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HomeMy WebLinkAboutResolution No. 2010-040CITY OF THE COLONY, TEXAS 010- U RESOLUTION NO. 2010-040 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS, AUTHORIZING THE MAYOR TO EXECUTE A PROJECT AGREEMENT BETWEEN THE CITY AND THE COMMUNITY DEVELOPMENT CORPORATION FOR FINANCING AND REPAYMENT OF DEBT ASSOCIATED WITH THE CONSTRUCTION COSTS FOR HIKE AND BIKE TRAILS; AUTHORIZING THE MAYOR TO EXECUTE THE AGREEMENT; PROVIDING AN EFFECTIVE DATE WHEREAS, the City Council desires to enhance the quality of life for its residents; and, WHEREAS, the City Council desires to enter into a Project Agreement with the Community Development Corporation for repayment of debt associated with the construction costs for expanding the hike and bike trail system within the city to provide such enhancements; and, WHEREAS, the City Council has determined it to be in the city's best interest to authorize the mayor to execute said Project Agreement with the Community Development Corporation. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS: Section 1. That the City Council of the City of The Colony, Texas hereby authorizes the mayor to execute a Project Agreement with the Community Development Corporation for repayment of debt associated with expanding the hike and bike trail system in the city. Section 2. That this resolution shall take effect immediately from and after its passage. PASSED AND APPROVED by the City Council of the City of The Colony, Texas, this 4th day of May, 2010. Joe McCou , Mayor City of The Colony, Texas ATTEST: rikie Wilson, TRMC, City Secretary APPROVED AS TO FORM: ref Jeff More, City Attorney PROJECT AGREEMENT THIS PROJECT AGREEMENT (hereinafter referred to as the "Agreement") executed by and between the City of The Colony, Texas, a Texas home-rule municipality (hereinafter referred to as the "City"), and The Colony Community Development Corporation, a Texas non- profit corporation (hereinafter referred to as the "Corporation"). WHEREAS, the Corporation is a Type B economic development corporation, created pursuant to Chapter 505 of the Texas Local Government Code, as amended (hereinafter referred to as the "Act"); and WHEREAS, Section 505.152 of the Texas Local Government Code, in pertinent part, defines the term "project" to mean "land, buildings, equipment, facilities, and improvements found by the board of directors to be required or suitable for use for professional and amateur sports, including children's sports, athletic, entertainment, tourist, convention, and public park purposes and events, including stadiums, ball parks, auditoriums, amphitheaters, concert halls, parks and park facilities, open space improvements, museums, exhibition facilities, and related store, restaurant, concession, and automobile parking facilities, related area transportation facilities, and related roads, streets, and water and sewer facilities, and other related improvements that enhance any of the items described by this section"; and WHEREAS, the City Council of the City (hereinafter referred to as the "City Council") and the Board of Directors of the Corporation (hereinafter referred to as the "Board") have determined to undertake a project to construct, acquire, install and equip public park improvements, including park trails, and other public park improvements as authorized by Section 505.152 of the Texas Local Government Code, as generally described and/or depicted on ExhibitA attached hereto (hereinafter referred to as the "Project"); and WHEREAS, after due consideration of the available means to finance the costs of the Project, the benefit to the City, the Corporation and the citizens of the City of providing the Project, and the purposes for which the Corporation was created and the Sales Tax was authorized, the City and Board have further determined that the most cost effective and beneficial arrangement would be for the City to issue certificates of obligations secured in part from the City's ad valorem tax taxing authority with the understanding and agreement that the Corporation would pay the costs of such Project by remitting to the City from the receipts from the Sales Tax amounts equal to the principal of and interest on the obligations issued by the City to finance such Project costs as such principal and interest shall become due and payable; and WHEREAS, Section 501.158 of the Texas Local Government Code prohibits the provision of a direct incentive unless the Corporation enters into an Agreement with the City providing at a minimum a schedule of additional payroll or jobs to be created or retained by Corporation's investment; a schedule of capital investments to be made as consideration for any direct incentives provided by Corporation to City; and a provision specifying the terms and conditions upon which repayment must be made should City fail to meet the agreed to performance requirements specified in this Agreement; and NOW, THEREFORE, for and in consideration of the agreements contained herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Corporation and City agree as follows: SECTION 1. FINDINGS INCORPORATED. The foregoing recitals are hereby incorporated into the body of this Agreement and shall be considered part of the mutual covenants, consideration and promises that bind the parties. SECTION 2. DEFINITIONS. (a) Act. The word "Act" means Chapters 501 to 505 of the Texas Local Government Code, as amended. (b) Agreement. The word "Agreement" means this Project Agreement, together with all exhibits and schedules attached to this Project Agreement from time to time, if any. (c) City. The word "City" means the city of The Colony, Texas, a Texas home-rule municipality, whose address for the purposes of this Agreement is 6800 Main Street, The Colony, Texas 75056-1133. (d) Corporation. The word "Corporation" means The Colony Community Development Corporation, a Texas non-profit corporation, its successors and assigns, whose corporate address for the purposes of this Agreement is 6800 Main Street, The Colony, Texas 75056-1133. (e) Project. The word "Project" means the construction, acquisition, and installation of public park improvements, including park trails, and other public park improvements, as authorized by Section 505.152 of the Texas Local Government Code, and as generally described and or depicted on ExhibitA of this Agreement. SECTION 3. FINANCING OF PROJECT. The parties agree and understand the costs of the construction, acquisition, installation and equipment of the Project are to be paid from the proceeds of certificates of obligation to be issued and sold by the City under and pursuant to Subchapter C of Chapter 271, Texas Local Government Code, as amended (the Certificate of Obligation Act of 1971), in a principal amount currently anticipated to be One Million Seven Hundred Thousand and No/100 Dollars (S 1,700,000.00) (hereinafter referred to as the "Obligations") on or about March 11, 2010. Page 2 of 16 Project Agreement The Colony, Texas - The Colony Community Development Corporation 4%IZ.%'DID II:3D:(IbA!11z,.~r},~Ti~ 7..4'?•77 U,inziii,;~nrnn,~n,,r~ ,one SECTION 4. AFFIRMATIVE OBLIGATIONS. (a) The Corporation covenants and agrees to pay the costs of the Project by making substantially equal bi-annual payments to the City is amounts sufficient to pay in full the principal of and interest on the One Million Seven Hundred Thousand and No/100 Dollars ($1,700,000.00) Obligations as the same shall become due and payable, as reflected in the Debt Service Schedule, a copy of which is attached hereto as Exhibit B, and is incorporated herein for all purposes. (b) The City agrees to establish and maintain a separate account (hereinafter referred to as the "Payment Account") on the books of the City for all payments made by the Corporation in accordance with this Section. (c) Upon a firm delivery date being established for the Obligations, the City agrees to notify the Corporation of such date and confirm in writing such delivery date. Following the delivery of the Obligations, the City shall furnish the Corporation a debt retirement schedule for such Obligations, a copy of which is attached hereto as Exhibit B, and a schedule showing the bi-annual payments described in subsection (a). (d) No later than September 15 of each year, the City shall calculate the amount of investment earnings and any other amounts on deposit in the Payment Account and the monthly payments commencing on the next October 1, taking into account such investment earnings and any other amounts credited to the Payment Account, and shall provide such calculations and monthly payment schedule to the Corporation. (e) Notwithstanding the foregoing, in the event the City or the Corporation determines that the bi-annual payments in an annual period will not be sufficient to pay the debt service coming due on the Obligations in the next annual period, the remaining payments in such annual period shall be increased in amounts sufficient to provide for the payment of the debt service coming due on the Obligations in the next annual period. (f) If for any reason the Corporation does not make its payments in full on the due dates thereof, any such deficiency shall, subject to subsection (f) hereof, be made up from the next available Sales Tax revenues of the Corporation. (g) The Corporation agrees that the payments due hereunder to the City for the payment of the debt service on the Obligations will be incorporated and included in the Corporation's annual budget, as adopted or amended, and the City shall be entitled to a first claim on and right to the amounts budgeted each year for the payment of the Obligations; provided that, with the consent or approval of the City, the Corporation may issue or incur obligations secured by and payable from a superior lien on and pledge of the Sales Tax. SECTION 5. CONSTRUCTION CONTRACTS. The City, under the direction of the City's Community Services Director or designee, will Page 3 of 16 Project Agreement The Colony, Texas - The Colony Community Development Corporation 4/12%2010 11:30:06 AA1_''rn-~, r.'^. ra rr,+,aair~ ~nrn n, rn,,r~ nyi~ cause the Project to be constructed, and shall administer the construction and maintenance of the Project and the payment of the Obligations. The Corporation shall pay for all costs associated with the construction, operation or maintenance of the Project and the Obligations by making payments to the City herein contemplated from the Corporation's receipts from the Sales Tax; provided that prior to the advertisement of bids for acquisition or construction of the Project or any portion thereof, the Board or a designated representative thereof shall have the opportunity to review the design plans and specifications and make its recommendations to the City regarding such design plans and specifications. SECTION 6. PROJECT OWNERSHIP. The Project shall be owned by the City. SECTION 7. PROJECT FINANCING, CONSTRUCTION AND COMPLETION. The City agrees to proceed promptly with the issuance of the Obligations, and upon receipt of the proceeds of sale of the Obligations proceed with due diligence with the construction and completion of the Project. SECTION 8. FORCE MAJEURE. If, by reason of Force Majeure, either party hereto shall be rendered unable wholly or in part to carry out its obligations under this Agreement, then such party shall give notice and full particulars of such Force Majeure in writing to the other party within a reasonable time after occurrence of the event or cause relied upon, and the obligation of the party giving such notice, so far as it is affected by such Force Majeure, shall be suspended during the continuance of the inability then claimed, except as hereinafter provided, but for no longer period, and any such party shall endeavor to remove or overcome such inability with all reasonable dispatch. The term Force Majeure as employed herein, shall means acts of God, strikes, lockouts or outer industrial disturbances, acts of public enemy, orders of any kind of the Government of the landslides, lightening, earthquakes, fires hurricanes, storms, floods, washouts, droughts, arrests, restraint of government and people, civil disturbances, explosions, breakage or accidents to machinery, pipelines, or canals, or other causes not reasonably within the control of the party claiming such inability. It is understood and agreed that the settlement of strikes and lockouts shall be entirely within the discretion of the party having the difficulty, and that the above requirement that any Force Majeure shall be remedied with all reasonable dispatch shall not require the settlement of strikes and lockouts by acceding to the demands of the opposing party or parties when such settlement is unfavorable to it in the judgment of the party having the difficulty. It is specifically excepted and provided, however, that in no event shall any Force Majeure relieve the City of its obligation to transfer sales tax revenues to the Corporation as required under the Act. Page 4 of 16 Project Agreement The Colony, Texas - The Colony Community Development Corporation 4,72/201011:30:06AA144 i~rrrn r-e~•1~ SECTION 9. REGULATORY BODIES. This Agreement shall be subject to all valid rules, regulations, and laws applicable thereto passed or promulgated by the United States of America, the State of Texas, or any governmental body or agency having lawful jurisdiction or any authorized representative or agency of any of them. SECTION 10. MISCELLANEOUS PROVISIONS. The following miscellaneous provisions are a part of this Agreement: (a) Amendments. This Agreement, together with any related documents, constitutes the entire understanding and agreement of the parties as to the matters set forth in this Agreement. No alteration of or amendment to this Agreement shall be effective unless given in writing and signed by the party or parties sought to be charged or bound by the alteration or amendment. (b) Applicable Law and Venue. This Agreement shall be governed by and construed in accordance with the laws of the State of Texas, and all obligations of the parties created hereunder are performable in Denton County, Texas. Venue for any action arising under this Agreement shall lie in the state district courts of Denton County, Texas. (c) Assignment. This Agreement may not be assigned without the express written consent of the other party. (d) Binding Obligation. This Agreement shall become a binding obligation on the signatories upon execution by all signatories hereto. Corporation warrants and represents that the individual or individuals executing this Agreement on behalf of Corporation has full authority to execute this Agreement and bind Corporation to the same. City warrants and represents that the individual executing this Agreement on its behalf has full authority to execute this Agreement and bind it to the same. (e) Caption Headings. Caption headings in this Agreement are for convenience purposes only and are not to be used to interpret or define the provisions of the Agreement. (f) Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original and all of which shall constitute one and the same document. (g) Effective Date. The effective date (the "Effective Date") of this Agreement shall be the date of the later to execute this Agreement by Corporation and City. (h) Severability. If a court of competent jurisdiction finds any provision of this Agreement to be invalid or unenforceable as to any person or circumstance, such finding shall not render that provision invalid or unenforceable as to any other persons or circumstances. Page 5 of 16 Project Agreement The Colony, Texas - The Colony Community Development Corporation y 4,,'12,,'2010 11:30:06t3a1317 »>nrn r --13 PA 33ir6420 10 9.-4n-42 44 If feasible, any such offending provision shall be deemed to be modified to be within the limits of enforceability or validity; however, if the offending provision cannot be so modified, it shall be stricken and all other provisions of this Agreement in all other respects shall remain valid and enforceable. (i) Term. That the term of this Agreement shall be for the period during which the Obligations are Outstanding. 0) Time is of the Essence. Time is of the essence in the performance of this Agreement. [The Remainder of this Page Intentionally Left Blank] Page 6 of 16 Project Agreement The Colony, Texas - The Colony Community Development Corporation 4/12.1201011:30:O6A;1---) rn 17 z ryarzr~,~,2nr~~o.~~o.a~ am IN WITNESS WHEREOF, The Corporation and the City, acting under authority of their respective governing bodies have caused this Agreement to be duly executed in several counterparts, each of which shall constitute an original, all as of the Dn day of 2010, which is the date of this Agreement. ATTEST: 6hrift'ie Wilson, City Secretary THE COLONY COMMUNITY DEVELOPMENT CORPORATION z' on Beckel, President ATTEST: Secretary Page 7 of 16 Project Agreement The Colony, Texar - The Colony Community Development Corporation 4;'12.'?811111:.30:06A.'L1_','7n;)/1T/) r..r^.rs Un,rairi,~nrnn.,rn,,n,~_nr CITY OF THE COLONY, TEXAS EXHIBIT A Description of the Project Page 8of16 Project Agreement The Colony, Texas - The Colony Community Development Corporation nrnt~•nn.;~~ tai ¢/12,/201011:30:06AAL4~- ~`~nrn r 7.- na~sir~-2 Page 9of16 Project Agreement The Colony, Texas - The Colony Community Development Corporation 4/12'201011:30:06AAI-3 449010 x..743 r>>a36.2nrnn.4m:;r2 4,41 The Colony Austin Ranch Trait ~ City of The Colony Trail System ~ ~ Page 10 of 16 Project Agreement The Colony, Texas - The Colony Community Development Corporation 4/12/2010 11:30:06AM-31-4W01 ~'o-=':T;43 PAP-346-20 0 9.- in, 42 nAa Page II of 16 Project Agreement The Colony, Texas - The Colony Community Development Corporation 4i12,~?01011:30:U6A,tilzirta;~n~n r.,a^.~z pa,~sir,~,-~n~nn.nn.,~~ ,ray Page 12 of 16 Project Agreement The Colony, Texas - The Colony Community Development Corporation EXHIBIT B Combination Tax & Revenue Certificates of Obligation, Series 2010 $1,700,000 CDC Debt Service Schedule Page 13 of 16 Project Agreement The Colony, Texas - The Colony Community Development Corporation 4;'12/2010 11:30.'06 JM.34!~i201n r. g~. 131224134 642010 949424,W FINAL The Colon}", Terns Combination Tax & Revenue Cettifi ates of Obligation. Series 2010 S 1.7, 001-000 CDC Debt Service Schedule Fart t of 2 Bate Principal Coupon Interest Total PA Fiscal Total iJ2'7::2911 - 55,56 50 65,552,50 - C5 1_"2+317 Si 25 CI? 3C' 2011 - 93,343.75 +'"15?312 3`7 £1.35 J?-BS'; 6 1 2''12 69.00.0 Ca~'.e 32'rSLeS c' :3 i CN,C2•,1~ - - - - 134:=~.'~ r.•21' 2v I3 - - 3~ s,5a.,5 31.~SS.-> _ 03 75 ^_313 6;AP3.C!v 2.'517°r 3i.$6$ 75 5?SS 1' X31= =I,075.90 31.475 *rj L375'231 .9 5.07 S.00 C 7''.3418 =R1 iU.40 34,140,00 CS 1,".2115 C,D03.OR 1C °z 30.1OCv3rf 10.100.E0 2015 C'= 1=1015 28, OG.00 23.?40.G0 C'3 15 =i16 7C'JJC~RIM = fiCii ,z C! .C 88.70Ci.Cri C119 K" 2 09 15 t' S-vl .0 - OwI 27 300.0 3.30u.Cr - IDU C21 2018 "ASiC.Of 35.s40:CL Cz315."''915 5C_OW,N, 4.4 G 6 25,St14.4G ICa,9 0.G5 ~C24IS __..v....._.. - - _ - - 131,6' IX.3 73:2019 - - ~~~~,,vv,,~t i'I.2VLr,:J0 n~+ - Ca75'_'211 SC.wCw.i?r,' ~.OGt15r 24.204.40 104.24000 M60000 32.630.W G~ 1 _Lw~;uCN':: k_._._........_ . . ._.,+..iA~_Yb#._....___ . 1k7,630,Dj r 311- - - . . - . - 133.-;.'C+.N C_ 15 2427 20_90e,00 C+413'2?21 55.01,0100 >',.i3C{°r aMHti IC•5.~9C:ila 2022 - 1;5,3 tiaG7 12 is 2.1" _ _.._._-..-...__•-_._.-......Y. ~'3 I. ~zs7-, G"L:"4CR9.C'C' 4lJt+t1',r 11~,2Z14.4LF 1~ '~V.4{J - C3 1! N23 17,404.40 17.440.40 0375. ^'3 05:+907.1'10 40w. 1?, ?Ci40 112,440:D3 - 15 3a- 75<50C'00 I*UI IO CB75293 1K'9C!4.E10 7Gt1°,r 1 ,50.40 111, 4G149 0a 3C-242= 131,01, .0 vn.c.~ i ; ;T'nU Page 14 of 16 Project Agreement The Colony, Texas - The Colony Community Development Corporation 411/201011:30:06,4,W.3~n r.~ ,'Q rn.;» , FINAL The Colony. Texas Conih uatiou Tam Revenue Certificates of Obligation, Series 2010 51.700.000 CDC Debit Service Schedule P'art2of2 Dade Principal Coupon Interest Total P+1 Fiscal Total 0 1.'20' 13.~C 6:J0 13,540 00 C;S 15 n3,.5 lO......... 23, 117, C0; C1I12326 1:.SC4.OtY 11.510.") D31j:2025 105:403'00 H'500.40 115,~Ja.Et CI), 30 _107 x _ 1:5,No CM PAK..00 0r,m s''15'0?' 11 COJi-0 4G q,=#caw - IIP,430,00 - - C913C '2'337 _ 1:2,S00.00 C,22 15'2-22S - - 7.13010 CS 15 2028 11 S,QCrJ.C~O ; 0OV. ; 2CrC M 122,200.rk a.=v::.=0.5.........___...._.__.........._..____........_..__.____. .._._......_T_........ L~a4L~3:33 X215'_3?a 1. ? .v^0 4,90c"C0 CIS 15'23'_? 14 .40,9.1 4 WY d 4: iC' `7u I.'_=.5 7:00 C;v 1, =434 - - ..,~lri.4p 2,:40.~+C? - C115 2030 1:5.40+0,06 4.0W.b 2.100.00 327,500.W Total $1 Tt34,Ik7.tYlF x$51343_`5 $i' t61L~3 ^ - Yield Statistics Aca-L-dlctatest h n 0215'-'010 to 03"1,20110 3, i.0 1rEe 1;Iv~i~a.t `OTC t?::L i 'a~'.~ ~+Z's I cs s2 Cb t C; _ 3713573;61. BQCj 5'ie_a fiit_'kiE+aa ePt~ uses 3.Ss"u?„£C' IRS Form 8038 Net ctatas, Cass 3.0'6'14P( We z te~ AvEnzeMa4amv :2,3 65 Yam Page 15 of 16 Project Agreement The Colony, Texas - The Colony Community Development Corporation FI( AL The Colony, Texas Combination Tax k- Revenue Certificates of Obligation. Series 2010 $1,700000 ADC Debt Service Schedule Date Principal Coupon Interest Total P+I ;a K, 2011 MS.3t3. i 95.34?."5 09 3~ 7012 M.M3.00 C,D K2013 ff'O W 2.15 Cr. ,93'.Sr2 1 is 93?.5 J - k.GJGM 3.~t~g'¢ IBS .SO.+J 1..:_1s~J.CwJ N312015 _pM0,00 4.001; . ~+:12t1p.C+it 33~J.kC~J.VJ 09 30;2015 710,M3o.C£ti 57,44J0;6p 327.4COX-3 093x,2017 75;W.00 G.OGQ°: 54,600,00 229.600M D4 02716 MOGM =.0C+1'-': 51'WH i3l,5Mr.C*J rri K 2019 _ Sta.M)GM -1.000% 4S.400M 129.400X-3 in? x,202 SS:C•}O:G 4.OC+J°. 45,IM.M) 730.-, 7.FJ.. 09 Z"21 6}:OOG.C~J -.000% 4 ,1120,00 1-5.50+3.M rt' ,G;'-023 95'DOD'Ort 4.ODY. 34.9vC1O1 129200M N'3 102= .D0,M3C.00 4.UC'-i . y- 31+30.Or_I 331FICICICID W-_U ~a2 :DFI. .L17 r 'o.d7~ .y _ 1 (.J•4.1.~.1.1 _ ___._l. 5. C9 "&21325 05,00 .C!: 4.pO1'. ,3,03O:.ti1 1 6!1CG.C1 to3;,n??' i1O;c•3E.4 ,OCt : 15,~]O.C"3 12s,SCOM C9 C: J<S 115.0w.00 pCG°; 14;400.00 1 ,4 J.MJ 00 3c 2024 i2o'NX-;GJ 4. W, 9,5O0.00 1 9,S£~.C{ ~ ra 3G 253 :2a,MlC. +1 ppP. _ fiJp.GO 130.000.0 Total Si;7oo;Q?J4_oo - $91,3937 52,:1.333.73 Yield Statistics Ner. 4t i; , 3 1 s'J? Fro Page 16 of 16 Project Agreement The Colony, Texas - The Colony Community Development Corporation 4,112;'20/011:30:06AA9--J,'" rn ~.a^-~a na;~~irF%2n~nr~_~n- ,r,'