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1995-08-06-PEDC 91 MINUTES OF THE PARIS ECONOMIC DEVELOPMENT CORPORATION REGULAR MEETING August 16, 1995 The Paris Economic Development Corporation met in a regular meeting on Wednesday, August 16, 1995, at 4:00 P.M., in the City Hall North Annex, Fire Training Room, Paris, Texas. President Philip Cecil called the meeting to order with the following boardmembers present: Dick Amis, Curtis Fendley, Leon Williams, and Barney Bray. Also present were ex-officio board members, Bill Vaughan, Bobby Walters, Gary Vest, Economic Development Director, Michael E. Malone, City Manager and T. K. Haynes, City Attorney as Counselor. President Cecil stated that the next item on the agenda was approval of the minutes from the previous meeting of the Paris Economic Development Corporation. He asked if there were any corrections or additions to the minutes of the previous meeting, and there being none the minutes stood approved as presented. President Cecil asked Gene Anderson to give the financial report. Mr. Amderson gave the report. President Cecil called for questions and there being none, Boardmember Fendley made a -- motion which was seconded by Boardmember Barney Bray, to approve the financial report as presented which carried unanimously. President Cecil stated that he did not have a report to give at this time.- President Cecil asked Mr. Vest to make his report. Mr. Vest said that due to advertising they had received several inquiries since the last meeting.. He reported that the Texas Economic Development Council Annual Conference is scheduled for the month of September. 192 Mr. Vest stated that the next item on the agenda concerned Prospect #08-101-95. He stated that the key element of this project is the Bits International Company, and is a startup manufacturing company. The company is relatively small by some standards in that their initial employment will be eighteen working in the factory and six management people for a total of twenty-four. He said the hourly will have a good salary plus a tremendous profit sharing program. He said the tax values with the plant and the equipment that will be taxed will add over one-half million dollars to our assessment rolls. He said the company has made a commitment to utilize local suppliers and vendors when possible. He said they would need a 20,000 square foot pre-engineered metal building with a sixteen foot wall height, 2,000 square foot of office and some varying foundation requirements due to machinery. He said most of the machinery in this plant will be controlled, heavy equipment with some of the slabs isolated due to vibration. He said their product will be mining bits. Mr. Vest said BITCO is asking the Paris Economic Development Corporation to construct the building. The board would enter a contract with them on a lease/purchase contract whereby after the third year they would purchase the building for the outstanding costs of the building and the site. He said the estimated cost of the building is $350,000.00. BITCO will be using approximately $250,000.00 worth of equipment and they have gone to the Northeast Texas Economic Development District for this amount. He said the Northeast Texas Economic Development District has agreed to provide the $250,000.00 equipment loan and will take a subordinate position on that loan. Mr Vest said a revolving loan fund requires 25% community participation and the Paris Economic Development Corporation is being asked to provide that '25% which will be $62,500.00 to make this loan. Working capital to be utilized by the company is approximately $350,000.00 put together by a bank consortium in Paris. Paris Economic Development Corporation has asked BITCO to secure their loan with a cash deposit, or an irrevocable letter of credit for Three years. When the loans are repaid the $250,000.00 plus interest comes back into the community and can be reloaned for other business loans. Mr. Vest said that in connection with the location he would like to propose the northwest industrial area that the board has looked at for constructing the model building. The Industrial Foundation owns ten acres and his recommendation is that they take five acres out of the ten acre site to locate the building, giving more room for parking, outdoor storage and future expansion. This property has the infrastructure the sewer at the back of the property. It would just be a matter of making a tap and the water would have to be extended five hundred feet. Mr. Vest said this was the most cost effective site which gives us some keys things such as the exposure to the Loop frontage. Boardmember Fendley questioned the wall height of sixteen feet. Mr. Vest said there was significantly more cost involved and they don't need the additional height. He said the sixteen foot height was still a good height and can be used for a lot of purposes. 193 President Cecil asked if the prospect was agreeable with the proposed site selected and Mr. Vest said yes. Mr. Vest advised that the cost of the waterline extension was approximately $20,000.00. -- President Cecil stated that Mr. Fendley's point was well taken and the Board might want to negotiate some higher side walls. Mr. 'Vest said they would be willing to do that. President Cecil called for questions concerning this prospect and there were none. President Cecil asked the City Engineer to give a report concerning the Model Building Project. Mr. Smith reported there was no progress at this time. President Cecil stated that if we approve the BITCO building project, the model building will be on hold. This was the consensus of the board. City Engineer Earl Smith stated that the beginning target date in connection with the improvements to Industrial Drive was August 28. President Cecil asked Mr. Amis to give his report regarding the purchase from the Paris Industrial Foundation. Mr. Amis said he asked Earl, before the board gave up on that site, to look at going the other direction with the sewer connecting with the Battle's Lift Station. Mr. Smith said he felt that it was prudent for the board to look at that because the entire 143 acres is unsewered at this point in time. Mr. Smith said he looked at the drainage area that approaches the site, as that -- is the most logical and best place to locate the sanitary sewer for serving that area. Mr. Smith said the service area on the inside of the Loop would be appr6ximately 300 acres and he would propose a fifteen inch sewer, and the cost would be approximately $220,000.00 including all the other costs of construction, engineering, administration and legal. He said he assumed we had to purchase easements and that there was approximately 10% included for contingencies on the project. Mr. Smith said he felt this was the route the Board should take if they decide to go with this project. City Engineer Earl Smith stated that the cost estimate includes enough money for a consultant, if needed. President Cecil advised that the next item was in connection with Addendum No. One to the Employment Agreement. City Attorney Haynes advised in accordance with the Board's request they had amended the Contract to provide the numbers that were authorized. Res. 95-013,-Authorizing the execution of Addendum No. One to the Employment Agreement dated June 15, 1994, between the Paris Economic Development Corporation, the Lamar County Chamber of Commerce, and Mr. Gray L. Vest was presented. JOINT RESOLUTION NO. 95-001 RESOLUTION NO. 95-013 WHEREAS, the Paris Economic Development Co~oration and the Lamar County Chamber of Commerce did heretofore, in PEDC Resolution No. 94-001 and Joint Resolution No. 94-001, approve the execution of an Employmcnt Agreement with Gary L. Vest; and, WHEREAS, the terms of the employment agreement are in need of revision, and an Addendum Number One to Employment Agreement dated June 15, 1994, in the form attached hereto as Exhibit A, should, in all things, be approved; NOW, THEREFORE, 194 BE IT RESOLVED BY THE PARIS ECONOMIC DEVELOPMENT CORPORATION AND THE LAMAR COUNTY CHAMBER OF COMMERCE, that Addendum Number One to Employment Agreement dated June 15, 1994, in the form attached hereto as Exhibit A, be, and the same is hereby, approved; and, BE IT FURTHER RESOLVED, that Philip R. Cecil, President of the Paris Economic Development Corporation, be, and he is hereby, authorized and directed to execute, on behalf of the Paris Economic Development Corporation, Addendum Number One to Employment Agreement dated June 15, 1994, in the form attached hereto as Exhibit A; and, BE IT FURTHER RESOLVED, that William D. Vaughan, President of the Lamar · County Chamber of Commerce, be, and he is hereby, authorized and directed to execute, on behalf of the Lamar County Chamber of Commerce, Addendum Number One to Employment Agreement dated June 15, 1994, in the form attached hereto as Exhibit A. PASSED AND ADOPTED BY THE PARIS ECONOMIC DEVELOPMENT CORPORATION this 16th day of August, 1995. Philip R. Cecil, President ATTEST: Richard 'M. Amis, Secretary-Treasurer T.. K.Haynes,~City Attorney PASSED AND ADOPTED BY THE LAMAR COUNTY CHAMBER OF COMMERCE this 27th day of 'June , 1995. William D. Vaughan, President ATTEST: George Struve, Secretary 195 ADDENDUM NUMBER ONE TO EMPLOYMENT-AGREEMENT DATED JUNE 15, 1994, BETWEEN THE PARIS ECONOMIC DEVELOPMENT CORPORATION, THE LAMAR COUNTY CHAMBER OF COMMERCE AND GARY L. VEST STATE OF TEXAS ) ) COUNTY OF LAMAR ) KNOW ALL MEN BY THESE PRESENTS, that this Addendum Number One to Employment Agreement dated June 15, 1994, between the Paris Economic Development Corporation, the Lamar County Chamber of Commerce and Gary L. Vest, is made this 16th day of August, 1995, by and between the Paris Economic Development Corporation, by and through its President, Philip R. Cecil, duly authorized, hereinafter called PEDC, the Lamar County Chamber of Commerce, by and through its President, William D. Vaughan, duly authorized, hereinafter called CHAMBER, and Gary L. Vest, hereinafter called VEST. WlTNESSETH It is hereby mutually agreed by and among PEDC, CHAMBER and VEST that the following paragraphs be amended to read as follows: SECTION 3. Compensations "PEDC and CHAMBER shall pay VEST a salary, before required deductions, of not less than $5,687.50 per month, payable monthly. All such compensation shall be subject to the customary withholding tax, Social Security tax, and other employment or payroll taxes as may be required and provided by the United States of America or the State of Texas." SECTION 15. PEDC's Contribution "PEDC agrees to pay to CHAMBER $26,250.00 annually to fund its agreed proportional one-third (1/3) of VEST's compensation. Such payment shall be paid monthly on or before the 196 first day of each month in the amount of $2,187.50." EXECUTED on the 16th day of August, 1995. PARIS ECONOMIC DEVELOPMENT CORPORATION By: Philip R. Cecil, President ATTEST: Richard M. Amis, Secretary APPROVED AS TO FORM: T. K. Haynes, City Attorney LAMAR COUNTY CHAMBER OF COMMERCE By: William D. Vaughan, President ATTEST: George Struve, Secretary Gary L. Vest 197 STATE OF TEXAS ) ) COUNTY OF LAMAR ) ' BEFORE ME, the undersigned authority, on this day personally appeared Philip R. -- Cecil, President, Paris Economic Development Corporation, known to me to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that he executed the same for the purposes and consideration therein expressed and in the capacity therein stated. GIVEN UNDER MY HAND AND SEAL OF OFFICE, this __ day of August, 1995. Notary Public, State of Texas STATE OF TEXAS ) ) COUNTY OF LAMAR ) BEFORE ME, the undersigned authority, on this day personally appeared WILLIAM D. VAUGHAN, President, Lamar County Chamber of Commerce, known to me to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that he executed the same for the purposes and consideration therein expressed and in the capacity therein stated. GIVEN UNDER MY HAND AND SEAL OF OFFICE, this __ day of August, 1995. Notary Public, .State of Texas STATE OF TEXAS ) ) COUNTY OF LAMAR ) BEFORE ME, the undersigned authority, on this day personally appeared GARY L. VEST, known to me to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that he executed the same for the purposes and consideration therein expressed. GIVEN UNDER MY HAND AND SEAL OF OFFICE, this __ day of August, 1995. Notary Public, State of Texas -- Boardmember Curtis Fendley made a motion, seconded by Boardmember Williams, that the resolution be adopted. The motion carried unanimously. President Cecil advised that the next agenda item was an action item in connection with Prospect #08-101-95. Discussion by board members was, subject to approval by the bank group, that P.E.D.C. agree to build and lease back this building through a lease/purchase agreement subject to negotiation of lease terms and building specifications including building height and lease breakdown. The second motion would be authorizing the Board's participation subject to approval by the banks and authorizing 198 Corporation to the extent of $62,500.00 in the working capital portion of this loan. Boardmember Amis made a motion that we provide assistance to Prospect #08-101-95, which was seconded by Boardmember Curtis Fendley. Resolution No. 95-014,-providing assistance to Prospect #08-101-95 including the 20,000 square building, a three year lease/purchase at cost of land and building and $62,500.00 to the Northeast Texas Economic Development Corporation conditioned upon the bank group making their loan was presented. RESOLUTION NO. 95-016 WHEREAS, the Paris Economic Development Corporation, hereinafter called PEDC, has received a request for assistance from Prospect No. 08-101-95, Bits International Company dba Bitco, hereinafter called Bitco, and it is deemed appropriate that such assistance be provided; NOW, THEREFORE, BE IT RESOLVED BY THE PARIS ECONOMIC DEVELOPMENT CORPORATION, that the request for assistance from Bitco be, and the same is hereby, granted as follows: 1. PEDC shall construct and furnish to Bitco upon a building site furnished by PEDC and agreed to by Bitco a 20,000 square foot building containing side walls of at least 16 feet, in accordance with specifications agreed to by PEDC and Bitco, upon a lease purchase agreement at PEDC's cost for a term of approximately three (3) years, or as otherwise negotiated; and 2. PEDC shall contribute $62,500.00, as PEDC's twenty-five percent (25 %) share of the total loan by Northeast Texas Economic Development District, hereinafter called NETEDD, to Bitco, such PEDC contribution shall be secured by irrevocable letter of credit or Certificate of Deposit; all of which is conditioned upon the loan in the amount of $250,000.00 being made by NETEDD, and the master loan in the amount of approximately $350,000.00 being made by the local participating banks as a 7(a) Small Business Administration (SBA) Loan to Bitco. PASSED AND ADOPTED this 16th day of August, 1995. Philip R. Cecil, President ATTEST: Richard M. Amis, 'Secretary-Treasurer APPROVED AS TO FORM: , T. K. Haynes, City' Attorney 199 The motion carried unanimously and the resolution was adopted. President Cecil asked if there was any other.business and there being none he declared the board meeting adjourned. PRESENT PHILIP CECIL ATTEST: ASSISTANT CITY CLERK, BARBARA DENNY