MDD Resolution No. 499RESOLUTION NO. 499
A RESOLUTION OF THE BOARD OF DIRECTORS OF THE BAYTOWN
MUNICIPAL DEVELOPMENT DISTRICT AUTHORIZING THE PRESIDENT TO
EXECUTE AN INTERLOCAL AGREEMENT WITH THE CITY OF BAYTOWN FOR
FUNDING TRANSPORTATION SERVICES PERFORMED BY HARRIS COUNTY
WITHIN THE CITY OF BAYTOWN; AUTHORIZING PAYMENT IN AN AMOUNT
NOT TO EXCEED TWO -HUNDRED, FIFTY -THOUSAND DOLLARS ($250,000.00);
MAKING OTHER PROVISIONS RELATED THERETO; 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 finds that the expenditures authorized herein are for improvements, which satisfy the purposes for
which the funds can be expended pursuant to Chapter 377 of the Texas Local Government Code and/or
Section 3888.102 of the Special District Local Laws Code. All required findings pursuant thereto are
hereby declared to have been made and adopted as findings of the Board of Directors.
Section 2: That the Board of Directors of the Baytown Municipal Development District
hereby authorizes the President to execute an Interlocal Agreement with the City of Baytown for funding
the transportation services performed by the Harris County within the City of Baytown. A copy of said
agreement is attached hereto as Exhibit "A," and incorporated herein for all intents and purposes.
Section 3: That the Board of Directors of the Baytown Municipal Development District
hereby authorizes payment in an amount not to exceed TWO -HUNDRED, FIFTY -THOUSAND
DOLLARS ($250,000.00) in accordance with the agreement referenced in Section 2 hereof.
Section 4: 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 241h day of July, 2,025. A
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EXHIBIT "A"
AGREEMENT FOR FUNDING OF HARRIS COUNTY PUBLIC
TRANSPORTATION SERVICES WITHIN
THE CITY OF BAYTOWN, TEXAS
STATE OF TEXAS
COUNTY OF HARRIS §
This Agreement for Funding of Harris County Public Transportation Services Within the
City of Baytown, Texas (the "Agreement") is trade 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 County, Texas, (the
"District"). For and in consideration of the mutual covenants herein contained, it is agreed as
follows:
WHEREAS, at the municipal election held on May 5, 2001, voters of the City voted to
approve the creation of the District for the purpose of financing development projects beneficial
to the District; and
WHEREAS, on or about July 8, 2008, the City and Harris County (the "County") entered
into an agreement regarding the provision of fixed route bus services within the City (the "Master
Agreement"); and
WHEREAS, the City and County amended the Master Agreement several times since
2008; and
WHEREAS, the City and County have proposed to enter into Amendment No. 18 of the
Master Agreement to extend the term of the Master Agreement through July 8, 2026 and provide
for funding in the amount of TWO -HUNDRED, FIFTY -THOUSAND DOLLARS ($250,000.00)
(the "Amendment"); and
WHEREAS, the District and City agree that it would be beneficial to both parties for the
District to take over funding for the provision of fixed route bus services within the District and
City. NOW, THEREFORE,
1. The District authorizes the sum of TWO -HUNDRED, FIFTY -THOUSAND
DOLLARS ($250,000.00) for the provision of fixed route bus services within the City from the
County (the "Funds").
2. For and in consideration of the services to be provided by the City and/or County
in furtherance of this Agreement, the Master Agreement, and the Amendment, the District shall
tender the Funds to the City on or before thirty (30) days after the District receives an invoice from
the City. In turn, the City shall, in accordance with the Amendment, pay the sum of TWO -
HUNDRED, FIFTY -THOUSAND DOLLARS ($250,000.00) to the County for the provision of
fixed route bus services within the City.
3. The City shall prepare and submit to the District within 120 days after the end of
the 2026 fiscal year, a verbal or brief written report describing the services performed under the
Master Agreement and Amendment.
4. The District hereby directs and authorizes the City to make any project
clarifications and/or modifications as may be necessary, as determined by the City in its sole
discretion.
5. This Agreement shall be effective on the 12t" day of June, 2025, and shall expire
July 8, 2026, unless sooner tenninated by either party hereto pursuant to the terms hereof.
Notwithstanding the preceding sentence, the parties may agree to extend this Agreement
concurrent with each extension of the Master Agreement.
6. A party may terminate its performance under this Agreement 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 Agreement as of the 30t" 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, except
for those referenced in Section 9 hereinbelow. This Agreement shall not be subject to termination
for convenience.
7. 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.
8. Upon termination of this Agreement pursuant to Section 7 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.
9. 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.
10. This Agreement shall bind and benefit the City and the District and shall not bestow
any rights upon any third parties.
11. 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.
12. 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.
13. This Agreement 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 Agreement is
performable in Harris County, Texas.
14. 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:
T)ictrirt
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
15. The City and the District may, at any reasonable time, conduct or cause to be
conducted an audit of the other party's 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.
16. In the event of any ambiguity in any of the terms of this Agreement, it shall not be
construed for or against any party hereto on the basis that such party did or did not author the same.
17. 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.
18 . 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.
19. The parties shall not sell, assign, or transfer, any of their rights or obligations under
this Agreement in whole or in part without the prior written consent of the other party.
20. 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.
21. 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 Agreement in multiple
copies, each of which shall be an original and effective on the 12t" day of May, 2025.
CITY OF BAYTOWN BAYTOWN MUNICIPAL
JASON E. REYNOLDS
City Manager
ATTEST:
ANGELA JACKSON
City Clerk
APPROVED AS TO FORM:
SCOTT LEMOND
City Attorney
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DEVELOPMENT DISTRICT
CHARLES JOHNSON
President
ATTEST:
ANGELA JACKSON
Assistant Secretary
APPROVED AS TO FORM:
SCOTT LEMOND
General Counsel