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HomeMy WebLinkAbout2016-627 BOCC - Performance Agreement between Orange County, NC and Wegmans Food Markets, Inc. STATE OF NORTH CAROLINA ORANGE COUNTY PERFORMANCE AGREEMENT BETWEEN ORANGE COUNTY,NORTH CAROLINA, AND WEGMANS FOOD MARKETS,INC. This Agreement made and entered into the 1St day of November, 2016 ("Effective Date") by and between Orange County, a political subdivision of the State of North Carolina("County")and WEGMANS FOOD MARKETS,INC. ("Wegmans"), a New York corporation,with a facility to be located in Chapel Hill, Orange County,North Carolina("Company"), for the purpose of incentivizing Company's investment and location in Orange County. Company is a New York registered corporation with its principal place of business in Rochester,New York. Company's Facility(as defined below) shall provide retail services in Chapel Hill, Orange County,North Carolina. Company represents it is duly authorized to conduct business in North Carolina. It is understood that the levels of performance required by this Agreement are to be met by Company as a whole and in their entirety at its Facility in Orange County. Accordingly, the term "Company" as used in this Agreement refers to the entire group at such Facility. WITNESSETH THAT WHEREAS,the County has offered to the Company an inducement package as hereinafter set forth; and WHEREAS,but for the offer of an inducement package the Company would not be locating its Facility within Orange County; and WHEREAS, the Company has agreed to meet and continue meeting the minimum investment and employment requirements as hereinafter set forth; NOW, THEREFORE,the parties hereto in consideration of these mutual covenants and agreements passing from each to the other do hereby agree as follows: 1. DEFINITIONS. As used in this Agreement the terms below will have the following meanings: A. "Affiliate." A company that the Company controls, controls the Company, or is under common control with the Company. B. "Certified Public Accountant." An accountant who is a licensed certified public accountant,whose license is in good standing, and who is not associated or affiliated with Company or County. C. "Commencement Date." The date on which the Company opens for business to the public at the Subject Property, after having obtained applicable governmental approvals, certificates of zoning compliance,and certificates of occupancy. Unless delayed by causes beyond the control of the Company,the Commencement Date is anticipated to be no later than September 30, 2019. Page 1 of 13 D. "Company." WEGMANS FOOD MARKETS, INC. and includes its affiliates, successors, and assigns. E. "Full Time Equivalent." Includes all filled Full Time (thirty hours or more per week) and filled part time positions of the Company at the Facility. One (1)Full Time position is equal to one (1)Full Time Equivalent position. Two point five (2.5)part time positions are equal to one (1) Full Time Equivalent position. Full Time Equivalent employees refers to actively employed individuals and shall not include vacant positions for which the Company is actively or otherwise recruiting. F. "Grant."An economic incentive grant from an outside agency to the County to assist County and Company in infrastructure development or expansion. G. "Inducement Grant." An economic development grant provided to Company for the purpose of securing the Company's location of its Facility in Orange County,North Carolina. H. "Orange County Facility"or"Facility." The Company constructed and/or owned primary and secondary structures, utilities, and operations and service areas situated on the Subject Property in Chapel Hill, Orange County,North Carolina in and on which Company conducts its business and/or operations. L "Personal Property." All non real property the Company or an Affiliate owns or leases located at the Facility, including all (a)machinery and equipment, (b) furniture, furnishings, and fixtures, (c)property that is capitalized for federal or state income Tax purposes, (d)all additions to any of the foregoing, and all replacements of any of the foregoing in excess of$100,000. Such Personal Property is that property listed with the Orange County Tax Assessor. J. "Subject Property"or"Property." The real property on which Company constructs and/or operates the Orange County Facility identified by Property Identification Numbers 9799782859, 9799782464 and more specifically described in Exhibit A,the Legal Description thereof. K. "Tax" or"Taxes." Ad valorem property Tax levied on the Company's real and Personal Property located in the County pursuant to Article 25, Chapter 105 of the North Carolina General Statutes or any successor statute relating to ad valorem property Tax the County levies on property. L. "Term" or"Full Term." The duration of this Agreement meaning the Effective Date through and including the 31St day of December of the year in which the final financial inducement installment is made. M. "Total Valuation." The assessed value of all real and personal property acquired by Company in and for its Orange County Facility. 2. INVESTMENT,EMPLOYMENT,AND SALES A. INVESTMENT Page 2 of 13 1. For purposes of the Company's minimum level of performance for investment the Company anticipates it shall directly invest an amount sufficient to result in a real property valuation of the Property of at least Eighteen Million One Hundred Forty-four Thousand Dollars ($18,144,000.00) and a Personal Property valuation of at least Eight Million Dollars($8,000,000.00)both of which combined equal the Total Valuation. If the Company does not make investments sufficient to achieve these valuations on or before the Commencement Date(and as may be extended herein),the amount of the Grants will be adjusted as provided in this Article 2. 2. If the investment of the Company does not result in at least the property valuation shown in Article 2A,the amount of the annual installment will be reduced by a pro-rata percentage of the shortfall. The baseline for measuring whether the valuation goals have been met(i.e. the Tax assessments for the year in which the Commencement Date occurs) shall be adjusted(1) upward, if there is an increase in the assessment of the Company's Property and(2)downward,to reflect the natural decline in the value of the Company's Personal Property(existing in the year in which the Commencement Date occurs and acquired thereafter in the course of the new investment) as measured by the depreciation of such property in accordance with generally accepted accounting principles. B. EMPLOYMENT 1. For purposes of the Company's minimum level of performance for employment, it is expected that on or before the date that is one year after the Commencement Date (the conclusion of the first year of operations), at least 285 persons will be employed in Full Time Equivalent positions at the Facility. The minimum number of Full Time Equivalent positions for each successive year shall be as provided in Exhibit B. The number of Full Time Equivalent positions shall be evidenced by the annual certification of a Certified Public Accountant retained by Company for the purpose of providing such certification to County. 2. For the purposes of Company's minimum level of performance for employment, it is expected that the Company will maintain the minimum levels of Full Time Equivalent employees as shown in Exhibit B. Employees counted toward these totals shall include only those employees of the Company employed and located at Company's Facility in Chapel Hill, Orange County,North Carolina provided such employees are employed in Orange County on a Full Time Equivalent basis. For the purposes of Company's minimum level of performance for employment, it is expected that the the minimum wage for seventy percent(70%)of the number of Full Time Equivalent employees as shown in Exhibit B at the Facility will be at least Twelve Dollars ($12.00)per hour. Full time employees of the Company will be provided with health care coverage in accordance with Wegmans' standard benefit plan for full time retail employees. C. SALES REVENUE: For purposes of the Company's minimum level of performance for sales revenue it is expected that Company shall achieve at least Sixty-Two Million Dollars ($62,000,000.00)by the end of the first year of operations (the date that is one year after the Commencement Date); at least Sixty-Seven Million Dollars ($67,000,000.00) in sales revenue by the end of year two (the date that is two years after the Commencement Date); at least Seventy-Two Million Dollars($72,000,000.00) in sales revenue by the end of year three (the date that is three years after the Commencement Date); at least Seventy-Eight Million Dollars Page 3 of 13 ($78,000,000.00)by the end of year four(the date that is four years after the Commencement Date); and at least Eighty-Three Million Dollars ($83,000,000.00)by the end of year 5 (the date that is five years after the Commencement Date). Sales revenue amounts shall be evidenced by an annual certification of a Certified Public Accountant. This certification shall be provided to County prior to the payment of any inducement grant installment. D. DEVELOPMENT GRANT PARTICIPATION: Where applicable,the Company agrees to reasonably cooperate with Orange County and other applicable agencies to apply for development grants that will improve and/or add water, sewer, road or other necessary infrastructure in order to facilitate the successful completion of this project. If such development grants become available the Company agrees to meet with program representatives, and to participate in the grant request process as necessary to secure the required funding. E. MINIMUM LEVEL OF PERFORMANCE: The Company agrees that its minimum level of performance pursuant to this Agreement shall be as set out in this Article 2. Company agrees that should it not meet the required minimum levels of performance County may reduce the Inducement Grant by a pro rata amount for failures to meet the sales, employment, and valuation performance requirements. F. STATUTORY COMPLIANCE: The Company understands that the County's participation is contingent upon authority found in North Carolina General Statute 158-7.1 and other relevant North Carolina General Statutes and that should such statutory authority be withdrawn by the North Carolina General Assembly, County may terminate this Agreement without penalty to County and without further compliance with this Agreement. 3. INDUCEMENT PACKAGE A. COUNTY INDUCEMENT GRANT: Subject to the limitations set out herein,the County, upon execution of this Agreement, shall provide to the Company an inducement to offset Facility development, expansion, and acquisition costs in an amount estimated and not to exceed Four Million Dollars($4,000,000.00)payable in five installments of approximately Eight Hundred Thousand Dollars ($800,000.00)over a six year period. The first installment shall occur within a reasonable time after the end of the first twelve (12)month period following the Commencement Date and upon receipt of proof, as described in Article 5 of this Agreement, that the minimum employment, sales, and valuation requirements referenced in Article 2 of this Agreement have been met and that all outstanding local property Taxes on the real and business Personal Property owned by the Company and located within Orange County, for which a bill for such Taxes has been issued to the Company, have been paid. Subsequent annual financial inducement installments will occur within a reasonable time after the end of the applicable twelve (12)month period and upon the County's receipt of the proof required by Article 5 of this Agreement. No installment shall be required to be paid until such time as County receives proof of the payment of all outstanding property Taxes and verification of sales, employment, and valuation levels has been submitted to the County. The final Inducement Grant amount shall be determined based on the level at which Company achieves the valuations, sales, and employment requirements established in this Agreement. B. TOTAL COUNTY COMMITMENT: The amount of the Inducement Grant is based on Company investments resulting in a real property valuation of the Property of at least Eighteen Page 4of13 Million One Hundred Forty-four Thousand Dollars($18,144,000.00); Company investments resulting in a Personal Property valuation of at least Eight Million Dollars($8,000,000.00); Company sales in the amounts described in Section 2(C) of this Agreement; and Company employing at least the number set forth in Exhibit B of Full Time Equivalent employees at the Facility. C. MAXIMUM COUNTY COMMITMENT: The Inducement Grant SHALL NOT EXCEED FOUR MILLION DOLLARS ($ 4,000,000.00). This maximum inducement amount is based on the Company meeting all requirements herein. One eighth (12.5%)of the Inducement Grant is based on Company achieving the real property valuation requirement, one eighth (12.5%)of the Inducement Grant is based on Company achieving the Personal Property valuation requirement, one half(50%) on the Company achieving the sales revenue requirement, one eighth(12.5%)on the Company achieving the minimum level of Full Time Equivalent employees requirement, and one eighth(12.5%)on the Company achieving the minimum wage requirement. Should Company annually fail to meet any of such requirements, the Inducement Grant shall be reduced in a pro rata amount for the real property valuation,the Personal Property valuation,the sales revenues,the Full Time Equivalent employees requirement, and the minimum wage requirement. (Example of calculation and reduction: At the end of the first year following the Commencement Date, should Company have achieved at least$62,000,000.00 in sales revenue, Company is entitled to 50%of the annual inducement installment. If Company has for the same time period achieved a real property valuation of$18,144,000.00 and a Personal Property valuation of only$4,000,000.00, Company is entitled to an additional 12.5%and 6.25%, respectively, of the annual inducement installment. If Company has for the same time period only employed 200 Full Time Equivalent employees, Company is entitled to an additional 8.8% of the annual inducement installment. If Company has for the same time period paid a minimum wage of at least Twelve Dollars ($12.00)per hour for at least 200 Full Time Equivalent employees, Company is entitled to an additional 12.5%of the annual inducement installment. This calculation and reduction results in an inducement installment at the conclusion of year one of operations of 90.05%of the annual inducement installment, which equates to an amount of approximately$720,400.00.) 4. EXPANSION OPPORTUNITY Participation in this Agreement shall not exclude the Company from consideration for additional inducements from the County either during or upon completion of this Agreement. Future projects shall be considered on a case-by-case basis and induced at the discretion of the County based on new Taxable investment and job creation in excess of the minimum levels outlined in Article 2 above. Any such agreement shall require a separate "Performance Agreement"which shall conform to all relevant North Carolina Statutes and/or Orange County Ordinances, Policies or Resolutions, shall be in writing, and shall be mutually agreed upon by the Parties. 5. PROOF AND CERTIFICATION The officials of the parties to this Agreement shall furnish the necessary reports and certificates to verify that each party's respective goals are met. Proof and certification that Company has met the valuation, sales, and employment requirements set out in Article 2 must be provided to County prior to the annual inducement grant installment. Page 5of13 Acceptable forms of proof for valuation shall be the records of the Orange County Tax Administrator. Acceptable forms of proof of payment of Taxes shall be in the form of cancelled checks, and receipts of payment from the Orange County Tax Administrator. Acceptable forms of proof for employment numbers shall be in the form of either a notarized certification from a Certified Public Accountant retained by the Company to provide such certification to the County. Acceptable forms of proof for sales revenue shall be in the form of a notarized certification from a Certified Public Accountant retained by the Company to provide such certification to the County. 6. REMEDY A. INDUCEMENT PACKAGE: If the County does not meet and maintain the terms set forth in the inducement package,the Company has the option to the rights set forth in Article 1 IA of this Agreement upon thirty (30) days written notice to the County. B. DELAY OF INDUCEMENT PACKAGE INITIATION: If the Company determines it will not meet the year one employment, sales, and valuation goals that are to be met pursuant to this Agreement by the date that is one year after the Commencement Date,the onset of this Agreement may be delayed one (1)year, at the option of the Company. Written notification of a request to delay onset must be received by the County no later than nine (9)months after the Commencement Date. In the event the employment, sales, and valuation goals are not met due to causes beyond the control of the Company,the period in which such employment, sales, and valuation goals are to be met shall be tolled by the period of such delay caused by such causes beyond the control of the Company(for purposes of this Article 613, causes beyond the control of the Company are limited to: delay in completion of public works construction such as access road, utilities,water, and sewer lines where such public works projects are the responsibility of a state, local, or federal agency; failure to obtain governmental approvals; Act of God; strikes; lockouts; inability to procure materials (including energy); power; casualty; inclement weather; riots; insurrection; war). C. VALUATION, SALES,AND EMPLOYMENT PACKAGE: If the Company does not meet and maintain any of the valuation, sales, or employment goals within the annual timetable set forth in this Agreement(except as set forth above), and does not opt to delay the onset of this Agreement as described above,then the County will reduce the annual installment payment as set forth in Article 3C of this Agreement until such time as the Company once again meets valuation, sales, and employment goals. Reduction shall be computed based on the percentage of the goal not met. In order to qualify for the full reimbursement, including recovery of any prior reductions, except reductions based on employment,both valuation and sales revenue must meet or exceed the minimum standards outlined above prior to the natural termination of this Agreement. 7. SEVERABILITY If any term or provision of this Agreement is held to be illegal, invalid, or unenforceable,the legality, validity, or enforceability of the remaining terms, or provisions of this Agreement shall not be affected thereby; and in lieu of such illegal, invalid or unenforceable tern or provision, there shall be added by mutually agreed upon written amendment to this Agreement, a legal, valid, or enforceable term or provision, as similar as possible to the term or provision declared illegal, invalid,or unenforceable. Page 6 of 13 8. COMPLIANCE WITH THE LOCAL GOVERNMENT BUDGET AND FISCAL CONTROL ACT OF NORTH CAROLINA GENERAL STATUTES All appropriations and expenditures pursuant to this Agreement shall be subject to the provisions of the Local Government Budget and Fiscal Control Act of the North Carolina General Statutes for cities and counties and shall be listed in the annual report submitted to the Local Government Commission by the County. 9. GOVERNING LAWS,DISPUTE RESOLUTION,& FORUM This Agreement shall be governed and construed according to the laws of the State of North Carolina. Any action brought to enforce or contest any term or provision of this Agreement shall be brought in the North Carolina General Court of Justice sitting in Orange County,North Carolina. The Parties hereto stipulate to the jurisdiction of said court. It is agreed by the parties that no other court shall have jurisdiction or venue with respect to such suits or actions. Binding arbitration may not be initiated by either party,however,the parties may agree to nonbinding mediation of any dispute prior to the bringing of a suit or action. 10. INDEMNIFICATION The Company and the County each hereby agree to indemnify, protect and save the other party and its officers, directors, and employees harmless from all liability, obligations, losses, claims, damages, actions, suits,proceedings, costs and expenses, including reasonable attorneys' fees, arising out of, connected with, or resulting directly or indirectly from this Agreement. The indemnification arising under this Article shall survive the Agreement's termination. 11. TERMINATION A. COMPANY: Upon Company's meeting its sales, valuation, and employment obligations as set out in Article 2 above and upon Company's certification to such and certification of the payment of all real and personal property Taxes, as set out in Article 5 above,then upon the occurrence of any of the following events, the Company shall have the option of terminating this Agreement: failure of the County to provide the initial inducement installment as provided in Article 3 of this Agreement; or, under the same circumstances, failure of the County to make future inducement installments, as provided for in Article 3 of this Agreement. Should the Company exercise its option to terminate this Agreement,pursuant to this Article for such failure by the County,the Company shall be entitled to retain all funds paid to or for the benefit of the Company pursuant to this Agreement. Conversely, should the Company terminate this Agreement for any reason other than the default by the County to provide for any inducement installment to the Company, the Company shall repay to the County all funds paid to or for the benefit of the Company pursuant to this Agreement. Thereafter,the County shall have no further obligation to make inducement installments annually or otherwise. Any such termination of this Agreement by the Company shall be in writing and shall meet notice requirements as set out herein. B. COUNTY: The County shall have the option of terminating this Agreement upon any Abandonment of Operations by the Company, without penalty to the County, which option shall be executed by giving written notice to the Company. "Abandonment of Operations" Page 7 of 13 shall be defined as a period in excess of eight(8)weeks during which the Company's level of Full Time Equivalent employees or retail sales revenue drops below thirty percent(30%)of the minimum levels of performance commitments for either Full Time Equivalent employees or retail sales revenue as reflected in Article 2 above. C. NATURAL: In any event,the above terms notwithstanding,this Agreement shall terminate upon the 31s'day of December of the year in which the final financial inducement installment is made. 12. LIMITATION OF COUNTY'S OBLIGATION NO PROVISION OF THIS AGREEMENT SHALL BE CONSTRUED OR INTERPRETED AS CREATING A PLEDGE OF THE FAITH AND CREDIT OR TAXING POWER OF THE COUNTY WITHIN THE MEANING OF ANY CONSTITUTIONAL DEBT LIMITATION. NO PROVISION OF THIS AGREEMENT SHALL BE CONSTRUED OR INTERPRETED AS DELEGATING GOVERNMENTAL POWERS NOR AS A DONATION OR A LENDING OF THE CREDIT OF THE COUNTY WITHIN THE MEANING OF THE STATE CONSTITUTION. THIS AGREEMENT SHALL NOT DIRECTLY OR INDIRECTLY OR CONTINGENTLY OBLIGATE THE COUNTY TO MAKE ANY PAYMENTS BEYOND THOSE SET FORTH IN THIS AGREEMENT FOR ANY FISCAL YEAR IN WHICH THIS AGREEMENT SHALL BE IN EFFECT. NO PROVISION OF THIS AGREEMENT SHALL BE CONSTRUED TO PLEDGE OR TO CREATE A LIEN ON ANY CLASS OR SOURCE OF THE COUNTY'S MONEYS,NOR SHALL ANY PROVISION OF THE AGREEMENT RESTRICT TO ANY EXTENT PROHIBITED BY LAW, ANY ACTION OR RIGHT OF ACTION ON THE PART OF ANY FUTURE COUNTY GOVERNING BODY. TO THE EXTENT OF ANY CONFLICT BETWEEN THIS ARTICLE AND ANY OTHER PROVISION OF THIS AGREEMENT, THIS ARTICLE SHALL TAKE PRIORITY. 13. LIABILITY OF PUBLIC OFFICERS No officer, agent, or employee of the County or the Company shall be subject to any personal liability or accountability by reason of the execution of this Agreement or any other documents related to the transactions contemplated hereby. Such officers, agents, or employees shall be deemed to execute such documents in their official capacities only, and not in their individual capacities. This Article shall not relieve any such officer, agent or employee from the performance of any official duty provided by law. 14. MISCELLANEOUS A. ENTIRE AGREEMENT: This Agreement, including all exhibits attached, constitutes the entire contract between the parties, and this Agreement shall not be amended except in writing signed by the Parties. B. BINDING EFFECT and SEVERABILITY: Subject to the specific provisions herein, this Agreement shall be binding upon and inure to the benefit of and be enforceable by the Parties and their respective successors and assigns. If any term of this Agreement is to any extent illegal, otherwise invalid, or incapable of being enforced, such term shall be excluded to the extent of such invalidity or unenforceability; all other terms hereof shall remain in full Page 8 of 13 force and effect; and, to the extent permitted and possible, the invalid or unenforceable term shall be deemed replaced by a term that is valid and enforceable and that comes closest to expressing the intention of such invalid or unenforceable term. C. TIME: Time is of the essence in this Agreement and each and all of its provisions. D. CONSTRUCTION: Nothing in this Agreement shall be construed to the effect that the County has any right to influence the Company's business decisions or to receive business information from the Company(except as expressly provided in Article 2 and Article 5 hereof). E. SIGNATURES: This Agreement together with any amendments or modifications may be executed electronically. All electronic signatures affixed hereto evidence the intent of the Parties to comply with Article 11 A and Article 40 of North Carolina General Statute Chapter 66. F. CONFIDENTIALITY: 1. County may, during the term of this Agreement, have access to, and acquire knowledge regarding confidential and proprietary information, materials, data, financial, tax, and/or other information,records, or documents which may be confidential, privileged, or otherwise protected in nature and not subject to production under North Carolina Public Records laws. To the extent authorized by Chapter 132 of the North Carolina General Statutes any such knowledge acquired, and any such record or document accessed, by the County shall not be used,published, disclosed, or divulged by the County to any person, firm, agency, or other entity. Company acknowledges County is a governmental entity subject to the requirements of North Carolina Public Records laws and must produce public records upon request. 2. Should Company determine any proprietary information, materials,data, financial,tax,and/or other information, records,or documents provided to County is confidential or proprietary Company SHALL prominently mark such proprietary information, materials,data, financial,tax,and/or other information, records,or documents CONFIDENTIAL and/or PROPRIETARY and notify County of such claim in a separate written document. 3. Should County withhold from public records production any information, records, or documents based on Company's claim that such information, records, or documents are confidential and/or proprietary, Company agrees to intervene in any litigation filed against the County to compel production of such information, records, or documents and to defend and indemnify County from any and all claims, costs, damages, or fees related thereto. 15. COMPLIANCE WITH LAW A. NON-DISCRIMINATION: Company shall at all times remain in compliance with all applicable local, state, and federal laws, rules, and regulations including but not limited to all state and federal anti-discrimination laws, policies, rules, and regulations and the Orange County Non-Discrimination Policy. Company shall not discriminate against any person based on age (as that term is defined in the Orange County Civil Rights Ordinance),race, ethnicity, color, national origin,religion, creed, sex, gender, gender identity, gender expression, marital status, Page 9 of 13 familial status, source of income, disability,political affiliation,veteran status,disabled veteran status. Any violation of this requirement is a breach of this Agreement and County may immediately terminate this Agreement without further obligation on the part of the County. This Article is not intended to limit and does not limit breach of the Agreement to discrimination. B. E-VERIFY AND IRAN DIVESTMENT: By executing this Agreement, Company affirms that to the best of its knowledge,the Company, and any North Carolina Affiliates of Company, is and shall remain in compliance with Article 2 of Chapter 64 of the North Carolina General Statutes. By executing this Agreement Company certifies that to the best of its knowledge, Company, and any North Carolina Affiliates of Company, has not been identified, and has not utilized the services of any agent or subcontractor,on the list created by the North Carolina State Treasurer pursuant to G.S. 147-86.58. 16.NOTICES Any notices pursuant to and/or required by this Agreement shall be in writing and shall be delivered via United States Mail, certified, return receipt requested: If to Orange County; County Manager 200 S. Cameron Street Hillsborough,NC 27278 If to WEGMANS, Inc.; Wegmans Food Markets, Inc. 1500 Brooks Avenue PO Box 30844 Rochester,New York 14603-0844 Attn: Senior Vice President,Real Estate/Development With a copy at the same address to the attention of General Counsel Any addressee may designate additional or different addresses for communications by notice given under this Article to the other Party. Page 10 of 13 AGREEMENT REVIEWED AND ACCEPTED BY: For Wegmans Food Markets, Inc. - Ralph A. Uttaro Atte t: Senior Vice President, Real Estate/Development JEANNIN M. SIGLER Notary Public, State of New York Qualified in Monroe County For Orange County,North Carolina Reg No.pi es April Expires April 22,2018 Atte t: Donna Baker Chair Clerk to the Board Orange County Commissioners Orange County Commissioners This i rum as be n pre-audited in the manner required by the Local Government Budget and Fisca on 0, A t. Chef tn 'al Officer Approved s to r and legal sufficiency. OfVce of the County Attorney Page 11 of 13 Exhibit A Legal Descripti n the Property Being all of those parcels described as Tract 1 and Tract 2 shown on that plat entitled "Recombination and Right-of-Way Dedication Plat—Performance Automall Hendrick Automotive Group" dated April 22, 2006, surveyed by Philip Post&Associates and recorded in Plat Book 100 at Page 37, Orange County Registry. Exhibit B Employment Enc of Encf ofZd end Hof 3rd End of 4a' End of S Year of Year of Year of Year of Year of Operation Operation O ration Operation Operation Full Time 185 185 185 185 185 Part Tune* 25tf 287 325' 350 413 (Approximate} TOTAL FTE 285 300 315 325 350 *The number of Part Time employees shown in this Exhibit B is for reference purposes only and is not a minimum employment requirement. Accordingly,there shall be no reduction in the Inducement Grant in the event the Company fails to meet such number of Part Time employees.