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Ordinance No. 11,729ORDINANCE NO, 11,729 AN ORDINANCE OF "T CITY COUNCII.., 01"11IF" CITY OF BAYTOWN,TEXAS, AUTHORIZING THE CITY MANAGER TO UXI"CUTE'THE FIRSTAMENDNIENT TO THE INTERLOCAL AGREEMEN'r 131..1 ."EN HARRIS COUNTY, CITY OF BAY TOWN, AND REIN V ["STMIEN l" ZONE NUN/IBFI�R ONE, BAYTOWN,TEXAS, FOR HARRIS COUNTYS PARTICIPATION IN THE TIRZ FOR THE JOHN MARTIN ROAD AND 'I'llU*1 HUNT ROAD IMPROVEMENT PROJE'CTS; AND PROVIDING FOR THE EFFEICTIVE. DATE TI ]I- RE OF. WHELREAS, in December ot'2007', tile COUnty entered into an interlocal agreenient in order to participate in the "ax Increment Reinvestment Zone No. One, Baytown,'Fexas (the "TIRT) in order to improve public safety and mobility with respect to the north-south realignment of-John Martin Road; and WI 11"RL AS, in 2008, the Restated and First Amended Protect Plan and Reinvestment Zone I-inancing Plan was adopted to add additional commercial developillent plans, includim, Huni. Road; and WHI'i'RF,.AS, tile County desires to reallocate its participation in thC TIRZ to illCILKIC tile development ofilunt Road; NOMITHERE'FORE BE FFORDAINED BY TI IE CITY COUNCIL OFT'IIE CITY OF BAYTOWN,TEXAS: Section 1: That the City Council of the City of Baytown, Texas, hereby aUthorizes the City Manager to execute the First Amendment to the Intulocal Agreement between Harris County and Reinvestment Zone Number One, Baytown, Texas, for the County's participation in the TIRZ for the John Martin Road and I lunt, Road Iniprownlent Projects, A copy of said amendment is attached hereto as Exhibit "A," and incorporated herein for all intents and purposes. Section 2: This ordinance shall take effect immediately from and after its passage by the City Council ofthe City of Baytown. 117 INTRODUCED, READ and PASSI'D by the aft"u-inative vote offfit-city Council of the City of Baytown this d1p;81' i,ay.of September, 201 I S-1-l"IXIEN H. DONCARLOS, Nlavor A'FFE LEq--1CfA"1J k APPROVED ASTO FMM: , i+A cy vC'A�wl A g,.'&F anr n dci'Cay OquictIlOrdmarx"'201 I'Scp1cm1wo doe Exhibit "A" THE STATE OF TEXAS I am OF COWNSIONM COURT COUNTY OF HARRIS j FI ST AMENDMENT TO INTERLOCAL AGREEMENT BETWEEN HARRIS COUNTY, CITY OF BAYTOWN, AND BAYTOWN TAR INCREMENT REINVESTMENT ZONE NUMBER ONE TMS FMT AMENDbliENT TO TBZ DnZRLOCAL AGREEMENT ("First Amendment°') is made by and between the CITY OF BAYTOWN ("City") a municipal corporation and home -rule city ofthe State of Texas principally situated in Harris County, acting by and through its governing body, the Baytown City Council, ("City Connell") a body corporate and politic under the laws of the State of Texas, and HARRIS COUNTY ("County") acting by and tivough its governing body, the Harris County Commissioners Court ("Commissioners Court"), and CITY OF BAYTOWN TAX I1NCREN SENT RERMESTMLNT ZONE NUMMER ONE ( "TIItZ")9 created by city action, pursuant to Chapter 311.005 of the Texas Tax Code. This First Amendment is made pursmntto Chapter 791 ofthe Texas Govemme nt Code and Chapter 311 of the Texas Tax Code. WHEREAS, on August 99 2001, the City Council adopted Ordinance No. 9197, designated the Zone comprised of 350 acres, and formed the TIRZ Board of Directors ("Board"). On November 20, 2001, by Ordinance No. 9275, the Zone was expanded to 474 acres. On December 13, 2001, by Ordinance No.9290, City Council adopted the Project Plan and Reinvestment Zone Financing, Plan ("Project Plan') dated December S, 2001. WEMAS, Baytown City Manager's Office completed an engineering study, John Martin Roadway Improvement Project Report ( "John Martin Road Finn"), dated Jane 26, 2006 (Exhibit A), providing a detailed framework for reconstructing and realigning John Martin Road, a road listed on the County Road Log. WHEREAS, consistent with the County desire to Rather public safety and mobility with the north- south realignment of the John Martin Road, the Commissioners Court approved on December 18, 2007, the Interlocal Agreement to allow the Comity participation in the Baytown TTRZ ("Original Agreement"). WHEREAS, on July 249 2008, City Council approved with Ordinance 10,923 the "Restated and First Amended ProjeetPlan and R investmentZone, FinancingPlan" (wPIMAmended Plan"), EMbit B, dated Jove 120 20086 which includes the project cost estimate for the commercial development of Heat Road, and t to County now desires to participate in such development the parties intend that this FirstAmeodmeat small supmeft all terms and conditions of the Original Agreement; however, the parties intend that the Base Year shall remain as tax year 2005 with this First Amendment, and County participation may continue through tax year 2030, unless the County's PaymentCapof$16,022,674 (comprised ofHuat Road $1,260,000; JobnMartinRoad$6,720,361; and bond financing costs $7,0526313) is achieved first, or in the event of such time as the County's tax incr+en: payments are no longer required to pay for to project costs in which the County has agreed to participate and/ or to repair the bonded indebtedness related to the project costs for which the County has agreedto participate, cr inthe event of an earlier defaultbythe City orthe MRZ, whichever occursfirst, or unless this Fast Amendment otherwise teaaiaetes as provided herein. WHEREAS, the County's cumulative payments to the TI Z from inception of the Original Agreement through approval by Commissioners Court of this First Amendment, total $371,643. WHF.RRAS, Commissioners Court has n4dopted every two-yew " Goidelines for Harris County Participation in Municipal Tax Increment Reinvestment Zones Created in Harris County" ("Guidelines'), with the currently effective Guidelines attached as Exhibit C. L PARTIES The initial addresses ofdwjudsdictions that areparties to this FirstArnendment, andmaycbangeby giving written notice of its changed address to the other parties, are as follows: Co_ Umt City of Baytown Harris County 2401 Marbet Street 8410 Lantern Point Drive Baytown, Texas 77522-0424 Houston, Texas 77054 Attention: I* Bob Leiper, City Manager Aria: Mr. David Turkel, Director Community Services Department Board of Directors Tax hm ment Reinvestment Zone Number One, City of Baytown, Texas clo City of Baytown 2401 Madwt Street 2 Baytown, Texas 775= -0424 Att=d= Teary Saia, Chair of Board of Directors a DEFII�TIONS As used in this First Ameadanent, the following terms shall have the meanings set out below. (a) "Base Yeas" means tax year 2005, the base year for County participation. (b) "Base Value" mesas the total certified appraised value for the area within the TMA as established by HCAD, for the County's 2005 Base Year. (c) "Captured Appraised Value" means the total appraised value of all real property taxable by the County and located within the boundaries of TIRZ for that year, leas the Base Value, as defined by Chapter 311, Texas Tax Code. (d) "County Tax Increment Partidpation" means the County tax increment payments to the MRZ, pursuant to the teems of this First Amendment. (0) "Payment Cap" means the cumulative mmmu m County Tax Increment Participation of $15,022,674 for all years in which the County makes payments to the Tax Increment Fund, comprised ofHuntRoad $1,260,000, Johnhfartin Road $6,720,361, and bond financing costs of a7,O52,313. (f) "HCAD" means dw Harris County Appraisal District. (e) "CSD" means Harris County Community Services Department Office of Economic Development, and its successors and assigns. (h) "Revised Plan" means a future revision to the Project Plan and Zone Financing Plan and/ar the First Amended Plan and/or any future Revised Plan, that is formally approved by Commissioners Court, City Council, and the Board at any future time. (i) "Tax Increment Fund" means the fund or account created by the City in the City Treasury for accumulating tax increment revenues associated with certified appraised value increases in the ME Otherwise, the teams used herein have the meanings ascribed in Chapter 311 of the Texas Tax Code. III. EFFECTIVE DATE, PAYMENT CAP, TER1VMA77ON DATE The First Amendment sups mla the Original Agreement and summarizes all terms and conditions of 3 CM*IM The Fast Amendment shall remain tame the earlier of 1) Calendar data August 31, 2031, with respect to taxes collected through tax year 2030; or ' 2) such time as the County's cumulative annual increment payments ("County Tax Increment Participation") equal the Payment Cap of 516,022,674, (comprised of Hunt Road $1,250,000; John Martin Road $6,720,361; and bond financing costs $7,052,313); or 3) such time as the County's tax increment payments are no longer required to pay for the project costs in which the County has agreed to participate and/ or to repay the bonded indebtedness used to finance project costs for which the County has agreed to participate; or 4) in the event of an earlier Molt by the City or the TIItZ; or 5) unless otherwise terminated as provided in this First Amendment. Upontezraiaation of this First Amendment, the obligation of the County to contribute to the Tax Increment Fund for the TJRZ shall end. However, the obligations of the City and the TUM to refund any overpayment by to County shall survive such termination. IV. COUNTY OBLIGATIONS AND PROJECT DESCRD'TION & COSTS A. County Tai Increment Participation For and inconsideration of the agreements ofthe parties set forth herein, and subject to the remaining subsections ofthis section, the panties agree that the County shall participate m the TIRZ through annual tax bmwentpayments, to the extent authorized by law, to the Tare Increment Fund at a rate of 75% of arty the County tax rate, but not to accred $0.30000 per $100 of tax increment, attributable to Captured Appraised Value within the TIRZ boundaries. The tern of County Tax increment Participation will be a maximum of 24 years, beginning with tax year 1007, and ending with tax year 20309 including tax payments received with respect to those years. Payments by the Port of Houston Authority, the Harris County Flood Control District, the Harris County Hospital District, and any other tatting entity for *Inch the County imposes ad valorem taxes either now or in the future, shall be 0% of the tax increment attributed to the Captured Appraised Value within the TML The County Taos Increment Participation shall be restricted for use only oaths projects and inthe amounts sot forth below: .lohn Mo do RoadProjerk 56,720,361 Rights of Way Acpdsitior% Design & FATireeeft Materials Testier Storm Water DrabsW and Deter, ki; Po ft & Comftedon Hunt Beadhojeck Commercial Development (detail not available) Foub for Bored F%mda TOTAL PROJECT COSTS S1,Z50,000 &14K, S 1590229674 The costs set forth herein are estimates and shall not act as a limitation on any particular element of the coats for tine specified projects, although the County participation Payment Cap shall not be increased in the event of cost overnms in specific categories of cost In the event of bond financing, the County Tax incrementParticipationmaybe dedicated to bond repayment However, inthat event, aportion ofthe bond proceeds equal to the total of all of the County's proposed participation excluding financing costs shall be restricted for use only on those projects and in the amounts set out herein. In the event the City or the Board expends fiords inoonsisoeat with the Project Plea, the John Martin Plan, the First Amended Plan, or a Revised Plan, the County may notify the City and the Board of such broach, and the defaulting party shall have 60 days to cure the breach. In the event the breach is not cured within 60 days, the County may elect to suspend all tax increment payments to the TIRZ until the breach is cured. The County increment fiords shall only be used to fund the costs and projects as detailed in herein, andsW not be used to fiord water, sewer, street lighting, and sidewalks. Further, any costs incurred above the County Payment Cap wfil be inc� at the expense of the developers, the City, and the TRZ. T�A may, slits won, may choose to manage constriction of any project listed bereinto which it contribift more than 51% of the total project costs with respect to such project. B. Payment Date & Dons of County Tax Increment Mw County shall disburse annual indent payments once each year to the City or the TIRZ by August 31st. The County has no duty or obligation to pay the County Tax Increment Participation from any other County taxes or revenues, or until the County Tax Increment Participation for the TIRZ is actually oolloctod. Any portion ofdm taxes repsesenting the County Tax lnccemeotParticipationthat me paid to the County and s6wq=* mfinded m taxpayer, pursuantto the provisions of the Texas Tax Code, shall be offset against future payments to the Tax Increment Fund. The obligation to pay the County Tax Increment Pardapation accrues as taxes representing the County Tax Increment Participation are collected by the County. No interest or penalties shall be charged to the County for any late payments from the County to the City or MRZ, regardless of any statutory provision that may permit assessment of lste payment penalties. The obligation of the County to find projects is limited to the area within the current MRZ boundaries. The County Tax Increment Participation does not extend to the tax increment on any additional property that would increase the total amount of project costs above the stated Payment Cap for County Tax Increment Participation, unless Commissioners Court specifically giants its prior approval to participate in such additional area, projects, or costs. In addition, County participation does not extend to any dedication of revenue from the Tax Increment Fund for projects outside the TIRZ, unless Commissioners Court specifically grants its prior approval to participate in such dedication. V. CITY AND BOARD OBLIGATIONS A. Future Revisions to Project Plan Any member of Commissioners Court may review and comment upon any Revised Plan, prior to approval. The City agrees to fomsally present to Commissioners Court any proposed TiRZ amendment or expansion at least 60 days prior to submitting it to City Council for approval, regardless of whether the County will be asked to participate in such an amendment County participation in any Revised Plan requires a majority affonstive vote by Commissioners Court and amendment to the terms of this First Amendment„ prior to approval by City Council. Failure of the City or the Board to receive such Comanissianets Court approval is a breach of the First Amendment and may be regarded by the County as grounds for termination of this First B. Disposition of Ta= increment Upontacrniaationofthe TM4 and altar all bonded indebtedness ofthe MtZhas beespaid,the City and the Board shall refund to the County, within 30 days of said tanninatIM all monies remaining in the Tax Increment Fund that are attributable to the County Tax Increment participation. C. Annual Audited Financial Statements and Other Reports of the TIRZ Each yearthe City or the Board shall furnish complete copies of the audited financial statements for the IVJ. including miffitor's opinion and foul notes to CSD, within 90 days of completion by the anditors for the MM In addition, the City shall provide to the County a copy of all reports, studies and analyses prepared by the City, the TIRZ or ad= concerning cTenditua+e of Tax Inurement Funds or repayment of bonded indebtedness of the MRZ. D. County Audit Rights The County shall have the right to audit the Tax inmum Fund and the books and records of the TIRZ upon 30 days written notice to the City or the MRZ. At the discretion of the County, any such audit shall be performed by the County or at County expense. E. Limitations for Admministra&e Fees Neither the City nor the Board members nor the TIRZ itself shall be entitled to receive any type of fee, whether administrutiive, overhead, or otherwise, for any amounts paid into the Tax Increment Fund by the County. The City agrees to forego acceptance of any fee that may be pwmitted by current or fature Metal, sterna, or local statua other than for fire, police, and EMS services, whether deducted from the Tax Increment Fund or o8set against payments to the TIM or reimbursed by the TIRZ at a later date unless the fee is owed for specific projects described in "COUNTY OBLIGATIONS AND PROJECT DESCRIPTION do COSTS". 7 VL EARLY TERBUNATION AND BREACH A. Early Terminatfou The 1 Z may taminaobe Pursuant to the provisions of Taxes Tex Code Chapter 311. ffthe City'sparticipatioa ceases or is decreased, then the County's pmticipstion shall cease or be decreased by the same pro rata percentage. B. Breach of Phret Amendment Events of breach by the City or the TIRZ include, but are not limited to, the following: 1. Fxpenditure of Tax increment Funds by the City or the TIRZ in a manner inconsistent with the John Martin Plan, the First Amended Plan, or any Revised Plan; or 2. A de salt on bonded indebtedness or other debt obligations of the TIRZ subsequent to co®pletion of construction and funding detailed in "COUNTY OBLIGATIONS AND PROJECT DESCRIPTION & COSTS." It is the intent of the parties that County participation in the MRZ or say expansion thereof is limited to the term or tenors as stated hmin. Nothing in this First Amendment, however, limits the eaWwdtyof the County Commissioners Court to increase the Payment Cap and the amount of the County Tax Increment Participation set famth in "COUNTY OBLIGATIONS AND PROJECT DESCRIPTION & COSTS." Upon a arlytemaination and/or ofti» s FirstAmendment, the oblimWonofthe Countyto coutd nmo the Tex IacrementFund for the TIRZ shall end. However, the obligations ofthe City and the TMZ to refimd any overpayment by the County shall survive such early ternnination and/or breach. VII. ADNIQIISTRATION A. Reconciliation of Aceoumts The payment calculations for County Tax Increment Participation shall 'include appropriate retroactive adjustments for any prior year subsequent tax collections or other necessary adjustments. In any year of County Tax Incr+eunent Participation, if the County payment is determined to have been at least 10% greater than the amount actually due, the County may at its discretion request that the amount of overpayment be refimded by the City or the TIRZ within 60 days of receipt by the City of the 71RZ of written notification f3mmm the County that such overpayment occurred. Otherwise, the amount of 8 . overpayment shall be offset in the appropriate amount as a retroactive adjustment in the m 6mqued year payment by the County to the TIRZ or the City. In any year of County Tax Increment. icipetton, if the County tax mcrenient payment is determined to have been at least 100A less than the amount actually due, the City or 7MZ may, at its discretion, request that the amount of undMayment be paid to the City or the TIRZ within 60 days of the County's receipt of written notification from the City or the TIRZ that such underpaymet by the County cwxred. O&MVise, the amount of umderpaym®t shall be included in the appropriate amount as a retroactive adjustment in the subsequent year payment by the County to the TIRZ or the City. In the event of an ovaTaynment or uoderpayiaeatwitidn 10'x6 of the County payment in a givenyear, the County shall indu de, a retroactive adjustment for the appropriate amount in its subsequent year payment. B. Board of Directors The County shall have the umegWvocal right to appoint and thereafter at all times maintain one member on the Board. The County may also appoint and maintain as many non-voting ex q f f%io members on the Board as the County may choose. C. Severabitity In the event any team, covenant or condition herein contained is held to be invalid by any court of competent jurisdiction, such invalidity shall not affect: any other term, covenant or condition herein contained. In the event any team, covenant or condition shall behold invalid and affects in wwmannerthe limitations on the County's, or any other participant's conttiilmd n 6 then neither the County, nor any other participant, shall have any liability for say incremental or other payments as may otherwise be prodded herein. C. Entire Agreement This First Amendment merges the prior negotiations and understazidings of the parties hereto and ems the entire agreement of the parties, and there are no other agreeaments, assurances, conditions, covenants (expressed or implied) or other terms with iespeet to the covenants, whether written or verbal, antecedent or coanienporaneouss, with the execution hereof. L Written Amendment Unless otwWise provided herein, this Fnat Ammdmod maybe amended only by written hwoumant duly executed on behalf of each party. F. Notification: • All notices required or permitted hereunder shall be in writing and shall be deemed delivered when actuallyraxived or, if earlier, on the third business day following deposit in a United States Postal Service post office or receptacle with proper postage aTumd, via certified mail with return receipt requesU4 and addressed to the respective other petty at the address prescribed in the Section entitled "PARTIES" in this First Amendmeot, or at such other address as the receiving party may have theretofore prescribed by notice to the sending party. G. Non- Wah►er. Failure of any party hereto to insist an the strict peftmanco of any of the covenants herein or to exercise any rights or remedies hereunder upon default of failure of perfomnmce shall not be considered a waiver of the right to insist on, and to enforce by any appropriate remedy, strict compliance with any other Obligation hereunder or to ==cise any other right or remedy occuzzing as aresult of any futtir+e default or failure Of — ace H. Assignment: No party shall assign this First Amendment at law or otherwise without the prior written consent of the other parties. No party shall delegate any portion of its pe of nmm under tbis Fast Amendment without the written consent of the other parties. L Successors: This First Amendment shall bind and benefit the parties and their legal successors. This First Amt does not create any personal liability on the part of any officer, agent or employee of the City, City Council, the 7P.4 the Hoard, the County, or Commissioners Court. J. No Waiver of Immunity: ' No party hereto waives or relinquishes any immunity or defense on behalf of itself; officers, employees, and agents as a result of its execution of this First Amendment and performance of the covenants caned herein. 10 1N wrrNESS WHEREOF, the City, the County and the Board have made and executed this First Amendment in multiple copies, each of which is an original. Fagan by the City and the Board to necabe this First AmenBment within " days of approval by Commissioners Court shad render this First Amendment nall and void. APPROVED AS TO FORM: Vmce Ryan County AMY By: ,Lml DOUGLAS R4Y Assistant Catot9 AtOOmey ATTEST/SEAL: By: City Clerk Date Signed: TAX INCREMENT REINVESTMENT ZONE NUMBER ONE, CITY OF BAYTOWN, TEXAS By Teary Sain Chair, Board of Directors Date Signed: - W,/ DAVID TURKEL Director, Hauls County Community Services Dept Date Signed: 8 • % 9'-11 CITY OF BAYTOWN By: Stephen Don Carlos Mayor, City of Baytown Date Signed: ATTEST /SEAL: By: Name: Secretary, Board of Directors Date Signed: 11 WHEREAS, on November 20, 2001. the City approved the moment of the Zone by adoption of Ordiamoe No. 9275. Tim Tax Increment I Zone Number One, City of Bayftwa , Tacos Board of Directors (the'11R n Wdelly adopted a Pl n, which was approved by the City, an December 139 20019 but such plan was Tatar determined to be obsolater WHEREAS, &a Ccmmissionms Court of Harris County antm+ed into an Interlocal Agtememt to j 1 rlf ate in to TIRZ on December 18, 2007. REBRBAS, the partlas to the TlRZ desire to amend the IsWocal Agreement according' to the terms and conditions set forth in the First Amendment to Interlocal Agummt Between Tiseds County, .City► of Baytown. and Baytown Tax Increment Reinvastmaat Zone Number One in the form attached bait. NOW. I I I FORE, BE IT ORDBRBD BY THE OOMIVIISSIONBRS COURT OF HARRIS COUNTY, TEXAS THAT: Section 1: The recitals set forth in this Oedw are tme and correct. Section 2: no Director of Harris County Community Sarvices Daparomeat is bffft authorized to awcute a Heat Amendincet to Interlocal Agraccumt between Harris County, City of Baytown and City of Baytown Tax Inciammt ' Reinvastmeat Zone Number One. The amended a®rcema t is a tealted barite and made a pact hereof for sU purposes. Section 3: Tice Clads of the Commhudoners Court dwH tsmonit hrVwidt a copy of Ws Order to *a Burk 'County A l DbUidt to Awamw and Collector of Taxes for Harris C= W, dm Mayor and City Council of rho City of Baytown, Texas, and rho Based of Diremn of the Taal pmt Rainvesanant Zane Number One, City of Baytown, Texas.