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2003 10 02 MDD Minutes • c.;:' E � , : ` ° 4 • tg.i1***,;;'6''F,..,.S•'F',''':l7Jl,S',A2 A h'a A 2 ry ' r. 4. 5 p P NOTICE OF MEETING (IN COMPLIANCE WITH SEC. 551.041; ET SEQ., TEX. GOV'T. CODE) NOTICE is hereby given that the Board of Directors of the Baytown Municipal Development District will hold a meeting on the 6th day of November, 2003 at 4:30 p.m. in the Council Chamber of the Baytown City Hall, 2401 Market Street, Baytown, Texas. ITEM(S) to be discussed and acted upon by the Board of Directors at this meeting is/are listed on the attached agenda. Gary W. Smith Assistant Secretary Posted: October 30, 2003 Time: 3:30 p.m. AGENDA Call to order. 1. Consider approval of the minutes of the meeting held on October 2, 2003. • 2. Election of Secretary. 3. Consider Proposed Resolution No. 031106-1, authorizing an interlocal agreement with the City of Baytown to provide funding for the preparation of a preliminary engineering report for utility extensions to serve a portion of West Baker Road, North Main Street, and the proposed East Baker Road extension project. 4. Consider Proposed Resolution No. 031106-2, authorizing the Second Amendment to the Economic Development Contra ct act with Baytown/West Chambers County Economic Development Foundation. 5. General Manager's report. Annual report of services performed pursuant to interlocal agreements. 6. Adjourn. F:cc\agenda\MDD\2003\1106 BAYTOWN MUNICIPAL DEVELOPMENT DISTRICT • PREFACE Thursday,November 6;'2003 -4:30 p.m. 1. Consider approval of the minutes of the meeting held on October 2, 2003. 2. Election of Secretary. Mr. Bill Gilbert resigned his position on the MDD Board upon his moving from the corporate limits of the City of Baytown. Mr. Gilbert served as Secretary to the Board. It is necessary to elect a Board member to serve the balance of his term as Secretary. 3. Proposed Resolution No. 031106-1 authorizes an interlocal agreement with the City of Baytown to provide funding for the preparation of a preliminary engineering report for utility extensions to serve a portion of West Baker Road, North Main Street and the proposed East Baker Road extension project. The vacant, commercially zoned property at this intersection is currently underserved by wastewater lines. The purpose of this study is the develop a plan to provide this service while factoring in future service to the proposed extension of East Baker Road to Crosby Cedar Bayou Road. This information will be used to develop funding and construction schedules. The request is for funding, not to exceed $25,000, for this study, from the Economic Development line item. We recommend approval. • 4. Proposed Resolution No. 031106-1 authorizes the Second Amendment to the Economic Development Contract with Baytown/West Chambers County Economic Development Foundation. The First Amendment, approved on October 2, 2003, combined the City's previous $25,000 contract and the District's previous $25,000 contract into a single $50,000 contract for basic services and combined the terms (which were different) so that the new contract would end with the 2004 fiscal year. The result of the First Amendment is that the new $50,000 contract covers 17 months instead of 12 months without providing compensation for the additional five months. Two quarters have already been paid out of FY 2003 funds. This amendment will increase payments to be consistent with the extended term. We recommend approval. 5. General Manager's report. Annual report of services performed pursuant to interlocal agreements. 6. Adjourn. MINUTES OF THE MEETING OF THE BAYTOWN MUNICIPAL DEVELOPMENT DISTRICT • October 2,2003 4:30 p.m. The Board of Directors of the Baytown Municipal.Development District met on October 2, 2003, at 4:30 p.m. in the Council Chamber of the Baytown City Hall, 2401 Market Street, Baytown, Harris County, Texas with the following in attendance: Kitty Allen Director Coleman Godwin Director Fritz Lanham • Director Mercedes Renteria III Director • Terry Sain Director Scott Sheley Director Leonard Stasney Director Pete Alfaro President Gary Jackson General Manager Ignacio Ramirez, Sr. General Counsel Gary W. Smith Assistant Secretary • Absent: Ronnie Anderson Vice-President Don Murray Director • The meeting was opened with a quorum present after which the following business was conducted: Consider approval of the minutes of the meeting held on August 7,2003. Director Renteria moved approval of the minutes of the meeting held on August 7, 2003. Director Sheley seconded the motion. The vote follows: Ayes: Directors Allen, Godwin,Lanham,Renteria, and Sheley President Alfaro Nays: None Abstentions: Directors Sain and Stasney. The motion carried. S Page 2 of 6 Minutes of the Regular Meeting—October 2, 2003 Consider Proposed Resolution No. 031002-1, approving'the investment policy. ;. Proposed Resolution No. 031002-1 submits for annual review and approval, the District's Investment • Policy and Strategy in compliance with the Public Funds Investment Act. The current policy has been modified to include items that were not in the policy in ,the past and language suggested by the Government Treasurers' Organization of Texas (GTOT). The City of Baytown received the GTOT Investment Policy Certificate of Distinction due'to implementation of these changes. A memorandum for Donna Sams, Finance Director for the City of Baytown, was provided to the Directors. ' The Finance Committee of the Baytown City Council reviewed and recommended adoption of the Investment Policy and Strategy. Director Mundinger arrived at 4:34 p.m. Director Renteria moved approval of the resolution. Director Lanham seconded the motion. The vote follows: Ayes: Directors Allen, Godwin, Lanham, Mundinger, Renteria, Sain, Sheley, and • Stasney ' President Alfaro Nays: None The motion carried. RESOLUTION NO. 38 A RESOLUTION OF BOARD OF DIRECTORS OF THE BAYTOWN MUNICIPAL 41, DEVELOPMENT DISTRICT APPROVING AN INVESTMENT POLICY; AND PROVIDING FOR THE EFFECTIVE DATE THEREOF. Discuss implications of House Bill 2912. The authority for MDD projects is found in Texas Local Government Code, Section 377.001. This section partially defines a project "as that term is defined by Section 4B(a), Development Corporation Act of 1979 (Article 5190.6, Vernon's Texas Civil Statutes). During the regular legislative session, the definition of "project" Article 5190.6, Section 4B(a) was amended. The term "project" as used in Section 4B was also amended to require that a project be "for the creation or retention of primary jobs." A "primary job means a job that is available at a company for which a majority of the products or services of that company are ultimately exported to regional, statewide, national, or international markets infusing new dollars into the local economy; and included in one of the ...sectors of the North American Industry Classification System." Mr. Jackson explained that the statute that authorized the Municipal Development District (Texas Local Government Code, Chapter 377) was not amended, but the definition for an MDD project is derived from Texas Revised Civil Statutes, Article 5190.6, Section 4B(a) and that section was amended. The focus of the change requires that projects relate to the creation of primary jobs in the industrial/manufacturing sectors. The legislative changes left in the quality of life/parks projects. The definition no longer includes "learning centers" and "municipal buildings." Staff will continue to research the proposed projects to determine the impact the changes will have, including the funding of a learning center at the Arboretum. The legislative change added the discretion of a board to fund certain projects that had not been included in the usual reading of the statute prior to the session. Page 3 of 6 Minutes of the Regular Meeting—October 2, 2003 Director Allen noted that if the project had been approved, then the amendment would not affect the project. General Counsel Ramirez agreed and cautioned that approval may require the development of • plans and specifications and may require that a contract had been let on the project. -Mr. Jackson commented that the proposed Northeast Wastewater Treatment Plant is qualified to the extent that it enhances qualified projects. The Development Code is included in the budget and is intended to consolidate all codes related to the development process into a single instrument. This will provide a benefit for the encouragement of the primary jobs and will carryover into the secondary job market. The impact of the new legislation will be thoroughly studied prior to proceeding with the project. The legislative changes require the adjustment of the contracts with the Economic Development Foundation. Mike Shields, Executive Director of the EDF, has approved the proposed changes. Consider Proposed Resolution No. 031002-2, authorizing the First Amendment to the Economic Development Contract with Baytown/West Chambers County Economic Development - Foundation. The contract had an original term commencing•on February 1, 2003, and ending on January 31, 2004, and included the following economic development services: • Business Assistance Programs; ➢ Public Policy; and ➢ Cooperation with Other Entities. • • • The contract is proposed to be amended to extend its term to coincide with the District's fiscal year, to authorize an additional $25,000 as approved in the 2003-2004 budget, and to conform the services specified therein to the requirements of House Bill 2912 as they affect MDD projects. Director Sheley moved approval of the resolution. `Director Mundinger seconded the motion. The vote follows: Ayes: Directors Allen, Godwin, Lanham,Mundinger,Renteria, Sain, Sheley, and Stasney President Alfaro Nays: None The motion carried. RESOLUTION NO. 39 A RESOLUTION OF THE BOARD OF DIRECTORS OF THE BAYTOWN MUNICIPAL DEVELOPMENT DISTRICT AUTHORIZING THE GENERAL MANAGER TO EXECUTE AND THE ASSISTANT SECRETARY TO ATTEST TO THE FIRST AMENDMENT TO THE ECONOMIC DEVELOPMENT CONTRACT BETWEEN THE BAYTOWN/WEST CHAMBERS COUNTY ECONOMIC DEVELOMENT FOUNDATION AND THE BAYTOWN MUNICIPAL DEVELOPMENT DISTRICT FOR ECONOMIC DEVELOPMENT SERVICES; AND PROVIDING FOR THE EFFECTIVE DATE THEREOF. Page 4 of 6 Minutes of the Regular Meeting—October 2, 2003 Consider Proposed Resolution No. 031002-3, authorizing the Second Amendment to the Economic Development Advertising and Marketing Services Contract with Baytown/West Chambers County Economic Development Foundation. • The contract had an original term commencing on February 1, 2002, and ending on July 21, 2003, and included the following services: > Marketing and Sales, and > Advertising,Public Relations and Media Communications. On July 17, 2003, the Board authorized the first amendment to the agreement to extend the term and to • expand the scope of services to include the following services: • > Development of an Economic Development Strategic Plan, > Tradeshows, and > Clearinghouse. This second amendment is necessary due to the.passage of House Bill 2912 ("H.B. 2912"), limiting the types of projects that the Baytown Municipal Development District ("BMDD") may undertake. Generally, development projects of the BMDD now must be those found by the Board to promote or develop new or expanded business enterprises that create or retain primary jobs. Primary jobs are those that are available at a company for which a majority of the products or services are ultimately exported to regional, statewide, national, or international markets and included in one of sectors of the North American Industry Classification System specified in H.B 2912 and set forth in the second amendment. A summary of the changes to the agreement was provided to the Directors. • Director Mundinger moved approval of the resolution. Director Renteria seconded the motion. The vote follows: Ayes: Directors Allen, Godwin,Lanham,Mundinger, Renteria, Sain, Sheley, and Stasney President Alfaro Nays: None The motion carried. RESOLUTION NO. 40 A RESOLUTION OF THE BOARD OF DIRECTORS OF THE BAYTOWN MUNICIPAL DEVELOPMENT DISTRICT AUTHORIZING THE GENERAL MANAGER TO EXECUTE AND THE ASSISTANT SECRETARY TO ATTEST TO THE SECOND AMENDMENT TO THE ECONOMIC DEVELOPMENT ADVERTISING AND MARKET SERVICES CONTRACT BETWEEN THE BAYTOWN MUNICIPAL DEVELOPMENT DISTRICT AND THE BAYTOWN/WEST CHAMBERS COUNTY ECONOMIC DEVELOMENT FOUNDATION; AND PROVIDING FOR THE EFFECTIVE DATE THEREOF. Page 5 of.6 Minutes of the Regular Meeting—October 2, 2003 s Consider selection of a MDD Board member to the EDF Economic Development Strategic Plan Steering Committee. The Baytown/West Chambers County Economic Development Foundation has asked MDD, the Baytown Planning & Zoning Commission, .the Hispanic Chamber of Commerce, the Baytown Chamber of Commerce, Lee College, the School District, the Plant Managers Association, and the Downtown Redevelopment Committee each to appoint a non-elected representative to the Steering Committee. The Steering Committee will be charged with developing an economic development strategic plan for Baytown. The District's appointee will be a non-elected member of the Board. A copy of the Steering Committee membership list was provided to the Directors. Mr. Jackson noted that the Steering Committee was developed through extensive discussion. The • economic development strategic plan will be a part of the City's Comprehensive Plan. With Gregory Stubbs' extensive background,in developing such plans, it seemed reasonable for him to serve as a non-voting chairman. The Planning & Zoning Commission is charged with developing an economic development plan for the City, therefore it seemed logical that the Chairperson of P&Z should serve on - the Steering Committee as the'City's representative. 'Because the final plan will be submitted to the City Council, Lee College Board of Regents and the,Goose Creek Consolidated Independent School District Board of Trustees for comment and approval, the members of the Steering Committee should not be elected officials. After discussion, Mr. Sain declined consideration for nomination, Messers. Stasney and Lanham stated that they would serve if appointed, but were not actively seeking nomination. Ms. Allen stated that she would serve. Director Mundinger moved appointment of Kitty Allen to the EDF Strategic Plan Steering Committee. Director Renteria seconded the motion. The vote follows: • Ayes: Directors Allen, Godwin, Lanham,Mundinger, Renteria, Sain, Sheley, and Stasney President Alfaro Nays: None The motion carried. General Manager's report. Mr. Jackson stated that he had no report. Adjourn. Board Member Mundinger moved adjournment. Board Member Renteria seconded the motion. The vote follows: Ayes: Directors Allen, Godwin, Lanham, Mundinger, Renteria, Sain, Sheley, and Stasney President Alfaro 41110 Nays: None. The motion carried. Page 6 of Minutes of the Regular Meeting—October 2, 2003 , There being no further business, the meeting adjourned at 5:14 p.m. (MLi ..//tt ' :OH( • G4fy W. Smith, Assistant Secretary • • A RESOLUTION OF THE BOARD OF DIRECTORS OF THE BAYTOWN MUNICIPAL DEVELOPMENT DISTRICT AUTHORIZING THE PRESIDENT TO EXECUTE AND THE ASSISTANT SECRETARY TO ATTEST TO AN AGREEMENT BETWEEN THE BAYTOWN MUNICIPAL DEVELOPMENT DISTRICT AND THE CITY OF BAYTOWN TO PROVIDE FUNDING FOR PROFESSIONAL SERVICES FOR THE PREPARATION OF A PRELIMINARY'ENGINEERING REPORT FOR UTILITY EXTENSIONS TO SERVE A PORTION OF WEST BAKER ROAD, NORTH MAIN STREET AND THE PROPOSED EAST BAKER ROAD EXTENSION PROJECT; AND PROVIDING FOR THE EFFECTIVE DATE THEREOF. ****************************************************************************** BE IT RESOLVED BY THE BOARD OF DIRECTORS OF THE 'BAYTOWN MUNICIPAL DEVELOPMENT DISTRICT: Section 1: That the Board of Directors of the Baytown Municipal Development District hereby authorizes the President to execute and the Assistant Secretary to attest to an agreement with the City of Baytown to provide funding for professional services for the preparation of a preliminary engineering report for utility extensions to serve a portion of West Baker Road,North Main Street and the proposed East Baker Road extension project. A copy of the Agreement is attached hereto as Exhibit "A," and made a part hereof for all intents and • purposes. Section 2: This resolution shall take effect immediately from and after its passage by the Board of Directors of the Baytown Municipal Development District. INTRODUCED, READ and PASSED by the affirmative vote of the Board of Directors of the Baytown Municipal Development District,this the 6th day of November, 2003. PETE C. ALFARO, President ATTEST: GARY W. SMITH,Assistant Secretary APPROVED AS TO FORM: ACID RAMIREZ, SR., (Oral Counsel 4111 C:1Documents and Settings\ignacio ramirezzMy Documents\MDDWIDDCity Baker Rd.doc AGREEMENT FOR PROFESSIONAL SERVICES FOR THE PREPARATION OF A PRELIMINARY ENGINEERING REPORT FOR UTILITY EXTENSIONS TO SERVE ,A PORTION OF WEST BAKER ROAD, NORTH MAIN STREET. AND THE PROPOSED EAST BAKER ROAD EXTENSION STATE OF TEXAS § COUNTY OF HARRIS § This Agreement for professional services for the preparation of a preliminary engineering report for utility extensions to serve a portion of West Baker Road,North Main Street and the proposed East Baker Road extension project (the "Agreement") is made as of the day of November, 2003, by and between the CITY OF BAYTOWN, a municipal corporation located in Harris and Chambers Counties, Texas, (the"City") and the BAYTOWN MUNICIPAL DEVELOPMENT DISTRICT, created under Chapter 377 of the Texas Local Government Code, as amended, (the "Act") and located in' Harris and Chambers Counties, Texas, (the "District"). For and in consideration of the mutual covenants herein contained, it is agreed as follows: Section 1. Representations and Warranties of District. a) The District is engaged in an on-going effort to provide new resources to plan, acquire, establish, develop, construct and/or renovate one or more development 411 projects beneficial to the District, which includes the incorporated limits of the City lying within Harris County. b) The District covenants that it shall actively work to productively coordinate its activities with the City in an effort to'reduce duplication of services. c) The District represents and warrants that it has been properly created and is duly authorized pursuant to the Act to enter into this Agreement. Section 2. Description of Program. The City, with the assistance of the District as herein specified, agrees to enter into a consulting engineering services agreement for the preparation of a preliminary engineering report for utility extensions to serve a portion of West Baker Road, North Main Street and the proposed East Baker Road extension project(the"Project"). Section 3.Reports. The City shall prepare and submit to the District within 30 days after the end of each fiscal year during the term of this Agreement a verbal or brief written report describing the services performed by the City pursuant to this contract during the previous year along with a summary of expenditures for the previous fiscal year. Section 4. Approvals. The District understands, hereby directs and authorizes the City to make any Project III clarifications and/or modifications as may be necessary as determined by the City in its sole discretion. Page 1 �TF A 11111 Section 5. Funds to be provided bythe District: For and in consideration of the services to be provided by the City in furtherance of this Agreement, the District shall tender funds.to'the City in an amount not to exceed TWENTY- FIVE THOUSAND AND NO/100 DOLLARS ($25,000.00). All payments required to be made herein shall be payable on or before 30 days after the District receives an invoice therefor from the City. Section 6. Term. This Agreement shall be effective for a period commencing on the date first mentioned above, and ending 30 days after final completion and acceptance of the Project by the City, unless sooner terminated by either party hereto pursuant to the terms hereof. Section 7. Termination for Cause. A party may terminate its performance under this contract only upon default by the other party. Default by a party shall occur if the party fails to perform or observe any of the terms and conditions of this Agreement required to be performed or observed by that party. Should such a default occur, the party against whom the default has occurred shall have the right to terminate all or part of its obligations,under this contract as of the 30th day following the receipt by the defaulting party of a notice describing such default and intended termination, provided: (1) such termination shall be ineffective if within said 30-day period the defaulting party cures or has commenced the cure of the default, or (2) such termination may be stayed, at the sole,option of the party against whom the default has occurred,pending cure of the default. Upon the termination of this Agreement, both parties shall be relieved of their respective obligations herein stated. This Agreement shall not be subject to termination for convenience. Section 8. Force Majeure. Any prevention, delay, nonperformance, or stoppage due to any of the following causes shall excuse nonperformance for the period of any such prevention, delay, nonperformance, or stoppage, except the obligations imposed by this Agreement for the payment of funds allocated for the District's programs. The causes referred to above are strikes, lockouts, labor disputes, failure of power, acts of God, acts of public enemies of this State or of the United States, riots, insurrections, civil commotion, inability to obtain labor or materials or reasonable substitutes for either, governmental restrictions or regulations or controls, casualties or other causes beyond the reasonable control of the party obligated to perform. Section 9. Refund and Payment upon Termination. Upon termination of this Agreement pursuant to Section 7 hereof due to an uncured default by the City, the City hereby agrees to refund all unexpended, unappropriated monies previously paid by the District to the City pursuant to this Agreement. If at the time of termination the District owes the City monies, the District shall remit to the City the appropriate amount computed as of the effective date of the termination. • Upon termination of this Agreement pursuant to Section 7 hereof due to an uncured default by the District, the District hereby agrees to pay the total amount committed in Section 5 hereof on or before the effective date of the termination. Page 2 Section 10. Parties in Interest. This contract shall bind and benefit the City and the District and shall not bestow any rights upon any third parties. Section 11. Non-waiver. Failure of either party hereto to insist on the strict performance of any of the agreements herein or to exercise any rights or remedies accruing thereunder upon default or failure of performance shall not be considered a waiver of the right to insist on and to enforce, by an appropriate remedy, strict compliance with any other obligation hereunder or to exercise any right or remedy occurring as a result of any future default or failure of performance. • Section 12. Compliance with Applicable Laws. The parties hereto shall comply with all rules, regulations, and laws of the United States of America, the State of Texas, and all laws, regulations, and ordinances of the City of Baytown as they now exist or may hereafter be enacted or amended. Section 13. Choice of Law; Venue. This contract is subject to and shall be construed in accordance with the laws of the State of Texas, the laws of the federal government of the United States of America and all rules and regulations of any regulatory body or officer having jurisdiction. This contract is performable in Harris County, Texas. Section 14. Notices. All notices required or permitted hereunder shall be in writing and shall be deemed • delivered when actually received or, if earlier, on the third day following deposit in a United States Postal Service post office or receptacle with proper postage affixed (certified mail, return receipt requested) addressed to the respective other party at the address described below or at such other address as the receiving party may have theretofore prescribed by notice to the sending party: District Baytown Municipal Development District Attn: President, Board of Directors P.O. Box 424 Baytown, Texas 77522-0424 Fax: (281)420-6586 City City of Baytown Attn: City Manager P.O. Box 424 Baytown, Texas 77522-0424 Fax: (281) 420-6586 Page 3 e Section 15. Audits. The City and the District may, at any reasonable time, conduct or cause to be conducted an audit of the other parties' records and financial transactions.. The cost of said audit will be borne by the entity requesting the audit. The City and the District shall make available all of its records in support of the audit. Section 16. Ambiguities. In the event of any ambiguity in any of the terms of this contract, it shall not be construed for or against any party hereto on the basis that such party did or did not author the same. Section 17. Captions. The captions of the sections and subsections, if any, of this Agreement are for convenience and ease of reference only and do not define, limit, augment or describe the scope, content or intent of this Agreement or of any part or parts of this Agreement. Section 18. Entire Agreement. This Agreement contains all the agreements of the parties relating to the subject matter hereof and is the full and final expression of the agreement between the parties. Any oral representations or modifications concerning this instrument are of no force or effect excepting a subsequent modification in writing signed by all the parties hereto. Section 19. Assignment or Transfer of Rights or Obligations. The City shall not sell, assign, or transfer any of its rights or obligations under this Agreement in whole or in part without prior written consent of the District. Section 20. Severability. All parties agree that should any provision of this Agreement be determined to be invalid or unenforceable, such determination shall not affect any other term of this Agreement, which shall continue in full force and effect. Section 21. Authority. The officers executing this Agreement on behalf of the parties hereby represent that such officers have full authority to execute this Agreement and to bind the party he/she represents. IN WITNESS WHEREOF, the parties have made and executed this contract in multiple copies, each of which shall be an original. CITY OF BAYTOWN BAYTOWN MUNICIPAL DEVELOPMENT DISTRICT GARY JACKSON PETE C. ALFARO City Manager President • Page 4 I s . ATTEST: ATTEST: 41110 GARY W. SMITH GARY W. SMITH City Clerk Assistant Secretary APPROVED AS TO FORM: APPROVED AS TO FORM: IGNACIO RAMIREZ, SR. IGNACIO RAMIREZ, SR. City Attorney General Counsel • • • C:\Documents and Settings\ignacio ramirez\My Documents\MDD\Agreement4NMainEastBakerRoadExtensionProject.doc • Page 5 A RESOLUTION OF THE BOARD OF DIRECTORS OF THE BAYTOWN MUNICIPAL DEVELOPMENT DISTRICT AUTHORIZING THE GENERAL • MANAGER TO EXECUTE AND THE ASSISTANT SECRETARY TO ATTEST TO THE SECOND 'AMENDMENT TO THE ECONOMIC • DEVELOPMENT CONTRACT BETWEEN THE BAYTOWN AREA/WEST ' CHAMBERS COUNTY ECONOMIC DEVELOPMENT FOUNDATION AND THE BAYTOWN MUNICIPAL DEVELOPMENT DISTRICT FOR ECONOMIC DEVELOPMENT SERVICES; AND PROVIDING FOR THE EFFECTIVE DATE THEREOF. • *****************************************************************************Ic BE IT RESOLVED BY THE BOARD OF DIRECTORS OF THE BAYTOWN MUNICIPAL DEVELOPMENT DISTRICT: ' Section 1: That .the Board of Directors 'of the Baytown Municipal Development District hereby authorizes the General Manager to execute and the Assistant Secretary to attest to the Second Amendment to the Economic Development Contract between the Baytown Area/West Chambers County Economic Development Foundation and the Baytown Municipal Development District for economic development services. A copy of the Amendment is attached hereto as Exhibit"A," and made a part hereof for all intents and purposes. Section 2: This resolution shall take effect immediately from and after its passage by 11 the Board of Directors of the Baytown Municipal•Development District. INTRODUCED, READ and PASSED by the affirmative vote of the Board of Directors of the Baytown Municipal Development District, this the 6th day of November, 2003. PETE C. ALFARO, President ATTEST: GARY W. SMITH, Assistant Secretary APPROVED AS TO FORM: NACIO RAMIREZ, ., General Counsel i F:\Karen\Files\City Council\Municipal Development District\Resolutions\SewndAmendmentMDDResolutionApproveAgreement4EcononucDavelopmentServices.doc SECOND AMENDMENT TO THE ECONOMIC DEVELOPMENT CONTRACT STATE OF TEXAS § COUNTY OF HARRIS § This Second Amendment (this "Amendment") to the Economic Contract effective on February 1, 2003, between the Baytown Municipal Development District and the Baytown Area/West Chambers County Economic Development Foundation (the "Agreement") is made by and between the same parties on the date hereinafter last specified. WITNESSETH: WHEREAS, the Baytown Municipal Development District (the "District") and the Baytown Area/West Chambers County Economic Development Foundation (the "Foundation") did enter into an Economic Development Contract (the "Agreement") for a term commencing on February 1, 2003, and ending on January 31, 2004; and WHEREAS, on October 2, 2003, the District and the Foundation extended the term of the agreement, to increase funding and amended the Agreement to conform the scope of services to those allowed pursuant to House Bill 2912; and • • WHEREAS, because this contract is for more than a one-year period, the District and the Foundation wish to increase the funding by TWENTY-FIVE THOUSAND AND NO/100 DOLALRS ($25,000.00); and WHEREAS, this increase is consistent with the annual budgeted amount of FIFTY THOUSAND AND NO/100 DOLLARS ($50,000.00); NOW THEREFORE, for and in consideration of the mutual covenants and agreements herein contained, the parties hereto do hereby mutually agree as follows: I. Unless a different meaning clearly appears from the context, words and phrases as used in this Amendment shall have the same meanings as in the Agreement and the Amendment. II. Section 4 "Fees" of the Agreement is hereby amended to read as follows: Section 4. Fees. For and in consideration of the services to be performed by the Foundation 11110 and compliance with the terms of this contract and subject to the other provisions Second Amendment to the Economic Development Advertising and Marketing Services Contract,Page 1 Warr A f • of this section, the District agrees to pay to the Foundation the total sum of SEVENTY-FIVE THOUSAND AND NO/100 DOLLARS ($75,000.00). The • sum shall be paid in installments according to the following schedule: Description Invoice Date Amount October 1, 2002—March 31, 2003 February-03 12,500 April 1, 2003 —September 31, 2003 July-03 12,500 Oct 1, 2003 -December 31, 2003 January-04 12,500 January 1, 2004 -March 31, 2004 April-04 12,500 April 1, 2004-June 30, 2004 July-04 12,500 July 1, 2004- September 30, 2004 October-04 12,500 III. The parties hereby acknowledge and agree that the first two installments have been paid in full as of the date of this Amendment and that only the final four installments remain due and owing under the terms of this Amendment. IV. 4111 The provisions of this Amendment and the provisions of the Agreement should be read together and construed as one agreement provided that, in the event of any conflict or inconsistency between the provisions of this Amendment and the Agreement, the provisions of this Amendment shall control. IN WITNESS WHEREOF, the parties hereto have executed this Amendment in multiple copies, each of which shall be deemed to be an original, but all of which shall constitute but one and the same amendment, this day of November, 2003. BAYTOWN MUNICIPAL DEVELOPMENT DISTRICT GARY JACKS ON, General Manager ATTEST: GARY W. SMITH, Assistant Secretary Second Amendment to the Economic Development Advertising and Marketing Services Contract,Page 2 • • •BAYTOWN AREA/WEST CHAMBERS ,COUNTY ECONOMIC bEVELOPMENT FOUNDATION (Signature) (Printed Name) (Title) • ATTEST: • • (Signature) •, (Printed Name) • (Title) • • • • F:\Karen\Files\Contracts\MDD Economic Development Advertising and Marketing Services Contract\SecondAmendment2EconomicDevelopmentServices.doc Second Amendment to the Economic Development Advertising and Marketing Services Contract,Page 3 ' , • Memorandum October 31,2003 To: Municipal Development District Board of Directors From: Gary Jackson, Executive Director Subject: 2002—2003 MDD Project Update Please find below a summary of the projects undertaken or continued during the 2002- 2003 MDD budget year from October 1, 2002 through September 30, 2003. The recent changes in the State law governing expenditures in our District should not affect those projects currently under contract. Planned projects, however, will have to be re- examined to ensure compatibility with the new eligibility criteria. This project update is comprised of a revenue summary followed by the five expenditure categories used in the budget presentations to the Board. REVENUES Overall revenues for the 2002-2003 budget year were $3,083,836, 1.1% below the budgeted revenue of$3,117,000. Included in this budget year's revenues is $42,461 for grant revenues from the Texas Department of'Transportation. Sales tax revenues, in • general, were down across the State and the 2003-2004 budget was adopted with a reduced revenue expectation. Sales tax revenues collected total $2,998,572, which is 96.6% of the $3,104,000 adopted budget. The working capital on hand at the end of the fiscal year is estimated to be $3,387,675, largely,due to large projects that are funded but are still in the design stage. EXPENDITURES • The budget for 2002-2003 included authorization for $2,722,478 in expenditures. Continuing projects authorized from 2001-2002 totaled $2,375,306. Estimated expenditures for the fiscal year are $958,367, again largely due to funded projects that are currently under design. An additional $682,487 is encumbered under contracts and agreements for services. Economic Development An estimated $79,295 was expended on Economic Development projects in 2002-2003. Funding for joint venture projects with the Baytown—West Chambers County Economic Development Foundation (EDF) to attract new business and industry to Baytown or to promote the expansion of existing businesses was the majority of this expenditure ($48,313) with an additional $104,861 encumbered in a continuing contract. These projects are critically important in light of the State Implementation Plan's potential • impact on the petro-chemical industry and underscore our need to diversify our economic foundation. The MDD Board also appropriated a portion of these funds for Tax Increment Reinvestment Zone (TIRZ) expenses on a future reimbursement basis to assist with start-up costs for this economic development program. This fiscal year's expenditure is expected to total $34,939. Unencumbered economic development funds at the end of the 2002-2003 are $342,500. This funding is intended to assist in the attraction of new or the expansion of existing business and industry in the Baytown area consistent with statutory requirements. Streets, Drainage, Sidewalks and Signalization As part of the street, sidewalks, and drainage subcommittee deliberations on proposed bond projects, the committee discussed the need to purchase right-of-way (ROW) for roadway development or expansion. The proposed extension of East Baker Road to develop a new East-West corridor was initiated with MDD funding of$30,446 to pay a portion of the traffic design and survey of the necessary right-of-way. The affected property owners are donating the land and paying the remainder of the survey costs. The synchronization of the traffic signals along Garth Road moved into the construction phase in 2002-2003. Expenditures for the fiscal year totaled $96,781 for design and engineering with an additional $369,369 encumbered under the construction contract in progress. The project is underway at this time and expected to be complete in late 2003 or early 2004. Parks and Recreation Projects 4111 Roseland Park Project: Bulkhead and trails —The project replaced approximately 830 linear feet of timber bulkhead at Roseland Park. The project also includes an asphalt overlay of the existing parking area near the bulkhead and construction of 855 feet of concrete trail connecting the bulkhead to the central area of the park. The renovations included enlarging the grass area along the bulkhead to expand the usable fishing area along the bulkhead. The new greenbelt starts near the boat ramp parking area and extend to the end of the existing parking area. A six-foot portion of the new parking lot has been separated from the parking area for a safe walking trail along the waterfront. The bulkhead, trail and parking lot were completed in November 2002. Additional improvements to the bulkhead area included the installation of nine picnic shelters and the planting of grass and palm trees. The MDD total expenditure was $245,000, $123,347 in 2001-2002 and $121,653 in 2002-2003. Baytown Nature Center Entryway - A new entry into the Baytown Nature Center will be constructed to include approximately 4500 linear feet by 11 feet wide of new roadway, a 14 space parking lot, a restroom and guard station facility, gated entry, fencing and a water feature along the entry. A 1/4 acre pond is also planned for the project. The City Council's Architecture and Engineering Committee (A/E) selected Halff Associates Incorporated for the planning and engineering of the new entryway into the Baytown Nature Center off of Bayway Street at their April 5, 2002 meeting. Council approved an $114,500 Architectural/Engineering contract at the July 11, 2002 meeting. Council • approved the plans and specifications and authorized advertising for bids at the October • 23, 2002 meeting. Bids are expected to be awarded at the November 25th meeting. • Construction of the $544,500 project should start in January 2004 and be completed by late spring 2004. To date the City has paid Halff Associates $89,511 for services rendered in the planning and engineering of the project, $59,750 of that fee was paid during the 2002-2003 budget year. The project will be completed during the 2003-2004 budget year. ' Gray Sports Complex Expansion and Renovations Project - The Council's A/E Selection committee selected Helmuth, Obata and Kassabaum, L.P. (HOK) for the planning and engineering of the expansion and renovation of the Wayne Gray Sports Complex at their May 8, 2002 meeting. Council awarded a $219,000 contract with HOK for the planning and engineering of the Sports Complex on September 12, 2002. This MDD project is expected to take 3 years to complete, with several phases to minimize disruption of play for softball field users. The project includes renovating the existing Sports Complex and expanding the facility on the North Main Property, including include the renovation of the 4,-field complex for the,, youth softball, construction of 4 adult softball fields, the construction of a large paviljon/restroom/concession facility and other park facilities including trails, site lighting, parking and landscaping. A Texas Parks and Wildlife Department grant application was not successful that would have added some other upgrades to the park project. Planning and engineering of the project is nearing completion and is expected to be taken to council in November 2003 for approval of plans and specification. Construction is expected to begin during the winter of 2004, completion in late 2004. Expenditures for planning, engineering and survey work for the 2002-2003 budget year is $155,408, during the /001-2002 budget year $34,123 was spent for a total of $189,531. An additional $68,592 is encumbered for design and engineering costs. Goose Creek Stream Greenbelt Trail, Phase IV - Council approved a contract with the Texas Department of Transportation for the development of the Goose Creek Stream Phase IV Trail, utilizing a Congestion Mitigation Air Quality (CMAQ) Grant with the City of Baytown at the November 20, 2001 council meeting. The proposed $1,361,919 project will be funded with a CMAQ grant of$1,089,535 and MDD funding of$272,384. The grant will provide planning, engineering and construction of the 1.25-mile trail. The Council's A/E Selection committee selected Halff Associates Incorporated for the planning and engineering at their April 5, 2002 meeting. Contract negations with Halff began immediately and were submitted to the Texas Department of Transportation for approval. At the December 12, 2002 council meeting, council approved a contract with Halff for $212,304.23. Because of a change in the scope of services it has become necessary to amend the contract to provide additional engineering, surveying, environmental/archeological, geo-technical, and hydrologic and hydraulic services. The revised scope of services is due to the change from a hike and bike trail to a pedestrian trail. The pedestrian trail will now follow close to Goose Creek including going under the Decker and Park Street Bridges instead of crossing the busy streets at grade. The addition of the two underpasses, one bridge and several boardwalks along the trail has created the need for the addendum. A supplemental contract with Halff Associates for $46,792.76 was approved by TxDOT and by council at the October 9, 2003 meeting. The project is 30% complete. Expenditures for planning, engineering and survey work for f At the 2002-2003 budget year was $53,076, during the 2001-2002 budget year $8,000 was spent for a total of$61,076. An additional $159,228 is encumbered for the grant match. East Little League Land Acquisition - Prior to the 2002-2003 budget year, negotiations for the purchase of the Ward Road property had not been successful. In December, a proposal was developed to abandon the Ward Road purchase and move the league to Tejas Park. The league strongly advocated acquisition of the Ward Road property to the MDD board in January, and the MDD board made adjustments in the budget to provide funding for the purchase price of$260,000. The Parks and Recreation Advisory Board then approved the purchase, but felt that the land was overpriced and that the league should sign a long-term maintenance agreement. An appraisal of the property of $140,000 was submitted to City Council in early summer and Council directed staff to develop a long-term contract with the league. The City Council's action was to authorize • submittal of an earnest money contract to purchase the property for the amount stated in the MDD's appraisal with the stipulation of East Little League Association sign the long- term contract. The Parks and Recreation Advisory Board along with assistance from the Legal Department worked out the agreement and sent it to the league for their approval and signature. The league has not yet signed the contract. Neither the MDD nor the City has not spent anyfunds on the project. p East Harris County Soccer Sports Complex - Harris County has hired an A/E firm to develop plans and specification for Phase I of the Complex construction. The first phase should start in the 2003 — 2004 budget year. Originally, the City's contribution to the project was to provide water to the site. There was $770,000 allocated for the project through the MDD. The current anticipated cost of the water line was $1,000,000. With the delay in the design work, the budget was changed to $100,000 this past summer. The County began thinking of other options for water for both irrigation and drinking water. The current county plan is to drill a 4-inch well for potable water and install a pump and irrigation line from the raw water canal located about a mile from the site. The revised cost is $205,000. Work is expected to begin on the project in late winter. There have been no funds expended on this project. Administration, Overhead, and Debt Service The budgeted administration cost ($150,000) was transferred to the City of Baytown General fund to compensate the City for administrative and legal services connected with the operation of the District. The contingency fund, budgeted at $167,500, expended $22,704 for additional funding for the Roseland Park's improvements. Payments to the State Infrastructure Bank for the Decker Drive matching fund payment continued in 2002-2003 in the amount of$127,478. The total debt payment made was $377,478, which was funded from current year funds and $250,000 reserved funds from prior year. The term of the loan is eight years. The Texas Department of Transportation $28 million project to construct the main lanes is nearing completion. Reminder, these are multi-year projects and that once authorized the project will continue • until completion or project is cancelled.