Ordinance No. 10,731ORDINANCE NO. 10,731
AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF BAYTOWN,
TEXAS, AUTHORIZING AND DIRECTING THE CITY MANAGER TO
EXECUTE AND THE CITY CLERK TO ATTEST TO AN INTERLOCAL
AGREEMENT WITH THE BAYTOWN MUNICIPAL DEVELOPMENT
DISTRICT FOR FUNDING OF A ONE MILLION AND NO/100 DOLLARS
($1,000,000.00) SIB LOAN FOR THE DIRECT CONNECTORS AND
BRAIDED RAMP ALONG STATE HIGHWAY 146 AT SPUR 330; AND
PROVIDING FOR THE EFFECTIVE DATE THEREOF.
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF BAYTOWN,
TEXAS:
Section 1: That the City Council of the City of Baytown, Texas, hereby authorizes
and directs the City Manager to execute and the City Clerk to attest to an interlocal agreement
with the Baytown Municipal Development District for funding of a ONE MILLION AND
NO/100 DOLLARS ($1,000,000.00) SIB Loan for the direct connectors and braided ramp along
State Highway 146 at Spur 330. A copy of such Agreement is attached hereto as Exhibit "A,"
and made a part hereof for all intents and purposes.
Section 2: This ordinance shall take effect immediately from and after its passage by
the City Council of the City of Baytown.
INTRODUCED, READ and PASSED by the affirmativ^vote of the City Council of the
City of Baytown this the 11th day of October, 2007.
STEEHEN H. DONCARLOS, Mayor
tftftfCOdpY, City Clerk
lAPPROVED AS>^0 FORM:
ACIO RAMIREZ, SR., CJ^Attorney
R:\Karen\Files\CityCouncil\Ordinanccs\2007\October I l\lnterlocal4SIBLoanr4Spur330&SH146.doc
Exhibit "A"
AGREEMENT FOR FUNDING OF A $1,000,000.00 SIB
LOAN FOR THE DIRECT CONNECTORS AND
BRAIDED RAMP ALONG STATE HIGHWAY 146 AT
SPUR 330
STATE OF TEXAS §
§
COUNTY OF HARRIS §
This Agreement for Funding of a $1,000,000.00 SIB Loan for the Direct Connectors and Braided
Ramp along State Highway 146 at Spur 330 (the "Agreement") is made as of the day of October,
2007, by and between the CITY OF BAYTOWN, a home-rule 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:
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 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 make application with
the State Infrastructure Bank for two ONE MILLION AND NO/100 DOLLARS ($1,000,000.00) loans to
supplement State funds and to facilitate the implementation of the direct connectors and braided ramp
along State Highway 146 at Spur 330 (the "Project"). One such loan shall be made for and on behalf of
the Baytown Municipal Development District's share of the contribution towards the Project.
Section 3. Reports.
The City shall prepare and submit to the District within 120 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 clarifications
and/or modifications as may be necessary as determined by the City in its sole discretion.
Agreement for SIB Loan. Page I
Section 5. Funds to be provided by the District.
Should the City secure a ONE MILLION AND NO/100 DOLLARS ($1,000,000.00) loan from
the State Infrastructure Bank for and on behalf of the District's share of the contribution toward the
Project as described in Section 2 hereinabove, the District shall tender funds to the City in an amount
necessary for the annual debt service payment for such loan throughout the life of such loan.
Section 6. Term.
This Agreement shall be effective upon execution by the City Manager, and shall expire thirty
(30) days after final payment of the debt service associated with the above-referenced loan, 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 30lh 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.
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. Payment upon Termination.
Upon the termination of this Agreement pursuant to Section 7 hereof, the entire loan payoff
amount shall become due and owing at the time of termination and shall be paid to the City by the District
for the City to retire the loan for which the City obtained for and on behalf of the District.
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.
Agreement for SIB Loan. Page 2
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
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.
Agreement for SIB Loan. Page 3
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
GARRISON C. BRUMBACK
City Manager
ATTEST:
STEPHEN H. DONCARLOS
President
ATTEST:
LORRl COODY
City Clerk
APPROVED AS TO FORM:
LORRI COODY
Assistant Secretary
APPROVED AS TO FORM:
IGNACIO RAMIREZ, SR.
City Attorney
IGNACIO RAMIREZ, SR.
General Counsel
\\cobsrvl\leganKarcnlFilcs\Ciiy Council\Municipal Dcvelopnicnl [)islricl\Comracls 2007\.SIHI.oan4AdvanccFundingAgreemenl4Spur330SII !46Flyover.doc
Agreement for SIB Loan. Page 4
•
AGREEMENT FOR FUNDING OF A $1,000,000.00 SIB
LOAN FOR THE DIRECT CONNECTORS AND
BRAIDED RAMP ALONG STATE HIGHWAY 146 AT
SPUR 330
STATE OF TEXAS §
COUNTY OF HARRIS §
This Agreement for Funding of a $1,000,000.00 SIB Loan for the Direct Connectors and Braided
Ramp along State Highway 146 at Spur 330 (the "Agreement") is made as of the 27._ day of October,
2007, by and between the CITY OF BAYTOWN, a home-rule 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:
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 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 make application with
the State Infrastructure Bank for two ONE MILLION AND NO/100 DOLLARS ($1,000,000.00) loans to
supplement State funds and to facilitate the implementation of the direct connectors and braided ramp
along State Highway 146 at Spur 330 (the "Project"). One such loan shall be made for and on behalf of
the Baytown Municipal Development District's share of the contribution towards the Project.
Section 3. Reports.
The City shall prepare and submit to the District within 120 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 clarifications
and/or modifications as may be necessary as determined by the City in its sole discretion.
Agreement for SIB Loan,Page 1
• •
Section 5. Funds to be provided by the District.
Should the City secure a ONE MILLION AND NO/100 DOLLARS ($1,000,000.00) loan from
the State Infrastructure Bank for and on behalf of the District's share of the contribution toward the
Project as described in Section 2 hereinabove, the District shall tender funds to the City in an amount
necessary for the annual debt service payment for such loan throughout the life of such loan.
Section 6. Term.
This Agreement shall be effective upon execution by the City Manager, and shall expire thirty
(30) days after final payment of the debt service associated with the above-referenced loan, 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 30`h 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.
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. Payment upon Termination.
Upon the termination of this Agreement pursuant to Section 7 hereof, the entire loan payoff
amount shall become due and owing at the time of termination and shall be paid to the City by the District
for the City to retire the loan for which the City obtained for and on behalf of the District.
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.
Agreement for SIB Loan,Page 2
• • •
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
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.
Agreement for SIB Loan,Page 3
• •
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 ontract in multiple copies,
each of which shall be an original.
CITY OF ' • YTOWN BAYTOWN NICIPAL
DEVELO T DISTRICT
om Sir ► '. :RUMBACK ST HE . ONCARLOS
,,. . ager P sident
0 1. rum:. • Aqp
; April
fr.., .4041m %5 -VP 41114
tdz
ipIIL�
.., : ' 'jR i`e,%Y
riYLORRI CO DY
Ver•.0:• Assistant Se• etary
•
APPROVED AS TO FORM: APPROVED AS TO FORM:
42Aletit)/?cAi
NACIO RAMIREZ, SR. G ACIO RAMIREZ, SR.
City Attorney General Counsel
\\cobsry I\legal\Karen\Files\City Council\Municipal Development District\Contracts 2007\SIBLoan4AdvanceFundingAgreement4Spur330SH I46Flyover.doc
Agreement for SIB Loan,Page 4