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RES 1497 09/09/2014 �- of C,4` lfl u RESOLUTION NO. 14 9 7 A RESOLUTION OF THE CITY OF CIBOLO ("CITY") APPROVING A CHAPTER 380 AGREEMENT TO PROVIDE ECONOMIC INCENTIVES TO (KALMAR RT CENTER, LLC.) TO PROMOTE THE RETENTION OF JOBS IN THE CITY OF CIBOLO. WHEREAS, Article III, Section 52-a of the Texas Constitution and Chapter 380 of the Texas Local Government Code authorizes a local government to establish and provide for the administration of one or more programs, for making loans and grants and providing personnel and services of the municipality, to promote state or local economic development and to stimulate business and commercial activity in the municipality; and WHEREAS, under Chapter 380 of the Texas Local Government Code, City has adopted an economic development program to promote local economic development and stimulate business and commercial activity within the City limits; and WHEREAS, Kalmar RT Center, LLC., currently employees 67 highly skilled assembly workers and 106 technicians (for a total of 173 employees) at its 16 acres facility located at 103 Guadalupe Drive, Cibolo, Texas; and WHEREAS, due to budgetary constraints, it is anticipated that Kalmar RT Center, LLC., primary client, the United States military, shall reduce equipment orders in the future; and WHEREAS, in order to attain new clients, Kalmar RT Center, LLC., shall be required to make a significant financial investment in the facility, in order to assemble products sought by the private sector; and WHEREAS, Kalmar RT Center, LLC., has requested assistance from the United States, the State of Texas, the County of Guadalupe, and the City of Cibolo, and the Cibolo Economic Development Corporation; and WHEREAS, without the requested assistance, Kalmar RT Center, LLC. will find it necessary to reduce it workforce or possibly close the facility; and WHEREAS, City of Cibolo City Council finds: • that the aforementioned 173 jobs are classified as manufacturing jobs under the North American Industrial Classification System; and • that the retention of the aforementioned 173 jobs is eligible project for the purpose of the Texas Local Government Code 380; WHEREAS, Kalmar RT Center, LLC., has agreed, in exchange and as consideration for funding by CITY, to satisfy and comply with certain terms and conditions, including retaining the aforementioned 173 jobs (as more fully defined below); and WHEREAS, the CITY COUNCIL, desires to enter into an Agreement under Texas Local Government Code Chapter 380, with Kalmar RT Center, LLC., to provide economic incentives in exchange for Kalmar RT Center, LLC., commitment to retain the aforementioned 173 jobs: NOW, THEREFORE BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF CIBOLO, TEXAS, THAT: Section 1. Findings. The foregoing recitals are hereby found to be true and correct and are hereby adopted by the City Council and made a part hereof for all purposes as findings of fact. Section 2. Authorization. The City Manager is hereby authorized to execute an Agreement, substantially similar to Exhibit "A", and all documents necessary to accomplish the purposes of this resolution, provided said Agreement is first fully executed by an authorized representative of the Kalmar RT Center, LLC. Section 3. Open Meetings. It is hereby officially found and determined that the meeting at which this resolution was passed was open to the public as required and that public notice of the time, place and purpose of said meeting was given as required by the Open Meetings Act, Chapt. SSI, Tex. Gov't Code. Section 4. Effective Date. This Resolution shall take effect upon its adoption.. APPROVED AND ADOPTED on this 9th day of September 2014. Lisa M. Jackson, ayor ATTEST: Peggy Cimics, City Secretary APPROVED AS TO FORM: Charles E. Zech, City Attorney Denton,Navarro, Rocha& Bernal, P.C. EXHIBIT "A" CHAPTER 380 AGREEMENT CHAPTER 380 ECONOMIC DEVELOPMENT AGREEMENT THIS AGREEMENT ("Agreement") by and between the CITY OF CIBOLO, TEXAS, a Texas home-rule municipal corporation (the "City"); and KALMAR RT CENTER LLC (collectively KRTC") (City and KRTC collectively referred to as the "Parties" and sometimes individually as a "Party"), is entered into upon the "Effective Date," as more clearly defined herein. WHEREAS, KRTC currently employees 67 highly skilled assembly workers and 106 technicians (for a total of 173 employees) at its 16 acres facility located at 103 Guadalupe Drive, Cibolo, Texas; and WHEREAS, KRTC assembles mobile forklift equipment at the facility; and WHEREAS, due to budgetary constraints, it is anticipated that KRTC's primary client, the United States military, shall reduce equipment orders in the future; and WHEREAS, in order to attain new clients, KRTC shall be required to make a significant financial investment in the facility, in order to assemble products sought by the private sector; and WHEREAS, KRTC has requested assistance from the United States, the State of Texas, the County of Guadalupe, the City of Cibolo, and the Cibolo Economic Development Corporation; and WHEREAS, without the requested assistance, KRTC will find it necessary to reduce its workforce or possibly close the facility; and WHEREAS, in accordance with Article III, Section 52-a of the Texas Constitution, and Section 380.001 of the Texas Local Government Code ("Section 380"), the City may establish and provide for the administration of a program for making loans and grants of public money to promote state or local economic development and to stimulate business and commercial activity in the City; and WHEREAS, the City Council of the City of Cibolo, Texas, has adopted Resolution No. on September 9, 2014 (the "Resolution"), authorizing the City Manager to enter into this Agreement; and WHEREAS, KRTC has agreed, in exchange and as consideration for funding by the City, to satisfy and comply with certain terms and conditions, including the construction of the Public Improvements (as more fully defined below); and WHEREAS, the City and KRTC agree that the provisions of this Agreement substantially advance a legitimate interest of the City by retaining existing employment and promoting economic development. NOW, THEREFORE, for and in consideration of the promises and the mutual agreements set forth herein, the Parties hereby agree as follows: ARTICLE I RECITALS 1. Recitals. The recitals set forth above are declared true and correct by the Parties and are hereby incorporated as part of this Agreement. ARTICLE II AUTHORITY AND TERM 1. Authority. The City's execution of this Agreement is authorized by Chapter 380 of the Texas Local Government Code and constitutes a valid and binding obligation of the City. The City acknowledges that KRTC is acting in reliance upon the City's performance of its obligations under this Agreement in making the decision to commit substantial resources and money to the establishment of the Project, hereinafter established. KRTC's execution of this Agreement is authorized by the collective bylaws and articles of KRTC; and KRTC acknowledges that the City is acting in reliance upon KRTC's performance of its obligations under this Agreement in making the decision to commit substantial resources and money to the establishment of the Project, hereinafter established. 2. Term. This Agreement shall become enforceable upon the Effective Date, hereinafter established, and shall continue for twenty-four(24)months thereafter. ARTICLE III DEFINITIONS As used in this Agreement, the following terms shall have the meanings ascribed below. All undefined terms shall retain their usual and customary meaning as ascribed by common and ordinary usage. "Bankruptcy" or "Insolvency" shall mean the dissolution or termination of a Party's existence as a going business, insolvency, appointment of receiver for any party of such Party's property and such appointment is not terminated within ninety (90) days after such appointment is initially made, any general assignment for the benefit of creditors, or the commencement of any proceeding under any bankruptcy or insolvency laws by or against such party and such proceeding is not dismissed within ninety (90) days after the filing thereof. "City Manager" shall mean the City Manager for the City of Cibolo, Texas. "Cost of Living Adjustment" means an annual increase to employee salary for the year 2014 and subsequent years of the Term hereof of the lower of (i) two percent (2%) above the Minimum Annual Salary for the preceding year or (ii) the percentage change in the Social Security Administration's cost of living adjustment published in October of 2014, and subsequent years during the Term of this Agreement. "Effective Date" shall mean January 1, 2015. "Expiration Date" Subject to early termination as provided below, Expiration Date shall mean twenty-four months from the Effective Date of this Agreement. "Full-Time Equivalent Employee" means an employee with a regular work schedule of at least 35 hours per week, 52 weeks a year. Gender: The gender of the wording throughout this Agreement shall always be interpreted to mean either sex and, where the context requires, the plural of any word shall include the singular. "Grant(s)" shall mean the total amount of Ad Valorem and Personal Property Tax assessed against the Property by the Guadalupe County Tax Assessor and received by the City for tax year 2015. . "Maximum Grant Amount" shall mean an amount not to exceed the lesser of SEVENTY- THOUSAND AND NOXENTS UNITED STATES DOLLARS ($70,000.00) or the total amount of that portion of the Ad Valorem and Personal Property Tax assessed against the Property by the Guadalupe County Tax Assessor and received by the City for tax year 2015; in no event may the Maximum Grant Amount exceed SEVENTY-THOUSAND AND NO/CENTS UNITED STATES DOLLARS ($70,000.00). "Minimum Annual Salary" means, in year 2014 $49,000.00 average annual salaries of each of the current Full-Time Equivalent Employees shall be increased annually by at least the Cost of Living Adjustment based on Consumer Price Index (CPI). The additional new hire labor entry employees shall start at $25,000 average annual salary and shall be increased annually by at least the Cost of Living Adjustments based on Consumer Price Index (CPI). "Partial Default" means KRTC's failure to comply with the Full-Time Equivalent Employee requirements for any year during the term of this Agreement. "Project" or "Facility" shall mean the improvements now existing or made to the Property. "Property shall mean the 16 acres located at 103 Guadalupe Drive, Cibolo, Texas. "Required Use" shall mean the KRTC's continuous operation of business engaged in the manufacture and service of mobile forklift equipment at the Property. "State" shall mean the State of Texas. "Total Default"means any default other than a partial default. ARTICLE IV ECONOMIC DEVELOPMENT GRANTS 1. Grants (a) Subject to the Required Use and continued satisfaction of all the terms and conditions of this Agreement and the obligation of KRTC to repay the Grant, or portion thereof, in the event of its total or partial default respectively, the City agrees to provide KRTC with a Grant in the amount of that portion of the Ad Valorem and Personal Property Tax assessed against the Property by the Guadalupe County Tax Assessor and received by the City for tax year 2015 within sixty days of the City's receipt of such Ad Valorem and Personal Property Tax for tax year 2015. (b) Current Revenue. The Grants made hereunder shall be paid solely from lawfully available funds that have been appropriated by the City. Such funds shall be further limited to the Ad Valorem and Personal Property Tax assessed against the Property by the Guadalupe County Tax Assessor and received by the City for tax year 2015. Under no circumstances shall City's obligations hereunder be deemed to create any debt within the meaning of any constitutional or statutory provision. The Grant shall be paid solely from appropriations from the general funds of the City or from such other funds of the City as may be legally set aside for such purpose consistent with Article III, Section 52(a) of the Texas Constitution. Further, City shall not be obligated to pay any commercial bank lender or similar institution for any loan or credit agreement made by KRTC. None of the City's obligations under this Agreement shall be pledged or otherwise encumbered in favor of any commercial lender and/or similar financial institution. (c) Grant Limitations. Under no circumstances shall the obligations of the City hereunder be deemed to create any debt within the meaning of any constitutional or statutory provision; provided, however, City agrees during the term of this Agreement to make a good faith effort to appropriate funds to reimburse KRTC the total Ad Valorem and Personal Property Tax assessed against the Property by the Guadalupe County Tax Assessor and received by the City for tax year 2015. Further, the City shall not be obligated to pay a commercial bank, lender or similar institution for any loan or credit agreement made by KRTC. None of the obligations of the City under this Agreement shall be pledged or otherwise encumbered by the KRTC in favor of any commercial lender and/or similar financial institution. 2. Confidentiality. The City agrees, to the extent allowed by law, to keep all information and documentation received from the State of Texas, pursuant to this Agreement hereof ("Confidential Tax Information"), confidential. The City will use the Confidential Tax Information solely for the purposes of determining Developer's entitlement to GRANT funds. In the event a request is made for such information, City will not disclose the information unless required to do so by the Attorney General of Texas. ARTICLE V CONDITIONS TO ECONOMIC DEVELOPMENT GRANTS The obligation of the City to pay GRANTS shall be conditioned upon KRTC's continued compliance with and satisfaction of each of the conditions set forth in this Agreement. 1. Local Vendors. KRTC agrees to make good faith efforts to give preference and priority to suppliers of goods and services within the City of Cibolo, except where not reasonably possible to do so without added expense, substantial inconvenience, or sacrifice in operating efficiency in the normal course of business. 2. Full-Time Equivalent Employees. During the tern of this Agreement, the Facility shall employ a minimum of 173 Full-Time Equivalent Employees at the Minimum Annual Salary. The Minimum Annual Salary shall be increased annually by at least the Cost of Living Adjustment based on Consumer Price Index (CPI) beginning January 1, 2015, and each year thereafter during the Term of this Agreement. 3. Required Reporting (a) Annual Reports. Beginning for calendar year 2014, KRTC shall deliver to the City the following reports by March 31, 2015 and on March 31 of each subsequent year of the Agreement: (i) Annual report documenting efforts to utilize the City of Cibolo suppliers of goods and services as referenced in Section 4.1. (ii) Annual documentation of Full-Time Equivalent Employees that includes the employee's name, partial social security number (last four digits), wages received, total hours worked and period of employment at the Facility during the preceding calendar year. (b) Annual certification. Annual certification of full compliance with all requirements of this Agreement, including certification that all reports required by this Agreement have been submitted for the year certified. 4. Additional Information and Privacy. (a) Upon written request by the City, KRTC shall, within a reasonable time, provide additional information reasonably necessary to determine if KRTC is in compliance with this Agreement. All information required by this Agreement shall be submitted to the City Manager at the address specified for giving notice in this Agreement. (b) Right to audit. The City shall have the right, at its expense, to audit KRTC books in order to verify compliance with KRTC obligations under this Agreement. 5. Notwithstanding the above, the a.Annual Reports for the final year of this Agreement shall be due on or before the thirtieth (30th) day after the Agreements termination date, and any additional Information, required by the City to verify the accuracy of the Annual Reports shall be due before the thirtieth (30th) day after request for same. 6. The payment of all indebtedness and obligations incurred by KRTC in connection with the development and construction of the Facility and the operation of the Facility shall be solely the obligations of KRTC. The City shall not be obligated to pay any indebtedness or obligations of KRTC. 7. KRTC is obligated to make timely payment of KRTC-owned Real Property and Personal Property Taxes during the Term of this Agreement. 8. Default. a. Full Time Employees. In the event that the number of Full-Time Equivalent Employees falls below 173 for any portion of any year this Agreement is in effect, KRTC shall be in Partial Default and shall pay the City an amount equivalent $600.00 for each Full Time Equivalent Employee position that is less than 173 for that year. Such payment shall be submitted with the Annual documentation of Full-Time Equivalent Employees for the year in question on or before March 31, of the subsequent year. Subject to the Cure Provision below, failure to make timely payment as required by this section shall cause KRTC to be in Total Default of this Agreement and KRTC shall be required to immediately repay the City the entire Grant Amount. Example: At any time, and for any period, in year 2015 should the actual number of Full Time Equivalent Employees fall to 165, KRTC would pay THE CITY CIBOLO $4,800.00. This amount is determined by subtracting 165 from 173 and multiplying the difference (8) by600. 9. Guidelines for Submission. The City Manager shall develop guidelines setting forth the specific details and procedural requirements for the timely submission of reports. Such guidelines shall be implemented by written order signed by the City Manager. ARTICLE VI COVENANTS AND DUTIES 1. KRTC Covenants and Duties. KRTC makes the covenants and warranties to the City and agrees to timely and fully perform the obligations and duties contained in Article V of this Agreement, as well as any obligations and duties imposed on it by any Article of this Agreement. Any false or substantially misleading statements contained herein or failure to timely and fully perform those obligations and duties within this Agreement shall be an act of Default by the KRTC. (a) KRTC is authorized to do business and is in good standing in the State of Texas and shall remain in good standing in the State of Texas and the United States of America during any term of this Agreement. (b) The execution of this Agreement has been duly authorized by KRTC's authorized agent, and the individual signing this Agreement is empowered to execute such Agreement and bind the entity. Said authorization, signing, and binding effect is not in contravention of any law, rule, regulation, or of the provisions of KRTC's by-laws, or of any agreement or instrument to which KRTC is a party to or by which it may be bound. (c) KRTC is not a party to any bankruptcy proceedings currently pending or contemplated, and KRTC has not been informed of any potential involuntary bankruptcy proceedings. (d) To its current, actual knowledge, KRTC has acquired and maintained all necessary rights, licenses, permits, and authority to carry on its business in the City and will continue to use its best efforts to maintain all necessary rights, licenses, permits, and authority. (e) KRTC shall timely and fully comply with all of the terms and conditions of this Agreement. (f) KRTC shall cooperate with the City in providing all necessary information to assist the City in complying with this Agreement. (g) In accordance with Texas Government Code section 2264.051 KRTC certifies that it, and all branches, divisions or departments of KRTC do not and will not knowingly employ an undocumented worker, as that term is defined in the section. 2. The City's Covenants and Duties. (a) Grant Payment. The City is obligated to pay KRTC an amount not to exceed the Maximum Grant Amount from sources contemplated by this Agreement. ARTICLE VIII TERMINATION 1. Termination. This Agreement shall terminate upon the earliest occurrence of any one or more of the following: (a) The written agreement of the Parties; or (b) The Agreement's Expiration Date, save and except KRTC obligation to comply with the Full-Time Equivalent Employees requirements for the final year of this Agreement, as set forth above, and its obligation to provide annual certification that the Full Time Equivalent Employee obligation for the final year has been met, and additional information, as may be reasonable required by the City to verify that the Full Time Equivalent Employee obligation for the final year has been met shall survive termination of this Agreement. In addition, the Default provision set out in Article V. Section 7., shall survive termination of this Agreement in the event that KRTC fails to meet its obligation to comply with the Full-Time Equivalent Employees requirements during the final year of this Agreement. 2. Termination by the City. This Agreement may be terminated by the City upon default by KRTC. ARTICLE X MISCELLANEOUS 1. Binding_Agreement. The terms and conditions of this Agreement shall be binding on and inure to the benefit of the City, KRTC, and their respective successors and assigns. The City Manager shall be responsible for the administration of this Agreement and the City Manager shall have the authority to execute any instruments, duly approved the City Council of the City of Cibolo, Texas required by or relating to this Agreement. 2. Mutual Assistance. The City and KRTC will do all things reasonably necessary or appropriate to carry out the terms and provisions of this Agreement and to aid and assist each other in carrying out such terms and provisions. 3. Representations and Warranties. The City represents and warrants to KRTC that this Agreement is within their authority, and that they are duly authorized and empowered to enter into this Agreement, unless otherwise ordered by a court of competent jurisdiction. KRTC represents and warrants to the City that it has the requisite authority to enter into this Agreement. 4. Assignment. KRTC shall have the right to assign all of its rights, duties, and obligations under this Agreement to a duly qualified third party with prior written approval of the City Council of Cibolo, Texas. Any assignment provided for herein shall not serve to enlarge or diminish the obligations and requirements of this Agreement, nor shall they relieve KRTC of any liability to the City including any required indemnity in the event that any Assignee hereof shall at any time be in default of the terms of this Agreement. The City may demand and receive adequate assurance of performance including the deposit or provision of financial security by any proposed Assignee prior to its approval of an assignment. 5. Independent Contractors. (a) It is expressly understood and agreed by all Parties hereto that in performing their services hereunder, KRTC at no time will be acting as an agent of the City and that all consultants or contractors engaged by KRTC respectively will be independent contractors of KRTC; and nothing contained in this Agreement is intended by the Parties to create a partnership or joint venture between the Parties and any implication to the contrary is hereby expressly disavowed The Parties hereto understand and agree that the City will not be liable for any claims that may be asserted by any third party occurring in connection with services performed by KRTC respectively under this Agreement, unless any such claims are due to the fault of the City. (b) By entering into this Agreement, the Parties do not waive, and shall not be deemed to have waived, any rights, immunities, or defenses either may have, including the defense of parties, and nothing contained herein shall ever be construed as a waiver of sovereign or official immunity by the City with such rights being expressly reserved to the fullest extent authorized by law and to the same extent which existed prior to the execution hereof. (c) No employee of City, or any councilmember or agent of the City, shall be personally responsible for any liability arising under or growing out of this Agreement. 6. Notice. Any notice required or permitted to be delivered hereunder shall be deemed delivered by actual delivery, facsimile with receipt confirmation, or by depositing the same in the United States Mail, postage prepaid and certified with return receipt requested, addressed to the Party at the address set forth below: If intended for City: The City of Cibolo Attention: Robert T. Herrera, City Manager 200 South Main Cibolo, TX 78108 With to: Denton Navarro Rocha Bernal Hyde & Zech, PC Attention: Habib H. Erkan Jr. 2517 North Main Avenue San Antonio, TX 78212 If to KRTC: Kalmar RT Center LLC Attention: Tim Crossno 103 Guadalupe Drive Cibolo, Texas 78108 With a copy to: The Gardner Law Firm Attention: Elizabeth Haws Connally 745 E. Mulberry Ave., Suite 500 San Antonio, Texas 73212 Either Party may designate a different address at any time upon written notice to the other Party. 7. Governmental Records. All invoices, records and other documents required for submission to the City pursuant to the terms of this Agreement are Governmental Records for the purposes of Texas Penal Code Section 3 7.10 8. Governing Law. The Agreement shall be governed by the laws of the State of Texas, and the venue for any action concerning this Agreement shall be in Guadalupe County, Texas. The Parties agree to submit to the personal and subject matter jurisdiction of said court. 9. Amendment. This Agreement may be amended by mutual written agreement of the Parties, as approved by City Council of the City of Cibolo, Texas. 10. Legal Construction. In the event any one or more of the provisions contained in this Agreement shall, for any reason, be held invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or unenforceability shall not affect other provisions of this Agreement, and it is the intention of the Parties to this Agreement that, in lieu of each provision that is found to be illegal, invalid, or unenforceable, a provision be added to this Agreement which is legal, valid and enforceable and is as similar in terms as possible to the provision found to be illegal, invalid, or unenforceable. 11. Interpretation. Each of the Parties has been represented by counsel of their choosing in the negotiation and preparation of this Agreement. Regardless of which Party prepared the initial draft of this Agreement, this Agreement shall, in the event of any dispute, whatever its meaning or application, be interpreted fairly and reasonably and neither more strongly for or against any Party. 12. Entire Agreement. This Agreement constitutes the entire agreement between the Parties with respect to the subject matter covered in this Agreement. There is no other collateral oral or written agreement between the Parties that, in any manner, relates to the subject matter of this Agreement, except as provided for in any Exhibits attached hereto or duly approved amendments to this Agreement, as approved by the City Council of the City of Cibolo, Texas. 13. Paragraph Headings. The paragraph headings contained in this Agreement are for convenience only and will in no way enlarge or limit the scope or meaning of the various and several paragraphs. 14. CounteKparts. This Agreement may be executed in counterparts. Each of the counterparts shall be deemed an original instrument, but all of the counterparts shall constitute one and the same instrument. 15. Exhibits. Any Exhibits attached hereto are incorporated by reference for all purposes.' 16. Survival of Covenants. Any of the representations, warranties, covenants, and obligations of the Parties, as well as any rights and benefits of the Parties, pertaining to a period of time following the termination of this Agreement shall survive termination. 17. Indemnification. KRTC AGREES TO DEFEND, INDEMNIFY AND HOLD THE CITY OF CIBOLO, ITS RESPECTIVE OFFICERS, AGENTS AND EMPLOYEES (COLLECTIVELY THE "CITY") HARMLESS FROM AND AGAINST ANY AND ALL REASONABLE LIABILITIES, DAMAGES, CLAIMS, LAWSUITS, JUSTMENTS, ATTORNEY FEES, COSTS, EXPENSES AND ANY CAUSE OF ACTION THAT DIRECTLY RELATES TO OR IS A RESULT OF ANY ACT OR OMISSION OR BREACH OR NON- PERFORMANCE BY KRTC UNDER THIS AGREEMENT EXCEPT THAT THE INDEMNITY PROVIDED HEREIN SHALL NOT APPLY TO ANY LIABILITY RESULTING SOLELY FROM THE ACTION OR OMISSIONS OF THE CITY. THE PROVISIONS OF THIS SECTION ARE SOLELY FOR THE BENEFIT OF THE PARTIES HERETO AND NOT INTENDED TO CREATE OR GRANT ANY RIGHTS, CONTRACTUAL OR OTHERWISE, TO ANY OTHER PERSON OR ENTITY. IT BEING THE INTENTION OF THE PARTIES THAT KRTC SHALL BE RESPONSIBLE FOR THE REPAYMENT OF ANY ANNUAL GRANTS PAID TO KRTC HEREIN THAT THE STATE OF TEXAS HAS DETERMINED WAS ERRONEOUSLY PAID, DISTRIBUTED OR ALLOCATED BY THE CITY. 18. Additional Instruments. The City and KRTC agree and covenant to cooperate, negotiate in good faith, and to execute such other and further instruments and documents as may be reasonably required to fulfill the public purposes provided for and included within this Agreement. To be effective as of the last day executed below: EXECUTED on this day of �e�o� , 2014. CITY OF CIBOLO, TEXAS Robert T. Herrera, City Manager ATTEST: By: Peggy Cimics, City Secretary APPROVED AS TO FORM: By: DENTON NAVARRO ROCHA BERNAL HYDE & ZECH, P.C. City Attorney