jcct: The lNellood kd the devdcTment of the proposed project -wifltow 'Wernents, The compmhun A,` flit' use of ahatemenis versus ihe use of odher porentiail incenION, c"nolvathuns AW OWPnWhT MN ap'�r)hcaticm-s .,'ill bt� bas,d novi the dcuro,.- ,, ,vhiict: 101Inc r-orol'i,,osed s'nro�t,Li: * e.", the unuk and (Atecti-kc� ot' tfi,� I Fovu-i as cxprc-s-;Cd in Ote Twimt's (� Wrjmn&v Pkm. Anned INvelopment INIM Ordhiarrecs. and * IMPack IN iov-,n-N cosi-, and ability h) pimAde municipal services, locLfl cmirt.lsmmlt- ho"uning mmkv, a awMahle inn amructure: T, 0 (,tr , t :,r, poisnOd hu king term payboack in iax and;or othi v-on tj)�� lownAmmmCm. ;. U,es t MPh WN dedrable ecoilontic 'deve€opv'ne"15 -v,-ithir) the ]YoNmn L Orm of are Abaternent - A tax abawnwn! may be granted Or a maximum or ten, Mrs. Me lenn of the ahmenrunt n-my 11be grairted Or a !ever nunmhj�:r col`ycars depending Upton Ove value addlud' to dhe I own, Section IN% Valuc of the Project Me m"mxH of the inceAve vill ba domnllir'�!d lbs t'he based IqXMI the %-kn,clonornnti pro c , ject (ohc- -f`f(�j inclikvdn't'g, bul nf,'Tt linlited in puragnph 14 it Win) and the RA10"ing spe6fic monumic, ic,ra,I i k-�i towl calvial ino-'6 S m=_nt.. adJcd tax rc%,Zlru�s incWHAvy mav he gmnwd oidy Q dw additionad vadiw )I' �H�ible 'properny improwmenis ISCON in QC J'F(`ojte,' a,113d lisied in the exetnuted tax abatemem wymemm. Target threshAds ure cst,jiblished as expected qu;r1ifyinp ionels tor abalement indinned in p,,ivaLr'aphs- 'A. and B ar", A By Nev-, Dmelopment - 11w 10ject must he rvannub!) expect, WHOn duHms ANWHIMM) in rod and pc momli Town of WIMM ormumne a ndnimum 4200 All- in'a Ps. kK to ge(.eraic ou in ual s.-dcs iax revenmeo; in i he Onkm ofm WA Sjm)AHHj it Nor Exuanju—, -- N iizaficnn of T- A" 4 D Y, pmL,'-Lq The Sycel is hi: rc,-,,,Isonahl� cxpi,�!Cled to prk-.,,(Juc�2 an added valLw ot two, ."Si i ars 1 1 in mii ar,"dl -pe'rSion.-d proqPcrt,� irnprovemcrols vvithin tile JJI o",vn, cor to crvatc a mininium of 1 Olo ii'ull is.,. to genemic adItional annual sales a-,ix nenues ic, the 1 ma of W Way Z. +1 Mcdon V. InVeahm, AHMAn and Incendve NlcidiRcaHnn Do lenns ofun Incontho: Aggreemem shall includk�,h,: ]own-s rii_,lt -,w: o" an 0"InUal LOWCUlhal or 60r the propert"� 3i: leI 0)i C(MRILI W—sitt2 inspection t0the pno"i in ca& ywr du6n; Q H it 41c hwemvv k, ely, it,, 11,C "i,tile 'Agreclylew <Mul Me 1010j: and ic) wducc or elkninvae It! Inct?"fiVc it'lhe appliczina has fi-died lo comp( ' wAh dw i V i Pon womMm A 1h: Mccl. ih,: lo"n shAl no less than annMM c%aluatc each �an ahz-u�,"--�lent it, inmac wnlAiance '§'i[t the jums of die agreernen Kv incl dems of W he reponed ic, ifll affectt:d iaxi - - ,its, Section 'CIL SeveralglRy anti Unitathn In ow c""Et aT WAAMI. clause. semence. paragruph w any part of this 14hey shak Wr an) rnas"'. be zQudgewl h; ony coun (I comivk3s judsdAWn to be imsh. Mwh 0vwWAY Ad! W AM "uVal. or invalidate dhi, nenji CrAcHa in OAN ifindcr ol- tile Louidefincs and Seethstl VM. 1"Npiration and Modification I his NOW is iujl(w the date ck its adoption and wiH remaill ill fnvc 66,1' 1"o )Can. s'a iflw Agreenicnts created purswnt to is rMnSom will hu rv;ic"M hS 11w Ward of Ata cniwn w w:tnmhk- \Otlefllcr the baa the Policyarc f3wed urwn dw rc%jthis PoficN ni; -iL be niodified. retwwd or M)"excr mn Ncentive (AvInwiscraned 1rursuant to thiis Pr-di-,cv tvill -ennain "idumi regatJ 0) any Mange to this PoW 1h," , jpariirci, Scown IN Evollomir Dcv(4()Pr11cf1t GrWits, Loans, and tber Incentives T Ain Implicalk"I diewhopmem aaniv hmns. and mher inceinkcs wimll iv revic"ml am! qvnnvd orlampn"ed Qt, the- orb ardc0` Vdcr-Pncn,. 11-1 tile jr,mcss. the 151W 1,%iH, iralnuicahk consider tile99 chmnum, Qpqviion aW or the Wesliake -1,-1, hmn& and o0wr SYMUs nm) come 1W any 'tmc or VoMiAnwhin OCK hunts sw Wins as ajjtj-,jrjzed h% Chaplet- 380 od"he 'Ve'va"c Va3cal Governincla, LAW 1 he wuncS SaW anti I Isc laxcN of the Ftnvn: SW and 1 A we., 5 1 Wo% 1 CX Rw% M SWL: andhr TO Wction 4,A ando1" 411 of =fir. c] \nH',cr iax%ON mnu-ce of immue tl the lo"m MudlAy. but m Adied iii, NMI W Other (Whi linanchg "Ah AwOur tlh2 rnjfpc)sc Jewly"nont, bc Wh MY! cjuahlY for considloration of anv gmns. kmnv md mcme, umwr ims Ncajon, Uh,. sppficant Z-111USI SLIbIllit aml emm, Agrannunu Ahich tilc specii-Ic dc-tafls ot, the jllroicci und By: F MARY LOUISE NICHOLSON 2 �� ier COUNTY CLERK J 100 West Weatherford Fort Worth, TX 76196-0401 t� «•'•• ' PHONE (817) 884-1195 TOWN OF WESTLAKE 1500 SOLANA BLVD 7 STE 7200 WESTLAKE, TX 76262 Submitter: TOWN OF WESTLAKE DO NOT DESTROY WARNING - THIS IS PART OF THE OFFICIAL RECORD. Filed For Registration: 2/27/2019 12:32 PM Instrument#: D219037827 OPR 20 PGS $88.00 D219037827 ANY PROVISION WHICH RESTRICTS THE SALE, RENTAL OR USE OF THE DESCRIBED REAL PROPERTY BECAUSE OF COLOR OR RACE IS INVALID AND UNENFORCEABLE UNDER FEDERAL LAW.