MDD Resolution No. 113 RESOLUTION NO. 113
A RESOLUTION OF THE BOARD OF DIRECTORS OF THE BAYTOVa'N
MUNICIPAL DEVELOPMENT DISTRICT AUTHORIZING THE PRESIDENT TO
EXECUTE THE FIRST AMENDMENT TO THE ECONOMIC DEVELOPMENT
SPECIAL SERVICES CONTRACT; 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 the planning and/or the construction of a
development project, which satisfy the purposes for which the funds can be expended pursuant to Chapter
377 of the Texas Local Government 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 the First Amendment to the Economic Development Special
Services Contract. A copy of said agreement is attached hereto as Exhibit "A," and incorporated herein
for all intents and purposes.
Section 3: 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 the Board of Directors of the
Baytown Municipal Development District, this the 7`l'day of August, 2
STEP EN 1-I. DONCARLOS, President
A EST:
HIE DAR ELL,Assistant Secref"t;
APPROVED AS TO FORM:
4AMAIOCiAMIREZ, SR., qenral Counsel
P.cobsr^ ]� .LegakKaren',Files',City CounciENImucipal Dcvelopment District'Resoiutions"2008%Augzrst 7tFirstArtivndritent2SpecialSenvicescontract,doc
Exhibit "A"
FIRST AMENDMENT TO THE
ECONOMIC DEVELOPMENT SPECIAL SERVICES CONTRACT
STATE OF TEXAS §
COUNTY OF HARRIS §
This First Amendment to the Economic Development Special Services Contract
(hereinafter referred to as the"First Amendment") is made this_day of
2008, by and among the BAYTOWN MUNICIPAL DEVELOPMENT DISTRICT, a political
subdivision of the state and the City of Baytown located in Harris County, Texas, hereinafter
called the "District," and THE BAYTOWN AREA/WEST CHAMBERS COUNTY
ECONOMIC DEVELOPMENT FOUNDATION, hereinafter called"Foundation."
WHEREAS, the District and the City entered into an Economic
Development Services Contract on the 7"' day of December, 2007 (the
"Contract'); and
WHEREAS, the District desires to contract with the Foundation to
provide, or cause to be provided, economic development services herein
described in the Baytown area; and
WHEREAS, the Foundation is willing to provide such services under the
terms and conditions stipulated herein;
NOW, THEREFORE, in consideration of the foregoing and in consideration of the
mutual promises, covenants and agreements herein contained, which consideration is hereby
acknowledged and received as good and valuable consideration, and the parties agree hereto as
follows:
1. Definitions. Unless a different meaning clearly appears from the context, words and
phrases as used in this First Amendment shall have the same meanings as in the Contract.
2. Amendments.
a. Section 2 "Services to be provided" of the Contract shall be amended to
add a new subsection to be numbered and entitled subsection (D)
"Economic Development Database Update"to read as follows:
Section 2. Services to be provided.
The Foundation shall provide the following economic
development services; provided such services are designed to promote or
develop new or expanded business enterprises that create or retain
primary jobs:
(D) Economic Development Database Update. The Foundation shall
employ a consultant, who shall be subject to the approval of the District,
First Amendment to the Economic
Development Special Services Contract,Page I
to update and extend prior assessed measures and trends with an analysis
of benchmark changes as part of an ongoing economic development
database beneficial to the District. Such services shall include:
1. Profile indicator changes for the boundaries of the District and
the extraterritorial jurisdiction of the City of Baytown,
2. Derive trends and perform analyses on chosen measures for the
boundaries of the District and the extraterritorial jurisdiction of
the City of Baytown,
3. Interpret trends and differences among selected profile measures,
and
4. Investigate and potentially include qualified indicators of
selected seasonal tourism information for the boundaries of the
District and the extraterritorial jurisdiction of the City of
Baytown.
b. Section 4"Fees"of the Contract shall be amended to read as follows:
Section 4. Fees.
For and in consideration of the services to be performed by the
Foundation and compliance with the terms of this Contract and subject to the
other provisions of this section, the District agrees to pay the Foundation its
actual costs concerning the following on a reimbursement basis:
Trade Shows $7,500.00
Revolving Loan Program $17,500.00
Environmental Strategy $20,000.00
Intermodal Transportation Strategy $20,000.00
Workforce Mobility Strategy $25,000.00
Economic Development Database Update $10,000.00
Total Amount Not To Exceed $100000.00
The District shall pay the undisputed invoiced amounts within thirty (30)days of
receipt of an invoice therefor.
3. Entire Agreement. The provisions of this First Amendment and the Contract should be
read together and construed as one agreement provided that, in the event of any conflict
or inconsistency between the provisions of this First Amendment and the provisions of
the Contract,the provisions of this First Amendment shall control. Nothing contained in
this First Amendment or in the Contract shall be construed in any way to limit or to
waive the City's sovereign immunity.
4. Ambiguities. In the event of any ambiguity in any of the terms of this First Amendment,
it shall not be construed for or against any party hereto on the basis that such party did or
did not author the same.
5. Agreement Read. The parties acknowledge that they have read, understand and intend to
be bound by the terms and conditions of this First Amendment.
First Amendment to the Economic
Development Special Services Contract,Page 2
IN WITNESS WHEREOF, the parties hereto have executed this First 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 Assignment on the_day of , 2008, the date
of execution by the City Manager of the City of Baytown.
BAYTOWN MUNICIPAL DEVELOPMENT
DISTRICT
GARRISON C. BRUMBACK,General Manager
ATTEST:
KAYTHIE DARNELL, Assistant Secretary
APPROVED AS TO FORM:
IGNACIO RAMIREZ,SR.,General Counsel
BAYTOWN AREA/WEST CHAMBERS
COUNTY ECONOMIC DEVELOPMENT
FOUNDATION
(Signature)
(Printed Name)
(Title)
ATTEST:
(Signature)
(Printed Name)
(Title)
Rcobsrvl\Legal\Knren\Files\City CouncillMunicipal Developincm DistriceConttncts 2008\FirstAmendmcut2MatketingAgreement.doc
First Amendment to the Economic
Development Special Services Contract,Page 3