Item 4G - Memo CITY OF Item 4G
SOUTHLAKE
MEMORANDUM
October 14, 2026
To: Alison Ortowski, City Manager
From: Daniel Cortez, Director of Economic Development & Tourism
Subject: Item 4G - Consider approval of an amended economic development
agreement between the City of Southlake, Texas, and Capital Grille
Holdings, Inc., a North Carolina Corporation
Action
Requested: Consider approval of the amended economic development agreement
between the City of Southlake, Texas, and Capital Grill Holdings, Inc.
Background
Information: Capital Grille is an approximately 9,300 square-foot fine dining restaurant
and steakhouse that occupies existing tenant space in Carroll Pointe,
located on the southeast corner of the eastbound State Highway 114
frontage road and N. Carroll Avenue.
In September 2022, Capital Grille Holdings submitted a request for public
investment to the City, seeking a fifty-percent reimbursement of the General
Fund sales tax to be generated by the restaurant.
As established in the City's Procedure for Investment Consideration, the
Community Enhancement and Development Corporation reviewed the
request at its November 17, 2022, meeting, and comments from that review
were provided to the City Council at its January 3, 2023, meeting. Following
its review, the City Council directed the City Manager to enter into
negotiations for an incentive agreement.
The City Council approved the economic development agreement on June
6, 2023. The agreement expires ten years after the restaurant's opening
date of May 2024 and includes performance requirements related to
minimum capital investment, minimum sales tax generation, design
standards, and employment targets.
Capital Grille Holdings is now requesting an amendment to the original
agreement that would lower the minimum annual General Fund sales tax
(1%) threshold from $60,000 to $45,000. All other terms of the agreement
would remain unchanged.
Board Review: On November 17, 2022, the Community Enhancement and Development
Corporation reviewed and commented on the originally proposed request
per the City's Procedure for Investment Consideration.
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Legal Review: The City Attorney's office prepared and reviewed and approved by the City
Attorney.
Strategic Link: C4 Attract & keep top-tier businesses to drive a dynamic & sustainable
economic environment.
There are also a number of elements of the City's Comprehensive Plans
that support approval of this agreement.
Financial
Considerations: Following are financial aspects of the development and associated
agreement:
Sales Tax
Per the agreement, Capital Grill Holdings, Inc. has agreed to the following
pertaining to Sales Tax reimbursement:
The City will reimburse Capital Grille Holdings, Inc. fifty percent (50%)
of the General Fund Sales Tax Paid provided that Capital Grille
Holdings complies with the following:
o Must generate a minimum of $45,000 (reduced from the
original $60,000) in General Fund Sales Tax (1%) for the
corresponding calendar year and excludes sales tax
generated for any other City funding source or state-generated
sales tax.
o Maintain a minimum of fifty (50) total employees at the
restaurant at all times.
o Make a Capital Investment in the improvements of the space
in the amount of at least $5,149,000.
o The restaurant must open no later than June 1, 2024.
o The Improvements shall conform to the approved Site Plan,
unless amended and approved by the City Council, and all
building and construction materials identified therein.
Alternatives: Approve the agreement with amendments, direct staff to revise the
agreement and return for City Council consideration at a future meeting, or
deny the agreement.
Supporting
Documents: Amended Economic Development Program Agreement
Staff Contact: Daniel Cortez (817) 748-8039
CITY OF SOUTHLAKE, TEXAS AND
CAPITAL GRILLE HOLDINGS, INC., dba THE CAPITAL GRILLE
AMENDED CHAPTER 380 ECONOMIC DEVELOPMENT PROGRAM AGREEMENT
This CHAPTER 380 AMENDED ECONOMIC DEVELOPMENT PROGRAM
AGREEMENT (this "Agreement") is made and entered into by and between the CITY OF
SOUTHLAKE, TEXAS, a Texas home rule municipality (the "City"), and CAPITAL GRILLE
HOLDINGS, INC., a North Carolina corporation, dba The Capital Grille (the "Company"),
each of which may be singularly referred to as a "Party" and jointly referred to as "Parties,"
for the purposes and considerations stated below.
WHEREAS, the Company is entering into a lease at 1201 E. State Highway 114,
Suite 100, and desires to renovate the existing building shell; and
WHEREAS, the Company proposes to utilize the renovated approximate 9,306
s.f. of floor space as the new location of a The Capital Grille (the "Restaurant"); and
WHEREAS, the Company proposes to make a significant private investment in a
new restaurant; and
WHEREAS, the City has the authority under Article 3, Section 52-a of the Texas
Constitution and Chapter 380 of the Texas Local Government Code ("Chapter 380") to
make loans or grants of public funds for the purposes of promoting local economic
development and stimulating business and commercial activity within the City; and
WHEREAS, the City desires to provide, pursuant to Chapter 380, an incentive to
the Company to renovate 1201 E. State Highway 114, Suite 100 and locate the
Restaurant; and
WHEREAS, the City has determined that a grant of funds to the Company will
serve the public purpose of promoting local economic development and stimulating
business and commercial activity within the City; and
WHEREAS, the City finds that a grant of funds would satisfy a fundamental
objective of the City's strategy, which is to attract and keep top businesses to drive a
dynamic and sustainable economic environment; and
WHEREAS, on June 6, 2023, CAPITAL GRILLE HOLDINGS, INC. and City
entered into an Economic Development Program Agreement; and
WHEREAS, the parties desire to amend the original Agreement to modify the
minimum annual sales tax generation for CAPITAL GRILLE HOLDINGS, INC. but keep
all other conditions of the Agreement in full force and effect; and
WHEREAS, for convenience, this Agreement will amend, restate and replace the
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original agreement.
WHEREAS, the City finds that a grant of funds will further City-identified goals,
including: (a) supporting comprehensive plan implementation; (b) adding to the identified
target industry inventory; (c) supporting identified workforce goals related to daytime
population; (d) incorporating preferred quality of life benefits quality dining destinations
in alignment with strategic objectives, city goals, and comprehensive plan
recommendations; and
WHEREAS, the City further finds that were it to provide the incentives, doing so
will be in alignment with the City's comprehensive plan, including: (a) Vision, Goals, and
Objectives; (b) the Consolidated Future Land Use Plan; (c) the Economic Development
Master Plan; and (d) the Tourism Plan.
NOW THEREFORE, for and in consideration of the agreements contained herein,
and other good and valuable consideration, the receipt and sufficiency of which are
hereby acknowledged, the Parties agree as follows:
SECTION 1. FINDINGS INCORPORATED.
The foregoing recitals are hereby incorporated into the body of this Agreement
and shall be considered part of the mutual covenants, consideration and promises that
bind the Parties.
SECTION 2. PROGRAM APPROVED.
The City Council of the City hereby establishes a Chapter 380 economic
development program (the "Program") to facilitate the renovation of an existing building
for the placement of the Restaurant and determines that this Agreement will effectuate
the purposes of the Program, and that the Company's performance of its obligations
herein will promote local economic development and
SECTION 3. TERM.
This Agreement shall be effective as of the Effective Date and shall terminate
when all terms and conditions of this Agreement have been fulfilled, unless terminated
earlier pursuant to the terms of this Agreement.
SECTION 4. DEFINITIONS.
The following words shall have the following meanings when used in this
Agreement:
"Agreement" means this Chapter 380 Economic Development Program
Agreement, together with all exhibits and schedules attached to this Agreement
from time to time, if any.
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"Capital Investment" means the dollar value of money or other items of value
contributed towards the Improvements.
"CC " means the City of Southlake, Texas, a Texas home-rule municipality,
whose address for the purposes of this Agreement is 1400 Main Street, Suite
460, Southlake, Texas 76092.
"Company" means Capital Grille Holding, Inc., a North Carolina corporation, dba
The Capital Grille, whose address is 1000 Darden Center Dr., Orlando, FL 32837.
"Effective Date" means the last date this Agreement is signed by either Party.
"Event of Default" means and includes any of the Events of Default set forth below
in the Section 7.
"Force Maieure" means any act of God or the public enemy, war, riot, civil
commotion, fire, explosion or flood, and strikes or other act beyond the
reasonable control of the Parties, but not including lack of funds.
"Certificate of Occupancy" means an approval issued by the City after final
inspection reflecting that construction of the Improvements has been completed
in conformance with all appropriate City codes and requirements. Separate
Certificates of Occupancy may be issued for the separate Improvements required
hereunder.
"Improvements" means the renovation of approximately 9,306 square foot space
at 1201 E. State Highway 114, Suite 100, Southlake, Texas 76092 as the new
location of the Restaurant.
"Open" means the date the Restaurant opens for business to the general public.
"Program Grant" or "Program Grant Payment" means the economic development
grants paid by the City to the Company in accordance with this Agreement.
"Property" means that real property known as, 1201 E. State Highway 114, Suite
100, Southlake, Texas 76092, and being more particularly described as Lot 1 R,
Greenway-Carroll Addition and as shown on the attached Exhibit A.
"Restaurant" means the approximately 9,306 square foot space at 1201 E. State
Highway 114, Suite 100, Southlake, Texas 76092 being operated as The Capital
Grille.
"Sales Tax" means the City's municipal General Fund sales and use tax, currently
at the rate of one percent (1.0%), pursuant to Section 321 .103 of the Texas Tax
Code, as amended, generated from the Property and received by the City;
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provided, should the Texas Legislature amend the applicable tax code provision
to increase or decrease the amount of allowed municipal sales and use tax, then
in the event of a decrease, Sales Tax shall mean the actual amount of sales and
use tax received by the City, and in the event of an increase, the General Fund
Sales Tax shall mean one percent (1.0%). Sales taxes specifically excluded from
this definition include any present or future sales tax that, on account of their
designation or commission to a specific purpose or entity pursuant to state or
local law, are not retained by the City for general use.
"Sales Taxes Paid" means Sales Tax paid to and received by the City net of any
fees charged by the State Comptroller, generated by The Capital Grille
(Restaurant) located on the Property.
"Sales Tax Report" has the meaning set forth in Section 5(G).
SECTION 5. OBLIGATIONS OF THE COMPANY.
The Company covenants and agrees with the City that, while this Agreement is
in effect, it shall comply with the following terms and conditions:
(A) Completion of Improvements. The Company agrees that the Restaurant must
Open no later than June 1, 2024; provided, however, that if requested in writing
by the Company, the Southlake City Council will extend this deadline, if in the
City's reasonable discretion the Southlake City Council determines that an
extension is warranted because of: (a) an event of Force Majeure that delays or
suspends construction of the Improvements for a period of time such as to
prevent the Restaurant from Opening by June 1, 2024; or (b) disruption due to
construction of off-site infrastructure improvements by the City for a period of
time such as to prevent the Restaurant from Opening by June 1, 2024. The
property shall be used only in compliance with the City's Comprehensive Zoning
Ordinance.
(B) Design. The Improvements shall conform to the approved Site Plan, unless
amended and approved by the City Council, and all building and construction
materials identified therein.
(C) Capital Investment. The Company agrees to make a Capital Investment in the
amount of at least $5,149,000 into the Improvements, and further agrees to
provide proof, in a manner acceptable to the City, of such Capital Investment to
the City within fifteen (15) days of its Open date.
(D) Performance. The Company agrees to perform and comply with all terms,
conditions, and provisions set forth in this Agreement and in all other
instruments and agreements between the Company and the City.
(E) Minimum Number of Employees. The Company agrees to maintain a minimum
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of fifty (50) total employees at the Restaurant at all times. The Company agrees
to provide proof of employee count, in a manner acceptable to the City, on an
annual basis.
(F) Undocumented Workers. The Company certifies that the Company does not
and will not knowingly employ an undocumented worker in accordance with
Chapter 2264 of the Texas Government Code, as amended, in carrying out its
obligations under this Agreement. If during the Term of this Agreement the
Company is convicted of a violation under 8 U.S.C. § 1324a(f), the Company
shall repay the amount of the Program Grant provided under this Agreement
received during the previous 12 months, plus interest at the rate of the prime
rate published in the Wall Street Journal plus two percent (2%) per annum, not
later than the 120th day after the date the City notifies the Company of the
violation.
(G) Sales Tax Reports. The Company shall authorize the State Comptroller to issue
Sales Tax Reports to the City for the total taxable sales consummated at the
Property on an annual basis, but only to the extent that the City does not have
access to such Sales Tax Reports. The City's obligations to make Program
Grant Payments are contingent upon receipt of (or access to) the Sales Tax
Reports or the tax information contemplated in the next succeeding sentence.
In the event such Sales Tax Reports are not available from the State
Comptroller, the Company shall use its reasonable efforts to provide the City
with information to verify taxable sales from the Property before any Program
Grant Payment will be made.
(H) Minimum Annual Sales Tax Generation. In order to be eligible for any annual
Grant Payment under Section 6(A), the Property must generate a minimum of
$45,000 in General Fund Sales Tax (1%) for the corresponding calendar year
and excludes sales tax generated for any other City funding source or state
generated sales tax. The $45,000 in General Fund Sales Tax can be pro-rated
for the first and last year of this agreement if less than a full 12-month year.
(1) Taxes. During the term of this Agreement, the Company shall timely pay all ad
valorem and other charges due by the Company to the City (to the extent not
being contested in good faith) or the City's obligations under this Agreement
can be nullified and this Agreement terminated by the City. Additionally, the
Company, upon the City's request, will furnish evidence reasonably satisfactory
to the City, on or before the first March 1 following the Open date , and on or
before March 1 of each calendar year thereafter during the Term of this
Agreement, that there are no delinquent Sales Taxes, City utility charges or
fees, or ad valorem taxes due and owing as to the Property and that all such
taxes for the preceding calendar year have been paid in full (to the extent not
being contested in good faith).
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SECTION 6. OBLIGATIONS OF THE CITY.
Program Grant Payments of the Sales Tax Rebate shall be paid according to the
following terms:
(A) Program Grant Payment. Upon the satisfaction of the Company's obligations
under Section 5, and so long as the Company remains in compliance with the
provisions of Section 5, the City agrees to pay the Company a Program Grant
Payment equal to fifty percent (50%) of the General Fund Sales Tax Paid, which
payment shall be made for a period beginning the first full calendar month for
which the Company has filed its Sales Tax Report with the State Comptroller,
and continuing thereafter for one hundred twenty (120) consecutive months. This
amendment does not reset the term of the original incentive period.
(B) Grant Paid Annually. The City will pay the Program Grant Payment on an annual
basis, based on the Sales Tax Report from the State Comptroller received by the
City during each calendar year. The City will remit the Program Grant Payment
to the Company upon receiving written request by the Company. Such request
will demonstrate compliance with Section 5 of the Agreement, in a manner
acceptable by the City, and by March 31 st of the year following such calendar
year and receipt of all of the following: (1) the Sales Tax Reports specified in
Section 5(G) of this Agreement for each month of the applicable calendar year;
(2) the Area Reports or other information establishing the amounts of received
Sales and Use Tax from the Comptroller's office for each month in the applicable
calendar year; and (3) the City's receipt of the Sales and Use Tax from the
Comptroller's office for each month of the applicable calendar year.
SECTION 7. EVENTS OF DEFAULT.
Each of the following shall constitute an Event of Default under this Agreement:
(A) Default. Failure of the Company or the City to comply with or to perform any
term, obligation, covenant, or condition contained in this Agreement or in any
related documents, and the Company or the City fails to cure such failure within
thirty (30) days after written notice from the City or the Company, as the case
may be, describing such failure, or if such failure cannot be cured within such
thirty (30) day period in the exercise of all due diligence, then if the Company or
the City fails to commence such cure within such thirty (30) day period or fails
to continuously thereafter diligently prosecute the cure of such failure.
(B) False Statements. Any written warranty, representation, or statement made or
furnished to the receiving Party under this Agreement or any document(s)
related hereto furnished to the receiving Party is/are false or misleading in any
material respect, either now or at the time made or furnished, and the furnishing
Party fails to cure same within thirty (30) days after written notice from the
receiving Party describing the violation, or if such violation cannot be cured
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within such thirty (30) day period in the exercise of all due diligence, then if the
furnishing Party fails to commence such cure within such thirty (30) day period
or fails to continuously thereafter diligently prosecute the cure of such violation,
or if the furnishing Party obtains actual knowledge that any such warranty,
representation or statement has become false or misleading after the time that
it was made, and the furnishing Party fails to provide written notice to the
receiving Party of the false or misleading nature of such warranty,
representation or statement within ten (10) days after the furnishing Party learns
of its false or misleading nature.
(C) Insolvency. The dissolution or termination of the Company's existence as a
going business or concern, the Company's insolvency, appointment of receiver
for any part of the Company's property, any assignment of all or substantially
all of the assets of the Company for the benefit of creditors of the Company, or
the commencement of any proceeding under any bankruptcy or insolvency laws
by or against the Company unless, in the case of involuntary proceedings, such
proceedings are discharged within ninety (90) days after filing.
SECTION 8. EFFECT OF AN EVENT OF DEFAULT.
(A) Notice and Remedies. In the event of default under this Agreement, including,
without limitation, Section 7, the non-defaulting Party shall give written notice to
the defaulting Party of any default, and the defaulting Party shall have the period
provided in Section 7 to cure said default. Should said default remain uncured
as of the last day of the applicable cure period and the non-defaulting Party is
not otherwise in default, the non-defaulting Party shall have the right to
immediately terminate this Agreement. In the event the City terminates this
Agreement as a result of the foregoing, it will have no further obligation to make
any remaining Program Grant Payment. Additionally, the Company will owe the
City repayment of the previous year's Program Grant Payment made to the
Company, plus interest at the rate of the prime rate per annum. The Company
shall pay such funds to the City within sixty (60) days of termination.
(B) Damage Limitation. Neither Party shall be liable to the other Party for indirect,
special, or consequential damages.
SECTION 9. ADDITIONAL SALES TAX PROVISIONS.
The following additional sales tax provisions are a part of this Agreement:
(A) Legislative or Judicial Changes. In the event of any legislative or judicial
interpretation that limits or restricts the City's ability to pay the general Sales
Tax Rebates herein provided or otherwise extracts or imposes any penalty or
other restriction upon the payment of same, such rebate will cease as of the
effective date of such limitation or restriction and be of no further force, effect or
consequence in which event the City shall be under no further obligation to the
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Company as of the effective date of such limitation or restriction. However, the
City and the Company agree to modify the rebate provided for herein to the
extent permitted by such legislative or judicial action to the fullest extent then
authorized without penalty or other restriction upon the City for the payment of
same.
(B) Erroneously Paid Sales Tax. In the event the State Comptroller determines, for
any reason, that any Sales Tax were erroneously paid to the City from the sales
provided for herein and the City shall be required to rebate or repay any portion
of such taxes, the amount of such rebate or repayment shall be deducted from
the calculation of the Sales Taxes Paid, and in the event the calculation of Sales
Taxes Paid for a Program Grant Payment shall reflect an overpayment by the
City to the Company, the Company agrees to reimburse the City the amount of
such overpayment. If reimbursement is not received, the City will deduct the
overpayment amount at the next program grant payment. Notification of any
such required adjustment will be provided to the Company at the earliest
practical date.
SECTION 10. MISCELLANEOUS PROVISIONS.
The following miscellaneous provisions are a part of this Agreement:
(A) Amendments. At any time, the City and the Company may determine that this
Agreement should be amended for the mutual benefit of the Parties, or for any
other reason, including an amendment to induce the Company to continue
development and commercial activities in the City when this Agreement could
otherwise be terminated. The City and the Company agree to consider
reasonable requests for amendments to this Agreement which may be made by
any of the Parties hereto, lending institutions, bond counsel, or financial
consultants. Any amendments to this Agreement must be in writing and signed
by the appropriate authorities of both the City and the Company.
(B) Applicable Law and Venue. This Agreement shall be governed by and
construed in accordance with the laws of the State of Texas, and all obligations
of the Parties created hereunder are performable in Tarrant County, Texas.
Venue for any action arising under this Agreement shall lie in the state district
courts of Tarrant County, Texas.
(C) Assignment. This Agreement may not be assigned without the written consent
of the other Party.
(D) Binding Obligation. This Agreement shall become a binding obligation on the
Parties upon execution by all signatories hereto. The City warrants and
represents that the individual executing this Agreement on behalf of the City has
full authority to execute this Agreement and bind the City to the same. The
Company warrants and represents that the individual executing this Agreement
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on the Company's behalf has full authority to execute this Agreement and bind
it to the same.
(E) Caption Headings. Caption headings in this Agreement are for convenience
purposes only and are not to be used to interpret or define the provisions of this
Agreement.
(F) Counterparts. This Agreement may be executed in one or more counterparts,
each of which shall be deemed an original and all of which shall constitute one
and the same document.
(G) Entire Agreement. This Agreement constitutes the entire understanding and
agreement of the Parties as to the matters set forth in this Agreement. No other
understanding, oral or otherwise, in direct conflict with this Agreement shall be
deemed to exist or to bind any of the Parties hereto. All prior written or oral
offers, counteroffers, memoranda of understanding, proposals and the like are
superseded by this Agreement. No alteration of or amendment to this
Agreement shall be effective unless given in writing and signed by the Party or
Parties sought to be charged or bound by the alteration or amendment. Neither
Party is relying on any statement, representation, nor warranty of the other Party
not expressly set out in this Agreement. Each of the undersigned authorized
representatives of the Parties, warrants and represents and does hereby state
and represent that no promise or agreement which is not herein expressed has
been made to him or her in executing this Agreement, and that neither of the
signatories is relying upon any statement or representation of any agent of the
Parties. Each Party is relying on his or her own judgment and each Party has
been represented by independent counsel of its choosing. This Agreement shall
not be construed against the drafter hereof, but shall be construed as if all
Parties drafted the same.
(H) Force Majeure. It is expressly understood and agreed by the Parties to this
Agreement that if the performance of any obligations hereunder is delayed by
reason of Force Majeure, the Party so obligated or permitted shall be excused
from doing or performing the same during such period of delay, so that the time
period applicable to such obligation or requirement shall be extended for a
period of time equal to the period such Party was delayed. This section does
not affect the Company's obligations or the City's discretion described in Section
5(A).
(1) Further Acts and Releases. The City and the Company each agrees to take
such additional acts and execute such other documents as may be reasonable
and necessary in the performance of their obligations hereunder.
(J) Governmental Powers; Waiver of Immunity. By execution of this Agreement, the
City does not waive or surrender any of its governmental powers, immunities,
or rights.
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(K) No Third-Party Beneficiaries. The performance of the respective obligations of
the City and the Company under this Agreement are not intended to benefit any
party other than the City or the Company, except as expressly provided
otherwise herein. No person or entity not a signatory to this Agreement shall
have any rights or causes of action against any Party to this Agreement as a
result of that Party's performance or non-performance under this Agreement,
except as expressly provided otherwise herein.
(L) Notices. Any notice or other communication required or permitted by this
Agreement shall be in writing and shall be effective: (i) immediately when
personally delivered either by hand; or(ii)three (3) days after notice is deposited
with the U.S. Postal Service, postage prepaid, certified with return receipt
requested, and addressed as follows:
if to Company: Capital Grille Holdings, Inc.
1000 Darden Center Dr.
Orlando, Florida 32837.
ATTN: Marty Wilson
if to the City: City of Southlake
1400 Main Street, Suite 460
Southlake, Texas 76092
ATTN: Daniel Cortez
With a copy to: Taylor, Olson, Adkins, Sralla & Elam, L.L.P.
6000 Western Place, Suite 200
1-30 at Bryant-Irvin Road
Fort Worth, Texas 76107
Attention: Cara Leahy White
(M) Right of Offset. The City may at its option, after prior written notice to the
Company, offset any amounts due and payable under this Agreement against
any debt (including taxes) lawfully due and owing to the City from the Company,
regardless of whether the amount due arises pursuant to the terms of this
Agreement or otherwise, and regardless of whether or not the debt has been
reduced to judgment by a court.
(N) Relationship of Parties. The Parties shall not be deemed in a relationship of
partners or joint ventures by virtue of this Agreement, nor shall either Party be
an agent, representative, trustee, or fiduciary of the other. Neither Party shall
have any authority to bind the other to any agreement.
(0) Severability. The City and the Company declare that the provisions of this
Agreement are severable. If it is determined by a court of competent jurisdiction
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that any term, condition, or provision hereof is void, voidable, or unenforceable
for any reason whatsoever, then such term, condition, or provision shall be
severed from this Agreement and the remainder of this Agreement enforced in
accordance with its terms.
(P) Attorneys' Fees. In the event that either Party hereto brings an action or other
proceeding to enforce or interpret the terms and provisions of this Agreement,
the prevailing Party in that action or proceeding shall be entitled to have and
recover from the non-prevailing Party all such fees, costs and expenses
(including, without limitation, all court costs and reasonable attorneys' fees) as
the prevailing Party may suffer or incur in the pursuit or defense of such action
or proceeding.
(Q) Texas Boycott Prohibitions. To the extent required by Texas law, Company
verifies that: (1) It does not have a practice, policy, guidance, or directive that
discriminates against a firearm entity or firearm trade association, as defined in
Texas Government Code § 2274.001 , and that it will not during the term of the
Contract discriminate against a firearm entity or firearm trade association; (2) It
does not "boycott Israel" as that term is defined in Texas Government Code §
808.001 and 2271.001 , and it will not boycott Israel during the term of the
Contract; (3) It does not"boycott energy companies," as those terms are defined
in Texas Government Code §§ 809.001 and 2276.001, and it will not boycott
energy companies during the term of the Contract; (4) It does not engage in
scrutinized business operations with Sudan, Iran, or designated foreign terrorist
organization as defined in Texas Government Code, Chapter 2270; and (5) It is
not owned by or the majority of its stock or other ownership interest is held or
controlled by i) individuals who are citizens of China, Iran, North Korea, Russia,
or a designated country as defined by Texas Government Code § 2275.0101;
or ii) a Company or other entity, including a governmental entity, that is owned
or controlled by citizens of or is directly controlled by the government of China,
Iran, North Korea, Russia, or a designated country; nor is it headquartered in
China, Iran, North Korea, Russia, or a designated country.
(R) 380 Grant Limitations. Under no circumstances shall the obligations of the City
hereunder be deemed to create any debt within the meaning of any
constitutional or statutory provision; provided, however, the City agrees during
the term of this Agreement to make a good faith effort to appropriate funds to
pay the grant for this Agreement. Further, City shall not be obligated to pay any
lienholder, commercial bank, lender, or similar Person or financial institution for
any loan or credit agreement made by the Company. None of the obligations of
City under this Agreement shall be pledged or otherwise encumbered by the
Company in favor of any Iienholder, commercial bank, lender, or similar Person,
or financial institution.
(S) Ethics Disclosure. The Company represents that it has completed a TEC form
1295 ("Form 1295") generated by the TEC's electronic filing application in
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accordance with the provisions of Texas Government Code 2252.908 and the
rules promulgated by the TEC. The Parties agree that, with the exception of the
information identifying the City and the contract identification number, the City
is not responsible for the information contained in the Form 1295. The
information contained in the Form 1295 has been provided solely by Company
and the City has not verified such information. The City hereby confirms timely
receipt of the Form 1295 from the Company pursuant to Section 2252.908, and
the City agrees to acknowledge such form with the TEC through its electronic
filing application system not later than the 30th day after the receipt of such
form.
(T) Texas Government Code Verifications. Company represents and warrants that
it does not and during the duration of this Agreement will not:
(1) Do business with Iran, Sudan, or a foreign terrorist organization, as defined
in Texas Government Code Chapter 2270 , as amended;
(2) Boycott Israel as that term is defined in Texas Government Code Section
808.001 and Chapter 2271 , as amended;
(3) Discriminate against a firearm entity or firearm trade association as defined
in Texas Government Code Chapter 2274 , as amended;
(4) Operate as a foreign owned or controlled company in connection with a
critical infrastructure project as defined in Texas Government Code
Chapter 2275 , as amended; or
(5) Boycott energy companies as defined in Texas Government Code Section
809.001 and Chapter 2276 , as amended.
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IN WITNESS WHEREOF, the Parties have executed this Agreement and caused
this Agreement to be effective as of the last date signed below.
CITY OF SOUTHLAKE, TEXAS
By: Shawn McCaskill, Mayor
Date:
STATE OF TEXAS §
COUNTY OF TARRANT §
Before me on this day personally appeared Shawn McCaskill, Mayor of the City of
Southlake, Texas, on behalf of the City.
Given under my hand and seal of office this day of ,
2026.
SEAL
My Commission Expires:
Notary Public in and for the State of Texas
Page 13
CAPITAL GRILLE HOLDINGS, INC.
By: Angela Simmons, President
Date:
CORPORATE ACKNOWLEDGMENT
STATE OF §
COUNTY OF §
BEFORE ME, the undersigned authority in and for
County, , on this day personally appeared Angela
Simmons, President, known to me to be the person and officer whose name is
subscribed to the foregoing instrument and acknowledged to me that he is the President
of CAPITAL GRILLE HOLDINGS, INC. and that he is authorized by said limited liability
company to execute the foregoing instrument as the act of such limited liability company
for the purposes and consideration therein expressed, and in the capacity therein stated.
GIVEN UNDER MY HAND AND SEAL OF OFFICE, this the day of
, 2026.
SEAL
My Commission Expires:
Notary Public in and for the State of
Page 14
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