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1996-06-12-PEDC 229 MINUTES OF THE PARIS ECONOMIC DEVELOPMENT CORPORATION ANNUALMEETING - June 12, 1996 The Paris Economic Development Corporation met in their annual meeting on Wednesday, June 12, 1996, 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 and Barney Bray. Also present were ex-officio boardmembers, Judge Chuck Superville, Ike Jewett, Bobby Walters, Dr. Marshall Dougherty, City Manager Michael E. Malone, and City Attorney T. K. Haynes. Also, Mr. Gary Vest and Mr. Michael R. Rhodes were present at this meeting. President Cecil stated that there was a quorum present for this meeting. President Cecil stated in connection with Agenda Item No. 7-D the board will discuss this item at this meeting in order to clarify some timing items but action cannot be taken due to the three-fourths voting requirement. 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 were none. President Cecil stated since there were no corrections or additions to these minutes they stood approved as presented. President Cecil asked Mr. Gene Anderson, Director of Finance, to give the financial report. Mr. Anderson gave the May report. Mr. Cecil called for questiqns and there were none. Boardmember Dick Amis made a motion, seconded by Boardmember Bray that the report be approved as presented. The motion carried unanimously. President Cecil stated that there would not be a President's Report given at this time. 230 President Cecil asked Mr. Vest to make his report. Mr. Vest advised that due to advertising they had received forty-three responses since the last meeting. Mr. Vest said he has been devoting a large amount' of time to the state legislation that effects our economic development incentives. Mr. Cecil said at the last meeting the Board had approved payment to help defray the cost of a study to counteract this proposal. Mr. Vest said that this study was currently underway at this time. President Cecil noted that the City Engineer could not be in attendance at this meeting. City Attorney Haynes stated that Mr. Smith had asked him to report that the BITCO was nearing final completion and Mr. Smith should be able to give a full report at the July meeting. President Cecil stated that the next item on the agenda was consideration of and action approving the Annual Plan of Work outlining the activities, tasks, projects and program to be undertaken by the Board during the fiscal year 1996/1997. Mr. Vest gave copies of the report which contained the Annual Plan of Work and the Overall Economic Development Plan combined to all the Boardmembers and discussed the information. Mr. Cecil stated that he felt that this was a continuation of the program of work which has already been developed with some new items added to it , but it encompasses what has been developed in years passed and carries this forward. Mr. Cecil called for for questions and there was none. Resolution No. 96-004, approving the Annual Plan of Work outlining the activities, tasks, projects and programs to be undertaken by the Board during the fiscal year 1996/1997. Boardmember Barney Bray made a motion seconded by Boardmember Dick Amis that this resolution be adopted, and the Board voted unanimously to adopt the resolution. PARIS ECONOMIC DEVELOPMENT COR2ORATION RESOLUTION NO. 96-004 WHEREAS, the Paris Economic Development Corporation, in keeping with Section 4.03 (4) of its Bylaws, is obligated to develop an annual plan of work outlining the activities, tasks, projects and programs to be undertaken by the Board during the upcoming fiscal year and to deliver the same to the City Manager of the City of Paris on or before June 30 of each year; and, WHEREAS, the annual plan of work attached hereto as Exhibit A is hereby presented by the Director of Economic Development, and it is appropriate that such plan be approved; NOW THEREFORE; BE IT RESOLVED BY THE PARIS ECONOMIC DEVELOPMENT CORPORATION, that the annual plan of work attached hereto as Exhibit A be, and the same is hereby, approved; and, BE IT FURTHER RESOLVED, that the Director of Economic Development be, and he is hereby, directed to deliver the annual plan of work to the City Manager of the City of Paris. 231 PASSED AND ADOPTED this 12th day of June, 1996. Philip R. Cecil, President ATTEST: Richard M. Amis, Secretary-Treasurer APPROVED AS TO FORM: T. K. Haynes, City Attomey 232 Program of Work 1996-1997 Paris Economic Development Corporation 233 TABLE OF CONTENTS . Mission Statement · Charge of Paris City Council · PEDC Overall Economic Development Program · 1996-1997 Program of Work: Goals, Objectives, and Actions Goal I - Public Relations Goal II - Recruih~ent/Marketing Materials Goal III -.Recruitment/Retention and Expansion Goal IV - Community Development · Projects . Budget for 1996-1997 · Marketing Program 234 Mission Statement PARIS ECONOMIC DEVELOPMENT CORPORATION TO PLAN, PROMOTE, FINANCE, AND CONSTRUCT OPPORTUNITIES FOR THE RETENTION, GROWTH, AND ATTRACTION OF BUSINESS THAT ENHANCE THE LEVEL OF EMPLOYMENT, THE ECONOMIC BASE AND QUALITY OF LIFE IN PARIS AND LAMAR COUNTY, TEXAS Goal I. Public Relations: Develop a public relations program to solicit local support of projects and programs of PEDC. Goal II. Recruitment/Marketing Materials: Develop a marketing campaign that specifically addresses the locational advantages and positive aspects of Paris as a site for manufacturing, distribution, and service type facilities. Goal III. Recruitment/Retention and Expansion: Establish a comprehensive indush'ial recruitment program including retention and expansion of existing industrial sector jobs. Goal IV. Community Development: Support community development by enhancing the local infrastructure to support industry, and providing educational opportunities and training to enhance the local workforce. 235 COUNCIL CHARGE PARIS ECONOMIC DEVELOPMENT CORPORATION Definition: To entrust or burden with; to command, instruct, or exhort with right or authority; to impose a task or responsibilities on. The Pazis City Council charges the directors of the Paris Economic Development Corporation (PEDC) with the following reponsibilities and actions: . To focus aIl Corporation endeavors on implementation of the Mission Statement of the PEDC. · To operate only in a manner consistent with all federal, state, and local laws. · To follow and implement the "501 (c) (3) Operational Guidelines" with the advice and counsel of the City Attorney of the City of Paris. @ · To follow the Council "Policy Directives" for the PEDC in carrying out the Council Charge.@ · To take all actions identified in the "Critical Path of Start-up." @ · To complete a "Strategic Plan" following the guidelines of the "Strategic Plan Process" by May 31, 1994. . To clearly delineate in writing the roles of other community organizations in assisting the PEDC in carrying out the Council Charge. · To the very best of the Board's ability, make decisions that are the best legal, ethical, and long-term economic interests of the overall community of Paris. . To encourage employment growth in all segments of the Paris citizenry without regard to race, creed, sex, or age. · To develop a comprehensive business incentive package and project approval criteria for adoption of the Paris City Council. · To follow the guidelines set out in the incentive package and project approval criteria. . @ Resource Manual Prepared by Day and Associates for the PEDC 236 PARIS ECONOMIC DEVELOPMENT CORPORATION OVERALL ECONOMIC DEVELOPMENT PROGRAM Pursuant to the voters of Paris desires expressed in the May, 1993, election, the Paris City Council created the Paris Economic Development Corporation (PEDC). The charge of the Paris City Council was simple in statement: To develop a comprehensive business incentive paekage with approval criteria that would encourage employment growth, focusing all endeavors on the implementation of the Mission Statement. However, an overall economic development program is anything but simple. Economic development, in the fullest sense, is a mix of bringing money (new dollars) and investment into the City. The PEDC Program of Work develops specific actions and programs that take advantage of Paris' strengths and mitigate weaknesses in order to accomplish the Council's charge. It focuses the activities of the PEDC by concentrating on those programs that have the best chance of succeeding. The Program of Work involves the process of: · Establishing goals and objectives; . Concentrating on limited issues; · Developing general policy recommendations; and . Implementing specific actions. Integral to the process of selecting goals and objectives is the acknowledgment that there are restraints on the program and activities selected for inclusion. Besides the legal restrictions that dictate how the sales tax revenues can be spent, there is the reality that to be successful the efforts of the Corporation must be targeted. This program is founded on the retention, expansion, and attraction of industrial/manufacturing activity because that economic sector offers Paris the best potential to expand and diversify its economic base - thereby creating and upgrading job opportunities and the Paris quality of life. 237 The long term commitment to economic development shotdd be focused in the following area: · The retention and expansion of existing industry. · The marketing of Paris to recruit new industry. · The development of the community's infrastructure to support industry. · The development of public sentiment and support for the projects of the PEDC. GOAL I. Public Relations Develop a public relations program to solicit local support of projects and programs of the PEDC. OBJECTIVE To educate and inform the Paris general public as to the need and benefit of PEDC projects and programs. ACTIONS Positive interaction with all local media through explanation of actions by Board Members, availability for the interviews, serve as guest columnist for newspaper. Conduct and support community wide visioning. Utilize outside consultant groups if necessary. Coordinate with the Public Affairs Committee of the Chamber of Commerce. Utilize local labor organizations for communications. Direct communications with local minority leadership and special interest groups. 238 GOAL I. Public Relations (continued) OBJECTIVE Present a unified and focused effort of the community for economic growth. ACTIONS Presentation to local and area civic clubs and organizations. Interact with other area economic development agencies and groups. Encourage individual salesmanship through local Parisian entrepreneurs and existing businesses. GOAL II. Recruitment/Marketing Materials Develop a marketing campaign that specifically addresses the locational advantages and positive aspects of Paris as a site for manufacturing, distribution, and service type facilities. OBJECTIVE Gain regional, state, and national recognition of the positive aspects of doing business in Paris. ACTIONS Coordinate with the Chamber of Commerce Marketing Committee to publish brochures that promote Paris. Develop advertising materials to be used in magazines, newspapers, billboards, and direct mail. Participate in promotional activities such as those supported by the Texas Marketing Team. Participate in the Texas International Reception. 239 Participate in the Texas Economic Development Council. Participate in the North East Texas Economic Developers Roundtable. -- Participate in the American Economic Development Council. GOAL II. Recruitment/Marketing Materials (continued) '. ACTIONS Work in close cooperation with industrial allies, such as TU Electric, Lone Star Gas, Railroads, Texas Department of Agriculture, and the Texas Department of Commerce. Develop an industrial allies appreciation day. Establish relationship with state and national legislature to influence decisions that affect economic development and enhance the local and state business climate. Have Paris recognized as a Lone Star City. Participate in select target market Trade Shows. Participate in the American Chambers of Commerce Researchers Association (ACCRA) Cost of Living Survey. Participate in the ACCRA Community Profile Program. Maintain a Home Page for PEDC on the Internet. __ Participate in the Texas Department of Commerce Community Profile Program. Utilize the Texas Department of Commerce Program Texas One. 240 GOAL III. Recruitment/Retention and Expansion Establish a comprehensive industrial recruitment program including retention and expansion of existing industrial sector jobs. OBJECTIVE Attraction of new industrial jobs while retaining and expanding the currently existing industrial base. ACTIONS Contact prospective industries for facility locations in Paris. Develop target industry groups. Acquire necessary directories for prospecting activities. Develop a library of statistical and demographic information, on Paris and its trade area. Participate with the Chamber of Commerce Industrial Managers Group. Recognize local industries for expansion, growth, and outstanding contribution to the Paris economy. Initiate a program of personal visitation by PEDC to local industries. Solicit Parisians to make personal calls on corporate headquarters of existing indush'y and prospective industry. ACTIONS Work with the Chamber of Commerce to publish and distribute a directory of Paris and Lamar County manufacturers. Utilize survey of existing industry to develop prospect list. Leverage PEDC funds to finance industrial projects. Explore all development options that could affect the Paris economy such as tourism attraction projects, retail, and wholesale development. Utilize staff to effectively carry out all economic development functions of the PEDC. 241 GOAL IV. Community Development Support community development by enhancing the local infrastructure to support industry, and by providing educational opportunities and training to enhance the local workforce. OBJECTIVE Provide necessary support systems to entice industry and provide a trained and ready workforce. ACTIONS Support the improvement and preservation of transportation access into Paris, ground, rail, and air. Develop industrial sites for prospective industry: cleared, identified, with development plans. Carry out construction of a model building to attract prospective industry. Coordinate industry training needs with local school districts and Paris Junior College. Support the Texas Workforce Commission and the Local Workforce Development Board in providing training and assistance to the Paris' area workforce. Promote the Smart Jobs Program to Paris and Lamar County industries. Promote the Skills Development Fund to Finance training of Paris area technical workforce. Promote the Paris Enterprise Zone as a locational Incentive. Utilize the tax abatement incentive program as defined by the City of Paris. Promote the "Freeport Exemption" of taxes on goods in transit as a locational incentive. Encourage local industry and employers to utilize the Job Training Partnership Act to facilitate training of new employers. 242 PEDC Industrial Projects 1.) Organizational Structure by Day & Associates ° Mission Statement ° Charge from Council ° Articles of Incorpmation ° Bylaws ° Strategies Planning Process ° Critical Path Start-up ° 501 (c) (3) Operational Guidelines 2.) Pace Group ° Flexible Incentive Program ° Business and Retention Program 3.) Chamber Contract ° Staff Services 4.) B&W Sewer Line ° 208' of 8" sanitary sewer ° 1,890' of 15" sanitary sewer ° Crossing under railroad 5.) Soup Street Project ° 80,000 lb. Capacity reinforced ° concrete roadway 6.) Land Purchase °16.66 acres in NW Industrial Park from Tom Westbrooks on request from Paris Industrial Foundation 7.) Support of East Texas Gulf Highway Association - Green Carpet Memorial Route 8.) Improvement to Industrial Drive resurfacing of entry street to NW Industrial Park and T&K Machine 9.) Site in NW Industrial Park ° 16 acres for Model Building ° Clearing of NW Industrial Park in conjunction with the Paris Industrial Foundation 243 10.) Electro Mechanical Technology Program ° Paris Junior College ~ 2 year funding , ° Year 1 ~ $105,000 ° Year2 ~$45,000 · 11.) Bitco - Bits International Company Construction of Manufacturing Facility on NW Loop 286 12.) Established a Revolving Loan Fund for local business and industry loans through the Northeast Texas Economic Development District 13.) Improvement to Cox Field in conjunction with TxDot Airport Improvement Grant Program 14.) Support of a study by Texas A&M University and the Texas Economic Development Council on the effectiveness of the Economic Development Sales Tax 15.) Acquisition of the Texas Northeastern Railroad right-of-way to preserve for Rail Banking P.E.D.C. BUDGET 1996-1997 Balance Forward 10/1/96 $ 495,220.00 Budget Revenue: $ 770,000.00 Sales Tax $ 15,000.00 Interest Total Revenue $ 785,000.00 Total Resources $ 1,280,220.00 Budget Expenditures: New Industry Projects $ 436,685.00 Existing Industry Projects $ 436,685.00 Cox Field Project $ 213,500.00 Compensation-Chamber CEO $ 27,600.00 Compensation-Chamber Asst. $ 36,750.00 Promotional-Advertising $ 77,000.00 Travel Expenses $ 5,000.00 Office Expenses $ 12,000.00 , ServiceS Provided By City $ 25,000.00 Contingency $ 10,000.00 Total Expenditures $ 1,280,220.00 244 PEDC Marketing Program 1996-1997 Strategy The Paris Economic Development Corporation Marketing Program is a multifaceted effort to support the Mission Statement. The primary goal is prospect development through inquiry generation and image building. Target industry groups will be reached through participation in trade shows, direct mail, advertising, and personal solicitation. Additional prospect development will be accomplished through cooperative efforts wfth the econorrdc development departments of TU Electric, Lone Star Gas, The Texas Department of Cormnerce, The Texas Department of Agriculture, and the Texas Marketing Team. Theme In Paris, France they say "Oui"-In Paris, Texas we say "We" And they both mean yes for business! Do business in our Paris. PEDC other advertising materials include testimonials of existing industry, association with local recognized corporate names, a central geographic location, the rural advantages, etc. Communication Objectives Recognition of Paris as a viable industrial location Make the selection short list for site searches Objectives Expand existing economic and industrial base Expand employment opportunities community Attract new industrial sector jobs 245 PEDC Marketing Program Reference Materials Annual Subscription Ward's Business Directory $ 2080.84 Texas Directory of Manufacturers 170.00 Manufacturing USA, Gale Research 160.00 Encyclopedia of American Indush'ies 250.00 American Chamber of Commerce Researchers 75.00 Association (ACCRA)-Community Profiles Cost of Living Survey Directory of Leading Texas Companies 40.00 Standard Industrial Classification Manual 150.00 The Perryman Texas Letter 119.00 Sales and Marketing Management 130.00 Pacesetter Publications 45.00 TEDC Training Manuel (update) 40.00 Handbook on Economic Development Laws 80.00 Misc. Mailing Lists- i.e. Economic Research Council 1,500.00 Sub-total 4,839.84 Association Dues Texas Research League 275.00 American Economic Development Council 250.00 Development Council 100.00 Southern Economic Texas Economic Development Council 5 PEDC Members @ $65 325.00 Mike Malone, T.K. Haynes, Gary Vest & David Smith @ $95 380.00 Texas Marketing Team 2,000.00 North East Texas Economic Developer's Roundtable 60.00 Sub-total 3,390.00 Total 8,229.84 246 PEDC Advertising 1995-1996 Publication Ad Description Issue Cost Budjet '96-'97 Area Development 1/2 page island Oct. '95 $ 2,669.00 $ 10,000.00 1/3 page square Nov. '95 1,831.75 1/2 page island Dec. '95 2,780.00 1/3 page square March' '96 1,959.25 Buss. Facilities TEDC ISSUE Nov. '95 1,800.00 4000.00 1/3 page square Jan. '96 1,949.05 Expansion 1/3 page square Feb. '96 1,644.75 5000.00 Hemisphere 1/4 page Sept. '95 1,360.00 3000.00 1/3 page square Winter '96 1,785.00 Ind. Machinery Dig. Dec. '95 700.00 0.00 - WEDA Outlook Texas film 75.00 3500.00 full page Spring '96 3,400.00 Outlook America full page Fall '95 2,550.00 Plants, Sites & Parks 1/4 page Oct. '95 1,534.25 5000.00 1/3 page square Nov. '95 2,260.00 Site Selection 1/3 page island Oct. '95 1,831.75 4000.00 1/3 page island Dec. '95 1,831.75 U.S. Real Eslate Reg. 1/3 page Oct. '95 870.00 870.00 U.S. Sites full page & 1/4 March '96 2,400.00 0.00 Southern Business full page Nov. '95 2,646.00 5500.00 Paris News legal notice 136.85 750.00 $ 34,648.40 $411,620.00 247 In Paris, France they say "Oui" In Paris, Texas we say "We" And they both mean yes for businesses! In Paris, Texas we speak the universal language of smart business. You'll find.a very pro-business attitude that will ensure your expansion or relocation is a smooth one. Call Gary Vest at: 1-800-PARIS, TX 1652 Clarksville Street . Paris, Texas 75460 Tel. 903-784-2501 Fax: 903-784-2503 248 Vistit the Paris in France for a vacation, but do business in our Paris near Dallas. Lets' eliminate any confusion: If become such a desirable business you're looking for the best business location for lots of reasons, including location in North America, the only free port exemptions enterprise zone Paris you have to know about is in status and tax abatements -- creating Texas. And since we're only about the type of business climate which has 90 miles.northeast of the huge Dallas attracted the Campbell Soup Company, market, its very easy to find us. Philips, Kimberly-Clark and others. When you get here, you'll find a Call us to get the whole, profitable community geared to helping both story on Paris Texas -- we're a lot businesses and families grow. We've closer than the one in France. Contact Gary Vest: 1 800 PARIS TX Fax. 903 784 2503 Paris Economic Development Corporation, 1651 Clarksville St., Paris, Tx 75460 President Cecil stated the next item on the agenda was the Annual Budget for fiscal year 1996/'199'7. Mr. Anderson discussed the proposed 1996/1997 Annual Budget. He said it was in the same format that was used this past year. Mr. Cecil called for questions and there was none. Resolution No. 96-005, approving the Annual Budget for fiscal year 1996/1997. Boardmember Dick Amis made a motion, seconded by Boardmember Barney Bray that this resolution be adopted, and the Board voted unanimously to adopt the resolution. 249 PARIS ECONOMIC DEVELOPMENT CORPORATION RESOLUTION NO. 96-005 WHEREAS, the Paris Economic Development Corporation, in keeping with Section 8.03 of its bylaws, is obligated to have a proposed budget prepared, approved and delivered to the City Manager of the City of Paris on or before June 30 of each year for inclusion in his annual budget to be presented to the City Council in accordance with the Charter of the City of Paris; and, WHEREAS, the budget attached hereto as Exhibit A is hereby presented by the Secretary-Treasurer, and it is appropriate that such budget be approved; NOW THEREFORE; BE IT RESOLVED BY THE PARIS ECONOMIC DEVELOPMENT CORPORATION, that the budget attached hereto as Exhibit A be, and the same is hereby, approved; and, BE IT FURTHER RESOLVED, that the Secretary-Treasurer be, and he is hereby, directed to deliver the budget attached hereto as Exhibit A to the City Manager of the City of Paris for inclusion in his annual budget to be presented to the City Council in accordance with the Charter of the City of Paris. PASSED AND ADOPTED this 12th day of June, 1996. Philip R. Cecil, President ATTEST: Richard M. Amis, Secretary-Treasurer APPROVED AS TO FORM: T. K. Haynes, City Attorney 250 P.E.D.C. BUDGET 1996-97 Balance Forward 10-1-96 $ 495,220. Budget Revenue: Sales Tax $ 770,000 Interest 15,000 Total Revenue 785,000. Total Resources $1,280,220. Budgeted Expenditures: New Indust Projects $ 436,685 Existing Industry Projects 436,685 Cox Field Project 213,500 Compensation-Chamber CEO 27,600 Compensation-Chamber Asst. 36,750 Promotional-Advertising 77,000 Travel Expenses 5,000 Office Expenses 12,000 Services Provided By City 25,000 Contingency 10,000 Total Expenditures $1;280,220. EXHIBIT A President Cecil asked City Attorney T. K. Haynes to discuss the agenda item relating to Addendum No. One of the BITCO lease. Mr. Haynes stated that there was some areas of the law that needed to be added into the lease contract with BITCO. He said these changes have not been discussed with BITCO and would need Board approval prior to the discussion of the changes. After discussing the changes, City Attorney Haynes read the resolution. Resolution 96-006, authorizing the execution of Addendum No. One to lease with Purchase Option dated November 15, 1995, between the Paris Economic Development Corporation and Bits International Company, dba Bitco. 251 PARIS ECONOMIC DEVELOPMENT CORPORATION RESOLUTION NO. 96-006 WHEREAS, the Paris Economic Development Corporation did heretofore, on the 20th day of November, 1995, in Resolution No. 95-018, authorize the execution of a Lease with Purchase Option with Bits International Company, dba Bitco; and, WHEREAS, the terms of said Lease are in need of revision, and an Addendum Number One to Lease with Purchase Option dated November 15, 1995, in the form attached hereto as Exhibit A, should, in all things, be approved, and the President of the Paris Economic Development Corporation, Philip R. Cecil, should be authorized to execute the same; NOW, THEREFORE, BE IT RESOLVED BY THE PARIS ECONOMIC DEVELOPMENT CORPORATION, that the form of Addendum Number One to Lease with Purchase Option dated November 15, 1995, 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 Lease with Purchase Option dated November 15, 1995, under the terms and conditions and in the form shown in Exhibit A, attached hereto. PASSED AND ADOPTED this 12th day of June, 1996. Philip R. Cecil, President ATTEST: Richard M. Amis, Secretary-Treasurer APPROVED AS .TO FORM: T. K. Haynes, City Attorney 252 ADDENDUM NUMBER ONE TO LEASE WITH PURCHASE OPTION DATED NOVEMBER 15, 1995, BETWEEN THE PARIS ECONOMIC DEVELOPMENT CORPORATION AND BITS INTERNATIONAL COMPANY, DBA BITCO STATE OF TEXAS ) ) COUNTY OF LAMAR ) KNOW ALL MEN BY THESE PRESENTS, that this Addendum Number One to Lease with Purchase Option dated November 15, 1995, between the Paris Economic Development Corporation and Bits International Company, dba Bitco, is made this 12th day of June, 1996, by and between the PARIS ECONOMIC DEVELOPMENT CORPORATION, by and through its President, Philip R. Cecil, duly authorized, hereinafter called PEDC, and BITS INTERNATIONAL COMPANY, dba BITCO, by and through its President, Charles D. Rhoades, duly authorized, hereinafter called BITCO. WITNESSETH It is hereby mutually agreed by and between PEDC and BITCO that Paragraph 2 of the Lease with Purchase Option be amended to read as follows: "2. That this Lease is subject to all the terms, provisions and conditions of the deed of conveyance of such premises from the Paris, Texas Industrial Foundation, Inc., dated January 4, 1996, and recorded in Volume 580, Page 1, Deed Records, Lamar County, Texas, to which reference is made for all necessary purposes. This Lease is further subject to all applicable provisions of the Development Corporation Act of 1979." 1 EXHIBIT A 253 EXECUTED on the 12th day of June, 1996. PARIS ECONOMIC DEVELOPMENT CORPORATION By: Philip R. Cecil, President ATTEST: Richard M. Amis, Secretary APPROVED AS TO FORM: T. K. Haynes, City Attorney BITS INTERNATIONAL COMPANY, dba BITCO -- By: Charles D. Rhoades, President ATTEST: C. David Rhoades, Secretary STATE OF TEXAS ) ) COUNTY OF LAMAR ) BEFORE ME, the undersigned authority, on this day personally appeared PHILIP R. CECIL, President of the 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. 2 254 GIVEN UNDER MY HAND AND SEAL OF OFFICE, this __ day of June, 1996. Notary Public, State of Texas STATE OF ) ) COUNTY OF ) BEFORE ME, the undersigned authority, on this day personally appeared CHARLES D. RHOADES, President of Bits International Company, dba Bltco, 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 , 1996. Notary Public, State of Boardmember Dick Amis made a motion, seconded by Boardmember Barney Bray that this resolution be adopted, and the Board voted unanimously to adopt the resolution. President Cecil stated in relation to the election of officers there has been a slight problem, and under Agenda Item 7-D there is consideration of amending the Bylaws to accommodate the timing. He stated that the Bylaws state that at the Annual Meeting held in June officers will be elected, and in another paragraph the Bylaws state that the officers will serve from July to July which creates a problem. He stated no action can be taken on Agenda Item 7-D due to the requirement that three-fourths of the Board must be present. He asked the City Attorney to discuss this item. Mr. Haynes discussed Section 4.05 and stated that it did not seem appropriate to elect officers until the boardmembers have been seated although all the other items under Section 4.05 are appropriate. He also discussed Section 5.01 relating to the annual meeting and the election of officers. He said that the amendment that is prepared removes the election of officers, and in Section 6.02 they have added officers shall be elected at the first regular meeting following July 20th of each year in order that the newly appointed persons would have the opportunity to vote for officers, or have the opportunity to serve as officers. President Cecil stated that at the July meeting which the Board is going to reschedule to July 24th, the Board will swear in the new members to the Board, and then the election of officers for the next year will be held at that meeting. Mr. Haynes stated that due to the fact that there are not enough members in attendance at this meeting to approve this resolution, on the next agenda this item would be the first action item which would occur prior to the election of officers. Mr. Cecil asked the City Attorney to be sure this item is placed at the appropriate place on the next agenda. 255 President Cecil stated in order to accommodate agenda item 7-D it will be necessary to reschedule the July meeting. City Attorney Haynes read the resolution: Resolution No. 96-007, rescheduling the regular Wednesday Paris Economic Development Corporation meeting for the month of July to Wednesday, July 24, 1996, due to a scheduling conflict. City Attorney Haynes stated that the Board schedules the meetings for one year and when this is done the July meeting needs to be scheduled after July 20th. Boardmember Barney Bray made a motion, seconded by Boardmember Dick Amis that this resolution be adopted, and the Board voted unanimously to adopt the resolution. PARIS ECONOMIC DEVELOPMENT CORPORATION RESOLUTION NO. 96-007 WHEREAS, due to scheduling conflicts, it is deemed appropriate that the meeting of the Paris Economic Development Corporation scheduled for July 10, 1996, be rescheduled for July 24, 1996; NOW, THEREFORE, BE IT RESOLVED BY THE PARIS ECONOMIC DEVELOPMENT CORPORATION, that the July 10, 1996, meeting be, and the same is hereby, rescheduled for July 24, 1996, at 4:00 p.m. PASSED AND ADOPTED this 12th day of June, 1996. Philip R. Cecil, President ATTEST: Richard M. Amis, Secretary-Treasurer APPROVED AS TO FORM: T. K. Haynes, City Attorney 256 President Cecil asked the City Attorney if he had anything to report. Mr. Haynes 'stated unless a resolution is passed around regarding the Bylaws changes in the form previously discussed by the Board, then this item will be placed early on the agenda at the next meeting, but all it needs is for the signatures to be added in order to pass it around and that will probably be accomplished. President Cecil asked if there was any other business and there being none he declared the board meeting adjourned. PRESIDENT PHILIP CECIL ATTEST: ASSISTANT CITY CLERK, BARBARA DENNY