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R98-78 12-14-98 RESOLUTION NO. R98-78 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PEARLAND, TEXAS,AUTHORIZING THE CITY MANAGER OR HIS DESIGNEE TO ENTER INTO INTERLOCAL AGREEMENTS WITH BRAZORIA COUNTY, FORT BEND COUNTY, BRAZORIA DRAINAGE DISTRICT NO. 4, FORT BEND INDEPENDENT SCHOOL DISTRICT, ALVIN INDEPENDENT SCHOOL DISTRICT, AND ALVIN COMMUNITY COLLEGE, TO COOPERATE IN ESTABLISHING CONDITIONS FOR PARTICIPATION IN TAX INCREMENT REINVESTMENT ZONE NO. 2 WITHIN THE CORPORATE CITY LIMITS OF PEARLAND. BE IT HEREBY RESOLVED BY THE CITY COUNCIL OF THE CITY OF PEARLAND, TEXAS: Section 1. That certain interlocal agreements by and between the City of Pearland. and Brazoria County, Fort Bend County, Brazoria Drainage District•No. 4; Fort Bend' Independent School District, Alvin Independent School District, and Alvin Community College, copies of which are attached hereto as Exhibits "A", "B", "C", "D", "E", and "F", and made a part hereof for all purposes, are hereby authorized and approved. Section 2. That the City Manager or his designee is hereby authorized to execute • and the City Secretary to attest the originals of the attached agreements for and on behalf of the City of Pearland, to cooperate with the aforementioned entities in establishing conditions for participation in Tax Increment Reinvestment Zone No. 2 within • the corporate city limits of Pearland. +k I PASSED, APPROVED and ADOPTED this the J a day of Detum b.e,r . , A.D., 1998. /-2 TOM REID MAYOR • -RESOLUTION NO. R98-78 ATTEST: efbn difUNG FI Y RETARY APPROVED AS TO FORM: Ocivi,-LA.- - DARRIN M. COKER CITY ATTORNEY • I I . I { 2 Exhibit "A" THE STATE OF TEXAS § § COUNTIES OF FORT BEND, § BRAZORIA AND HARRIS § INTERLOCAL AGREEMENT I. PARTIES A. Address THIS INTERLOCAL AGREEMENT ("Agreement") is made by and between the CITY OF PEARLAND,TEXAS("City"),a municipal corporation and home-rule city of the State of Texas principall, situated in the Counties of Fort Bend, Brazoria,and Harris,acting by and through its governing body,the City Council;BRAZORIA COUNTY("County"),located at The Brazoria County Court House, 111 Locus, Angleton,Texas 77515 and the REINVESTMENT ZONE NUMBER TWO,CITY OF PEARLAND,TEXAS (the"Reinvestment Zone"),a reinvestment zone created by the City of Pearland pursuant to Chapter 311 of the Texas Tax Code, acting by and through its Board of Directors. This Agreement is made pursuant to Chapter 791 of the Texas Government Code and Section 311.013 of the Texas Tax Code. The initial addresses of the parties, which one party may change by giving written notice of its changed address to the other parties, are as follows: City County The Reinvestment Zone City Manager Brazoria County The Reinvestment Zone or Designee Attention County Judge Attention President City of Pearland, Texas Brazoria County Court House do City of Pearland, Texas 3519 Liberty Drive 111 Locust 3519 Liberty Drive Pearland, Texas 77581 Angleton, Texas 77515 Pearland, Texas 77581 F:ITL 1532\SHADCRKZONE\INTERLOC.BRA C i B. Index The City,the County and the Reinvestment Zone hereby agree to the terms and conditions of this Agreement. This Agreement consists of the following sections: Section Description Page Parties 1 II. Definitions 5 III. Background 6 IV. Obligations of the County 6 V. Obligations of City and the Reinvestment Zone 8 VI. Term and Termination 8 VII. Miscellaneous 9 Exhibit"A"— City of Pearland Ordinance No. C. Parts Incorporated All of the above described sections and documents are hereby incorporated into this Agreement by this reference for all purposes. F:\TL1532\SHADCRK\7.ONE\INTERLOC.BRA -G- tall) IN WITNESS HEREOF, the City, the County and the Reinvestment Zone have made and executed this Agreement in multiple copies, each of which is an original. CITY OF PEARLAND, TEXAS, BRAZORIA COUNTY a home rule municipality County Judge Date City Mayor Date ATTEST: Commissioner Date City Secretary Date Commissioner Date (SEAL) COUNTERSIGNED: Commissioner Date City Manager Date Commissioner Date APPROVED AS TO FORM: APPROVED AS TO FORM: City Attorney Date Attorney Date F:\TLI532\SHADCRK\ZONE\INTERLOC.BRA -3- REINVESTMENT ZONE NUMBER TWO, CITY OF PEARLAND, TEXAS By: Date Title: Chairman, Board of Directors ATTEST/SEAL: By: Date Title: Secretary, Board of Directors [The remainder of this page is intentionally left blank.] FATLI532\SHADCRK\ZONEUNTERLOC.BRA -4- (fislh (ill) II. DEFINITIONS As used in this Agreement, the following terms shall have the meanings set out below: "Administrative Costs" means the costs of organizing the Reinvestment Zone, the costs of operating the Reinvestment Zone and the imputed administrative costs associated with the Reinvestment Zone incurred by the City in connection with the implementation of the project plan. "Agreement"means this agreement between the City,the County and the Reinvestment Zone. "Agreement Term" is defined in Section VI. "Captured Appraised Value" means the captured appraised value of the Reinvestment Zone as defined by Chapter 311, Texas Tax Code. "City" is defined in Section I of this Agreement and includes its successors and assigns. "Countersignature Date"means that date shown as the date countersigned by the City Manager on the signature page of this Agreement. "The County" is defined in Section I of this Agreement and includes its successors and assigns. "The County Tax Increment Participation" means the amount of the County tax levy on t e Captured Appraised Value which the County agrees to contribute to the Reinvestment Zone pursuant o Subsections A and B of Section IV of this Agreement. "Project Plan"means the project plan and reinvestment zone financing plan for the Reinvestment Zone adopted by the board of directors of the Reinvestment Zone and approved by the City Council of the City. "Reinvestment Zone"means Reinvestment Zone Number Two, City of Pearland, Texas created by the City on , by Ordinance No. , attached as Exhibit"A," and includes its successors and assigns. "Tax Increment Fund" means the tax increment fund created by the City in the City Treasury for the Reinvestment Zone. F:\TL15321SHADCRK\ZONF\INTERLOC.BRA -5- t ' n Otherwise, the terms used herein shall have the meanings ascribed to them in Chapter 311, Texas Tax Code, as applicable. III. BACKGROUND By Ordinance No. ,adopted ,the City created the Reinvestment Zone for the purposes of development and redevelopment in the area of the Reinvestment Zone. The City will deposit tax increments produced in the Reinvestment Zone in the Tax Increment Fund. The . County desires to participate in the Reinvestment Zone in consideration for the agreements set forth below. IV. OBLIGATIONS OF THE COUNTY A. Tax Increment Participation by the County For and in consideration of the agreements of the parties set forth herein, and subject to th remaining subsections of this section, the County agrees to participate in the Reinvestment Zone b, contributing the below listed amounts of the tax increment produced in the Reinvestment Zone attributable to the County to the Tax Increment Fund during the term of this Agreement(the"County Tax Increment Participation"). (1) The amount in the years 1999 through 2008 is the amount of taxes collected by the County in each of such years at a County tax rate of$0.3575 per$100 valuation on the Captured Appraised Value. If the County tax rate is less than $0.3575 during such period, then the County Tax Increme t Participation is the total amount of taxes collected by the County at the actual tax rate of the County n the Captured Appraised Value. Taxes collected during such period by result of a County tax levy at a tax rate greater than $0.3575 shall be retained by the County. (2) The amount in years 2009 through 2018 is the amount of taxes collected by the County in each of such years at a rate of$0.268125 per$100 valuation on the Captured Appraised Value. If the County tax rate is less than$0.268125 for such year,then the County Tax Increment Participation in such F:\TLI5321SHADCRKIZONE\INTERLOC.BRA -6- Cill (gill ) year is the total amount of taxes collected by the County at the actual tax rate of the County on the Captured Appraised Value. Taxes collected by result of a County tax levy at a tax rate greater than $0.268125 shall be retained by the County. (3) The amount in years 2019 through 2028 is the amount of taxes collected by the County in each of such years at a rate of$0.178750 per$100 valuation on the Captured Appraised Value. If the County tax rate is less than$0.178750 for such year,then the County Tax Increment Participation in such year is the total amount of taxes collected by the County at the actual tax rate of the County on the Captured Appraised Value. Taxes collected by result of a County tax levy at a tax rate greater than $0.178750 shall be retained by the County. The County's Tax Increment Participation and obligation to participate in the Reinvestment Zon shall be restricted to its tax increment collected on the Captured Appraised Value in the Reinvestment Zone in the amounts shown above. The County shall not be obligated to pay its County Tax Increment Participation from other County taxes or revenues or until the County Tax Increment Participation in the Reinvestment Zone is actually collected. The obligation to pay the County Tax Increment Participation shall accrue as taxes representing the County tax increment are collected and payment shall be due on the first day of each calendar quarter. B. Expansion of the Investment Zone The obligation of the County to participate in the Reinvestment Zone is limited to the area described in Exhibit"A"attached hereto. The County's participation shall not extend to the tax increment on any additional property added to the Reinvestment Zone by the City unless the County approves the participation. C. Board of Directors As a participating taxing unit,the County shall have the right to appoint one (1) member on the Reinvestment Zone Board of Directors. Failure of the County to appoint a person to the Board of F:\TL1532\SHADCRK\ZONEUNCERLOC.BRA -7- Directors of the Reinvestment Zone by March 1, 1999,shall be deemed a waiver of the County's right to make an appointment by a later date. V. OBLIGATIONS OF CITY AND THE REINVESTMENT ZONE A. Copy of the Project Plan A copy of the Reinvestment Zone Project Plan and any amendments thereto shall be provides to the County before any such plan is finally approved by the Reinvestment Zone. B. Operation of Libraries The City and the Reinvestment Zone agree that a public library will not be constructed in the Reinvestment Zone in the first ten years of this agreement, unless the County consents to th construction of such library. C. Disannexation Once Reinvestment Zone bonds have been sold,the City agrees that it will never disannex any property within the Reinvestment Zone. D. Responsibility for Reinvestment Zone Debt The City and the Reinvestment Zone agree that the County is not liable for the debt of tl-e Reinvestment Zone. E. Development in Accordance with the Planned Unit Development The City agrees that all development within the Reinvestment Zone will be in accordance with tI'e Planned Unit Development. The City will enforce the requirements of the Planned Unit Development on all development within the Reinvestment Zone. VI. TERM AND TERMINATION A. Agreement Term This Agreement shall become effective as of the date of the final signature hereto, and shall remain in effect until thirty(30)years later. The first payment of the County Tax Increment Participation F:1TLI532\SHADCRIC\ZONEIINI'ERLOC.BRA -8- shall be for those taxes levied by the County in the year 1999 and the last payment by the County under this Agreement is for those taxes levied by the County in the year 2028. B. Early Termination The City shall not adopt an ordinance terminating the Reinvestment Zone earlier than the duration of the Zone established in Ordinance No. ,without the prior consent of the County, provided that the Reinvestment Zone may otherwise terminate by operation of law. C. Disposition of Tax Increments Upon termination of the Reinvestment Zone, if all public improvements in the Project Plan have been constructed and financed and if all Reinvestment Zone debt is paid in full, the City and the Reinvestment Zone shall pay to the County all monies remaining in the Tax Increment Fund that ar- attributable to the County Tax Increment Participation. VII. MISCELLANEOUS A. Severability In the event any term, covenant or condition herein contained shall be held to be invalid by arjy court of competent jurisdiction,such invalidity shall not affect any other term,covenant or condition herein contained, provided that such invalidity does not materially prejudice either the County, the City or tl e Reinvestment Zone in their respective rights and obligations contained in the valid terms, covenants or c conditions hereof. In the event any term, covenant or condition shall be held invalid and affects in any manner the limitations on the County's contributions or participation, then this Agreement shall be void as to tI e County and the County shall have no liability for any incremental or other payments as may otherwise be provided for in this Agreement. F:\TL1532\SHADCRK\ZONEUNTERLOC.BRA -9- B. Entire Agreement This Agreement merges the prior negotiations and understandings of the parties hereto and embodies the entire agreement of the parties, and there are no other agreements, assurances, conditions, covenants(express or implied)or other terms with respect to the covenants,whether written or verbal, antecedent or contemporaneous, with the execution hereof. C. Written Amendment Unless otherwise provided herein,this Agreement may be amended only by written instrument duly executed on behalf of each party. D. Notices All notices required or permitted hereunder shall be in writing and shall be deemed deliverei when actually received or, if earlier, on the third (3rd) 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 prescribed in Section I of this Agreement or i t such other address as the receiving party may have theretofore prescribed by notice to the sending party. E. Non=Waiver Failure of any party hereto to insist on the strict performance of any of the agreements herein or to exercise any rights or remedies accruing hereunder upon default or failure of performance 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 exercise any right or remedy occurring as a result of any future default or failure of performance. F. Assignment No party shall assign this Agreement at law or otherwise without the prior written consent of the other parties. F:\TLI532\SHADCRK\ZONE\INTERLOC_BRA -10- No party shall delegate any portion of its performance under this Agreement without the written consent of the other parties. G. Successors This Agreement shall bind and benefit the parties and their legal successors. This Agreemen- does not create any personal liability on the part of any officer or agent of the City or of any trustee, officer, agent or employee of the County. H. No Waiver of Immunity No party hereto waives or relinquishes any immunity or defense on behalf of itself, its trustees, officers, employees, and agents as a result of its execution of this Agreement and performance of the covenants contained herein. F:\TL1532 SHADCRK\ZONE\INiERLOC.BRA -1 1- Exhibit "B" THE STATE OF TEXAS § COUNTIES OF FORT BEND, § BRAZORIA AND HARRIS § INTERLOCAL AGREEMENT I. PARTIES A. Address THIS INTERLOCAL AGREEMENT ("Agreement") is made by and between the CITY OF PEARLAND,TEXAS("City"),a municipal corporation and home-rule city of the State of Texas principally situated in the Counties of Fort Bend, Brazoria,and Harris,acting by and through its governing body,the City Council; FORT BEND COUNTY("County"), located at 301 Jackson, Suite 719, Richmond, Texas 77469; and the REINVESTMENT ZONE NUMBER TWO, CITY OF PEARLAND, TEXAS (the `Reinvestment Zone"), a reinvestment zone created by the City of Pearland pursuant to Chapter 311 of the Texas Tax Code, acting by and through its Board of Directors. This Agreement is made pursuant t Chapter 791 of the Texas Government Code and Section 311.013 of the Texas Tax Code. The initial addresses of the parties,which one party may change by giving written notice of its changed address to the other parties, are as follows: City County The Reinvestment Zone City Manager Fort Bend County Reinvestment Zone Number or Designee Attention County Judge Two, City of Pearland, Texas City of Pearland, Texas 301 Jackson Street, Suite 719 Attention: Chairman 3519 Liberty Drive Richmond, Texas 77469 do City of Pearland, Texas Pearland, Texas 77581 3519 Liberty Drive Pearland, Texas 77581 • F:\TL 1532\SHADCRK\ZONE\INTERLOC.FBC B. Index The City,the County and the Reinvestment Zone hereby agree to the terms and conditions of this Agreement. This Agreement consists of the following sections: Section/Description Page I. PARTIES 1 II. DEFINITIONS 5 III. BACKGROUND 6 IV. OBLIGATIONS OF THE COUNTY 6 V. OBLIGATIONS OF CITY AND THE REINVESTMENT ZONE 8 VI. TERM AND TERMINATION 8 VII. MISCELLANEOUS 9 • Exhibit"A"— City of Pearland Ordinance No. C. Parts Incorporated All of the above described sections and documents are hereby incorporated into this Agreement by this reference for all purposes. • F:\TL1532\SHADCRK\ZONEUNfERLOC.FBC -2- IN WITNESS HEREOF, the City, the County and the Reinvestment Zone have made and executed this Agreement in multiple copies, each of which is an original. CITY OF PEARLAND, TEXAS, FORT BEND COUNTY a home rule municipality County Judge Date City Mayor Date ATTEST: Commissioner Date City Secretary Date Commissioner Date (SEAL) COUNTERSIGNED: Commissioner Date City Manager Date Commissioner Date APPROVED AS TO FORM: APPROVED AS TO FORM: City Attorney Date Attorney Date • -3- F:\TLI532\SHADCRK\ZONEUNTERLOC.FBC REINVESTMENT ZONE NUMBER TWO, CITY OF PEARLAND, TEXAS By: Date Title: Chairman, Board of Directors ATTEST/SEAL: By: Date Title: Secretary, Board of Directors [The remainder of this page is intentionally left blank.] F:\TLI5321SHADCRK\ZONE\IMERLOC.FBC -4- II. DEFINITIONS As used in this Agreement, the following terms shall have the meanings set out below: "Administrative Costs" means the costs of organizing the Reinvestment Zone, the costs imputedof operating the Reinvestment Zone and the administrative costs associated with the Reinvestment Zone incurred by the City in connection with the implementation of the project plan. "Agreement"means this agreement between the City,the County and the Reinvestment Zone. "Agreement Term" is defined in Section VI. "Captured Appraised Value" means the captured appraised value of the Reinvestment Zone as defined by Chapter 311, Texas Tax Code. "City" is defined in Section I of this Agreement and includes its successors and assigns. "Countersignature Date"means that date shown as the date countersigned by the City Manage on the signature page of this Agreement. The"County"is defined in Section I of this Agreement and includes its successors and assign . The "County Tax Increment Participation" means the amount of the County tax levy on th Captured Appraised Value which the County agrees to contribute to the Reinvestment Zone pursuant to Subsections A and B of Section IV of this Agreement. "Project Plan"means the project plan and reinvestment zone financing plan for the Reinvestment Zone adopted by the board of directors of the Reinvestment Zone and approved by the City Council of the City. "Reinvestment Zone"means Reinvestment Zone Number Two, City of Pearland,Texas created by the City on , by Ordinance No. , attached as Exhibit"A," and includes its successors and assigns. "Tax Increment Fund" means the tax increment fund created by the City in the City Treasury for the Reinvestment Zone. F:\TL 1532\SHADCRK\ZONE\INTERLOC.FBC -5- Otherwise, the terms used herein shall have the meanings ascribed to them in Chapter 311, Texas Tax Code, as applicable. III. BACKGROUND By Ordinance No. ,adopted ,the City created the Reinvestmen Zone for the purposes of development and redevelopment in the area of the Reinvestment Zone. Th- City will deposit tax increments produced in the Reinvestment Zone in the Tax Increment Fund. Th- County desires to participate in the Reinvestment Zone in consideration for the agreements set fort below. The County received written notice from the City of the City's intent to establish the Reinvestmen Zone. Such notice was received more than sixty(60)days before the public hearing on the creation of the Reinvestment Zone and conforms in all respects to the requests of§311.003 of the Texas Tax Cod-. IV. OBLIGATIONS OF THE COUNTY A. Tax Increment Participation by the County For and in consideration of the agreements of the parties set forth herein, and subject to th- remaining subsections of this section, the County agrees to participate in the Reinvestment Zone b contributing the below listed amounts of the tax increment produced in the Reinvestment Zon- attributable to the County to the Tax Increment Fund during the term of this Agreement(the"County Ta Increment Participation"). (1) The amount in the years 1999 through 2008 is the amount of taxes collected by the County in each of such years at a County tax rate of$0.624100 per$100 valuation on the Captured Appraised Value. If the County tax rate is less than$0.624100 during such period,then the County Tax Increment Participation is the total amount of taxes collected by the County at the actual tax rate of the County on the Captured Appraised Value. Taxes collected during such period by result of a County tax levy at a tax rate greater than $0.624100 shall be retained by the County. F:\TLI532\SHADCRK\ZONE\INTERLOC.FBC -6- (2) The amount in years 2009 through 2018 is the amount of taxes collected by the County in each of such years at a rate of$0.468075 per$100 valuation on the Captured Appraised Value. If the County tax rate is less than$0.468075 for such year,then the County Tax Increment Participation in such year is the total amount of taxes collected by the County at the actual tax rate of the County on the Captured Appraised Value. Taxes collected by result of a County tax levy at a tax rate greater than $0.468075 shall be retained by the County. (3) The amount in years 2019 through 2028 is the amount of taxes collected by the County in each of such years at a rate of$0.312050 per$100 valuation on the Captured Appraised Value. If the County tax rate is less than$0.312050 for such year,then the County Tax Increment Participation in such year is the total amount of taxes collected by the County at the actual tax rate of the County on th Captured Appraised Value. Taxes collected by result of a County tax levy at a tax rate greater than $0.312050 shall be retained by the County. The County's Tax Increment Participation and obligation to participate in the Reinvestment Zon shall be restricted to its tax increment collected on the Captured Appraised Value in the Reinvestme t Zone in the amounts shown above. The County shall not be obligated to pay its County Tax Increment Participation from other County taxes or revenues or until the County Tax Increment Participation in th� Reinvestment Zone is actually collected. The obligation to pay the County Tax Increment ParticipatioL shall accrue as taxes representing the County tax increment are collected and payment shall be due on the first day of each calendar quarter. B. Expansion of the Investment Zone The obligation of the County to participate in the Reinvestment Zone is limited to the aia described in Exhibit"A"attached hereto. The County's participation shall not extend to the tax increment on any additional property added to the Reinvestment Zone by the City unless the County approves the participation. F:1TLI532\SHADCRK\ZONEIINTERLOC.FBC -7- ' 1 C. Board of Directors As a participating taxing unit,the County shall have the right to appoint one (1) member on the Reinvestment Zone Board of Directors. Failure of the County to appoint a person to the Board of Directors of the Reinvestment Zone by March 1, 1999,shall be deemed a waiver of the County's right to make an appointment by a later date. V. OBLIGATIONS OF CITY AND THE REINVESTMENT ZONE A copy of the Reinvestment Zone Project Plan and any amendments thereto shall be provided to the County before any such plan is finally approved by the Reinvestment Zone. VI. TERM AND TERMINATION A. Agreement Term This Agreement shall become effective as of the date of the final signature hereto, and shall remain in effect until thirty(30)years later. The first payment of the County Tax Increment Participation shall be for those taxes levied by the County in the year 1999 and the last payment by the County under this Agreement is for those taxes levied by the County in the year 2028. B. Early Termination The City shall not adopt an ordinance terminating the Reinvestment Zone earlier than the duration of the Zone established in Ordinance No. ,without the prior consent of the County, provided that the Reinvestment Zone may otherwise terminate by operation of law. C. Disposition of Tax Increments Upon termination of the Reinvestment Zone, if all public improvements in the Project Plan ha e been constructed and financed and if all Reinvestment Zone debt is paid in full, the City and t e Reinvestment Zone shall pay to the County all monies remaining in the Tax Increment Fund that a e attributable to the County Tax Increment Participation. F:\TLI532\SHADCRK\ZONE\INTERLOC.FBC -8- VII. MISCELLANEOUS A. Severability In the event any term, covenant or condition herein contained shall be held to be invalid by any court of competent jurisdiction,such invalidity shall not affect any other term,covenant or condition herein contained, provided that such invalidity does not materially prejudice either the County, the City or the Reinvestment Zone in their respective rights and obligations contained in the valid terms, covenants o conditions hereof. In the event any term, covenant or condition shall be held invalid and affects in any manner the limitations on the County's contributions or participation, then this Agreement shall be void as to the County and the County shall have no liability for any incremental or other payments as may otherwise b provided for in this Agreement. B. Entire Agreement This Agreement merges the prior negotiations and understandings of the parties hereto an embodies the entire agreement of the parties, and there are no other agreements, assurances, conditions,covenants(express or implied)or other terms with respect to the covenants,whether written or verbal, antecedent or contemporaneous,with the execution hereof. C. Written Amendment Unless otherwise provided herein,this Agreement may be amended only by written instrument duly executed on behalf of each party. D. 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 (3rd) 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 prescribed in Section I of this Agreement or at such other address as the receiving party may have theretofore prescribed by notice to the sending party. F:\TL I S32\SHADCRKVONE\INTERLOC.FBC -9- E. Non-Waiver Failure of any party hereto to insist on the strict performance of any of the agreements herein or to exercise any rights or remedies accruing hereunder upon default or failure of performance shall not be considered a waiver of the right to insist on, and to enforce by any appropriate remedy, stric compliance with any other obligation hereunder or to exercise any right or remedy occurring as a resul of any future default or failure of performance. F. Assignment No party shall assign this Agreement at law or otherwise without the prior written consent of the other parties. No party shall delegate any portion of its performance under this Agreement without the written consent of the other parties. G. Successors This Agreement shall bind and benefit the parties and their legal successors. This Agreemert does not create any personal liability on the part of any officer or agent of the City or of any trustee, officer, agent or employee of the County. H. No Waiver of Immunity No party hereto waives or relinquishes any immunity or defense on behalf of itself, its trustees, officers, employees, and agents as a result of its execution of this Agreement and performance of the covenants contained herein. F:\TL 1532\SHADCRK\ZONE\INTERLOC.FBC -10- Exhibit "C" THE STATE OF TEXAS § COUNTIES OF FORT BEND, § BRAZORIA AND HARRIS § INTERLOCAL AGREEMENT I. PARTIES A. Address THIS INTERLOCAL AGREEMENT ("Agreement") is made by and between the CITY OF PEARLAND,TEXAS("City"),a municipal corporation and home-rule city of the State of Texas principally situated in the Counties of Fort Bend, Brazoria, and Harris, acting by and through its governing body,the City Council; BRAZORIA DRAINAGE DISTRICT NO.4 (the"District"), located at 4805 W. BroadwaJ, Pearland, Texas 77581; and the REINVESTMENT ZONE NUMBER TWO, CITY OF PEARLAND, TEXAS (the "Reinvestment Zone"), a reinvestment zone created by the City of Pearland pursuant toi) Chapter 311 of the Texas Tax Code, acting by and through its Board of Directors. This Agreement is made pursuant to Chapter 791 of the Texas Government Code and Section 311.013 of the Texas Tax Code. The initial addresses of the parties, which one party may change by giving written notice of its changed address to the other parties, are as follows: City The District The Reinvestment Zone City Manager Brazoria Drainage District Reinvestment Zone Number or Designee No. 4 Two, City of Pearland, Texas City of Pearland, Texas Attention: Director Attention: Chairman 3519 Liberty Drive 4805 W. Broadway do City of Pearland, Texas Pearland, Texas 77581 Pearland, Texas 77581 3519 Liberty Drive Pearland, Texas 77581 City District Reinvestment Zone F:\T L 1532\S HAD C R K\ZO N EII NTE R-B C.D D4 B. Index The City,the District and the Reinvestment Zone hereby agree to the terms and conditions of this Agreement. This Agreement consists of the following sections: Section Description Page Parties 1 II. Definitions 5 III. Background 6 IV. Obligations of the District 6 V. Obligations of City and the Reinvestment Zone 8 . VI. Term and Termination 8 • VII. Miscellaneous 9 Exhibit"A"— City of Pearland Ordinance No. C. Parts Incorporated All of the above described sections and documents are hereby incorporated into this Agreement by this reference for all purposes. City District Reinvestment Zone '2- F:1TL15321SHADCRKIZONEIINTER-BC.D04 1 IN WITNESS HEREOF, the City, the District and the Reinvestment Zone have made and executed this Agreement in multiple copies, each of which is an original. CITY OF PEARLAND, TEXAS, BRAZORIA DRAINAGE DISTRICT NO. 4 a home rule municipality Chairman, Board of Directors Date City Mayor Date ATTEST: Secretary, Board of Directors Date City Secretary Date Member, Board of Directors Date (SEAL) APPROVED AS TO FORM: COUNTERSIGNED: Attorney Date City Manager Date APPROVED AS TO FORM: City Attorney Date -3 F:\TL1532\SHADCRK\ZONEUNTER-BC.DD4 REINVESTMENT ZONE NUMBER TWO, CITY OF PEARLAND, TEXAS By: Date Title: Chairman, Board of Directors ATTEST/SEAL: • By: Date Title: Secretary, Board of Directors [The remainder of this page is intentionally left blank.] F:\TLI532\SHADCRK\ZONE\INTER-BC.DD4 -4- II. DEFINITIONS As used in this Agreement, the following terms shall have the meanings set out below: "Administrative Costs" means the costs of organizing the Reinvestment Zone, the costs of operating the Reinvestment Zone and the imputed administrative costs associated with the Reinvestment Zone incurred by the City in connection with the implementation of the project plan. "Agreement"means this agreement between the City, the District and the Reinvestment Zone. "Agreement Term" is defined in Section VI. "Captured Appraised Value" means the captured appraised value of the Reinvestment Zone as defined by Chapter 311, Texas Tax Code. "City" is defined in Section I of this Agreement and includes its successors and assigns. "Countersignature Date"means that date shown as the date countersigned by the City Manager on the signature page of this Agreement. "The District"is defined in Section I of this Agreement and includes its successors and assign . "The District Tax Increment Participation" means the amount of the District tax levy on th Captured Appraised Value which the District agrees to contribute to the Reinvestment Zone pursuant t Subsections A and B of Section IV of this Agreement. "Project Plan"means the project plan and reinvestment zone financing plan for the Reinvestment Zone adopted by the board of directors of the Reinvestment Zone and approved by the City Council f the City. "Reinvestment Zone"means Reinvestment Zone Number Two, City of Pearland,Texas created by the City on , by Ordinance No. , attached as Exhibit"A," and includ s its successors and assigns. "Tax Increment Fund" means the tax increment fund created by the City in the City Treasury for the Reinvestment Zone. City District Reinvestment Zone F:\TL1532\SHADCRKIZONE\INTER-BC.DD4 -5- Otherwise, the terms used herein shall have the meanings ascribed to them in Chapter 311, Texas Tax Code, as applicable. III. BACKGROUND By Ordinance No. ,adopted ,the City created the Reinvestment Zone for the purposes of development and redevelopment in the area of the Reinvestment Zone. The City will deposit tax increments produced in the Reinvestment Zone in the Tax Increment Fund. The District desires to participate in the Reinvestment Zone in consideration.for the agreements set fortl below. The District received written notice from the City of the City's intent to establish the Reinvestment Zone. Such notice was received more than sixty(60)days before the public hearing on the creation of the Reinvestment Zone and conforms in all respects to the requirements of§311.003 of the Texas Tax Code. IV. OBLIGATIONS OF THE DISTRICT A. Tax Increment Participation by the District For and in consideration of the agreements of the parties set forth herein, and subject to the remaining subsections of this section, the District agrees to participate in the Reinvestment Zon , contributing the below listed amounts of the tax increment produced in the Reinvestment Zone attributable to the District to the Tax Increment Fund during the term of this Agreement(the"District T x Increment Participation") The amount to be contributed by the District is the amount of taxes collected by the District ear year during the term of this Agreement at a rate of$0.070720 per $100 valuation on the Captured • City District Reinvestment Zone F:\TL1532\SHADCRKIZONE\INTER-BC.DD4 -6- Appraised Value. If the District tax rate is less than $0.070720, then the District Tax Increment Participation is the total amount of taxes collected by the District at the actual tax rate of the District on the Captured Appraised Value. Taxes collected by result of a District tax levy at a tax rate greater than $0.070720 shall be retained by the District. The District's Tax Increment Participation and obligation to participate in the Reinvestment Zone shall be restricted to its tax increment collected on the Captured Appraised Value in the Reinvestment Zone in the amount shown above. The District shall not be obligated to pay its District Tax lncremen Participation from other District taxes or revenues or until the District Tax Increment Participation in the Reinvestment Zone is actually collected. The obligation to pay the District Tax Increment Participatio shall accrue as taxes representing the District tax increment are collected by the District and paymen shall be due on the first day of each calendar quarter. The City and the Reinvestment Zone agree that no interest or penalty will be charged to the District. B. Expansion of the Investment Zone The obligation of the District to participate in the Reinvestment Zone is limited to the areT described in Exhibit"A"attached hereto. The Districts participation shall not extend to the tax increment on any additional property added to the Reinvestment Zone by the City unless the District approves the participation. C. Board of Directors The District will designate, by resolution,an individual to serve on the Reinvestment Zone Boar of Directors. No member of the Board of Directors of the District is eligible to serve on the Board f Directors of the Reinvestment Zone. Provided that the individual so designated is eligible for service of the Reinvestment Zone Board of Directors, the City will appoint that individual as a member of the Reinvestment Zone Board of Directors. City District Reinvestment Zone F:\TL15321SHADCRICZONE\INTER-BC.DD4 -/- V. OBLIGATIONS OF CITY AND THE REINVESTMENT ZONE A. Copy of Project Plan A copy of the Reinvestment Zone Project Plan and any amendments thereto shall be provided to the District before any such plan is finally approved. B. Approval of Drainage Plans The Reinvestment Zone and the City agree that all drainage facilities within the Reinvestment Zone shall be designed in accordance with the drainage standards of the District, provided however that the District may not require any drainage or detention facilities that conflict with the Planned Uni Development land plan. The Reinvestment Zone and the City agree that the District will review and approve all drainage plans for property within the Reinvestment Zone,even though such property is withi the city limits of the City of Pearland, and such approval is not to be unreasonably withheld, conditione or delayed. The City hereby to delegates the District the authority to approve all drainage easement within the boundaries of the Reinvestment Zone and to approve all drainage plans for property within the Reinvestment Zone. The District will have signature approval on the face of all subdivision plats within the Reinvestment Zone. • VI. TERM AND TERMINATION A. Agreement Term This Agreement shall become effective as of the date of the final signature hereto, and sha I remain in effect until thirty(30)years later. The first payment of the District Tax Increment Participation shall be for those taxes levied by the District in the year 1999 and the last payment by the District under this Agreement is for those taxes levied by the District in the year 2028. City District Reinvestment Zone F:\TL1532\SHADCRK\ZONE\INTER-BC.DD4 -8- B. Early Termination The City shall not adopt an ordinance terminating the Reinvestment Zone earlier than the duratiorl of the Zone established in Ordinance No. ,without the prior consent of the District, provided that the Reinvestment Zone may otherwise terminate by operation of law. C. Disposition of Tax Increments Upon termination of the Reinvestment Zone, if all public improvements in the Project Plan have been constructed and financed and if all Reinvestment Zone debt is paid in full, the City and the Reinvestment Zone shall pay to the District all monies remaining in the Tax Increment Fund that ar attributable to the District Tax Increment Participation. VII. MISCELLANEOUS A. Severability In the event any term, covenant or condition herein contained shall be held to be invalid by any court of competent jurisdiction,such invalidity shall not affect any other term,covenant or condition herei contained, provided that such invalidity does not materially prejudice either the District, the City or th Reinvestment Zone in their respective rights and obligations contained in the valid terms, covenants or conditions hereof. In the event any term, covenant or condition shall be held invalid and affects in any manner th limitations on the District's contributions or participation, then this Agreement shall be void as to the District and the District shall have no liability for any incremental or other payments as may otherwise be provided for in this Agreement. B. Entire Agreement This Agreement merges the prior negotiations and understandings of the parties hereto and embodies the entire agreement of the parties, and there are no other agreements, assurance , conditions, covenants(express or implied)or other terms with respect to the covenants,whether writt n or verbal, antecedent or contemporaneous,with the execution hereof. City District Reinvestment Zone F:\TL1532\SHADCRKIZONE\INTER-BC.DD4 -9- C. Written Amendment Unless otherwise provided herein, this Agreement may be amended only by written instrument duly executed on behalf of each party. D. 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 (3rd) 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 prescribed in Section I of this Agreement or at such other address as the receiving party may have theretofore prescribed by notice to the sending party. E. Non-Waiver Failure of any party hereto to insist on the strict performance of any of the agreements herein or to exercise any rights or remedies accruing hereunder upon default or failure of performance shall not be considered a waiver of the right to insist on, and to enforce by any appropriate remedy, stri t compliance with any other obligation hereunder or to exercise any right or remedy occurring as a resu t of any future default or failure of performance. F. Assignment No party shall assign this Agreement at law or otherwise without the prior written consent of th other parties. No party shall delegate any portion of its performance under this Agreement without the writte consent of the other parties. City District Reinvestment Zone F:\TL1532\SHADCRK\ZONE\INTER-BC.DD4 -10- G. Successors This Agreement shall bind and benefit the parties and their legal successors. This Agreement does not create any personal liability on the part of any officer or agent of the City or of any officer, agent or employee of the District. H. No Waiver of Immunity No party hereto waives or relinquishes any immunity ordefense on behalf of itself, its trustees, officers, employees, and agents as a result of its execution of this Agreement and performance of th- covenants contained herein. City District Reinvestment Zone -1 1- F:\TL1532\SHADCRKIZONE\INTER-BC.DD4 Exhibit "D" THE STATE OF TEXAS § § COUNTIES OF FORT BEND, § BRAZORIA AND HARRIS § • INTERLOCAL AGREEMENT I. PARTIES A. Address THIS INTERLOCAL AGREEMENT ("Agreement") is made by and between the CITY 0 PEARLAND,TEXAS("City"),a municipal corporation and home-rule city of the State of Texas principall situated in the Counties of Fort Bend, Brazoria,and Harris,acting by and through its governing body,tiJ City Council; FORT BEND INDEPENDENT SCHOOL DISTRICT("FBISD"), located at 16431 Lexingto Boulevard, P. O. Box 1004, Sugar Land, Texas 77487; and the REINVESTMENT ZONE NUMBE TWO,CITY OF PEARLAND,TEXAS(the"Reinvestment Zone"),a reinvestment zone created by the City of Pearland pursuant to Chapter 311 of the Texas Tax Code,acting by and through its Board of Directors. This Agreement is made pursuant to Chapter 791 of the Texas Government Code and Section 311.01 k of the Texas Tax Code. The initial addresses of the parties,which one party may change by giving written notice of its changed address to the other parties, are as follows: City FBISD The Reinvestment Zone City Manager Fort Bend Independent School Reinvestment Zone Number or Designee District Two, City of Pearland, Texas City of Pearland, Texas 16431 Lexington Boulevard Attention: Chairman 3519 Liberty Drive P. O. Box 1004 do City of Pearland, Texas Pearland, Texas 77581 Sugar Land, Texas 77487 3519 Liberty Drive Pearland, Texas 77581 F:\TL 1532\SHADCRK\ZONE JNfERLOC.FBI B. Index The City, FBISD and the Reinvestment Zone hereby agree to the terms and conditions of this Agreement. This Agreement consists of the following sections: Section/Description Page I. PARTIES 1 II. DEFINITIONS 5 III. BACKGROUND 6 IV. OBLIGATIONS OF FBISD 6 V. OBLIGATIONS OF CITY AND THE REINVESTMENT ZONE 8 VI. TERM AND TERMINATION 8 VII. MISCELLANEOUS 8 Exhibit"A"— City of Pearland Ordinance No. C. Parts Incorporated All of the above described sections and documents are hereby incorporated into this Agreement by this reference for all purposes. F:\TL1532\SHADCRK\ZONE\INTERLOC.FBI -2- IN WITNESS HEREOF,the City, FBISD and the Reinvestment Zone have made and executed this Agreement in multiple copies, each of which is an original. CITY OF PEARLAND, TEXAS, FORT BEND INDEPENDENT SCHOOL a home rule municipality DISTRICT City Mayor Date President, Board of Trustees Date ATTEST: Secretary, Board of Trustees Date City Secretary Date Superintendent of Schools Date (SEAL) APPROVED AS TO FORM: COUNTERSIGNED: Attorney Date City Manager Date APPROVED AS TO FORM: City Attorney Date -3_ F:\TL 1532\SHADCRK\ZONEVNTERLOC.FBI REINVESTMENT ZONE NUMBER TWO, CITY OF PEARLAND, TEXAS By: Date Title:* Chairman, Board of Directors ATTEST/SEAL: By: Date Title: Secretary, Board of Directors [The remainder of this page is intentionally left blank.] F:\TL1532\SHADCRK\ZONEUNTERLOC.FBI -4- • II. DEFINITIONS As used in this Agreement, the following terms shall have the meanings set out below: "Administrative Costs" means the costs of organizing the Reinvestment Zone, the costs of operating the Reinvestment Zone and the imputed administrative costs associated with the Reinvestment Zone incurred by the City in connection with the implementation of the project plan. "Agreement" means this agreement between the City, FBISD and the Reinvestment Zone. "Agreement Term" is defined in Section VI. "Captured Appraised Value" means the captured appraised value of the Reinvestment Zone as defined by Chapter 311, Texas Tax Code. "City" is defined in Section I of this Agreement and includes its successors and assigns. "Countersignature Date"means that date shown as the date countersigned by the City Manage. on the signature page of this Agreement. "FBISD" is defined in Section I of this Agreement and includes its successors and assigns. "FBISD Tax Increment Participation"means the amount of the FBISD tax levy on the Capture Appraised Value which FBISD agrees to contribute to the Reinvestment Zone pursuant to Subsections A and B of Section IV of this Agreement. "Project Plan"means the project plan and reinvestment zone financing plan for the Reinvestment Zone adopted by the board of directors of the Reinvestment Zone and approved by the City Council of the City. "Reinvestment Zone"means Reinvestment Zone Number Two, City of Pearland, Texas created by the City on , by Ordinance No. , attached as Exhibit"A," and includes its successors and assigns. "Tax Increment Fund" means the tax increment fund created by the City in the City Treasury for the Reinvestment Zone. F:\TLI532\SHADCRK\ZONE\BNTERLOC.FBI -5 1 V �y Otherwise, the terms used herein shall have the meanings ascribed to them in Chapter 311, Texas Tax Code, as applicable. III. BACKGROUND By Ordinance No. ,adopted ,the City created the Reinvestment Zone for the purposes of development and redevelopment in the area of the Reinvestment Zone. The City will deposit tax increments produced in the Reinvestment Zone in the Tax Increment Fund. FBISD desires to participate in the Reinvestment Zone in consideration for the agreements set forth below. FBISD received written notice from the City of the City's intent to establish the Reinvestment Zone. Such notice was received more than sixty(60)days before the public hearing on the creation of the Reinvestment Zone and conforms in all respects to the requirements of§311.003 of the Texas Tax Code. IV. OBLIGATIONS OF FBISD A. Tax Increment Participation by FBISD For and in consideration of the agreements of the parties set forth herein, and subject to the remaining subsections of this section,FBISD agrees to participate in the Reinvestment Zone,contributing the below listed amounts of the tax increment produced in the Reinvestment Zone attributable to FBISD to the Tax Increment Fund during the term of this Agreement(the"FBISD Tax Increment Participation') The amount to be contributed by FBISD is the amount of taxes collected by FBISD each ye r during the term of this Agreement at a rate of$0.83865 per$100 valuation on the Captured Appraise Value. If the FBISD tax rate is less than $0.83865, then the FBISD Tax Increment Participation is the total amount of taxes collected by FBISD at the actual tax rate of FBISD on the Captured Appraised Value. Taxes collected by result of an FBISD tax levy at a tax rate greater than $0.83865 shall Le retained by FBISD. • F:\TL1532\SRADCRK\7.ONEVMERLOC•FBI -6- FBISD's Tax Increment Participation and obligation to participate in the Reinvestment Zone shall be restricted to its tax increment collected on the Captured Appraised Value in the Reinvestment Zone in the amount shown above. FBISD shall not be obligated to pay its FBISD Tax Increment Participation from other FBISD taxes or revenues or until the FBISD Tax Increment Participation in the Reinvestment Zone is actually collected. The obligation to pay the FBISD Tax Increment Participation shall accrue a taxes representing the FBISD tax increment are collected by FBISD and payment shall be due on the firs day of each calendar quarter. The City and the Reinvestment Zone agree that no interest or penalty wil be charged to FBISD. B. Changes in Applicable Laws In the event that the laws applicable to FBISD or tax increment reinvestment zones are changed so that the participation of FBISD in the Reinvestment Zone decreases the amount of state fund! available to FBISD, the City and the Reinvestment Zone agree that (i) the FBISD Tax Increment Participation shall be decreased by the amount of the decrease in FBISD state funding as a result of FBISD's participation in the Reinvestment Zone,or(ii)FBISD may completely withdraw from participation in the Reinvestment Zone. C. Expansion of the Investment Zone The obligation of FBISD to participate in the Reinvestment Zone is limited to the area described in Exhibit "A" attached hereto. FBISD's participation shall not extend to the tax increment on any additional property added to the Reinvestment Zone by the City unless FBISD approves the participatio . D. Board of Directors As a participating taxing unit, FBISD shall have the right to appoint one (1) member on the Reinvestment Zone Board of Directors. Failure of FBISD to appoint a person to the Board of Directors of the Reinvestment Zone by March 1, 1999, shall be deemed a waiver of the FBISD's right to make an appointment by a later date. FBISD agrees that, in accordance with State law, FBISD Trustees are not eligible for appointment to the Reinvestment Zone Board of Directors. F:\TLI532\SHADCRK\ZONE\INTERLOC.FBI -/ V. OBLIGATIONS OF CITY AND THE REINVESTMENT ZONE A copy of the Reinvestment Zone Project Plan and any amendments thereto shall be provided to FBISD before any such plan is finally approved. VI. TERM AND TERMINATION A. Agreement Term This Agreement shall become effective as of the date of the final signature hereto, and shall remain in effect until thirty(30)years later. The first payment of the FBISD Tax Increment Participatio shall be for those taxes levied by FBISD in the year 1999 and the last payment by FBISD under thi Agreement is for those taxes levied by FBISD in the year 2028. B. Early Termination The City shall not adopt an ordinance terminating the Reinvestment Zone earlier than the duration of the Zone established in Ordinance No. ,without the prior consent of FBISD, provided that the Reinvestment Zone may otherwise terminate by operation of law. C. Disposition of Tax Increments Upon termination of the Reinvestment Zone, if all public improvements in the Project Plan hav been constructed and financed and if all Reinvestment Zone debt is paid in full, the City and the Reinvestment Zone shall pay to FBISD all monies remaining in the Tax Increment Fund that are attributable to the FBISD Tax Increment Participation. VII. MISCELLANEOUS A. Severability In the event any term, covenant or condition herein contained shall be held to be invalid by any court of competent jurisdiction,such invalidity shall not affect any other term,covenant or condition here n contained, provided that such invalidity does not materially prejudice either FBISD, the City or tt•e FATL1532\SHADCRK\ZONEIINTERLOC.FBI -8- n (diik) Reinvestment Zone in their respective rights and obligations contained in the valid terms, covenants or conditions hereof. In the event any term, covenant or condition shall be held invalid and affects in any manner the limitations on FBISD's contributions or participation,then this Agreement shall be void as to FBISD and FBISD shall have no liability for any incremental or other payments as may otherwise be provided for i this Agreement. B. Entire Agreement This Agreement merges the prior negotiations and understandings of the parties hereto an. embodies the entire agreement of the parties, and there are no other agreements, assurances conditions, covenants(express or implied)or other terms with respect to the covenants,whether writter or verbal, antecedent or contemporaneous, with the execution hereof. C. Written Amendment Unless otherwise provided herein,this Agreement may be amended only by written instrument duly executed on behalf of each party. D. 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 (3rd) day following deposit in a United States Postl Service post office or receptacle with proper postage affixed (certified mail, return receipt requested) addressed to the respective other party at the address prescribed in Section I of this Agreement or It such other address as the receiving party may have theretofore prescribed by notice to the sending party. E. Non-Waiver Failure of any party hereto to insist on the strict performance of any of the agreements herein cr to exercise any rights or remedies accruing hereunder upon default or failure of performance shall not be considered a waiver of the right to insist on, and to enforce by any appropriate remedy, strut F:\TL1532\SHADCRK\ZONEVNTERLOC.FBI -9- 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. F. Assignment No party shall assign this Agreement at law or otherwise without the prior written consent of the other parties. No party shall delegate any portion of its performance under this Agreement without the written consent of the other parties. G. Successors This Agreement shall bind and benefit the parties and their legal successors. This Agreement does not create any personal liability on the part of any officer or agent of the City or of any trustee officer, agent or employee of FBISD. H. No Waiver of Immunity No party hereto waives or relinquishes any immunity or defense on behalf of itself, its trustees, officers, employees, and agents as a result of its execution of this Agreement and performance of the covenants contained herein. F:\TLI532\SHADCRK\ZONEUNTERLOC.FBI -1 0- Exhibit "E" THE STATE OF TEXAS § COUNTIES OF FORT BEND, § BRAZORIA AND HARRIS § INTERLOCAL AGREEMENT I. PARTIES A. Address THIS INTERLOCAL AGREEMENT ("Agreement") is made by and between the CITY OF PEARLAND,TEXAS("City"),a municipal corporation and home-rule city of the State of Texas principally situated in the Counties of Fort Bend, Brazoria,and Harris,acting by and through its governing body,th City Council;ALVIN INDEPENDENT SCHOOL DISTRICT("AISD"), located at 301 East House Stree , Alvin,Texas 77511 and the REINVESTMENT ZONE NUMBER TWO,CITY OF PEARLAND,TEXAS(the "Reinvestment Zone"), a reinvestment zone created by the City of Pearland pursuant to Chapter 311 of the Texas Tax Code, acting by and through its Board of Directors. This Agreement is made pursuant to Chapter 791 of the Texas Government Code and Section 311.013 of the Texas Tax Code. The initial addresses of the parties, which one party may change by giving written notice of its changed address to the other parties, are as follows: City AISD The Reinvestment Zone City Manager Alvin Independent School Reinvestment Zone Number or Designee District Two, City of Pearland, Texas_ • City of Pearland, Texas Attention: Attention: Chairman 3519 Liberty Drive Superintendent of Schools do City of Pearland, Texas Pearland, Texas 77581 301 East House Street 3519 Liberty Drive Alvin, Texas 77511 Pearland, Texas 77581 F:\TL 1532\SHADCRK\ZONE\INTERLOC.AL V B. Index The City, AISD and the Reinvestment Zone hereby agree to the terms and conditions of this Agreement. This Agreement consists of the following sections: Section/Description Paae I. PARTIES 1 II. DEFINITIONS 5 III. BACKGROUND 6 IV. OBLIGATIONS OF AISD 6 V. OBLIGATIONS OF CITY AND THE REINVESTMENT ZONE 8 VI. TERM AND TERMINATION 8 VII. MISCELLANEOUS 9 Exhibit"A"— City of Pearland Ordinance No. C. Parts Incorporated All of the above described sections and documents are hereby incorporated into this Agreement by this reference for all purposes. -2- F:\TLI532\SHADCRX\ZONE 1WFEwAC.ALV IN WITNESS HEREOF,the City,AISD and the Reinvestment Zone have made and executed this Agreement in multiple copies, each of which is an original. CITY OF PEARLAND, TEXAS, ALVIN INDEPENDENT SCHOOL DISTRICT a home rule municipality President, Board of Trustees Date City Mayor Date ATTEST: Secretary, Board of Trustees Date City Secretary Date Superintendent of Schools Date (SEAL) APPROVED AS TO FORM: COUNTERSIGNED: Attorney Date City Manager Date APPROVED AS TO FORM: City Attorney Date '-7'F:\TL1532\SHADCRK\ZONE\INTERLOC.ALV REINVESTMENT ZONE NUMBER TWO, CITY OF PEARLAND, TEXAS By: Date Title: Chairman, Board of Directors ATTEST/SEAL: By: Date Title: Secretary, Board of Directors [The remainder of this page is intentionally left blank.] F:\TLI 532\SHADCRK\ZONE\INTERLOC.ALV -4- II. DEFINITIONS As used in this Agreement, the following terms shall have the meanings set out below: "Administrative Costs" means the costs of organizing the Reinvestment Zone, the costs of operating the Reinvestment Zone and the imputed administrative costs associated with the Reinvestment Zone incurred by the City in connection with the implementation of the project plan. "Agreement" means this agreement between the City, AISD and the Reinvestment Zone. "Agreement Term" is defined in Section VI. "AISD" is defined in Section I of this Agreement and includes its successors and assigns. "AISD Tax Increment Participation" means the amount of the AISD tax levy on the Capture Appraised Value which AISD agrees to contribute to the Reinvestment Zone pursuant to Subsections and B of Section IV of this Agreement. "Captured Appraised Value"means the captured appraised value of the Reinvestment Zone as defined by Chapter 311, Texas Tax Code. "City" is defined in Section I of this Agreement and includes its successors and assigns. "Countersignature Date"means that date shown as the date countersigned by the City Manag r on the signature page-of this Agreement. "Project Plan"means the project plan and reinvestment zone financing plan for the Reinvestment Zone adopted by the board of directors of the Reinvestment Zone and approved by the City Council f the City. "Reinvestment Zone"means Reinvestment Zone Number Two, City of Pearland,Texas creat d by the City on , by Ordinance No. , attached as Exhibit"A," and includs its successors and assigns. "Tax Increment Fund" means the tax increment fund created by the City in the City Treasury f.r the Reinvestment Zone. F:\1L15321SHADCRK\ZONE\INTERLOC.ALV -5- Otherwise, the terms used herein shall have the meanings ascribed to them in Chapter 311, Texas Tax Code, as applicable. III. BACKGROUND By Ordinance No. ,adopted ,the City created the Reinvestmert Zone for the purposes of development and redevelopment in the area of the Reinvestment Zone. The City will deposit tax increments produced in the Reinvestment Zone in the Tax Increment Fund. AISD desires to participate in the Reinvestment Zone in consideration for the agreements set forth below. AISD received written notice from the City of the City's intent to establish the Reinvestment Zon . Such notice was received more than sixty (60) days before the public hearing on the creation of th Reinvestment Zone and conforms in all respects to the requirements of§311.003 of the Texas Tax Cod . IV. OBLIGATIONS OF AISD A. Tax Increment Participation by AISD For and in consideration of the agreements of the parties set forth herein, and subject to th remaining subsections of this section,AISD agrees to participate in the Reinvestment Zone, contributing the below listed amounts of the tax increment produced in the Reinvestment Zone attributable to AISD to the Tax Increment Fund during the term of this Agreement(the"AISD Tax Increment Participatio ") The amount to be contributed by AISD is the amount of taxes collected by AISD each year during the term of this Agreement at a rate of$0.787150 per$100 valuation on the Captured Appraised Value. If the AISD tax rate is less than$0.787150,then the AISD Tax Increment Participation is the total amount of taxes collected by AISD at the actual tax rate of AISD on the Captured Appraised Value. Tax7s collected by result of an AISD tax levy at a tax rate greater than $0.787150 shall be retained by AISD. AISD's Tax Increment Participation and obligation to participate in the Reinvestment Zone sh�ll be restricted to its tax increment collected on the Captured Appraised Value in the Reinvestment Zone in the amount shown above. AISD shall not be obligated to pay its AISD Tax Increment Participation from F:\TLI532\SHADCRK\ZONEUNTERLOC.ALV -6- E J other AISD taxes or revenues or until the AISD Tax Increment Participation in the Reinvestment Zone is actually collected. The obligation to pay the AISD Tax Increment Participation shall accrue as taxes representing the AISD tax increment are collected by AISD and payment shall be due on the first day of each calendar quarter. The City and the Reinvestment Zone agree that no interest or penalty will be charged to AISD. B. Changes in Applicable Laws In the event that the laws applicable to AISD or tax increment reinvestment zones are change so that the participation of AISD in the Reinvestment Zone decreases the amount of state funds available to AISD, the City and the Reinvestment Zone agree that(i)the AISD Tax Increment Participation sh II be decreased by the amount of the decrease in AISD state funding as a result of AISD's participation ' the Reinvestment Zone, or(ii)AISD may completely withdraw from participation in the Reinvestme t Zone. In the event that the laws applicable to AISD or tax increment reinvestment zones are change so that the participation of AISD in the Reinvestment Zone is prohibited, the City and the Reinvestme t Zone agree that AISD shall not participate in the Reinvestment Zone; however, if such change of la occurs and AISD withdraws from participation in the Reinvestment Zone, AISD agrees to finance and build school facilities to serve development in the Reinvestment Zone. C. Expansion of the Investment Zone The obligation of AISD to participate in the Reinvestment Zone is limited to the area describe in Exhibit"A"attached hereto. AISD's participation shall not extend to the tax increment on any additional property added to the Reinvestment Zone by the City unless AISD approves the participation. F:\TLl532\SHADCRK\ZONE\INTERLOC.ALV -7- D. Board of Directors As a participating taxing unit, AISD shall have the right to appoint one (1) member on the Reinvestment Zone Board of Directors. Failure of AISD to appoint a person to the Board of Directors of the Reinvestment Zone by March 1, 1999, shall be deemed a waiver of AISD's right to make a appointment by a later date. AISD agrees that, in accordance with State law, AISD Trustees are no eligible for appointment to the Reinvestment Zone Board of Directors. V. OBLIGATIONS OF CITY AND THE REINVESTMENT ZONE A. Copy of Project Plan A copy of the Reinvestment Zone Project Plan and any amendments thereto shall be provide. to AISD before any such plan is finally approved. B. Use of the AISD Tax Increment Participation The Reinvestment Zone agrees that the AISD Tax Increment Participation will be used to fun1 (i)the construction of school facilities, (ii)the acquisition of land for school facilities, (iii)the construction of park and recreation improvements benefitting AISD taxpayers,(iv)the acquisition of land for such pa and recreation improvements, (v)AISD's pro rata share of water, sewer and drainage facilities to serve the school facilities,and(vi)other public improvements in the Project Plan which benefit AISD taxpayers. VI. TERM AND TERMINATION A. Agreement Term This Agreement shall become effective as of the date of the final signature hereto, and sh II remain in effect until thirty(30) years later. The first payment of the AISD Tax Increment Participatio shall be for those taxes levied by AISD in the year 1999 and the last payment by AISD under this Agreement is for those taxes levied by AISD in the year 2028. F:1TLI532\SHADCRKAZONE\INTERLOC.ALV -8- B. Early Termination The City shall not adopt an ordinance terminating the Reinvestment Zone earlier than the duration of the Zone established in Ordinance No. ,without the prior consent of AISD, provided that the Reinvestment Zone may otherwise terminate by operation of law. C. Disposition of Tax Increments Upon termination of the Reinvestment Zone, if all public improvements in the Project Plan ha7 been constructed and financed and if all Reinvestment Zone debt is paid in full, the City and the Reinvestment Zone shall pay to AISD all monies remaining in the Tax Increment Fund that are attributable to the AISD Tax Increment Participation. VII. MISCELLANEOUS A. Severability In the event any term, covenant or condition herein contained shall be held to be invalid by any court of competent jurisdiction,such invalidity shall not affect any other term,covenant or condition herein contained, provided that such invaliditydoes not materially either AISD, the Cityor th prejudice Reinvestment Zone in their respective rights and obligations contained in the valid terms, covenants or conditions hereof. In the event any term, covenant or condition shall be held invalid and affects in any manner th7 limitations on AISD's contributions or participation, then this Agreement shall be void as to AISD and AISD shall have no liability for any incremental or other payments as may otherwise be provided for i i this Agreement. B. Entire Agreement This Agreement merges the prior negotiations and understandings of the parties hereto and embodies the entire agreement of the parties, and there are no other agreements, assurance, conditions, covenants(express or implied)or other terms with respect to the covenants,whether written or verbal, antecedent or contemporaneous, with the execution hereof. F:\TL 1532\SHADCRK\ZONEUNTERLOC.ALV -J- C. Written Amendment Unless otherwise provided herein,this Agreement may be amended only by written instrument duly executed on behalf of each party. D. Notices 71 All notices required or permitted hereunder shall be in writing and shall be deemed delivere when actuallyreceived or, if earlier, on the third (3rd) dayfollowing deposit in a United States Post I Service post office or receptacle with proper postage affixed (certified mail, return receipt requested! addressed to the respective other party at the address prescribed in Section I of this Agreement or at such other address as the receiving party may have theretofore prescribed by notice to the sending party. E. Non-Waiver Failure of any party hereto to insist on the strict performance of any of the agreements herein r to exercise any rights or remedies accruing hereunder upon default or failure of performance shall n t 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 exercise any right or remedy occurring as a result of any future default or failure of performance. F. Assignment No party shall assign this Agreement at law or otherwise without the prior written consent of the other parties. No party shall delegate any portion of its performance under this Agreement without the written consent of the other parties. G. Successors This Agreement shall bind and.benefit the parties and their legal successors. This Agreeme t does not create any personal liability on the part of any officer or agent of the City or of any truste , officer, agent or employee of AISD. F:\TL1532\SHADCRK\ZONEUNTERLOC.ALV -1 0- H. No Waiver of Immunity No party hereto waives or relinquishes any immunity or defense on behalf of itself, its trustees, officers, employees, and agents as a result of its execution of this Agreement and performance of the covenants contained herein. -1 1- F:\TL1532\SHADCRK\ZONEVNTERLOC.ALV l Exhibit " " THE STATE OF TEXAS § § COUNTIES OF FORT BEND, § BRAZORIA AND HARRIS § INTERLOCAL AGREEMENT I. PARTIES A. Address THIS INTERLOCAL AGREEMENT ("Agreement") is made by and between the CITY O- PEARLAND,TEXAS("City"),a municipal corporation and home-rule city of the State of Texas principall situated in the Counties of Fort Bend, Brazoria,and Harris, acting by and through its governing body,th City Council; ALVIN COMMUNITY COLLEGE ("ACC"), located at 3110 Mustang Road, Alvin, Texa 77511; and the REINVESTMENT ZONE NUMBER TWO, CITY OF PEARLAND, TEXAS (th `Reinvestment Zone"), a reinvestment zone created by the City of Pearland pursuant to Chapter 311 o the Texas Tax Code, acting by and through its Board of Directors. This Agreement is made pursuant t Chapter 791 of the Texas Government Code and Section 311.013 of the Texas Tax Code. The initial addresses of the parties, which one party may change by giving written notice of its changed address to the other parties, are as follows: City ACC The Reinvestment Zone City Manager Alvin Community College Reinvestment Zone Number or Designee Attention: President Two, City of Pearland, Texas City of Pearland, Texas 3110 Mustang Road Attention: Chairman 3519 Liberty Drive Alvin, Texas 77511 do City of Pearland, Texas Pearland, Texas 77581 3519 Liberty Drive Pearland, Texas 77581 F:\TL 1532\SHADCRKIZONE\INTERLOC.ACC (411161 rd.) B. Index The City, ACC and the Reinvestment Zone hereby agree to the terms and conditions of this Agreement. This Agreement consists of the following sections: Section/Description Page I. PARTIES 1 II. DEFINITIONS 5 III. BACKGROUND 6 IV. OBLIGATIONS OF ACC 6 V. OBLIGATIONS OF CITY AND THE REINVESTMENT ZONE 8 VI. TERM AND TERMINATION 8 VII. MISCELLANEOUS 8 Exhibit"A"— City of Pearland Ordinance No. C. Parts Incorporated All of the above described sections and documents are hereby incorporated into this Agreemert by this reference for all purposes. F:\TL1532\SHADCRK\ZONEVNTERLOC.ACC -2- IN WITNESS HEREOF,the City,ACC and the Reinvestment Zone have made and executed this Agreement in multiple copies, each of which is an original. CITY OF PEARLAND, TEXAS, ALVIN COMMUNITY COLLEGE a home rule municipality President Date City Mayor Date ATTEST: Trustee Date City Secretary Date Trustee Date (SEAL) COUNTERSIGNED: Trustee Date City Manager Date Trustee Date APPROVED AS TO FORM: APPROVED AS TO FORM: City Attorney Date Attorney Date '3'F:\TL1532\SHADCRK\ZONE\INTERLOC.ACC REINVESTMENT ZONE NUMBER TWO, CITY OF PEARLAND, TEXAS By: Date Title: Chairman, Board of Directors • ATTEST/SEAL: By: Date Title: Secretary, Board of Directors [The remainder of this page is intentionally left blank.] • F:\1L15321SHADCRK\ZONEUNfERLOC.ACC -4 II. DEFINITIONS As used in this Agreement, the following terms shall have the meanings set out below: "Administrative Costs" means the costs of organizing the Reinvestment Zone, the costs o operating the Reinvestment Zone and the imputed administrative costs associated with the Reinvestmen Zone incurred by the City in connection with the implementation of the project plan. "ACC" is defined in Section I of this Agreement and includes its successors and assigns. "ACC Tax Increment Participation"means the amount of ACC tax levy on the Captured Appraise Value which ACC agrees to contribute to the Reinvestment Zone pursuant to Subsections A and B of Section IV of this Agreement. "Agreement" means this agreement between the City,ACC and the Reinvestment Zone. "Agreement Term" is defined in Section VI. "Captured Appraised Value"means the captured appraised value of the Reinvestment Zone as defined by Chapter-311, Texas Tax Code. "City" is defined in Section I of this Agreement and includes its successors and assigns. "Countersignature Date"means that date shown as the date countersigned by the City Manager on the signature page of this Agreement. "Project Plan"means the project plan and reinvestment zone financing plan for the Reinvestme t Zone adopted by the board of directors of the Reinvestment Zone and approved by the City Council f the City. "Reinvestment Zone"means Reinvestment Zone Number Two, City of Pearland,Texas create by the City on , by Ordinance No. , attached as Exhibit"A," and includes its successors and assigns. "Tax Increment Fund" means the tax increment fund created by the City in the City Treasury fo r the Reinvestment Zone. F:\TL1532\SHADCRK\ZONE\INTERLOC.ACC -5- Otherwise, the terms used herein shall have the meanings ascribed to them in Chapter 311, Texas Tax Code, as applicable. III. BACKGROUND By Ordinance No. ,adopted ,the City created the Reinvestment Zone for the purposes of development and redevelopment in the area of the Reinvestment Zone. ThI City will deposit tax increments produced in the Reinvestment Zone in the Tax Increment Fund. AC desires to participate in the Reinvestment Zone in consideration for the agreements set forth below. ACC received written notice from the City of the City's intent to establish the Reinvestment Zone Such notice was received more than sixty (60) days before the public hearing on the creation of th Reinvestment Zone and conforms in all respects to the requirements of§311.003 of the Texas Tax Code. IV. OBLIGATIONS OF ACC A. Tax Increment Participation by ACC For and in consideration of the agreements of the parties set forth herein, and subject to the remaining subsections of this section, ACC agrees to participate in the Reinvestment Zone by contributing the below listed amounts of the tax increment produced in the Reinvestment Zone attributable to ACC to the Tax Increment Fund during the term of this Agreement (the "ACC Tax Increment Participation"). (1) The amount in the years 1999 through 2003 is the amount of taxes collected by ACC in eac of such years at an ACC tax rate of$0.197462 per$100 valuation on the Captured Appraised Value. f the ACC tax rate is less than $0.197462 during such period,then the ACC Tax Increment Participatio is the total amount of taxes collected by ACC at the actual tax rate of ACC on the Captured Appraise. Value. Taxes collected during such period by result of an ACC tax levy at a tax rate greater than $0.197462 shall be retained by ACC. F:\TLI532\SHADCRK\ZONEUNTERLOC.ACC -6- (2) The amount in years 2004 through 2008 is the amount of taxes collected by ACC in each o such years at a rate of$0.1480965 per$100 valuation on the Captured Appraised Value. If the ACC tax rate is less than$0.1480965 for such year,then the ACC Tax Increment Participation in such year is the total amount of taxes collected by ACC at the actual tax rate of ACC on the Captured Appraised Value Taxes collected during such period by result of an ACC tax levy at a tax rate greater than $0.1480965 shall be retained by ACC. (3) The amount in years 2009 through 2028 is the amount of taxes collected by ACC in each of such years at a rate of$0.098730 per$100 valuation on the Captured Appraised Value. If the ACC to rate is less than $0.098730 for such year,then the ACC Tax Increment Participation in such year is the total amount of taxes collected by ACC at the actual tax rate of ACC on the Captured Appraised Value. Taxes collected during such period by result of an ACC tax levy at a tax rate greater than$0.098730 sha I be retained by ACC. ACC's Tax Increment Participation and obligation to participate in the Reinvestment Zone sha I be restricted to its tax increment collected on the Captured Appraised Value in the Reinvestment Zon- in the amounts shown above. ACC shall not be obligated to pay its ACC Tax Increment Participation from other ACC taxes or revenues or until the ACC Tax Increment Participation in the Reinvestment Zone is actually collected. The obligation to pay the ACC Tax Increment Participation shall accrue as taxe representing the ACC tax increment are collected and payment shall be due on the first day of eac calendar quarter. B. Expansion of the Investment Zone The obligation of ACC to participate in the Reinvestment Zone is limited to the area describe in Exhibit"A"attached hereto. ACC's participation shall not extend to the tax increment on any additional property added to the Reinvestment Zone by the City unless ACC approves the participation. F:\TL1532\SHADCRK\ZONE\INTERLOC.ACC -7 tiff' 1 ! 7 V. OBLIGATIONS OF CITY AND THE REINVESTMENT ZONE A copy of the Reinvestment Zone Project Plan and any amendments thereto shall be provided to ACC before any such plan is finally approved by the Reinvestment Zone. VI. TERM AND TERMINATION A. Agreement Term This Agreement shall become effective as of the date of the final signature hereto, and shall remain in effect until thirty (30) years later. The first payment of the ACC Tax Increment Participation shall be for those taxes levied by ACC in the year 1999 and the last payment by ACC under this Agreement is for those taxes levied by ACC in the year 2028. B. Early Termination The City shall not adopt an ordinance terminating the Reinvestment Zone earlier than the duration of the Zone established in Ordinance No. ,without the prior consent of ACC, provided that the Reinvestment Zone may otherwise terminate by operation of law. C. Disposition of Tax Increments Upon termination of the Reinvestment Zone, if all public improvements in the Project Plan havr been constructed and financed and if all Reinvestment Zone debt is paid in full, the City and the Reinvestment Zone shall pay to ACC all monies remaining in the Tax Increment Fund that are attributable to the ACC Tax Increment Participation. VII. MISCELLANEOUS A. Severability In the event any term, covenant or condition herein contained shall be held to be invalid by any court of competent jurisdiction,such invalidity shall not affect any other term,covenant or condition here n contained, provided that such invalidity does not materially prejudice either ACC, the City or t e F:\TLI532\SHADCRK\ZONEUNTERLOC.ACC -8- 1 ;� Reinvestment Zone in their respective rights and obligations contained in the valid terms, covenants or conditions hereof. In the event any term, covenant or condition shall be held invalid and affects in any manner the limitations on ACC's contributions or participation,then this Agreement shall be void as to ACC and AC shall have no liability for any incremental or other payments as may otherwise be provided for in this Agreement. B. Entire Agreement This Agreement merges the prior negotiations and understandings of the parties hereto an. embodies the entire agreement of the parties, and there are no other agreements, assurances conditions, covenants(express or implied)or other terms with respect to the covenants,whether writte or verbal, antecedent or contemporaneous, with the execution hereof. C. Written Amendment Unless otherwise provided herein,this Agreement may be amended only by written instrumen duly executed on behalf of each party. D. 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 (3rd) day following deposit in a United States Post I Service post office or receptacle with proper postage affixed (certified mail, return receipt requested addressed to the respective other party at the address prescribed in Section I of this Agreement or at such other address as the receiving party may have theretofore prescribed by notice to the sending party. E. Non-Waiver Failure of any party hereto to insist on the strict performance of any of the agreements herein cir to exercise any rights or remedies accruing hereunder upon default or failure of performance shall nsc t be considered a waiver of the right to insist on, and to enforce by any appropriate remedy, strict F:\TL1532\SHADCRK\ZONE\INTERLOC.ACC -9- 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. F. Assignment No party shall assign this Agreement at law or otherwise without the prior written consent of th other parties. No party shall delegate any portion of its performance under-this Agreement without the written consent of the other parties. G. Successors This Agreement shall bind and benefit the parties and their legal successors. This Agreement does not create any personal liability on the part of any officer or agent of the City or of any trustee officer, agent or employee of ACC. H. No Waiver of Immunity No party hereto waives or relinquishes any immunity or defense on behalf of itself, its trustees officers, employees, and agents as a result of its execution of this Agreement and performance of th- covenants contained herein. F:\TL 1532\SHADCRK\ZONEUNTERLOC.ACC -1 0-