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05/21/2026 PLEASE TURN OFF ALL CELL PHONES AGENDA WEST MEMPHIS CITY COUNCIL MAY 21,2026 PRAYER: REVEREND DAVID MURRAY CITY COUNCIL MEMBER-WARD 4-2 PLEDGE OF ALLEGIANCE: MR. WAYNE CROOM-CITY COUNCIL MEMBER-WARD 3-2 CALL TO ORDER: ROLL CALL: CITY CLERK-MS. PATRICIA JOPLIN BID OPENING: WEST MEMPHIS UTILITIES-12 INCH WATERMAIN EXTENSION MINUTES: APPROVE OR CORRECT MINUTES OF APRIL 16,2026 OLD BUSINESS: NEW BUSINESS: R-1 A RESOLUTION APPROVING THE REVISED POLICY AND PROCEDURE MANUAL FOR THE WEST MEMPHIS POLICE DEPARTMENT (TABLED ON MAY 7,2026) R-2 A RESOLUTION AUTHORIZIG THE MAYOR TO SIGN THE PURCHASE AGREEMENT ON BEHALF OF THE CITY OF WEST MEMPHIS AND THE WEST MEMPHIS FIRE DEPARTMENT WITH THE SUTPHEN CORPORATION FOR A SUTPHEN HEAVY DUTY CUSTOM STOCK PUMPER R-3 A RESOLUTION SETTING A PUBLIC HEARING ON A PETITION TO VACATE A PORTION OF THOMPSON AVENUE R-4 A RESOLUTION ADOPTING A CONFLICT OF INTEREST POLICY FOR THE PROCUREMENT OF GOODS AND SERVICES R-5 A RESOLUTION ADOPTING THE MISSION,VISION,AND CORE VALUES OF WM CONNECT,THE CITY OF W EST MEMPHIS PUBLIC TRANSIT SERVICE 0-1 AN ORDINANCE TO AMEND ORDIANCE 2504 AND SECTION 34-30 OF THE WEST MEMPHIS MUNICIPAL CODE,TO SET GARBAGE COLLECTION FEES AND FOR OTHER PURPOSES 0-2 AN ORDINANCE WAIVING COMPETITIVE BIDDING FOR THE CONSTRUCTION OF A 10" PVC IRRIGATION WELL AND THE INSTALLATION OF A SUBMERSIBLE PUMP AT THE MEADOWBROOK GOLF COURSE,DECLARING AN EMERGENCY AND FOR OTHER PURPOSES 0-3 AN ORDINANCE APPROVING THE INITIAL OPERATING AND CAPITAL BUDGET FOR THE CITY OF WEST MEMPHIS TRANSPORTATION DEPARTMENT TO SUPPORT THE IMPLEMENTATION OF WM CONNECT; AUTHORIZING EXPENDITURES AND FOR OTHER PURPOSES PERMISSION REQUEST: EMPLOYEE HANDBOOK REVISIONS-MS.YVONNE CARR (TABLED ON MAY 7,2026) PERMISSION TO APPROVE CDBG 5-YEAR CONSOLIDATED PLAN (2026-2030)-MRS.MARILYN PHELIX PAGE 2 AGENDA WEST MEMPHIS CITY COUNCIL MAY 21,2026 PERMISSION REQUEST CONT'D PERMISSION TO APPROVE UPDATED CITIZEN PARTICIPATION PLAN MRS. MARILYN PHELIX PERMISSION TO APPROVE UPDATED REHABILITATION PLAN MRS.MARILYN PHELIX MEMORANDUM OF UNDERSTANDING-HYPERCITY WEST MEMPHIS- STRAGETIC ENERGY& INTRAFRACTURE PARTNERSHIP COMMITTEE REPORTS: APPOINTMENTS: PERSENTATION BY THE MAYOR: ANNOUNCEMENTS: CITIZEN REQUEST: ADJOURNMENT: r MINUTES WEST MEMPHIS CITY COUNCIL May 21, 2026 A regular City Council Meeting of the West Memphis City Council was held on Thursday May 21, 2026, at 5:00 p.m. in the City Council Chamber at City Hall, 205 S. Redding. Mayor Marco McClendon called the meeting to order. The invocation was given by Councilor David Murray, followed by the Pledge of Allegiance by Councilor Wayne Croom. City Clerk Patricia Joplin called the roll. Those present were Mayor Marco McClendon, City Attorney Michael Stephenson (Zoom), City Treasurer Charlie Suiter Jr., Councilors: Tammi Bell, Gheric Bruce, Tracy Catt, Wayne Croom, Helen Harris, James Holt, Lorraine Mohammed, Willis Mondy, and David Murray. Absent were Melanie Hutchinson. Also present were Finance Director, Tori Perry, and Evening Times Reporter Don Wilbourn. Quorum, being present Mayor Marco McClendon, proceeded with the meeting. BID OPENING: WEST MEMPHIS UTII4TI S 12 INCH WATERMAIN EXTENTION / \ Councilor Bruce made the motion, seconded by Councilor Croom to approve the bid at submitted and to refer the bids back to the administration for disbursement. Upon voice vote, voting was unanimous to approve. MINUTES: APPROVE OR CORRECT MINUTES OF THE MAY 7, 2026, COUNCIL MEETING. Councilor Croom made the motion, seconded by Councilor Murray to approve the May 7, 2026, City Council Meeting Minutes as submitted. Upon voice vote, voting was unanimous to approve. OLD BUSINESS: R-2 A RESOLUTION APPROVING THE REVISED POLICY AND PROCEDURE MANUAL FOR THE WEST MEMPHIS POLICE DEPARTMENT City Attorney Stephenson read the resolution by title only. Councilor Croom made the motion seconded by Councilor Mondy to table the resolution until the next council meeting on June 4, 2026).Upon voice vote, voting was unanimous to approve. (Tabled). Councilor Mohammed made the motion, seconded by Councilor Catt to read R- 2, R-3, R-4, R-5 and 0-1, 0-2, and 0-3 by title only. Upon voice vote, voting was unanimous. NEW BUSINESS: A RESOLUTION AUTHORIZING THE MAYOR TO SIGN THE PURCHASE AGREEMENT ON BEHALF OF THE CITY OF WEST MEMPHIS AND THE WEST MEMPHIS FIRE DEPARTMENT WITH THE SUTPHEN CORPORATION FOR A SUTPHEN HEAVY DUTY CUSTOM STOCK PUMPER City Attorney Stephenson read the resolution by title only. Councilor Croom made the motion, seconded by Councilor Bruce to approve the resolution. Upon voice vote, voting was unanimous to approve. The resolution was adopted and assigned No. 2355. A RESOLUTION SETTING A PUBLIC HEARING ON A PETITION TO VACATE A PORTION OF THOMPSON AVENUE City Attorney Stephenson read the resolution by title only. Councilor Mohammed made the motion, seconded by Councilor Mondy to approve the resolution. Discussion followed: City Attorney Stephenson said that a Public Hearing is required to be scheduled and he is looking at June 18, 2026, however the council will be attending the Arkansas Municipal League Conference in Little Rock. Purchasing Director, Kenneth Johnson said it could wait until the next scheduled council meeting. Councilor Mohammed asked for an explanation as to why they would need to vacate a portion of Thompson Avenue. Mayor McClendon said that it is so they can build the new Police Department and Fire Department buildings. City Attorney Stevenson said they need to set a hearing date. The notice has to be published 2 times in the newspaper, and he was looking at June 18, 2026. however, the council will not be available on that date because they will be at the Arkansas Municipal League Summer Conference in Little Rock. Councilor Mohammed made the motion, seconded by Councilor Catt to reschedule the second council meeting in June to June 25th, 2026, and to hold the Public Meeting at 12:00 p.m. and the Council Meeting at 1:00 p.m. There being no further discussion. Upon voice vote, voting was unanimous to approve. The resolution was adopted and assigned No. 2356. A RESOLUTION ADOPTING A CONFLICT OF INTEREST POLICY FOR THE PROCUREMENT OF GOODS AND SERVICES City Attorney Michael Stevenson read the resolution by title only. Councilor Catt made the motion , seconded by Councilor Bruce to approve. Upon voice vote, voting was unanimous to approve the resolution was adopted and assigned No. 2357. A RESOLUTION ADOPTING THE MISSION, VISION, AND CORE VALUES OF WEST MEMPHIS CONNECT, THE CITY OF WEST MEMPHIS PUBLIC TRANSIT SERVICE City Attorney Michael Stevenson read the resolution by title only. Councilor Catt made the motion, seconded by Councilor Croom to table the resolution until the June 4, 2026, Upon voice vote, voting was unanimous to approve. Council Meeting. (Tabled). • AN ORDINANCE TO AMEND ORDINANCE 2504 AND SECTION 34-30 OF THE WEST MEMPHIS MUNICIPAL CODE, TO SET GARBAGE COLLECTION FEES AND FOR OTHER PURPOSES. City Attorney Stevenson read the ordinance by title only for the FIRST time. Councilor Catt said there were two amendments that needed to be made to the ordinance, On the 6 yards dumpster with 5 pickups it says showed $443.75 and it should be $450.00 and on the 8 yards dumpster with 5 pickups it shows $556.25 and it should be $562.50 . Councilor Catt made the motion, seconded by Councilor Croom to accept the amendments . Upon voice vote, voting was unanimous. Councilor Catt made the motion, seconded by Councilor Bruce to suspend the rules and place the ordinance on its second reading. Upon voice vote, voting was unanimous. City Attorney Stevenson read the ordinance by title only for the SECOND time. Councilor Bruce made the motion, seconded by Councilor Harris to further suspend the rules and to place the ordinance on its third reading. Upon voice, vote, voting was unanimous. City Attorney Stevenson read the ordinance by title only for the THIRD and FINAL time. Councilor Bruce made the motion, seconded by Councilor Harris to approve. Upon voice vote, voting was unanimous to approve. The ordinance was adopted and assigned No. 2732. AN ORDINANCE WAIVING COMPETITIVE BIDDING FOR THE CONSTRUCTION OF A 10" PVS IRRIGATION WELL AND THE INSTALLATION OF A SUBMERSIBLE PUMP AT THE MEADOWBROOK GOLFCOURSE, DECLARING AN EMRGENCY AND FOR OTHER PURPOSES City Attorney Stevenson read the ordinance by title only for the FIRST time. Councilor Croom made the motion seconded by Councilor Bruce to suspend the rules and to place the ordinance on its second reading. Upon voice vote, voting was unanimous. City Attorney Stevenson read the ordinance by title only for the SECOND time. Councilor Croom made the motion, seconded by Councilor Harris to further suspend the rules and to place the ordinance on its third reading. Upon voice, vote, voting was unanimous. City Attorney Stevenson read the ordinance by title only for the THIRD and FINAL time. Councilor Harris made the motion, seconded by Councilor Mondy to approve the ordinance. Upon voice vote, voting was unanimous to approve. Councilor Catt made the motion , seconded by Councilor Murray to approve the Emergency Clause in Section 2. Upon voice vote, voting was unanimous to approve. The ordinance was adopted and assigned No.2733. AN ORDINANCE APPROVING THE INITIAL OPERATING AND CAPITAL BUDGET FOR THE CITY OF WEST MEMPHIS TRANSPORTATION DEPARTMENT TO SUPPORT THE IMPLEMENTATION OF WM CONNECT: AUTHORIZING EXPENDITURES AND FOR OTHER PURPOSES Councilor Mohammed made the motion, seconded by Councilor Bruce to table the ordinance until the June 4, 2026, council meeting. Upon voice vote, voting was unanimous. PERMISSION REQUEST: Permission to Distribute Councilor Tammi Bell Charity Day Funds Councilor Bell would like to give split her Charity Day Funds between Creative Strategies Community Development Inc, Single Parents Program, EMPLOYEE HANDBOOK REVISIONS- MS. YVONNE CARR Councilor Mohammed made the motion, seconded by Councilor Bruce to table the permission request until the June 4, 2026, council meeting to allow the council to have a work session to review the wording in the handbook and to ask questions. Upon voice vote, voting was unanimous. (Tabled until 06/04/2026). PERMISSION TO APPROVE CDBG 5- YEAR CONSOLIDATED PLAN (2026- 2030) MARILYN PHELIX Councilor Catt made the motion, seconded by Councilor Bruce to approve. Upon voice vote, voting was unanimous to approve. PERMISSION TO APPROVE UPDATED CITIZEN PARTICIPATION PLAN - MARILYN PHELIX Councilor Murray made the motion, seconded by Councilor Bruce to approve. Upon voice vote, voting was unanimous to approve. PPERMISSION TO APPROVE UPDATED REHABILITATION PLAN- MARILYN PHELIX Councilor Bruce made the motion, seconded by Councilor Murray to approve. Upon voice vote, voting was unanimous to approve. MEMORANDUM OF UNDERSTANDING- HYPERCITY WEST MEMPHIS- STRATEGIC ENERGY & INFRASTRUCTURE PARTNERSHIP Councilor Harris made the motion, seconded by councilor Murray to approve. Discussion followed: Bob Atkins said this is an MOU agreement between the City of West Memphis, and HyperCity LLC., which is a company that develops new generations that brings advanced generation to the City of West Memphis. The purpose of the agreement is to enable additional Economic Development in the city. Mr. Atkins said there are companies that would like to relocate to West Memphis and the only thing preventing them from coming here and investing in the community is that the city cannot serve them from an energy stand point. This agreement is saying that the City of West Memphis, HyperCity and Utilities will work together to provide energy. Councilor Catt asked if they approved it today when they could expect to see a roll out of the definitive agreements. Mr. Atkins said once they sign the agreement that gives the purchaser the green light to go ahead and invest in some of the construction to build the power plant that can cost upwards of 2.4 billion dollars. There being no further discussion. Upon voice vote, voting was unanimous to approve. COMMITTEE REPORTS PARKS COMMITTEE: Councilor Murray presented the Parks Committee report. Tilden Rodgers Park Updates: The Crittenden County Boys and Girls Club is currently in Week 4 of its season and has received positive feedback regarding the condition and quality of the fields. One evening of games was rescheduled due to severe weather warnings; however, additional practices have since been scheduled. Overall, the season has been a positive experience, with plans to host additional one-day tournaments soon. Plumbing and electrical repairs are currently underway. Contractors have been instructed to notify Director Jones or Mayor McClendon should they encounter outdated wiring or plumbing while completing renovations at the aquatic center. Recreation Center Update: Noticeable progress at the aquatic center pool is expected within the next month. Pending favorable weather conditions, concrete is anticipated to be poured within the next few weeks Female Flag Football Program: A total of 105 girls has registered to participate in the league. Coach stipends will be funded through the Parks and Recreation Department upon receipt of completed I-9 forms and other required documentation. The Finance Department approved the budget for Parks and Recreation to oversee the program, which will initially consist of ten teams. April Recap: Senior Field Day: A student-led collaborative effort between the City of West Memphis and the school district resulted in a successful event with no reported incidents. Due to its success, the event is expected to become an annual tradition. Autism Awareness Event: Held on the north end of Tilden Rodgers Park, the event was successful despite ongoing construction. Five food trucks participated, and individuals interested in reserving the north end of the park will be required to schedule a meeting in advance. Free Tree Friday: The ladies of Alpha Kappa Alpha Sorority, Inc. partnered with the Arkansas Department of Agriculture to distribute plants to community members. The event took place at Hightower Park, with attendees receiving up to five plants each. Closing Remarks:Activities Director Raphael Smalls is no longer with the department. The vacant position is salaried, and the job description will be released soon. Baby Bike Night.will be a family-oriented event and will include vendor participation. Gospel Fest will relocate from Franklin Park to Hightower Park. Google randomly selected Franklin Park for a walkthrough conducted on May 13. Splash pad projects at Franklin Park and Worthington Park remain in progress. Increased prices and tariffs beginning in 2020 have contributed to an approximate $1 million funding deficit. Efforts are underway to revitalize Franklin Park's football field. Additionally, the table located beneath the pavilion has sustained considerable damage and requires replacement or repair. Hicks Park remains the only park currently closed due to a fallen tree. FIRE COMMISSION: Councilor Harris presented Fire Commission report. Councilor Harris said they did not have a quorum. Councilor Harris announced that Vince Richardson was selected to be the Assistant Fire Chief. PUBLIC WORKS: Councilor Mohammed presented the Public Works Report Fleet: Front-End Loaders All 3 were operational, Rear-End Loader 2 operational none down, 1-Arm Bandits: All 3 operational none down, Grapple Truck: 2 operational 1 down due to being in a wreck. The other party was responsible, and their insurance company will be covering the cost to repair the truck. Public Works Director Report: There was 86000 pounds of recyclables picked up, 600 tires, 1,389.40 ton of garbage and Trash monthly cost was $83,907.95. There were nine garbage carts purchased, 6 carts stolen and replaced after a police report was filed., and 12 carts replaced or repaired due to damage. The code enforcement officers are doing an excellent job. The Keep West Memphis Beautiful initiative was a success; they had approximately 40 volunteers to help with the clean up most of them were youth. APPOINTMENTS: Councilor Murray made the motion seconded by Councilor Croom to accept the appointment of Ms. Angelina Weems to the Parks Commission. Upon voice vote voting was unanimous. PRESENTATION: NONE ANNOUNCEMENTS: Mayor McClendon said that he had the opportunity to honor a true queen and a legion in the City of West Memphis the past weekend and although she is small in size , her strength and determination is beyond measure. Throughout her 58 years in education, she has impacted so many individuals lives and if you do not know Ms. Minnis then you could not be from West Memphis. Mayor McClendon said although she is retiring from teaching he knows that Ms. Minnis will still be around to motivate our youth and with the New Stem Center coming if she decides she needs something to do there will always be a place for her. Mayor McClendon said he wanted to take the opportunity to congratulate the students of the Academies of West Memphis that graduated the past weekend. The mayor said that these students make up 50% of our population but are 100% of our future and he knows that they are going to do some great things that will only continue to make West Memphis the Best West Memphis. Mayor McClendon said on June 1, 2026, they will be starting up the Summer Youth Jobs for 16-19 year old students. The students will be placed to work and gain meaningful hands on work experience in a majority of the municipal offices. He thanked the parents for all their hard work and for allowing the students to participate in the program. Mayor McClendon said the response was overwhelming and he appealed to Finance Director, Tori Perry, City Treasurer Charlie Suiter Jr., and the council for an additional $25,000 to be able to hire more students. Councilor Mohammed made the motion, seconded by Councilor Bruce to approve the $25,000 dollars in additional funds for the summer jobs program. Upon voice vote, voting was unanimous to approve. Mayor McClendon introduced the new Planning Director, Mr. Mardius Jones. Mayor McClendon said on June 6, 2026, they will be having Boots on the Ground Clean up and he is asking everyone to get involved. City Attorney Michael Stevenson said he was asked by Ms. Adams of the Arkansas Municipal League to thank everyone for being patient about the June 22, 2026, settlement conference. City Attorney Stevenson said Ms. Adams has represented the City of West Memphis in the last 2 court cases and has won both of them. • Mayor McClendon also congratulated the graduates at Arkansas State University- Mid South on their graduation. Utility Manager Bob Atkins introduced the 9 students from the Academies of West Memphis, and the 1 student from West Memphis Christian that received Scholarships from the City of West Memphis Utilities Department. Mr. Atkins said the students will be attending schools all across the country and doing some amazing things from Astrophysics, veterinarian, and nursing etc.... and one of the amazing things is that a lot of them have expressed an interest in wanting to return to West Memphis upon graduating in order to make a difference in West Memphis. CITIZENS REQUEST: Ms. Chiquita Mack founder of Being Qui came before the Mayor and Council to speak on a collaborative partnership with the West Memphis Airport to empower youth through exposure, education, and experience. Ms. Mack will be hosting a Saturday Flight School Camp for youth 12-17 years of age on July 18, 2026, from 9:30 a.m. to 2:00 p.m. Ms. Mack provided information to the mayor and council for anyone wanting to sponsor a youth for just $25.00 to attend the Flight School. ADJOURNMENT: Having no further business to come before the City Council, Councilor Harris made the motion, seconded by Councilor Murray, to adjourn. Upon voice vote, voting was unanimous. The meeting adjourned at 6:00 p.m. PASSED AND APPROVED ON THE 4TE DAY OF JUNE 2026. MARCO MC ENDON, MAYOR ATTEST: PATRICIA JOPLI , CITY CLERK Minutes prepared by Sr. Deputy City Clerk, Patricia Lane i9 • WEST MEMPHIS UTILITY COMMISSION P 0 Box 1868 604 East Cooper West Memphis, AR 72301 Phone: 870-735-3355 Fax: 870-732-7623 • 5-14-26 • • Accept W&T Contracting Corp.the low bid for 12 inch Watermain Extension • jED .ECEIV Cle ' e . . West Memphis Utilities 12 INCH WATERMAIN EXTENSION Bid Opening 604 E. Cooper Ave, West Memphis Thursday,April 16, 2026 Bidder Base Bid 1. Key Constructors, LLC $271,540.00 2. W & T Contracting Corp. $189,504.16 • A v • a • • T �/y) „`ptyAL WATER SgRV QU OTA ION mi \}l. � Date: April 29,2026 • h"rep • SupPLY sracasssa Purchaser: City of West Memphis National Water Services 205 South Redding 10545 Hwy 64,Suite 1 West Memphis,AR 72301 Arlington,TN 38002 • Phone:(901)409-4052 Attn: Bob Atkins Phone Number: (870)735-3355 • Email: batkinsta westmemphisar.gov • We are pleased to submit the following quotation: • • Job Description: MEADOWBROOK GOLF COURSE-CONTRUCTION OF A 10"PVC IRRIGATION WELL LABOR AND MATERIAL QNTY UNITS J DESCRIPTION PRICE TOTAL 1 LS Three(3)Man Drilling Crew,Drill Rig,Service Truck,&Support Equipment $56,670.00 $56,670.00 • Mobilization •Stage Drill Rig,Trailers,and Drill Rods • Dig Earthen Pit mixing mud and collected spoils • • Drill,install and cement in place surface casing • • Open hole to a depth of 120' • Install 120'of 10"PVC Well Casing and Screen • Install gravel pack filter media around screen to within 10'of surface • Cement top 10'of Well Casing • •Develop Well • •Cap well • 1 LS Three(3)Man Pump Crew,Pump Crane,and Service Truck $6,075.00 $6,075.00 • Mobilize • •Stage Crane and equipment •Install existing 6"Submersible pump and equipment • • Install well seal • Pour 3'x 3'concrete foundation • Conduct performance test on well and pump TOTAL LABOR AND MATERIAL $62,745.00 • TOTAL PROJECT COST $62,745.00 'NOTES: • THE ABOVE PRICE IS BASED ON UTILIZING THE EXISTING 50 HP SUBMERSIBLE PUMPING EQUIPMENT, •THE ABOVE PRICE DOES NOT INCLUDE ANY PUMP REPAIRS TO THE EXISTING PUMPING EQUIPMENT. •THE ABOVE PRICE IS BASED ON BEING ABLE TO DIG EARTHEN PITS FOR MIXING MUD AND CONTAINTING SPOILS. • •THE ABOVE PRICE IS BASED ON THERE BEING A WATER SOURCE NEAR THE WELL SITE FOR USE IN FILLING PITS AND MIXING • MUD. •THE OVERHEAD LINES IN THE LOCATION OF WHERE THE WELL IS TO BE DRILLED WILL HAVE TO BE REMOVED TO ALLOW SAFE ROOM FOR OUR DRILLING EQUIPMENT. • PART OF THE EXISTING FENCING AND GOLF CART SHEDS WILL NEED TO BE TEMPORALLY REMOVED TO ALLOW ACCESS AND SET UP OF OUR DRILLING EQUIPMENT. The undersigned PurA57 l71chaser hereby instructs National water Services(Contractor),to proceed with work described with the understanding that the Terms S.Conditions shown following are hereby incorporated as part of the quotation and with specific understanding that Contractor will not be liable for any damage in any way whatsoever for failure to complete the described work,nor any injury or damage resulting from the Contractor's efforts to perform such work,or for the delay on the Contractor's part in completing same.All work described herein will be provided as quoted above.All quotes indicated,if any,are estimates based on the best information available prior to beginning work.As the work scope changes,additional quotations will be issued_Purchaser's pumps,'motors,parts and/oraccessoris may be stored by the contractor for[30)days form the'date on invoice.After said(30)days,disposal of such equipment may be made by the contractor without incurring liability. PURCHASER CONTRACTOR City of West Memphis National Water Services By: • Title: By: i4}cti1 4't1,c6�tatrui.t�, Date: Title:Senior Project Manager PO I# Date: May 8,2026 '',sV i i P_`aNpt.WATER SERV,C QUOTATION 2 C.S Gsz --- ,P _ Date: April 29, 2026 k�A7FR SUPPLY SPECIA S�S • Purchaser: City of West Memphis National Water Services • 205 South Redding • 10545 Hwy 64, Suite 1 • West Memphis,AR 72301 . Arlington,TN 38002 . Phone: (901)409-4052 Attn: Bob Atkins Phone Number: (870)735-3355 . Email: batkinstcr7westmemohisar.eov • We•are pleased to submit the following quotation: • Job Description: MEADOWBROOK GOLF COURSE-SUBMERSIBLE WELL:6" PVC SCREEN AND CASING INSTALL MATERIAL • QNTY UNITS DESCRIPTION I PRICE TOTAL • 120 FT 6" PVC Well Screen and Well Casing(bell x plain end) $12.05 $1,446.00 2 EA 6" PVC Well Caps $32.00 $64.00 . •4 EA 6"Well Casing Centralizers $71.50 $286.00 2 EA Super Sacks 8/16 Gravel Pack Filter Media $493.00 $986.00 1 EA Franklin Submersible Pump 90-120 GPM/4" Diameter $5,830.00 $5,830,00 1 EA Franklin 10 HP Submersible Motor/4" Diameter-460 Volt/3,600 RPM $3,608.00 $3,608.00 1 LS 14 AWG Submersible Wire $845.00 $845,00 1 LS Miscellaneous(PVC glue, PVC cleaner,screws,well seal,cement,ect.) $550.00 $550,00 • TOTAL MATERIAL $13,615.00 LABOR • QNTY UNITS 1 DESCRIPTION PRICE TOTAL 1 LS Three (3) Man Pump Crew, Pump Crane,and Service Truck $20,815.00 $20,815.00 • Mobilize • Stage Crane and equipment ' . • Install existing 6"work pipe to the bottom of well • Install 1"airline . • Connect air compressor to airline '• Airlift sediment from the bottom of the well • Remove 6"work pipe and 1"airline from the well • Install 6" PVC well screen and well casing - . • Install filter media around 6"well screen to within 10 feet of surface • • Cement the top 10'of 6"well casing • • Install new submersible pumping equipment • Wire up submersible motor and check rotation • Conduct performance test on well and pumping equipment • Break down rigging and equipment • - • Demobilize • TOTAL LABOR $20,815.00 • TOTAL PROJECT COST $34,430.00 NOTES: , •THE ABOVE QUOTED SUBMERSIBLE PUMP IS RATED FOR 90-120 GPM. • DUE TO THE SIZE OF SCREEN AND CASING INSTALLED(6")THE BIGGEST PUMP&MOTOR THAT CAN BE INSTALLED IS 4". • o AT BEST,YOU WILL ONLY BE ABLE TO GENERATE 120 GPM AT AN OPERATING PRESSURE OF 110 PSI. • WE CAN NOT GAURANTEE THAT THE INSTALLATION OF THE NEW 6"WELL SCREEN AND WELL CASING INSIDE THE EXISTING 10" PVC WELL WILL STOP THE INTRUSION OF SAND DURING PUMPING OPERATIONS. •THE OVERHEAD LINES IN THE LOCATION OF SUBMERSIBLE WELL WILL NEED TO BE DEENERGIZED PRIOR TO WORK. The undersigned PurA57:171chaser hereby instructs National Water Services(Contractor),to proceed with work described with the understanding that the Terms&Conditions shown following are hereby incorporated as part of the Quotation and with specific understanding that Contractor will not be liable for any damage in any way whatsoever for failure to complete the described work,nor any injury or damage resulting from the Contractor's efforts to perform such work,or for the delay.on the Contractor's part in completing same. All work described herein will be provided as quoted above. All quotes indicated,if any,are estimates based on the best information available prior to beginning work.As the work scope changes,additional quotations will be issued. Purchaser's pumps,motors,parts and/or accessories may be stored by the contractor for(30)days form the date on invoice. After said(30)days,disposal of such equipment may be made by the contractor without interring liability. •. 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'ut_!5. , w. • , • Site Plan - Proposed " • Scale:1"=60' ©© EVA oR • • West Memphis Police Department :: New Station FOSTER West Memphis, Arkansas UE1CHILDRESS ;:FEBRUARY 25,2025 ARCHITECTS • 22415::02024 ETFC::ETFC ARCHITECTS ::WEST MEMPHIS POLICE DEPARTMENT -7/" ' HyperCity Draft:April 27, 2026 MEMORANDUM OF UNDERSTANDING HyperCity West Memphis • Strategic Energy & Infrastructure Partnership This Memorandum of Understanding(this"MOU")is entered into as of May_, 2026 (the "Effective Date"), by and among HyperCity West Memphis LLC, a Delaware limited liability company ("HyperCity"or"Master Developer"),West Memphis Utilities,a municipal utility of the City of West Memphis,Arkansas("WMU"),and the City of West Memphis, a municipal corporation (the "City"). HyperCity,WMU, and the City are sometimes referred to herein individually as a"Party" and collectively as the "Parties." RECTI'ALS WHEREAS,HyperCity is developing a large-scale,multi-site energy and infrastructure platform known as HyperCity West Memphis, designed to support hyperscale digital infrastructure, advanced manufacturing, logistics, and other high-capacity energy users; 1/1 WHEREAS,the Project is intended to integrate utility-scale generation, energy storage,transmission infrastructure,fuel supply systems,water resources,and advanced grid technologies into a coordinated infrastructure platform capable of supporting multi-gigawatt load growth; WHEREAS,WMU is the municipal electric utility responsible for providing electric service within its service territory and will serve as the load-serving entity and operator of utility infrastructure supporting the Project; WHEREAS, the Parties have developed,a preliminary "WMU—HyperCity StarGrid Capacity & Delivery Framework"(the"Framework"),attached hereto as Exhibit A,which outlines the intended back- to-back commercial.structure and utility-mediated delivery model supporting the Project; WHEREAS,the City is responsible for land use planning,zoning,economic development coordination, and municipal infrastructure planning within its jurisdiction and seeks to promote economic growth,job creation, and long-term investment; WHEREAS,the Parties desire to establish a coordinated framework for the planning, development, and integration of energy and infrastructure systems supporting the Project through a strategic public-private partnership; WHEREAS,the Parties intend that the Project be publicly recognized as: "HyperCity West Memphis an Official Infrastructure Initiative of West Memphis Utilities and the City of West Memphis"; WHEREAS,the Parties intend to structure the Project as a phased, scalable infrastructure platform supported by long-term customer demand and coordinated utility integration; RECEIVED Confidential—HyperCity West Memphis MOU gip/®at ` Jerk' Page 1 of 18. y WHEREAS,the Parties intend that infrastructure development, capital deployment, and utility integration will be aligned with such contracted demand in order to support a financeable and scalable development platform; WHEREAS,the Parties anticipate that the Project will be developed in phases and may involve participation by institutional investors,infrastructure funds,and strategic partners as the Project advances; WHEREAS,the Parties desire for HyperCity to serve as the exclusive master developer and infrastructure coordinator for the Project, subject to the terms and conditions set forth herein; WHEREAS,the Parties intend that this MOU will provide a framework for cooperation and will serve as the basis for negotiation of definitive agreements governing the development, financing, construction, operation, and integration of the Project; NOW,THEREFORE,in consideration of the mutual covenants and agreements contained herein, and intending to be legally bound only as expressly set forth herein,the Parties agree as follows: ARTICLE II—DEFINITIONS AND PROJECT FRAMEWORK Li Beamed Terms For purposes of this MOU,the following terms shall have the meanings set forth below: "Affiliate"means,with respect to any Party,any entity that directly or indirectly controls, is controlled by, or is under common control with such Party. "Capacity Reservation Agreement" or"CRA"means an agreement pursuant to which a customer commits to reserve specified electrical capacity from WMU over a defined term, including associated payment obligations,whether or not such capacity is fully utilized. "Power Purchase Agreement" or"IPPA" means an agreement for the purchase and sale of electric energy and/or capacity, including any related environmental attributes or ancillary services. "Customer"means any hyperscale,industrial,manufacturing, technology, or other large-load end user receiving electric service from WMU in connection with the Project. "Definitive Agreements"means the binding agreements to be negotiated and executed by the Parties and/or third parties in connection with the Project,which may include, without limitation: e Capacity Reservation Agreements o Power Purchase Agreements o Energy supply and back-to-back agreements e Energy Service Agreements e Infrastructure development and transfer agreements o Interconnection agreements o Water supply agreements Confidential—HyperCity West Memphis MOU Page 2 of 20 ;. , 1 .j , 9 Tax and PILOT agreements o Financing and investment agreements "Infrastructure"means all energy and utility-related assets developed in connection with the Project, including: e electric generation facilities (including gas, renewable, and nuclear) o battery energy storage systems • substations and switching stations • e transmission and distribution facilities e fuel supply infrastructure e water supply and treatment systems o control systems and related infrastructure "Project"means the development of HyperCity West Memphis,a multi-site,phased,and scalable energy and infrastructure platform located in and around West Memphis,Arkansas, designed to support high- capacity electric load through coordinated Infrastructure development and utility integration. "Project Area" means the geographic area within and around the City of West Memphis, including designated development sites and infrastructure corridors, as may be expanded from time to time in accordance with this MOU and subsequent Definitive Agreements. "Commercial Operation Date"or"COD"means,with respect to any Infrastructure asset,the date on which such asset is capable of commercial operation in accordance with applicable engineering, regulatory, and contractual requirements. "1 uild_Owmm=Transfer"or"1.0T"means a development structure pursuant to which Infrastructure is developed and financed by or on behalf of HyperCity(or its affiliates)and subsequently transferred, in whole or in part,to WMU upon agreed terms following COD. ":.ack to-!rack Agreements"means coordinated contractual arrangements under which WMU enters into agreements with Customers(including CRAs or PPAs) and corresponding agreements with HyperCity or its affiliates for the supply of energy and/or capacity aligned with such Customer commitments. 1.2 ProJect JFra:i:i ework The Parties acknowledge and agree that: (a)Platform Structure The Project is intended to function as a phased,multi-site infrastructure platform, capable of supporting multiple development sites and expanding over time based on customer demand, infrastructure availability and utility system requirements. (b)Phased Development Confidential—HyperCity West Memphis MOU Page 3 of 20 • 5-. • . Infrastructure will be developed in phases,with each phase expected to be aligned with executed or anticipated Customer commitments,generation and grid capacity additions and infrastructure readiness. Each phase is intended to be capable of being structured as a standalone,financeable investment segment. (c)Utility-Integrated Model The Project will be developed in coordination with WMU as the load-serving entity,the customer-facing utility interface and the long-term owner/operator of utility infrastructure. (d)Contracted Revenue Model The Parties acknowledge that the Project is intended to be supported by long-term contracted revenue . arrangements,including Capacity Reservation Agreements(CRAs),Power Purchase Agreements(PPAs), and related energy service agreements. Such arrangements are expected to align infrastructure development with committed load,provide revenue visibility for financing and support long-term operational stability. (e)Investment-Grade Objective The Parties further acknowledge the objective of achieving investment-grade, long-term contracted revenue profiles suitable for institutional infrastructure capital. (I)Infrastructure !r%evelopment Model Infrastructure may be developed under structures including Build-Own-Transfer(BOT), Developer- owned assets and Hybrid ownership,structures as may be determined in Definitive Agreements. (g)Platform Expansion The Project may support multiple development sites within the City, expand to additional sites or corridors and serve as a regional infrastructure platform subject to coordination among the Parties. ARTICLE II—ROLES,AUTIEIORITY,AND(EXCLUSIVITY 2.1 HyperCity—Master Developer and Infrastructure Coor:u icator The Parties acknowledge and agree that HyperCity shall serve as the exclusive master developer and infrastructure coordinator for the Project subject to the terms of this MOU and satisfaction of applicable development milestones. (a)Scope of ,\esponsibility HyperCity shall be responsible for the development, coordination, and execution of Infrastructure, including planning,design,and sequencing of Infrastructure;development of generation assets(including gas, storage,renewable, and nuclear systems); development of substations, transmission, and grid Confidential—HyperCity West Memphis MOU Page 4 of 20 • infrastructure(as applicable);coordination of fuel supply infrastructure;site control, land acquisition, leasing,and option agreements;selection and coordination of EPC contractors, OEMs, and engineering advisors;structuring of financing and capital formation;and, coordination of project phasing and deployment strategy (b)Development Authority Subject to applicable law and Definitive Agreements, HyperCity shall retain primary authority over Infrastructure planning and design,project phasing and sequencing,contractor and equipment selection, financing strategy and capital structure, development scheduling and execution. • (c)Engage,ii ent of Capital and Partners HyperCity may admit institutional investors,infrastructure funds,or strategic partners, establish project- level or asset-level investment structures, enter into financing arrangements necessary to advance the Project provided that such arrangements do not impair WMU's role as load-serving entity and remain consistent with this MOU and applicable law. 2.2 West Memphis Utilities—Utility Role and Customer Interface WMU shall serve as the exclusive load-serving entity and customer-facing electric utility for the Project. WMU shall not be required to provide balance sheet support, financial guarantees, or assume merchant generation risk, and its obligations shall be limited to its role as a regulated utility operating under applicable tariffs. (a)Utility ;".esponsibiIlities.WMU shall be responsible for providing electric service to Customers within • WMU's service territory, operating and maintaining transmission and distribution infrastructure, coordinating grid integration and system operations and maintaining compliance with applicable regulatory and operational requirements (b) Customer Commercial Interface. WMU shall serve as the primary commercial interface with • Customers and may enter into Capacity Reservation Agreements (CRA), Power Purchase Agreements (PPA), energy service and other types of agreements with Customers located within the Project. (c) Coordination with HyperCity. WMU and HyperCity intend to coordinate such that Customer agreements entered into by WMU are aligned with Infrastructure capacity,WMU and HyperCity enter into Back-to-Back Agreements supporting such Customer commitments, and energy and capacity procurement is synchronized with Project development. (d) Conditional Procurement.Subject to regulatory approvals and execution of Definitive Agreements, WMU agrees to use commercially reasonable efforts to procure energy and capacity from HyperCity and prioritize Project-supported resources where commercially competitive and aligned with Customer demand. Confidential—HyperCity West Memphis MOU Page 5 of 20 • 2.3 City of West Memp:i,is— Municipal and Economic Development Role The City shall serve as the municipal partner and economic development coordinator for the Project. (a)Municipal Responsibilities The City shall coordinate land use planning and zoning,support development site preparation,assist with permitting and entitlement processes and coordinate municipal infrastructure planning(roads, water, sewer, stormwater). (b)Economic Development Coordination The City shall support tenant attraction and economic development initiatives, coordinate with regional, state, and federal stakeholders, and assist in positioning the Project for industrial and technology investment. (c)Incentives and Support The City and WMU may, subject to applicable law and approvals consider development incentives, grants, or infrastructure support, and coordinate tax structuring, including PILOT arrangements. 2.4 ecognition of(Development i�ole The Parties acknowledge that HyperCity is designated as the exclusive master developer and infrastructure coordinator for the Project. The Parties intend that development of Infrastructure within the Project scope shall be conducted through HyperCity, subject to the terms of this MOU and subsequent Definitive Agreements. 2.5 Coordination and Good Faith Cooperation • The Parties agree to cooperate in good faith in advancing the Project,coordinate development activities, planning,and stakeholder engagement,and align Infrastructure development with Customer demand and utility requirements. 2.6 No Partnership or Joint Venture Nothing in this MOU shall be deemed to create a partnership,joint venture, or fiduciary relationship among the Parties, or grant any Party authority to bind another Party except as expressly provided in • Definitive Agreements. ARTICLE III—COMME CIAL STRUCTURE AND REVENUE FRAMEWORK 3.1 Customer Contracting Structure Confidential—HyperCity West Memphis MOU Page 6 of 20 ✓ . The Parties acknowledge and agree that WMU shall serve as the primary commercial interface with Customers;and Customers are expected to contract with WMU as the primary utility interface,with corresponding back-to-back or coordinated agreements with HyperCity and infrastructure providers structured to support financing and delivery of capacity. WMU may enter into Capacity Reservation Agreements (CRA), Power Purchase Agreements (PPA), energy service agreements, or other utility service arrangements with Customers, consistent with applicable law and WMU's standard practices. 3.2 it,ack to-!t,ack Commercial Structure The Parties intend to implement a coordinated commercial structure whereby WMU enters into agreements with Customers for the provision of energy and/or capacity;and WMU and HyperCity(or its Affiliates)enter into corresponding Back-to-Back Agreements such that energy and capacity obligations are aligned across the value chain,Infrastructure development is synchronized with Customer commitments,and commercial terms are structured to support financing of the Project. Such Back-to- Back Agreements are intended to be structured consistent with the Framework attached as Exhibit A, including alignment of capacity,term,payment obligations, and credit support across the customer, utility, and generation layers. Such Back-to-Back Agreements are intended to include capacity-based,take-or-pay payment obligations that are not contingent on actual energy dispatch or consumption,once capacity is reserved and supported by acceptable credit. . The Parties further intend that payment obligations supporting infrastructure and generation providers will be non-discretionary once incurred and structured to ensure timely and reliable payment, consistent with project financing requirements,and aligned across counterparties to eliminate volume,price, and term mismatch risk. 3.3 Contracted Revenue Framework The Parties acknowledge that the Project is intended to be supported by long-term contracted revenue arrangements, including Capacity Reservation Agreements, Power Purchase Agreements and energy service agreements.Such arrangements are expected to provide predictable and durable revenue streams, align Infrastructure investment with committed Customer demand, and support the financing and long- term operation of the Project. The Parties acknowledge that Capacity Reservation Agreements ("CRAs"), structured on a take-or-pay and credit-supported basis,are intended to constitute the primary contracted revenue stream underpinning infrastructure development,fuel supply arrangements, and project financing for the Project, including, where applicable, commencement of payment obligations prior to commercial operation to support procurement and development activities. 3.4 investment-Grade ! evenue Objective The Parties further acknowledge and agree that the commercial structure for the Project shall be designed to achieve investment-grade,long-term contracted revenue profiles suitable for institutional infrastructure Confidential—HyperCity West Memphis MOU Page 7 of 20 • capital. The Parties intend that contract tenors, credit structures, and pricing frameworks shall be developed with consideration of infrastructure financing requirements,lender and investor expectations and long-term system reliability,including the use of credit-supported capacity reservation arrangements, credit sleeves, or equivalent structures, as further described in Exhibit A. Such credit support is expected to be structured in a manner acceptable to infrastructure providers and . their financing counterparties,and sufficient to support capacity reservation obligations,infrastructure development,and associated fuel and procurement commitments. 3.5 Coni.i`tionnal Procurement by WMU Subject to Arkansas.law, including but limited to applicable procurement requirements, regulatory approvals,governing body approvals,prudent utility practices and execution of Definitive Agreements, WMU agrees to use commercially reasonable efforts to procure energy and capacity from HyperCity,and prioritize Project-supported Infrastructure where commercially competitive and aligned with Customer demand and system requirements. 3.6 Align,'pent of Infrastructure a i d Customer !I'emannd The Parties agree that Infrastructure development shall be aligned with executed or anticipated Customer commitments,and capacity additions shall be sequenced to support CRA and PPA obligations, system reliability requirements and efficient capital deployment 3.7 Infrastructure(Development and ownership Structures The Parties acknowledge that Infrastructure may be developed under one or more of the following structures:Build-Own-Transfer(BOT), developer-owned and operated assets, or joint or hybrid ownership structures as may be determined in Definitive Agreements. 3.8 ;:;nilld-Own-Tra a sfer i 11,0T)Framework Where Infrastructure is developed under a BOT structure,HyperCity (or its Affiliates)may develop, finance,and construct such Infrastructure,certain assets may be transferred to WMU upon Commercial Operation Date(COD),and such transfer shall be subject to mutually agreed valuation methodologies, engineering and operational standards and applicable regulatory requirements. Any transfer of assets under a build-own-transfer(BOT) structure shall be subject to mutually agreed commercial terms and shall not be mandatory absent agreement in Definitive Agreements. 3.9 Financing and Capital Structure HyperCity shall be responsible for structuring and arranging financing for the Project, and coordinating with infrastructure investors,lenders and strategic partners.The Project maybe financed through project- Confidential—HyperCity West Memphis MOU Page 8 of 20 level financing structures,asset-level investment vehicles and/or phased capital deployment aligned with Infrastructure development. Infrastructure assets,including generation facilities, are intended to be developed within project-level entities capable of supporting third party participation,including independent power producers ("IPPs"), at defined development stages, including pre-I€1ll joint development, acquisition at FID, or post-COD ownership structures, in each case consistent with project financing requirements. 3.10 Participation by Institutional Capital • The Parties acknowledge that the Project is intended to support participation by infrastructure funds, institutional investors and strategic partners.Such participation may occur through equity ownership in project entities,asset-level investment structures and/or long-term infrastructure investment arrangements subject to Definitive Agreements. 3.11 Risk Allocation Principles The Parties acknowledge the following commercial principles: HyperCity shall bear primary responsibility for development and execution of Infrastructure,WMU shall retain responsibility for utility service delivery and Customer interface, Customer demand shall be supported through contractual commitments(including CRA/PPA),and Infrastructure investment shall be aligned with contracted load to mitigate demand risk. 3.12 Good Faith Development of Commercial Terms The Parties agree to negotiate in good faith the Definitive Agreements necessary to implement the commercial structure described herein,and work cooperatively to develop commercially reasonable terms consistent with utility requirements,infrastructure financing standards and long-term Project viability. ARTICLE IIV—INFRASTRUCTURE,UTII,ITSY INTEG1[SATION,AND P[.f YSIICAL DEVELI PMENT 4.1 Infrastructure Development Scope The Parties acknowledge that the Project will involve the development of integrated Infrastructure systems, including electric generation facilities (including combined-cycle gas,peaker generation, renewable energy,and potential nuclear systems),battery energy storage systems (BESS), substations, switching stations,and grid interconnection facilities,transmission and distribution infrastructure,natural gas supply and fuel infrastructure,water supply,treatment,and cooling systems,and control systems and digital grid infrastructure.Such Infrastructure is intended to support high-capacity,high-reliability electric load across multiple development sites. 4.2 Utility Integration Confidential—HyperCity West Memphis MOU Page 9 of 20 Infrastructure developed in connection with the Project shall be planned and coordinated in alignment with WMU's system requirements, integrated into WMU's transmission and distribution network, if • applicable, and designed to support reliable delivery of electric service to Customers. WMU shall coordinate interconnection and system integration, establish engineering and operational standards applicable to Infrastructure,and review and approve designs affecting the utility system, consistent with applicable practices and regulations. 4.3 Transmission and Substation Development The Parties acknowledge that the Project may require development of new substations and switching facilities,upgrades to existing transmission and distribution infrastructure, and construction of new transmission lines and infrastructure corridors.HyperCity shall coordinate planning and development of such facilities and WMU shall coordinate system integration and long-term operation of utility-owned assets. 4.4 Build-ttwn-Transfer Implementation Where Infrastructure is developed under a Build-Own-Transfer(BOT)structure, HyperCity(or its Affiliates)may design,fmance,and construct such Infrastructure.Such Infrastructure may be transferred to WMU upon COD or as otherwise agreed,and such transfer shall be subject to agreed engineering and operational standards,mutually agreed transfer terms and valuation methodologies and applicable regulatory approvals. The Parties intend that this structure will enable accelerated deployment of Infrastructure, and preserve WMU's long-term ownership and operational control of utility assets. 4.5 Natural Gas and Fuel Infrastructure The Parties acknowledge that the Project will require reliable and scalable fuel supply;and HyperCity is coordinating with midstream providers for development of natural gas infrastructure. Such infrastructure may include pipeline laterals and interconnections, metering and pressure regulation facilities, and redundant supply arrangements. The Parties intend to coordinate development of fuel infrastructure sufficient to support large-scale dispatchable generation capacity. Fuel supply and transportation arrangements are expected to be structured on a long-term, credit- supportable basis,including indexed and hedged supply products, and may be coordinated through a dedicated fuel platform to support generation economics, customer pricing, and project financing requirements. 4.6 Water Supply and Utility Services WMU agrees to make available water supply capacity to support the Project; and coordinate system planning to accommodate phased increases in demand subject to system capacity, engineering requirements, and execution of Definitive Agreements. Water infrastructure may include intake, treatment, and distribution systems, cooling water systems,wastewater and discharge management. • Confidential—HyperCity West Memphis MOU Page 10 of 20 4.7 Land Control,Easements, and Site Development HyperCity shall be responsible for acquisition,leasing,or optioning of land required for Infrastructure site assembly and development planning,coordination of site layout and infrastructure siting. The City and WMU agree to support the acquisition of easements and rights-of-way, coordinate infrastructure corridors,and assist in aligning land use with Project requirements. 4.8 Per pi°tting.and Entitlements The City shall provide reasonable assistance in zoning and land use approvals,permitting and entitlement processes,coordination with local,regional,and state agencies.All permitting and approvals shall remain subject to applicable law and approval by the relevant governmental authorities. 4.9 Municipal Infrastructure Coordination The City agrees to coordinate,as appropriate,road access and transportation infrastructure,water and sewer systems, stormwater and drainage systems, and related municipal infrastructure necessary to support development sites 111 4.1m Phased Innfrastructure Deployment Infrastructure development shall be undertaken on a phased basis, aligned with Customer demand and executed agreements, generation and storage capacity additions,utility system requirements, and availability of financing.Each phase is intended to support discrete increments of load,and be capable of independent development and financing. 4.11 Expansion and Platform Inntegratio a The Parties acknowledge that Infrastructure developed under the Project may support multiple development sites,and the Project may expand to additional locations or infrastructure corridors. Such expansion shall be coordinated among the Parties,and consistent with WMU system planning and City development objectives. ARTICLE V—ECONOMIC DEVELOPMENT,INCENTIVES,AND COMMUNITY 5.1 Economic iI evelepment Coordination The Parties agree to cooperate in advancing the Project as a strategic economic development initiative for the City of West Memphis and the surrounding region. Such cooperation may include coordinated engagement with prospective Customers,joint positioning of the Project to industrial,manufacturing, logistics, and technology users, alignment of infrastructure planning with economic development objectives, and collaboration with regional, state, and federal stakeholders. Confidential—HyperCity West Memphis MOU Page 11 of 20 f 5.2 Strategic Positioning The Parties acknowledge that the Project is intended to function as a regional infrastructure platform supporting advanced industrial development,hyperscale digital infrastructure, and high-capacity energy users.The Parties may jointly position the Project as a hub for high-reliability power and infrastructure, a destination for energy-intensive industries, and a platform for long-term economic growth and job creation. 5.3 Federal, State, and Regional Funding The Parties agree to cooperate in identifying and pursuing federal infrastructure,energy, and technology funding programs,state economic development incentives and grants,and regional funding opportunities supporting infrastructure and job creation. Such efforts may include joint applications or coordinated submissions, engagement with federal and state agencies, and alignment with applicable program requirements. 5.4 Develop, Incelitives and Support Subject to applicable law and approvals,the City and/or WMU may consider discretionary development incentives,provide infrastructure support, support planning, engineering, or early-stage development activities.Any such incentives or support shall be evaluated on a case-by-case basis,require approval by the appropriate governing bodies, and be documented in separate agreements. 5.5 Payment in Lieu of Taxes(PILOT) The City agrees to work in good faith with HyperCity to structure a Payment in Lieu of Taxes (PILOT) arrangement which may include coordination with Crittenden County and applicable school districts.Any PILOT structure shall be subject to applicable statutory requirements,approved by relevant governmental authorities, and documented in Definitive Agreements, 5.6 Municipal Infrastructure Coordination The City agrees to coordinate,as appropriate and subject to applicable approvals,transportation and road access improvements,water and wastewater infrastructure, stormwater and drainage systems and other . municipal infrastructure supporting development sites. 5.7 i:i ost Community Agreement HyperCity agrees to negotiate a Host Community Agreement with the City,which may address local job creation and workforce development,community investment initiatives,local economic participation,and other community benefits associated with the Project. Such agreement shall be negotiated in good faith • and documented separately from this MOU. 5.8 Advisory Council Confidential—HyperCity West Memphis MOU Page 12 of 20 HyperCity may establish a HyperCity Advisory Council to support long-term strategic planning for the Project. The Advisory Council shall be non-governing in nature, it may include civic, industry, and infrastructure representatives,and participation by WIVIU and/or City representatives shall be voluntary, advisory only, and non-fiduciary. The Advisory Council shall have no authority over procurement decisions,project financing or development control. 5.9 Public Communications The Parties agree to coordinate public communications regarding the Project. Public statements referencing the Project designation shall be mutually agreed.Messaging may reflect the Project as a joint infrastructure initiative, and no Party shall issue public statements that misrepresent the roles or obligations of the other Parties. 5.10 Comma nityy Engagement and Transparency The Parties acknowledge the importance of community engagement,transparency in development and clear communication regarding Project impacts and benefits. The Parties may coordinate community outreach efforts,public information sessions and stakeholder engagement initiatives. A`-.TICLE —EXCLUSIVITY,MILESTONES,AND DEVELOPMENT CONDITIONS 6.1 Development Exclusivity Subject to the terms of this MOU,WMU and the City acknowledge and agree that HyperCity shall serve as the preferred master developer and Infrastructure coordinator within the Project scope and Project Area.During the Term,the City and WMU agree that,with respect to Infrastructure initiatives sponsored • by,coordinated through,or materially supported by the City or WMU and falling within the scope of the Project,the City and WMU shall work in good faith with HyperCity as the primary development coordinator for such Infrastructure. Notwithstanding the foregoing,nothing in this MOU shall be construed to:(1)prohibit any private party from independently developing property or infrastructure within the proposed Project Area;(2)require the City or WMU to deny permits,utility service,zoning approvals,land use approvals,or other governmental actions otherwise permitted by applicable law;(3) restrict the City's governmental,legislative,zoning,or police power;or(4)restrict WMU from fulfilling its statutory and operational obligations as a municipal utility. The Parties acknowledge that any coordination preference granted herein is intended solely to establish HyperCity as the lead-contemplated development partner for the Project and shall not be interpreted as a restriction on lawful third-party activity or the exercise of governmental discretion by the City or WMU. 6.2 Non-Circannvention During the Term of this MOU,WMU and the City agree that they shall not solicit,negotiate with, or enter into agreements with third parties for the development of substantially similar Infrastructure within Confidential—HyperCity West Memphis MOU Page 13 of 20 the Project Area without first providing HyperCity a reasonable opportunity to participate in, lead, or otherwise structure such development. 6.3 Permitted Activities and Carve-Outs • Notwithstanding the foregoing,nothing in this MOU shall restrict WMU's operation,maintenance, and upgrade of its existing utility system,routine transmission and distribution improvements undertaken in the ordinary course, statutory or regulatory obligations of WMU or the City, or infrastructure development not materially related to the Project scope. 6.4 Development Milestones The Parties acknowledge that the Project will advance through a series of development milestones,which may include site control and land assembly, fuel supply coordination and agreements, generation technology selection and procurement,transmission and interconnection planning,execution of Customer agreements (CRA/PPA), engagement of EPC contractors and engineering advisors, and financing readiness and capital formation 6.5 Milestone-Based Progression The Parties intend that continued advancement of the Project will be supported by achievement of development milestones, and Infrastructure deployment and capital investment will be sequenced in alignment with such milestones. 6.6 Conditions to Further Development The Parties acknowledge that progression of the Project is subject to regulatory approvals, governing body approvals, availability of financing, execution of Definitive Agreements, and satisfaction of technical and engineering requirements. 6.7 Good Faith Advancement The Parties agree to work in good faith to advance the Project through the development milestones, coordinate efforts to reduce development risk,and support the transition from early-stage development to a financeable infrastructure platform. 6.8 Review and Adjustment The Parties may periodically review Project progress, assess development milestones; and adjust sequencing,phasing, or priorities based on Customer demand, infrastructure readiness and market. conditions. 6.9 Preservation of Development Rights Confidential—HyperCity West Memphis MOU Page 14 of 20 Subject to the terms of this MOU,HyperCity shall retain the right to continue development of the Project, and the Parties intend that no actions taken during the Term shall materially impair HyperCity's role as master developer. . ARTICLE VII— *EFINITIVE AGREEMENTS FRAMEWORK 7.1 Intent to Enter i:i to Definitive Agreements The Parties acknowledge and agree that this MOU is intended to establish a framework for cooperation and to serve as the basis for the negotiation and execution of Definitive Agreements governing the Project. The Parties agree to negotiate in good faith such Definitive Agreements consistent with the principles set forth herein. 7.2 Categories of Definitive Agreements The Parties anticipate that the Project will be implemented through one or more Definitive Agreements, which may include: I/ (a)Customer-Facing Agreements(WMU and Customers):Capacity Reservation Agreements (CRA), Power Purchase Agreements (PPA)and energy service agreements (b)Back-to-Back Supply Agreements (WMU and HyperCity): energy and capacity supply agreements,capacity reservation support agreements, and other coordinated commercial arrangements designed to align WMU's Customer obligations with Infrastructure supply. (c)Infrastructure Development Agreements: generation development agreements,EPC and construction agreements,equipment supply agreements (OEMs)and project delivery and coordination agreements (d)Infrastructure Ownership and Transfer Agreements: Build-Own-Transfer(BOT) agreements, asset transfer agreements, and long-term operation and maintenance frameworks (e)Utility Integration Agreements: interconnection agreements, transmission and distribution integration agreements, grid services and operational coordination agreements (f)Resource and Support Agreements: water supply agreements, fuel supply and transportation agreements and site access and easement agreements (g)Governmental and Tax Agreements:Payment in Lieu of Taxes(PILOT)agreements, development agreements with the City and incentive and grant agreements (Da)Financing and Investment Agreements: equity investment agreements,debt financing agreements, security and collateral arrangements and investor participation agreements Confidential—HyperCity West Memphis MOU Page 15 of 20 7,3 Sequencing of Agreements The Parties acknowledge that Definitive Agreements may be developed and executed in phases, and aligned with Project milestones and development progress.The Parties intend that Customer agreements (CRA/PPA)and corresponding Back-to-Back Agreements will serve as key milestones supporting Infrastructure development and capital formation. The Parties acknowledge that the "WMU—HyperCity Capacity&Delivery Framework," attached as Exhibit A,is intended to guide the commercial alignment of customer,utility, and infrastructure arrangements contemplated herein. 7A Consistency with MOU Framework The Parties intend that Definitive.Agreements shall be consistent with the principles and structure set forth in this MOU and the,Capacity&Delivery Framework attached as Exhibit A, reflect commercially reasonable terms,and be developed in a manner that supports Project financeability,long-term operational stability and utility system integrity. Definitive Agreements are intended to incorporate provisions customary for infrastructure financing, including assignment rights,collateral alignment, and lender step-in, cure, and direct agreement rights. 7.5 Allocation to Project E,i,tities The Parties acknowledge that Defmitive Agreements may be entered into by HyperCity,WMU,the City, 'and/or their respective Affiliates, and project-specific entities may be formed for purposes of development,ownership and financing of Infrastructure assets. 7e6 Th ird-Party Participation The Parties acknowledge that implementation of the Project will involve third parties, including Customers,EPC contractors,equipment manufacturers (OEMs), fuel suppliers, infrastructure investors and lenders. Definitive Agreements may include such third parties as required. 7.7 Conditions to Execution Execution of Definitive Agreements shall be subject to approval by the governing bodies of WMU and the City,satisfaction of applicable regulatory requirements, completion of technical, engineering, and financial diligence and agreement on final commercial terms. 7.8 No Obligation to Proceed Except as expressly provided in Article VIII(Binding Provisions),nothing in this MOU shall obligate any Party to enter into any Definitive Agreement, or commit any Party to proceed with any specific transaction unless and until such Definitive Agreements are executed. Confidential—HyperCity West Memphis MOU Page 16 of 20 ARTICLE VIII—TERM,BIN,nING P.'°VISIONS,AND LEGAL 8.1 Term This MOU shall commence on the Effective Date and shall remain in effect for a period of 48 months(the "Term"),unless earlier terminated in accordance with this Article VIII. The Term may be extended by mutual written agreement of the Parties. 8.2 Termination This MOU may be terminated: (a) ly Mutual Agreement at any time upon written agreement of all Parties. (b)For Convenience by any Party upon 60 days prior written notice to the other Parties. (c)Upon Execcutio.1 of Definitive Agreements in whole or in part,with respect to those portions of the , Project governed by executed Definitive Agreements. (d)Failure to Progress by any Party if the Project fails to advance in a manner consistent with the development framework described herein, subject to good faith consultation among the Parties. 8.3 Binding a and Non-i:,inui Tag Provisions (a) is:inkling Provisions Notwithstanding anything to the contrary, the following provisions shall be legally binding and enforceable:Article VI(Exclusivity andNon-Circumvention), Section 8.3 (this provision), Section 8.4 (Confidentiality),Section 8.5(Good Faith Negotiation), Section 8.6 (Governing Law)and Section 8.7 (No Partnership or Agency). �)Non-i:;hang Provisions Except as expressly set forth above,this MOU is intended solely as a non-binding framework of cooperation and does not constitute a binding agreement to proceed with the Project,obligate any Party to enter into any Definitive Agreement,or create enforceable obligations with respect to commercial terms, infrastructure development, or procurement. 8.4 Confidentiality The Parties agree to maintain the confidentiality of proprietary, commercially sensitive, or non-public information exchanged in connection with the Project,and use such information solely for purposes of evaluating and advancing the Project.The Parties may enter into a separate confidentiality agreement to further govern such obligations. Confidential—HyperCity West Memphis MOU Page 17 of 20 8.5 Good Faith Negotiation The Parties agree to negotiate in good faith the Definitive Agreements necessary to implement the Project consistent with the principles set forth in this MOU, applicable law, and the objective of developing a financeable and operationally viable infrastructure platform. 8.6 Governing Law This MOU shall be governed by and construed in accordance with the laws of the State of Arkansas, without regard to conflict of laws principles. 8.7 No Partnership or Agency Nothing in this MOU shall be deemed to create a partnership,joint venture, or fiduciary relationship among the Parties;or authorize any Party to act as agent for,or bind,any other Party except as expressly provided in Definitive Agreements. 8.8 Assignment No Party may assign or transfer its rights or obligations under this MOU without the prior written consent of the other Parties,except that HyperCity may assign this MOU to an Affiliate or project entity formed in connection with the Project,provided such assignment does not materially impair the rights of WMU or the City. 8.9 Counterparts This MOU may be executed in counterparts,each of which shall be deemed an original,and all of which together shall constitute one and the same instrument. [Signature Page Follows] • • Confidential—HyperCity West Memphis MOU Page 18 of 20 HyperCity Draft: April 27, 2026 IN WITNESS WHEREOF,the Parties have executed this Memorandum of Understanding as of the Effective Date first written above. HYPERCITY WEST MEMPHIS LLC a Delaware limited liability company By: Name: John J. Watson Its: Managing Member Date: • WEST MEMPHIS UTILITIES CITY OF WEST MEMPHIS,ARKANSAS a municipal utility of the City of West Memphis,Arkansas a municipal corporation By: By: Vltt rr �`Ly- A---- Name: ob A loins Name: Marco McClendon Its: Gen ral anager Its: Mayor Date: Date: Oq/ 1/ Q6R( Approved pursuant to Resolution No.[s] Approved pursuant to Resolution No.[•] ATTEST: • NammG� .J Title: City Clerk Date: 0-614,1/420. Signature Page to Memorandum of Understanding—HyperCity West Memphis Exhibit A WMU—HyperCity Capacity &Delivery Framework (Attached) • TERM SHEET • STRATEGIC DEVELOPMENT, ENTITLEMENT, UTILITY COO1-DINATION & INFRASTRUCTURE SUPPORT FRAMEWORK HYPERCITY WEST MEMPHIS PLATFORM WEST MEMPHIS,ARKANSAS • Draft Version:0.1 Date:May 12,2026 Status:Preliminary Discussion Draft—Subject to Legal Review • IMPORTANT NOTICE This Term Sheet is intended solely as a framework for discussion regarding a proposed strategic development,entitlement,utility coordination,and infrastructure cooperation arrangement relating to the HyperCity West Memphis platform. Except for provisions expressly identified as binding,this Term Sheet is non-binding and subject to further negotiation,approval by applicable governmental authorities,utility approvals,legal review,regulatory review,and execution of definitive agreements. • This Term Sheet does not constitute a final development agreement,a final utility service agreement,a final interconnection agreement,a final annexation approval, a guarantee of utility capacity,or a final permitting determination. SECTION CATEGORY/TERM/PROVISION DETAILS/FRAMEWORK LANGUAGE 1 . Rarities. Municipal Party City of West Memphis,Arkansas,acting through applicable municipal departments,agencies,boards,commissions,and elected officials. - Utility Party West Memphis•Utilities("WMU"),acting in its capacity as electric,water,. sewer,transmission,and utility infrastructure authority/operator. Development Party HyperCity West Memphis LLC,including affiliates,subsidiaries,project entities,financing entities,infrastructure SPVs,and permitted assigns. ' County Coordination Potential acknowledgment and coordination with Crittenden County and applicable county authorities. 4 • F1arpose Strategic Objective Establish a coordinated public-private framework supporting entitlement, • infrastructure deployment,utility integration,financing,development, operation,and expansion of the HyperCity platform. Project Nature Large-scale strategic infrastructure platform supporting energy,utility, • hyperscale digital infrastructure,Al,manufacturing,logistics,advanced industrial development,and related infrastructure systems.' 3 Project peslgnation ` Official Designation "Strategic Infrastructure Initiative of the City of West Memphis and West • Memphis Utilities." Alternative Designations Strategic Energy Infrastructure Platform;HyperCity Infrastructure District; Strategic Utility Infrastructure Development Area;Advanced Industrial Infrastructure Initiative. 4° PrjolecStcope a;; g Energy Infrastructure CCGT generation,peaker generation,distributed generation,advanced nuclear generation,renewable generation,district energy systems,thermal systems,cooling systems;and associated facilities. Grid Infrastructure • Transmission lines,substations,switching yards,delivery nodes, distribution systems,smart grid infrastructure,SCADA systems,relay systems,and related facilities. Storage Infrastructure BESS,long-duration storage,thermal storage,black-start systems, stabilization systems,resilience systems,and related facilities. ' Fuel Infrastructure Natural gas pipelines,laterals,compression,metering stations,gas _ conditioning,hydrogen-readiness infrastructure,and associated fuel • systems. Water&Utility.Infrastructure Water supply systems,sewer systems,treatment systems,industrial process water systems,drainage systems,cooling water systems, retention infrastructure,and_related facilities._ ____ _T ~Digital Infrastructure Fiber systems,telecom systems,cybersecurity systems,communications corridors,digital infrastructure,monitoring systems,and related ___ infrastructure.__ _ _ _ _____� Industrial Infrastructure Hyperscale campuses,Al infrastructure,advanced manufacturing,logistics infrastructure,robotics facilities,warehousing,industrial campuses,and strategic industrial development. _._ 5 ;Proiect Site - - ,-,.• - ' Site Definition Includes existing parcels,future acquired parcels,optioned parcels,leased parcels,easements,transmission corridors,substation sites,utility corridors,ROWs,access roads,annexed parcels,and related infrastructure areas. Expansion Rights Project Site intended to remain expandable over time to accommodate future infrastructure and development phases: County Status Certain parcels may currently lie in unincorporated Crittenden County but may later be annexed into the City of West Memphis. . 6 .•Land Use&Entitl°•errients Municipal Support City acknowledges intent to support strategic infrastructure development _ through planning,infrastructure coordination,and economic development cooperation. Land Use Compatibility Contemplated uses generally compatible with industrial,utility,and strategic infrastructure development objectives. Development Coordination City may cooperate regarding plats,grading,drainage,roads,utility routing,annexation,infrastructure sequencing,and municipal coordination matters. - Strategic Infrastructure District City may establish overlay districts,strategic infrastructure areas,utility infrastructure corridors,or special development designations. No Known Conflict City presently unaware of municipal land use restrictions categorically prohibiting contemplated utility-scale and infrastructure uses. 7t Prtmitting _ Permit Categories Municipal,county,state,federal,utility,environmental,railroad,highway, drainage,Corps,and related approvals may be required. Ministerial Objective Parties intend that broad legislative and municipal support be established upfront so later approvals can proceed largely through ministerial or administrative processes where legally permissible. No Guarantee • No waiver of law or guarantee of permit issuance is created by this framework. 8_ .. ' nnexati©n ° ". a a Annexation Coordination City intends to cooperate regarding annexation,municipal utility extension, _ and incorporation of project lands into municipal planning frameworks. -- Expansion Flexibility •Additional parcels,substations,utility corridors,transmission routes,and development campuses may be added over time. 9 'MU` Coordination _ _ #; Utility Cooperation • WMU acknowledges intent to cooperate regarding electric utility coordination,transmission integration,water service,sewer service,and infrastructure planning. 1F0Electric I nfrastrueture - y • Grid Coordination WMU and HyperCity may cooperate regarding transmission,substations, switching facilities,delivery nodes,customer delivery systems,and grid — integration structures. StarGrid Framework Coordination may align with conceptual StarGrid architecture and utility- integrated delivery frameworks. ��� Infrastructure Structures • Build-transfer,BOT,concession,utility-transfer,and hybrid infrastructure ownership structures may be contemplated. Delivery Systems Dedicated hyperscale delivery systems,industrial delivery systems,and utility delivery structures may be developed. 1-1• :Water&`Sewer Utility Capacity WMU acknowledges preliminary planning regarding scalable water and sewer capacity support for the HyperCity platform. Existing Planning Basis Existing discussions contemplate phased expansion of water infrastructure and utility capacity.. - 1i2 °'T,ansrnission&-E ridors .., ;.. . ... Corridor Needs Project may require transmission corridors,utility easements,access roads,crossings,fiber routes,and associated infrastructure corridors. Public ROW Coordination Parties may cooperate regarding public ROW occupancy,utility routing, crossings,franchise coordination,and related matters. _ _ Private Easements Parties may cooperate regarding private easement acquisition strategies, corridor planning,and infrastructure routing coordination. 1,3 `Platform Expansion Future Utility Platform Project may evolve into a multi-node transmission,delivery,and infrastructure platform supporting broader regional infrastructure development. Scalability Tw -T� Framework intentionally preserves scalability,modular expansion,future generation integration,and future customer onboarding flexibility. -14 • -Assignment. Transferability HyperCity may assign,syndicate,contribute,transfer,sub-license,or -- otherwise structure rights through affiliates,SPVs,ProjectCos,investors, EPCs,lenders,utilities,and infrastructure operators. Financing Flexibility Framework intended to support phased financings,infrastructure monetizations,utility transfers,and future strategic transactions. ll g . -Inc Economic D'evelopnient ' Recruitment Coordination Parties may cooperate regarding hyperscaler recruitment,industrial recruitment,state incentives,federal incentives,and strategic infrastructure marketing efforts. `ff 1r6- `',State&`Federal`'E`oordination Program Coordination Parties may cooperate regarding DOE programs,transportation initiatives, infrastructure grants,grid modernization programs,and related state/federal initiatives. '• 17 • +Gonfidenttality • •: -.. . a , Confidential Information Project may involve commercially sensitive infrastructure,customer,utility, and development information.Separate confidentiality agreements may apply. "18 -rGovernance , Regulatory Compliance Nothing herein overrides procurement law,utility governance rules,ethics _ rules,municipal authority,or regulatory requirements. Legal Review Definitive agreements remain subject to legal,ethics,utility,and regulatory review. 119• ®efin fi!e Agreements e _ . Future Agreements Future documentation may include development agreements,utility agreements,transmission agreements,CRA structures,annexation agreements,easement agreements,infrastructure transfer agreements, and related contracts. ems _ >20_ 'Binding Effect: e --• Non-Binding Status Except for expressly identified sections,the framework remains non- binding and subject to definitive agreements. i ' „t.: Potential Binding Sections Confidentiality,cooperation obligations,access rights,governing law, public communications coordination,and cost allocation provisions may be binding if designated. 21' Public C©mrnunnic Lions Public Narrative Public communications may describe HyperCity as a strategic infrastructure initiative being developed in coordination with WMU and the City of West Memphis. 2'2 - - Team • Initial Term Anticipated framework term of approximately 5-15 years,subject to extension or replacement by definitive agreements. 23 ,- • overning Law Jurisdiction Arkansas law. 24 ;Next•:Steps $ . Immediate Actions Municipal legal review,utility review,planning coordination,infrastructure mapping,annexation planning,corridor planning,and drafting of definitive agreements. Long-Term Actions Potential municipal,resolutions,infrastructure district designation, transmission planning studies,interconnection planning,and utility coordination documentation. 25. Exhibits -- "_. • Proposed Exhibits Conceptual project description,infrastructure maps,utility coordination framework,annexation framework,corridor planning areas,StarGrid architecture exhibits,support resolutions,and WMU support letters. Exhibit A:Conceptual Project Description • Exhibit B:Conceptual Infrastructure Map Exhibit C:Covered Infrastructure Categories Exhibit D: Utility Coordination Framework Exhibit E:Annexation&Expansion Framework Exhibit F:Transmission&Corridor Planning Areas Exhibit G:Conceptual StarGrid Delivery Architecture Exhibit H:Municipal Support Resolution Template Exhibit I:WMU Infrastructure Support Letter L ',, .D S ` I CITY OF WEST MEMPHIS, ARKANSAS WEST MEMPHIS UTILITIES STRATEGIC INFRASTRUCTURE DEVELOPMENT, MUNICIPAL SUPPORT & UTILITY COORDINATION LETTER Issued to: HyperCity West Memphis LLC !. Re: HyperCity West Memphis Strategic Infrastructure Platform (the"Project") Date: May 13,2026 Crittenden County,Arkansas Prepared for Circulation to Municipal Leadership,City Attorney, West Memphis Utilities,and Strategic Counterparties i Municipal Support&Utility Coordination Letter City of West Memphis 1 G4'MU 1 HyperCity Date: May 13,2026 HyperCity West Memphis LLC Attn: John J. Watson 425 County Road 39A Southampton,NY 11968 RE: HyperCity West Memphis Strategic Infrastructure Platform—Municipal Recognition, Development Support,Utility Coordination,and Infrastructure Cooperation Ladies and Gentlemen: The City of West Memphis,Arkansas(the"City"),together with West Memphis Utilities("WMU"),issues this Strategic Infrastructure Development,Municipal Support and Utility Coordination Letter(this"Letter") in recognition of the proposed HyperCity West Memphis infrastructure platform (the "Project")presently being planned and developed by HyperCity West Memphis LLC("HyperCity"). This Letter is intended to confirm the recognition by the City and WMU of the Project as a strategic infrastructure initiative contemplated to support large-scale energy, utility, transmission, digital II infrastructure, industrial, manufacturing, and advanced technology development within and around the West Memphis region, and to reflect the present intent of the City and WMU to cooperate in good faith with HyperCity regarding municipal planning, infrastructure coordination, utility integration, phased expansion planning, and strategic infrastructure deployment associated with the Project, subject in each case to applicable law and to future definitive agreements. The Project framework presently under consideration is further outlined in the Strategic Development, Entitlement, Utility Coordination and Infrastructure Support Framework Term Sheet dated May 12, 2026 (the"Framework Term Sheet"),to which this Letter is intended to be complementary and supportive. 1. PROJECT RECOGNITION The City and WMU acknowledge the HyperCity platform as a strategic infrastructure initiative contemplated to encompass advanced energy infrastructure;electric transmission and distribution facilities, including substations,switching facilities,and utility delivery systems;hyperscale digital infrastructure and artificial-intelligence computing facilities; advanced manufacturing and industrial development; logistics and transportation infrastructure;water, sewer, and related municipal utility systems; communications and fiber infrastructure;energy storage infrastructure;and related strategic infrastructure systems supportive of regional economic and industrial development. The City further recognizes that the Project is contemplated to proceed in phases over an extended development horizon and may comprise multiple infrastructure nodes, campuses, utility facilities, transmission facilities, delivery systems, and associated infrastructure areas,the precise configuration and Subject to Applicable Law and Future Definitive Agreements Page 2 of 7 Municipal Support&Utility Coordination Letter City of West Memphis I WM1,1 I HyperCity sequencing of which are expected to evolve in coordination with the City, WMU, and applicable counterparties as the Project advances. 2. PROJECT SITE & EXPANSION FRAMEWORK The City and WMU acknowledge that the Project may, over time, encompass parcels and infrastructure interests presently controlled by HyperCity or its affiliates, together with future-acquired, optioned, or leased parcels,utility and transmission corridors, substations, switching yards, delivery nodes, easements, rights-of-way, access roads, water and sewer infrastructure, pipeline corridors, communications infrastructure, and related infrastructure areas reasonably necessary or desirable for the planned development. The parties further acknowledge that portions of the contemplated Project area may presently lie within unincorporated portions of Crittenden County, Arkansas, and that future annexation, municipal utility extension, and incorporation of additional parcels and infrastructure into the municipal development frameworks of the City may occur over time as the Project advances. The City presently anticipates cooperating in good faith with HyperCity regarding future annexation planning, municipal infrastructure coordination, utility-extension planning, and strategic infrastructure integration associated with future Project expansion, in each case subject to applicable law, governmental process, and the discretion of the City Council, the Mayor, the planning officials of the City,and WMU. Nothing herein shall pre-determine,or be construed to pre-determine,the outcome of any future annexation proceeding or any other discretionary governmental action. 3. LAND USE & DEVELOPMENT POSITION Based upon the discussions and presently contemplated development concepts that have been shared with the City as of the date hereof,the City presently understands the Project to be generally consistent with the long-term industrial,utility, infrastructure,and economic development objectives of the City. Subject to applicable law and to future engineering, environmental, utility,traffic, and regulatory review, the City is presently unaware of any existing municipal land use restriction that would categorically prohibit the strategic infrastructure uses presently being discussed for the Project. The City further acknowledges its present intent to cooperate in good faith with HyperCity regarding municipal planning coordination, platting and subdivision coordination, infrastructure planning, utility routing, road-access coordination, drainage coordination, utility-corridor planning, infrastructure sequencing, municipal development coordination, and related administrative matters as the Project advances. The City presently anticipates that future municipal approvals associated with the Project may, where consistent with applicable law, be processed through administrative, ministerial, legislative, or development-agreement processes, with the objective of providing efficient and predictable processing pathways compatible with the contemplated industrial,utility,and infrastructure uses. Subject to Applicable Law and Future Definitive Agreements Page 3 of 7 Municipal Support&Utility Coordination Letter City of West Memphis I WMU I HyperCity Nothing in this Letter shall constitute a waiver of applicable law, code requirements, permitting requirements, or the regulatory authority of the City, WMU, or any other governmental body, nor a pre- commitment to any particular land use, zoning, entitlement, or development outcome, all of which shall remain subject to the applicable processes prescribed by law. 4. STRATEGIC INFRASTRUCTURE & UTILITY COORDINATION WMU acknowledges its present intent to cooperate in good faith with HyperCity regarding the planning and coordination of the strategic utility systems contemplated to support the Project, including electric utility infrastructure (substations, transmission systems, switching facilities, delivery systems, and utility interconnection pathways), water service and sewer infrastructure, communications infrastructure, and associated infrastructure corridors. The parties acknowledge that portions of the Project may contemplate phased, utility-integrated infrastructure development, including potential delivery-node architecture, utility-aligned coordination frameworks,dedicated infrastructure systems,and future transmission or utility-expansion planning.WMU further acknowledges ongoing discussions with HyperCity regarding scalable utility infrastructure support associated with the Project, including phased water and sewer infrastructure planning consistent with the anticipated build-out of the Project. Notwithstanding the foregoing,nothing in this Letter shall constitute,be construed as, or be relied upon as a final utility service agreement,a final electric or other interconnection agreement,a utility rate agreement, a guaranteed utility-capacity allocation, a guaranteed transmission allocation, or a final commitment regarding the construction, financing, or ownership of any future utility infrastructure. Each such matter shall remain subject to future engineering review, system-impact and facilities studies, applicable regulatory requirements,utility approvals, definitive agreements,and applicable law. 5. INFRASTRUCTURE CORRIDORS & RIGHTS-OF-WAY The City and WMU acknowledge that the Project may,over its development horizon,require coordination with respect to transmission corridors, utility easements, public rights-of-way access, private easements, roadway crossings,utility crossings,rail crossings,communications corridors,drainage corridors,and other associated infrastructure routing. Subject to applicable law and to future approvals, the City and WMU presently anticipate cooperating in good faith with HyperCity regarding strategic infrastructure-corridor planning,utility-routing coordination, infrastructure-compatibility planning, future easement coordination, and related infrastructure- development matters associated with the Project. Such cooperation is intended to include constructive engagement regarding the alignment, configuration, sequencing, and timing of public and private infrastructure corridors reasonably necessary to support the planned phases of the Project. The parties further acknowledge that future infrastructure rights, utility-coordination arrangements, easements,licenses,franchises,occupancy rights,and corridor agreements associated with the Project may Subject to Applicable Law and Future Definitive Agreements Page 4 of 7 Municipal Support&Utility Coordination Letter City of West Memphis I WMU I HyperCity ultimately be assigned, licensed, sub-licensed, transferred, financed, or otherwise structured through affiliates,project entities,financing entities,utility entities, infrastructure operators,development partners, or other authorized counterparties of HyperCity, and the City and WMU presently anticipate cooperating in good faith with such structuring, subject to applicable law and reasonable governmental requirements. Nothing in this Section 5 is intended to confer, and nothing herein shall be construed as conferring, any binding right of access, any guaranteed grant of easement, license, or franchise, or any commitment regarding the exercise of any specific governmental authority, all of which shall remain subject to applicable law and future definitive agreements. 6. STRATEGIC ECONOMIC DEVELOPMENT POSITION The City and WMU recognize the Project as a potentially significant long-term economic development initiative contemplated to support large-scale infrastructure investment, industrial growth, utility infrastructure expansion, regional economic development, advanced technology deployment, workforce development, strategic industrial recruitment,and future regional infrastructure modernization. The City and WMU further acknowledge that the Project, as it advances, may support engagement with hyperscale infrastructure users, industrial users, infrastructure investors, utilities, independent power producers, transmission developers, strategic industrial partners, original equipment manufacturers, engineering, procurement, and construction contractors, financing parties, state agencies, and federal infrastructure stakeholders. The City and WMU presently view such engagement as consistent with, and supportive of,the broader economic development and infrastructure modernization objectives of the West Memphis region. 7. DEVELOPMENT FRAMEWORK STATUS This Letter is intended to serve as an official expression of the present recognition by, and support of,the City and WMU for the continued strategic infrastructure planning and coordination associated with the Project. The City and WMU presently anticipate that future documentation associated with the Project may include, among other instruments, one or more development agreements, utility coordination agreements, annexation agreements, infrastructure corridor agreements, easement agreements, utility service agreements, transmission coordination agreements, infrastructure transfer agreements, public-private infrastructure agreements,and related definitive documentation,in each case to be negotiated and executed in accordance with applicable law. Except for obligations that are expressly stated herein as binding or are required to be binding by operation of applicable law,this Letter is intended primarily as a framework-level recognition and support document, and does not constitute a final binding commitment with respect to any matter requiring future governmental approval, utility approval, regulatory approval, engineering or environmental review, or Subject to Applicable Law and Future Definitive Agreements Page 5 of 7 Municipal Support&Utility Coordination Letter City of West Memphis ( WMU I HyperCity / i IN WITNESS WHEREOF,the undersigned have caused this Letter to be executed by their duly authorized representatives as of the date first written above. CITY OF WEST MEMPHIS,ARKANSAS WEST MEMPHIS UTILITIES a municipal corporation" a municipal utility of the City of West Memphis,Arkansas By: '2��� � By: Name: Marco Mc lendon Name: Bob Atkins Its: Mayor Its: General Manager Date: Date: Approved pursuant to Resolution No.[.] ATTEST: Namep 41, —J I Title: City Clerk Date: ACKNOWLEDGED AND ACCEPTED: HYPERCITY WEST MEMPHIS LLC a Delaware limited liability company By: Name: John J.Watson Its: Managing Member Date: Subject to Applicable Law and Future Definitive Agreements Page 7 of 7 Outlook Council Agenda From Marilyn Phelix <mphelix@westmemphisar.gov> • Date Fri 5/15/2026 12:25 PM To Patricia Lane <plane@westmemphisar.gov>; Kimberly Anthony <kanthony@westmemphisar.gov>; Dorothy Wallace <dwallace@westmemphisar.gov> Cc Mardis L.Jones <mljones@westmemphisar.gov> Hello, . Please add to the upcoming council's agenda, May 21, 2026, approval request for the following: Approval of CDBG 5-Year Consolidated Plan 2026-2030 Approval of updated Citizen Participation Plan Approval of updated Rehabilitation Plan Thank you. RECEIVED City Clerk's Office Date ime t 1�:,9-5.f�m ByI1rY i Executive Summary ES-05 Executive Summary - 24 CFR 91.200(c), 91.220(b) 1. Introduction The Consolidated Plan serves as a planning document meeting the federal government statutory requirements in 24 CFR 91.200-91.230, with revisions for preparing a Consolidated Plan and guiding the use of CDBG funding based on applications to the U.S. Department of HUD.The major sections of the Consolidated Plan include a Housing Market Analysis,Housing and Homeless Needs Assessment,5-year Strategic Plan,a 1-year Action Plan,and Consultation and Citizen Participation,with accompanying documentation relating to public comment.The Strategic Plan addresses specific needs that were identified in the data analysis,with specific goals and program targets for each category designated for funding.The Action Plan is a subset of the Strategic Plan,addressing funding options for the next fiscal year.The Consolidated Plan can be used by organizations in the community as a guide for identifying activities through which they can help the jurisdiction reach their housing and community development goals.The Consolidated Plan also serves as the baseline for measuring program effectiveness,as reported in the Consolidated Annual Performance and'valuation Report(CAPER) required by HUD for each fiscal year's funding allocation. Incorporated into the Consolidated Plan are an analysis of the local housing market and a review of housing and homeless needs in West Memphis as a means of defining the current environment in which federal funding is being used.The Consolidated Plan provides a strategic plan for meeting priority needs that were identified through the community participation process.The analytical parts of the document draw from the 2017-2023 American Community Surveys and 2018-2022 CHAS data provided by HUD. Other data sources include the 2020 U.S. Census and other information gathered locally. 2. Summary of the objectives and outcomes identified in the Plan Needs Assessment Overview These objectives are supported by a collection of associated strategies and performance goals.These strategies seek to work toward meeting the objectives stated,addressing the need for more affordable housing, housing rehabilitation, public facilities and infrastructure improvements,and public services. Specifics can be found in the Strategic Plan and Annual Action Plan. 3. Evaluation of past performance West Memphis has a history of successful programs funded through the Community Development Block Grant Program.Of particular importance to the health of the city have been programs that address the condition of the housing stock.The City has successfully funded housing rehabilitation activities targeting lower income and elderly households unable to properly maintain their homes.The City has 1 • worked actively with local homeless services providers to expand both the stock of units/beds available to homeless persons and services aimed at helping those persons find employment,housing,health care services,and educational opportunities. Details of past performance can be found in the City's Consolidated Annual Performance and Evaluation Report(CAPER). 4. Summary of citizen participation process and consultation process Families in Transition, Good Neighbor Love Center,West Memphis Housing Authority, Called to Grow, Hope House,and'the AARP Action Network have all contributed at various stages of this plan.To further strengthen community engagement,the City is in the process of establishing grassroots organizations designed to enhance communication and increase resident participation. These organizations will partnerwith the City to share accurate information, identify community needs, and raise awareness of the City's goals and mission for West Memphis. Direct input from residents is essential,as.firsthand knowledge of community needs plays a critical role in guiding effective and responsive city governance. 5. Summary of public comments Social-economic issues were of major concern to participants in the focus group session. Frequently mentioned in the focus group session was the perceptions that lower income persons and seniors were particularly impacted as the supply of affordable housing in good condition becomes more limited and the cost to purchase homes or to rent housing continues to soar beyond the range affordable to many local area residents. Others believed the number of persons lacking sufficient income for housing and housing related cost was on the rise,severely impacting housing choice for the lowest income households. Participants indicated that insufficient income and cost burden is a major concern, especially elderly and lower income households. Quality of housing is suffe ring among the elderly. Limited incomes are having an adverse impact on the condition and quality of single family owner occupied housing due to deferred maintenance and residents inability to afford maintenance and utility cost. Participants reccommended the need for increased funding for emergency repair and substantial housing repair for owner occupied housing. This information was gathered through various community engagement efforts, including Neighborhood Council meetings and AARP meetings. 6. Summary of comments or views not accepted and the reasons for not accepting them A 30 day comment period was publically announced from April 22, 2026-May 21, 2026. There were no comments received from the community regarding the CDBG Consolidated Plan for 2026-2030 during this time;however,input from the community was gathered from other public meetings and community . events. 7. Summary This plan provides a framework through which the City of West Memphis administers its federal entitlement programs related to community development and homeless assistance.Data used to inform the needs assessment and market analysis were obtained through HUD's eCon Planning Suite, incorporating American Community Survey data and other relevant sources. The City collaborated with local service providers and engaged residents to develop both the Strategic Plan and the Annual Action Plan.These plans are designed to address identified community needs,as determined through the public participation process and comprehensive needs assessment. The City is also committed to expanding partnerships and collaborations with various of entities, including private sector stakeholders,to leverage additional resources in order to service more individuals. .I . .. , _,.._,_,. CITY OF WEST MEMPHIS COMMUNITY DEVELOPMENT AGENCY HOUSING REHABILITATION PROGRAM . REVISION June 2026 44211INZ I POLICIES FOR THE HOUSING REHABILITATION PROGRAM COMMUNITY DEVELOPMENT AGENCY TABLE OF CON TENTS INTRODUCTION 1 I. GENERAL PROGRAM ADMINISTRATION 2 II. ELIGIBILITY REQUIREMENTS A. TENURE 2 B. INCOME REQUIREMENTS 3 . C. ELDERLY/HANDICAPPED AND DISABLED 3 III FUNDING POLICIES A. GRANT.AMOUNT 3 B. INCLUDABLE COSTS 4 IV. PROGRAM IMPLEMENTATION A. CONTRACTORS 5 B. RULES AND REGULATIONS 6 C. PRIORITIES FOR FUNDING 6 ' INTRODUCTION • The Housing Rehabilitation Program is designed to provide both minor and major home improvements that address health, safety, and sanitary.conditions for low-to moderate-income residents, particularly elderly and disabled individuals. In addition, the program aims to enhance the overall quality of housing throughout the city of West Memphis. Through this program, eligible homeowners may receive repairs and upgrades that make their homes safer,more livable, and compliant with the City of West Memphis housing codes for existing structures. Funding for the Housing Rehabilitation Program is provided through the Community Development Block Grant (CDBG)Entitlement Program, administered by the U.S. Depaituient of Housing and Urban Development (HUD). The program prioritizes repairs that address • conditions creating significant hardship for occupants, especially during severe or inclement weather. Priority improvements include, but are not limited to: • Lack of running water due to faulty plumbing , • Unsafe or defective electrical systems • Severe roof deterioration • Structural deficiencies Because the program focuses on partial to full rehabilitation, these critical repairs are given precedence over less urgent improvements. This policy document is organized into four sections: 1. General program administration guidelines 2. Eligibility requirements 3. Funding policies , 4. Program implementation rules and regulations I • I. ADMINISTRATION The Housing Rehabilitation Program is administered by the Community Development Agency of . West Memphis under the direction of the Housing Program Manager. Additional Agency staff may assist as needed to ensure the efficient and effective administration of the program. Final authority regarding the Housing Rehabilitation Program rests with the Director of the Community Development Agency. The implementation and administration of this program shall be conducted in accordance with the specific policies outlined.in this manual, as well as all applicable rules and regulations established by the Department of Housing and Urban Development. To ensure proper and efficient administration, the Community Development Agency has developed this policy document. The guidelines contained herein are general in nature and may require interpretation from time to time. Responsibility for interpreting these guidelines rests with the staff of the Community Development Agency or a designated representative, within the framework of Community Development Block Grant(CDBG)rules and regulations and all applicable federal, state, and local laws. No work will be performed on any structure that has deteriorated by more than 75 percent of its appraised value prior to rehabilitation. If a structure is determined to have deteriorated beyond this allowable threshold, the property owner will be notified in writing. The homeowner's name will then be removed-from the waiting list, and no repairs will be made to the structure. II.Eligibility Requirements • To participate in the Housing Rehabilitation Program, applicants must meet specific eligibility criteria. Eligibility is determined based on information provided in the initial application. Tenure The program is available only to owner-occupied properties. Applicants must both own and reside in the home for which assistance is requested. .. • I 2 • Income To qualify for assistance, the total annual household income must fall within the"low- to moderate-income" limits established by the U.S. Depai latent of Housing and Urban Development(HUD). Current income limits, based on household size, are as follows: Household Size Maximum Annual Income 1 Person $51,950 2 Persons $59,350 3 Persons $66,750 4 Persons $74,150 5 Persons $80,100 6 Persons $86,050 7 Persons $91,950 8 Persons $97,900 Elderly /Handicapped /Disabled In addition to the requirements listed above, either the applicant or their spouse must meet at least one of the following conditions at the time of application: • Be 55 years of age or older; or • Be classified as handicapped or disabled • Any disability status must be verified through the Social Security Administration. III. Funding Policies Grant Amount Under the Housing Rehabilitation Program, the grant awarded to each eligible applicant will be based on the cost of approved repairs or the maximum allowable grant, whichever is less. The maximum grant amount is $20,000 per household. 3 C.' Eligible (Includable) Costs upto the approved Grant funds may be used to complete necessary housing improvements, . funding limit. Repairs will be prioritized in the following order: 1. Plumbing 2. Electrical 3. Roofing, floors, porches, and foundation 4. Painting 5. Windows and doors Scope of Repairs . Plumbing Repairs will ensure the home has safe and functional plumbing, including: • Adequate hot and cold running water in the kitchen / • A functional kitchen sink with shut-off valves / 1 • A working toilet, bathtub or shower, and bathroom sink with proper shut-offs / • A properly installed and vented water heater with required safety features Electrical Electrical improvements will ensure: • - i i • An adequate number of outlets and overhead lighting • A code-compliant breaker panel or electrical box • Proper appliance outlets • Installation of smoke detectors I Roofing,Floors, Porches, and Foundation J Repairs may include: i • Fixing or replacing damaged or leaking roofs II • Repairing ceilings damaged by water, including installation of new sheetrock • Repairing or replacing deteriorated flooring and structural supports (e.g.,joists) • . Replacing or repairing porches affected by water damage or foundation shifting • • Foundation leveling, underpinning, and ventilation improvements • Termite treatment and installation of termite protection measures where needed Homes that are not structurally sound will only be rehabilitated if repairs can restore structural integrity. As a general guideline, rehabilitation costs should not exceed the estimated value of the structure. Funding decisions will consider whether all identified issues can be resolved within available resources. Painting Exterior painting may be included when it contributes to neighborhood improvement. Work will include: • Proper surface preparation (scraping and cleaning) • • Application of at least two coats of approved exterior paint • A minimum two-year guarantee on paint work Windows and Doors Repairs and replacements may include: • Installation of new doors with•interior and exterior framing • New locks, including deadbolts and privacy locks • Installation of peepholes or viewing glass (optional) • Weather-stripping and thresholds • Replacement of windows and associated casing IV. Program Implementation Contractors Only qualified and properly licensed contractors will be permitted to perform work under the program. The Community Development Agency may establish additional requirements to ensure contractor eligibility. The Community Development Agency will: • Manage the bidding process • Award contracts • Oversee project completion 5 41/1 Change orders maybe approved only by the Agency and may not exceed 10%of the maximum grant amount. These are allowed only when necessary to complete essential repairs identified under eligible costs. Rules and Regulations The Community Development Agency serves as the administering entity for the program.It is authorized to develop and implement all necessary rules, regulations, application forms, and procedures to ensure effective program operation. Priority for Funding Applications will be accepted and assigned chronologically by entry date order. Each application will be reviewed and processed based on its submission date. Applicants who receive assistance may not reapply for program benefits for a period of ten(10) years following completion of the initial rehabilitation work. • • • *EST M J i ,,,��� ,FAA CITY OF • mEmpHis ram`®�'/o�rt/�Bt/IBd i � 1 A R f� A N S A S • Citizen Participation Plan 2026-2030 40"avevit Citizen Participation Plan 2026-2030 a Table of Contents • Introduction and Purpose 4 Encouraging Citizen Participation 5 Public Hearings and Meetings 5 Publication of Consolidated Plan Documents 6 Public Comments on the Draft Consolidated Plan and Annual Action Plans 6 Public Notice and Outreach 7 Technical Assistance 7 Amendments to the Consolidated Plan 7 Substantial Amendments 8 Citizen Participation in the Event of a Substantial Amendment 8 Consideration of Public Comments on the Substantially Amended Plan 9 Changes in Federal Funding Level 9 Standard Amendments 9 Annual Performance Reports 9 Access to Records 9 Complaints and Grievances 9 Timely Response to Complaints and Grievances 10 Activities Exempt from Substantial Amendment Citizen Participation Requirements 10 Urgent Needs 10 Emergency/Expedited Procedures 11 Definitions 12 Availability of the Citizen Participation Plan 12 Citizen Participation Plan 2026-2030 Ai I/ Introduction and Purpose In 1994, the U.S. Department of Housing and Urban. Development (HUD) issued new rules consolidating the planning, application, reporting and citizen participation processes of five formula grant programs: Community Development Block Grants (CDBG), Home Investment Partnerships (HOME), Emergency Shelter Grants (ESG) Housing Opportunities for Persons with AIDS (HOPWA) and Housing Trust Fund (HTF). The new single-planning process was intended to comprehensively fulfill three goals: to provide decent housing, to provide suitable living environment and to expand economic opportunities. The Community Development Block Grant (CDBG) Program supports community development activities to build stronger and more resilient communities. To support community development, activities are identified through an ongoing process. Activities may address needs such as infrastructure, economic development projects, public facilities installation, community centers, housing rehabilitation, public services, clearance/acquisition, microenterprise assistance, code enforcement and homeowner.assistance. The CDBG program has evolved to meet new challenges,including disaster recovery and mitigation, as well as the impacts of the COVID-19 pandemic. The CDBG program offers flexible funding to address housing, infrastructure, economic development, and public services in low and moderate- income communities. Specialized funds, such as CDBG-DR and CDBG-MIT, support disaster recovery and long-term hazard mitigation. Recent updates to the program,including a focus on climate resilience and public engagement, reflect the growing complexity of community development challenges Provision of decent housing may involve assisting homeless persons in obtaining appropriate housing retaining the affordable housing stock,increasing the availability of permanent affordable housing for low-income households without discrimination,and/ or increasing supportive housing to assist persons with special needs. Providing a suitable living environment might entail improving the safety and livability of neighborhoods, including the provision of adequate public facilities; deconcentrating housing opportunities and revitalizing neighborhoods;restoring and preserving natural and physical features with historic, architectural, and aesthetic value;and conserving energy resources.Expanding economic opportunities can involve creation of accessible jobs, providing access resources for community development, and assisting low-income persons to achieve self-sufficiency. The Consolidated Plan is a three-part planning process required by HUD. It comprises developing a five-year strategic plan, preparing annual action plans, and submitting annually performance reports. These three parts are intended to furnish the framework whereby the City of West Memphis can identify its housing,homeless, community,and economic development needs,identify resources that will be tapped and actions to be taken that will address the needs,as well as look back and evaluate the • City's progress toward achieving its strategic goals. Completing these documents on time and in a manner that is acceptable to HUD ensures program funding. The precursor to the Consolidated Plan is the Citizen Participation Plan (CPP). The objectives of the CPP are to ensure that the citizens of West Memphis, particularly persons of low- and moderate- income,persons living in slum and blight areas,units of local government,housing agencies and other Citizen Participation Plan 2026-2030 • interested parties, are provided with the opportunity to participate in the planning and preparation of the Consolidated Plan, including amendments to the Consolidated Plan and the Annual Performance Report.In doing so,the CPP sets forth general policies and procedures for implementing and carrying out the Consolidated Planning process, such as how the Consolidated Plan will be developed,dates and milestones along which the process will proceed,and methods for citizens to offer the City of West Memphis assistance and guidance in the formulation of the Consolidated Plan. Furthermore, the provisions of the CPP fulfill statutory and regulatory requirements for citizen participation specified in the U.S. Department of Housing and Urban Development's rules for the Consolidated Plan, the HOME Investment Partnerships (HOME) Program, the Community Development Block Grant (CDBG) Program, the Emergency Shelter Grants (ESG) Program, the Housing Opportunities for Persons with AIDS (HOPWA) Program, and the Housing Trust Fund (HTF). In the City of West Memphis, the Community Development Department administers CDBG funds. The Community Development Department is the lead agency for developing the Consolidated Plan. To ensure maximum participation in the Consolidated Planning process among all populations and needs groups, and to ensure that their issues and concerns are adequately addressed,the Director of Planning and Development will follow the standards set forth in its adopted CPP during development of its Consolidated Plan,Action Plan and Annual Performance Report. For this Citizen Participation Plan,specific definitions must be provided.The term Consolidated Plan refers to both the five-year Consolidated Plan and the Annual Action Plan.Public hearing refers to both public hearings, including virtual hearings, and community meetings for purposes of this Citizen Participation Plan as well as for meeting the requirements for public hearings under the CDBG regulations[Title 24 of the Code of Federal Regulations, Part 91.105 (e)(1)]. Encouraging Citizen Participation The Consolidated Plan is designed to enumerate the City of West Memphis' overall strategy for coordinating federal and other housing and community development resources to provide decent housing, establish and maintain a suitable living environment, and expand economic opportunities, particularly for low-and moderate-income persons. Interested groups and individuals are encouraged to provide input into all aspects of West Memphis' Consolidated Planning activities, from assessing needs to setting priorities through performance evaluation.By following the CPP, numerous opportunities for citizens to contribute information,ideas and opinions about ways to improve our neighborhoods,promote housing affordability and enhance the delivery of public services to local residents will occur. The City of West Memphis is committed to keeping all interested groups and individuals informed of each phase of the Consolidated Planning process and of activities being proposed or undertaken under HUD formula grant programs. Opportunities to comment on or participate in planning community development and affordable housing activities and projects will be publicized and disseminated throughout the City of West Memphis. Public Hearings and Meetings The City will conduct at least two (2) public hearings to obtain citizens' views and to respond to proposals and questions.The hearings will take place at different stages of the Consolidated Planning process. At least one will occur prior to the development of the Draft Plan and will be intended to Citizen Participation Plan 2026-2030 1 solicit public input regarding distinct issues, thereby aiding policy formation.At least one more will occur after the Draft Plan has been released for public review, allowing interested parties an opportunity to review the strategies and how they were developed, designed and presented. Information about the time, location and subject of each hearing will be provided to citizens at least fourteen (14). calendar days in advance through adopted public notice and outreach procedures. Hearings may be conducted virtually and will be compliant with other meeting procedures as laid out in this document,if executed in this manner This notification will be disseminated to local governments and other interested parties.Public notification of the hearings will be published in the local newspaper, City of West Memphis' web-site and Facebook page.Community Development Department staff may also attend other meetings and conventions in the City of West Memphis throughout the year,thereby providing an opportunity for additional public information on the Consolidated Plan. Every effort will be made to ensure the public hearings are inclusive. Hearings will be held at convenient times and locations and in places where people most affected by proposed activities can attend. The Director of Planning and Development will utilize hearing facilities that are accessible to persons with mobility impairments. If written notice is given at least seven (7) days before a hearing date,the City of West Memphis will provide appropriate materials,equipment and interpreting services to facilitate the participation of non-English speaking persons and persons with visual and/or hearing impairments. Interpreters will be provided at public hearings where a significant number of non- English speaking residents can be reasonably expected to participate. All public hearings and public meetings associated with the Consolidated Planning process will conform to applicable Arkansas open meeting laws. If virtual hearings are used,real-time responses and accommodation for persons with disabilities and/or with limited English proficiency will be made available to the greatest extend possible. However,the Director of Planning and Developmentmay,at his or her discretion,actively solicit input on housing and community development issues during the course of the year with other forums,town hall meetings and other venues, as they may present themselves. Publication of Consolidated Plan Documents The Director of Planning and Development will publish the Draft ConsolidatedPlan for public review in a manner that affords citizens,public agencies and other interested parties a reasonable opportunity to examine its contents and submit comments.The Draft Plan will be a complete document and shall include: • • The amount of assistance the City of West Memphis expects to receive; and, • The range of activities that may be undertaken, including the estimated amount that will benefit persons of low- and moderate-income. A succinct summary of the Draft Plan will be published in a newspaper of general circulation at the beginning of the public comment period.The summary will describe the contents and purpose of the Consolidated Plan(including a summary of specific objectives)and include a list of the locations where copies of the entire proposed Consolidated Plan may be obtained or examined. The following are among the locations where copies of the public comment Draft Plan will be made available for review: • Community Development Department located in City Hall at 205 South Redding; and • Citizen Participation Plan 2026-2030 4_0,4/ • Public Library located at 500 East Broadway; Citizens and groups may obtain a reasonable number of free copies of the proposed Consolidated Plan by contacting the Director of Planning and Development at(870) 732-7520. Public Comments on the Draft Consolidated Plan and Annual Action Plans The City of West Memphis' Community Development Depaittuent, as lead agency, will receive comments from citizens on its Draft Plan for a period not less than thirty(30) days prior to submission of the Consolidated Plan or Annual Action Plans to HUD. The Draft Annual Action Plan will be scheduled for release in November of each year. All comments or views of citizens received in writing during the thirty (30) day comment period will be considered in preparing the final Consolidated Plan. A summary of these comments or views and a summary of any comments or views not accepted and the reasons therefore shall be attached to the final Consolidated Plan. Public Notice and Outreach • An informed citizenry is critical to effective and responsive housing and community development programs. Efforts to educate residents and empower their participation are an ongoing element of the Consolidated Planning process. As the fundamental means of notifying interested citizens about the Consolidated Plan and related activities, such as the Annual Action Plan or the Consolidated Annual Performance and Evaluation Report,the Director of Planning and Development will utilize advertisement notices in newspapers of general circulation. Such notices will be published at least fourteen(14)calendar days prior to public hearings. All notices will be written in plain, simple language and direct efforts will be undertaken to publish and/or post information at locations that will elicit maximum low- and moderate-income and minority participation. Public education and outreach will be facilitated through the use of Public Advertisements that describe the Consolidated Planning process, opportunities for citizen participation and available funding through the CDBG program.The City's Consolidated Plan mailing list will likely include social service organizations, local jurisdictions, low- income housing consumers, neighborhood groups, previous participants and commentators, and others expected to desire input on the Plan. This list is updated periodically and is available for inspection at the Community Development Depaitinent. Technical Assistance Groups or individuals interested in obtaining technical assistance to develop project proposals or applying for funding assistance through HUD formula grant programs covered by the Consolidated Plan may contact the Director of Planning and Development.Such assistance may be of particular use to community development organizations, non-profit service providers,and for-profit and non-profit housing development groups that serve or represent persons of low- and moderate-income. Pre- app lication workshops offer basic program information and materials to potential project sponsors,and the Director of Planning and Development will provide in-depth guidance and assistance to applicants and program participants on an on-going basis. Emphasis is placed on capacity development of community-based organizations. Citizen Participation Plan 2026-2030 r Amendments to the Consolidated Plan Pursuant to HUD regulations, an amendment to the Consolidated Plan is required whenever the Jurisdiction determines to: • Substantially change the allocation priorities or its method of distributing HUD formula grant funds; • Utilize formula grant funds(including program income)to carry out activities not previously described in the Action Plan; and, • Change the purpose, scope, location or beneficiaries of an activity. Such changes,prior to their implementation,are reviewed under various federal or local requirements, particularly rules on procurement and 1 or policies on the allocation of public resources. Substantial amendments to the Consolidated Plan are,in addition,subject to a formal citizen participation process. Notice and the opportunity to comment will be given to citizens through public notices in local newspapers and other appropriate means, such as direct mail or public meetings. A public comment period not less than thirty(30)days will be provided prior to implementing any substantial amendment to the Consolidated Plan. The Director of Planning and Development will prepare a summary of all comments received in writing and,in cases where any citizens'views are not accepted,provide reasons for the decision. This documentation will be attached to the substantial amendment,which will be available to the public and submitted to HUD. Substantial Amendments Occasionally, public comments warrant an amendment to the Consolidated Plan. The criteria for whether to amend is referred to by HUD as Substantial Amendment Criteria.The following conditions are considered to the "Substantial Amendment Criteria": 1. Any change in the described method of distributing funds to local governments or non-profit organizations to carry out activities. Elements of a"method of distribution" are: A. Application process for non-profits; B. Allocation among funding categories; C. Grant size limits; and, D. Criteria selection. 2. An administrative decision to reallocate all the funds allocated to an activity in the Action Plan to other activities of equal or lesser priority need level,unless the decision is a result of: A. Federal government recall of appropriated funds, or appropriates are so much less than anticipated that the City makes an administrative decision not to fund one or more activities; or B. The governor declares a state of emergency and reallocates federal funds to address the emergency; and, C. A unique economic development opportunity arises where the city administration asks that federal grants be used to take advantage of the opportunity. Citizen Participation in the Event of a Substantial Amendment Citizen Participation Plan 2026-2030 In the event of a substantial amendment to the Consolidated Plan, the Director of Planning and Development,depending on the nature of the amendment,will conduct at least one additional public hearing.This hearing will follow a commentperiod of no less than thirty (30)days,where the proposed substantially amended Consolidated Plan will be made available to interested parties. Citizens will be informed of the public hearing through newspaper notification prior to the hearing, and the notice will appear in at least one newspaper which is circulated city-wide. Citizens will be notified of the substantially amended Consolidated Plan's availability through newspaper notification prior to the thirty (30) day substantially amended Consolidated Plan comment period.The notification will appear in at least one newspaper that is circulated throughout the city and the City's Website and Facebook page. The substantially amended sections of the Consolidated Plan will be available at the Planning and Development Department for the full public comment period. Consideration of Public Comments on the Substantially Amended Plan In the event of substantial amendments to the Consolidated Plan, the city will openly consider any comments on the substantially amended Consolidated Plan from individuals or groups. Comments must be received in writing or at public hearings. A summary of the written and public hearing comments on the substantial amendments will be included in the final Consolidated Plan. Also included in the final Consolidated Plan will be a summary of all comments not accepted and their reasons for dismissal. A Changes in Federal Funding Level Any changes in federal funding level after the Consolidated Plan's draft comment period has expired and the resulting effect on the distribution of funds will not be considered an amendment or a • substantial amendment. Standard Amendments "Standard amendments"are those that are not considered substantial in nature and pertain chiefly to minor administrative modifications of the programs. Thus, they do not require in-depth citizen participation. Annual Performance Reports Performance reports on programs covered by the Consolidated Plan are to be prepared by the Director of Planning and Development for annual submission to HUD within ninety (90) days of the start of each program year.Draft performance reports will be made available upon written request.The draft performance report will be available for comment for no less than fifteen(15) days, and any public comments received in writing will be reported in an addendum to the final performance report. Access to Records To the extent allowed by law, interested citizens and organizations shall be afforded reasonable and timely access to records covering the preparation of the Consolidated Plan, project evaluation and selection, HUD's comments on the Plan and annual performance reports. In addition, materials on formula grant programs covered by the Consolidated Plan, including activities undertaken in the previous five(5) years,will be made available to any member of the public who request information from the Community Development Depaitruent. A complete file of citizen comments will also be Citizen Participation Plan 2026-2030 l o available for review by interested parties.After receiving notice of HUD's approval of its Consolidated Plan, the Director of Planning and Development will inform those on its mailing list of the availability of the final Plan document and of any HUD comments on the Consolidated Plan. Complaints and Grievances• Citizens, administering agencies and other interested parties may submit complaints and grievances regarding the Consolidated Plan. Complaints should be in writing, specific in their submit matter, and include facts to support allegations. The following are considered to constitute complaints to which a response letter is due: • • The administering agency has purportedly violated a provision of this Citizen Participation Plan. • The administering agency has purportedly violated a provision of federal CDBG program regulations; and,. • The administering agency, or any of its contractors, has purportedly engaged in questionable practices resulting in waste, fraud or mismanagement of any program funds. Residents may also present complaints and grievances orally or in writing at the community meetings and/or public hearings. All public comments,including complaints and grievances,made either orally or in writing with the thirty (30)day public comment period,will be included in the final Consolidated Plan. Such complaints or grievances shall be directed to the Consolidated Plan representative, the City's Director of Planning and Development. Timely Response to Complaints or Grievances Upon receipt of a written complaint, the Director of Planning and Development shall respond to the complainant within fifteen(15)calendar days and maintain a copy of all related correspondence,which will be subject to Community Development Department review. Within fifteen(15)calendar days of receiving the complaint,the Director of Planning and Development shall discuss the matter with the mayor and respond to the complainant in writing. A copy of the response from the Director of Planning and Development will be transmitted, concurrently,to the complainant and to the mayor. If, due to unusual circumstances, the Director of Planning and . Development finds that he/she is unable to meet the prescribed time limit, the limit may be extended by written notice to the complainant.The Director of Planning and Development's notice must include the reason for the extension and the date on which a response is expected to be generated,which may be based on the nature and complexity of the complaint. Public review materials and performance reports will include data,as appropriate under confidentiality regulations, on any written complaints received and how each was resolved. Activities Exempt from Substantial Amendment Citizen Participation Requirements Urgent Needs It may be necessary to amend the Consolidated Plan in the event of an emergency such as a natural disaster,acts of terrorism or infectious disease pandemic.These amendments may include fundingnew Citizen Participation Plan 2026-2030 activities and / or the reprogramming of funds including canceling activities to meet community development needs that have a particular urgency. Therefore, the City of West Memphis, acting through the Community Development Depai linent,may utilize its CDBG funds to meet an urgent need without the normal public comment period, which is otherwise required for substantial amendments. To comply with the national objective of meeting community development needs having a urgency, an activity will alleviate existing conditions that the City of West Memphis certifies: • Pose a serious and immediate threat to the health and welfare of the community. • Are of recent origin or recently became urgent. • The city and the Community Development Department are unable to finance the activity on their own; and, • Other sources of funding are not available to carry out the activity. A condition will generally be considered of recent origin if it is developed or became critical within eighteen (18)months preceding the Community Development Depailinent's certification. Waiver Authority Without this waiver, some activities might be interrupted while implementing these procedures. In addition,grantees might not otherwise be able to use CDBG and HOME funds for ongoing planning and administrative costs of administering their. programs. To address communities' needs and to ensure that programs can continue without disturbance, in accordance with 24 CFR 5.110 HUD may, upon determination of good cause exist pursuant to 24 CFR 5.110 to waive the CPD program regulatory requirements set forth below: Availability Pre-award Costs: Requirement: For CDBG, the effective date of the grant agreement is the program year start date or. the date that the consolidated plan is received by HUD, whichever is later. These dates determine when a grantee may incur pre-award costs. Citations: 24 CFR.570.200(h) (Entitlement CDBG program) Explanation: The waiver of 24 CFR 570.200(h)will allow a grantee to treat the effective date of the • grant agreement as the program year start date or the date that the consolidated plan/action plan(with actual allocation amounts)is received by HUD, whichever is earlier. Justification: HUD recognizes that some activities may be interrupted,and grantees and participating jurisdictions might not otherwise be able to use CDBG funds for eligible pre-award costs without this waiver. Applicability: This waiver is in effect until August 16,2025,or until superseded by any rule that may become effective before that date and is transmitted with the "Guidance on Submitting Consolidated Plans and Annual Action Plans for Fiscal Year(FY) 2025." Citizen Participation Plan 2026-2030 4, Definitions Low Income Families: Low-income families whose incomes do not exceed 50 percent of the median family income for the area, as determined by HUD with adjustments for smaller and larger families, except that HUD may establish income ceilings higher or lower than 50 percent of the median for the area on the basis of HUD'S findings that such variations are necessary because of prevailing levels of construction costs or fair market rents, or unusually high or low family incomes. Moderate-Income Family: Family whose income does not exceed 80 percent of the median income for he area,as determined by HUD with adjustments for smaller and larger families,except that HUD may establish income ceilings higher or lower than 80 percent of the median for the area on the basis of HUD's findings that such variations are necessary because pf prevailing levels of construction costs or fair market rents, or unusually high or low family incomes. Poverty Level Family: Family with an income below the poverty line, as defined by the Office of Management and Budget and revised annually. Availability of the Citizen Participation Plan Copies of the Citizen Participation Plan may be obtained by contacting the Director of Planning and Development at(870)732-7520.Upon request,the Director of Planning and Development will make the Citizen Participation Plan available in an alternative format accessible to persons with disabilities. • Citizen Participation Plan 2026-2030