HomeMy WebLinkAboutC2012-283 - 8/21/2012 - 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), now codified as Subtitle C1, Title 12, Texas
Local Government Code, Section 504.002 et seq, ( "the Act "), 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 1 /8th 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 Job 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 September 10, 2007,
amended the Corporation's Guidelines and Criteria for Granting Business Incentives ( "Type A
Guidelines "), which the City Council incorporated into the City of Corpus Christi Economic
Development Incentive Policies 2009 -2011 on November 17, 2009;
WHEREAS, Section 501.073 of The Act requires the City Council to approve all programs and
expenditures of the Corporation;
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;
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 ACC16N 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.
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ACCION
INDEXED
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, 2012, through July 31,
2013. 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" is 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 November 9, 2010.
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.
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
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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 ACCI6.N Texas approval of a loan, and prior to the closing of the loan,
ACC16N 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 ACC16N Texas for
business loan.
v. The Corporation shall provide a response to approve or deny the
reimbursement for the Interest Buy Down Program funds to ACCION 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 are $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 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 ACC16N Texas can
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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. Refinancing of existing loans or debt
ii. Businesses located outside the Corpus Christi city limits
iii. Home -based businesses located outside the Corpus Christi city limits
iv. Loans to existing businesses which are not planning on expanding
v. Business retention.
f. ACC[ON 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. ACC16N 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 ACC16N Texas up to $50,000 for the Small
Business Grant Program as follows:
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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 stateffederal 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.
v. Working capital grants to holders of existing loans with ACC16N 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 1 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:
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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.
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.
1. At the termination of this agreement or other conclusion of the Small Business Grant
Program, ACC16N 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 at
least as high as the median wage of the occupation in the Corpus Christi MSA as
determined by Texas Workforce Commission's Texas Industry Profiles report.
b. A "job" is defined in the Type A Guidelines as a full -time employee, contractor,
consultant, or leased employee who has a home address in the Corpus Christi MSA.
c. ACC16N 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.
7. Buy Local Provision.
a. ACC16N 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.
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8. Local Offices. Two staff persons of ACCION Texas offices shall be located in Corporation
designated offices or mutually agreeable location.
9. 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.
10. 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 Act 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.
g. ACCION Texas does not and agrees that it will not knowingly employ an
undocumented worker. If, after receiving payments under this Agreement, ACCION
Texas is convicted of a violation under §U.S.C. Section 1324a(f), ACCION Texas shall
repay the payments at the rate and according to the terms as specified by City
Ordinance, as amended, not later than the 120 day after the date ACCION Texas has
been notified of the violation.
11. Compliance with Laws. ACCION Texas shall observe and obey all applicable laws,
ordinances, regulations, and rules of the Federal, State, county, and city governments.
12. 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.
13. 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
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Corporation or ACC16N Texas 'are temporarily suspended during continuation of the force
majeure. If either party's obligation is 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.
14. 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.
95. 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 an 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.
16. 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 ACCION 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. ACCION Texas makes an assignment for the benefit of creditors.
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.
17. 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
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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.
18. 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 ACC16N 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 may be held liable for any consequential
damages.
e. The Corporation may pursue all remedies available under law
19. 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 ACCION Texas' default may not be considered an
estoppel against the Corporation.
d. It is expressly understood that if at any time ACC16N 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.
20. ACC16N 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 ACC16N Texas for any actual or consequential damages, direct or indirect, interest,
attorney fees, or cost of court for any act of default by Corporation under the 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, 2012, through July
31, 2013. 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
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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.
21. 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:
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.
22. 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.
23. 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.
24. 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
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either party may not be, nor be construed to be, the employees or agents of the other party for
any purpose.
25. 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.
26. 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 isjo 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...
27. Venue. Venue for any legal action related to this Agreement is in Nueces County, Texas.
28. 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.
29. 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 Busyrfe�" Job Development Corporation
By: a'"
-
Presi t
Date:
Z
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Attest:
By:
Armando Chapa
Assistant Secretary
ACCION Texas, Inc.
By:
Ja " Barrera
President and Chief Executive Officer
Date: Z
THE STATE OF TEXAS §
COUNTY OF NUECES §
This instrument was acknowledged before me on 2012, by Janie
Barrera, President and Chief Executive Officer for AgCICN Texas, Inc., a Texas non - profit
corporation, on behalf of the corporation.
Notary Public
State of Texas
ALICE G. GOIUIEZ
'•. -� = Notary Public, State of Texas
My Commission Expires
August 11, 2015
wo-mm
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