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HomeMy WebLinkAboutP.R. NO. 25120 APPROVING AN ECONOMIC DEVELOPMENT CONDITIONAL GRANT AGREEMENTBETWEEN THE PORT ARTHUR ECONOMIC DEVELOPMENT CORPORATION AND CENTRAL MALL. Pr EDCEOVNELOOMPI MENT ArCORPORATION ur -----... ._ _ ___ __,.. MEMORANDUM Date: 9/3//2026 To: Honorable Mayor and Members of the City Council Through: Ronald Burton, Port Arthur City Manager From: Krystle Muller, PAEDC Chief Executive Officer RE: P.R. 25120 — A resolution approving an Economic Development Conditional Grant Agreement between the Port Arthur Economic Development Corporation and Central Mall Port Arthur, LLC for an amount not to exceed $1,300,000.00; funds available in EDC Account No. 120-80-625-5478-00-00-000 Introduction: The intent of this Agenda Item is to seek City Council's approval of an Economic Development Conditional Grant Agreement between the Port Arthur Economic Development Corporation ("PAEDC") and Central Mall Port Arthur, LLC for an amount not to exceed $1,300,000.00 Background: Central Mall Port Arthur, LLC ("Central Mall") has submitted a proposal to utilize Economic Development Funds for infrastructure improvements at 3100 Highway 365 in Port Arthur. The PAEDC Board of Directors has concluded that the expenditures found for the infrastructure improvements will promote or develop new or expanded business enterprises to the mall, as well as determined that Central Mall has presented a project qualifying as a Section 4A project as set forth in the Economic Development Act. Central Mall will invest$3,284,282.97 in infrastructure upgrades to the property at 3100 Highway 365. PAEDC will conditionally grant Central Mall $1,300,000.00 on a fully reimbursable basis for the purpose of making qualified exterior infrastructure improvements to the property at 3100 Hwy 365. Budget Impact: $1,300,000.00; funds available in EDC Account No. 120-80-625-5478-00-00-000 Recommendation: It is recommended that the City Council of the City of Port Arthur approve an Economic Development Conditional Grant Agreement between the Port Arthur Economic Development Corporation and Central Mall Port Arthur, LLC for an amount not to exceed$1,300,000.00 P. R. No. 25120 8/28/2026 KVM RESOLUTION NO. A RESOLUTION APPROVING AN ECONOMIC DEVELOPMENT CONDITIONAL GRANT AGREEMENT BETWEEN THE PORT ARTHUR ECONOMIC DEVELOPMENT CORPORATION AND CENTRAL MALL PORT ARTHUR, LLC FOR AN AMOUNT NOT TO EXCEED $1,300,000.00; FUNDS AVAILABLE IN EDC ACCOUNT NO. 120-80-625-5478-00-00-000 WHEREAS, the City Council deems it in the public interest to authorize the Port Arthur Economic Development Corporation ("PAEDC") to enter into an Economic Development Conditional Grant Agreement (the "Agreement") with Central Mall Port Arthur, LLC ("Central Mall"); and WHEREAS, PAEDC has reviewed the proposal presented by Central Mall for exterior infrastructure improvements at 3100 Highway 365 that will attract new and additional businesses to Central Mall; and WHEREAS, the PAEDC Board of Directors has concluded that the expenditures found for the infrastructure improvements will promote or develop new or expanded business enterprises as well as determined that Central Mall has presented a project qualifying as a Section 4A project as set forth in the Economic Development Act; and WHEREAS, PAEDC Board of Directors, at their special Board meeting of August 13, 2026, approved a conditional grant in the amount not to exceed $1,300,000.00 for the purpose of making qualified exterior infrastructure improvements to the property at 3100 Highway 365 including parking lot upgrades, based upon findings of facts of economic benefit as to the development of the property; and WHEREAS, Central Mall will deliver to PAEDC quarterly status reports reflecting the progress of Central Mall exterior improvements including parking lot upgrades, provide proof of $3,284,282.97 improvements made and provide PAEDC certificates of occupancy for the first commercial space and the second commercial space; and WHEREAS,PAEDC,under the terms of the Agreement,and upon evidence of completion of the exterior improvements, will distribute funds to Central Mall on a reimbursement basis as the improvements to the property at 3100 Highway 365 are completed and Certificates of Occupancy for the property are issued as detailed in the Agreement attached hereto as Exhibit «A» NOW THEREFORE,BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PORT ARTHUR,TEXAS: Section 1. That the facts and opinions in the preamble are true and correct. Section 2. That PAEDC is herein authorized to enter into the Agreement with Central Mall Port Arthur, LLC and that the President and Secretary of PAEDC are authorized to sign the Agreement in substantially the same form attached hereto as Exhibit"A". Section 3. That the amount of the conditional grant is $1,300,000.00; funds available in PAEDC Account# 120-80-625-5478-00-00-000. Section 4. That a copy of the caption of this Resolution be spread upon the Minutes of the City Council. READ, ADOPTED AND APPROVED on this day of A.D., 2026, at a Meeting of the City Council of the City of Port Arthur, Texas,by the following vote: AYES: Mayor Councilmembers #2594192 Page 2 NOES: Charlotte Moses,Mayor #2594192 Page 3 ATTEST: Christe Whitley Ned,City Secretary APPROVED: LL-- ICrys ,tl uller,PAEDC Chief Executive Officer APPROVED AS TO FORM: v u oo s` ,PAEDC Attorney APPROVED AS TO FORM: Roxann Pais Cotroneo, City Attorney APP VED AS TO AVAILABILITY OF FUNDS: ndit Boswell, Finance Director N2594192 Page' Exhibit "A" #2594192 Page 4 ECONOMIC DEVELOPMENT CONDITIONAL GRANT AGREEMENT BETWEEN THE CITY OF PORT ARTHUR SECTION 4A ECONOMIC DEVELOPMENT CORPORATION AND CENTRAL MALL PORT ARTHUR, LLC Recitals WHEREAS, Central Mall Port Arthur, LLC ("Central Mall" or "Incentive Recipient") desires to develop property(the "Property") located on Highway 365 in Port Arthur,Texas for the construction of exterior improvements including parking lot upgrades; and WHEREAS, §501.103, Texas Local Government Code authorizes expenditures on infrastructure by the City of Port Arthur Section 4A Economic Development Corporation ("PAEDC")if the PAEDC Board finds the expenditure"to be required or suitable for infrastructure necessary to promote or develop new or expanded business enterprises," and WHEREAS, on July 20, 2026 following presentation of facts contained in Exhibit "A," the PAEDC Board found that the facts reasonably support the finding that the Central Mall exterior improvements including parking lot upgrades (the "Project") will attract additional businesses to Central Mall including, but not limited to, two (2) or more tenants to lease space in the Project; and WHEREAS, the PAEDC Board approved an economic development conditional grant to Central Mall to make necessary Central Mall exterior improvements including parking lot upgrades to the Property; and WHEREAS,the PAEDC and Central Mall desire to set forth in this Agreement the terms and conditions for PAEDC's conditional grant payments for the Central Mall exterior improvements including parking lot upgrades to the Property. NOW THEREFORE,the parties agree as follows: AGREEMENT DATES AGREEMENT START DATE 1. This Economic Development Conditional Grant Agreement(the "Agreement") is entered into with an effective date of , 2026, but in no case later than 2026, by and between the City of Port Arthur Section 4A Economic Development Corporation("PAEDC") and Incentive Recipient. AGREEMENT END DATE 2. This Agreement expires 30 days after Incentive Recipient either performs fully or breaches the Agreement, subject to earlier termination or extension, voluntary or involuntary, as provided herein. PARTIES 3. Port Arthur Economic Development Corporation ("PAEDC"), located at 501 Procter Street, Port Arthur, Texas 77640, is a corporation. It is duly authorized to do business in the State of Texas under Chapter 501, 504 Texas Local Government Code (the "Act" or "Development Corporation Act") and duly authorized by Resolution of the City Council of the City of Port Arthur to enter into this Agreement. So authorized and as provided by the PAEDC bylaws, the President and Secretary of the PAEDC Board have the authority to execute this Agreement. 4. Central Mall.,located at 3100 Highway 365,Port Arthur, Texas 77642. Attn: CONDITIONS PRECEDENT 5. This Agreement has no legal consequences unless and until: a. Both the PAEDC Board and the City of Port Arthur City Council approve the Agreement in its final form; and b. Incentive Recipient delivers to PAEDC quarterly status reports reflecting the progress of Central Mall exterior improvements including parking lot upgrades, provides proof of $3,284,282.97 improvements made and provides PAEDC certificates of occupancy for the first commercial space and the second commercial space. PROMISED PERFORMANCE 6. The parties agree to perform as follows: a. Performance by PAEDC i. PAEDC shall conditionally grant Incentive Recipient not to exceed $1,300,000.00 on a fully reimbursable basis for the purpose of making qualified Central Mall exterior improvements including parking lot upgrades for the construction of the Project; ii. Incentive Recipient will provide PAEDC evidence of completion of the Central Mall exterior improvements including parking lot upgrades and upon receipt PAEDC will reimburse Incentive Recipient one hundred percent(100%) of the Conditional Grant; #2584921 Page 2 Pr iii. Incentive Recipient will provide PAEDC a Certificate of Occupancy for two commercial spaces in order to receive the full incentive amount. These are PAEDC's only obligations. b. Performance by Incentive Recipient i. Incentive Recipient shall make Central Mall exterior improvements including parking lot upgrades to the Project as outlined in the Grant Application referenced in Exhibit"B." ii. Incentive Recipient shall provide PAEDC with quarterly reports detailing the progress of the Central Mall exterior improvements including parking lot upgrades. iii. Incentive Recipient shall provide PAEDC certificates of occupancy for the first commercial space and the second commercial space in order to receive the reimbursable grant amount. iv. Incentive Recipient shall use its best efforts to hire architect(s), engineer(s), and general subcontractor(s)from the Nine-County Southeast Texas Region for the construction of the improvements; v. Incentive Recipient will use its best efforts to ensure that Port Arthur,Texas residents are hired for the construction of the Improvements to the maximum extent feasible. vi. Incentive Recipient must complete the Central Mall exterior improvements including parking lot upgrades and receive certificate of occupancy for each retail space in Section 6.a. above within 24 months from the date this Agreement is executed. vii. On written demand by PAEDC and in response to Incentive Recipient's failure to achieve a performance milestone, Incentive Recipient shall provide PAEDC within 10 business days following receipt of such written demand with assurances that it has both the intention and capabilities to perform fully its Agreement dual obligations. INCENTIVE RECIPIENT'S PERFORMANCE MILESTONE SCHEDULE 7. Although failure to achieve a performance milestone is not a breach of Agreement,a failure is grounds for PAEDC to demand reasonable assurances' from Incentive Recipient that it can and will fully perform its Contractual obligations. Failure to provide demanded assurances is a breach of Agreement. Examples of reasonable assurances are copies of pending Agreement s and commitment letters. #258492I Page 3 PF PAEDC's CONDITIONAL OBLIGATIONS AND LIMITED LIABILITY 8. The PAEDC's sole liability/obligations, if any, shall be to Incentive Recipient and shall be limited to the conditional incentive obligations detailed in this Agreement. The PAEDC shall not be liable, in Agreement or otherwise, to Incentive Recipient, or to any person or entity claiming by or through Incentive Recipient, for any expense, expenditure or cost incurred by or on behalf of Incentive Recipient related to the construction of the Improvements made the basis of this Agreement. LIQUIDATED DAMAGES FOR BREACH OF AGREEMENT BY INCENTIVE RECIPIENT. 9. In the event Incentive Recipient breaches this Agreement or does not fulfill its obligation to complete Central Mall exterior improvements including parking lot upgrades in order to provide PAEDC certificates of occupancy, Incentive Recipient will not be reimbursed for costs incurred by them for Central Mall exterior improvements including parking lot upgrades. 10. It is expressly understood and agreed by the parties that any right or remedy shall not preclude the exercise of any other right or remedy under this Agreement or under any provision of law, nor shall any action taken in the exercise of any right or remedy be deemed a waiver of any other rights or remedies. Failure to exercise any right or remedy hereunder shall not constitute a waiver of the right to exercise that or any other right or remedy at any time. RECORDS/INSPECTION/PAEDC AUDIT 11. Incentive Recipient shall maintain records as necessary to allow the PAEDC to audit in compliance with this Agreement and the representations and warranties contained herein and in Incentive Recipient's application. 12. Incentive Recipient shall give the PAEDC, or any of its duly authorized representatives, access to and right to examine all books, accounts, records, reports, files and other papers, things or property belonging to or in use by Incentive Recipient pertaining to this Agreement. Such rights to access shall continue as long as the records are maintained by Incentive Recipient. Incentive Recipient agrees to maintain such records in an accessible location. Driver's license information is appropriate for interim reporting of Port Arthur residents hired. The reporting objective is to include documentation necessary for PAEDC to verify Incentive Recipient's reports without further outside inquiry. 13. All records pertinent to this Agreement shall be retained by Incentive Recipient at least three (3) years following the date of termination of this Agreement, whether said termination is a result of default or whether said termination is a result of final submission of a close out report by Incentive Recipient detailing Incentive Recipient's compliance with its obligations provided herein. Further, in the event any litigation, claim or audit arising out of or related to this Agreement is instituted before the expiration of the three (3) year period and extends beyond the three (3) year period, the records will be maintained until #258492I Page 4 all litigation, claims, or audit findings involving this Agreement and the records made the basis of same has been resolved. 14. Upon written request,Incentive Recipient shall provide PAEDC with all reports reasonably necessary for PAEDC to comply with the Development Corporation Act. 15. It is expressly understood and agreed by the parties hereto that if Incentive Recipient fails to submit to PAEDC in a timely and satisfactory manner any report required by this Agreement,PAEDC,may at its sole discretion,demand assurances that Incentive Recipient can and will fully perform its Contractual obligations. If Incentive Recipient fails to provide adequate assurances in ten(10)business days then Incentive Recipient is in breach and PAEDC is not obligated to reimburse Incentive Recipient for expenses incurred for Central Mall exterior improvements including parking lot upgrades. 16. The PAEDC reserves the right, from time to time, to carry out field inspections/audits to ensure compliance with the requirements of this Agreement. After completion of any such audit, the PAEDC, at its option, may provide Incentive Recipient with a written report of the audit findings. If the audit report details deficiencies in Incentive Recipient performance under the terms and conditions of this Agreement,the PAEDC may establish requirements for the timely correction of any such deficiencies by Incentive Recipient. HOLD HARMLESS 17. INCENTIVE RECIPIENT SHALL INDEMNIFY, DEFEND AND HOLD THE PAEDC AND THE CITY (TOGETHER THE "INDEMNIFIED PARTIES") HARMLESS FROM ALL INJURIES, CLAIMS, LIABILITIES, COSTS OR DAMAGES (INCLUDING COURT COSTS AND REASONABLE ATTORNEY'S FEES) SUSTAINED BY OR THREATENED AGAINST ANY OF THE INDEMNIFIED PARTIES FOR INJURY OR DEATH TO PERSONS OR PHYSICAL DAMAGE TO PROPERTY ARISING OUT OR RELATING TO THE PERFORMANCE BY INCENTIVE RECIPIENT OF ITS OBLIGATION UNDER THIS AGREEMENT. SUBCONTRACTORS 18. Incentive Recipient may subcontract obligations under this Agreement;however,Incentive Recipient, in subcontracting for any performances described in this Agreement, expressly understands that PAEDC is in no way liable to Incentive Recipient's subcontractor(s). 19. Incentive Recipient is responsible for performances,as if such performances rendered were rendered by Incentive Recipient. PAEDC maintains any right of action which may exist or which may be subsequently accrue to PAEDC under this Agreement. 20. Incentive Recipient, as well as all of its subcontractors, shall comply with all applicable federal, state, and local laws, regulations, and ordinances relating to the operations and activities of the redevelopment of the Improvements. #2584921 Page 5 Fr CONFLICT OF INTEREST/DISCLOSURE OBLIGATION 21. Conflict of Interest:No employee,agent,officer or elected or appointed official of the City of Port Arthur or the PAEDC who has participated in a decision making process related to this Agreement (without recusing him/herself and executing a conflict affidavit) may obtain a personal or financial interest or benefit from an PAEDC assisted activity, or have an interest in any Agreement , subcontractors , or agreement (or proceeds thereof) with respect to an PAEDC assisted activity, during their tenure or for one (1) year thereafter. Incentive Recipient shall ensure compliance with applicable provisions of the Act and Chapter 171, Local Government Code. 22. Disclosure: In conjunction with execution of this Agreement, Incentive Recipient has fully disclosed to PAEDC all known and potential owners of interests in Incentive Recipient and its general partner(whether stockholder,manager, member or otherwise). In the event of any change in ownership or control of Incentive Recipient of five percent(5 %)or greater, Incentive Recipient shall notify PAEDC in writing. Further, Incentive Recipient shall be obligated to notify in writing the PAEDC in the event any time prior to, during or one (1) year after the term of this Agreement, any City or PAEDC employee or representative or any third party with a conflict of interest obtains or proposes to obtain a financial benefit, direct or indirect, from Incentive Recipient or its general partner. Failure to provide said notice immediately or no later than five(5)business days after receipt of information shall constitute a default herein. NONDISCRIMINATION/EMPLOYMENT/RE PORTING 23. Incentive Recipient shall ensure that no person shall on the grounds of race, color,religion, sex, handicap, or national origin be excluded from participation in, be denied the benefits of, or be subjected to discrimination under any construction activity. Additionally: a. To the greatest extent feasible, opportunities for training and employment arising in connection with the redevelopment of the Improvements will be given to Port Arthur residents; b. To the greatest extent feasible,Agreements for work to be performed in connection with the construction of the Improvements will be awarded first to Port Arthur residents and businesses, then to the residents and businesses of the nine-county Southeast Texas Region; and c. If Incentive Recipient advertises for workers in any media then it will advertise in the"Port Arthur News." LEGAL AUTHORITY 24. Incentive Recipient assures and guarantees that Incentive Recipient possesses legal and/or corporate authority to enter into this Agreement, and to perform the services Incentive Recipient has obligated to perform hereunder and has provided, and will in the future #2584921 Page 6 provide,as requested by the PAEDC, such corporate resolutions necessary to evidence this authority. 25. The person or persons signing and executing this Agreement on behalf of Incentive Recipient, or representing themselves as signing and executing this Agreement on behalf of Incentive Recipient,do hereby warrant and guarantee that he, she or they have been duly authorized by Incentive Recipient to execute this Agreement on behalf of Incentive Recipient and to validly and legally bind Incentive Recipient to all terms, performances, and provisions herein set forth. NOTICE OF LEGAL OR REGULATORY CLAIMS AGAINST INCENTIVE RECIPIENT. 26. Incentive Recipient shall give PAEDC immediate notice in writing of 1) any legal or regulatory action, including any proceeding before an administrative agency filed against Incentive Recipient, directly or indirectly; and 2) any material claim against Incentive Recipient or its general partner, which may impact continued operations. For purposes herein, "material" claims shall mean claims in excess of $15,000. Except as otherwise directed by PAEDC, Incentive Recipient shall furnish immediately to PAEDC copies of all pertinent documentation of any kind received by Incentive Recipient with respect to such action or claim. CHANGES AND AMENDMENTS 27. Except as specifically provided otherwise in this Agreement, any alterations, additions,or deletions to the terms of this Agreement shall be by amendment in writing and executed by all parties to this Agreement. 28. It is understood and agreed by the parties hereto that performances under this Agreement must be rendered in accordance with the Act, the regulations promulgated under the Act, the assurances and certifications made to PAEDC by Incentive Recipient, and the assurances and certifications made to the City of Port Arthur with regard to the construction of the Project. Based on these considerations, and in order to ensure the legal and effective performance of this Agreement by all parties, it is agreed by the parties hereto that the performances under this Agreement may be amended in the following manner: PAEDC may from time to time during the period of performance of this Agreement issue policy directives which serve to establish interpret or clarify performance requirements under this Agreement consistent with the intent of the parties. Such policy directives shall be promulgated by the PAEDC Board of Directors in the form of PAEDC issuances shall be approved by the City Council and shall have the effect of qualifying the terms of this Agreement and shall be binding upon Incentive Recipient, as if written herein. 29. Any alterations, additions, or deletions to the terms of this Agreement which are required by changes in federal,state,or local law are automatically incorporated into this Agreement without written amendment hereto, and shall become effective on the date designated by such law or regulation. Incentive Recipient agrees to comply with all federal, state, and local laws whether existing or hereinafter enacted. #2584921 Page 7 DEFAULT/TERMINATION 30. In the event of default of any of the obligations of Incentive Recipient detailed herein or in the event of breach of any of the representations of or warranties of Incentive Recipient either detailed herein or in Incentive Recipient's application to the PAEDC, the PAEDC may, at its sole and exclusive option and remedy,terminate this Agreement, in whole or in part. In the event of such termination, but subject to the provisions hereof, in addition to (i)any other remedies available to the PAEDC as provided by the laws of the State of Texas or(ii)any other remedies available to the PAEDC as provided herein,the PAEDC may, at its sole option: a. Withhold and/or disallow further PAEDC grant payments or incentives to Incentive Recipient, including funds to be advanced to Incentive Recipient hereunder. 31. In addition to the foregoing,the parties agree that this Agreement may be terminated at any time when both parties agree,in writing,to the terms and conditions of any such voluntary termination. INCENTIVE RECIPIENT AUDITS 32. If directed by the PAEDC Board, Incentive Recipient shall arrange for a compliance audit by a certified public accountant to verify performances reported under this Agreement. 33. Incentive Recipient shall take all necessary actions to facilitate the performance of any and all such audits, whether annual,mandatory, or otherwise requested under this Agreement. 34. Subject to financial privacy requirements of Incentive Recipient and properly designated requests for non-disclosure due to proprietary reasons, all approved audit reports may be made available for public disclosure to the extent required by the Public Information Act. ENVIRONMENTAL CLEARANCE REQUIREMENTS 35. Incentive Recipient understands and agrees that by execution of this Agreement, Incentive Recipient shall be responsible for making all reasonable efforts in providing to PAEDC all information, concerning this PAEDC funded project, required for PAEDC to meet its responsibilities for environmental review,decision making,and other action which applies to PAEDC in accordance with and to the extent specified in federal, state, and local law. Incentive Recipient further understands and agrees that Incentive Recipient shall make all reasonable efforts to assist PAEDC in handling inquiries and complaints from persons and agencies seeking redress in relation to environmental reviews covered by approved certifications. #2584921 Page 8 ORAL AND WRITTEN CONTRACTS/PRIOR AGREEMENTS 36. All oral and written contracts between the parties to this Agreement relating to the subject matter of this Agreement that were made prior to the execution of this Contract have been reduced to writing and are contained in this Contract. 37. The documents listed below are hereby made a part of this Agreement for all purposes,and constitute promised performances by Incentive Recipient and/or PAEDC, as the case may be, in accordance with this Agreement: a. Exhibit "A" Findings of Fact for Central Mall Exterior Improvements Including Parking Lot Upgrades b. Exhibit"B" Central Mall Grant Application for PAEDC for funding c. Exhibit"C" Certification Regarding Lobbying d. Exhibit"D" Compliance Statement VENUE 38. For purposes of litigation that may accrue under this Agreement,venue shall lie in Jefferson County, Texas where substantially all the performance will occur. ADDRESS OF NOTICE AND COMMUNICATIONS Port Arthur Section Economic Development Corporation 501 Procter Street Port Arthur,Texas 77640 ATTN: Krystle Villarreal Muller, Chief Executive Officer Central Port Arthur, LLC -Attn: Asif Mumtaz 3100 Hwy. 365 Port Arthur, TX 77642 CAPTIONS 39. This Agreement has been supplied with captions to serve only as a guide to the contents. The captions do not control the meaning of any paragraph or in any way determine its interpretation or application. COMPLIANCE WITH FEDERAL,STATE AND LOCAL LAWS 40. Incentive Recipient shall comply with all federal,state,and local laws,statutes,ordinances, resolutions, rules, regulations, orders and decrees of any court or administrative body or tribunal related to Incentive Recipient's performance under this Agreement. Upon request by PAEDC or by the City of Port Arthur, Incentive Recipient shall furnish reasonable satisfactory proof of its compliance herewith including execution of the Certification Regarding Lobbying attached hereto as Exhibit "C" and the Compliance Statement attached hereto as Exhibit"D". #2584921 Page 9 ASSIGNMENT 41. This Agreement may not be assigned by Incentive Recipient to another entity unless and until the PAEDC,by the action of the PAEDC Board, approves the assignment. SUPPLEMENTAL COVENANT 43. Incentive Recipient and any branch, division or department of Incentive Recipient certifies that they have not and will not knowingly employ an "undocumented worker" which means "an individual who, at the time of employment, is not lawfully admitted for permanent residence to the United States or authorized under law to be employed in that manner in the United States." 44. Incentive Recipient acknowledges that it has reviewed Chapter 2264, Texas Government Code and hereby affirmatively agrees by execution of this Agreement to repay the amount of any incentive with interest at the rate of ten(10%)percent per annum not later than the 120th day after the date PAEDC notifies Incentive Recipient of a violation. 45. Incentive Recipient acknowledges PAEDC may bring a civil action or cover any amounts owed under this Chapter and further acknowledges that PAEDC may recover court costs and reasonable attorneys' fees incurred in an action brought under §2264.101(a). Incentive Recipient is not liable for a violation of this Chapter by a subsidiary, affiliate or franchisee of the Incentive Recipient or by a person with whom the Incentive Recipient contracts. ATTORNEY APPROVALS APPROVED AS TO FORM: Guy Goodson, General Counsel for PAEDC VERIFIED AS CONSISTENT WITH CITY COUNCIL RESOLUTION: Resolution Number : , City Attorney #2584921 Page 10 CONTRACT EXECUTION PORT ARTHUR ECONOMIC DEVELOPMENT CORPORATION SIGNED AND AGREED TO on the day of , 2026. By: By: President Secretary Witness Witness #2584921 Page 11 CENTRAL MALL SIGNED AND AGREED TO on the day of , 2026. By: Witness #2584921 Page 12 EXHIBIT "A" FINDINGS OF FACT FOR CENTRAL MALL EXTERIOR IMPROVEMENTS INCLUDING PARKING LOT UPGRADES Facts: • Central Mall has requested an incentive agreement from the PAEDC for Central Mall exterior improvements including parking lot upgrades located on Memorial Boulevard in Port Arthur, Texas. • Central Mall wants to make Central Mall exterior improvements including parking lot upgrades. Findings: • The PAEDC Board of Directors has found that constructing Central Mall exterior improvements including parking lot upgrades in Port Arthur, Texas would lead to the development of new and expanded business enterprises in the City of Port Arthur. • The Central Mall exterior improvements including parking lot upgrades may lead to the opening of two new businesses in the City of Port Arthur. • The opening of such businesses would increase sales tax revenues for the City of Port Arthur and add to the City ad valorem tax base. #2584921 Page 13 EXHIBIT "B" Central Mall Grant Application #2584921 Page 14 irN16 CENTRAL MAI I. January 12,2026 RE: Central Mall Port Arthur Community Investment Initiative Port Arthur Economic Development Corporation 501 Proctor St.,STE 100 Port Arthur,TX 77640 Dear Members of the Board, On behalf of Central Mall Port Arthur,we respectfully submit this Letter of Request to support our application for funding consideration through the City of Port Arthur Economic Development Corporation (EDC). The purpose of this request is to seek financial assistance for the revitalization of Central Mall Port Arthur,a community- centered economic development project designed to stimulate local investment, support small business growth,create jobs, and enhance quality of life for Port Arthur residents. Under new local ownership and professional management by JLL, Central Mall is being repositioned as a vibrant, inclusive community hub that blends experiential retail, cultural programming,workforce partnerships, and placemaking initiatives to drive sustained economic impact. Project Summary The proposed project will focus on the following areas: • Project Type: Infrastructure improvements, facility enhancements, tenant buildout support, and community placemaking investments • Project Description: The project includes targeted interior and exterior improvements to Central Mall Port Arthur, enhancements to common areas to support community programming and experiential retail, support for small business and food entrepreneurs, and the development of cultural and educational spaces in partnership with local institutions such as Lamar State College Port Arthur. Planned initiatives also include public art installations, enhanced family and youth programming areas,and infrastructure upgrades necessary to attract new tenants and host large-scale community events. • Intended Outcome: These improvements will strengthen Central Mall's ability to attract and retain local and regional businesses, support minority- and locally owned entrepreneurs, expand workforce development and small business training opportunities, increase foot traffic and consumer spending, and position the mall as Port Arthur's premier destination for family-friendly, culturally responsive community programming and economic activity. We are approaching the EDC not with a specific funding request, but rather with a vision for partnership in transforming our property to better serve our community's needs. The attached Exhibit A details the comprehensive scope of improvements we are planning to undertake, representing our substantial investment in the future of this development. We believe these enhancements align perfectly with the ©2026 Jones Lang LaSalle I P,Inc.All rights reserved 1 CENTRAL MAII EDC's mission to foster economic growth and community development, and we are hopeful that the EDC might find value in supporting this transformative initiative. We appreciate the Board's consideration of this request and welcome the opportunity to provide any additional information or clarification needed. Thank you for your continued support of projects that strengthen and grow the local economy. Sincerely, Trang Tran General Manager JLL Trang.Tran@jll.com +1-409-727-5592 ©2026 Jones Lang LaSalle IP,Inc.All rights reserved 2 Ail CENTRAL MAII Exhibit A:Central Mall Investment Plan Investment QTY Price Description Mall Signage and Pylon 2 $225,000 Two pylon sign reconstruction $450,000 Mall interior and Exterior paint 1 $250,000 Paintcommon areas,facades,for interior and exterior using commercial-grade coatings $250,000 Stucco and Frame Engineering(mall 3 $150,000 Remodel of mall entrances(3 main entrances:Theater,TJX,and Casa Ole areas) $450,000 entrances) Full Roof Repair/Replacement 1 $2,200,000 Roof resurfacingwith 20-year warranty $2,200,000 Parking Lot Repairs and Striping 1 $1,400,000 Potholes,re-asph alt,stripin g,anything parking lot related $1,400,000 Exterior Electrical Lighting and Poles 70 $7,200 New lighting plan to improve lighting and safety of the property $504,000 Interior Electrical Lighting 200 $240 Interior light replacement for entire mall $48,000 HVAC Units(300 tons) 300 $2,500 HVAC repair and replacement of units throughout the common area of the mall $750,000 Landscaping and Sprinkler Installation 1 $45,000 Landscaping improvement with new irrigation system.Currently property has no irrigation $45,000 Security System Cameras 1 $150,000 Security camera installation $150,000 Food Court(4 new spaces) 1 $400,000 Adding 4 new spaces and food court furniture $400,000 stop Signs Replacement 1 $1,000 Replace old and faded stop signs around perimeterof the property $1,000 Entire Building Power wash 1 $18,000 Power wash exteriorto refresh and clean up grime and debrisovertime $18,000 CAD Drawings and LOD System On boarding and Implementation 1 $5,000 As build and drawings for new construction and leasing activities and managing data $5,000 Engineering and Architecture 1 $250,000 Engineering and architecture drawings for improvements of the mall $250,000 Bathroom Remodel 2 $30,000 Bathroom remodel for bathrooms nearthe theater and near security office $60,000 Art Installations(murals,sculptures) 1 $20,000 Art murals near Target walls and two sculptures forinterior common spaces $20,000 Land development 6 acres 1 $3,000,000 Developing the 6-acre land area for retail use $3,000,000 02026 Jones Lang LaSalle IP,Inc.All rights reserved 3 Central Mall's reinvestment under local ownership represents a transformative opportunity to strengthen Port Arthur's long-term economic growth while improving the quality of life for residents throughout the region. As one of the city's most recognizable commercial destinations, the revitalization of the property through critical infrastructure improvements will help restore economic activity, attract new retailers and visitors, and create a more attractive environment for future private investment. Investments included in this package —such as Tesla EV superchargers, parking lot reconstruction and restriping, upgraded LED lighting, and new entrance pylon signage— establish the modern infrastructure necessary to support sustained commercial growth and business expansion for decades to come. The parking lot improvements, including new asphalt and restriping, will eliminate potholes and significantly improve traffic flow and customer safety throughout the property. New LED lighting and brighter parking lot fixtures will create a safer, more welcoming environment for visitors while enhancing the overall appearance of the mall. In addition, new world class entrance pylon signs will improve visibility, modernize the property, and strengthen the commercial identity of one of Port Arthur's largest retail destinations. The addition of Tesla EV superchargers positions Central Mall to serve the growing electric vehicle market, attracting regional travelers and supporting future transportation trends. This investment goes beyond the redevelopment of a single property—it is an investment in the future of Port Arthur. Improved infrastructure at Central Mall will enhance accessibility, increase consumer traffic, encourage job creation, and strengthen surrounding businesses and commercial corridors. Local ownership ensures that redevelopment decisions are made with the community's long-term success in mind, prioritizing economic sustainability, public safety, and community pride. By modernizing essential infrastructure and revitalizing a key commercial hub, the project will help position Port Arthur as a more competitive, vibrant, and forward-looking place to live, work, shop, and invest. L''.1 :;:ti • '44. ... ,..,_ ... „.,,, ,,, • 0,.... ..,. , „ , ... ... • -.... :---,.,, lif -,,' :•.„..,....,, • ..... : .,... ,•—•,, - :•••,:•!,...,„ ,.: •: . ......— . ..r. ,,."-•...... . .... ., . „„ . ,. ... . ,.„.... .. ,„ .;,. • . :'„ : •• .4, , • — , .,....„ •s?,,, .,,,,-.4 :, , ,..L.,.,. ,.ii:;.:':,,:,' , ,,,„:,....,;:.... ,,,,. 00041r;:— ----- : -' i , i• ,s -,.,- 4t.,,i„ .,..,,,,t,•, iz., •.:-. .i ", ,,,,,.-•:,,: ,„ „ .2 ,, 0. .,, ,.,.,,,, .,,,,,, ,, ,,,,,,, ir ,..., , :i, ,,—,.,.. ,r• 1 . ,,,._ •• •.•-• ••• -- :,, ,,,,. . i .,...., .. .:..... .. .,,,,,,,,,„,..$11„„.,,, ' ,,:,, ,,,,„,,,, .. '''' - ,: . -1-,-,,:' ..-',- ‘:T.:.1-:',:,'*04. - -..-'- ' :::'1:q.7,-• .'#-,- ., : k .7). ., ‘•-.'44*4;,..E,,. ti.! .1 I '.i.Pitii21,:"' '': '; .--,' ' '*!:-:-'4. '',.•ttA44. 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Central Vail evitarization : A Community Investment Initiative Enhancing Quality of Life Through Experiential Retail, Cultural Programming and Economic Development in Port Arthur CI{�r`I T .2-, _ •u{ -._. _yam , J .. c�4+ . tf -ti-�.a teI ` fi y fr ---12 6 ' § 2 5—• ,."-5 -- -�Qtarget D s+S l i _ i °`f 'QJCPenne Ifh .g � I'HEATkE !;111 T mtu urEeicax �. I: �' x FREIGHT -- t WI r .. AI IMP. i r S.. Through Local Leadership Local entrepreneurs Joe Aref,Sultan Jasani,and Asif Mumtaz acquired Central Mall to revitalize a long- standing community asset and reimagine it to serve current and future generations in Port Arthur.Their investment reflects the belief that strong community spaces improve quality of life and support local economic growth.To ensure a successful transformation,the ownership retained JLL,a nationally recognized leader in retail property management.JLL provides strategic oversight of operations,leasing, marketing,and community programming,aligning national best practices with local priorities. Community Enrichment Growth Plan Local Business Priority Intergenerational Programming Emphasizing vendors,artisans,and food entrepreneurs Developing activities serving residents from early who reflect Port Arthur's cultural diversity childhood through senior years Cultural Competency Economic Accessibility Programming that celebrates Hispanic,African Maintaining affordable programming access while American,Vietnamese,and other communities ensuring operational sustainability ets 3 CENTRAL QRT�iA i r ed .t 1'1 I. i ' , V I' I ..1 li 141 I ii ._ , lir"' • M Impact and Partnerships Central Mall successfully launched multiple initiatives in 2025 that established the venue as a legitimate community partner through measurable impact and institutional collaborations. 2025 Achievements Educational Partnership Results:The collaboration with Lamar State College Port Arthur(LSCPA)created unprecedented access to higher education resources within a retail environment. LSCPA's Small Business Development Center(SBDC),led by Dana Espinal,provided practical entrepreneurship training resulting in new business launches and existing business expansions. Cultural Programming Impact Live music performances,theater productions,and talent showcases provided professional development opportunities for local artists while creating accessible cultural programming for residents.These events demonstrated the mall's capacity as a cultural venue while supporting the creative economy. Community Engagement Metrics:Programming served diverse demographics while building institutional relationships that create sustainable foundations for continued community development and educational access. 5 CENTRAL • 'k- - i '�1 ; m st v,+k.mill - '1`ift„ ` 1. , e 1 t - i. 1 -i ; AY ,wat.:tr�<t„ i I, • 1/4. .i . , o� 1 • 1 ! :1 \ . t• i , i , - . .,> ,,': - 1:I - � - "mom"^. Programming Excellence With new ownership assuming operations in July 2025,there was a limited timeframe to plan the 2025 event calendar. Using existing resources,we developed an initial slate of programming to begin positioning Central Mall as Port Arthur's premier venue forfamily-friendly,culturally responsive community events,with each event designed to advance multiple community development goals. Multi-Event Community Impact Treats and Eats Halloween Event:500+attendees enjoying safe,supervised indoor Halloween activities with local food vendors generating direct revenue while serving families. Deck the Mall Holiday Celebration:350 attendees,featuring partnerships with Chamber of Commerce,St.Charles Catholic Church,and three tenants serving treats. Holiday Talent Performances:Educational programming featuring 6 local school performances, 1 twirling studio, and 3 community groups,providing students and community performers with professional venue access. Cumulative Impact 1,000+total participants across programming calendar,validating Central Mall's role as Port Arthur's premier community venue while creating economic opportunities for local vendors, performers,and cultural practitioners through successful cross-sector collaboration. 7 r r. ' yrTn, y t I ' ' '''il''. ' 0441.1 , '. ' ''''''''''' .. -'', +,.i _., ''''' 'ii/ -1 I i . P •_111 t%'' ,„,,,,,..e-21 -, , 4 ) „ ,I •-••_-,---wl..,z -- • i---;,v-k ' kr% - : L-2:i'--- pal 4 f, - ._ , ,, •_ A I"e, ms ,, � . 0 .c • ,-" ty �,. 1'i,,f , ,s -ems �:` 2ttt � -,'" —' ';31 j ! l' '.;.-: 'i T7';'.,''' '-' ''''''''', a ..,4 ' • E • �' j `7 :« a �� �•j to , ° �'' ig / %-`r." a eg 15 ', (� x ':f, And Placemaking Initiative Another plan is to partner with local Port Arthur artists and the Creative Arts and Service Professions Department(CASP)at Lamar State College Port Arthur to commission murals,sculptures,and artistic installations that reflect the City's cultural identity and history. These art elements will enhance the visual environment of the center, create welcoming and engaging public spaces, and provide opportunities for local artists to showcase their work. By embedding art into shared spaces,Central Mall will support creative placemaking and celebrate Port Arthur's strong artistic community while creating a sense of place that resonates with residents and visitors alike. Through these efforts,Central Mall will continue to evolve into a dynamic,inclusive space that strengthens community bonds,supports economic vitality,and contributes positively to the quality of life in the City of Port Arthur. 9 CENTRAL EXHIBIT "C" CERTIFICATION REGARDING LOBBYING For Contracts, Grants, Loans, and Cooperative Agreements The undersigned certifies,to the best of his knowledge and belief,that: 1. No funds have been paid or will be paid,by or on behalf of the undersigned,to any person for influencing or attempting to influence an officer or employee of any agency, a member of the City or of the PAEDC in connection with the awarding of any contract, the making of any grant, the making of any loan, the entering into of any cooperative agreement, or modification of any contract, grant, loan, or cooperative agreement. 2 The undersigned shall require that the language of this certification be included in the award documents for all sub-awards at all tiers (including subcontracts, sub- grants, and contracts under grants, loans, and cooperative agreements), and that all Subs shall certify and disclose accordingly. This certification is material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction. CENTRAL MALL Date: By: #2584921 Page 15 EXHIBIT "D" COMPLIANCE STATEMENT CENTRAL MALL hereby certifies that it has fully complied with Local Government Code §176.006, as amended, which mandates the disclosure requirements for persons who contract or seek to contract with a local governmental entity. CENTRAL MALL Date: By: #2584921 Page 16