TIRZ #1, 2, 3 and 4/Power Center Board Meeting

AGENDA TIRZ #1, 2, 3 and 4/Power Center Board Meeting 12:00 PM - Monday, May 13, 2024 City Council Chambers, 201 E. Nash Street, Terrell, TX Board Members Juan Salazar, Chairman Terry Barber, Vice-Chairman Mike Hunt, Board Member Charles Whitaker, Board Member Donna Anderson, Board Member City Manager Mike Sims NOTICE IS HEREBY GIVEN that the TIRZ #1/Power Center Board will conduct a meeting at 12:00 p.m. on Monday, May 13, 2024, at Terrell City Hall located at 201 East Nash Street. The meeting is open to the public with limited seating in the Council Chambers. If you choose not to attend in person and you wish to submit public comments, email support@cityofterrell.org and title the email ”Public Comment”. All public comments submitted by 8:00 a.m. on the day of the meeting will be provided to the TIRZ No.1, 2, 3 & 4 / Power Center Board Members and recorded into the minutes. Page 1. CALL TO ORDER 2. INVOCATION 3. PLEDGE TO AMERICAN FLAG AND TEXAS FLAG. 4. HEAR REMARKS FROM VISITORS This time is set aside on the agenda to invite any person to address the Board on issues not subject to a public hearing. Routine administrative matters are best discussed with the appropriate City Staff before bringing them to the Board. Prior to the meeting, please complete a Page 1 of 18  "Citizen Participation Form" and present it to the Administrative Assistant. In accordance with the Texas Open Meetings Act, Section 551.042, the Board cannot discuss, consider, or take action on matters not listed on the agenda. Speakers should limit their comments to 3 minutes and are asked to speak into the microphone provided, identifying themselves for the record. The total amount of time set aside for this place on the agenda is 15 minutes. Comments of a personal nature directed at the Board or Staff are inappropriate. 5. ADOPTION OF MINUTES 5.1. Discuss approval of minutes from the Tax Increment Reinvestment Zone 4 - 5 No. 1, 2, 3 and 4 and Power Center Board Meeting January 18, 2024. TIRZ #1, 2, 3 and 4/Power Center Board Meeting - Jan 18 2024 - Minutes - Pdf 6. NEW BUSINESS 6.1. Discuss and Consider Amendment #1 to the Crossroads Parkway 6 - 18 Extension Partnership. Resolution No. 2157 Amendment Independence Parkway 6.2. Discuss Project Updates. 7. ADJOURN INTO EXECUTIVE SESSION IN ACCORDANCE WITH SECTION 551 OF THE TEXAS GOVERNMENT CODE TO DISCUSS THE FOLLOWING: 7.1. Section 551.087 Deliberations Regarding Economic Development Negotiations. 8. RECONVENE INTO REGULAR SESSION AND CONSIDER ACTION, IF ANY, ITEMS DISCUSSED IN EXECUTIVE SESSION. 9. ADJOURN. I, the undersigned authority, do hereby certify that the above NOTICE OF MEETING of the TIRZ #1/Power Center Board is a true and correct copy of said NOTICE, which has been posted on the front OUTDOOR BULLETIN BOARD CABINET FOR AGENDAS of the Terrell City Hall, Terrell, Texas, a place convenient and readily accessible to the General Public and on the website at cityofterrell.org, and which has been continuously posted for a period of seventy- Page 2 of 18  two (72) hours prior to the date and time said meeting was convened. Posted Thursday, May 9, 2024 –10:00 a.m. _______________________________________ Dawn Steil, City Secretary This facility is wheelchair accessible and accessible parking spaces are available. Requests for accommodations or interpretive services must be made 48 hours prior to this meeting. Please contact the City Secretary’s office at 972-551-6600 for further information. Braille is not available. TIRZ #1/Power Center Board Reserves the Right to Adjourn into Executive Session to Seek Legal Counsel on a Matter Which the Canon of Legal Ethics Demands to Preserve the Attorney-Client Privilege Pursuant to Section 551.071(2) of the Texas Government Code. Page 3 of 18 ITEM 5.1. Draft MINUTES TIRZ #1, 2, 3 and 4/Power Center Board Meeting Meeting 12:00 PM - Thursday, January 18, 2024 City Council Chambers, 201 E. Nash Street, Terrell, TX The City of Terrell Council met in TIRZ #1, 2, 3 and 4/Power Center Board Meeting on Thursday, January 18, 2024 at 12:00 PM in the City Council Chambers, 201 E. Nash Street, Terrell, TX. MEMBERS Vice-Chairman Terry Barber PRESENT: Board Member Mike Hunt Chairman Juan Salazar Board Member Charles Whitaker Board Member Donna Anderson Assistant City Manager Mark Mills Executive Assistant Nicole Brown MEMBERS ABSENT: STAFF PRESENT: City Manager Mike Sims 1 CALL TO ORDER Juan Salazar called the meeting to order. 2 INVOCATION Charles Whitaker gave the invocation. 3 PLEDGE TO AMERICAN FLAG AND TEXAS FLAG. 4 HEAR REMARKS FROM VISITORS None. 5 ADOPTION OF MINUTES a) Discuss and Consider approval of minutes from the TIRZ No. 1, 2, 3 and 4 and Power Center Board Meeting on January 3, 2024. Terry Barber moved to approve the minutes from the TIRZ No. 1, 2, 3 and 4 and Power Center Board Meeting on January 3, 2024, with Charles Whitaker seconding the motion. Carried by the following votes: Ayes: Terry Barber, Mike Hunt, Juan Salazar, Charles Whitaker, and Donna Anderson TIRZ #1, 2, 3 and 4/Power Center Board Meeting January 18, 2024 Meeting Page Page41ofof18 2 ITEM 5.1. 6 NEW BUSINESS Draft a) Discuss TIRZ No. 1 Resolution No. 2024-1, A Resolution Of The Tax Increment Reinvestment Zone No. One Board Of Directors Recommending The Terrell City Council Authorize The Final Payment And Completion Of Existing Development Agreement For Downtown Building Renovation. City Manager Mike Sims and Downtown Project Manager Raylan Smith presented this item to the Board for discussion. 7 ADJOURN INTO EXECUTIVE SESSION IN ACCORDANCE WITH SECTION 551 OF THE TEXAS GOVERNMENT CODE TO DISCUSS THE FOLLOWING: a) Section 551.072 Deliberations Regarding Real Property. b) Section 551.087 Deliberations Regarding Economic Development Negotiations. 8 RECONVENE INTO REGULAR SESSION AND CONSIDER ACTION, IF ANY, ITEMS DISCUSSED IN EXECUTIVE SESSION. a) Terry Barber moved to approve TIRZ No. 1 Resolution No. 2024-1, A Resolution Of The Tax Increment Reinvestment Zone No. One Board Of Directors Recommending The Terrell City Council Authorize The Final Payment And Completion Of Existing Development Agreement For Downtown Building Renovation, with Donna Anderson seconding the motion. Carried by the following votes: Ayes: Terry Barber, Juan Salazar, Charles Whitaker, and Donna Anderson 9 ADJOURN. Chairman Juan Salazar Attest: City Secretary Dawn Steil TIRZ #1, 2, 3 and 4/Power Center Board Meeting January 18, 2024 Meeting Page Page52ofof18 2 ITEM 6.1. RESOLUTION NO. 2157 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF TERRELL, TEXAS AUTHORIZING APPROVAL OF AMENDMENT #1 TO THE CROSSROADS PARKWAY EXTENSION PARTNERSHIP AGREEMENT WITH TERRELL 80/20 LTD DATED MAY 26, 2020; AND ESTABLISHING AN EFFECTIVE DATE WHEREAS, the Texas Local Government Code provides that Texas municipalities may create programs to promote local economic development to stimulate business and commercial activity in the municipality; and WHEREAS, pursuant to Chapter 311 of the Texas Tax Code, the City adopted Ordinance No. 2355 on November 20, 2007 creating the City of Terrell Tax Increment Reinvestment Zone No. One (the “TIF”); and WHEREAS, in accordance with the provisions of the Tax Increment Financing Act, the City and Kaufman County executed an Interlocal Agreement regarding Tax Increment Reinvestment Zone Number One of the City of Terrell on September 16, 2008 and, in accordance with the provisions of Chapter 380 and Chapter 381 of the Texas Local Government Code, the City and Kaufman County executed an Interlocal Agreement regarding a Power Center on September 6, 2013; and WHEREAS, based on the affirmative recommendation of the TIRZ#1 Board and the Power Center Board, Terrell City Council Resolution #952 authorized the May 26, 2020 Crossroads Parkway Extension Partnership Agreement with Terrell 80/20 LTD; and WHEREAS, the Crossroads Parkway Extension Partnership Agreement provides for the private design and construction of public infrastructure in the 167.915 acre property described in the May 26, 2020 Agreement; and WHEREAS, On October 10, 2023, City Council Resolution #2105 authorized the City Manager to negotiate and the Mayor to execute an Economic Development Agreement with Tirgo, LLC regarding construction of a Hotel Event Center within the 167.915 acre zone and obligating the City to contribute $500,000 to the wetland crossing/drainage expenses of Independence Parkway and $150,000 to the extension of wastewater service from Independence Parkway to American Way; and WHEREAS, Terrell 80/20 LTD proposes to expedite construction of these improvements prior to development of the Hotel Event Center to provide a complete route from American Way to the Spur 557 Frontage Road in an expedited manner, thereby improving traffic circulation, emergency access and mobility in the Crossroads Development; and WHEREAS, Independence Parkway is a required element of developing new retail, hospitality, entertainment and other mixed uses proximate to the Crossroads Phase 2 Pond and Page 6 of 18 ITEM 6.1. City concurs that expediting the construction by contributing $500,000 to the wetland crossing/drainage expenses of Independence Parkway and $150,000 to the extension of wastewater service from the Independence Parkway to American Way is beneficial to the City of Terrell; and WHEREAS, the Power Center is a limited geographic area within which available funds of the Power Center may only be used to facilitate the construction of public infrastructure within the Power Center; and WHEREAS, the City of Terrell directs the City Manager to take all steps necessary to remove the commitments related to the $500,000 to the wetland crossing/drainage expenses of Independence Parkway and $150,000 to the extension of wastewater service from the Independence Parkway to American Way from the Hotel Event Center Agreement and to reallocate those commitments to the Crossroads Parkway Extension Amendment; and WHEREAS, CITY has concluded and hereby finds that this Amendment supports quality of life development, promotes new construction, attracts additional consumers to Terrell and Kaufman County, increases commercial activity, generates new tax revenue, achieves the City’s goals for development, meets the requirements of applicable State law, and provides infrastructure for Terrell residents, employees of Terrell based companies, and visitors to the City of Terrell; and WHEREAS, Terrell 80/20 LTD proposes additional retail, office, medical and grocery uses at locations within the existing boundary of the Crossroads development all of which will require the completion of Independence Parkway; and WHEREAS, a preliminary copy of Amendment #1 to the Crossroads Parkway Extension Partnership Agreement is attached hereto as Exhibit “A”; and WHEREAS, City Council finds that the continued support of retail, restaurant and hospitality development at the Crossroads Development supports economic development, job creation, tax base expansion, and the beneficial development of additional commerce in the City of Terrell. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF TERRELL, TEXAS, THAT: Section 1: The City Council authorizes the City Manager to negotiate and the Mayor to execute Amendment #1 to the Crossroads Parkway Extension Partnership Agreement consistent with Exhibit “A” of this Resolution. Such authorization includes the entity, affiliates or assigns of Terrell 80/20 LTD and it includes the contingency to include these same provisions in a stand alone agreement as may be necessary to facilitate expediting the construction of Independence Parkway. Section 2: Subject to approval of the design and construction standards by the City Engineer, City shall contribute up to $500,000 from the Power Center Fund to reimburse Developer for the successful completion of the Independence Parkway crossing of the wetland and related drainage expenses of Independence Parkway. Page 7 of 18 ITEM 6.1. Section 3: Subject to approval of the design and construction standards by the City Engineer, City shall contribute up to $150,000 from the Power Center fund to reimburse Developer for the successful completion of the wastewater system expenses related to the extension of sanitary sewer from Independence Parkway at Sage Hill to American Way at Sage Hill. Section 4: This Resolution shall take effect immediately upon its approval. PASSED AND APPROVED this the ____ day of May, 2024. _____________________________ E. RICK CARMONA, Mayor ATTEST: ______________________________ Dawn Steil, City Secretary Page 8 of 18 ITEM 6.1. STATE OF TEXAS COUNTY OF KAUFMAN CITY OF TERRELL AMENDMENT #1 TO THE CROSSROADS PARKWAY EXTENSION PARTNERSHIPAGREEMENT THIS AMENDMENT #1 TO THE CROSSROADS PARKWAY EXTENSION PARTNERSHIP AGREEMENT (the “Amendment”) is entered into this ___ day of _________________, 2024 (the “Effective Date”), by and between the CITY OF TERRELL, TEXAS, a municipal corporation of Kaufman County, Texas (“City”) and TERRELL 80/20 LTD or its affiliates or its assigns, (“Developer”). WITNESSETH: WHEREAS, the Texas Local Government Code provides that Texas municipalities may create programs to promote local economic development to stimulate business and commercial activity in the municipality; and WHEREAS, pursuant to Chapter 311 of the Texas Tax Code, City adopted Ordinance No. 2355 on November 20, 2007 creating City of Terrell Tax Increment Reinvestment Zone No. One (the “TIF”); and WHEREAS, in accordance with the provisions of the Tax Increment Financing Act, the City and Kaufman County executed an Interlocal Agreement regarding Tax Increment Reinvestment Zone Number One of the City of Terrell on September 16, 2008, and, in accordance with the provisions of Chapter 380 and Chapter 381 of the Texas Local Government Code, the City and Kaufman County executed an Interlocal Agreement regarding a Power Center on September 6, 2013; and WHEREAS, based on the affirmative recommendation of the TIRZ#1 Board and the Power Center Board, the Terrell City Council approved Resolution #952 authorizing the May 26, 2020 Crossroads Parkway Extension Partnership Agreement with Terrell 80/20 LTD; and Page 1 Page 9 of 18 ITEM 6.1. WHEREAS, the Crossroads Parkway Extension Partnership Agreement provides for the private design and construction of public infrastructure in the 167.915 acre property described in the May 26, 2020 Agreement; and WHEREAS, on October 10, 2023, City Council Resolution #2105 authorized the City Manager to negotiate and the Mayor to execute an Economic Development Agreement with Tirgo, LLC regarding construction of a Hotel Event Center within the 167.915 acre property and obligating the City to contribute $500,000 to the wetland crossing/drainage expenses of Independence Parkway and $150,000 to the extension of wastewater service from the Independence Parkway to American Way; and WHEREAS, Developer proposes to expedite construction of Independence Parkway prior to development of the Hotel Event Center to provide a complete route from American Way to the Spur 557 Frontage Road in an expedited manner, thereby improving traffic circulation, emergency access and mobility in the Crossroads Development; and WHEREAS, Independence Parkway is a required element of developing new retail, hospitality, entertainment and other mixed uses proximate to the Crossroads Phase 2 Pond and City concurs that expediting the construction by contributing $500,000 to the wetland crossing/drainage expenses of Independence Parkway and $150,000 to the extension of wastewater service from the Independence Parkway to American Way is beneficial to the City of Terrell; and WHEREAS, the Power Center is a limited geographic area within which available funds of the Power Center may only be used to facilitate the construction of public infrastructure within the Power Center; and WHEREAS, the City of Terrell directs the City Manager to take all necessary steps to remove the commitments related to the $500,000 to the wetland crossing/drainage expenses of Independence Parkway and $150,000 to the extension of wastewater service from the Independence Parkway to American Way from the Hotel Event Center Agreement and to reallocate those commitments to the Crossroads Parkway Extension Partnership Agreement as set forth in the Amendment; and WHEREAS, City has concluded and hereby finds that this Amendment supports quality of life development, promotes new construction, attracts additional consumers to Terrell and Kaufman County, increases commercial activity, generates new tax revenue, achieves the City’s goals for development, meets the requirements of applicable State law, and provides infrastructure for Terrell residents, employees of Terrell based companies, and visitors to the City of Terrell; and WHEREAS, Developer proposes additional retail, office, medical and grocery uses at locations within the existing boundary of the Crossroads development all of which will require the completion of Independence Parkway; and WHEREAS, the City Council finds that the continued support of retail, restaurant and hospitality development at the Crossroads Development supports economic development, job Page 2 Page 10 of 18 ITEM 6.1. creation, tax base expansion, and the beneficial development of additional commerce in the City of Terrell; and WHEREAS, the City Council of the City of Terrell on _________, 2024, approved Resolution No. 2157, (“Authorization Resolution”) authorizing this Amendment. NOW, THEREFORE, in consideration of the mutual covenants and obligations herein, the Parties agree as follows: ARTICLE I TERM This Amendment shall become effective on the date of execution by City (the “Effective Date”) and shall terminate on the earlier of: (i) the date that the City reimburses Developer as described herein for the successful completion of Independence Parkway from Spur 557 to American Way; or (ii) twenty four (24) months after the Effective Date (the “Term”). ARTICLE II DEVELOPER OBLIGATIONS 2.01 Developer shall construct or cause to be constructed, Independence Parkway according to the design and construction standards of the City Engineer from Spur 557 to American Way no later than twenty four (24) months after the Effective Date. ARTICLE III CITY OBLIGATIONS 3.01 Drainage Management Reimbursement. City shall reimburse Developer the lesser of five hundred thousand dollars ($500,000) or Developer’s actual cost of crossing wetlands at Independence Parkway, and other storm water or drainage expenses. 3.02 Water and Sewer Reimbursement. City shall reimburse Developer the lesser of one hundred fifty thousand dollars ($150,000) or Developer’s actual cost of extending wastewater service from Independence Parkway to American Way and associated wastewater expenses. The City shall make the above transfers upon (i) Developer’s receipt of final Certificates of Acceptance from the City Engineer of the infrastructure; (ii) receipt of an invoice from Developer with documentation of costs reasonably acceptable to the City Engineer. Page 3 Page 11 of 18 ITEM 6.1. ARTICLE IV NOTICES 4.01 Any notice required by, or any document or instrument executed pursuant to, this Developer Agreement, shall be in writing and shall be (i) delivered personally, with a receipt requested therefor; (ii) sent by a nationally recognized overnight courier service for next business day delivery; or (iii) delivered by United States registered or certified mail, return receipt requested, postage prepaid. 4.02 All notices shall be addressed to the respective party at its address set forth below, and shall be effective (a) upon receipt or refusal, if delivered personally; (b) one (1) business day after depositing with such an overnight courier service, or (c) two (2) business days after deposit in the United States mails, if mailed. Any party hereto may change its address for receipt of notices by service of a notice of such change in accordance with this Section. If intended for City, to: with copy to: City Manager Mary Gayle Ramsey City of Terrell Attorney at Law P.O. Box 310 607 N. Rockwall Terrell, TX 75160 Terrell, TX 75160 citysecretary@cityofterrell.org If intended for Developer, to: with copy to: Terrell 80/20 LTD ARTICLE V ADDITIONAL PROVISONS 5.01 To be eligible as an expense, expenses of Developer or Developer’s designee must be compliant with and such payments must be in accordance with all applicable City requirements, State and Federal laws, this Amendment, the City/COUNTY TIRZ #1 ILA and the PC ILA. 5.02 The Parties incorporate the referenced Recitals and Exhibits into this Amendment. The Parties agree that in the event of any conflict between this Amendment and the Authorization Resolution, the Authorization Resolution shall control. The Parties shall interpret this Amendment to be consistent with Federal and State law, City Ordinances, City Financial Policy, the City/TEDC Agreement, City/COUNTY TIRZ #1 ILA and the PC ILA . 5.03 The Power Center Fund is a special fund, the deposits into and withdrawals Page 4 Page 12 of 18 ITEM 6.1. therefrom shall be made in accordance with the Authorization Resolution and shall not be subject to the appropriation process of the City and amounts shall be disbursed without the necessity of further resolution or action by the City. 5.04 In case any one or more of the provisions contained in this Amendment 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 Amendment shall be considered as if such invalid, illegal or unenforceable provision had never been contained in this Amendment. 5.05 Developer shall indemnify and hold City harmless for any claims relating to work completed by or on behalf of Developer. 5.06 No modification, amendment or alteration in the terms or conditions contained herein shall be effective unless contained in a written document signed by both parties with the same formality and of equal dignity herewith. 5.07 The transfer of title, control or ownership of any property in the Project, prior to the completion of the construction of the Project and the Developer Work, to another entity, corporation or individual unaffiliated with current owner shall make this Amendment null and void for such transferred property and shall require a new Amendment to be executed between City and the new owners or agents. This Amendment shall not be transferred or assigned without the prior written approval of City. 5.08 This Amendment is made subject to the provisions of the Charter and ordinances of City, as amended, and all applicable state and federal laws. This Amendment is performable in Kaufman County, Texas, and venue of any action arising out of this Amendment shall be exclusively in Kaufman County, Texas. This Amendment shall be governed and construed in accordance with the laws of the State of Texas. 5.09 This Amendment embodies the complete agreement of the Parties hereto, superseding all oral or written previous and contemporary agreements between the Parties and relating to matters in the Amendment, and except as otherwise provided herein cannot be modified without written agreement of the Parties to be attached and made a part of this Amendment. 5.10 Assignment and/or Transfer. Neither Developer nor its legal representatives or successors in interest shall, by operation of law or otherwise, assign or otherwise transfer this Amendment without prior written notice to City. 5.11 Confidentiality. To the best of their ability and in compliance with law, both the City and Developer shall endeavor to keep the terms of this Amendment confidential as disclosure could cause harm to the Developer’s business. ARTICLE VI MISCELLANEOUS Page 5 Page 13 of 18 ITEM 6.1. 6.01 Employment of Undocumented Workers. To the extent this Amendment constitutes an incentive, during the term of this Amendment, the Developer agrees not to knowingly employ any undocumented workers and, if convicted of a violation under 8 U.S.C. Section 1324a(f), the Developer shall repay the incentives granted herein within 120 days after the date the Developer is notified by the City of such violation, plus interest at the rate of six percent (6%) compounded annually from the date of violation until paid. Pursuant to Section 2264.101(c), Texas Government Code, a business is not liable for a violation of Chapter 2264 by a subsidiary, affiliate, or franchisee of the business, or by a person with whom the business contracts. 6.02 No Boycott of Israel. To the extent this Amendment constitutes a contract for goods or services for which a written verification is required under Section 2271.002, Texas Government Code, the Developer hereby verifies that it and its parent Developer, wholly- or majority-owned subsidiaries, and other affiliates, if any, do not boycott Israel and will not boycott Israel during the term of this Amendment. The foregoing verification is made solely to enable compliance with such Section and to the extent such Section does not contravene applicable federal or Texas law. As used in the foregoing verification, ‘boycott Israel,’ a term defined in Section 2271.001, Texas Government Code, by reference to Section 808.001(1), Texas Government Code, means refusing to deal with, terminating business activities with, or otherwise taking any action that is intended to penalize, inflict economic harm on, or limit commercial relations specifically with Israel, or with a person or entity doing business in Israel or in an Israeli-controlled territory, but does not include an action made for ordinary business purposes. 6.03 Iran, Sudan, and Foreign Terrorist Organizations. The Developer represents that neither it nor any of its parent Developer, wholly- or majority-owned subsidiaries, and other affiliates is a Developer identified on a list prepared and maintained by the Texas Comptroller of Public Accounts under Section 2252.153 or Section 2270.0201, Texas Government Code, and posted on any of the following pages of such officer’s internet website: https://comptroller.texas.gov/purchasing/docs/sudan-list.pdf, or https://comptroller.texas.gov/purchasing/docs/iran-list.pdf, or https://comptroller.texas.gov/purchasing/docs/fto-list.pdf. The foregoing representation is made solely to enable the City to comply with Section 2252.152, Texas Government Code, and to the extent such Section does not contravene applicable federal law and excludes the Developer and each of its parent Developer, wholly- or majority- owned subsidiaries, and other affiliates, if any, that the United States government has affirmatively declared to be excluded from its federal sanctions regime relating to Sudan or Iran or any federal sanctions regime relating to a foreign terrorist organization. 6.04 No Discrimination Against Fossil Fuel Companies. To the extent this Amendment constitutes a contract for goods or services for which a written verification is required under Section 2274.002 (as added by Senate Bill 13 in the 87th Texas Legislature, Regular Session), Texas Government Code, as amended, the Developer hereby verifies that it and its parent Developer, wholly- or majority-owned subsidiaries, and other affiliates, if any, do not boycott energy companies and will not boycott energy companies during the term of this Amendment. The foregoing verification is made solely to enable the City to comply with such Section and to the Page 6 Page 14 of 18 ITEM 6.1. extent such Section does not contravene applicable federal or Texas law. As used in the foregoing verification, “boycott energy companies,” a term defined in Section 2274.001(1), Texas Government Code (as enacted by such Senate Bill) by reference to Section 809.001, Texas Government Code (also as enacted by such Senate Bill), shall mean, without an ordinary business purpose, refusing to deal with, terminating business activities with, or otherwise taking any action that is intended to penalize, inflict economic harm on, or limit commercial relations with a Developer because the Developer (A) engages in the exploration, production, utilization, transportation, sale, or manufacturing of fossil fuel-based energy and does not commit or pledge to meet environmental standards beyond applicable federal and state law; or (B) does business with a Developer described by (A) above. 6.05 No Discrimination Against Firearm Entities and Firearm Trade Associations. To the extent this Amendment constitutes a contract for goods or services for which a written verification is required under Section 2274.002 (as added by Senate Bill 19 in the 87th Texas Legislature, Regular Session), Texas Government Code, as amended, the Developer hereby verifies that it and its parent Developer, wholly- or majority-owned subsidiaries, and other affiliates, if any, do not have a practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade association and will not discriminate against a firearm entity or firearm trade association during the term of this Development Agreement. The foregoing verification is made solely to enable the City to comply with such Section and to the extent such Section does not contravene applicable federal or Texas law. As used in the foregoing verification and the following definitions: (a) ‘discriminate against a firearm entity or firearm trade association,’ a term defined in Section 2274.001(3), Texas Government Code (as enacted by such Senate Bill), (A) means, with respect to the firearm entity or firearm trade association, to (i) refuse to engage in the trade of any goods or services with the firearm entity or firearm trade association based solely on its status as a firearm entity or firearm trade association; (ii) refrain from continuing an existing business relationship with the firearm entity or firearm trade association based solely on its status as a firearm entity or firearm trade association; or (iii) terminate an existing business relationship with the firearm entity or firearm trade association based solely on its status as a firearm entity or firearm trade association, and (B) does not include (i) the established policies of a merchant, retail seller, or platform that restrict or prohibit the listing or selling of ammunition, firearms, or firearm accessories; and (ii) a Developer’s refusal to engage in the trade of any goods or services, decision to refrain from continuing an existing business relationship, or decision to terminate an existing business relationship (aa) to comply with federal, state, or local law, policy, or regulations or a directive by a regulatory agency or (bb) for any traditional business reason that is specific to the customer or potential customer and not based solely on an entity’s or association’s status as a firearm entity or firearm trade association; (b) ‘firearm entity,’ a term defined in Section 2274.001(6), Texas Government Code (as enacted by such Senate Bill), means a manufacturer, distributor, wholesaler, supplier, or retailer of firearms (defined in Section 2274.001(4), Texas Government Code, as enacted by such Senate Bill, as weapons that expel projectiles by the action of explosive or expanding gases), firearm accessories (defined in Section 2274.001(5), Texas Page 7 Page 15 of 18 ITEM 6.1. Government Code, as enacted by such Senate Bill, as devices specifically designed or adapted to enable an individual to wear, carry, store, or mount a firearm on the individual or on a conveyance and items used in conjunction with or mounted on a firearm that are not essential to the basic function of the firearm, including detachable firearm magazines), or ammunition (defined in Section 2274.001(1), Texas Government Code, as enacted by such Senate Bill, as a loaded cartridge case, primer, bullet, or propellant powder with or without a projectile) or a sport shooting range (defined in Section 250.001, Texas Local Government Code, as a business establishment, private club, or association that operates an area for the discharge or other use of firearms for silhouette, skeet, trap, black powder, target, self-defense, or similar recreational shooting); and (c) ‘firearm trade association,’ a term defined in Section 2274.001(7), Texas Government Code (as enacted by such Senate Bill), means any person, corporation, unincorporated association, federation, business league, or business organization that (i) is not organized or operated for profit (and none of the net earnings of which inures to the benefit of any private shareholder or individual); (ii) has two or more firearm entities as members; and (iii) is exempt from federal income taxation under Section 501(a), Internal Revenue Code of 1986, as an organization described by Section 501(c) of that code.” 6.06 Form 1295. Submitted herewith is a completed Form 1295 generated by the Texas Ethics Commission’s electronic filing application in accordance with the provisions of Section 2252.908 of the Texas Government Code and the rules promulgated by the TEC (“Form 1295”).The City hereby confirms receipt of the Form 1295 from the Developer, and the City agrees to acknowledge such form with the TEC through its electronic filing application not later than the 30th day after the receipt of such form. The Parties understand and agree that, with the exception of information identifying the City and the contract identification number, neither the City nor its consultants are responsible for the information contained in the Form 1295; that the information contained in the Form 1295 has been provided solely by the Developer; and, that neither the City nor its consultants have verified such information. 6.07 Exhibits. The Exhibits to this Amendment are attached and are incorporated herein as a part of this Amendment. Executed this ___ day of __________, 2024. CITY OF TERRELL, TEXAS By: _______________________________ E. Rick Carmona, Mayor Page 8 Page 16 of 18 ITEM 6.1. ATTEST: APPROVED AS TO LEGAL FORM: __________________________________ _________________________________ Dawn Steil, City Secretary Mary Gayle Ramsey, City Attorney STATE OF TEXAS COUNTY OF KAUFMAN BEFORE ME, the undersigned authority, on this day personally appeared E. RICK CARMONA, Mayor of the City of Terrell, Texas, known to me to be the person whose name is subscribed to the foregoing instrument and acknowledged to me that he executed the same for the purposes and considerations therein expressed and in the capacity therein stated. GIVEN UNDER MY HAND AND SEAL OF OFFICE, this the ____ day of ____________, 2024. __________________________ Notary Public, State of Texas Page 9 Page 17 of 18 ITEM 6.1. DEVELOPER: TERRELL 80/20, LTD By: STATE OF TEXAS COUNTY OF DALLAS BEFORE ME, the undersigned authority, on this day personally appeared __________________, in his capacity as _______________ of ________________________, known to me to be the person whose name is subscribed to the foregoing instrument and acknowledged to me that he executed the same for the purposes and considerations therein expressed and in the capacity therein stated. GIVEN UNDER MY HAND AND SEAL OF OFFICE, this the ____ day of ____________, 2024. ___________________________________ Notary Public, State of Texas Page 10 Page 18 of 18