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Ord. 0861 10-08-00ORDINANCE NO. 8.61 AN ORDINANCE GRANTING THE CONSENT OF THE CITY OF PEARLAND, TEXAS, TO THE CREATION OF BRAZORIA COUNTY MUNICIPAL UTILITY DISTRICT NO. 18 WITHIN THE CITY'S CORPORATE BOUNDARIES. WHEREAS, the City of Pearland, Texas, received a Petition for Consent to the Creation of a MUNICIPAL UTILITY DISTRICT (to be known as Hrazoria County Municipal Utility District No. 18) for. 351.6879 acres located in the City's corporate boundaries, a copy of which petition is attached hereto and incorporated herein as Exhibit "A"; and WHEREAS, Section 54.016 of the Texas Water Code provides that land within a city's corporate boundaries may not be included within a district without the city's written consent; NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF PEARLAND, TEXAS: That the City Council of the City of Pearland, Texas, gives its written consent to the creation of Hrazoria County Municipal Utility District No. 18 on 351.6879 acres of land, as described in the attached petition. That the City Council of the City of Pearland, Texas, authorizes and directs the City Manager to execute the Utility Agreement (as defined in the consent conditions attached to the petition attached hereto) on behalf of and as the duly authorized act of the City of Pearland, Texas. The importance of this ordinance and the impending creation of Hrazoria County Municipal Utility District No. 18 create an emergency and an imperative public necessity, so that this ordinance shall be effective as of the date below upon its first - and final reading. PASSED AND APPROVED this day of , 1998- Mayor, City of Pearland ATTEST: APPROVED: City Secretary City Attorney Exhibit A PETITION FOR CONSENT TO INCLUDE LAND IN A MUNICIPAL UTILITY DISTRICT TO THE HONORABLE MAYOR AND CITY COUNCIL OF THE CITY OF PEARLAND: The undersigned, hereinafter called "Petitioners", being the holder of title to a majority in value of the lands hereinafter described, as such values are indicated by the tax rolls of Brazoria County, Texas, acting pursuant to the provisions of Section 54,016, Texas Water Code, respectfully petitions for the inclusion of land in a municipal utility district, hereinafter called "District", within the terms and provision of Section 59, Article XVI, Constitution of Texas, In support of this petition for consent to include said lands within the District, Petitioners show as follows: I, The name of the District will be BRAZORIA COUNTY MUNICIPAL UTILITY DISTRICT NO, 18, II, The area of the land to be included in the District contains 351.6879 acres, more or less, and lies wholly within Brazoria County, Texas, All of said area is within the corporate limits of the City of Pearland, Texas, Petitioners hereby certify that the lienholders executing this petition below are the only holders of liens against the land to be included in the District, III The land, described by metes and bounds, sought to be included within the area of the District, is described in Exhibit "A" attached hereto and incorporated herein for all purposes, IV. The District will be organized for the purposes of and the general nature of the work proposed to be done shall be the purchase, construction, acquisition, repair, extension and improvement of land, easements, works, improvements, facilities, plants, equipment and appliances necessary to: (1) provide a water supply for municipal uses, domestic uses and commercial purposes; (2) collect, transport, process, dispose of and control all domestic, industrial or communal wastes whether in fluid, solid or composite state; and (3) gather, conduct, divert and control local storm water or other local harmful excesses of water in the District and the payment of organization expenses, operational expenses during construction and interest during construction, The District may also finance one or more facilities designed or utilized to perform fire -fighting services and may purchase interests in land for the purpose of providing parks land to the extent authorized and permitted under state law. There is a necessity for the improvements above described for the following reasons: The area of the District is urban in nature, is within the growing environs of the City of Pearland, and is in close proximity to populous and developed sections of Brazoria County, The District's area will, within the immediate future, experience a substantial and sustained residential and commercial growth. Said area is not supplied with adequate water and sanitary sewer facilities and services or with adequate drainage facilities and does not have adequate fire suppression facilities or parka land, The health and welfare of the future inhabitants of the area and of territories adjacent thereto require the installation and acquisition of an adequate water supply and sewage disposal system, an adequate drainage system for and within the area of the District, adequate fire suppression facilities and adequate parks land, A public necessity exists for the organization of such District to provide for the purchase, construction, extension, improvement, maintenance and operation of such waterworks and sanitary sewer system, such drainage facilities, such fire suppression facilities and parks land, in order to promote and protect the purity and sanitary condition of the States waters and the public health and welfare of the community, VI. It is now estimated by those information as they have at this the development contemplated will filing this petition, from such time, that the ultimate cost of be approximately $14,230,648,00, -2- WHEREFORE( Petitioners respectfully pray that ,this petition be granted in all respects and that the City of Pearland give its Written consent to the inclusion of the aforesaid land in said District, Dated this day of ( 1998, (SIGNATURES TO COMMENCE ON FOLLOWING PAGEI -3- THE STATE OF TEXAS § § COUNTY OF This instr of Pearland West Oa "PETITIONERS" TRACTS 1 & 2 PEARLAND WEST OAKS SECTIONS 3 & 4, LTD„ a Texas limited partnership BY; Yale -West Ventures, a Texas general partnership, General Partner was acknowledged before me on th 1998, by Yale -West Venture ions 3 & 4, Ltd. fl �JITACHRISTIAN NOTARYPUBLIC State of Texas Comm. Exp. 05-20-2001 (SEAL otary P State of exas -4- for the of TRACTS 3 & 4 GALANTINE ASSOCIATES, a California limited partnership and also known as Gallentine Associates By: Jax'ome L. Strom, General Partner -77 By: (�O-� vc., Rosie Ann S>rronm( General Partner THE STATE OF(' COUNTY OFG1 n is instrument was acknowledged before me on this day of 1998, by Jerome L, Strom, general partner of GGaal tine Associates, ?t4 (SEAL) THE STATE O(���§_. COUNTY OF CjC3_., his instrument was acknowledged before me on this day 1998, by Rosie Ann Strom, general partner M, LOIS LIN k Comm i 1083505 ''nn NOTARY PUBLIC • CALIFORNIA �1 Santa Clara County a My Comm. Expires Jan. 18, 2000 E Notary Public in and for the State of Texao L' A- (c' f o.Cav of Gat h ine Associates, (SEAL) M, LOIS LIN 4 Comm,11083505 rn NOTARY PUBLIC-CALIFORNIA Santa Clara County N My Comm. Expires Jan,18, 2000 F Notary Public in and for the State of T-:xas--GN(,`Fvte 4 —5— THE STATE OFQf 4J COUNTY OF Cbin .aiaa, , 5 of 09 Ai partne (SEAL) TRACTS 5 & 6 HOUSTON PINE HOLLOW ASSOCIATES LIMITED, a Texas limited partnership By; Millennium Development Corp" an Arizona corporation, General Partn B ame; Titl Th's instrument was acknowledged before a on this y day 1998, by nix Tied, of Millenium Development Corp,' general / . . r of ouston Pine Hollow Associates Limited, NITA CHRISTIAN NOTARY PUBLIC Stale of Texas Comm. Exp. 05-20-2001 otary Public in and for the State . Texas -6- R, WEST DEVELOPMENT COMPANY, INC„ a Texas corporation and Contract Purchaser By: THE STATE OF TEXAS S 5 COUNTY OF 5 his instr ment was acknowledged before me on thip ,L day of , 1998( by )♦lizabeth A, Nisbet Renee L; West, President (SEAL) NITA CHRISTIAN NOTARY PUBLIC Stag of Texas Comm. E.xp. 05-20-2001 THE STATE OF TEXAS COUNTY OF his instru� of West rj velopment Company, Inc, otary 'ubli i and for the State oTexas was acknowledged before me on this ! c day 1998, by Renee L, West, President of R, (VITA CHRISTIAN NOTARY PUBLIC State of Texas Comm. Exp. 05-20-2001 (SEAL) otary Public ' n and for the State o Texas -7- THE STATE OF TEXAS COUNTY OF of West Sect (SEAL) TRACT 8 RAVENWOOD SECTION ?, LTD,, a Texas limited partnership BY; R, West Development Company, Inc„ a Texas corporation, general Partner By: - § § Renee L, West,resident was acknowledged before me on tilts // 7 ` `aay 19984 by Renee L, Wept, President of R. Company, Inc., general partner of Ravenwood NITA CNRISTIAN NOTARY PUBLIC State pf Texas Comm. Exp. 05-20-2001 otary Public: in and for the State • Texas -8- THE STATE OF TEXAS r COUNTY OF § § TRACT 9 R, WEST DEVELOPMENT COMPANY, INC,, a Texas corporation and Owner By: Renee L. West'," RAVENWOOD SECTION 3, LTD,, a Texas limited partnership and Contract Purchaser BY; R, West Development Company, Inc,, a Texas corporation, General Partner By: enee L, West, President hie instrument was acknowledged before me on this en / day of , 1998, by Renee L, West, Presidt of R, West velopment Company, Inc, NITA CHRISTIAN NOTARY PUBLIC $tote of Texas Comm. Exp. 05-20-2001 (SEAL) THE STATE OF TEXAS COUNTY OF i1c�1�. - § This ins lument was acknowledged before me on this / 1 day 1998, by Renee L. West, President of R. Notary•u.lic i and or t State o' Texas of West Development Company, Inc., general partner of Ravenwood Sectn 3, Ltd. hNITAITA 4 NOTARY PUBLIC * State of Texas 1 -4.a?E� Comm, Exp. 05-20-2001 (SEAL) otary public n and for the State or Texas —9— TRACTS 3 & 4 GLOIS E, MASSEY THE STATE OF TEXAS COUNTY OF his inst Tmertt was acknowledged before me on tbta of ` _ , 1998f by John i ssey, OF NITA CHRISTIAN NOTARY PUBLIO State of Texas Comm. Exp. 05-20-2001 r , .�T t4^ THE STATE OF TEXAS COUNTY OF his instrti(ent of f- was NITA CHRISTIAN NOTARY PUBLIC State of Texas Comm. Exp. 05-20-2001 Notary ublic _nd'for the State o Texas § § acknowledged before me on this day 1998, by Gioia E, Masse Notary Publ ' n and for the State of Texas -11- Merchants Bank, a state banking corporation, joins in the execution of this petition, pot as a "petitioner", Out as a' "Lienholdero on the property generally described as Tracts 5 and 6 on Exhibit NO attached hereto and incorporated herein, Hy joining ip execution of this petition, Merchants Bank in no Way,.. express or implied, shall incur any liability with reference to this Petition nor with reference to operation of BrasOria Coynty,, Municipal Utility District No, 18, TRACTS 5 & 6 MERCHANTS BANE By; ;r•.��.��rr�\ Nam:: Connie Be=won Title; Branch President THE STATE OF TEXAS 5 COUNTY OF BRAZORIA 5 This instrument was acknowledged before me op this 23rd day of June , 1998, by Connie Beaumont Branch President of Merchants Bank, a state corporation, on behalf of said corporation, . (Seal) -12- banking NO ARY PUBLIC, TATE TEXAS Int SMAflON LIVINGS Nolary publlo, 91ate of Taxa70Ns My Ccnimiseion Expires 12.02.99 Tracts to be included Proposed Brazoria County Municipal Utility District No. 18 Tract No. Section # of Lots # of Acres #1 West Oaks 3-B 68 18.3165 #2 West Oaks 4 76 25.4514 #3 West Oaks Village 3 157 35.4855 #4 West Oaks Village 4 107 20.5591 #5 Pine Hollow 2 155 51.4130 #6 Pine Hollow 3 128 45.6928 #7 Nesbit Tract SFD 398 76.7900 #8 Ravenwood Est. Sec.2 32 38.6998 #9 Ravenwood Est. Sec.3 38 40.0000 Totals 1159 352.4081 -5- PROPOSED BRAZORIA COUNTY MUNICIPAL UTILITY DISTRICT #18 LEGAL DESCRIPTIONS TRACTS 1-9 -6- 352.4081 ACRES LOCATED IN VARIOUS SURVEYS FOR THE PROPOSED BRAZORIA COUNTY MUNICIPAL UTILITY DISTRICT NO. 18 (INNER CITY M.U.D.), CITY OF PEA RLA ND, BRAZORIA COUNTY, TEXAS. Being 352.4081 acres of land located in various surveys in the City of Pearland, Brazoria County, Texas, said 352.4081 acres being in nine (9) separate tracts as described by metes and bounds as follows (All bearings recited herein are grid bearings based on the City of Pearland Horizontal Control Monuments, established in 1995, reflecting the Texas Coordinate System, South Central Zone, NAD 83 datum. All coordinates and distances recited herein are surface coordinates and distances). TRACT ONE LEGAL. DESCRIPTION OF WEST OAKS SECTION 3B Being a 18,3165 acre (797,867 square foot) tract of land being part of Section 15 of the H.T. & B. RR Co. Survey, Abstract No. 241, Brazoria County, Texas, and being out of a called 34.98 acre tract conveyed to Laura Massey Arnold as recorded in Volume 772, Page 94 of the Deed Records of Brazoria County, Texas; BEGINNING at a 1/2-inch iron rod found at the southeast corner of West Oaks, Section Three - Phase 'A', as recorded in Volume 19, Pages 631-632 of the Plat Records of Brazoria County, Texas, and being the northeast corner of the herein described tract; THENCE South 02°35' l 1" East, along the west right-of-way line of said County Road No, 103, a distance of 582.00 feet to a I/2-inch iron rod set for the southeast corner of the herein described trace; THENCE South 87°24'49" West, along the future right-of-way line of Old Oaks Boulevard (based on a 80 foot width) a distance of 1224.83 feet toe I/2-inch iron rod set for the Point of Curvature of a curve to the left; THENCE in a westerly direction along the arc of said curve to the left and along the future right-of-way of line of said Old Oaks Boulevard, having a Radius of 160.00 feet, an Arc Length of 52.10 feet, a Central Angle of 18°39'25", and a Long Chord which bears South 78°05'44" West, 51.87 feet to a l/2-inch iron rod set for corner at the end of said curve; . THENCE, South 68°46'09" West, along the future right-of-way line of said Old Oaks Boulevard, a distance of 46.43 feet to a I/2-inch iron rod found in the east line of West Oaks Village, Section One-B, as recorded in Volmne 19, Pages 489-490 of the Plat Records of Brazoria County, Texas; THENCE North 02°35' I I" West, along the east line of said West Oaks Village, Section One-B, a distance of 677.37 feet to a 1/2-inch iron rod found at the southwest corner of said West Oaks, Section Three - Phase 'A', same being the northwest comer of the herein described tract; THENCE North 87°24'49" East, along the south line of said West Oaks, Section Three - Phase 'A', a distance of 241.26 feet to a 1/2-inch iron rod found in the easterly right-of-way line of West Oaks Boulevard (based on a 60 foot width) at the Beginning of a curve to the Left and being an interior corner of the herein described tract; THENCE in a northeasterly direction along the arc of said curve to the left having a Radius of 700,00 feet, an Arc Length of 28.88 feet, a Central Angle of 02°21'50", and a Long Chord which bears North 17°34' 11" West, 28.88 feet to a I/2-inch iron found in the said easterly right-of-way line, same being the southwest corner of Lot 1, Block 3 of said West Oaks, Section Three - Phase 'A' for corner at the end of said curve; THENCE North 87°24'49" East, continuing along the south line of said Block 3 of West Oaks, Section Three - Phase 'A', a distance of 854.46 feet id a 1/2-inch iron rod found in the west right-of-way line of Sumac Drive (based on a 60 foot width) for an angle corner of the herein described tract; THENCE South 02°35' I I" East, continuing along the said west right-of-way line of Sumac Drive, a distance of 20.00 feet to a l/2-inch iron rod found for an interior corner of the herein described tract; THENCE North 87°24'49" East, continuing along the south line of said West Oaks, Section Three - Phase °A', a distance of 197.00 feet to the PLACE OF BEGINNING of the herein described tract, containing 18.3165 acres (797,867 square feet of land. TRACT TWO LEGAL. DESCRIPTION OF WEST OAKS SECTION 4 BEING a 25.4514 acre (1,108,663 square foot) tract of land located in the I-1,T.& B. RR Company Survey, Abstract No. 241, Brazoria County, Texas and also being out of a called 34.98 acre Tract described in an instrument recorded in Volume 772, Page 94 of the Deed Records of Brazoria County, Texas and being more particularly described by metes and bounds as follows; Page 1of 6 BEGINNING at a I/2-inch iron rod set for the northwest corner of the herein described tract, same being the southwest corner of the aforementioned Tract Three; THENCE North 68°46'09" East, along the north line of the herein described tract, a distance of 46.43 feet to a 1/2- inch iron rod set for corner at the beginning of a tangent curve to the right; THENCE along the arc of said curve to the right having a Radius of 160.00 feet, an Arc Length of 52.09 feet, a Central Angle of 18°39'25", an a Long Chord which hears North 78°05'44" East, 51.87 feet to a 1/2-inch iron rod set for corner at the Point of Tangency of the arc of said curve; THENCE North 87°24'49" East, continuing along the north line of the herein described tract, a distance of 1224.83 feet to a I/2-inch iron rod set for the northeast corner of the herein described tract at the west right-of-way line of Harkey Road (County Road 103)(based on a 60-foot width); THENCE South 02°35' 11" East, along the east line of the herein described tract, same being the west right-of-way line of said Harkey Road, a distance of 521.68 feet to a 1/2-inch iron rod set for southeast corner of the herein described tract; THENCE South 33°21'45" West, along the southeasterly line of the herein described Tract, sante being the northwesterly line of a 50-foot wide pipeline easement dedicated to Seminole Pipeline Company, as per an instrument recorded in Clerk's File No. 93-020700 of the Deed Records of Brazoria County, Texas, a distance of 492.68 feet to a 1/2-inch iron rod found for an angle corner of the herein described tract; THENCE South 71°46'33" West, along the southerly line of the herein described tract, same being the northerly line of an 80-foot detention pond easement, a distance of 1070.38 feet to a 1/2-inch iron rod set for the southwest corner of the herein described tract; THENCE North 02°35' 11" West, along the west line of the herein described tract, a distance of 1036.85 feet to the PLACE OF BEGINNING, containing 25.4514 acres (1,103,663 square feet) of land. TRACT THREE LEGAL DESCRIPTION OF WEST OAKS VILLAGE SECTION 3 BEING a 35.4855 acre (1,545,747 square foot) tract of land located in the H.T. & B. RR Co. Survey, Abstract No. 241, Brazoria County, Texas, said 35.4855 acre tract of land being out of the residue of a called 160 acre trace conveyed to John Massey as per an instrument recorded in Volume 708, Page 109 of the Deed Records of Brazoria County, Texas and being more particularly described by metes and bounds as follows; BEGINNING at a point for the southeast corner of an 80.0000 acre tract conveyed to the Pearland Independent School District as per an instrument recorded under Film Code No. 95-022923 of the Official Records of Brazoria County, Texas; THENCE North 02°34'16" West, along the west line of the herein described tract, same being the east line of the said 80.0000 acre tract, a distance of 1210.32 feet to a point for the northwest corner of the herein described trace; THENCE North 87°24'49" East, along the north line of the herein described tract, a distance of 825.00 feet to a point for an interior comer of the herein described tract; THENCE North 02°35' 11" West, a distance of 110.00 feet to a northwest corner of the herein described tract; THENCE North 87°23'27" East, a distance of 496.44 feet to the northeast corner of the herein described tract; THENCE South 02°35'11" East, along the east line of the herein described tract, a distance of 1320.00 feet to a point for the southeast corner of the herein described tract; THENCE South 87°24'49" West, along the south line of the herein described tract, a distance of 1320.69 feet to the PLACE OF BEGINNING, containing 35.4855 acres (1,545,747 square feet) of land. TRACT FOUR LEGAL DESCRIPTION OF WEST OAKS VILLAGE SECTION 4 BEING a 20.5591 acre (895,554 square foot) tract of land located in the ITT. & B. RR Co. Survey, Abstract No. 241, Brazoria County, Texas, said 20.5591 acre tract of land being out of the residue of a called 160 acre trace conveyed to John Massey as per an instrument recorded in Volume 708, Page 109 of the Deed Records of Brazoria County, Texas and being more particularly described by metes and bounds as follows; Page 2 of 6 BEGINNING at a point for the northwest comer of the herein described trace, same being the northeast corner of an 80.0000 acre tract conveyed to the Pearland Independent School District as per an instrument recorded under Film Code No. 95-022923 of the Official Records of Brazoria County, Texas, said point also being in the south right-of- way line of County Road No. 91 (Fite Road), based on a width of 60 feet, as per an instrument recorded in Volume 1093, Page 830 of the Deed Records of Brazoria County, Texas; THENCE North 87°24'49" East, along the north line of the herein described tract; same being the said south right- of-way line of County Road No. 91 (Fite Road), a distance of 825.00 feet to a point for the northeast corner of the herein described tract, same being the northwest corner of a called 18.75 acre tract conveyed to the Dad's Club; THENCE South 02°35'11" East, along the east line of the herein described tract, same being the west line of said Dad's Club tract, a distance of 1370,00 feet to a point for the southwest corner of the said Dad's Club Tract, and the southeast corner of the herein described tract, said point also being in the north line of' Future West Oaks Village, Section 3; THENCE South 87°24'49 Future West Oaks Village, described tract, same being THENCE North 02°34'16' said 80.0000 acre tract, a (895,554 square feet) of Ian " West, along the south line of the herein described tract, same being the north line of Section 3, a distance of 825.00 feet to a point for the southwest corner of the herein the northwest corner of Future West Oaks Village, Section 3; ' West, along the west line of the herein described tract, same being the east line of the distance of 1370.00 feet to the PLACE OF BEGINNING, containing 20.5591 acres d. TRACT FIVE LEGAL DESCRIPTION OF PINE HOLLOW SECTION 2 Field Note Description of 51.413 acres of land, being all of lots 27, 44 and a portion of lots 42, 45, 46, 47 and 48 out of the George W. Jenkins Subdivision of 306.38 acres as recorded in Volume 2, page 20 of the Brazoria County Deed Records, located in the James T. Perry and Emily Austin League, Abstract No. 111, Brazoria County, Texas, said 51.413 acres also being a portion of teat certain called 187.084 acre tract of land conveyed to Pine Hollow Associates, LTD.'by Deed recorded under Brazoria County, Texas, said 51.413 acre tract being more particularly described by metes and bounds as follows: BEGINNING at a 1/2 inch iron pipe found in the Southerly right-of-way line of said F,M. 518 for the Northeast corner of that certain called 2.55318 acre tract recorded in Volume 1302, Page 38 of the B.C.D.R. same being an exterior corner of said called 187.084 acre tract, the common Northerly corner of Lots 27, and 28 of said George W. Jenkins Subdivision, and the Northerly comer of the herein described tract; THENCE South 63° 00' 05" East, along the said Southerly right-of-way line of F.M. 518, a distance of 371.78 feet to a point for the easterly corner of the herein described tract, said point failing in the centerline of 40.00 feet wide dedicated Road right-of-way as recorded in Vol. 2 Page 20 of the B.D.C.R. same being the Northwesterly line of a called 68.1273 acre tract conveyed to George A. Bofysill, Trustee by Deed Recorded in Volume 1210, Page 433 B.C.D.R. said point also falling within an existing drainage ditch (Mary's Creek Bypass Channel), from said point a found 5/8 inch iron rod bears South 63° 00' 05" East, 51.88 feet; THENCE South 41° 46' 48" West, along the centerline of said dedicated Road and said drainage ditch, a distance of 3,743.67 feet to a point on the northeasterly line of Lot 37 of west Friendswood Subdivision of 1260 acres. as recorded in Book 1, Page 96 of the B.C.D.R., for the South corner of the herein described tract, from said point a found 3/4 inch iron pipe bears South 44° 50' 44" East, 63.14 feet, said iron pipe being the East corner of said lot 37; THENCE North 48° 12' 50" West, along the Southwesterly line of Lot 48 of said George W. Jenkins Subdivision of 306.38 acres, same being the Northeasterly line of said west Friendswood Subdivision, a distance of 355.42 feel to a point for the West corner of the herein described tract; THENCE North 27° 44' 23" East. along a line parallel to and 12.50 feet Southeasterly of an existing 8 inch Texas Eastem transmission Corp. gas Pipeline, said line also being parallel to and 12.50 feet Northwesterly of another existing Texas Eastern Transmission Petroleum Pipeline, a distance of 2,160.91 feet to a 5/8 inch iron rod found Ibr comer on the occupied common line between lot 42 and lot 43 of said George W. Jenkins Subdivision; THENCE South 48° 20' 46" East, along the common line between said Lot 42 and Lot 43, a distance of 139.85 feet to a 3/4 inch galvanized iron pipe found for the South corner of said lot 43, the east corner of Lot 42 and an interior corner of the herein described tract; THENCE North 41° 52' 22" East, along the common line between Lot 43 and Lot 44, a distance of 502.37 feel to a 3/4 inch galvanized iron pipe found on the Southwesterly line of a called 6.9310 acre tract conveyed to Texas Windmill Apts. by Deed recorded in Volume 92996, Page 331 of the B.C.D.R. for the east corner of the herein described tract; Page 3 of 6 THENCE, in an Easterly direction, along the Southerly line of said 6.8744 acre tract hereafter referred to as the south line of Oiler Drive, following a curve to the right having a radius of 865.0 feet, Central Angle 20° 19' 49" , an arc distance of 306.93 feet (Chord Bearing & Distance - North 70° 19' 27" East - 305.32 ) to a 1 inch iron pipe set at the P.T. of said curve; THENCE North 78° 02' 51" East, continuing along the South line of Oiler Drive, a distance of 727.89 feet to a 1 inch iron pipe set at the P.C. of a curve to the left; THENCE, continuing along the Southerly Line of Oiler Drive, following a curve to the left having a Radius of 2135.0 feet Central Angle 03° 17' 46", an arc distance of 122,83 feet (Chord Bearing and Distance - North 76° 25' 19" East - 122.81) to a 1/2 inch iron rod set for the PLACE OF BEGINNING of the herein described tract and the Northeast corner of a 40.29 acre tract and the Northeast corner of a 40.29 acre tract this day surveyed; THENCE, continuing along the Southerly line of Oiler Drive, following the curve to the left having a Radius or 2135.00 feel Central Angle 28° 58' 46", an arc distance of 1079.85 feet (Chord of Bearing and distance - Noah 60n 17' 03" East - 1068.38) to an "X" chiseled in concrete, at the Southeast corner of said 6.8744 acre tract and being in the Northeast line of the aforementioned 207.179 acre tract and the Southwest line of the Aaron Pasternak, trustee. tract recorded in Volume 1023, Page 297, Deed Records, said point being in the common line of the A.C.II & B. Survey, Abstract 507, and the W.D.C. Hall Survey, Abstract 70; THENCE South 48° 31' 37" East, along the common line of said Surveys and the Northeast line of said 207.179 acre tract and the Southwest line of Pasternak tract, at 0.2 feet pass a 1 inch iron pipe set and continue for a total distance of 882.94 feet to a 6" x 6" concrete monument found at the South corner of the Pasternak tract and the west corner of Shadycrest Subdivision as recorded in Volume 8, page 907. Plat Records; THENCE, South 48° 10' 05" East, continuing along the common line of said Surveys and the northeast line of said 207.179 acre tract and the Southwest line of Shadycrest Subdivision, passing several 1/2 inch iron rods found on line, at 1089.78 feet pass a 1 inch iron pips: found at the South corner of Shadycrest Subdivision and the West corner of Lot 17, Narregangs Subdivision, as described in a Deed to Alma Barnes Snyder recorded in Clerk's File No. 97- 003122, continue along the Southwest line of Snyder tract passing the Southeast corner of the A.C.H.& B. Survey, Abstract 507 and the Northeast corner of H. Stevens Survey Abstract, 594, and continue along the common line of the Stevens Survey and the Hall Survey for a total distance of 1905.15 feet to a 2 inch iron pipe found at the Southeast corner of the aforementioned 207.179 acre tract and the Northeast corner of Lot 161 of the Zychilnski Subdivision of the G.C. Smith Survey, Abstract 551, Brazoria County, Texas, which is the Northeast corner of the ray C. McKenzie, Jr. tract recorded in Clerk's File 93-003219; THENCE South 86° 35' 53" West along the North line of the G.C. Smith Survey, Abstract 551, and a South line of the H. Stevens Survey Abstract 594, and the North line of lot 161, passing it's•Northwest corner and the Northeast corner of Lot 162 as described in the Deed to Mary Ethel Wolff recorded in Clerk's File No. 94-030005, and continue along the North of Lot 162, at 2341.45 feet (call 2346.91 feet in Nisbet Deed) pass a 2 inch iron pipe found at the Northwest corner lot 162 and the Northwest corner of the G.C. Smith Survey, Abstract 551, and an ell corner of the 207.179 acre tract, and continue for a total distance of 2558.28 feet to a 1.2 inch iron rod set for the Southwest corner of the herein described tract and a corner of said 40.29 acre tract. THENCE North 32° 06' 34" West along the East line of said 40.29 acre tract, a distance of 433.79 feet to a 1/2 inch iron rod set for corner; THENCE North 05° 22' 41" East a distance of 186.71 feet to a 1/2 inch iron rod set for comer; THENCE, North 12° 17' 30" West, along the east line of said 40.29 acre tract, a distance of 455.50 feet to a 1/2 inch iron rod set for corner; THENCE, following a curve to the right, having a Radius of 269,0 feet, Central Angle 28° 34' 37", Chord Bearing and Distance North 29° 44' 18" West - 132.78 feet for an arc distance of 134,17 feet to a 1/2 inch iron rod set at the P.C. of said curve; THENCE North 12° 17' 30" West along the East line of said 40.29 acre tract, a distance of 372.46 feet to the PLACE OF BEGINNING and containing 76.79 acres of land. Page 5 of 6 TRACT EIGHT LEGAL DESCRIPTION OF RAVENWOOD ESTATES SECTION 2 BEING a 38,6998 acre (1,685,763 square foot) tract of land out of the south one-half of the southeast one-fourth of Section 16, H.T.&B. RR. Company Survey, Abstract No. 546, Brazoria County, Texas, and being more particularly described by metes and bounds as follows: COMMENCING at a P.K. Nail set in asphalt at the southeast corner of Ravenwood Estates Section One an addition to the City of Pearland as recorded under Volume 19, Page 759-760 of the Map Records of Brazoria County, Texas at the intersection of the centerline of County Road No. 101 (based on a right -of -way 60 feet wide) and the centerline of County Road No. 103 (also known as Harkey Road and based on a right-of-way 60 feet wide); THENCE South 87°21' 13" West, along the centerline of said County Road No. 101, a distance of 1,384.62 feet to a P.K. Nail set in asphalt being the PLACE OF BEGINNING of the herein described tract; THENCE South 87°21'13" West, continuing along the said centerline of County Road No. 101, a distance of 1,255.85 feet to a point in the east line of West Lea Section Three an addition to the City of Pearland as record under Volume 12, Page 23-24 of the Map Records of Brazoria County, Texas for corner of the herein described tract: THENCE North 02°36'29" West, along the east line of said West Lea Addition, Section Three a distance of 1,320.00 feet to a point for corner of the herein described tract; THENCE North 87°21'13" East, a distance of 1,322.28 feet to a point in the west line of said Ravenwood Estates Section One for corner of the herein described tract; THENCE South 02'38'47" East, along the west line of said Ravenwood Estates Section One a distance of 389.77 feet to a point for corner of the herein described tract; THENCE South 87°21' 12" West, continuing along the west line of said Ravenwood Estates Section One a distance of 67.31' to a point for corner of the herein described tract; THENCE South 02°38'47" East, continuing along the west line of said Ravenwood Estates Section One a distance of 930.23 feet to the PLACE OF BEGINNING containing 38.6998 acres (1,685,763 square feet) of land. TRACT NINE LEGAL DESCRIPTION OF RAVENWOOD ESTATES SECTION 3 BEING a 40.0000 acre (1,742,400 square foot) tract of land out of the south one-half of the southeast one-tburth of Section 16, H.T.&B. RR. Company Survey, Abstract No. 546, Brazoria County, Texas, and being more particularly described by metes and bounds as follows: BEGINNING at a P.K. Nail set in asphalt at the southeast corner of Ravenwood Estates Section One an addition to the City of Pearland as recorded under Volume 19, Page 759-760 of the Map Records of Brazoria County, Texas at the intersection of the centerline of County Road No. 101 (based on a right -of -way 60 feet wide) and the centerline of County Road No. 103 (also known as Harkey Road and based on a right-of-way 60 feet wide), THENCE North 02°36'29" West, along the centerline of said County Road 103 (also known as Harkey Road). being the east line of said Ravenwood Estates Section One a distance of 1,320.00 feet to a point in the north line of said Ravenwood Estates Section One and being in the south line of Sharondale Subdivision, an unrecorded addition to the City of Pearland, Brazoria County, Texas for corner of the herein described tract; THENCE North 87°21' 13" East, a distance of 1,320.00 feet to a point for corner of the herein described tract; THENCE South 02°36'29" East, a distance of 1,320.00 feet to a point in the centerline line of said County Road No 101 for corner of the herein described tract; THENCE South 87'21' 13" West, along the centerline of said County Road No. 101 a distance of 1320.00 feet to the PLACE OF BEGINNING, containing 40.0000 acres (1,742,400 square feet) of land. un.ntw,noc Page 6 of 6 rlI R L J JO !"JC•.14ftl'I f hL tuci�HKU 111 Exhibit B UTILITY AGREEMENT This UTILITY AGREEMENT (the "Agreement), is made and entered into as of the day of , 1998, by and between the CITY OF PEARLAND, TEXAS, a municipal corporation and home -rule city of the State of Texas (the "City"), and R. West Development Company, Inc., a Texas corporation (the "Developer"), on behalf of proposed BRAZORIA COUNTY MUNICIPAL UTILITY DISTRICT NO. 18, to be created as a body politic and corporate and a governmental agency of the State of Texas organized under the provisions of Article XVI, Section 59 of the Texas Constitution (the "District"). RECITALS The District was created within the City's corporate limits for the purposes of, among other matters, providing water distribution, wastewater collection, and drainage facilities to serve development occurring within and near the District inside the City limits. Under the authority of Texas Local Government Code Section 402.014, as amended, the City and the District may enter into an agreement under the terms of which (i) the District will acquire for the benefit of and conveyance to the City the water distribution, wastewater collection, and drainage facilities needed to serve lands being developed within and near the boundaries of the District and (ii) in order to enhance the economic feasibility of the District and more equitably distribute among the taxpayers of the City and the District the burden of ad valorem taxes to be levied from time to time by the City and the District, the City will make annual tax and monthly water and sewer revenue rebate payments to the District in consideration of the District's financing, acquisition, and construction of such facilities. The City and the District have determined that they are authorized by the Constitution and laws of the State of Texas to enter into this Agreement and have further determined that the terms, provisions, and conditions hereof are mutually fair and advantageous to each. AGREEMENT For and in consideration of these premises and of the mutual promises, obligations, covenants, and benefits herein contained, the City and the District contract and agree as follows: HU'.7 UU JG UC•JJF'M '.�l.nblHN f'HbtLv niiKL+llY r . -+' C ARTICLE I DEFINITIONS The capitalized terms and phrases used in this Agreement shall have the meanings as follows: "Annual Payment" means the annual payment to be made by the City to the District, as defined in Section 6.01 hereof, "Approved Plans" means plans and specifications approved in accordance with Section 2.01. "Approving Bodies" means any or all of the following entities, as appropriate in a particular context, the City; Harris County, Texas and/or Brazoria County, Texas, • as applicable; the TNRCC; the Attorney General of Texas; the Comptroller of Public Accounts of Texas; the United States Department of Justice"; and all other federal, state, and local governmental authorities having regulatory jurisdiction and authority over the financing of the Facilities, the construction of the Facilities, or the subject matter of this Agreement. "Bonds" means the District's bonds, notes, or other evidences of indebtedness issued from time to time for the purpose of purchasing, constructing, acquiring, operating, repairing, improving, or extending the Facilities, payment of Impact Fees, and for such other purposes permitted or provided by state law, whether payable from ad valorem taxes, the proceeds of one or more future bond issues, or otherwise, and including any bonds, notes, or similar obligations issued to refund such bonds. "City" means the City of Pearland, Texas, a municipal corporation and home -rule city of the State of Texas. "Consent Ordinance" means the ordinance or resolution to be adopted by the City evidencing the City's consent to the inclusion of land within the District in accordance with Texas Local Government Code Section 42.042 and Texas Water Code Section 54,016, each as amended. "Construction Costs" means costs associated with any particular construction project under the terms of this Agreement, including, but not limited to, costs of construction, acquisition, and installation; engineering fees and expenses; costs of advertising; costs of acquiring necessary licenses, permits, waste control orders, discharge permits or amendments thereto; fiscal, legal, and administrative costs; material - testing costs; site, easement, and permitcosts; and all other costs and expenses directly relating to the foregoing, together with an amount for contingencies or estimated Construction Costs of not more than fifteen percent (15%) of the foregoing, provided that no contingency amount shall be included in "Construction - 2 - PUG 06 '98 62s36PP 6CHWHRTZ PHGE&HRRDIN H. 38 Costs" regarding a particular construction project once that project is complete. "Developer" means R. West Development Company, Inc., a Texas corporation. "Director" means the City's Manager or his designee. "District" means Brazoria County Municipal Utility District No. 18, a body politic and corporate and a governmental agency of the State of Texas organized under the provisions of Article XVI, Section 59 of the Texas Constitution. The term "District" shall be construed to include both the Developer and the District, as it is the intention of the parties to this Agreement that all rights, benefits, and obligations pursuant to this Agreement shall ultimately be assigned by the Developer to the District upon its creation. "District Assets" means (i) all rights, title, and interests of the District in and to the Facilities, (ii) any Bonds of the District which are authorized but have not been issued by the District, (iii) all rights and powers of the District under any agreements or commitments with any persons or entities pertaining to the financing, construction, or operation of all or any portion of the Facilities and/or the operations of the District, (iv) all cash and investments, and amounts owed to the District, and (v) all books, records, files, documents, permits, funds, and other materials or property of the District. "District Engineer" means Perro Saylors, Inc. or such other engineering firm as the District may engage from time to time. "District Obligations" means (i) all outstanding Bonds of th.e District, (ii) all other debts, liabilities, and obligations of the District to or for the benefit of any persons or entities relating to the financing, construction, or operation of all or any portion of the Facilities or the operations of the District, and (iii) all functions performed and services rendered by the District for and to the owners of property within the District an.d the customers of the services provided from the Facilities. "Facilities" means and includes the water distribution, wastewater collection, and drainage systems constructed or acquired or to be constructed or acquired by the District to serve lands within and near its boundaries, and all improvements, appurtenances, additions, extensions, enlargements, or betterments thereto, together with all contract rights, permits, licenses, properties, rights -of -way, easements, sites, and other interests related thereto. "Impact Fee" means the amount to be paid to the City for water and wastewater capacity for each improvement within the District at the time of connection of the improvement to the Facilities, as defined in Section 5.04. - 3 - RUG 06 '08 02:-6PM SCHWRRTZ 'r'RGE&HRRD1N "Monthly Revenue Payments" means the monthly payments to be made by the City to the District, as defined in Section 6.04 hereof. "Oversized Facilities" means water, sewer, and/or drainage facilities sized to serve areas outside the District or constructed to serve areas outside the District, as defined in Section 2.04. "Payment Date" means the date each year when the Annual Payments are due, as defined in Section 6.02. "TNRCC" means the Texas Natural Resource Conservation Commission, or any successor or successors exercising any of its duties and functions related to water conservation and reclamation districts. "Utility Development Agreement" means the District's agreement, if any, as defined in Section 3.04. ARTICLE II DESIGN AND CONSTRUCTION OF THE FACILITJES 2.01. Design, The Facilities shall be designed in accordance with sound engineering principles and in compliance with all applicable requirements of the Approving Bodies. The plans and specifications for the Facilities shall be subject to the review and approval of the District, the City, and the Approving Bodies with jurisdiction. The District shall not make any changes to the Approved Plans without the approval of the City. The City shall not require that the Facilities be designed to requirements more stringent than the City's requirements applicable to the design of similar facilities outside the District but within the City's jurisdiction. The District shall design the Facilities in such phases or stages as the District from time to time, in its sole discretion, may determine to be necessary and economically feasible. 2.02. Construction. When the District determines, in its sole discretion, that it is necessary and economically feasible to construct the Facilities, the District shall proceed to award a construction contract for the Facilities based upon the Approved Plans . The Facilities shall be constructed, and all easements, equipment, materials, and supplies required in connection with the Facilities shall be acquired in the name of the District so that the District is the owner; provided, however, the District may enter financing arrangements with a third party or parties to advance funds or construct the Facilities on behalf of the District. The Facilities shall be installed, construction contracts shall be awarded, and payment and performance bonds obtained all in accordance with the general law for municipal utility districts and in full compliance with - 4 - Flub UO o ec 0( -V n•.. the applicable requirements of the Approving Bodies, The District shall require warranties/maintenance bonds from contractors in accordance with City requirements, currently for a two (2) year period following completion of the Facilities. The District Engineer shall serve as project engineer for the District for the Facilities construction, shall make a recommendation regarding award of the construction contract, shall make monthly reports to the District Board of Directors on the progress of construction, shall review and approve all pay estimates submitted for the District Board of Directors' approval, shall submit all change orders to the District Board of Directors for approval and to the City for its records, shall arrange for appropriate inspection during construction of the Facilities, and shall recommend final acceptance of the Facilities to the District's Hoard of Directors and the City when appropriate. The District Engineer shall file all required documents with the TNRCC. 2.03. Construction by Third Parties. From time to time, the District may enter into one or more agreements (the "Utility Development Agreement") with landowners or developers of property located within or near the District whereby such landowners or developers will advance funds to or on behalf of the District for the acquisition and construction of the Facilities. The construction of any Facilities financed under the terms of a Utility Development Agreement shall be subject to all the terms and conditions of this Agreement. Each Utility Development Agreement will provide for the District's reimbursement of the person or entity advancing funds for the Facilities (i) from the proceeds of the District's sale of its Bonds, subject to all the terms and conditions of such Utility Development Agreement, including, among other conditions, the approval of the TNRCC of the sale of the Bonds and the use of sale proceeds for such purpose; (ii) from District funds lawfully available for such purpose; and/or (iii) under the terms of Article VII below, 2.04. Acceptance of Facilities. Upon completion of the Facilities, the District Engineer shall certify that the Facilities have been completed in substantial compliance with the Approved Plans; the District shall certify to the City that all bills and sums of money due in connection with the construction and installation of the Facilities have been fully paid and that the Facilities are free of any and all liens and claims, all according to the certification of the construction contractor. The District Engineer shall provide three (3) copies of as built construction drawings of the Facilities to the District, in accordance with City requirements. The District shall accept the construction of the Facilities in writing from the construction contractor. The District shall then convey the Facilities to the City in accordance with the City's procedure for acceptance of such facilities in areas outside the District and within the City and the provisions of Article TV below. 2.05. Oversized Facilities. In conjunction with the District's design and construction of the Facilities, as - 5 - HUU Lib 7tl Uc: JNF'M bI.HWHK I L r'H(L&HHkU1M F'. d/ d8 described in this Article II, the City may determine from time to time that certain Facilities should be sized to serve areas outside the District, as well as areas within the District, or the City and the District may determine that the District should construct certain water, sewer, and/or drainage facilities outside the District to serve areas outside the District (in either case, facilities sized or constructed to serve areas outside the District shall be referred to in this Agreement as the "Oversized Facilities"). Subject to the terms and conditions of this Section 2,04,. the District hereby agrees that, in conjunction with the District's design and construction of the Facilities as set out this Agreement, the District shall cooperate with the City to include the Oversized Facilities as required by the City. The City, in turn, hereby agrees that as between the District and the City, the City shall fund its share of the Construction Costs of the Oversized Facilities. In order to carry out the design and construction of the Oversized Facilities, the City and the District agree to enter into a development agreement, in a form attached to this Agreement, and incorporated for all purposes, as Exhibit "A". If the Oversized Facilities are designed and constructed by the District as part of the design and construction of Facilities (collectively, the Oversized Facilities and the Facilities, the "Project"), the Construction Costs of the Oversized Facilities shall be determined in accordance with TNRCC rules and regulations so that Project Construction Costs will be shared by the City and the District on the basis of benefitsreceived, which are generally the design capacities in the Project for the City and the District respectively. ARTICLE III FINANCING OF THE FACILITIES 3.01. Authority of District to Issue Bonds. (a) Subject to subsection (b), the District shall have authority to issue, sell, and deliver Bonds from time to time, as deemed necessary and appropriate by the Board of Directors of the District, for the purposes, in such forms and manner, and as permitted or provided by federal law, the general laws of the State of Texas, and the Consent Ordinance. The District shall not be authorized to sell Bonds until it has provided the City with a certified copy of the TNRCC order approving each bond issue in which the TNRCC concludes that a District debt service tax rate of $1.00 or less per $100 of assessed valuation is feasible in accordance with the TNRCC's rules in effect at the time of such determination. The District's obligation to provide a certified copy of the TNRCC order including such conclusion shall not be construed as a limitation on the District's authority to levy an unlimitedtax rate, it being understood and acknowledged that the District's bonds shall be payable from and secured by a pledge of the proceeds of an ad valorem tax, without legal limitation as to rate or amount. The District shall provide the City with copies - 6 - HUb U0 _CeJG. JCJfi l 'oo.fYWHK ,_. F'HUL&YIHKL1ll 1 of the Official Statement and the District's resolution authorizing the issuance of the Bonds for each issue prior to the delivery of the Bonds to the initial purchaser. (b) The District shall not sell or issue any bonds unless (i) the terms of such bonds expressly provide that the District reserves and shall have the right to redeem the bonds not later thanon any interest payment date subsequent to the 15th anniversary of the date of issuance, without premium; (ii) the bonds, other than refunding bonds, are sold after the taking of public bids therefor; (iii) none of such bonds, other than refunding bonds, are sold for less than 95k of par; and (iv) the net effective interest rate on bonds so sold, taking into account any discount or premium as well, as the interest rate borne by such bonds, does not exceed two percent above the highest average interest rate reported by the Daily Bond Buyer in its weekly "20 Bond Index" during the one -month period next preceding the date notice of the sale of such bonds is given and bids for the bonds will be received not more than forty-five days after notice of sale of the bonds is given. 3,02. Distribution of Bond Proceeds. The proceeds of Bonds issued by the District shall be used and may be invested or reinvested, from time to time, as provided in the order or orders of the District authorizing the issuance, sale, and delivery of such Bonds and in accordance with the federal, state, and local laws and regulations governing the proceeds of the Di.strict's sale of its Bonds. .03. Bonds as Obligation of District. Unless and until the City shall dissolve the District and assume the District Assets and District Obligations, the Bonds of the District, as to both principal and interest, shall be and remain obligations solely of the District and shall never be deemed or construed to be obligations or indebtedness of the City; provided, however, that nothing herein shall limit or restrict the District's ability to pledge or assign all or any portion of the Annual Payments or Monthly Revenue Payments, to be made by the City to the District as provided in this Agreement, to the payment of the principal of, the redemption premium, if any, or interest on the Bonds or other contractual obligations of the District relating to the financing, acquisition, or use of the Facilities. ARTICLE IV OWNERSHIP OPERATION. AND MAINTENANCE OF FACILITIES 4.01. District Conveyance. As the Facilities are constructed and accepted by the District in accordance with Article II, the District shall convey the Facilities to the City, reserving, however, a security interest therein for the purpose of securing the performance of the City under this Agreement. At such time as the Bonds issued to acquire and construct the Facilities have been discharged, the District shall execute a release of such - 7 - HUG 88 ' 98 82. _)9H ii SCHWHRI Z PHGE&HHRDIN Ld security interest, and the City shall own the Facilities free and clear of such security interest. When the District conveys the Facilities to the City under this Article eV, the District shall also assign to the City the construction contractor's two year warranty of its work, as required under Section 2.02 above. 4.02. City Acceptance. As the Facilities are constructed and completed by the District, representatives of the City shall inspect the same and, if the City finds that the Facilities have been completed in substantial compliance with the approved plans and specifications, the City, in accordance with its procedures regarding acceptance of facilities, will accept the conveyance of the Facilities from the District, and the Facilities so conveyed shall be operated, maintained, and repaired by the City at its sole expense as provided in this Agreement. The City shall accept ownership of the Facilities under this Section 4.02 in accordance with the City's procedure for acceptance of such facilities in areas outside the District and within the City. If the Facilities have not been completed in substantial compliance with the approved plans and specifications, the City will immediately advise the District in what manner the Facilities do not comply, and the District shall immediately correct the same; whereupon the City shall again inspect the Facilities and accept th,e same if the non -complying items have been corrected. In conjunction with the City's acceptance of the Facilities, the District shall provide the City with one (1) set of the as built construction drawings for such Facilities, or as otherwise required by the City. 4.03. Operation of the Facilities by the City. Upon the acceptance of the Facilities by the City from the District, the City will operate the Facilities and provide services from the Facilities to users within the District without discrimination. The City shall at all times maintain the Facilities, or cause the same to be maintained, in good condition and working order and will operate the same, or cause the same to be operated, in an efficient and economical manner at a reasonable cost and in accordance with sound business principles, and the City will comply with all the terms and conditions of this Agreement and with all applicable federal, state, and local laws and regulations. (a) The City shall provide competent, trained personeel, licensed or certified as necessary by the appropriate regulatory authority, to operate, inspect, maintain, and repair the Facilities. The City shall inventory and maintain a listing of all of the equipment comprising the Facilities as required to provide relevant information for the scheduled maintenance and repair or replacement of the equipment comprising the Facilities. The City shall implement a scheduled maintenance program for the Facilities and shall ensure that the Facilities are maintained in the same fashion and with the same frequency as similar facilities owned and operated by the City to serve areas outside the District. - 8 - PUG 06 'SS 02:40PMI SCHWPRTZ PRGL&H-D1H P.11/28 (b) The City shall maintain all customer information and records necessary to provide monthly billings to customers served by the Facilitiep. The City shall coordinate with the District's consultants, such as attorneys, engineers, auditors, tax assessors, and financial advisors as necessary to maintain efficient operation of the Facilities. The City shall respond to inquiries or correspondence from governmental or regulatory authorities and the District's directors, customers, or consultants. (c) The City shall provide a monthly written report to the District indicating the total number of connections within the District. If requested by the District, the City may provide a City representative to attend a District meeting to discuss any operation and maintenance information regarding the Facilities. 4.04. Rates and Conditions of Service. The connection of improvements to the Facilities shall be made by the City, in the same manner, by the same procedures, and for the same charges as the City makes other water and wastewater connections. Water and wastewater customers within the District shall pay rates and charges for such services to the City, on the same basis and conditions as the City provides such services to similar City customers who do not receive services from the Facilities; provided, however, in addition to the rates and charges imposed by the City on its water and wastewater customers outside the District, the City shall impose on and collect from each customer of the Facilities within the District a monthly surcharge of five dollars ($5.00) per equivalent single family residential connection. The equivalent number of single family residences attributable to any particular connection shall be computed in accordance with the service unit factors set forth in Exhibit "ES", as such factors may be amended from time to time by the City in its sole discretion, provided that the City shall always apply the same service unit factors within the District as it applies to other areas within the City. The City shall bill and collect charges from the customers of the Facilities, calculated in accordance with this Section 4.04, in the same manner and under the same procedures as it bills and collects from other customers of the City that are not served by the Facilities. 4.05. Repair of the Facilities, After its acceptance of the Facilities, the City shall provide all personnel and equipment necessary to perform repairs on, and shall bear sole cost responsibility for repair of, the Facilities, including, but not limited to, service line leaks, leaks at water meters, water main breaks, repairs to valves and fire hydrants, manhole repairs, and sewer line repair and cleaning, as needed. The City shall not, however, bear cost or responsibility for initial repair of any equipment or facilities identified by the City as in need of correction prior to the City's acceptance of the Facilities under 9 1-11-IU UO l0 ✓JG ,4UrJI rhbL&I1hr%L ll l r1G! GG Section 4.02 above. The cost of all materials and supplies used to operate, maintain, and repair the Facilities shall be borne solely by the City. ARTICLE V CITY PLANT CAPACITY AND FINANCING 5.01. Water Supply and Distribution Facilities. The City shall provide the District with its ultimate requirements for water supply and distribution capacities, The City shall provide such capacities at the District's boundaries. The number and location of the points of connection between the City's water distribution system and the Facilities shall be mutually agreed upon by the District and the Director. The City acknowledges its obligation to provide water supply and distribution capacities for the actual requirements of the development within the District's boundaries. Any water supply and distribution capacities so required by the District shall be reserved and allocated by the City exclusively to serve the property within the District and the City shall not use such capacities to serve any other property. The City shall at all times manage the capacities in its water supply and distribution facilities so that capacity to serve development within the District is available atthe time such improvements are to be connected to the Facilities. The City's obligation shall specifically include the obligation to expand, enlarge, and modify its water supply and distribution facilities and to secure all necessary approvals of the Approving Bodies as necessary to have capacity available to serve new improvements within the District. To enable the City to effectively manage its water system capacities in compliance with the City's obligation under this Section 5.01, the District shall provide to the City by December 31 of each year during the term of this Agreement, a written projection of the new improvements within the District expected to be connected to the Facilities within the coming year, and such other related information as the City may reasonably require. 5.02. Wastewater Collection and Treatment Facilities. The City shall provide the District with its ultimate requirements for wastewater collection andtreatment capacities. The number and location of the points of connection between the City's wastewater collection system and the Facilities shall be mutually agreed upon by the District and the Director. The City acknowledges its obligation to provide wastewater collection and treatment capacities for the actual requirements of the development within the District's boundaries. Any wastewater collection and treatment capacities so required by the District shall be reserved and allocated by the city exclusively to serve the property within the District and the City shall not use such capacities to serve any other property. The City shall at all times manage the capacities in its wastewater collection and treatment facilities so that capacity to serve development within the District is available at the time such improvements are to be 10 - AUG OS '98 92:41PM SCHWARTZ PAGE&HARDIH i=.1..h 28 connected to the Facilities. The City's obligation shall specifically include the obligation to expand, enlarge, and modify its wastewater collection and treatment facilities and to secure all necessary approvals of the Approving Bodies as necessary to have capacity available to serve new improvements within the District. To enable the City to effectively manage its wastewater system capacities in compliance with the City's obligation under this Section 5.02, the District shall provide the City no less than annually a written projection of the new improvements within the District expected to be connected to the Facilities within the coming year, and such other related information as the City may reasonably require. 5.03. Letter of Capacity Assurance; Assianabiliay. The City agrees that the Director shall, upon reasonable request from the District, issue a letter of assurance to the owner of platted property within the District confirming water and wastewater utility availability for such platted property, based upon the standard City Criteria published .by the City regarding the calculation of water and wastewater requirements for various types of improvements. 5.04 Financina City Water and Wastewater Capacities,. In consideration of the City's provision of water supply and distribution capacity and wastewater collection and treatment capacity, the District and the City acknowledge that developers, homebuilders or other entities, as appropriate, pay to the City one thousand nine hundred ninety-seven dollars ($1,997.00) per equivalent single-family residential connection to the Facilities (the "Impact Fee"). Equivalent single-family residential connections shall be computed in accordance with the service unit factors as set forth in Exhibit "B", as such factors may be amended from time to time by the City in its sole discretion, provided that the City shall always apply the same service unit factors within the District as it applies to other areas within the City. The Impact Fee shall be paid to the City by or on behalf of the District before the connection of each particular improvement to the Facilities at the same time and manner as such fees are paid for improvements in other areas of the City outside the District. The City shall not allow connection of any improvement to the. Facilities for which the appropriate Impact Fee has not been paid. The City may amend the Impact Fee from time to time in accordance with the requirements of state law; provided, however, the Impact Fee shall be the same as the impact fee required outside the District and within the City limits. The District acknowledges and agrees that, besides the Impact Fee, any new connection by a builder to the Facilities will be subject to the fees, charges and costs routinely charged by the C:Lty in regards to any new connection to the City's utilities, whether inside or outside the District. HUb bib ' d a± 4&ti LhNHki2 HHGE_&HRRU1N F.14/28 ARTICLE VI ,ANNt1AL PAYMENTS MONTHLY REVE PAYMENT 'Nn nI.TRICT TAXES 6.01. Calculs'tisw. of Annual Payment, In consideration of the development of the land within the District and the related increase in the taxable value of such land to the City through the acquisition and construction of the Facilities by the District and in order to enhance the economic feasibility of the District and more equitably distribute among the taxpayers of the City and the District the burden of ad valorem taxes to be levied from time to time by the City and the District, the City agrees to collect and pay to the District a portion of the ad valorem taxes collected by the City in future years on the land and improvements within the District (the "Annual Payment"). That portion of the City property tax which will be returned to an in - city water district, including the District, shall be at a rate of $0.15 per $100 of assessed valuation. The Annual Payment shall be a payment of a portion of the City's tax revenues actually collected and received by the City, exclusive of any interest and penalties paid by the taxpayer to the City and exclusive of any collection costs incurred by the City. All Annual Payments received by the District from the City shall be deposited by the District into a debt service fund of the District and shall be applied solely to the payment of the Bonds and other debts, liabilities, and obligations of the District to or for the benefit of any persons or entities relating to the financing, construction, and acquisition of all or any portion of the Facilities. 6.02. Payment of Annual Payment. The Annual Payment shall begin on May 1 in the calendar year following the calendar year for which the District initially receives a tax roll from the Brazoria County Appraisal District and shall be payable each May 1 thereafter (the "Payment Date"), with each such Annual Payment being applicable to the calendar year preceding the calendar year of each such May 1 (e.g., if the District receives a tax roll for the calendar year 1998, the Annual Payment for such year will be due May 1, 1999). Each Annual Payment that is not paid on or before the Payment Date shall be delinquent and shall incur interest at the rate of one percent (1%) of the amount of the Annual Payment per month, for each month or portion thereof during which the Annual Payment remains unpaid. The obligation of the City to make Annual Payments to the District shall terminate upon the termination of this Agreement in accordance with Section 9„15 below. 6.03. Supplemental Tax Rolls: Correction Tax Ronal. Ad1ustrint to Annual Payment, The parties recognize and acknowledge that, from time to time, the Brazoria County Appraisal District may submit to the District one or more supplemental tax rolls and/or correction tax rolls and that each such supplemental tax roll and/or correction tax roll may affect the total value of taxable properties within the District for a - 12 - HUIo On 'in L. ticPt1 bl.mvair.I G NHbb&HHkDIri r • lw C� particular year and therefore the Annual Payment due and payable by the City for such year. The District agrees that promptly upon receiving a supplemental tax roll and/or correction tax roll, the District shall deliver such supplemental tax roll and/or correction tax roll to the City. Promptly upon receiving a supplemental tax roll and/or collection tax roll from the District, the City shall recalculate the amount of the Annual Payment pertaining thereto and shall notify the District of the amount of such recalculated Annual Payment. Within forty-five (45) days from the date on which the District receives notice of a recalculated Annual Payment, the City shall pay to the District the amount, if any, by which the recalculated Annual Payment exceeds the amount of the Annual Payment previously paid by the City to the District for the year in question, or the District shall pay to the City the amount, if any, by which the recalculated Annual Payment is less than the amount of the Annual Payment previously paid; provided, however, that if suchamount in, either instance is less than $1,000,00, rather than payment within such 45 days, the next Annual Payment shall be adjusted accordingly. 6.04. Payment of Monthly Revenue Payments. In addition to the Annual Payment, the City shall make a payment each month to the District ("Monthly Revenue Payment") equal to $5.00 per equivalent single-family connection located within the District; equivalent single-family connections shall be computed in accordance with the service unit factors as set forth in Exhibit y' , attached to this Agreement and incorporated for all purposes, as such factors may be amended from time to time by the City in its sole discretion, provided that the City shall always apply the same service unit factors within the District as it applies to other areas within the City. The Monthly Revenue Payment shall be paid by the City to the District within thirty (30) days of the last day of the month the Monthly Revenue Payment applies (the "Due Date"). Each Monthly Revenue Payment that is not paid on or before the Due Date shall be delinquent. If the City fails or refuses to pay a delinquent Monthly Revenue Payment for a period in excess of sixty (60) days from the receipt of written notice from the District regarding same, then each Monthly Revenue Payment included in such notice shall incur interest at the rate of one percent (]S) of the amount of the Monthly Revenue Payment per month, for each month or portion thereof during which a Monthly Revenue Payment remains unpaid upon expiration of such sixty (60) day period. The obligation of the city to make Monthly Revenue Payments shall terminate upon the termination of this Agreement in accordance with Section 9.15 hereof. The City and the District acknowledge and agree that the District is dependent upon the Monthly Revenue Payments in order that development within the District may be competitive with development in surrounding areas. 6,05, Access to Records for Verifying Calculation of Annual, and. Monthly Revenue Payme.nM, The City shall maintain proper books, records, and accounts; shall provide the District with an - 13 - AUG fib '98 32:43FM SCHWARTZ PHGE'&HHRUIN accounting together with each Annual and/or Monthly Revenue Payment, and shall afford the District or its designated representatives reasonable access to its books, records, and accounts for purposes of verifying the amounts of each Annual Payment and/or Monthly Revenue Payment or recalculated Annual Payment and/or Monthly Revenue Payment which is or becomes due and payable by the City hereunder. The District shall maintain proper books, records, and accounts of all Bonds and the District's debt service requirements and shall afford the City or its designated representatives reasonable access thereto for purpose of verifying the amounts of Annual and/or Monthly Revenue Payments relative to the District's debt service requirements and general operating requirements. 6.06. District Taxes. The District is authorized to assess, levy, and collect ad valorem taxes upon all taxable properties within the District to provide for (i) the payment in full of the District Obligations, including principal, redemption premium, if any, or interest on the Bonds and to establish and maintain any interest and sinking fund, debt service fund, or reserve fund and (ii) for maintenance purposes, all in accordance with applicable law. The parties agree that nothing herein shall be deemed or construed to prohibit, limit, restrict, or otherwise inhibit the District's authority to levy ad valorem taxes as the Board of Directors of the District from time to time in its sole discretion may determine to be necessary. The City and the District recognize and agree that all ad valorem tax receipts and revenues collected by the District, together with all Annual Payments and Monthly Revenue Rebate Payments shall become the property of the District and may be applied by the District to the payment of all proper debts, obligations, coats, and expenses of the District and may be pledged or assigned to the payment of all or any designated portion of the principal or redemption premium, if any, or interest on the Bonds or otherwise in accordance with applicable law. Each party to this Agreement agrees to notify the other party as soon as is reasonably possible in the event it is ever made a party to or initiates a lawsuit for unpaid taxes. 6.07. Pledae of Payments, The parties acknowledge and agree that the District may pledge the Annual Payments, the Monthly Revenue Payments, and/or any portion of either in connection with the District's issuance of its Bonds. ARTICLE VII DISSOLUTION OF THE DISTRICT 7.01. Dissolution of District. The City and District recognize and agree that the City may, pursuant to the procedures and provisions and subject to the limitations set forth in the general laws of the State of Texas including, but not limited to, Section 43.074, Texas Local Government Code, abolish and dissolve the District and assume the District Assets and District - 14 - AUG 06 '98 02:44PP1 SCHWARTZ PRGE&HRRDIIy P.1728 Obligations upon a vote of not less than two-thirds (2/3) of the entire membership of the City Council to adopt an ordinance to such effect, if the City Council finds: (a) that the District is no longer needed, (b) that the services and functions performed by the District can be served and performed by the City, and (o) that it would be in the best interests of the citizens and property within the District and the City that the District be abolished. In order to ensure that the property owners and inhabitants of the City and the District are afforded sufficient time and opportunity to realize the benefits and public utility to be derived from the creation and operation of the District and the financing, construction and implementation of the plan of improvements for the District, and in order to contribute to the financial stability and feasibility of the District by ensuring a sufficient longevity of the District's existence to permit the District to reach a satisfactory level of financial maturity, the City agrees that the District shall not be abolished until such time as the District is fully developed and has sold all Bonds necessary to finance the costs of the Facilities and has reimbursed all developers and landowners within the District in accordance with the Financing and Reimbursement Agreements previously entered into by the District. 7.02. Transition upon Dissolution. In the event all required findings and procedures for the dissolution of the District have been duly, properly, and finally made and satisfied by the City, and unless otherwise mutually agreed by the City and the District pursuant to then existing law, the District agrees that its officers, agents, and representatives shall be directed to cooperate with the City in any and all respects reasonably necessary to facilitate the dissolution of the District and the transfer of the District Assets to and the assumption of the District Obligations by the City. ARTICLE VIII REMEDIES IN EVENT OF DEFAULT The parties hereto expressly recognize and acknowledge that a breach of this Agreement by either party may cause damage to the nonbreaching party for which there will not be an adequate remedy at law, Accordingly, in addition to all the rights and remedies provided by the laws of the State of Texas, in the event of a breach hereof by either party, the other party shall be entitled to the equitable remedy of specific performance. 9.01. Permits. and agrees applicable permits, ARTICLE IX that MISCELLANEOUS 9RQVISIONS Fees. Inspections. The District understands all City ordinances and codes, including fees, and inspections, shall be of full force - 15 - AUG 88 '98 02:44PM SSCHWRRTZ PRGE&HRRDIN .1 /28 and effect within its boundaries the same as to other areas within the City's corporate limits. 9.02. Force Maieure. In the event either party is rendered unable, wholly or in part, by force majeure to carry out any of its obligations under this Agreement, except the obligation to pay amounts owed or required to be paid pursuant to the terms of this Agreement, then the obligations of such party, to the extent affected by such force majeure and to the extent that due diligence is being used to resume performance at the earliest practicable time, shall be suspended during the continuance of any inability so caused to the extent provided but for no longer period. As soon as reasonably possible after the occurrence of the force majeure relied upon, the party whose contractual obligations are affected thereby shall give notice and full particulars of such force majeure to the other party. Such cause, as far as possible, shall be remedied with all reasonable diligence. The term "force majeure," as used herein, shall include without limitation of the generality thereof, acts of God, strikes, lockouts, or other industrial disturbances, acts of the public enemy, orders of any kind of the government of the United States or the State of Texas or any civil or military authority, insurrections, riots, epidemics, landslides, lightning, earthquakes, fires, hurricanes, storms, floods, washouts, drought, arrests, restraint of government, civil disturbances, explosions, breakage or accidents to machinery, pipelines or canals, partial or entire failure of water supply resulting in an inability to provide water necessary for operation of the water and wastewater systems hereunder, and any other inabilities of any party, whether similar to those enumerated or otherwise, which are not within the control of the party claiming such inability, which such party could not have avoided by the exercise of due diligence and care. 9.03. Approvals and Consents. Approvals or consents required or permitted to be given under this Agreement shall be evidenced by an ordinance, resolution or order adopted by the governing body of the appropriate party or by a certificate executed by a person, firm or entity previously authorized to give such approval or consent on behalf of the party. Approvals and consents shall be effective without regard to whether given before or after the time required for giving such approvals or consents. 9,04. Address and Notice. Any notice to be given under this Agreement shall be given in writing, addressed to the party to be notified as set forth below, and may be given either by depositing the notice in the united States mail postage prepaid, registered or certified mail, with return receipt requested; by messenger delivery; or by telefacsimile. Notice deposited by mail shall be effective three (3) days after posting. Notice given in any other manner shall be effective upon receipt by the party to be notified. For purposes of notice, the addresses of the parties shall be as follows: 16 - I . CO If to the City, to: City Manager City of Pearland 3519 Liberty Dr. Pearland, Texas 77581 If to the District, to: Brazoria County Municipal Utility District No, 18 c/o Schwartz, Page & Harding, L.L.P. 1300 Post Oak Boulevard Suite 1400 Houston, Texas 77056 The parties shall have the right from time to time to change their respective addressees by giving at least fifteen (15) days' written notice of such change to the other party. 9,05. Assignability. This Agreement shall not be assignable by either party; provided, however, that, upon the creation and confirmation of the District, the District's written assumption of the (agreement, in the form attached to this Agreement, and incorporated for all purposes, as Exhibit " ", duly delivered to the City, in accordance with the provisions of Section 9.05, shall effectively convey all the rights and obligations of the "District" under this Agreement to the District and the Developer shall no longer have any rights or obligations under this Agreement. Other than such unique assignment from the Developer to the District, this Agreement shall not be assignable by either party. 9.06. No Additional Waiver Implied. The failure of either party to insist upon performance of any provision of this Agreement shall not be construed as a waiver of the future performance of such provision by the other party. 9.07. Reservation of Rights. All rights, powers, privileges and authority of the parties hereto not restricted or,affected by the express terms and provisions hereof are reserved by the parties and, from time to time, may be exercised and enforced by the parties. 9.08, Parties in Interest. This Agreement shall be for the sole and exclusive benefit of the parties hereto and shall not be construed, to confer any rights upon any third parties. 9.09. Merger. This Agreement embodies the entire understanding between the parties and there are no representations, warranties, or agreements between the parties covering the subject matter of this Agreement other than the Consent Ordinance between the City and the District. If any 17 AUG 06 'Se 02:45PM SCHWRRTZ PHGE&HRRDIN P.2 /28 provisions of the Consent ordinance appear to be inconsistent or in conflict with the provisions of this Agreement, then the provisions contained in this Agreement shall be interpreted in a way which is consistent with the Consent Ordinance. 9.10 to change the City Agreement Modification; Exhibit. This Agreement shall be subject or modification only with the mutual written consent of and the District. The exhibit attached to this is incorporated by this reference for all purposes. 9.11, Captions. The captions of each section of this Agreement are inserted solely for convenience and shall never be given effect in construing the duties, obligations or liabilities of the parties hereto or any provisions hereof, or in ascertaining the intent of either party, with respect to the provisions hereof. 9.12. Interpretations. This Agreement and the terms and provisions hereof shall be liberally construed to effectuate the purposes set forth herein and to sustain the validity of this Agreement, 9.13. Severability, If any provision of this Agreement or the application thereof to any person or circumstances is ever judicially declared invalid, such provision shall be deemed severed from this Agreement and the remaining portions of this Agreement shall remain in effect. 9.14. Term and Effect, This Agreement shall remain in effect until the earlier to occur of (i) the dissolution of the District by the City or (ii) the expiration of forty (40) years from the date hereof. Further, this Agreement shall automatically terminate in the event that the TNRCC does not adopt an order creating the District on or before December 31, 1999. IN WITNESS WHEREOF, the parties hereto have executed this Agreement in multiple copies, each of equal dignity, as of the date first given above. THE CITY OF PEARLAND, TEXAS By: ATTEST: City Manager Hy; City Secretary (SEAL) - 18 - RUG O6 '58 02146PM SCHWARTZ FPGE&HRRDIN P.21/28 APPROVED AS TO FORM: By: City Attorney R. WEST DEVELOPMENT COMPANY, INC., a Texas corporation By: Renee L. West, President - 19 - AUG 06 '98 02:49FM SCHWARTZ PHGE&HPRDIN P.27/28 EXHIBIT "C" ASSUMPTION OF AGREEMENT Brazoria County Municipal Utility District No. 18, a conservation and reclamation district created under the authority of Article XVI, Section 59 of the Texas Constitution by the Texas Natural Resource Conservation Commission to provide water supply, sanitary sewer, and drainage facilities to serve the area within its boundaries (the "District"), has assumed, and by these presents does assume, the terms of the Utility Agreement (the "Agreement"), dated , 1998, a copy of which is attached and incorporated into this document for all purposes.. Specifically, the District has acceptedanddoes accept all the rights, title, interest, obligations, liabilities, and responsibilities of the "District" as defined in the Agreement and the Developer, as defined in the Agreement, shall have no further rights, title, interest, obligations, liabilities, Or responsibilities under the Agreement. All notices to the District pursuant to the Contract shall be addressed to: Brazoria County Municipal Utility District No. 18 c/o Schwartz, Page & Harding, L.L.P. 1300 Post Oak Boulevard Suite 1400 Houston, Texas 77056 Attn: EXECUTED AND DELIVERED ON BRAZORIA COUNTY MUNICIPAL UTILITY DISTRICT NO. 18 ATTEST: By: Name: Title: (SEAL) By: Name: Title: - 20 - HUG 06 '9d &•4bPH SCHkHRIL 1-"HGC6<HHKL1i1 EXHIBIT "A" DEVELOPMENT AGREEMENT (EXHIBIT "A" TO RESOLUTION R ; This Agreement is entered into thisday of , 199_, by and between the CITY OF PEARLAND, TEXAS, (hereinafter "City"), and , a Texas general partnership (hereinafter "Developer"). WHEREAS, Developer petitioned City for the creation of an In -City Municipal Utility District (hereinafter "MUD") and City consented to the creation of the MUD on 199__, encompassing -- acres, generally located at ' and WHEREAS, Developer plans to construct a water main, sanitary sewer main, and appurtenances necessary for the City to provide water and sanitary sewer service to the MUD and to dedicate said water main, sanitary sewer main, and appurtenances to the City for operation and maintenance; and WHEREAS, City desires to cooperate with Developer to provide water and sanitary sewer service to the MUD, and at the same time, increase and improve City's capacity to serve other properties in the vicinity of the MUD; and WHEREAS, City and Developer desire an agreement to set forth their respective responsibilities with regard to providing water and sanitary sewer service to the MUD. NOW THEREFORE, in consideration of the foregoing premises and other good and valuable consideration the receipt and sufficiency of which is hereby acknowledged, it is hereby agreed as follows: 1. A -inch sanitary sewer gravity main and an -inch water main are needed to serve Developer's requirements for the MUD and are required to be extended to the MUD from the existing termination points of the utilities in the vicinity of �. To serve additional tracts, the City has requested that Developer construct a _-inch sanitary sewer gravity main and a _�4nch water main. S. The estimated costs for the water and sanitary sewer main extensions to serve Developer's requirements are $ , Tho estimated costs for the water and sanitary sewer main extensions as requested by the City are $ , Therefore, the estimated oversizing cost is $ and the engineering allocation for the oversizing is $ , The total estimated oversizing cost to be reimbursed by City to Developer is $ as described in Exhibit A. 1 AUG 06 '99 02 47FM SCHWP.RT'Z PNGE&HHRUIN Upon completion of the project, actual costs will be accounted and reported to the City. Actual oversizing reimbursement shall not exceed the total estimated oversizing cost by more than 5% without prior approval of the City. 4. Developer will cause its engineers, reasonably approved by the City, to prepare plans and specifications for the construction of the water and sanitary sewer mains desired by the City. 5. The bid specifications shall require each bidder to reflect the difference in the cost of constructing the water and sanitary sewer main extensions as reflected in the plans and specifications and the cost which would have been incurred had the water and sanitary sewer main extensions been constructed to the size required by Developer. 6. Upon approval of the plans and specifications by the City, Developer's engineers will obtain competitive line item bids for the construction of the water and sanitary sewer main extensions in accordance with the plans and specifications. The bids will be reviewed by Developer and the City and a contract will be awarded to the successful bidder by Developer. City reserves the right to reject any and all bids for the construction of the water and sanitary sewer main extensions. i'. Upon approval of the bids by the City, Developer shall cause the work to be completed in accordance with the plans and specifications. Developer's engineer and the City Engineer or designee shall monitor the progress and workmanship of the contractor. Developer shall advance the funds necessary to pay the contractor for the work performed. 8. The City will reimburse Developer, as defined in Paragraph 3, in three equal annual payments, the first payment of which shall be made within 30 days after acceptance of the improvements by the City and evidence of paid invoices. Subsequent payments shall be made on the anniversary date of the first payment The Initial term of this Agreement shall be for a period of three (3) years. commencing on the day of , 199_, and terminating on the day of , 200_, at which time, this agreement may be automatically renewed in one (1) year increments contingent upon need and the necessary funds being appropriated for said project in accordance with the City's annual budgeting process. 10. This agreement may only be amended, modified, or supplemented by written agreement and signed by both parties. 11, No assignment by a party hereto of any rights under or interests in this agreement will be binding on another party hereto without the written consent of the party sought to be bound; and specifically but without limitation moneys that may become due and moneys that are due may not be assigned without such consent 2 HUG 06 '98 8a:48PM SCHkHRTZ PRwt&HHRDIH (except to tie extent that the effect of this restriction may be limited by law), and unless specifically stated to the contrary in any Written consent to an assignment no assignment will release or discharge the assignor from any duty or responsibility under this agreement. 12. Nothing herein is intended to supersede or waive any City ordinance or regulation pertaining to such construction. 13. Whenever possible, each provision of this agreement shall be Interpreted in such manner as to be effective and valid under applicable law, but if any provision of this agreement is prohibitive or invalid under applicable law, such provision shall be ineffective to the extent of such provision or invalidity, without invalidating the remainder of such provision or the remaining provisions of this agreement. 14. This agreement shall be construed and enforced in accordance with and governed by the laws of the State of Texas. 15. This agreement and all obligations created hereunder shall be performable in Brazorie County, Texas. 16. Resolution No. lam,-y is incorporated herein and made a part of this Development Agreement for all purposes. 17. To accomplish execution of this agreement, it may be executed in (multiple counterparts. 18. DEVELOPER HEREBY RELEASE, ACQUIT, AND FOREVER DISCHARGE THE CITY, ITS OFFICERS, AGENTS, EMPLO'YF.ES, SUCCESSORS, AND ASSIGNS FROM ANY AND ALL CLAIMS, DEMANDS, RIGHTS OR CAUSES OF ACTION OF WHATSOEVER CHARACTER OR NATURE, INCLUDING ATTORNEYS' FEES, ARISING FROM OR BY REASON OF ANY AND ALL BODILY OR PERSONAL INJURIES, INCLUDING DEATH AND MENTAL ANGUISH, DAMAGE TO PROPERTYAND THE CONSEQUENCES THEREOF WHICH MAY BE SUSTAINED BY DEVELOPER, ITS HEIRS, EXECUTORS, ADMINISTRA- TORS, SUCCESSORS, OR ASSIGNS AS A RESULT OF THE CONSTRUCTION BY DEVELOPER OF THE IMPROVEMENTS REFERENCED ABOVE, UNLESS CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE OF THE CITY, ITS OFFICERS, AGENTS, EMPLOYEES, SUCCESSORS, OR ASSIGNS. DEVELOPER SHALL KEEP AND HOLD HARMLESS THE CITY, ITS OFFICERS, AGENTS, EMPLOYEES, SUCCESSORS, AND ASSIGNS FROM ANY AND ALL COST, LIABILITY, DAMAGE OR EXPENSE OF ANY NATURE AND HOWSOEVER CAUSED, INCLUDING ATTORNEYS' FEES, CLAIMED OR RECOVERED BY ANYONE BY REASON OF INJURY TO OR DEATH OF ANY PERSON OR PERSONS OR DAMAGE TO OR DESTRUCTION OF PROPERTY CAUSED BY OR RESULTING FROM THE NEGLIGENCE OF DEVELOPER, 3 AUG 06 '98 02:48PM 8CHWRRTZ PRGE&HPRDIH r . e5/—La THEIR AGENTS, EMPLOYEES, SUCCESSORS, OR ASSIGNS ARISING IN CONNECTION WITH SUCH CONSTRUCTION SY DEVELOPER. THE PROVISIONS OF THIS SECTION SHALL SURVIVE THE TERMINATION, EXPIRATION, OR CANCELLATION OF THIS AGREEMENT. In witness whereof, the parties have hereutto set their hands and signatures on the date first above mentioned. Developer a Texas general partnership By Title: ATTEST: CITY OF PEARLAND, a Texas municipal corporation By; 'Young Lolling, City Secretary Paul Grohman, City Manager STATE OF TEXAS BRAZORIA COUNTY § This instrument was acknowledged before me on this day of , 1997, by , on behalf of said partnership. Notary Public, State of Texas My Comrti'ssion Expires: STATE OF TEXAS I3RAZORIA COUNTY § 4 HUG kph 'yU OL:4JHM 6I.61WHkTL HHGL&HHHUIN Lb: Lb 'This instrument was acknowledged before me on this , day of 1997, by Paul earthman, City Manager of the City of Peadand, a Texas home rule municipality, on behalf of said munidpellty. • Notary Public, State of Texas My Commission Expires: 6 eel 8 BRAZORIA COUNTY h0 I CIT]�1�s, ©�FI�:TRICT MEMBERS OF THE BOARD Ray M. Cornett 2000 DEC 21 PM 2: 06 Dennis Frauenberger Riley A. Godwin Henry Munson C. C. Reed Madalyne Relchenbach December 20, 2000 Mr. Young Lorfmg, City Secretary City Of Pearland Texas 3519 Liberty Drive Pearland, TX 77581 Dear Mr. Lorfing: CHIEF APPRAISER Cheryl Evans 500 North Chenango Angleton, Texas 77515 979-849-7792 Fax 979-849-7984 In response to your letter dated November 2, 2000, enclosed is copy of the resolution adopted by the Brazoria County Appraisal District Board Of Directors at their regular meeting on December 12, 2000 accepting the participation of the City of Pearland, Texas and the appraisal of all property located within its boundaries. Should you have any questions, please give us a call. Sincerely, 7 Clara Newton, Finance Director Cn Enclosure RESOLUTION A RESOLUTION OF THE BOARD OF DIRECTORS OF THE BRAZORIA COUNTY APPRAISAL DISTRICT ACCEPTING THE PARTICIPATION OF THE CITY OF PEARLAND, TEXAS AND THE APPRAISAL OF ALL PROPERTY LOCATED WITHIN ITS BOUNDARIES WHEREAS, The Board of Directors of Brazoria County Municipal Utility District No. 18 has boundaries extending into Brazoria and Harris Counties of Texas; and WHEREAS, V.T.C.A. Tax Code, Section 6:02, as amended, provides that a taxing unit by official action of its governing body may choose the appraisal district which shall be responsible for appraising all property within the unit; and WHEREAS, That, by adoption of Resolution No. R2000-118 of the City Council of the City of Pearland, Texas, authorizing the City of Pearland's participation in the Brazoria County Appraisal District on the 23`d day of October, 2000; and WHEREAS, The Texas Property Tax Code, Chapter 6, Subchapter A. Section 6:02 code d, provides that a taxing unit by official action of its governing body in the manner required by law for official action by the body, may choose the appraisal district which shall be responsible for appraising all property within the unit, therefore; BE IT RESOLVED THAT: The Board of Directors Of Brazoria County Appraisal District hereby accepts the participation of the City of Pearland, Texas and the appraisal of all property located within its boundaries, effective January 1, 2001, and subsequent tax years. This Resolution shall become effective from and after its passage. On motion of Director, berir;s TicigoefvfxgfeR and seconded by Director Riley Goo o w Iie , the above resolution accepting the participation of the City of Pearland, Texas and the appraisal of property located within its boundaries, effective January, 1, 2001 was adopted, and it was so ordered. THE STATE OF TEXAS COUNTY OF BRAZORIA Viet-C N-R6QmNN I, Madalyne Reichenbach, -Cl a ia,.i of the Board of Directors of the Brazoria County Appraisal District do hereby certify that the foregoing is a true and correct copy of a Resolution presented in written form and passed by a majority vote of the Board of Directors at a meeting duly posted and notified under the Texas Open Meetings Act and held on December 12, 2000. WITNESS MY HAND this the 12th day of December 2000. V e-Chair/ an, Coard of Directors Brazoria County Appraisal District