VII. REGULAR AGENDA    Agenda Section Regular Agenda Section Number VIL.A.  Subject To From Date Attachment(s) Related Link(s) Consideration and Discussion Action  Consider Facilities/DA Block 20 Apartments Mayor and Council Members Ben White, City Manager May 28, 2024 Letters and Agreement  Motion/secondiote Approve Approve with Updates Disapprove Approve Disapprove Move item to another agenda. No motion, no action  Motion/second/vote to continue to a later date.    BLOCK 20  May 20, 2024 Mr. Ben' White, P.E. City Manager City ofl Farmersville 205 S. Main Street Farmersville, TX 75442  RE: Written Response t0 Conditionally Approved Preliminary. Plat for The Loop Farmersville  Dear Mr. White:  Please accept this letter as written response to the City Council's conditional approval oft the preliminary plat for The Loop Farmersville located at S State Hwy 78 in Farmersville, Texas, with conditions for such conditional approval being identified in the attached letter from the City Engineer, which was incorporated into the City Council's conditional approval of the preliminary plat on March 28, 2023, in accordance with Section 65-25 of the City Subdivision Regulations. The two conditions for the conditional approval of the preliminary plat for The Loop Farmersville and, pursuant to Section 212.0093 oft the' Texas Local Government Code, written responses thereto are (1) Condition: Offsite water and sewer facility improvements are necessary to service this development. Response: The offsite water and offsite sewer facility improvements that are necessary to service this development are identified within, and will be provided in accordance with, the attached Facilities (2) Condition: Noj parkland dedication is planned) for this development. The developer has indicated they would Response: A monetary sum equivalent in value to 5% of the gross development area for The Loop Farmersville will be deposited in accordance with the attached Facilities Agreement, which shall become  as follows:  Agreement, which shall become effective upon approval by City Council. deposit a monetary sum equivalent in value to. 5% of the gross development area.  effective upon approval by City Council.  Should youl have questions or require additional information, please do not hesitate to contact me.  Sincerely,  David R. Brown President Block 20, LLC  20  6A8XAOIEBIQUORLMDHVESUIE200N DALLAS.TX75254    City Engineer Letter  DUNAWAY  March 16, 2023 Mr. Ben White, P.E. City of Farmersville 205S. Main St. Farmersville, Texas 75442  RE: The Loop. Addition - Preliminary Plat Dated February 2023  Mr. White:  The aforementioned project has been submitted for approval by the City of Farmersville. A Site Plan was approved by the Planning and Zoning Commission on June 21, 2022, and by City Council on June 28, 2022. The Loop Addition Preliminary Plat has been reviewed according to the ordinances of the City of Farmersville and the following items will need to  be addressed prior to approval.  Offsite water and sewer foclily'mprovementis are necessary to No parkland dedication is planned for this development. The developer has indicated they would deposit a monetary sum equivalent in value to 5% of the gross development area. The developer has requested to address these items in a Development Agreement with the City, Itis It is recommended that the Loop Addition Preliminary Plat be approved pending the completion of a Development  service this development.  Agreement that addresses the above mentioned items. Please contact me if you have any questions.  Sincerely, Jacob Dupuis, PE y Senior Discipline Lead  dunaway.com    AFTER RECORDING, RETURN TO:  City Secretary City of Farmersville 205 S. Main Street Farmersville, Texas 75442  City of Farmersville, Texas FACILITIES AGREEMENT (Defer Construction of Required Improvements) The Loop Addition, Lot 1, Block 1  THIS AGREEMENT, entered into effective the  day of  20241, by and between CITY OF FARMERSVILLE, a Texas home-rule municipal corporation ("CITY"), and BLOCK 20, LLC, a Texas limited liability company, whose principal address is 4900 Airport Parkway, Suite 215, Addison, Texas 75001 WHEREAS, the Subdivision Regulations of the City of Farmersville, Texas contained in  (DEVELOPER) witnesseth that:  Chapter 65 of the Code of the City of Farmersville, Texas (the "Subdivision Regulations") establish procedures and standards for the development and subdivision of real estate and for the surveying and platting thereof, requiring the installation of adequate public facilities to serve the proposed new development without negatively impacting the services provided to existing development and providing penalties for violations, among other things; and Addition, Lot 1, Block 1 (the Preliminary Plat") was reviewed by the City Engineer, Jacob Dupuis, PE, who noted in a letter dated March 16, 2023, addressed to the City Manager (the "Dupuis Letter" attached hereto as Exhibit B and incorporated herein by reference for all purposes allowed by law) that the following items needed to be addressed prior to approval of the  WHEREAS, the preliminary plat fori the subdivision in the CITY to be known as The Loop  Preliminary Plat:  "Offsite water and sewer facility improvements are necessary to No parkland dedication is planned for this development. The developer has indicated they would deposit a monetary sum equivalent in value to 5% of the gross development area"; and  service this development.  1Int the event this date isl left blank, the Effective Date shall be the date the Agreement is approved byt the CITY  Council.  Facilities Agreement (The Loop Addition, Lot 1, Block 1)  Page 1 of43    WHEREAS, the Dupuis Letter also provides that "Ithe developer has requested to  address these items in a Development Agreement with the City" and recommended "that the Loop Addition Preliminary Plat be approved pending the completion of a Development Agreement that addresses the above-  mentioned items"; and  WHEREAS, this Facilities Agreement upon final execution by the Parties shall serve as  the Development Agreement" referenced in the Dupuis Letter and identified int the conditional approval recommended by the Planning and Zoning Commission as well as the conditional approval granted by the City Council;  and  WHEREAS, on March 21, 2023, the CITY's Planning and Zoning Commission considered  the Preliminary Plat and recommended conditional approval of the Preliminary Plat subject to the developer entering into a development agreement with the CITY to address the items identified by the City Engineer  in the Dupuis Letter; and  WHEREAS, on March 28, 2023, the City Council considered the Preliminary Plat together  with the Dupuis Letter and the Planning and Zoning Commission's recommendation and thereafter conditionally approved the Preliminary Plat subject to the developer entering into a development agreement with the CITY to address the items identified by the City Engineer in the Dupuis Letter;  and  WHEREAS, the Preliminary Plath has not been finally approved without conditions because  the DEVELOPER has not yet submitted a written response to the CITY that satisfies each condition identified in the Dupuis letter which requirement was incorporated into the City Council's conditional approval of the Preliminary Plat in accordance with Section 65-25 of the Subdivision Regulations, as amended, and Section 212.0093 of the Texas Local Government Code; and final plat prior to the approval of the Preliminary Plat unless submitted for concurrent review, which concurrent submission was not done in this  WHEREAS, Section 65-30 of the Subdivision Regulations prohibits the submission of a  situation; and  WHEREAS, the development of the subdivision to be known as The Loop Addition, Lot  1, Block 1 involves certain pro rata payments, city participation in cost, escrow deposits, or other future considerations, and/or other nonstandard development regulations, that trigger the requirement for a Facilities Agreement by and between the CITY and the DEVELOPER in accordance with Section 65-75 of the Subdivision Regulations, as amended; and  WHEREAS, Section 65-75 of the Subdivision Regulations prohibits accepting thet final plat  for filing or filing the record plat or the final plat of a subdivision within the  Facilities Agreement (The Loop Addition, Lot 1, Block 1)  Page 2 of43    incorporated area of the City and its extraterritorial jurisdiction in the county records until the DEVELOPER has completed all of the public facilities required to serve the property being developed (the "Public Improvements") that must be dedicated to the City or the DEVELOPER has entered into a Facilities Agreement for the deferral of specified Public Improvements and guaranteed to the satisfaction of the CITY such Public improvements will be  installed; and  WHEREAS, the Subdivision Regulations also generally prohibit the issuance of any  building permits for the development of a lot or building site, or the construction of a building, structure or unit (collectively a Development Permit") unless the lot or building site has been officially recorded by a final plat approved by the city council and recorded with the county, and unless the DEVELOPER has completed all of the Public Improvements required to serve the property being developed that must be dedicated to the City or the DEVELOPER has entered into a Facilities Agreement for the deferral of specified Public improvements and guaranteed tot the: satisfaction of the CITY  such Public improvements will be installed; and  WHEREAS, DEVELOPER requests following DEVELOPERS written response to the  CITY that satisfies each condition for the conditional approval of the Preliminary Plat and the CITY's approval of the Preliminary Plat that the DEVELOPER will be allowed to submit DEVELOPERS final plat of a subdivision in the CITY, to be known as The Loop Addition, Lot 1, Block 1 (the "Final Plat") and obtain the CITY's review and approval of the Final Plat when the Final Plat complies with the CITY's Subdivision Regulations and obtain recording of the approved Final Plat with Collin County after DEVELOPER has submitted to CITY the "Bond" or "LOC" (as such terms are defined below) guaranteeing to the satisfaction of the CITY such Public Improvements will be installed, prior to DEVELOPER'S completion and the CITY's final acceptance of the Public Improvements being deferred hereby that are required to serve the subdivision and are identified in attached Exhibit Ca and the approximate location of which Public Improvements are conceptually depicted in the aerial drawings labeled as "Site Development" drawings and attached hereto as Exhibits D-1 and D-2, which exhibits are fully incorporated herein by reference, to allow DEVELOPER to obtain development permits including, but not limited to those identified in Exhibitl I which is fully incorporated herein by reference subject to DEVELOPER'S compliance with all of the requirements of this Agreement to begin vertical construction before all oft the Public Improvements being deferred hereby and identified in Exhibits C, D-1 and D-2 (collectively the "Required Improvements") necessary to serve the proposed development of The Loop Addition, Lot 1, Block 1 have been completed and accepted; and  WHEREAS, DEVELOPER agrees that the Required Improvements shall be installed by  DEVELOPER in accordance with the provisions set forth in this Agreement  Facilities Agreement (The Loop Addition, Lot 1, Block 1)  Page 3of43    and in accordance with the CITY's Subdivision Regulations, "Design Standards,2and construction drawings approved by the City Engineer; and Required Improvements contemporaneousiy with DEVELOPER'S construction of DEVELOPER's site improvements and work diligently to complete and obtain CITY's final acceptance of the Required Improvements prior to requesting a final inspection and/or Certificate of Occupancy for any building, structure or unit constructed on the PROPERTY, defined below or  WHEREAS, DEVELOPER agrees that DEVELOPER shall commence construction oft the  any use of the PROPERTY; and  WHEREAS, DEVELOPER specifically understands, consents, and agrees that  DEVELOPER shall not be entitled to obtain (1) a final inspection authorizing the occupancy of, or (2) a Certificate of Occupancy (interim, temporary, or permanent) for any building, structure or unit constructed on the PROPERTY" or any use of the PROPERTY until such time as all of the Required Improvements and all other Public Improvements have been  completed by DEVELOPER and final accepted by CITY.  NOW THEREFORE, in consideration of the intent and desire of the DEVELOPER, as set forth herein, and to gain approval of the CITY to allow the early submission and approval and recording of the Final Plat with Collin County and issue said Development Permits to allow DEVELOPER to begin vertical construction before all of the Required Improvements necessary to serve the proposed development of The Loop Addition, Lot 1, Block have been completed and accepted, the DEVELOPER and CITY agree as follows:  A.  INCORPORATION OF RECITALS  The Recitals set forth above are hereby approved and incorporated into the body  of this Agreement as ifcopied in their entirety.  B. PROPERTY  This Agreement is for property located in the City of Farmersville along the south side of Farmersville Parkway (County Road 611) and the north side of the access road between State Highway 78 and westbound Audie Murphy Parkway (U.S. Highway 380) and the northwestern side of a portion of State Highway 78 containing approximately 21.741 acres of land, more fully described in Exhibit A attached hereto and fully incorporated herein by reference (the PROPERTY").  2"Design Standards" means andi includes the City of Farmersville's Manual for the Design of Water and Sanitary Sewer Lines, Manual for the Design of Storm Drainage Systems, Standard Specifications, Standard Construction  Details, and the Thoroughfare Design Manual, as applicable. Facilities Agreement (The Loop Addition, Lot 1, Block 1)  Page 4 of43    .  PUBLIC IMPROVEMENTS  DEVELOPER agrees to commence the Required Improvements necessary to serve the subdivision to be known as The Loop Addition, Lot 1, Block 1 contemporaneously with DEVELOPER'S construction of DEVELOPERS site improvements and work diligently to complete and obtain CITY's final acceptance oft the Required Improvements within the earlier of: (1) two (2) years from the date of CITY's issuance of the first permit to DEVELOPER for any earth disturbing activity which permit shall be requested by DEVELOPER on or before the second anniversary of the Effective Date of this Agreement, or (2) prior to DEVELOPER requesting a final inspection of andlor Certificate of Occupancy for any building, structure or unit constructed on the PROPERTY, in strict accordance with the construction plans for the Required Improvements as approved by the City All Public Improvements, including utilities, drainage easements, sidewalks, street lighting, street signage, park land dedication and all other required improvements and dedications, shall be provided by DEVELOPER at no cost to CITY, for the subdivision tol be known as The Loop Addition, Lot1, Block 1 in accordance with the CITY's Subdivision Regulations, Design Standards, and the DEVELOPER'S construction drawings as approved by the City Engineer, prior to issuance of any Certificate of Occupancy (interim, temporary, or permanent) for any building, structure or unit constructed on the PROPERTY. Engineering studies, plan/profile sheets, and other construction documents shall be provided to CITY by DEVELOPER at the time of platting as required by the Subdivision Regulations. Such plans shall be approved by the City Engineer or their agent prior to the  Engineer.  issuance of a Development Permit 1. THOROUGHFARES  No new or improved perimeter roads nor thoroughfares are required to support the plan for evelopmentproposed uses of the subject property.  2. UTILITIES  DEVELOPER shall dedicate all required easements and construct, at no cost to CITY, all necessary utility lines to serve the proposed development on the PROPERTY specifically including, but not limited to, the necessary off-site andlor oversize utility improvements described in Exhibit C in the areas conceptually depicted in the aerial drawings labeled as "Site Development" drawings and attached hereto as Exhibits D-1 and D-2 to provide service to the PROPERTY in accordance with CITY standards and the requirements set out in this Agreement, as determined by CITY. DEVELOPER shall construct all necessary utility lines to serve the interior of the PROPERTY; said lines shall be at least eight inches (8") in diameter or larger as demand of the development on the PROPERTY requires. All  Facilities Agreement (The Loop Addition, Lot 1, Block 1)  Page 5 of43    utility plans and improvements, including any revisions thereto, are subject to the CITY's Engineer's approval. The Utility Improvements that are being deferred by this Agreement to allow the early recording of the Record Plat are described on the attached Exhibit C, which is fully incorporated herein  by reference. 3. HIKE AND BIKE TRAILS  No hike and bike trails are being deferred by this Agreement.  D. PERFORMANCE BOND: LETTER OF CREDIT (OR CASH DEPOSIT)  1. The DEVELOPER, in accordance with the requirements established by the Subdivision Regulations of the CITY and this Agreement, shall tender to the CITY a guarantee of surety, specifically identified as: Bond for Potable Water and Sanitary Sewer Improvements for The Loop Addition, Lot 1, Block 1 ("Required Improvements"), in the amount of  and - Bond No. 20 with  /One Hundredths  Dollars ($_  dated  (Insurance Company Name), as Surety, by order of the CITY, a copy of the form of which guarantee of surety ("Bond") is attached hereto as Exhibit E- Ini the alternative, DEVELOPER shall provide an irrevocable Letter of Credit ("LOC") issued by a state or national banking association acceptable to CITY (or a cash deposit to be held in escrow by CITY) in an amount equal hereto as Exhibit E-2, assuring completion of the Required Improvements prior to the issuance of any Certificate of Occupancy for any Lot within the DEVELOPER shall submit the Bond or the LOC to the CITY (a) before the CITY records the approved Final Plat or Record Plat with Collin County, and (b) on or before the date on which DEVELOPER submits its first application to CITY for any earth disturbing activity on or about the PROPERTY. CITY shall have no obligation or responsibility to record the approved Final Plat with Collin County or issue any development permit(s) to DEVELOPER for any earth disturbing activities or any other activities related to development of the PROPERTY until after CITY has received the Bond or LOC guaranteeing to the satisfaction of the CITY the Required Improvements being deferred hereby will be installed. Should DEVELOPER fail to submit the Bond or the LOC to the CITY within two (2) years of the Effective Date ofthis Agreement, this Agreement shall be void and the CITY shall have no further obligations or responsibilities under this Agreement.  1a and fully incorporated herein by reference.  to  and  /One  Hundredths Dollars ($_ PROPERTY.  ). which shall be in the form attached  2.  Facilities Agreement (The Loop Addition, Lot 1, Block 1)  Page 6 of43    3. The only requirements for presentment of any Bond or LOC accepted hereunder by CITY (upon an event of default by DEVELOPER) shall be the presentation of the original thereof, together with an affidavit executed by the City Manager stating that DEVELOPER is in default under the terms of this Agreement. CITYs shall require a local banking association to be named as a confirming bank for purposes of presentment and collection. The Bond orLOC (or cash deposit) shall be returned within thirty (30) days to DEVELOPER after CITY's final acceptance of the Required improvements in accordance with Section 65-81 of the Subdivision Regulations and DEVELOPER'S provision to CITY of a two-year maintenance bond (warranty) that all Public Improvements will be free from defects for a period of two years following such acceptance by Upon completion of the Required Improvements, including all clean-up and restoration of areas impacted by DEVELOPER'S construction activities together with the establishment of grass or sod to its pre-construction activities, DEVELOPER shall notify CITY in writing of said completion and provide CITY with all documentation required by Farmersville Code Sections 65-79 and 65-81. CITY shall use its best efforts to conduct an inspection of the Required Improvements within five (5) business days and no later than thirty (30) days after requested by DEVELOPER and either: a) advise the DEVELOPER the CITY will accept the Required Improvements upon DEVELOPER'S satisfaction of Farmersville Code Sections 65-79 and 65-81; or b) advise DEVELOPER in writing of deficiencies identified with respect to CITY specifications and the approved construction plans. Upon completion of remedial efforts, DEVELOPER shall then notify CITY of completion and CITY shall use its best efforts to conduct an inspection of the Required Improvements within five (5) business days and no later than thirty (30) days after requested by DEVELOPER and either: a) advise the DEVELOPER the CITY will accept the Required Improvements upon DEVELOPER'S satisfaction of Sections 65-79 and 65-81; or b) advise DEVELOPER in writing of any previously identified deficiencies with respect to CITY specifications and the approved construction plans that were not corrected by Developer's remedial efforts and similarly advise DEVELOPER of any new deficiencies arising out of or caused by Developer's remedial efforts. This process shall continue until such time as the construction of the Required Improvements are constructed consistent with CITY specifications and the approved construction plans and are finally The amount of the Bond or LOC (or cash deposit) pursuant to this Agreement was computed as follows: The total cost of constructing the Required Improvements as reflected in the Engineer's Opinion of Probable Construction Costs for the 8" diameter Water Line attached hereto as  the CITY.  accepted by CITY.  Facilities Agreement (The Loop Addition, Lot 1, Block 1)  Page 7 of43    Exhibit F and the Engineer's Opinion of Probable Construction Costs fori the 15" Sewer Pipe attached hereto as Exhibit G both of which Exhibits F and Gare fully incorporated herein by reference (collectively the "OPCC") plus twenty percent (20%) of the OPCC, such additional amount to cover unexpected or incidental costs of completion, including administrative Int the event the DEVELOPER shall fail or neglect to fulfill its obligations under this Agreement and as required by the Subdivision Regulations, the DEVELOPER as Principal, and the Guarantor of Surety on the Bond shall be liable to pay for the cost of construction and installation of the Required Improvements, including but not limited to, engineering, legal, administrative and contingent costs togetherwith any and all other damages the CITY may sustain as a result of the failure oft the DEVELOPER to carry out and execute all of the provisions of this Agreement and the provisions  expenses.  4.  of the Subdivision Regulations.  5. The DEVELOPER and the Surety, if DEVELOPER submits a Bond, further jointly and severally agree that the CITY, at its option, shall have the right to construct and install, or pursuant to public advertisement and receipt of bids, cause to be constructed and installed the Required Improvements in the event the DEVELOPER fails or refuses to do sO in accordance with the terms of the Agreement. The DEVELOPER shall be liable hereunder to reimburse the CITY the total cost to complete the Required Improvements plus such other and further costs and expenses enumerated in Paragraph 2 herein above. The Surety shall be liable in the amount of the Bond Ifthe DEVELOPER provides a LOC (or a cash deposit) rather than a Bond then the DEVELOPER shall be solely liable to pay for the cost of construction and installation of the Required Improvements, including but not limited to, engineering, legal, administrative and contingent costs together with any and all other damages the CITY may sustain as a result of the failure of the DEVELOPER to carry out and execute all of the provisions of this Agreement and the provisions of the Subdivision Regulations. The DEVELOPER further agrees that the CITY, at its option, shall have the right to construct and install, or pursuant to public advertisement and receipt of bids, cause to be constructed and installed the Required Improvements ini the event the DEVELOPER fails or refuses to do sO in accordance with the terms of the Agreement. The DEVELOPER shall be liable hereunder to reimburse the CITY the total cost incurred by CITY to complete the Required Improvements plus such other and further costs and expenses enumerated in this Paragraph. The DEVELOPER shall be entitled to an offset or credit against the costs and expenses enumerated herein for any amount of money paid to the CITY by a financial institution  attached hereto.  6.  upon presentment, if any, of the LOC (or cash deposit).  Facilities Agreement (The Loop Addition, Lot 1, Block 1)  Page 8 of43    7. The DEVELOPER agrees to renew the Guaranty of Surety and Bond prior toi its expiration sO the Guaranty of Surety and Bond shall remain ini full force and effect during the entire term of this Agreement, including any extension. If DEVELOPER provides a LOC in lieu of or in addition to the Guaranty of Surety and Bond, DEVELOPER agrees to renew the LOC prior to its expiration sO the LOC shall remain in full force and effect during the entire term oft this Agreement, including any extension. Upon renewal, the amount ofthe Bond and/orL LOC shall bei in its original amount or such lesser amount equal to the sum agreed to by the CITY's Engineer, such amount being sufficient to complete the remaining Required Improvements plus at least twenty percent (20%) of the then remaining construction amount. DEVELOPER shall provide the CITY evidence that the Guaranty of Surety and Bond or LOC has been renewed at least thirty (30) days prior to its scheduled expiration date. fDEVELOPER fails tot timely provide CITY with such verification of renewal CITY shall be authorized toi immediately, and at any time prior to the expiration date of the Bond and/or LOC, assert a claim against the Bond and/or make presentment oft the LOC accepted hereunder by CITY by presenting the original thereof, together with an affidavit executed by the City Manager stating that DEVELOPER is in default under  8.  the terms of this Agreement.  E. PARK DEDICATION  1.  DEVELOPER'S parkland dedication requirements shall be satisfied by the payment of fees in lieu of dedication. More particularly, DEVELOPER shall pay to CITY in satisfaction of DEVELOPER'S parkland dedication requirements an amount of money equal to the valuation of five percent The valuation of the PROPERTY shall be based on the then current tax roll fair market value of the PROPERTY determined by the Collin Central Appraisal District immediately prior to the approval of the Final Plat by the DEVELOPER shall pay the fees in lieu of parkland dedication to the CITY on or before the date on which DEVELOPER submits its first application to the CITY for any earth disturbing activities. CITY shall have no obligation or responsibility to issue any permit(s) to DEVELOPER for any earth disturbing activities or any other activities related to development of the Property or record the approved Final Plat with Collin County until after CITY has received the Bond or LOC guaranteeing to the satisfaction of the CITY the Required improvements being deferred hereby will be installed and CITY also receives DEVELOPER's payment of the fees in lieu of  (5%) of the gross value of the PROPERTY.  2.  CITY.  3.  parkland dedication.  Facilities Agreement (The Loop Addition, Lot 1, Block 1)  Page 9 of43    F. CITY DEVELOPMENT ORDINANCES  DEVELOPER shall develop the PROPERTY in accordance with the standards as set forth in City of Farmersville zoning, subdivision and land development ordinances, including but not limited to provisions as to drainage, erosion control, pro rata payments, storm water, tree preservation, park land dedication, hike and bike trails, impact fees, Design Standards, Public Improvements Policy and construction standards, and as the timing therefore may be altered by this  Agreement. G. NOWAIVER  DEVELOPER expressly acknowledges that by entering into this Agreement, DEVELOPER, its successors, assigns, vendors, grantees, and/or trustees, shall not construe any language contained herein or in any Exhibits as waiving any of the requirements of the. Zoning Ordinance or Subdivision Regulations or any other  ordinance of the CITY except as herein specifically agreed.  H. INDEMNITY AND HOLD HARMLESS AGREEMENT  DEVELOPER, its successors, assigns, vendors, grantees, andlor trustees do hereby agree to fully indemnify, protect and hold CITY harmless from all third-party claims, suits, judgments, and demands, including its reasonable attorney's fees, arising out of the sole or concurrent negligence of DEVELOPER, and only to the extent or percentage attributable to DEVELOPER, in the subdividing, development, or construction of Required Improvements, including the negligent maintenance thereof. DEVELOPER shall not be responsible for or be required to indemnify CITY from CITY'S own negligence. The indemnity contained in this Paragraph shall expire five (5) years from the date of final acceptance of the Required improvements.  REVOCATION  In the event DEVELOPER fails to comply with any of the provisions of this Agreement, CITY shall be authorized to withhold any and all Development Permits for which applications have been submitted, inspections, credits, payments, reimbursements, and Certificates of Occupancy as well as issue Stop Work Orders for all Development Permits and work that may have been previously issued in relation to the subdivision and/or development of the PROPERTY. In the event the CITY has not for any reason presented andlor collected the funds supported by the Bond or LOC accepted hereunder by CITY or the amount of the funds collected by the CITY fail to cover the total cost to design, construct and install the Required Improvements deferred by this Agreement, the CITY shall be authorized to file this instrument in the records of Collin County as a Mechanic's Lien against DEVELOPER'S PROPERTY, and in the alternative the CITY shall be authorized  Facilities Agreement (The Loop Addition, Lot1, Block 1)  Page 10 of43    to levy an assessment against DEVELOPER'S PROPERTY for public improvements to be held as a tax lien against the PROPERTY by CITY. The amount of any Mechanic's Lien or assessment held as a tax lien shall be limited to the net dollar amounts not covered by the funds collected by the CITY, if any, through the Bond or LOC provided under this Agreement by DEVELOPER. ROUGH PROPORTIONALITY AND WAIVER OF CLAIMS.  J.  DEVELOPER has been represented by legal counsel in the negotiation of this Agreement and been advised or has had the opportunity to have legal counsel review this Agreement and advise DEVELOPER, regarding DEVELOPERS rights under Texas and federal law. DEVELOPER hereby waives any requirement that the CITY retain a professional engineer, licensed pursuant to Chapter 1001 of the Texas Occupations Code, to review and determine that the exactions required by the CITY in this Agreement as a condition of approval for the development of this Property are roughly proportional or roughly proportionate to the proposed development's anticipated impact. (These exactions may include but are not limited to the making of dedications or reservations of land, the payment of fees, the construction of facilities, and the payment of construction costs for public facilities.) DEVELOPER specifically reserves its right to appeal the apportionment of municipal infrastructure costs in accordance with Tex. Loc. Gov't Code S 212.904. However, notwithstanding the foregoing, Developer hereby releases the City from any and all liability under Tex. Loc. Gov't Code S 212.904 regarding or related to the cost of those municipal infrastructure improvements required for the Iti is the intent of this Agreement that the provision for roadway and utility improvements made herein constitutes a proportional allocation OfDEVELOPER'S responsibility for roadway and utility improvements for the PROPERTY. DEVELOPER hereby waives any federal constitutional claims and any statutory or state constitutional takings claims under the Texas Constitution and Chapter 395 of the Tex. Loc. Gov't. Code. DEVELOPER further releases CITY from any and all claims based on excessive or illegal exactions; it being agreed that DEVELOPER's infrastructure contribution(s) (after receiving all contractual offsets, credits and reimbursements) is roughly proportional or roughly proportionate to the demand that is placed on the roadway and utility systems by DEVELOPER's PROPERTY. DEVELOPER further acknowledges that the benefits of zoning and platting have been accepted with full knowledge of potential claims and causes of action which may be raised now and in the future, and DEVELOPER acknowleages the receipt of good and valuable consideration for the release and waiver of such claims. DEVELOPER shall indemnify and hold harmless CITY from any claims and suits of third parties, including but not limited to DEVELOPER's successors, assigns, grantees, vendors, trustees or representatives, brought pursuant to this Agreement or the claims or types  development of the PROPERTY.  of claims described in this paragraph.  Facilities Agreement (The Loop Addition, Lot 1, Block 1)  Page 11 of43    K. CONTINUITY  This Agreement shall be a covenant running with the land, and be binding upon DEVELOPER, its successors, heirs, assigns, grantees, vendors, trustees, representatives, and all others holding any interest now or in the future.  ASSIGNABILITY  This Agreement shall be assignable by DEVELOPER to an affiliate of DEVELOPER without the prior written consent of the CITY but such assignment shall not be effective until written notification is provided to CITY. This Agreement shall only be assignable by DEVELOPER to an unaffiliated party upon the submittal of a Bond or LOC, complying with the provision of Section D hereof, for the Required improvements but such assignment shall not be effective until written  notification is provided to CITY. M. TERMINATION AND RELEASE  Upon satisfactory completion by DEVELOPER of all requirements of this Agreement and final acceptance by CITY of the Required Improvements, this Agreement shall terminate and CITY will execute a release of covenant to DEVELOPER, its heirs, successors, assigns, grantees, vendors, trustees, representatives, and all others holding any interest now or in the future. This Agreement shall not terminate until the requirements of all parties have been fulfilled. Upon the termination of this Agreement pursuant to the terms described herein, CITY shall provide to DEVELOPER a written release indicating that DEVELOPERS responsibilities under this Agreement have been satisfied which release DEVELOPER may file in the Real Property Records of Collin County,  Texas.  N.  MAINTENANCE BOND  Prior to final acceptance of all Required Improvements to the PROPERTY, DEVELOPER shall furnish to CITY a good and sufficient maintenance bond in the amount of one hundred percent (100%) of the contract price of such mprovements, or in such amount as approved by the City Engineer, with a reputable and solvent corporate surety, in favor of CITY, to indemnify CITY against any repairs arising from defective workmanship or materials used in any part oft the construction ofall Required improvements to the PROPERTY, for a period of two (2) years from the date of final acceptance of such improvements. Nothing contained in this Paragraph is intended to relieve nor shall it be interpreted as relieving DEVELOPER of its obligations under Farmersville Code $65-79 regarding other public improvements that are not the specific subject of  this Agreement.  Facilities Agreement (The Loop Addition, Lot 1, Block 1)  Page 12of43    O. CONFLICT OF INTEREST  DEVELOPER covenants and agrees that DEVELOPER and its associates and employees will have no interest, and will acquire no interest, either direct or indirect, which will conflict in any manner with the performance of the services called for under this Agreement. All activities, investigations and other efforts made by DEVELOPER pursuant to this Agreement will be conducted by Ina addition, to the extent that this Agreement (a) must be approved by the CITY's governing body before it may be signed or (b) has a value of $1,000,000, or more, DEVELOPER shall comply with the requirements of Texas Government Code S 2252.908 by completing and submitting Form 1295 to the Texas Ethics Commission ("Commission'") at the time DEVELOPER submits this signed  employees, associates or subcontractors of DEVELOPER.  Agreement to CITY, and as follows:  Form 1295 Filing Process: The Commission has made available on its website a new filing application that must be used to file Form 1295. The DEVELOPER must use the application to enter the required information on Form 1295 and print a copy of the completed form, which will include a certification of filing that will contain a unique certification number. An authorized agent oft the DEVELOPER must sign the printed copy of the form and complete the "unsworn declaration" which includes, among other things, the date ofbirth and address ofthe authorized representative signing the form. The completed Form 1295 with the certification of filing must be The CITY must notify the Commission, using the Commission's filing application, of the receipt oft the filed Form 1295 with the certification oft filing not later than the 30th day after the date the Agreement binds all parties to the Agreement. The Commission will post the completed Form 1295 to its website within seven business days after receiving notice from the CITY. Form 1295 Availability: Certificate of Interested Parties Form is available from the Texas Ethics Commission website at the following address:  filed with the CITY.  nttps:/www.ethic.state.usmilinginto/1295  For questions regarding and assistance in filing out Form 1295, please contact the PROHIBITION ON CONTRACTS WITH COMPANIES BOYCOTTING ISRAEL In accordance with Chapter 2271, Texas Government Code, a Texas governmenta. entity may not enter into an agreement with a company for the provision of goods or services unless the agreement contains a written verification  Texas Ethics Commission at 512-463-5800.  P.  Facilities Agreement (The Loop Addition, Lot 1, Block 1)  Page 13 of43    from the company that it: (1) does not boycott Israel; and (2) will not boycott Israel Chapter 2271 does not apply to: (1) a company that is a sole proprietorship; (2)a company that has fewer than ten (10) full-time employees; or (3) a contract that has a value of less than One Hundred Thousand Dollars ($100,000.00). Unless the DEVELOPER is not subject to Chapter 2271 for the reasons stated herein, the signatory executing this Agreement on behalf of the DEVELOPER verifies by its signature on this Agreement that the DEVELOPER does not boycott Israel and will  during the term of the agreement.  not boycott Israel during the term of this Agreement.  Q. PROHIBITION ON CONTRACTS WITH COMPANIES BOYCOTTING ENERGY  COMPANIES  In accordance with Chapter 2276, Texas Government Code, a Texas governmental entity may not enter into a contract with a company for the provision of goods or services unless the contract contains a written verification from the company that it: (1) does not boycott energy companies; and (2) will not boycott Chapter 2276 does not apply to: (1) a company that has fewer than ten (10) full- time employees; or (2) a contract that has a value of less than One Hundred Thousand Dollars ($100,000.00). Unless the DEVELOPER is not subject to Chapter 2276 for the reasons stated herein, the signatory executing this Agreement on behalf of the DEVELOPER verifies by its signature on this Agreement that the DEVELOPER does not boycott energy companies and will not  energy companies during the term of the contract.  boycott energy companies during the term of this Agreement. AGAINST FIREARM AND AMMUNITION INDUSTRIES  R. PROHIBITION ON CONTRACTS WITH COMPANIES THAT DISCRIMINATE  In accordance with Chapter 2274, Texas Government Code, a Texas governmental entity may not enter into a contract with a company for the provision of goods or services unless the contract contains a written verification from the company that it: (1) does not have a practice, policy, guidance, or directive that discriminates against any firearm entity or firearm trade association; and (2) will not discriminate during the term oft the contract against any firearm entity or firearm Chapter 2274 does not apply to: (1) a company that has fewer than ten (10) full- time employees; or (2) a contract that has a value of less than One Hundred Thousand Dollars ($100,000.00). In addition, this provision does not apply to: (1) a contract with a sole-source provider; or (2) a contract for which the governmental entity did not receive any bids from a company that is able to provide the required written verification. Unless the DEVELOPER is not subject to Chapter 2274 for the reasons stated herein, the signatory executing this Agreement on behalfo ofthe  trade association.  Facilities Agreement (The Loop Addition, Lot 1, Block 1)  Page 14 of43    DEVELOPER verifies by its signature on this Agreement that the DEVELOPER does not have a practice, policy, guidance, or directive that discriminates against any firearm entity or firearm trade association and will not discriminate against any firearm entity or firearm trade association during the term oft this Agreement.  S.  GENERAL PROVISIONS  a.  DEVELOPER hereby relieves CITY of any responsibilities for any inadequacies in the preliminary plans, exhibits and cost estimate(s) supplied for the purpose of this Agreement, and further agrees that DEVELOPER will comply with CITY'S Subdivision Regulations, Design Standards, Public Improvements Policy and any other applicable policies, rules, regulations and ordinances of CITY regarding development of the DEVELOPER agrees that construction shall not begin on any proposed building improvements prior to City Council approval of this Agreement. DEVELOPER agrees that all coordination required with public and/or private utility agencies to eliminate conflicts with proposed street grades or underground improvements shall be the responsibility of DEVELOPER. Likewise, coordination with agencies requiring special conditions (i.e., railroads and the Texas Department of Transportation) shall be the DEVELOPER agrees that DEVELOPER shall commence construction of the Required Improvements as set forth herein contemporaneousiy with DEVELOPERS construction of DEVELOPERS site improvements and work diligently to complete and obtain CITY's final acceptance of thé (1) Two (2) years from the date of CITY's issuance of the first permit to DEVELOPER for any earth disturbing activity which first permit shall be requested by DEVELOPER on or before the second anniversary  PROPERTY.  b. C.  responsibility of DEVELOPER.  d.  Required Improvements within the earlier of:  oft the Effective Date of this Agreement; or  (2) Prior to DEVELOPER requesting a final inspection authorizing the occupancy of and/or Certificate of Occupancy for any building, structure or unit constructed ont the PROPERTY, in strict accordance with the construction plans for the Required Improvements as such construction plans are approved by the City Engineer.  Unless otherwise specified in this Agreement or an attachment hereto, it is understood that any obligation oni the part of CITY to make any refunds shall cease upon the expiration of two (2) years following the CITY's issuance of the first permit to DEVELOPER for any earth disturbing activity, except  Facilities Agreement (The Loop Addition, Lot 1, Block 1)  Page 15of43    when extended for good cause and agreed to in writing by CITY and DEVELOPER shall negotiate in good faith and use all reasonable efforts to acquire, by negotiated purchase, any easement(s) located offsite from the PROPERTY that are needed for the construction and installation of the Required improvements. In the event DEVELOPER is unable to acquire the needed easement(s) by negotiated purchase, the CITY will cooperate with the DEVELOPER, at the sole cost and expense of the DEVELOPER, toa acquire the easement(s) neededi to construct the Required Improvements including, but not limited to, the exercise by the City of its power of eminent domain. The determination ofa a public purpose and any decision to exercise such power is, however, within the sole discretion of the City. After the Preliminary Plat has been approved, the Final Plat complies with the requirements of the Subdivision Regulations (supplemented by this Agreement), the Developer provides CITY with the Bond or Letter of Credit or Cash Escrow required by this Agreement, DEVELOPER pays to CITY the fees in lieu of parkland dedication required by this Agreement, and DEVELOPER complies with all other requirements of the Subdivision The City and Developer agree that the sequence of permits associated with development of the Property is outlined in Exhibit J. CITY agrees to record this Agreement in the real property records of Collin County, Texas.  DEVELOPER.  e.  f.  Regulations CITY agrees to record the Final Plat.  g.  CITY OF FARMERSVILLE  By:  CRAIG OVERSTREET Mayor Date Signed:  ATTEST:  TABATHA MONK City Secretary  Facilities Agreement (The Loop Addition, Lot 1, Block 1)  Page 16 of43    BLOCK 20, LLC, a Texas limited  liability company  By:  DAVID R. BROWN Manager Date Signed:  THE STATE OF TEXAS S COUNTY OF COLLIN  S  BEFORE ME, the undersigned authority, in and for said County, Texas, on this day personally appeared CRAIG OVERSTREET, Mayor of the CITY OFFARMERSVILLE, a Texas Municipal Corporation, known to me to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that he has executed the same on  the City's behalf. DAY OF,  GIVEN UNDER MY HAND AND SEAL OF OFFICE, THIS THE  20  Notary Public My commission expires:  County, Texas  THE STATE OF TEXAS S COUNTY OF DALLAS  S  This instrument was acknowledged before me on the  day of  20  by DAVID R. BROWN, in his capacity as Manager of BLOCK 20, LLC, a Texas  limited liability company, known to me to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that he executed the same on behalf of  and as the act of BLOCK 20, LLC.  GIVEN UNDER MY HAND AND SEAL OF OFFICE, THIS THE  DAY OF  20  Notary Public My commission expires:  County, Texas  Facilities Agreement (The Loop Addition, Lot 1, Block 1)  Page 17 of43    EXHIBIT/ A  DESCRIPTION OF PROPERTY  Being a 21.74 acre tract ofland out ofthe W.B. Williams Survey, Abstract No. 952, situated in the City of Farmersville, Collin County, Texas, being a portion of a called 37.00 acre tract of land conveyed to Farmersville 380 & 78, LP by deed of record in Document Number 20210503000892560 of the Official Public Records of Collin County, Texas, and being more COMMENCING, at a 1/2 inch iron rod with orange plastic cap stamped "3941" found in the Northwest right-of-way line of State Highway 78 (a variable width right-of-way), being the East corner of a called 2.8415 acre tract of land conveyed to the State ofTexas by deed of record in Document Number 20080806000957940 of said Official Public Records, and being the most THENCE, N52*3148'E, along the Northwest right-of-way line of State Highway 78, being the common Southeast line of said 37.00 acre tract, a distance of 165.80 feet to a 1/2 inch iron rod with green plastic cap stamped "EAGLE SURVEYING" set for the POINT OF BEGINNING; THENCE, leaving the Northwest right-of-way line of State Highway 78, over and across said 1. N31°2826"W, a distance of 726.70 feet to a 1/2 inch iron rod with green plastic cap 2. N00P12'04'W, a distance of980.71 feet to ai mag nail set in the South right-of-way line of Farmersville Parkway (County Road 611 - a variable width right-of-way), being the common North line of said 37.00 acre tract, from which a mag nail set at the Northwest corner of said 37.00 acre tract bears N86035142"W, a distance of 340.69 feet;  particularly described by metes and bounds as follows:  Westerly South corner of said 37.00 acre tract;  37.00 acre tract, the following two (2) courses and distances:  stamped "EAGLE SURVEYING" set;  THENCE, $863542'E, along the South right-of-way line of Farmersville Parkway and the common North line of said 37.00 acre tract, a distance of 789.18 feet to a mag nail set at the Northwest corner of a tract of land conveyed to Lovell Investments, Ltd., by deed of record in Document Number 20050804001063680 of said Official Public Records, being the Northeast THENCE, S00°01'12"E, leaving the South right-of-way line of Farmersville Parkway, along the East line of said 37.00 acre tract, being the common West line of said Lovell Investments, Ltd. tract, a distance of 757.92 feet to a 1/2 inch iron rod found at the Northeast corner of a called 2.99997 acre tract of land conveyed to Zahir Ahmed and Fathima Ahmed by deed of record in Document Number 20030311000440360 ofs said Official Public Records, being the most Easterly THENCE, leaving the West line of said Lovell Investments, Ltd. tract, along the South and East lines of said 37.00 acre tract, being the common North and West lines ofs said 2.99997 acre tract, 1. N8905652"W, a distance of 292.45 feet to a 1/2 inch iron rod with orange plastic cap 3. $31°28'26"E, a distance of 285.58 feet to a 1/2 inch iron rod with orange plastic cap  corner ofs said 37.00 acre tract;  Southeast corner of said 37.00 acre tract; the following five (5) courses and distances:  stamped "3941" found; stamped 3941" found;  2. S00002'02"W, a distance of225.11 feet to a 3/8 inch iron rod found; 4. S06°50'23"E, a distance of47.01 feet to a 3/8 inch iron rod found;  Facilities Agreement (The Loop Addition, Lot 1, Block 1)  Page 18of43    5. S41°45141"E, a distance of9 97.14 feet to an "X" cut set in the curving Northwest right-of- way line of State Highway 78, being the South corner ofs said 2.99997 acre tract, and being THENCE, along thel Northwest right-of-way line of State Highway 78 and the common Southeast 1. Along ai non-tangent curve to the right, having ai radius of4261.29 feet, a chord bearing of S50°20'48"W, a chord length of 345.95 feet, a delta angle of 04°39'10", an arc length of 346.04 feet to a 1/2 inch iron rod with orange plastic cap stamped "3941" found; 2. N3702024"W, a distance of 49.95 feet to a 5/8: inchi iron rod found; 3. S52°31'48"W, a distance of 44.55 feet to the POINT OF BEGINNING, and containing an area of21.74 acres (946,994 square feet) ofl land, more or less.  the most Southerly Southeast corner of said 37.00 acre tract; line of said 37.00 acre tract, the following three (3) courses and distances:  Facilities Agreement (The Loop Addition, Lot 1, Block 1)  Page 19 of43    EXHIBITB THE DUPUIS LETTER (See following one page.)  Facilities Agreement (The Loop Addition, Lot 1, Block 1)  Page 20 of43    DUNAWAY  March 16, 2023 Mr. Ben White, P.E. City of Farmersville 205S. Main St. Farmersville, Texas 75442  RE: The Loop. Addition - Preliminary Plat Dated February 2023  Mr. White:  The aforementioned project has been submitted for approval by the City of Farmersville. A Site Plan was approved by the Planning and Zoning Commission on June 21, 2022, and by City Council on June 28, 2022. The Loop Addition Preliminary Plat has been reviewed according to the ordinances of the City of Farmersville and the following items will need to  be addressed prior to approval.  Offsite water and seweri facility improvements are necessaryto No parkland dedication is planned for this development. The developer has indicated they would deposit a monetary sum equivalent in value to 5% of the gross development area. The developer has requested to address these items in a Development Agreement with the City. Itis It is recommended that the Loop Addition Preliminary Plat be approved pending the completion of a Development  service this development.  Agreement that addresses the above mentioned items. Please contact me if you have any questions.  Sincerely, Jacob gy  Dupuis, PE Senior Discipline Lead  dunaway.com  Facilities Agreement (The Loop Addition, Lot 1, Block 1)  Page 21 of43    EXHIBIT C  PUBLIC MPROVEMENTS  DEVELOPER is responsible for the construction of the Public Improvements detailed below and no other public improvements shall be required of Developer. Those facilities must be complete and accepted by CITY prior to a Certificate of Occupancy being issued for any building on the PROPERTY. In the event any public utilities required to serve the development on the PROPERTY are installed by a party other than DEVELOPER, those facilities must be complete and accepted by CITY prior to a Certificate of Occupancy  being issued for any building on the PROPERTY.  POTABLE WATER SYSTEM.  a.  DEVELOPER shall obtain all necessary permits and approvals from the Texas Department of Transportation and construct and install a minimum eight-inch (8") diameter Water Line (the "Water Line") contained in a steel encasement pipe3 together with all related appurtenances running off-site from the boundary of the PROPERTY to the western side of State Highway 78 and approximately one hundred twenty-five (125) linear feet under and across State Highway 78 and tie the Water Line in to the water mains on each side of State Highway 78 in the areas as generally depicted in Exhibit D-1 attached hereto and incorporated herein by reference to provide the potable water service necessary to address the needs generated by the multi-family development proposed to be constructed within The Loop Addition, Lot 1, Block 1. The construction plans for the Water Line, as approved by the City Engineer, are incorporated herein by reference for all DEVELOPER shall also construct and install all necessary on-site public water lines required to serve the PROPERTY consistent with City of Farmersville standards and as approved by CITY; said necessary on-site water lines shall be at least eight inches (8") in diameter or as otherwise necessary to serve the PROPERTY for both domestic and fire flow for the PROPERTY. The City Engineer shall approve the size of the line.  purposes allowed by law.  b.  SANITARY SEWER SYSTEM.  a.  DEVELOPER shall obtain all necessary permits and approvals from the Texas Department of Transportation and construct and install a fifteen-inch (15") diameter sanitary sewer pipe (the "15" Sewer Pipe") contained in a steel encasement pipe4 together with all related appurtenances located off-  3Thes steel encasement pipe shall be provided only if such steel encasement is required by the Texas Department of 4The steel encasement pipe shall be provided only for that portion of the 15" Sewer Pipe that is located under United States Highway 380 and onlyi ifs such steel encasement is required by the Texas Department of Transportation.  Transportation.  Facilities Agreement (The Loop Addition, Lot 1, Block 1)  Page 22 of43    site from the PROPERTY running approximately four hundred eighty (480) linear feet to and under and across United States Highway 380 to replace the existing City-owned sanitary sewer pipe and tie the 15" Sewer Pipe in to the sanitary sewer mains on each side of United States Highway 380 and disconnect and abandon the existing City-owned sanitary sewer pipe in- place as generally depicted in the location reflected on Exhibit D-2 attached hereto and incorporated herein by reference to provide the sanitary sewer service necessary to address the needs generated by the multi-family development proposed to be constructed within The Loop Addition, Lot 1, Block 1. The construction plans for the 15" Sewer Pipe, as approved by the City Engineer, are incorporated herein by reference for all purposes allowed DEVELOPER shall also construct and install together with the 15" Sewer Pipe such five-foot (5') Diameter Manholes with all related appurtenances necessary to serve the 15" Sewer Pipe as required by the City's Subdivisions Ordinance and Design Standards and consistent with the requirements of the Texas Commission on Environmental Quality. DEVELOPER shall also construct and install all necessary on-site public sanitary sewer lines required to serve the PROPERTY consistent with City of Farmersville standards and as approved by CITY; said necessary on-site sewer lines shall be at least eight inches (8") in diameter or as otherwise necessary to serve the PROPERTY. The City Engineer shall approve the size of the line, based upon the design slope and drainage basin size.  by law.  b.  C.  Facilities Agreement (The Loop Addition, Lot 1, Block 1)  Page 23 of43    EXHIBIT D-1 AERIAL DEPICTION OF WATER LINE LOCATION (See following one page.)  Facilities Agreement (The Loop Addition, Lot 1, Block 1)  Page 24 of43    ARR4  5E  Facilities Agreement(he Loop Addition, Lot1, Block 1)  Page250f43    EXHIBITL D-2 AERIAL DEPICTION OF 15" SEWER PIPE LOCATION (See following one page.)  Facilities Agreement (The Loop Addition, Lot 1, Block 1)  Page 26 of43    ut  Facilities Agreement (The Loop Addition, Lot1, Block 1)  Page 27 of43    EXHIBIT E-1 PERFORMANCE BOND (See following seven pages.)  Facilities Agreement (The Loop Addition, Lot 1, Block 1)  Page 28 of43    PERFORMANCE BOND  Bond No.  KNOW ALL MEN BY THESE PRESENTS:  That  a  (hereinafter referred  to as Principal"), as Principal, and principal office in the City of  a surety with its  company organized and existing under the laws of the State of  and authorized to do business in the State  of Texas (hereinafter referred to as "Surety"), as Surety, are held and firmly bound unto the City of Farmersville, Texas, a Texas municipal corporation (hereinafter referred to United States of America, to the payment whereof, the said Principal and Surety bind themselves and their heirs, administrators, executors, successors, and assigns, jointly  as "Obligee"), in the full and just sum of  and  IOne Hundredths Dollars ($  ), lawful money of the  and severally, firmly by these presents:  WHEREAS, THE ABOVE BOUNDED PRINCIPAL as a condition precedent to the approval by Obligee of the plat for that certain subdivision known as The Loop Addition, Lot 1, Block 1, has entered into that certain Construction Facilities Agreement for which Principal is required to be responsible for arranging and contracting for the construction of certain required improvements in accordance with the plans, specifications and contract documents set forth or referred to in the Agreement  Required Improvements with Obligee dated the  day of  20  (attached hereto and hereinafter referred to as the Agreement"), pursuant to  (hereinafter referred to as the 'mprovements);  WHEREAS, it was one of the conditions of said Agreement that this bond be NOW, THEREFORE, the conditions of this obligation are such that if the above bounded Principal shall in all respects comply with the terms and conditions of said Agreement, within the time therein specified, and shall in every respect fulfill its obligations thereunder, and under the plans, specifications and contract documents referred to and made a part thereof, and shall indemnify, and hold harmless Obligee from and against all claims, costs, expenses, demands, damages, injuries and losses, including, but not limited to, engineering, legal, administrative and other contingent cost to carry out and execute all the provisions of said Agreement, within the time therein specified, then this obligation shall be void; otherwise to remain  executed:  in full force and effect.  THE SURETY UNCONDITIONALLY COVENANTS AND AGREES that if the Principal fails to fulfill all of any portion of its obligations under the Agreement, within the time specified in the Agreement, the Surety, upon fifteen (15) days written notice from  Facilities Agreement (The Loop Addition, Lot 1, Block 1)  Page 29 of43    Obligee, or its authorized agent or officer, of Principal's default, shall forthwith perform and complete the obligations imposed by the aforesaid Agreement and pay the cost thereof, including, but not limited to, engineering, legal, administrative and other contingent costs. Should the Surety fail or refuse to perform and complete Principal's obligations under the Agreement, Obligee, in view of the public interest, safety, health and welfare factors involved and the inducement in approving and filing the said subdivision plat, shall have the right to resort to any and all legal remedies against the Principal and Surety, or either, both at law and in equity, specifically including specific  performance, to which the Principal and Surety unconditionally agree.  PROVIDED, FURTHER, that in any such legal action if filed on this Bond, venue THE PRINCIPAL AND SURETY FURTHER JOINTLY AND SEVERALLY/ AGREE, that, as set forth in the Agreement, Obligee, at its option, shall have the right to construct and install, or pursuant to public advertisement and receipt of bids, cause to be constructed and installed, the aforesaid Improvements in case the Principal should fail or refuse to do sO in accordance with the terms of said Agreement, and in the event Obligee should exercise and give effect to such right, Principal shall be liable to reimburse the Obligee for the total cost thereof and Surety shall be liable fori the amount set forth above, both including, but not limited to, engineering, legal, administrative and other contingent costs, together with any damages, either direct for consequential, which may be sustained on account of failure of the Principal to carry out and execute all of the provisions of said  shall lie in Collin County, Texas.  Agreement.  PROVIDED, HOWEVER, that both Principal and Surety agree and acknowledge that this bond is not executed pursuant tot the provisions OfVERNON'STEXAS GOVERNMENT CODE ANN. Art. 2253.021, since said agreement is not between the Obligee and the prime contractor responsible for the construction of said Improvements and since the amount of this bond is in excess ofi the total costs of construction as set forth in the construction  contract(s) for said mprovements.  FURTHERMORE, no extension of time or other waiver or amendment oft thet terms of said Agreement or any change in the method or amount of payment stipulated to be made by Obligee under the Agreement shall relieve Surety of its obligations hereunder and the Surety waives notice of any such extension, waiver, amendment, or change. The bond shall be automatically extended in time without formal and separate amendment to cover full and faithful performance of the Agreement modifications,  regardless of the amount of time involved.  [Remainder of page intentionally left blank.]  Facilities Agreement (The Loop Addition, Lot 1, Block 1)  Page 30 of43    IN WITNESS WHEREOF, the said Principal and Surety have signed and sealed Surety solemnly warrants and represents that it is duly authorized to do business in the  this instrument this State of Texas.  day of  20  and the undersigned  PRINCIPAL:  a Texas  By: Name: Title:  Date Signed:  ATTEST: Name: Title:  SEAL  SURETY:  By:. Name: Title:  SEAL  APPROVED AS TO FORM:  By:  ALAN D. LATHROM City Attorney, City of Farmersville  Facilities Agreement (The Loop Addition, Lot 1, Block 1)  Page 31 of43    The Resident Agent of the Surety in Texas, for delivery of notice and service of process  is: Name: Address: Telephone:  Facilities Agreement (The Loop Addition, Lot 1, Block 1)  Page 32 of43    POWER OF ATTORNEY  KNOW laws of the State of  ALL  MEN  BY  THESE  PRESENTS:  that  as surety company organized and existing under the does hereby make, constitute and appoint,  its true and lawful Attomney/s)-In-Fact to make, execute, seal and deliver for, and on its behalf as surety, any and all bonds, undertakings or other writings obligatory in nature of  ab bond.  This authority is made under and by the authority of a resolution which was passed  by the Board of Directors of  on the  day of  20  as follows:  Resolved, that the  of the Company is hereby authorized to  appoint and empower any representative of the Company or other person or persons as Attorney-In-Fact to execute on behalf of the Company any bonds, undertakings, policies, contracts of indemnity or other writings obligatory in nature of a bond not to exceed through its duly elected officers, and affix the seal of the Company thereto. Any said execution of such documents by an Attorney-In-ract shall be as binding upon the Company as if they had been duly executed and acknowledged by the regularly elected officers of the Company. Any Attorney-In-Fact, sO appointed, may be removed for good cause and the authority SO granted may be revoked as specified in the Power of Attorney. be affixed by facsimile on any power of attorney granted, and the signature of the of any such power and any such power or certificate bearing such facsimile signature and seal shall be valid and binding on the Company. Any such power SO executed and sealed and certificate sO executed and sealed shall, with respect to any bond or undertaking to  $  Dollars, which the Company might execute  Resolved, that the signature oft the  and the seal of the Company may  and the seal oft the Company may be affixed byt facsimile to any certificate  which it is attached, continue to be valid and binding on the Company.  IN WITNESS THEREOF, caused this instrument to be signed by its  has  and its Corporate Seal to be  affixed this  day of  20  SEAL  By: Name: Title:  Facilities Agreement (The Loop Addition, Lot 1, Block 1)  Page 33 of43    ACKNOWLEDGEMENT  On this  day of of  20  before me, personally came the entity described in and  tor me known, who being duly sworn, did depose and say that he  is the  which executed the above Instrument; that he executed said Instrument on behalf of the corporation by authority of his office under the By-laws of said corporation.  Notary Public  CERTIFICATE  I,the undersigned, Secretary of  a  insurance Company, DO HEREBY CERTIFY that the original Power of  Attorney of which the foregoing is a true and correct copy, is in full force and effect and has not been revoked and the resolutions as set forth are now in force.  Signed and Sealed at  this  day of  20  Name: Title:  ACKNOWLEDGMENT OF SURETY  STATE OF COUNTY OF On  3 20  before me, a Notary Public in and for said County and and who stated that he/she executed the within and  State, residing therein, duly commissioned and sworn, personally appeared foregoing instrument in his/her capacity as the Attorney-in-Fact of  known to me to be the person who executed the said instrument  on behalf of the said Power of Attorney.  the corporation described in the original  IN WITNESS WHEREOF, Ihave hereunto set my hand and affixed my official seal, the  day and year stated in this certificate above.  My Commission Expires on  Notary Public  Facilities Agreement (The Loop Addition, Lot 1, Block 1)  Page 34 of43    (Surety/lnsurance Company Name)  IMPORTANT NOTICE:  To obtain information or make a complaint: coverages, rights or complaints at:  Your may contact the Texas Department ofl Insurance to obtain information on companies,  1-800-252-3439  Your may write the Texas Department of Insurance at:  P.O. Box 149104 Austin, TX 78714-9104 FAX# 1-512-475-1771  Your notice of claim against the attached bond may be given to the surety company that  issued the bond by sending it toi the following address:  Physical Address:  Insurance Company Claims  You may also contact the telephone at: Telephone Number: PREMIUM OR CLAIMI DISPUTES:  Insurance Company Claims office by  Ify you have a dispute concerning a premium, you should contact the agent first. If you have a dispute concerning a claim, you should contact the company first. Ifthe dispute is not resolved,  you may contact the Texas Department ofl Insurance. ATTACHTHISNOTICETOYOYOURBOND:  This notice is fori information only and does not become a part or condition oft the attached  document.  Facilities Agreement (The Loop Addition, Lot 1, Block 1)  Page 35 of43    EXHIBITE E-2 LETTER OF CREDIT FORM (See following two pages.)  Facilities Agreement (The Loop Addition, Lot 1, Block 1)  Page 36 of43    IRREVOCABLE STANDBY LETTER OF CREDIT NO.  ##)  APPLICANT:  INITIAL EXPIRATION DATE: [Month] [dayl, 20  BENEFICIARY: The City of Farmersville 205 South Main Street Farmersville, Texas 75442 Attn: Benjamin L. White, P.E., CPM City Manager [Month] [day), 20 Gentlemen:  AMOUNT: $  Dollars and  Cents  We hereby establish our irrevocable Letter of Credit No.  ##)  in favor of  the City of Farmersville, Texas ("Beneficiary") at the request and for the account of  a Texas limited liability company, for the amount of  and  IOne Hundredths Dollars  ($_  This Letter of Credit is available by your draft drawn at sight on [Financial  Institution Name] accompanied by the following documents:  A. Beneficiary's manually signed statement on its letterhead reading exactly as  follows:  "We hereby certify that a default has occurred under the Facilities  Agreement dated [Month] [dayl, 20  and we have notified  by certified letter of such default."  B. Ad copy of the certified letter of such default sent to least fifteen (15) days prior to this drawing.  dated at  The undersigned shall have no obligation or duty to investigate whether or not an event  of default has occurred and shall have no liability to  ins such  regard. Credit No.  All drafts under this Letter of Credit shall be marked "Drawn Under Irrevocable Letter of  ##]  dated [Month] [dayl, 20  issued by [Financial  Institution Name], [City, State]."  This Letter of Credit sets forth in full the terms of our undertaking to you. Such undertaking shall not in any way be modified, amended, or amplified by reference to any  Facilities Agreement (The Loop Addition, Lot 1, Block 1)  Page 37 of43    document or instrument referred or related to herein and any such reference shall not be deemed to incorporate herein by reference any such document or instrument. This Letter of Credit shall be deemed automatically extended without amendment for up you in writing, by registered mail or overnight courier at the address contained herein that Except as expressly provided herein, this Letter of Credit is subject to the Uniform Customs and Practice for documentary credits (1993 Revision), International Chamber of We hereby engage with you that all drafts drawn under and in compliance with the terms of this Letter of Credit will be duly honored if presented at our counter at [Financial  to an additional [Month] [day], 20  period(s) of one (1) year each from the present expiry date to unless thirty (30) days prior to any expiration date we shall notify  we elected not to renew this Letter of Credit.  Commerce Publication No. 500.  Institution Street Address], [Financial Institution City, State & Zip].  Sincerely,  [Name of Financial Institution Officer or Employee Authorized to Bind the Institution] [Financial Institution Officer or Employee's Title]  Facilities Agreement (The Loop Addition, Lot 1, Block 1)  Page 38 of43    EXHIBITE  ENGINEER'S OPINION OF PROBABLE CONSTRUCTION COSTS  FOR 8" DIAMETER WATER LINE  Facilities Agreement (The Loop Addition, Lot 1, Block 1)  Page 39 of43    EXHIBITG G  ENGINEER'S OPINION OF PROBABLE CONSTRUCTION COSTS  FOR 15" SEWER PIPE  Facilities Agreement (The Loop Addition, Lot 1, Block 1)  Page 40 of43    EXHIBITH  INTENTIONALLY OMITTED  Facilities Agreement (The Loop Addition, Lot 1, Block 1)  Page 41 of43    EXHIBITI  DEVELOPMENT PERMITS  Development Permit  Permit# 20240034 20240035 20240036 20240037 20240038 20240039 20240040 20240041 20240042 20240043 20240044 20240045 20240046 20240047 20240048  Building! I-A Building I-B Building II-A Building II-B Building III-A Building III-B Building IV-A Building IV-B Building V Building VI-A Building VI-B Building VII Leasing Mail Pavilion Site Development Trash Enclosure  Facilities Agreement (The Loop Addition, Lot 1, Block 1)  Page 42 of43    EXHIBITJ  SEQUENCE OF DEVELOPMENT  1. 2. 3. 4. 5. 6. 7. 8. 9.  DEVELOPER provides CITY with written response letter to Conditionally  Approved Preliminary Plat CITY approval of Facilities Agreement CITY approves Preliminary Plat DEVELOPER submits Final Plat to CITY CITY approves Final Plat City records Final Plat CITY issues Development Permit  DEVELOPER provides (i) Bond or LOC, and (i) pays Parkland Dedication fees DEVELOPER starts construction of both onsite and Public Improvements  Facilities Agreement (The Loop Addition, Lot 1, Block 1)  Page 43 of43    Agenda Section Regular Agenda Section Number VII. B.  Subject To From Date Attachment(s) Related Link(s) Consideration Action  Final Plat Woodard Addition Mayor and Council Members Ben White, City Manager May 28, 2024 Letter and Plat  Please be advised the P&Z Commission agreed unanimously to  and Discussion recommend approval.  Motion/secondvote Approve Approve with Updates Disapprove Approve Disapprove Move item to another agenda. No motion, no action  Motion/second/vote to continue to a later date.    DUNAWAY  May 16, 2024 Mr. Ben White, P.E. City of Farmersville 205S. Main St. Farmersville, Texas 75442  RE: Woodards Addition Phase 1-F Final Plat  Dated May 2024  Mr. White:  The dforementioned project has been submitted for approval by the City of Farmersville. The purpose of the Final Plat is for the creation of Lots 6 &70 of the Woodards Addition. This is Phase 1 of3 proposed phases which  will incorporate a total of11 lots.  The Final Plat has been reviewed according to the ordinances of the City of Farmersville and been found to be compliant. It is recommended that  the Woodards Addition Phase 1 Final Plat be approved. Please contact me if you have any questions.  Sincerely, ansRy Jacob Dupuis, PE Senior Discipline Lead  dunaway.com    Agenda Section Regular Agenda Section Number VII.C.  Subject To From Date Attachment(s) Related Link(s) Consideration Action  Site Plan - McDonalds Mayor and Council Members Ben White, City Manager May 28, 2024 Letter and Site Plan  Please be advised the P&Z Commission agreed unanimously to  and Discussion recommend approval.  Motion/second/vote Approve Approve with Updates Disapprove Approve Disapprove Move item to another agenda. No motion, no action  Motion/secondvote to continue to a later date.    DUNAWAY  May 16, 2024 Mr. Ben White, P.E. City of Farmersville 205 S. Main St. Farmersville, Texas 75442  RE: Farmersville Market Centerll-McDonalds: - Site Plan  Dated May 2024  Mr. White:  The dforementioned project has been submitted for approval by the City of Farmersville. The purpose of the Site Plan is to depict the proposed McDonalds restaurant located south of US 380 and east of O'Reilly Autoparts. The property has a base zoning of Commercial and is within the  Highway Commercial overlay district.  The Site Plan has beenreviewed according to the ordinances oft the City of Farmersvile and been found to be compliant. It is recommended that the Farmersville Market Center II - McDonalds Site Plan be approved.  Please contact me if you have any questions.  Sincerely, Jacob gy  Dupuis, PE Senior Discipline Lead  dunaway.com    Agenda Section Regular Agenda Section Number VII. D.  Subject To From Date Attachment(s) Related Link(s) Consideration and Discussion Action  Davis and Rike Street Mayor and Council Members Ben White, City Manager May 28, 2024  Motion/secondvote Approve Approve with Updates Disapprove - Approve Disapprove Move item to another agenda. No motion, no action  Motion/second/vote to continue to a later date.    Agenda Section Regular Agenda Section Number VIL.E E.  Subject To From Date Attachment(s) Related Link(s) Consideration and Discussion Action  Presentation of TDA Form A1024 CDBG Section 3 Goals and  Concepts  Mayor and Council Members Ben White, City Manager May 28, 2024 Documents  Motion/secondiote Approve Approve with Updates D Disapprove  Approve Disapprove Move item to another agenda. No motion, no action  Motion/secondvote to continue to a later date.    11024 Seclion 3 Presentalion  Local Communily    The City of Farmersville recently received  the following grant award:  Grant Contract No. #CDV21-0422  Award Amount: $350,000  Project: Street Improvement    The grant is funded through the  Community Development Block Grant, via:  U.S. Department of Housing and Urban  Development  and  Texas Department of Agriculture    Section 3 Concepts  As a condition of funding, The City of Farmersville must comply with Section 3 of the Housing and Urban Development Act of  1968.  - To the Recipients  greatest  extent  feasible,  Grant  must  direct  economic  opportunities generated by CDBG funds to  low- and very low-income persons.    Section 3 Concepls  In part, this means ensuring that:  Section 3 Businesses have the information to submit a bid or proposal for the project;  and  Section 3 Workers have information about any available job opportunities related to  the project.  For precise Issuance 20-01  definitions, see TXCDBG Policy    Section 3 Business  A company may qualify as a Section 3 Business if:  itiso owned by low-income persons;  itis owned by Section 8-Assisted housing residents; OI 75% of all labor hours for the business in a 3 month period are performed by Section 3 Workers  Register at:  HUD's Section 3 website:  https://portalapps.hud.gov/5ec3BusReg/BRegistry/Regis  erBusiness    Section 3 Business  This project is expected to include the following contracting  opportunities:  GrantWorks, Administrative Services Dunaway/DBI, Engineering Services  Anchor Contracting, LLC, Construction Services    Section 3 Worker  You may qualify as a Section 3 Worker if:  Your annual income is below the county threshold for your family  size:  FY2024 Median Family Income FY2 2024 Income Limit  Persons in Family 4 5 6 7 8  Income Limit Area Click for More Detail  Category Very Low (50%) Income Limits ($) Click for More Detall Extremely Low Income Limits ($)* Click for More Detail Low (80%) Income Limits (S) Click for More Detail  1 2 3  38,650 44,150 49,650 55,150 59,600 64,000 68,400 72,800 23,200 26,500 29,800 33,100 36,580 41,960 47,340 52,720 61,800 70,600 79,450 88,250 95,350 102,400 109,450 116,500  Dallas, TXHUD Metro FMR Area  $110,300  You are a current or recent Youthbuild participant  Register your information and search for opportunities at:  WorkinTexas.gov  HUD's Section 3 Opportunity Portal  ttps/hudapps.hud.gov/OpportunityPortal    Targeted Section 3 Worker  Section 3 Workers that reside near the project location may also qualify as Targeted Section 3 Workers.  For this project, that service area is defined by this map:  Section Houdary Viewer Farmersville CDV21-0422  County CountyName Colln County 31100 Tract Blockgroup F2019LMUniv 1205 Collin Collin County County 31100 31100 Collin County 31100 F2019LMUNIV TOTAL:  1290 2050 1480 6035  0o    Recordkecping  The City of Farmersville will track all hours worked on the project based on the three categories of workers.  This will require collection of certain income  information.  All Workers  All Section 3 Workers  Targeted Section 3 Workers    For More Intormation  TXCDBG Policy ssuance 20-01  REVISED Policy ssuance 20-01 Section 3 v1.pdf  texasagrculure.gov  24 CFR Part 75  Electronic Code of Federal Regulations (eCFR)  Craig Overstreet, Mayor    Agenda Section Regular Agenda Section Number VII.F.  Subject To From Date Attachment(s) Related Link(s) Consideration and Discussion Action  Awarding Bid for TxCDBG Rike Street Improvement Project  Mayor and Council Members Ben White, City Manager May 28, 2024 Documents  Motion/second/vote Approve Approve with Updates Disapprove Approve Disapprove Move item to another agenda. No motion, no action  Motion/secondvote to continue to a later date.    CITY OF FARMERSVILLE  RIKE STREET RECONSTRUCTION PROJECT Bid Opening Date: Wednesday, May 15, 2024 at 10:00 a.m.  Section 1: Davis & South Rike Street- Road Improvements  Anchor Contracting, LLC Sulphur Springs, TX Estimated  Advanced Paving Company Dallas, TX Estimated  ITEM # 1 Overlay: 2 Thickness: Base: 5  ITEM DESCRIPTION Installation of 3" Thickness Asphalt Installation of Flex Base, per 6" Pulverization and Lime Stabilization 4 Installation of Curbs & Gutters: Installation of Concrete Driveway  Unit Qty Quanity SY 2,292 $32.00 CY 116 $120.00  Total Unit Qty Quanity $73,344.00 SY 2,292 $25.00 $13,920.00 CY 116 $380.00 $91,680.00 SY 2,292 $33.00 $83,968.00 LF 1,312 $57.00  Total $57,300.00 $44,080.00 $75,636.00 $74,784.00 $73,128.00 $38,440.00 $19,126.00  3 and Associated Preparation of Existing SY 2,292 $40.00  LF 1,312 $64.00  SY 264 $160.00 $42,240.00 SY 264 $277.00  Approaches:  6 Installation of Concrete! Street Aprons: SY 124 $160.00 7 Installation of Concrete Valley Gutters: LS 146 $160.00  $19,840.00 SY 124 $310.00 $23,360.00 LS 146 $131.00  Mobilization Bonding and Insurance for the sum of: TOTAL OF ALLI BID ITEMS (1 THRU8) CALENDAR DAYS Alternate Bid Items Installation of Depressed Curb Driveway Transition:  8  LS 1 $35,000.00 $35,000.00 LS 1 $50,000.00 $50,000.00  $383,352.00  $432,494.00  120/150  120/150  5A  LF 500  $64.00  $32,000.00 LF 500  $50.00  $25,000.00  Section 2: North Rike Street Road Improvements (Add /Alternate Items)  Anchor Contracting, LLC Sulphur Springs, TX Estimated  Advanced Paving Company Dallas, TX Estimated  ITEM # 1 Overlay: 2 Thickness: Base:  ITEM DESCRIPTION Installation of 3" Thickness Asphalt Installation of Flex Base, per 6" Pulverization and Lime Stabilization  Unit Qty Quanity SY 1,458 $32.00 CY 74  Total Unit Qty Quanity $46,656.00 SY 1,458 $25.00 $8,880.00 CY 74  Total $36,450.00 $28,120.00 $48,114.00  $120.00  $380.00  3 and Associated Preparation of Existing SY 1,458 $40.00  $58,320.00 SY 1,458 $33.00  1    CITY OF FARMERSVILLE  RIKE STREET RECONSTRUCTION PROJECT Bid Opening Date: Wednesday, May 15, 2024 at 10:00 a.m.  4 Installation of Curbs & Gutters: Installation of Concrete Driveway  LF 973 SY 56  $64.00 $160.00 $160.00 $160.00 60 $64.00  $62,272.00 LF 973 $8,960.00 SY 56 $7,680.00 SY 48 $11,840.00 SY 74 $204,608.00  $57.00 $277.00 $310.00 $131.00 90 $50.00  $55,461.00 $15,512.00 $14,880.00 $9,694.00 $208,231.00  5 Approaches:  6 Installation of Concrete Street Aprons: SY 48 7 Installation of Concrete Valley Gutters: SY 74 TOTAL OF ALL BID ITEMS (1 THRU7) CALENDAR DAYS Alternate Bid Items Installation of Depressed Curb Driveway Transition,:  5A  LF 251  $16,064.00 LF 251  $12,550.00  2    Agenda Section Regular Agenda Section Number VII. G.  Subject To From Date Attachment(s) Related Link(s) Consideration and Discussion Action  Signing of documents for 2024 Caterpillar Mayor and Council Members Ben White, City Manager May 28, 2024 Documents  Motion/secondhvote Approve Approve with Updates - Disapprove Approve Disapprove Move item to another agenda. No motion, no action  Motion/second/vote to continue to a later date.    NEXT Complete these five items to get started.  Complete and sign all documents in this] package. Submit completed and signed documents by clicking FINISH at the Open andi review your executed document package after you receive your confirmation email confirming all parties have signed. Register for MyCatFinancial to manage your account anytime and anywhere via desktop or with the free mobile app. Enroll in Auto Pay for one less thing to worry about. Skip the hassle ofmanually paying your bill every month and focus on running: your  end ofyour documents.  business.  REGISTER FOR MYCATFINANCIAL  ENROLLI IN AUTO PAY 1. Login tol MyCatFinancial and click ENROLLMANAGE AUTO PAY in account settings (located at the top right ofyour screen) 2. Select the contracts you want to enroll in Auto Pay and click ENROLL 3. Enter your banking information: for the recurring payment 4. That's it. Your payment willl be automatically withdrawn from youra account every month  1, Visit mycatinancial.com: ands select your countryllanguage. You can also download the free app ony your mobile device from the. App Store or Google  Play. 2. Click CREATE. ACCOUNT int the white box 3. Input the required registration information 4. Click CONTINUE 5. Entert the code sent to your email 6. Click VERIFY 7. Createy your password 8. Click CONTINUE 9. Clickl LINK ACONTRACT a. Contract Number: 001-70137012 b. Serial/Customer Number: CZ605478  CONTACT US  c.C Commencement Date: Apply for a Cat Card Makes aj payment Enrolli in Autol Pay Request ap payoff quote Review your contracts and invoices And more! CAT  Have questions about your account? We can help.  ACCOUNT FEATURES  Hours: Monday Phone: 1-800-651-0567 Email: NABC.Customersenerservicecat.com  7a.m. -6p.m. CST  Fridayl  PUT IT ON YOUR CATO CARD  Cat Cardi is the fast, easy way to pay for parts, service, rentals and more - with no annual fee, competitive rates, flexible payment terms* and Cat Vantage Points earned on every qualifying purchase.** Use your Cat Card at participating Cat dealers, The Cat Rental Store and online at Parts.cat.com and Cat Central to get what you need and get back to work. Learn more at  HENRY CALLAHAN PREVENTING FRAUD1 TOGETHER  catcard.com.  CatF Financiali is committedt toh helping youk keepy your personala andf financiali informations secure. Findo outh howy youd canp protecty yourselfa againstf fraudulent activityb byy visiting ours website. F Financingiss subjectt to credit approval by Caterpillar Financial Commercial Account Corporation for USC customers, and Caterpillar Financial Services Limitedf for Canadiano customers. Nota all customers will qualify. Additionalt terms ando conditions maya apply. Visit Catcard.com or contacty your Cato dealer forr morei information. Offers subjectt toc change without prior notice. Additionalt terms and conditions may * Cat Vantage Points aree earned ond qualifying purchases atp participating Cat dealers, The CatF Rental Store anda approved onliner retailers- either Parts. Cat.Com or Cat Central. Cat Vantage Points canb be redeemedf for Cat Creditst tob beu usedo onf futurep purchases ofparts, service, sales, rentals andv workt toolsa atp participating Cato dealers, The Cat Rentals Store anda approved onliner retailers. Availability tou use Cat Credits on Parts. Cat. Coma ando Cato Central variesb byd dealer. Nota alld dealersv willp participate. Visito cat.com/atardrewardst forf fullo details one earning CatV Vantage Rewards throughy your Cat Card, aswellasr rules  apply. governing Cato Credits.  02023 Caterpillar. AILE Rights Reserved: CAT,CATERPILLAR, LET'SI DOT THE WORK,  CAT  their respectivel logos," "Caterpillar Corporate Yellow", the" "Power Edge" and Cat    Document Checklist Governmental  CAT Financial  Lease  These documents were prepared especially for: CITY OF FARMERSVILLE 205SMAIN FARMERSVILLE, TX75442-2209  Dealer: HOLTTEXAS, LTD., E140 Contract Number 001-70137012 Transaction Number: 4663539 Comments:  Date: 05/20/2024 Time: 12:07:17PM  Customer Executed Documents Governmental Lease Document Insurance-Liability. and Physical Damage Advance Payment (cross out ifN/A) Guaranty of Payment (cross outi if N/A) TaxE Exemption Certif. (cross outi ifN/A) Title applied for (cross outi ifN/A) Customer Information' Verification Any necessary Riders/Amendments  Comments  CVAI DOC ADDENDUM TO FINANCE LEASE (Multiple CVA offers at FINAL CVAATI ADDENDUM (Multiple CVA offers at Doc Gen) FINAL CVAAT QUOTE (Customer Accepted CVAI before Doc Gen)  Doc Gen) Other. 8038G/CG Form Request forl Minutes Opinion of Counsel  Governmental Resolution to Lease, Purchase and/or Finance Governmental Buyback Agreement (cross outi ifN/A)  Dealer Executed Documents Purchase Agreement Dealer Invoice AIIC Credit Conditions Met  "If any oft these documents are altered, ori ift the Lessee wishes to add or delete documents, please contact your CFSC Credit  Analyst to obtain acceptance of any and all changes. Checklist completed and confirmed by:  Ifyouh have any questions concerning these documents please call and ask for  Print Name: Date:  These Documents do not constitute any offer or commitment to offer financing by Caterpillar Financial Services Corporation without  Caterpillar Financial Services Corporation's expressed written approval.  US Document ChecklistF Financel Lease  Page1of1  4663539: 20/05/20241 12:07:17F PMR Ref 2014691    Governmental Equipment Lease-Purchase Agreement  Contract 1.F PARTIES  CAT Financial  Number 001-70137012  LESSOR ("we", "us", or" "our"): 2120 West End Avenue Nashville, TN: 37203  LESSEE ("you" or "your"): CITY OF FARMERSVILLE 205 SN MAIN FARMERSVILLE, TX75442-2209  CATERPILLAR FINANCIAL SERVICES CORPORATION  Inre reliance on yours selection of the equipment described below (each a' "Unit"), wel have agreed to acquire and lease the Units to you, subject tot the terms of this Agreement. Until this Agreement has been signed by our duly authorized representative, it will constitute an offer by you to enter into this  Agreement with us on the terms stated! herein. 2. DESCRIPTION OF THE UNITS DESCRIPTION OF UNITS number, the manufacturer, andt the model name 1N New 2024 Caterpillar 302.7-07CRI Hydraulic CZ605478  SERIAL/IN Unit  LEASE MONTHLY PAYMENT stated below Ins period, section 3. SEE ATTACHMENT  FINAL LEASE PAYMENT $1.00  DELIVERY DATE Enter date machine was dellvered toy you.  Whether the Unit is newo or used, the model Unique IDI number fort this This is due per  as  Excavator  TERMS AND CONDITIONS  3. Lease Payments; Current Expense You will pay us the lease payments, including the final lease payment set forth above (collectively, the "Lease Payments"). Lease Payments will be paid by you to us according to the attached payment schedule; provided that all amounts owing hereunder will be due by the final lease payment date. A portion of each Lease Payment constitutes interest and the balance of each Lease Payment is payment of principal. The Lease Payments will be due without demand. You will pay the Lease Payments to us at CATERPILLAR FINANCIAL SERVICES CORP., P.O.BOX7 730681, DALLAS, TX75373-0681 or such other location that we designate in writing. Your obligations, including your obligation to pay the Lease Payments due in any fiscal year, will constitute a current expense of yours for such fiscal year and will not constitute an indebtedness of yours within the meaning of the constitution and laws of the State in which you are located (the "State"). Nothing in this Agreement will constitute a pledge by you of any taxes or other moneys, other than moneys lawfully appropriated from time to time for the payment of the "Payments" (as defined ini the last sentence of this Section) owing under this Agreement. You agree that, except as provided in Section 7, your duties and liabilities under this Agreement and any associated documents are absolute and unconditional. Your payment and performance obligations are not subject to cancelation, reduction, or setoff for any reason. You agree to settle all claims, defenses, setoffs, counterclaims and other disputes you may have with the Supplier, the manufacturer of the Unit, or any other third party directly with the Supplier, the manufacturer or the third party, as the case may be. You will not assert, allege or make any such claim, defense, setoff, counterclaim or other dispute against us or with respect to the payments due us under this Agreement. As used in this "Payments" will mean the Lease Payments and any The portion of the Lease Payments constituting principal will bear interest (computed ont the basis of actual days elapsed in a 360 day  4. Late Charges Ifwe dor not receive a Payment ont the date itis due, you will pay to us, on demand, a late payment charge equal to the lesser of five percent (5%) of such Payment or the highest charge 5. Security Interest To secure your obligations under this Agreement, you grant us a continuing firstp priority security interesti in each Unit (including any Additional Collateral), including all attachments, accessories and optional features (whether or not installed on such Units) and all substitutions, replacements, additions, and accessions, and the proceeds of all the foregoing, including, but not limited to, proceeds in the form of chattel paper. You authorize the filing of such financing statements and will, at your expense, do any act and execute, acknowledge, deliver, file, register and record any document, which we deem desirable to protect our security interest ine each Unit and our rights and benefits under this Agreement. You, at your expense, will protect and defend our security interest in the Units and will keep the Units free and clear of any and all claims, liens, encumbrances and legal 6. Disclaimer of Warranties WE HAVE NOT MADE AND DO NOT MAKE ANY WARRANTY, REPRESENTATION OR COVENANT OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE UNITS. AS TO US, YOUR LEASE AND PURCHASE OF THE UNITS WILL BE ON AN "AS IS" AND "WHERE IS" BASIS AND "WITH ALL FAULTS". Nothing in this Agreement is intended to limit, waive, abridge or otherwise modify any rights, claims, or causes of action that you may have against any person or 7. Non-Appropriation You have an immediate need for, and make immediate use of, the Units. This need is not temporary or expected to diminish during the term of this Agreement. To that end, you agree, to the extent permitted by law, to include in your budget for the current and each successive fiscal year during the term of this Agreement, a sufficient amount to permit you to  allowed by law.  processes however and whenever arising.  entity other than us.  Agreement,  expect to  other amounts required to be paid by you. year) att the rate of6.99% pera annum. US Governmentall Equipment Lease-Purchase/ Agreement  48635392  12:06:57PMF Ref. 2014691    discharge your obligations under this Agreement. Notwithstanding: any provision oft this Agreement to the contrary, we and you agree that, in the event that prior to the commencement of any of your fiscal years you do not have sufficient funds appropriated to make the Payments due under this Agreement for such fiscal year, you will have the option of terminating this Agreement as oft the date of the commencement of such fiscal year by giving us sixty (60) days prior written notice of youri intent to terminate. No later than the last day oft the last fiscal year for which appropriations were made for the Payments (the "Return Date"), you will return to us all of the Units, aty your sole expense, in accordance with Section 14, and this Agreement will terminate on the Return Date without penalty or expense to you and you will not be obligated to pay the Lease Payments beyond such fiscal year; provided, that you will pay all Payments for which moneys have been appropriated or are otherwise available; and provided further, that you will pay month-to-month rent att the rate set by us for each month orp part of 8. Tax Warranty You will, at all times, do and perform all acts and things necessary and within your control to ensure that the interest component oft the Lease Payments will, fori the purposes of Federal income taxation, be excluded from our gross income. You will not permit or cause your obligations under this Agreement to be guaranteed by the Federal Government or any branch or instrumentality of the Federal Government. You will use the Units for the purpose of performing one or more of your governmental functions consistent with the scope of your authority and not in any trade or business carried on by a person other than you. You will report this Agreement to the Internal Revenue Service by filing Form 8038G, 8038GC or 8038, as applicable. Failure to do so will cause this Agreement to lose its tax exempt status. You agreet that ifthe appropriate form is not filed, the interest rate payable under this Agreement will be raisedt tot the equivalent taxable interest rate. Ifthe use, possession or acquisition oft the Units is determined to be subject to taxation, you will pay when due all taxes and governmental charges assessed or levied against or with respect to Assignment You may not, without our prior written consent, by operation ofl law or otherwise, assign, transfer, pledge, hypothecate or otherwise dispose of your right, title and interest in and to this interest int this Agreement and/or the Units, in whole ori in part. We may not transfer, sell, assign, pledge, hypothecate, or otherwise dispose of our right, title and interest in and to this Agreement and/or the Units and/or grant or assign a security interest in this Agreement and/ort the Units, inv whole ori inp part. 10. Indemnity Tot the extent permitted by law, you assume liability for, agree to and do indemnify, protect and hold harmless us and our employees, officers, directors and agents from and against any and all liabilities, obligations, losses, damages, injuries, claims, demands, penalties, actions, costs and expenses (including reasonable attorney's fees), of whatsoever kind and nature, arising out of the use, condition (including, but not limited to, latent and other defects and whether or not discoverable by you or us), operation, ownership, selection, delivery, storage, leasing or return of any item of Units, regardless of where, how and by whom operated, or any failure on your part to accept the Units or otherwise to perform or comply with any conditions of this 11.11. Insurance; Loss and Damage You bear the entire risk of loss, theft, destruction or damage to the Units from any cause whatsoever. No loss, theft, destruction or damage of the Units will relieve you oft the obligation tor make Lease Payments or to perform any obligation owing under this Agreement. You agree to keep the  Units insured to protect all of our interests, at your expense, for such risks, in such amounts, in such forms and with such companies as we may require, including but not limited to fire and extended coverage insurance, explosion and collision coverage, and personal liability and property damage liability insurance. Any insurance policies relating to loss or damage to the Units will name us as loss payee as our interests may appear and the proceeds may be applied toward the replacement or repair of the Units or the satisfaction oft the Payments due under this Agreement. You agree tou use, operate and maintain the Units in accordance with all laws, regulations and ordinances and in accordance with the provision of any policies of insurance covering the Units, and will not rent the Units orp permit the Units to be used by anyone other than you. You agree to keep the Unitsi in good repair, working order and condition and house the Units in suitable shelter, and to permit us or our assigns toi inspect the Units at anyt time and to otherwise protect our interests in the Units. If any Unit is customarily covered by a maintenance agreement, you will furnish us with a maintenance 12. Default; Remedies An "Event of Default" will occur if(a) youf failt to pay any Payment when due and such failure continues for ten (10) days after the due date for such Payment or (b): you fail to perform or observe any other covenant, condition, or agreement to be performed or observed by you under this Agreement and such failure is not cured within twenty (20) days after written notice of such failure from us. Upon an Event of Default, we will have all rights and remedies available under applicable law. In addition, we may declare all Lease Payments due ort to become due during the fiscal year in which the Event of Default occurs to be immediately due and payable by you and/or we may repossess the Units by giving you written notice to deliver the Units to us in the manner provided in Section 14, or in the event you fail to do so within ten (10) days after receipt of such notice, and subject to all applicable laws, we may enter upon) your premises and take possession oft the Units. Further, ifwe financed your obligations under any extended warranty agreement such as an Equipment Protection Plan, Extended Service Contract, Extended Warranty, Customer Service Agreement, Total Maintenance and Repair Agreement or similar agreement, we may cancel such extended warranty agreement on your behalf and receive the refund of the extended warranty agreement fees that we financed but had not received from as 13. Miscellaneous This Agreement may not be modified, amended, altered or changed except by a written agreement signed by you and us. Int the event any provision oft this Agreement is found invalid or unenforceable, the remaining provisions will remain in full force and effect. This Agreement, together with exhibits, constitutes the entire agreement between you and us and supersedes all prior and contemporaneous writings, understandings, agreements, solicitations, documents and representations, expressed or implied. Any terms and conditions ofa any purchase order or other documents submitted by you in connection with this Agreement which are in addition to or inconsistent with the terms and conditions of this Agreement will not be binding on us and will not apply to this Agreement. You agree that we may correct patent errors in this Agreement and fill in blanks including, for example, correcting or filling in serial numbers, VIN numbers, and dates. Any notices required to be given under this Agreement will be given to the parties inv writing and by certified mail at the address providedi in this Agreement, or to such other addresses as each party may substitute by notice to the other, which notice will be effective upon 14. Title; Return of Units Notwithstanding our designation as" "Lessor," we do not own the Units. Legal title to the Units will be in you so long as an Event of Default has not occurred, and you have not  any montht thaty you fail tor return the Units.  agreement by a party acceptable to us.  the Units.  and/or  Agreement  the Units and/or grant or assign a security  oft the date oft the Event of Default.  you  Agreement.  its receipt.  US Governmental Equipment Lease- Purchase Agreement  46635392  12:06:57PMRet. 2014691    exercised your right of non-appropriation. If an Event of Default occurs ori if you non-appropriate, full and unencumbered title to the Units will pass to us without the necessity of further action by the parties, and you will have no further interest int the Units. Ifwe are entitled to obtain possession of any Units or ify you are obligated at any time to return any Units, then (a)t title to the Units will vest in us immediately, and (b) you will, aty your expense, promptly deliver the Unit to us properly protected and in the condition required by Section 11. Your will deliver the Unit, at our option, (i) tot the nearest Caterpillar dealer selling equipment oft the same type ast the Unit; or (i) on board a carrier named by us and shipping the Unit, freight collect, to a destination designated by us. If the Unit is not in the condition required by Section 11, you must pay us, on demand, all costs and expenses incurred by us to bring the Unit into the required condition. Until the Units are returned as required above, all terms of this Agreement will remain in full force and effect including, without limitation, your obligation to pay Lease Payments  15. Other Documents In connection with the execution of this Agreement, you will cause to be delivered to us () either (A) a certified copy ofy your authorizing resolution substantially int the form attached as Attachment B: and a copy oft the minutes oft the relevant meeting or (B) an opinion of your counsel substantially in the form attached as Attachment C; () a copy of the signed Form filed with the Internal Revenue Service required in Section 8 above as Attachment D; and (ii) any other documents or items required by 16. Applicable Law This Agreement will be governed by the laws, excluding the laws relating to the choice ofl law, oft the Statei inv which  us,  you arel located.  and toi insure the Units. SIGNATURES LESSOR  CATERPILLAR FINANCIAL SERVICES  LESSEE  CITY OF FARMERSVILLE  CORPORATION  Signature Name (Print) Title Date  Signature Name (Print) Title Date  US Governmental Equipmentl Lease-Purchase Agreement  46635392 20/05/20241 12:06:57PMRe! 2014891    Attachment B  Contract Number 001-70137012  CAT Financial  GOVERNMENTAL ENTITY RESOLUTION TOL LEASE, PURCHASE AND/OR FINANCE  WHEREAS, the laws oft the State of Texas (the' "State") authorize CITY OF FARMERSVILLE (the Governmental Entity"), a duly organized political subdivision, municipal corporation or similar public entity of the State, to purchase, acquire and lease personal property for the benefit of the the Governmental Entity wants tol lease, purchase and/or finance equipment ("Equipment") from Caterpillar Financial Services Corporation and/or an authorized Caterpillar dealer ("Caterpillar) by entering into that certain Governmental Equipment Lease-Purchase Agreement (the Agreement") with  Governmental Entity andi itsi inhabitants and to enteri into any necessary contracts; and  Caterpillar; and  the form oft the Agreement has been presented to the governing body oft the Governmental Entity at this meeting.  RESOLVED, that: ()t the Agreement, including all schedules and exhibits attached tot the Agreement, is approved in substantially thet form presented at the meeting, with any Approved Changes (as defined below), (i) the Governmental Entity enter into the Agreement with Caterpillar and (ii) the that changes may later be made to the Agreement ift the changes are approved by the Governmental Entity's counsel or members oft the governing body oft the Governmental Entity signing the Agreement (the" Approved Changes") andt that the signing oft the Agreement and any related documentsi is  Agreement is adopted as a binding obligation oft the Governmental Entity; and conclusive evidence oft the approval oft the changes; and  that the persons listed below, who are the incumbent officers oft the Governmental Entity (the" Authorized Persons"):  [PLEASE INSERT NAME. AND TITLE OF EACH AUTHORIZED PERSON BELOW]  Name (Print orl Type)  Title (Print or Type)  be, and eachi is, authorized, directed and empowered, on behalf oft the Governmental Entity, to () sign and deliver to Caterpillar, andi its successors and assigns, the Agreement and any related documents, and (i) take or cause to be taken all actions he/she deems necessary or advisable to acquire the that the signatory below is authorized to attest to these resolutions and affix the seal of the Governmental Entity to the Agreement, these that nothing in these resolutions, the Agreement or any other document imposes a pecuniary liability or charge upon the general credit of the Governmental Entity or against its taxing power, except to the extent that the payments payable under the Agreement are special limited that a breach oft these resolutions, the Agreement or any related document will not impose any pecuniary liability upon the Governmental Entity or any charge upon its general credit or against its taxing power, except to the extent that the payments payable under the Agreement are special that the authority granted by these resolutions will apply equally and with the same effectt tot the successors in office oft the Authorized Persons. ofr resolutions oft the governing body oft the Governmental Entity. lalso certify that the resolutions were dulya and regularly passed and adopted atar meeting oft the governing body oft the Governmental Entity. lalso certifyt that such meeting was duly and regularly called and heldi in allr respects asr required by! law, at the Governmental Entity's office. lalso certify that ats such meeting, a majority of the governing body oft the Governmental Entity was present and votedi in  Equipment, including the signing and delivery oft the Agreement and related documents; and  resolutions, and any related documents; and  obligations oft the Governmental Entity as provided int the Agreement; and limited obligations oft the Governmental Entity as provided int the Agreement; and  of CITY OF FARMERSVILLE, certify thatt the resolutions above are at full, true and correct copy  favor oft these resolutions.  lalso certify that theser resolutions ares stilli int fullf force and effect and have not beena amended orr revoked. INWITNESS oft these resolutions, the signatory named below executes this document ont behalf oft the Governmental Entity.  SIGNATURE (Tol be signed by authorized individual.]  Signature Title Date  US Govemment Resolutiont toLease, Purchasea and.orFinance  46635392 20/05/20241 12:07:27F PMR Rel. 2014891    Amendment to Governmental Lease-Purchase Agreement (Texas)  Contract Number 00170137012 This Amendment (the' Amendment), dated  CAT Financial  (the' "Effective Date"), to the Governmental Lease-Purchase Agreement  (the "Agreement") for the Transaction Number set out above is by and between the parties identified below.  1.PARTIES LESSOR: 2120 West End/ Avenue Nashville, TN37203 2. TERMS AND CONDITIONS  LESSEE: CITY OF FARMERSVILLE 205 SMAIN FARMERSVILLE, TX75442-2209  CATERPILLAR FINANCIAL SERVICES CORPORATION  a) Capitalizedt terms used butr not defined herein will have the meaning given them in the Agreement.  b) Except as provided herein, the Agreement will remain unchanged and int full force and effect in accordance with its terms. Any additional modifications are null and void unless approved in writing by you and us. Nothing herein will be deemed to be a waiver ora amendment of any other provision contained ini the Agreement or any ofc our rights or remedies under the Agreement.  c) As of the Effective Date, the Agreement is amended as set forth below. Section 7 of the Agreement is amended and restated ini its entirety as follows:  3.A AMENDMENT  "7. Annual Right of Termination. Your may terminate this Agreement: as of thel last day of any fiscal year during thet term hereof by giving us sixty (60) days prior written notice (although the failure to give such notice willr not affect your right to terminate this Agreement as provided herein). In the event you terminate this Agreement during the term hereof pursuant toi this Section, you will, no later than the last day of such fiscal year, return to us all, but notl less than all, of the Units, at your sole expense andi in accordance with the terms of this Agreement. Upon such return, this Agreement willt terminate as of the last day of such fiscal year (the Termination Date"). Thereafter, you will noti incur any additional obligations under this Agreement, provided, however, that you must pay all Lease Payments and other Payments due prior to the Termination Date or attributable to such period, and provided, further, thaty your must pay month-to-month leasep payments at ther rates set forth int this Agreement for each month or part  thereof that youi fail tor returnt the Units.  SIGNATURES  CATERPILLAR FINANCIAL SERVICES CORPORATION  CITY OF FARMERSVILLE Signature Name (Print). Title Date  Signature Name (Print). Title Date  US Governmental Lease Purchase Amendment(Texas)  46835392 20/05/20241 12:07:27F PMRet.2 2014691    Purchase Agreement Contract Number 001-70137012  AT Financial  This Purchase Agreement is between HOLT TEXAS, LTD. ("Vendor") and Caterpillar Financial Services Corporation ("Cat Financial"). Vendor agrees to sell to Cat Financial and Cat Financial agrees to buy from' Vendor the equipment described below (the' "Unit(s)"), subject  tot the terms and conditions setf forth below and on the reverse side hereof. (1)3 302.7-07CR CATERPILLAR. Hydraulic Excavator CZ605478  Description of Unit(s)  Serial# Subtotal Federal Excise Tax Other Tax Total Purchase Price Unit(s) Delivery Point: 205 SI MAIN FARMERSVILLE, TX75442-2209  VIN#  Freight $0.00  Total Price $57,191.00  Lessee: CITY OF FARMERSVILLE 205 SMAIN FARMERSVILLE, TX 75442-2209  $57,191.00 $0.00 $0.00 $57,191.00  See next page for additional terms and conditions.  SIGNATURES Signature Name (Print): Title Date  CATERPILLAR FINANCIAL SERVICES CORPORATION  HOLT TEXAS, LTD. Signature Name (Print) Title Date  USF Purchase Agreement  48635392 20/05/20241 12:07:27PMRel. 2014891    Additional Terms and Conditions Number 001-70137012  Contract  CAT Financial  1. The lessee named ont thet front hereof (the' "Lessee") has selected the Unit(s), instructed Cat Financial to purchase the Unit(s) from 2. CatF Financial (ori its assignee) willl have no obligation hereunder (and any sums previously paid by CatF Financial to Vendor with respect tot the Unit(s) shall be promptly refunded to Cat Financial) unless (a) all of the conditions set forthi in Section 1.3 (if a master lease agreement) or Section 1 (ifa ar non-master lease agreement) of thel lease with thel Lessee covering thel Unit(s) havel beent timelyf fulfilled and (b)t thel Lessee has not communicated to Cat Financial (ori its assignee), prior to' Delivery" (as hereinafter defined) oft the Unit(s), ani intent nott to lease the Unit(s) from Cat Financial. All conditions specified int this paragraph shall be deemed timely fulfilled unless prior to Delivery oft the Unit(s), Cat Financial (ori its assignee) shall notify Vendor toi the contrary in writing. which shall include fax or email. "Delivery" shall meani the later oft thet time (a) Cat Financial executes this Purchase Agreement or (b) the Lessee or its agent 3. Upon timely satisfaction of the conditions specified in Paragraph. 2 above, ownership, title and risk of losst to the Unit(s) shall transfer 4. Vendor warrants that (a) upon Delivery oft the Unit(s), Cat Financial (ori its assignee) will bet the owner of and! have absolute titlet to the Unit(s) free and clear of all claims, liens, security interests and encumbrances and the description of the Unit(s) set forth herein is correct and (b) the Unit Transaction Price set forth on the front hereof for each unit of Unit(s) leased under al lease is equal to such 5. Vendor shall forever warrant and defend the sale oft the Unit(s) to Cat Financial (ori its assignee), its successors and assigns, against 6. Provided that no event of default exists under any agreement between Lessee and Cat Financial and upon timely satisfaction of the conditions specifiedi in Paragraph2 2 above, andi unless otherwise agreedt toi int this Purchase Agreement, Cat Financial (ori its assignee) shallp pay Vendort thet total Purchase Prices setf forth ont thet front! hereoft for thel Unit(s) within three! business daysf following (a) ther receipt and approval by Cat Financial of all documentation deemed necessary by Cat Financial in connection with thel lease transaction and  Vendor, and agreed tol leasei the Unit(s) from Cat Financial.  takes control and/or physical possession oft thel Unit(s). to Cat Financial (ori its assignee) upon Delivery of thel Unit(s).  Unit(s)'s fair market value.  any person claiming an interest in the Unit(s).  (b) all credit conditions have been satisfied.  7. Vendor shall deliver the Unit(s) to thel Lessee at the delivery point setf forth ont the front! hereof. 9. This Purchase Agreement shall become effective only upon execution by Cat Financial.  8. This Purchase Agreementr may be assigned by Cat Financial to at third party. Vendor hereby consents to any such assignment.  USF Purchase Agreement  46635392  12:07:27PMRet 2014691    Payment Schedule Contract Number 001-70137012 1. PARTIES LESSOR  CAT Financial  LESSEE CITY OF FARMERSVILLE  CATERPILLAR FINANCIAL SERVICES CORPORATION  2. PAYMENT SCHEDULE PAYMENT NUMBER 1-48 49  PAYMENT DATE  PAYMENT. AMOUNT  $1,383.68 $1.00  SIGNATURES  CATERPILLAR FINANCIAL SERVICES CORPORATION  CITY OF FARMERSVILLE Signature Name (Print) Title Date  Signature Name (Print) Title Date  USF Payment Schedule  46635392 20/05/20241 12:07:07F PMRef. 2014691    CAT Financial  Opinion of Counsel  Re: Governmental Equipment Lease-Purchase Agreement (Contract Number 001-70137012) (the "Lease") Between CITY OF FARMERSVILLE ("Lessee"): and Caterpillar Financial Services Corporation ("Lessor")  Sir/Madam:  l'am an attorney for Lessee, and in that capacity, lam familiar with the above-referenced transaction, the Lease, and all other documents Based on my examination oft these ands such other documents, records and papers and matters off fact and laws asl deemed to be relevant and necessary as the basis for my opinion set forth below, upon which opinion Lessor and any subsequent assignee of Lessor's interest may rely, itis my 1. Lesseei is ai fully constituted political subdivision or agency duly organized. ande existing under the Constitution and laws oft the State of Texas (the' "State"), and is authorized by such Constitution and laws ()t to enter into the transaction contemplated by the Lease Agreements and (i)t to 2. The Lease Agreements (i) have been duly authorized, executed. and delivered by Lessee and (i) constitute valid, legal and binding obligations and agreements of Lessee, enforceable against Lessee in accordance with their terms, assuming due authorization and execution thereof by 3, Nof further approval, license, consent, authorization or withholding of objections is required from anyf federal, state orl local governmental authority with respect to thee enteringi into orp performance byl Lessee ofthel Lease Agreements and thet transactions contemplated byt thel Lease Agreements. Lesseel has sufficient appropriations or otherf funds available to pay alla amounts due undert the Lease Agreements fori the currentf fiscaly year. Thei interest payable to Lessor by Lessee under the Lease Agreements is exempt from federal income taxation pursuant to Section 103 oft the The enteringi into and performance oft thel Lease Agreements will not () conflict with, or constitute al breach or violation of, anyj judgment, consent decree, order, law, regulation, bond, indenture orl lease applicable tol Lessee, or (ii) resulti in any breach of, or constitute a default under, or result int the creation of, any lien, charge, security interest or other encumbrance upon any assets of Lessee or the Units (as defined int the Lease) pursuant to any indenture, mortgage, deed oftrust, bank loan, credit agreement or otheri instrument to which Lessee is ap party, or by which itor 7. No litigation or proceeding is pending or, tot the best of my knowledge, threatened to, orv which may, (a) restrain ore enjoint the execution, delivery orp performance by Lessee of the Lease Agreements, (b) ina any way contest the validity oft the Lease Agreements, (c) contest ord question (i)t the creation or existence ofl Lessee ori its governing body or (i) the authority or ability ofl Lessee to execute or deliver the Lease Agreements or to comply with orp perform its obligations under the! Lease Agreements. There is nol litigation orp proceeding pending or, to thel best of my knowledge, threatened that seeks to or could restrain or enjoin Lessee from annually appropriating sufficient funds top payt the Lease Payments (as defined int the! Lease) or other amounts contemplated by the Lease Agreements. In addition, lam not aware ofa any facts or circumstances which would The Units are personal property and, when subjected to use by Lessee, will not be or become fixtures undert the laws oft the State. 9. The authorization, approval and execution oft the Lease Agreements, and all other proceedings related tot the transactions contemplated by the Lease Agreements, have beenp performed in accordance with all applicable open meeting, public records, public bidding and all other applicable 10. The appropriation of moneys to pay the Lease Payments coming due under the Lease and any other amounts contemplated by the Lease Agreements does nota and will not result in the violation of any constitutional, statutory or otherl limitation relating to the manner, form or amount 11. The Lessor will have a perfected security interest in the Units upon thet fling of an executed UCC-1 or other financing statement att the time of  pertaining to the Lease (the Lease and such other documents pertaining to the Lease being referred to as the "Lease Agreements").  opinion that:  carry outi its obligations thereunder.  Lessor.  Internal Revenue Code of 1986, as amended.  its assets may bet bound.  give rise to anyl litigation orp proceeding described int this paragraph.  laws, rules and regulations oft the! State. ofir indebtedness whichr may bei incurred by Lessee. acceptance oft the Units with the Secretary of State for the State.  SIGNATURE CITY OF FARMERSVILLE Name(Print): Signature: Title:  Date: Address:  US Opinion ofc counsel  48635392 20/05/20241 12:07:07F PMRet 2014691    CATERPILLAR INSURANCE COMPANY (CIC) SELECTION FORM  CAT  Policy Number CIC-70137012  Before financing youre equipment, you must arrange physical damage insurance ont the equipment identified below. Thei insurance may be provided through an insurance agent ori insurance company of your choice, provided the insurance company satisfies minimum financial As an alternative to obtaining your own insurance, your may elect to have your equipment insured under coverage arranged by Caterpillar Insurance Services Corporation, that has been designed specifically for the purchasers of Cate equipment. Please complete this formi ify you elect to insure your equipment with Caterpillar Insurance Company (CIC).  requirements.  CIC Physical Damage Insurance Policy Summary  Please note: This is only al brief description of the CIC Physical Damage Insurance Program. Contractual provisions contained in the CIC Physical Damage Insurance protects your equipment against physical damage losses, including collision, fire, theft, vandalism, upset or overturn, floods, sinking, earthquakes and other unfortunate acts of nature. The protection has been designed for owners of heavy The CIC Physical Damage Insurance does include normal exclusions. Some important exclusions are wear and tear, rust, loss ofi income, war, nuclear damage, and mechanical breakdown, automobiles, watercraft, waterborne shipments, tires or tubes or mobile track belts When a covered loss occurs, this plan will pay for Cat@ replacement parts on all your new or used Caterpillar equipment.On all Your CIC plan will payf forr round-tript transportation of covered damaged equipment to and fromy your Cat dealer's repair facility, upt to The plan allows for rental costs up to $2,500 that youi incur to rent similar equipment following a covered loss. You are automatically  policy will govern. Coverage  equipment and provides superior benefits you most likely would noti findi in other plans.  damaged by blow-out, puncture, and road damage.  Repairs Transportation $2,500 limit. Rental Reimbursement Claims  equipment from other manufacturers, the plan will pay for comparable replacement parts.  protected with up to $100,000 of coverage for damage to the similar equipment your rent. Int the event ofa ai total loss, the policy will pay the greatest of thef following:  The payoff value oft thel loan on the damaged parts or equipment as oft the date ofl loss or The cost ofr replacing that property with property of like kind and quality  The actual cash value of that covered property; or  The policy will pay 10% of scheduled loss, upt to a $10,000 maximum for debris removal.  The policy will pay fire department service fees up to $5,000. Deductible $1,000 Construction and Agricultural Equipment Deductibles: $5,000 deductible all logging Equipment Customer Service Your may also e-mail CIC at ensicatamage@catcon NOTICE OF TERRORISM RISKI INSURANCE ACT OF 2002  Ify you have any questions or need additional details, see your Authorized Cat Dealer or call CIC tollf free at 1-800-248-4228.  POLICYHOLDER DISCLOSURE  (as extended by the Terrorism Risk Insurance Extension Act of 2005, and as amended in2 2007)  You are hereby notified that under the Terrorism Risk Insurance Act, as amended in 2007, the definition of act of terrorism has changed. As defined in Section 102(1)oft the Act: The term' "act oft terrorism" means any act that is certified byt the Secretary oft the Treasury- in concurrence with the Secretary of State, and the Attorney General oft the United States to be an act oft terrorism; to be a violent act or an act thati is dangerous to human life, property,or infrastructure; to have resultedi in damage withint the United States, or outside the United States int the case ofcertain airo carriers or vessels ort the premises ofa United States mission; and to have been committed by ani individual ori individuals as part of an effort to coerce the civilian population of the United Under your coverage, any losses resulting from certified acts oft terrorism may be partially reimbursed by the United States Government under af formula established byt thel Terrorism! Risk Insurance Act, as amendedi in2 2007. However, yourp policy may contain othere exclusions, whichr might affect youro coverage, such as ane exclusioni forr nucleare events. Undert thef formula, thel United States Government generally reimburses 85% ofc covered terrorism losses exceeding the statutorily established deductible paid by the insurance company providing the coverage. The Terrorism Risk Insurance. Act, as amended, contains a $100 billion cap that! limits U.S. Government reimbursement: asv well asi insurers' liabilityf for losses resulting from certified acts oft terrorism when the amount ofs such losses exceeds $100 billion in any one calendar year. Ift the aggregate insured losses for alli insurers exceed $100 billion, your coverage may be  States ort toi influence the policy or affectt the conduct oft the United States Government by coercion.  reduced. The portion ofy your premium thati is attributable to coverage fort terrorist acts certified under the Acti is: $0.00  US CATI INSURANCE: SELECTION FORM  48635392 20/05/20241 12:07:27PMRef.; 2014691    APPLICATION FOR CIC PHYSICAL DAMAGE INSURANCE 1.302.7-07CR Caterpillar Hydraulic CZ605478  Model#  Equipment Description Serial# Excavator  VIN  Value Including Pymt Method-3 Pymt Method-1  Total Tax $57,191.00  Total Premium Finance Pymt $3,760.00  $90.02  ymaoha Blandul  Marsha Blaisdell, Authorized Insurance Producer  US CAT  SELECTIONFORM  48635392 20/05/20241 12:07:27P PMRef.2 2014691    Arranged by Caterpillar Insurance Services Corporation  lunderstandi that thet total insurance premium for 48 months will be! $3,760.00, whichi is $940.00 pery year based upon thet total equipment  value of $57,191.00. Method 1  Iwill finance the insurance premium, including finance charges, of $90.02 per scheduled equipment payment. The finance charge is calculated at 6.99% per annum ont the total insurance premium covering the full term of the finance agreement. By choosing Method 1 and signing this document you are agreeing to finance the insurance along with the equipment payments with Caterpillar Financial Services Corporation. Idesire coverage for ani initial 12 month term. Iwill pay the $940.00 premium and return the payment with the Iwill pay thet total premium and return the payment withi the signed equipment documents. Please make check decline Caterpillar Insurance. I elect to obtain my own commercial insurance on the equipment shown from  Method2 Method: 3 Method 4  signed equipment documents. Please make check payable to CIC.  payable to CIC.  an agent ori insurance company of my choice.  understand that the quote I receive is not a binder of insurance. Ifl elect to obtain coverage from CIC, coverage will be effective in accordance with the terms and conditions of the issued Policy and that I may terminate the coverage at any time with advance written lacknowledge that Ihave been notified that, under the TERRORISM RISK INSURANCE ACT of 2002 (as extended byt the Terrorism Risk Insurance Extension Act of 2005), any losses caused by certified acts of terrorism under my policy will resulti in coverage under my policy that will be partially reimbursed by the United States as outlined in the attached policyholder disclosure notification. lalso acknowledge Ihave been advised that, iflaccept thisi insurance, an appointed licensed insurance producer will receive commission  notice.  compensation.  Customer Name: CITY OF FARMERSVILLE Dealer Name: HOLTTEXAS, LTD.  Please note: Ify you wouldI like a no obligation quote on your additional equipment, call 1-800-248-4228 extension 5754.  Accepted By: Title:  Name (PRINT): Date:  US CATI INSURANCE SELECTIONI FORM  46635392 20/05/20241 12:07:27F PMF Rel 2014691    Fraud Warning:  Applicable in AL, AR, DC, LA, MD, NM, Rla and WV: Any person who knowingly (or wilfully)* presents at false orf fraudulent claim for payment ofal loss orb benefit or knowingly (or willfully)" presents false information ina ana application fori insurance is guilty ofac crime and mayl be subject to fines and Applicable in CO: Itis unlawful tok knowingly provide false, incomplete, orr misleading facts ori information to an insurance company for the purpose of defrauding ora attempting to defraud the company. Penalties mayi include imprisonment, fines, denial ofi insurance and civil damages. Any insurance company or agent of ani insurance company who knowingly provides false, incomplete, orr misleading facts ori information to a policyholder or claimant for the purpose of defrauding or attempting to defraud the policyholder or claimant with regardt to a settlement or award payable fromi insurance proceeds Applicable in FL and OK: Any person who knowingly and withi intent toi injure, defraud, or deceive any insurer files as statement ofc claim ora an application containing any false, incomplete, or misleading information is guilty ofaf felony (of the third degree)*. *Applies in FLOnly. Applicable in KS: Any person who, knowingly and withi intent to defraud, presents, causes tol be presented or prepares with knowledge or belief thati it willl be presented to orb by ani insurer, purported insurer, broker or any agent thereof, any written statement as part of, ori ins support of, ana application for thei issuance of, ort the rating of ani insurance policy for personal or commercial insurance, or a claim for payment or other benefit pursuantt to an insurance policy for commercial orp personali insurance which such person knows to contain materially falsei information concerning any fact material thereto; or conceals, for the purpose ofr misleading, information concerning anyf fact material thereto commits at fraudulent insurance act. Applicable in KY, NY, OH and PA: Any person whol knowingly and with intent to defraud any insurance company or other personf files an application for insurance ors statement of claim containing any materially false information or conceals fori the purpose of misleading, information concerning anyf fact material thereto commits at fraudulent insurance act, which is a crime and subjects such persont to criminal and civil penalties (nott to exceed five Applicable in ME, TN, VA and' WA: Itis a crime tok knowingly provide false, incomplete orr misleading information to ani insurance company for the purpose of defrauding the company. Penalties (may)" include imprisonment, fines and denial ofi insurance benefits. "Applies inl ME Only. Applicable in NJ:Any person whoi includes anyf false or misleading information on an application for ani insurance policy is subject to criminal and civil Applicable in OR: Anyp person who knowingly and withi intent to defraud or solicit another to defraud the insurer by submitting an application containing Applicable in PR: Any person who knowingly and with thei intention of defrauding presents false information in ani insurance application, orp presents, helps, or causes the presentation ofaf fraudulent claim fort the payment ofal loss or any other benefit, orp presents more than one claim fort the same damage or loss, shall incur at felony and, upon conviction, shall be sanctioned for each violation by af fine ofr notl less than five thousand dollars ($5,000) and not more than ten thousand dollars ($10,000), or a fixed term ofi imprisonment fort three (3) years, or both penalties. Should aggravating circumstances [be] present, the penalty thus established may bei increasedi to a maximum off five (5) years, ifextenuating circumstances are present, it  confinement inp prison. "Applies in MD Only.  shall be reported tot the Colorado Division ofl Insurance within the Department of Regulatory Agencies.  thousand dollars and thes stated value oft the claim for each such violation)*. *Applies inl NY Only.  penalties.  af false statement: ast toa any material fact may! be violating state law.  may! be reduced to ar minimum oft two (2) years.  USC CATI INSURANCE! SELECTION FORM  46635392 20/05/20241 12:07:27F PMRe!. 2014691    INSURANCE SELECTION FORM-OUTSIDE INSURANCE CARRIER  CAT Financial  Before funding your equipment, your must arrange physical damage insurance ont the equipment identified below. The insurance may be provided through an insurance agent or insurance company of your choice, provided the insurance company satisfies minimum financial requirements. Physical Damage. coverage must show that Caterpillar Financial Services Corporation has been named as loss payee for the equipment's replacement value. The deductible must be shown. Liability Coverage must be a minimum off $1,000,000 or combined coverage for bodilyi injury and As an alternative to obtaining your own Physical Damage coverage, you may elect tol havey your equipment insured under coverage arranged by Caterpillar Financial Services Corporation designed specifically for thep purchasers of Caterpillar equipment. Ifac quote is noti included iny your Please complete this form to provide contact information for your liability coverage, as well as your physical damage coverage ifyou did  property damage per occurrence. Caterpillar Financial Services Corporation musth be named as additional insured. document package, please contact your Caterpillar Dealer, call 1-800-248-4228, ore e-mail PhyscaDamage@ratcom.  note elect Caterpillar Insurance forp physical damage.  Transaction Number: Customer's Name: Address:  001-70137012 Dealer Name: HOLTTEXAS, LTD.  CITY OF FARMERSVILLE 205SMAIN FARMERSVILLE, TX 75442-2209  Ihave entered into the above agreement under which lam responsible for providing insurance against ALLI RISKS of direct physical loss or damage fort the actual cash value oft thet following equipment, subject to common exclusions such as damage caused by corrosion, rust,  mechanical or electrical breakdown, etc. 302.7-07CR 2024 Caterpillar Hydraulic Excavator  Model#  Equipment Description  Serial# CZ605478  VIN#  Value Including Tax $57,191.00  Insurance Agency Street Address City  Insurance. Agent's Name  State Fax Number  Zip E-mail Address  Agent's Phone Number TOCUSTOMERS INSURANCE AGENT Additional Insured for general liability: [ITO mye existing policy number(s).  Ihereby instruct you to add Caterpillar Financial Services Corporation as al Loss Payee for physical damage and as an  which now provide the coverage required, or  [IToap policy or policies which you are authorized toi issuei int ther name listed above which will provide the coverage required.  Signature Name(Print) Title Date  PROCESSINGOF THIS TRANSACTION MAY BE HELDF PENDING RECEIPT OF THIS INFORMATION PLEASE FORWARD. A COPY OF THE CERTIFICATE ORI BINDER EVIDENCING COVERAGE TO:  CATERPILLAR FINANCIAL SERVICES CORPORATION  2120 West End Avenue Nashville, TN 37203 Form! No. USINSUREOUTSIDE 610D Dealer Code: E140 USIr Insurances SelectionF Form- Outsidec Carier  PLEASE ATTACH A COPY OF THIS NOTICE TO PROOF OF INSURANCE  46635392 20/05/20241 12:07:07F PMRef. 2014691    CUSTOMER INFORMATION VERIFICATION Contract Number 001-70137012 CUSTOMER INFORMATION Customer Name:  CAT Financial  CHANGES TOCUSTOMER INFORMATION  CITY OF FARMERSVILLE  Physical Address: 205 SI MAIN  FARMERSVILLE, TX, 75442-2209  Mailing Address:  205 S MAIN  FARMERSVILLE, TX, 75442-2209  Equipment Location: 205SMAIN Business Phone: Mobile Phone: E-mail Address:  FARMERSVILLE, TX, 75442-2209 haminglemervletcon  The changes above apply to: D Current Request for financing  All active contracts  TAXINFORMATION Tax Exempt"* Asset outside the Cityl limits Yes  Non-Exempt  *A Tax Exemption Certificate is required for all taxe exempt customer. If you are tax exempt please enclose a current tax exemption certificate to be returned with your  No  documents.  AUTO PAY INFORMATION (Checking Account Information) decline Auto Pay authorization at this time  Irequest and authorize Caterpillar Financial Services Corporation ("Cat Financial") to begin debiting my account for the amounts due under the contract(s) indicated below, with debits madet tor my account and withdrawn by Cat Financial, provided my account has sufficient collected funds to pay the debit when presented. If my financial institution dishonors any debit for any reason, Cat Financial may issue another debiti ins substitution fort the dishonored debit and will have no liability on account ofac dishonored debit. lagree that Cat Financial's rights relating to each debit will be the same as ifl had personally signed a check. agree that! will be liable to make payment promptly, including any applicable late fees, if any debit is not paid, unless Cat Financial or its agents or affiliates are directly responsible for the nonpayment. lacknowledge thatlmay cancel this authorization ata anyt time by written notice to Cat Financial, whichr notice will bee effective 10 days after receipt; however, my cancellation of this authorization does not terminate, cancel or reduce my obligations under the contract(s). I understand that Cat Financial will not notify me in advance of any withdrawal and I agree to waive all pre-notification requirements in respect of all debits drawn under this authorization. Please use the information belowt to set up Auto Pay on:  Bank Name  Account Name (exactly as it appears on Check)  Routing Number Account Number  NANE 12345 YOURE FINANCIAL INSTITUTION E123L5E78030231LSIP030: Routing! Number Account Number  0301 Dolan 0 5  :: 9digits I" 3-17digits  Dare  Re-Enter Account Number  I" 3-17digits  US Customer Information Verification Form  48635392 20/05/2024 12:07:17PMRet.2 2014691    CUSTOMER SIGNATURE  Thei information above has been reviewed and is accurate tot the best ofr myk knowledge. For aj joint account, all account holders musts signi ifmore  than one signature isr required on checks issued against the account.  Name Title  For questions or assistance with Auto Pay, or for information about your account, please contact Customer Service, 1-800-651-0567.  USC Customerl Information' Verification Form  46635392  12:07:17PMR Ref. 2014891    Explanation of Content Contract Number 001-70137012  CAT Financial  Thank you for selecting Caterpillar products and for allowing Caterpillar Financial Services Corporation to serve yourf financing needs. Included int this document package are all oft the forms that willl be needed for standard tax exempt lease purchase transactions. The forms havel been designed to bec clear, concise and user friendly. We have also provided al brief explanation oft the purpose of each form. Ify youy wish to discuss any oft thet forms or have any questions abouta any aspect oft this transaction, we encourage yout to contact your Caterpillar Dealer or Caterpillar Financial Services Corporation at1 1- Governmental Equipment Lease-Purchase Agreement. The Governmental Lease-Purchase Agreement contains the terms that govern eacht transaction! between us. Itist the standard Caterpillar Financial Services Corporation taxe exempt! lease-purchase agreement, and provides that wev willl leaset toy yout the equipment described therein pursuant toa af fullp payouta amortization: schedule. Ar new Governmentall Equipment! Lease-Purchase Lessee's Authorizing Resolution. The Authorizing Resolution is evidence you have taken the necessary governing body actions to approvet the Governmental Equipment Lease- Purchase Agreement. Although the authorizing instrument is often a resolution, itr maya also take otherf forms such as and ordinance. We are agreeable tou using your customary or standard form providedi it contains specific approval for thel lease-purchase agreement, designates persons who are authorized to sign on your behalf and either approves the document forms or delegates this authority to a named official C. Verification of Insurance. The Certificate ofl Insurancei isi intended tos supplyi information regarding thei insurance coverage fort the equipment! being Opinion of Counsel. An opinion of counsel is required in connection with each Governmental Equipment Lease-F Purchase Agreement. The opinion isi intended to confirm thaty you! have complied with allo open meeting laws, publication and notice requirements, procedural rules for governing body meetings, and any other relevant state orl local government statutes, ordinances, rules or regulations. We would be unable to confirm compliance with these laws and regulations ourselves absent long delays and higher costs SO we rely upon the opinion of your attorney since he/she may have been involved in the process to approve our transaction and is an expert in the laws and regulations to which you are subject. The opinion also confirms that you are ane entity eligible toi issue tax- exempt obligations and that the Governmental Equipment Lease- -Purchase. Agreement willl bet treated ast tax-exempt Form of 8038G or GC. Form 8038i is required by the Internal Revenue Service in ordert to monitor the amount oft tax-exempt obligations issued. You have to execute a Form 8038 for each Governmental Equipment Lease-Purcnase Agreement. Whether a Form 8038 G or GC is required depends ont the original principal amount ofthe Governmental Equipment Lease-Purchase Agreement. Ifthe original principal amount isl less than $100,000 Form 8038GC is filed with the IRS. Ift the original principal amount is $100,000 or more Form 8038G is filed with the IRS. Choose the appropriate 8038 form and complete according tol IRS guidelines. Contact your TM or Sales Support Representative for assistance. IRS Form 8038G  866-263-3791 Option #5. A.  Agreement willl have tol be signed in connection with each transaction.  B.  lease-purchased. Youv will need tos supply the requested information to us SO we can verify coverage.  D.  asi iti is your obligation to ensure that you have complied with relevant tax law,  E.  htp/www.irs.govpublirs-pdtt8038apdf IRS Form 8038GC http:/www.i irs.gov/pub/irs-  pdf/8038gc.pdf  This Explanation of Contents is prepared as an accommodation tot the parties named herein. Iti is intended as ane example of some oft the documents that Caterpillar Financial Services Corporation, ini its reasonable, judgment, mayr require andi is noti intended to constitute legal advice. Please engage and use your own legal counsel. We understand thatt thel laws oft thev various states are differents sor nothing herein shalll be construed: asa av warranty orr representation thatt the documents listed herein are the only documents thatr may! ber required in any particular transaction ort that any particular transaction, ifdocumented in accordance with this Explanation of Contents, will be a valid, binding and enforceable obligation enforceable against the parties named herein in  accordance with the terms oft the documents named herein.  USE Explanation of Content (GOVL Lease- 8038G/8038GC)  20/05/20241 12:07:17F 2014691    CAT Financial  Meeting Minutes  HOLT TEXAS, LTD. 5665 SE LOOP410 San Antonio, TX: 78222-3903 Reference: CITY OF FARMERSVILLE  We are requesting a copy of the minutes oft the appropriation meeting during which the funds for this deal were A copy of this information is necessary to complete the documentation package and to fund the deal. Your ability to  allocated.  return a complete package will ensure timely payment to you.  Thank you fory your assistance.  CATERPILLAR FINANCIAL SERVICES CORPORATION  DOCUMENTATION DEPARTMENT  USN MeelingN Minutes Request (GOVI Lease- Purchase Deals)  48635392 20/05/20241    Agenda Section Regular Agenda Section Number VII. H  Subject To From Date Attachment(s) Related Link(s) Consideration and Discussion Action  Appointments and Reappointments of Board Members  Mayor and Council Members Ben White, City Manager May 28, 2024  Applications (a few new one's from last meeting)  Motion/secondiote Approve Approve with Updates Disapprove - Approve - Disapprove Move item to another agenda. No motion, no action  Motion/secondvote to continue to a later date.    Agenda Section Regular Agenda Section Number VII.I Subject To From Date Attachment(s) Related Link(s) Consideration and Discussion Action  Update Spain Complex Mayor and Council Members Ben White, City Manager May 28, 2024  Motion/second/vote Approve Approve with Updates Disapprove Approve Disapprove Move item to another agenda. No motion, no action  Motion/secondvote to continue to a later date.    Agenda Section Regular Agenda Section Number VII.J  Subject To From Date Attachment(s) Related Link(s) Consideration and Discussion Action  Safety Concerns Heritage Museum Mayor and Council Members Ben White, City Manager May 28, 2024  Motion/second/ote Approve Approve with Updates Disapprove Approve - Disapprove Move item to another agenda. No motion, no action  Motion/second/vote to continue to a later date.    VIII. ITEMS TO BE PLACED ON FUTURE AGENDAS    IX. ADJOURNMENT