April 12, 2021 - Complete Agenda Packet - EDC-4BT((�:*::7:
TOWN OF
TROPHY CLUB
April 12, 2021
Town of Trophy Club
Meeting Agenda
Economic Development
Corporation-413
5:00 PM
CALL TO ORDER AND ANNOUNCE A QUORUM
CITIZEN PRESENTATIONS
1 Trophy Wood Drive
Trophy Club, Texas
76262
Council Chambers
Citizens are allowed four (4) minutes to address the Board regarding an item over which
the Board has policy or oversight authority as provided by Texas law, the ethics order, or
other policy order.
REGULAR SESSION
Take appropriate action regarding the Joint Session of the EDC-413 and Town Council
Minutes dated March 23, 2021. (L. Vacek)
2. Take appropriate action regarding an Economic Development Agreement for a Loan and
Grant with Trophy Table Restaurant to be located at 3000 TX-114, Trophy Club, Texas.
(S. Norwood)
EXECUTIVE SESSION
3. Executive Session pursuant to the following section of the Texas Open Meetings Act;
Section 551.0087, Economic Development, of the Texas Government Code, the Trophy
Club Economic Development Corporation 4-B will convene into executive session. (S.
Norwood)
Discussion of an Economic Development Agreement for a Loan and Grant with Trophy
Table Restaurant to be located at 3000 TX-114, Trophy Club, Texas (S. Norwood)
Take appropriate action regarding Executive Session. (M. Richmond)
ADJOURN
*THE BOARD MAY CONVENE INTO EXECUTIVE SESSION TO DISCUSS POSTED ITEMS AS
ALLOWED BY THE TEXAS OPEN MEETINGS ACT, TEXAS LOCAL GOVERNMENT CODE
551.071.
CERTIFICATION
I certify that the above notice was posted on the bulletin board at Trophy Club Town Hall, 1
Trophy Wood Drive, Trophy Club, Texas, on Friday, April 9, 2021 by 5:00 PNI in accordance
with Chapter 551, Texas Government Code.
Leticia Vacek, Town Secretary/RNIO
If you plan to attend this public meeting and have a disability that requires special needs, please
contact the Town Secretary's Office at 682-237-2900, 48 hours in advance and reasonable
accommodations will be made to assist you.
TOWN OF TROPHY CLUB
TOWN COUNCIL SPECIAL JOINT MEETING WITH EDC-46 MINUTES
March 23, 2021; 6 PM
The Trophy Club Town Council met in a Special Joint Meeting with the Trophy Club EDC-4B on Tuesday, March 23,
2021 at Town Hall, 1 Trophy Wood Drive with the following present:
TOWN COUNCIL MEMBERS PRESENT:
Alicia L. Fleury
Mayor
Greg Lamont
Mayor Pro Tem, Place 1
Greg Wilson
Council Member, Place 2
Sean Bone
Council Member, Place 3
Karl Monger
Council Member, Place 4
Philip Shoffner
Council Member, Place 6 (via Skype)
ABSENT:
Michael Geraci Council Member, Place 5
EDC-46 MEMBERS:
Michael Richmond
President
Chris Whipple
Secretary/Treasurer
Michael Clarke
Director
Scott Haro
Director
Travis Inge
Director
ABSENT:
Cory McDonald Director
STAFF PRESENT:
Steve Norwood
Town Manager
Wade Carroll
Assistant Town Manager
Leticia Vacek
Town Secretary/RMO
David Dodd
Town Attorney
CALL TO ORDER BY MAYOR FLEURY AND EDC-413 PRESIDENT RICHMOND
Mayor Fleury called the meeting to order on behalf of the Town Council at 6:01 pm and noted a quorum was present
with Mayor Pro Tem Lamont, Council Members Wilson, Bone, Monger, and Shoffner who joined the meeting via
teleconference using Skype.
President Richmond called the meeting to order on behalf of the EDC-413 at 6:02 pm and noted a quorum of the EDC-
4B Board of Directors as present.
PUBLIC COMMENT
Mayor Fleury asked if there were citizens that had registered to speak. Town Secretary Vacek confirmed that none
had registered.
1. Take appropriate action regarding the minutes of May 28, 2019 and December 2, 2020 (EDC-46 Members
Only)
Director Haro moved to approve the minutes as submitted for May 28, 2019 and December 2, 2020 with the notation
that Michael Clarke was absent from the December 2, 2020 Meeting. President Richmond seconded the motion.
The motion carried unanimously as follows:
March 23, 2021 Page 1 of 2
AYE: Richmond, Haro, Whipple, Clarke, and Inge.
ABSENT: McDonald
EXECUTIVE SESSION
2. Pursuant to the following designated section of the Texas Government Code, Annotated, Chapter 551 (Texas
Open Meetings Act); the EDC 4B will convene into executive session to discuss the following:
a) Section 551.087 Economic Development— Deliberate the Economic Development Negotiations regarding
a commercial prospect. (S. Norwood)
Mayor Fleury and President Richmond recessed the Joint Meeting at 6:06 pm into executive session to address the
foregoing item.
RECONVENE INTO REGULAR SESSION
Mayor Fleury and President Richmond reconvened the Joint Meeting at 7:35 pm from executive session.
Mayor Fleury called upon Mayor Pro Tem Lamont. Mayor Pro Tern Lamont moved to approve a Grant of $100,000
and a repayment of a Loan of up to $200,000 to Trophy Table on the conditions that the Grant and Loan Agreement
comes back to the Town Council and EDC-46 for approval within the parameters as directed in executive session.
Council Monger seconded the motion. The motion Failed as follows:
AYE: Lamont, Monger, and Mayor Fleury
NAY: Wilson, Bone, and Shoff ner
ABSENT: Geraci
Director Haro moved to approve a Grant of $100,000 and a Repayable Loan up to $200,000 to Trophy Table on the
conditions that the Grant and Loan Agreement comes back to the Town Council and EDC-413 for approval within the
parameters as directed in executive session. Director Whipple seconded the motion. The motion Carried as follows:
AYE: Richmond, Inge, Haro, Whipple, and Clarke
NAY: None
ABSENT: McDonald
ADJOURNMENT
Mayor Fleury and President Richmond adjourned the Joint Meeting at 7:38 pm.
Leticia Vacek, TRMC/CMC/MMC
Town Secretary/RMO
Michael Richmond, EDC-413 President
Alicia L. Fleury, Mayor
Town of Trophy Club, Texas
March 23, 2021 Page 2 of 2
ECONOMIC DEVELOPMENT AGREEMENT
This Economic Development Agreement is entered into by the Town of Trophy Club
(hereinafter "Town"), the Trophy Club Economic Development Corporation (hereinafter
"EDC"), Trophy Table (hereinafter "Table") and Kevin and Julia von Ehrenfried
(hereinafter "Von Ehrenfried") and all parties collectively referred to as "Parties".
WHEREAS, the Town of Trophy Club is a home rule municipal corporation; and
WHEREAS, pursuant to Chapter 380 of the Texas Local Government Code (hereinafter
"the Act") on May 4, 1996 the Town created Economic Development Corporation 4B for
the purpose of making economic development incentives and grants (hereinafter
referred to as "EDC"); and
NOW, THEREFORE, in consideration of the foregoing, and on the terms and conditions
hereinafter set forth, the Parties do mutually agree as follows:
ARTICLE I
1. Incentive
The Town and EDC shall provide a grant of up to $100,000.00 (One Hundred
Thousand Dollars and NO/100 Dollar) to Table to be used for permanent
improvements to the building. All permanent improvements must be visible from
the public right of way or if the improvement is internal, the improvement
becomes a permanent fixture to the property. No permanent fixture will be
pledged as collateral for any financing. Permanent improvements are
improvements that shall become fixtures of the property and include but are not
limited to shade structures, awnings, signage, lighting and relocation of outdoor
stairs.
2. Low Interest Loan
a. The Town and EDC will provide a loan of up to $200,000.00 (Two
Hundred Thousand and NO/100 Dollar) to Table to be paid back with
interest of 2% calculated annually within four years of the date the
Certificate of Occupancy is issued. The loan shall be treated like an open
line of credit that will close on December 31, 2021. To obtain a
disbursement from the line of credit, Table shall submit a request that
complies with section 4(b) of this agreement.
b. Table shall begin repayment of the loan 120 days after obtaining the
Certificate of Occupancy. Table shall make a payment quarterly as
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outlined in the provided payment schedule and include a copy of the
quarterly sales tax reports. Table shall not be penalized for early
repayment of the loan. This loan shall be repaid regardless of the
operation of the business.
c. Table agrees to use the loan for permanent improvements to the building
and fixed assets including but not limited to audio visual equipment,
kitchen/bar equipment, start up and repairs to existing kitchen equipment,
point of sale system, furniture and fixtures in the dining rooms, bar areas,
and patios. Permanent improvements are improvements that shall
become fixtures of the property and include but are not limited to shade
structures, awnings, lighting and relocation of the outdoor stairs.
3. Table Obligations
a. Table shall operate the establishment as a restaurant and bar. The food
and alcohol sale ratio shall meet all Texas Alcoholic Beverage
Commission requirements.
b. If Table provides catering, the catering shall be done from the location that
is receiving this incentive or another location within the Town limits of the
Town. This requirement shall exist as long as Table has a Certificate of
Occupancy on the subject property.
c. Should Table cease operating before generating $100,000.00 (One
Hundred Thousand Dollars and NO/100 Dollar) in sales tax and mixed
beverage tax, Table shall pay Town an amount equal to the difference
between $100,000.00 and the amount of sales tax generated by Table.
The difference must be paid within thirty days of cessation of business.
Cessation of business means any action that terminates the business or
failing to operate for thirty consecutive days. This calculation and
repayment satisfies the obligation for the $100,000.00 grant. The loan
must be repaid in full.
d. Table shall follow the procedure in this agreement for reimbursement for
eligible permanent improvements to be allocated to the grant and any
purchase by the Table for items to be allocated to the loan. Table shall
submit all requests for allocated funds prior to January 1, 2022 unless
mutually agreed upon by the Parties.
e. All items for which reimbursement is received must remain on the Trophy
Table premises until all amounts owed to Town and EDC are paid in full.
4. Reimbursement Procedure
a. Table shall be responsible for completing permanent improvements on the
property and the making of any purchase allocated to either the grant or
the loan.
b. After the permanent improvements or purchases have been made, copies
of the contract for the improvement showing the work performed, the cost
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of the work, the contractor performing the work, and proof of payment by
the Table shall be submitted as an invoice to the Town, along with any
receipt of purchase, and proof of delivery for the purpose of
reimbursement.
5. Von Ehrenfried Obligation
Kevin and Julia Von Ehrenfried agree to personally guaranty all amount
owed by Table to Town and EDC.
ARTICLE II
1. Dissolution or Bankruptcy of Table. If Table ceases to exist or files for
bankruptcy during the Term, Town and EDC shall be excused from making any
future payments to Table, and this Agreement shall terminate.
2. Default. In addition to the other events of default set forth in this Agreement, this
Agreement may be terminated upon any one or more of the following:
a. By written agreement signed by both parties;
b. Expiration of the Term or fulfillment of all obligations as outlined in this
Agreement;
c. By the non -breaching Party in the event the other Party breaches any of
the terms or conditions of this Agreement and such breach is not cured
within sixty (60) days after written notice thereof to the breaching Party;
and
d. By Town or EDC, if Table suffers an Event of Bankruptcy or dissolution.
3. Severability. If any provision contained in this Agreement is held to be invalid,
illegal, or unenforceable in any respect, such invalidity, illegality or
unenforceability shall not affect any other provision hereof. In lieu of each invalid,
illegal or unenforceable provision there shall be added a new provision by
agreement of the parties as similar in terms to such invalid, illegal or
unenforceable provision as may be possible and yet be valid, legal and
enforceable.
4. Venue. Venue for any dispute arising out of this agreement shall be in Denton
County, Texas.
5. Assignment. This agreement may only be assigned by receiving written consent
from all Parties.
6. Insurance. Town and EDC shall be listed as additional insureds on all property
insurance policies covering the property where Table is operating as long as
Table has an outstanding debt under this agreement.
Page 3 of 4
Wherefore, premises considered, all Parties agree:
Town of Trophy Club, Texas
Mayor Alicia L. Fleury
Date:
Trophy Table
Date:
Kevin von Ehrenfried
Date:
Julia von Ehrenfried
Date:
Town of Trophy Club, EDC
Michael Richmond, President
Date:
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