HomeMy WebLinkAboutC2011-234 - 7/26/2011 - ApprovedSMALL BUSINESS INCENTIVES AGREEMENT BETWEEN THE CORPUS CHRISTI
BUSINESS AND JOB DEVELOPMENT CORPORATION AND ACCION TEXAS, INC.
FOR AN INTEREST BUY DOWN PROGRAM FOR SMALL BUSINESSES
This Small Businesses Incentives Agreement for an Interest Buy Down Program for
Small Businesses ( "Agreement ") is entered into between the Corpus Christi Business
and Job Development Corporation ( "Corporation ") and ACCION Texas, Inc., a Texas
nonprofit corporation ( "ACCION Texas ").
WHEREAS, the Texas Legislature in Section 4A of Article 5190.6, Vernon's Texas
Revised Civil Statutes (Development Corporation Act of 1979) empowered local
communities with the ability to adopt an optional local sales and use tax as a means of
improving the economic health and prosperity of their citizens;
WHEREAS, on November 5, 2002, residents of the City of Corpus Christi ( "City ")
passed Proposition 2, New and Expanded Business Enterprises, which authorized the
adoption of a sales and use tax for the promotion and development of new and
expanded business enterprises at the rate of one - eighth of one percent to be imposed
for 15 years;
WHEREAS, the 118th cent sales tax authorized by passage of Proposition 2 was
subsequently enacted by the City Council and filed with the State Comptroller of Texas,
effective April 1, 2003, to be administered by the Corpus Christi Business and Job
Development Corporation Board;
WHEREAS, the Corpus Christi Business and ,lob Development Corporation exists for
the purposes of encouraging and assisting entities in the creation of jobs for the citizens
of Corpus Christi, Texas;
WHEREAS, the Board of Directors of the Corporation ( "Board "), on October 18, 2010,
amended the Corporation's Guidelines and Criteria for Granting Business Incentives;
WHEREAS, Section 21 of the Texas Development Corporation Act of 1979, Art. 5190.6,
Vernon's Texas Revised Civil Statutes, requires the City Council to approve all
programs and expenditures of the corporation;
WHEREAS, the City Council approved the Corporation's amended Guidelines and
Criteria for Granting Business Incentives on November 9, 2010;
WHEREAS, ACCION Texas is a Texas nonprofit corporation whose principal mission is
to provide loans to small business owners lacking access to commercial credit;
WHEREAS, ACCION Texas anticipates, over the next twelve months, providing interest
buy down to 5.5% for approximately 60 loans with an average value of $25,000 to low
and moderate income micro and small business owners in Corpus Christi to generate
20 new permanent full -time jobs;
2011 -234
Res. 029152 Page 1 of 14
07/26/11
ACCION Texas ?}.aocx INDEXED
WHEREAS, the Board has determined that it is in the best interests of the citizens of
Corpus Christi, Texas that business development funds be provided to ACCION Texas,
through this contract with ACCION Texas, to be used by ACCION Texas to buy down
the interest on commercial loans to 5.5% interest for small businesses and establish a
small business grant program, both of which will result in creation of new full -time
permanent jobs in the city of Corpus Christi.
In consideration of the covenants, promises, and conditions stated in this Agreement,
Corporation and ACCION Texas agree as follows:
1. Effective Date. The effective date of this Agreement ( "Effective Date ") is the latest
date that either party executes this Agreement.
2. Term. The term of this Agreement is for one year from August 1, 2011, through July
31, 2012. This agreement may be extended at the option of the Corporation for up to
two additional one year terms, contingent upon annual appropriation of funds and
approval of the City Council.
3. Loan Loss Reserve Program.
a. The Corporation has previously provided $75,000 for the Loan Loss Reserve
Program.
b. The Loan Loss Reserve Program funds will be used to allow ACCION Texas
to leverage additional capital for small business loans.
c. "Small business," "small business start -up," and "home based small business"
are defined in the Corpus Christi Business & Job Development Corporation
Guidelines & Criteria for Granting Business Incentives ( "Corporation Guidelines),
adopted on May 5, 2003, and amended on July 24, 2004, April 25, 2006,
April 10, 2007, October 18, 2010, and June 20, 2011.
d. ACCION Texas anticipates that it will have one million dollars available on an
annual basis to be lent to qualifying small businesses in Corpus Christi.
e. For every $50,000 in loans that ACCION Texas provides to a small business
in Corpus Christi, ACCION Texas shall ensure that the loan will result in the
creation of one new full-time permanent job in the city of Corpus Christi.
f. Businesses assisted must be located in or locating within the city limits of
Corpus Christi, Texas.
g. Businesses assisted must be unable to obtain a loan from traditional lending
institutions.
h. Loan amounts shall be within the range of $5,000 to $75,000.
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i. ACCION Texas shall provide the Corporation with quarterly reports to identify
the loans made, name and address of business receiving loan, jobs created, and
other reports as requested by the Corporation.
j. ACCION Texas shall provide the corporation with quarterly reports of capital
available for loans to qualified Corpus Christi small businesses or qualified small
businesses locating to Corpus Christi.
k. - ACCION Texas will provide funds for operations and loan capital to implement
and sustain the program.
4. Interest Buy Down Program.
a. In consideration for creation and maintenance of new jobs as provided in this
Agreement, the Corporation agrees to pay ACCION Texas up to $350,000 for the
Interest Buy -Down Program as follows:
i. ACCION Texas must first receive a request for a loan from a small
business or start-up company that has the ability to produce jobs in the
future and is located in Corpus Christi or will be locating in Corpus Christi
( "Business ").
ii. The request from the applicant must include a notarized affidavit stating
that they have applied for normal financing from a bank, or similar lending
institution, and have been denied a loan.
iii. ACCION Texas shall review the request for a loan from the Business.
iv. Upon ACCION Texas approval of a loan, and prior to the closing of the
loan, ACCION Texas shall submit Attachment "A" to the Corporation
requesting funds to buy down the interest rate from the interest rate
allowable per the underwriting criteria to 5.5 %. The Corporation
authorizes an interest buy down up to 7% of the interest rate to finance the
loan. Payment by Corporation shall not exceed $17,500 per loan and
shall be calculated using the following formula:
(Loan amount x interest rate to buy down to 5.5 %)1 12 = N
N x number of payments =interest buy down reimbursement to
ACCION Texas for business loan. (The number of monthly.
payments shall not exceed sixty (60).)
Example: ($10,000 x 7 %) 112 = 58.33
58.33 x 36 = $2,100 = amount to be reimbursed to ACCION Texas
for business loan.
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v. The Corporation shall provide a response to approve or deny the
reimbursement for the Interest Buy Down Program funds to ACC16N
Texas within 2 business days of receipt of Attachment "A." The
Corporation shall reimburse funds within 30 days after evidence of closing
the loan is submitted.
vi. The total funds available on an annual basis under the Interest Buy
Down Program under this agreement is $350,000.
b. The loans assisted with the program must be within the range of $5,000 to
$75,000.
c. This program must result in the creation of one permanent full -time job per
every loan of at least $50,000 assisted with the Interest Buy Down Program.
ACCION Texas shall ensure that the loan will result in the creation of one new
full -time permanent job in the city of Corpus Christi.
d. Businesses assisted through this program must be:
i. A small business start-up or existing small business that is unable to
obtain a loan from a traditional financial institution or unable to qualify for
the total needed for a business loan through a bank or credit union, in
which case ACCION Texas can loan the remaining amount with the buy -
down interest rate program in conjunction with the banklcredit union.
ii. An existing small business that needs assistance to expand
iii. Any small business assisted under the provisions of paragraphs i or ii
of this subsection, must be:
A. Located in or locating in Corpus Christi city limits.
B. A small business start -up or home -based small business in
existence for not more than five (5) years located in the Corpus
Christi city limits. There is no limit on how long an existing small
business may be in existence.
C. Current on payment of all sales taxes.
D. Current on payment of all ad valorem taxes in the City of
Corpus Christi.
e. The following projects are ingligible for this program:
i. Refinancing of existing loans or debt.
ii. Small businesses and home -based small businesses located outside
the Corpus Christi city limits
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iii. Loans to existing businesses which are not planning on expanding.
iv. Business retention.
f. ACCION Texas may use up to $200,000 to assist start -up and existing small
businesses that have little or no access to traditional credit, and up to $150,000
to existing small businesses that wish to expand.
g. ACCION Texas shall provide the Corporation with quarterly reports as
provided in Attachment "B" to identify the loans made, name and address of the
business receiving the loan, jobs created under the Interest Buy Down Program,
and other reports as requested by the Corporation.
h. ACCION Texas shall provide funds for operations and loan capital to
implement and sustain the program.
i. ACCION Texas shall develop loan underwriting criteria and payment terms
and conditions for its loan program and provide to the Corporation.
j. At the termination of this agreement and after repayment or other conclusion of
all loans assisted by Interest Buy Down Program, ACCION Texas will return to
the Corporation any unexpended funds remaining from the Loan Loss Reserve
Program.
5. Small Business Grant Program.
a. In consideration for creation and maintenance of new jobs as provided in this
Agreement, the Corporation agrees to pay ACCION Texas up to $50,000 for the
Small Business Grant Program as follows:
i. Grants to loan applicants who do not meet standard underwriting
criteria, either because of capacity, cash flow, or credit, who could benefit
from a grant to boost their ability to become successful. The grant amount
may not exceed $2,500 or 10% of the principal amount requested,
whichever is less.
ii. Grants to loan applicants who want to use part of loan proceeds to
reduce energy consumption or transition into green retail products. The
grant amount may not exceed $2,500 or 25% of the upgrades presented
in the loan file.
iii. Grants to loan applicants who provide services for working families
(e.g. both children and adult day care centers) to improve their facilities to
be compliant with statelfederal standards. The grant amount may not
exceed $2,500.
iv. Grants to loan applicants that are veteran owned businesses. The
grant amount may not exceed $500.
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v. Working capital grants to holders of existing loans with ACCION Texas.
If the loans that have paid routinely on time for a period of 24 months, the
maximum grant amount may not exceed $1,000. If the loans have been
paid routinely on time for a period of 12 months on time payments, the
maximum grant amount may not exceed $500 grant.
b. The loans assisted with the program must be within the range of $500 to
$25,000.
c. This program must result in the creation of one permanent full -time job per
every related loan of at least $50,000 assisted through the Interest Buy Down
Program. ACCION Texas shall ensure that the loans will result in the creation of
one new full -time permanent job in the city of Corpus Christi.
d. Businesses assisted through this program must be:
i. A start -up or existing small business that is unable to obtain a loan from
a traditional financial institution or unable to qualify for the total needed for
a business loan through a bank or credit union, in which case ACCION
Texas can loan the remaining amount with the Buy Down interest rate
program in conjunction with the banklcredit union.
ii. An existing small business that needs assistance to expand.
iii. Any business assisted under the provisions of paragraphs i or ii of this
subsection, must be:
A. Located in or locating in Corpus Christi city limits.
B. Current on payment of all sales taxes.
C. Current on payment of all ad valorem taxes in the City of
Corpus Christi.
e. The following projects are ineligible for this program:
i. Businesses located outside the Corpus Christi city limits
ii. Home -based businesses located outside the Corpus Christi city limits
iii. Grants to existing businesses which are not planning on expanding
f. ACCION Texas shall provide the Corporation with quarterly reports as
provided in Attachment "B" to identify the grants made, name and address of the
business receiving the grant, jobs created under the related Interest Buy Down
Program, and other reports as requested by the Corporation.
g. ACCION Texas shall provide funds to implement and sustain the program.
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h. ACCION Texas shall develop grant award criteria and payment terms and
conditions for the grant loan program, and must provide copies of the criteria,
terms, and conditions to the Corporation.
i. At the termination of this agreement or other conclusion of the Small Business
Grant Program, ACCION Texas shall return to the Corporation any unexpended
funds remaining from the Small Business Grant Program.
6. Job Creation Qualification.
a. In order to count as a created job under this Agreement, the job must pay
wages as required by Section 38(b) of the Development Corporation Act of 1979,
as amended, which is the median wage of the occupation in the Corpus Christi
MSA as determined by Texas Workforce Commission's Texas Industry Profiles
report. -.
b. A full -time permanent job is one that provides at least 2,080 hours annually.
c. ACCION Texas agrees to confirm and document to the Corporation that each
job created as a result of funding provided by this Agreement is maintained
throughout the term of the loan to the Business.
d. ACCION Texas agrees to provide Corporation with a sworn certificate by
authorized representative of each shall business assisted under this Agreement
certifying the number of full -time permanent employees employed by the small
business.
e. ACCION Texas shall ensure that the Corporation is allowed reasonable
access to personnel records of the small businesses assisted under this
Agreement.
6. Buy Local Provision.
a. ACCION Texas agrees to use its best efforts to give preference and priority to
local manufacturers, suppliers, contractors, and labor, except where not
reasonably possible to do so without added expense, substantial inconvenience,
or sacrifice in operating efficiency.
b. For the purposes of this section, the term "local" as used to describe
manufacturers, suppliers, contractors, and labor includes firms, businesses, and
persons who reside in or maintain an office within a 50- mile radius of Nueces
County.
7. Local Offices. Two staff persons of ACCION Texas offices shall be located in
Corporation designated offices or a mutually agreeable location.
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8. Representation on ACCION Texas governing board. ACCION Texas agrees to
appoint a person designated by the Corporation as a member of ACCION Texas
governing board.
9. Warranties. ACCION Texas warrants and represents to Corporation the following:
a. ACCION Texas is a corporation duly organized, validly existing, and in good
standing under the laws of the State of Texas, has all corporate power and
authority to carry on its business as presently conducted in Corpus Christi,
Texas.
b. ACCION Texas has the authority to enter into and perform, and will perform,
the terms of this Agreement.
c. ACCION Texas has timely filed and will timely file all local, State, and Federal
tax reports and returns required by laws to be filed and all Texas, assessments,
fees, and other governmental charges, including applicable ad valorem taxes,
have been timely paid, and will be timely.paid , during the term of this
Agreement.
d. ACCION Texas has received a copy of the Texas Development Corporation
Act of 1979, Art. 5190.6, Vernon's Texas Revised Civil Statutes, and
acknowledges that the funds granted in this Agreement must be utilized solely for
purposes authorized under State law and by the terms of this Agreement.
e. If an audit determines that the funds were not used for authorized purposes,
ACCION Texas agrees to reimburse Corporation for the sums of money spent for
purposes not authorized by law within 30 days written notice requesting
reimbursement.
f. The parties executing this Agreement on behalf of ACCION Texas are duly
authorized to execute this Agreement on behalf of ACCION Texas.
10. Compliance with Laws. ACCION Texas shall observe and obey all applicable laws,
ordinances, regulations, and rules of the Federal, State, county, and city governments.
11. Non - Discrimination. ACCION Texas covenants and agrees that ACCION Texas
Will not discriminate nor permit discrimination against any person or group of persons,
with regard to employment and the provision of services at, on, or in the Facility, on the
grounds of race, religion, national origin, marital status, sex, age, disability, or in any
manner prohibited by the laws of the United States or the State of Texas.
12. Force Majeure. If the Corporation or ACCION Texas are prevented, wholly or in
part, from fulfilling its obligations under this Agreement by reason of any act of God,
unavoidable accident, acts of enemies, fires, floods, governmental restraint or
regulation, other causes of force majeure, or by reason of circumstances beyond its
control, then the obligations of the Corporation or ACCION Texas are temporarily
suspended during continuation of the force majeure. If either party's obligation is
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affected by any of the causes of force majeure, the party affected shall promptly notify
the other party in writing, giving full particulars of the force majeure as soon as possible
after the occurrence of the cause or causes relied upon.
13. ' Assignment. ACCION Texas may not assign all or any part of its rights, privileges,
or duties under this Agreement without the prior written approval of the Corporation and
City. Any attempted assignment without approval is void, and constitutes a breach of
this Agreement.
14, Indemnity. ACCION Texas covenants to fully indemnify, save,
and hold harmless the Corporation, the City, their respective officers,
employees, and agents ( "Indemnitees ") against all liability, damage,
loss, claims demands, and actions of any kind on account of personal
injuries (including, without limiting the foregoing, workers'
compensation and death claims), or property loss or damage of any
kind, which arise out of or are in any manner connected with, or are
claimed to arise out of or be in any manner connected with ACCION
Texas activities conducted under or incidental to this Agreement,
including any injury, loss or damage caused by the sole or
contributory negligence of any or all of the Indemnitees. ACCION
Texas must, at its own expense, investigate all those claims and
demands, attend to their settlement or other disposition, defend all
actions based on those claims and demands with counsel
satisfactory to Indemnitees, and pay all charges of attorneys and all
other cost and expenses of any kind arising from the liability,
damage, loss, claims, demands, or actions.
15. Events of Default. The following events constitute a default of this Agreement:
a. Failure of ACCION Texas to timely, fully, and completely comply with any one
or more of the requirements, obligations, duties, terms, conditions, or warranties
of this Agreement.
b. The Corporation or City determines that any representation or warranty on
behalf of ACCION Texas contained in this Agreement or in any financial
statement, certificate, report, or opinion submitted to the Corporation in
connection with this Agreement was incorrect or misleading in any material
respect when made;
C. Any judgment is assessed against ACC16N Texas or any attachment or other
levy against the property of ACCION Texas with respect to a claim remains
unpaid, undischarged, or not dismissed for a period of 30 days.
d. ACC16N Texas makes an assignment for the benefit of creditors.
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e. ACCION Texas files a petition in bankruptcy, or is adjudicated insolvent or
bankrupt.
f. If taxes owed by ACCION Texas become delinquent, and ACCION Texas fails
to timely and properly follow the legal procedures for protest or contest.
g. ACCION Texas changes the general character of business as conducted of
the date this Agreement is. approved by the Corporation.
16. Notice of Default. Should the Corporation or City determine that ACCION Texas is
in default according to the terms of this Agreement, the Corporation or City shall notify
ACCION Texas in writing of the event of default and provide 60 days from the date of
the notice ( "Cure Period ") for ACCION Texas to cure the event of default.
17. Results of Uncured Default. After exhausting good faith attempts to address any
default during the cure Period, and taking into account any extenuating circumstances
that might have occurred through no fault of ACCION Texas, as determined by the
Board of Directors of the Corporation, the following actions must be taken for any
default that remains uncured after the Cure Period.
a. ACCION Texas shall immediately repay all funds paid by Corporation under
this Agreement.
b. ACCION Texas shall pay Corporation reasonable attorney fees and costs of
court to collect amounts due to Corporation.
c. The Corporation shall have no further obligations to ACCION Texas under this
Agreement.
d. Neither the City nor the Corporation maybe held liable for any consequential
damages.
e. The Corporation may pursue all remedies available under law.
18. No Waiver.
a. No waiver of any covenant or condition, or the breach of any covenant or
condition of this Agreement, constitutes a waiver of any subsequent breach of
the covenant or condition of the Agreement.
b. No waiver of any covenant or condition, or the breach of any covenant or
condition of this Agreement, justifies or authorizes the nonobservance on any
other occasion of the covenant or condition or any other covenant or condition of
this Agreement.
c. Any waiver or indulgence of AMON Texas' default may not be considered
an estoppel against the Corporation.
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d. It is expressly understood that if at any time ACCION Texas is in default. in
any of its conditions or covenants of this Agreement, the failure on the part of the
Corporation to promptly avail itself of the rights and remedies that the
Corporation may have, will not be considered a waiver on the part of the
Corporation, but Corporation may at any time avail itself of the rights or remedies
or elect to terminate this Agreement on account of the default.
19. ACCION Texas specifically agrees that Corporation shall only be liable to ACCION
Texas for the actual amount of the money grants to be conveyed to ACCION Texas,
and shall not be liable to ACCION Texas for any actual or consequential damages,
direct or indirect, interest, attorney fees, or cost of court for any act of default by
Corporation underthe terms of this agreement. Payment by Corporation is strictly
limited to those funds so allocated, budgeted, and collected solely during the grant term
of this agreement, being August 1, 2010, through July 31, 2011. Corporation shall use
its best efforts to anticipate economic conditions and to budget accordingly. However, it
is further understood and agreed that, should the actual total sales tax revenue
collected for any one year be less than the total amount of grants to be paid to all
contracting parties with Corporation for that year, then in that event, all contracting
parties shall receive only their pro rata share of the available sales tax revenue for that
year, less Corporation's customary and usual costs and expenses, as compared to each
contracting parties' grant amount for that year, and Corporation shall not be liable to for
any deficiency at that time or at any time in the future. In this event, Corporation will
provide all supporting documentation, as requested. Payments to be made shall also
require a written request from ACCION Texas to be accompanied by all necessary
supporting documentation.
20. Notices.
a. Any required written notices shall be sent mailed, certified mail, postage
prepaid, addressed as follows:
ACCION Texas:
ACCION Texas
Attn.: Janie Barrera
2014 Hackberry
San Antonio, Texas 78210
Corporation:
City of Corpus Christi
Business and Job Development Corporation
Attn.: Executive Director
1201 Leopard Street
Corpus Christi, Texas 78401
b.. A copy of all notices and correspondence must be sent the City at the
following address:
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City of Corpus Christi
Attn.: City Manager
P.O. Box 9277
Corpus Christi, Texas 78469 -9277
c. Notice is effective upon deposit in the United States mail in the manner
provided above.
21. Incorporation of other documents. The Corpus Christi Business and Job
Development Corporation Guidelines and Criteria for Granting Business Incentives
( "Corporation Guidelines "), as amended, are' incorporated into this Agreement.
22. Amendments or Modifications. No amendments or modifications to this Agreement
may be made, nor any provision waived, unless in writing signed by a person duly
authorized to sign agreements on behalf of each party.
23. Relationship of Parties. In performing this Agreement, both the Corporation and
ACCION Texas will act in an individual capacity, and not as agents, representatives,
employees, employers, partners, joint - venturers, or associates of one another. The
employees or agents of either party may not be, nor be construed to be, the employees
or agents of the other party for any purpose.
24. Captions. The captions in this Agreement are for convenience only and are not a
part of this Agreement. The captions do not in any way limit or amplify the terms and
provisions of this Agreement.
25. Severability.
a. If for any reason, any section, paragraph, subdivision, clause, provision,
phrase or word of this Agreement or the application of this Agreement to any
person or circumstance is, to any extent, held illegal, invalid, or unenforceable
under present or future law or by a final judgment of a court of competent
jurisdiction, then the remainder of this Agreement, or the application of the term
or provision to persons or circumstances other than those as to which it is held
illegal, invalid, or unenforceable, will not be affected by the law or judgment, for it
is the definite intent of the parties to this Agreement that every section,
paragraph, subdivision, clause, provision, phrase, or word of this Agreement be
given full force and effect for its purpose.
b. To the extent that any clause or provision is held illegal, invalid, or
unenforceable under present or future law effective during the term of this
Agreement, then the remainder of this Agreement is not affected by the law, and
in lieu of any illegal, invalid, or unenforceable clause or provision, a clause or
provision, as similar in terms to the illegal, invalid, or unenforceable clause or
provision as may be possible and be legal, valid, and enforceable, will be added
to this Agreement automatically.
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26. Venue. Venue for any legal action related to this Agreement is in Nueces County,
Texas.
27. Sole Agreement. This Agreement constitutes the sole agreement between
Corporation and ACCION Texas. Any prior agreements, promises, negotiations, or
representations, verbal or otherwise, not expressly stated in this Agreement, are of no
force and effect.
28. Survival of terms of agreement and obligations of parties. The terms of this
agreement and the obligation of the parties relating to the Loan Loss Reserve Program
and the Interest Buy Down Program shall survive the termination of this agreement.
Corpus Christi Business & Job Development Corporation
By:
jE0 r
erson
Date:. F 01
Attest:
By:
Armando Chapa
Assistant Secretary
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ke g' � r' AUTHORIZED
sECRE " A 1 1? ,4
ACC ION Texas Agreement 2011 (2).docx
ACC16N Texas, Inc.
By: .
Jani rrera
President and Chief Executive Officer
Date: f
THE STATE OF TEXAS §
COUNTY OF NUECES §
This instrument was acknowledged before me on � , 2011, by
Janie Barrera, President and Chief Executive Officer for A CION Texas, Inc., a Texas
non- profit corporation, on behalf of the corporation.
_)9L_ /Z
Nota6 Public
State of Texas
MARY WLEN LV AVW
My �21 WM
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