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HomeMy WebLinkAboutRES 052416-H - Tax Rate SEWCMUDRESOLUTION NO. OSa` 6— A RESOLUTION OF THE CITY OF GEORGETOWN, TEXAS APPROVING THE THIRD AMENDMENT TO THE CONSENT AGREEMENT AUTHORIZING THE CREATION OF THE SOUTHEAST WILLIAMSON COUNTY MUNICIPAL DISTRICT NO. 1; AND ESTABLISHING AN EFFECTIVE DATE WHEREAS, the City, Woodhull Family, Sentinel Land, and the District entered into that certain Consent Agreement approved by the City Council of the City on October 21, 2014, recorded in the Official Records of Williamson County as Document No. 2015002545, and joined by the District on August 20, 2015 (the "Ot:Wnal Consent Agreement"), setting forth the terms and conditions of the City s consent to creation of the District and addressing the development of a 301.507 acre tract of land located in the city limits; and WHEREAS, on December 8, 2015, the City Council approved Resolution No. 1208154 consenting to the assignment of the Original Consent Agreement from Sentinel Land to Woodhull Ventures 2015, L.P., a Delaware limited partnership, and the annexation into the District of approximately 0.131 acres (+/-) of additional land which was inadvertently omitted from the District boundaries in the Original Consent Agreement; and approving the First Amended Consent Agreement (the "First Amendment"); and WHEREAS, on March 22, 2016 the City Council approved Resolution No. 032216-Q approving the annexation into the District of approximately 207.147 (+/-) acres of additional land into the District; and approving the Second Amended Consent Agreement (the "Second Amendment"); and WHEREAS, the Original Consent Agreement as amended by the First Amendment and Second Amendment are in full force and effect; and WHEREAS, the District has requested amendment of the Original Consent Agreement, as amended by the First Amendment and the Second Amendment, to clarify that the tax rate limitation for the District of $0.54 per $100 of assessed valuation exceeds the current City's tax rate of $0.434 per $100 of assessed valuation, and may continue to exceed the City's tax rate in the future if the City's tax rate remains below $0.54 per $100 of assessed valuation; and WHEREAS, by this Resolution, the City Council wishes to provide its written consent approving the Third Amended Consent Agreement. Resolution No. O S;Alu- i , Page 1 of 4 Consent to Tax Rate f r SEVVCMTJD No.1, the Third Amended Consent Date Approved. S 0 NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF GEORGETOWN, TEXAS: Section 1: The foregoing recitals are hereby found to be true and correct and are adopted as part of this Resolution for all purposes. Section 2: The City Council hereby approves and authorizes the Mayor to sign and the City Secretary to attest the "Third Amended Consent Agreement" attached hereto as Exhibit A and incorporated herein by reference for all purposes. Section 3: This Resolution shall become effective immediately upon its adoption. PASSED AND APPROVED on the M day of MN�-r 2016. CITY OF GEORGETOWN, TEXAS By:�� Dale Ross, Mayor ATTEST: By: J D i Shelley Nowl'g ity Secretary APPROVED AS TO FORM: Charlie McNabb, City Attorney Attachments: Exhibit A: Third Amended Consent Agreement Resolution No. OS,6 a l tO " i 5 Page 2 of 4 Consent to Tax Rater SE CMUD No.1, the Third Amended Consent Date Approved: $ O CERTIFICATE FOR RESOLUTION CITY OF GEORGETOWN, TEXAS THE STATE OF TEXAS § COUNTY OF WILLIAMSON § I, the undersigned officer of the City of Georgetown, Texas, hereby certify as follows: 1. The City Council of the City of Georgetown, Texas convened in regular session on the —day of 2016. All of the following City Council members were present: Dale Ross Mayor Anna Eby COUncihmember District I Keith Brainard Councilmember District 2 John Hesser Councilmember District 3 Steve Fought Councilmember District 4 Ty Gipson Councilmember District 5 Rachael Jon rowe Councilmember District 6 Tommy Gonzalez Councilmember District 7 except 'thus constituting a quorum. Whereupon, among other business, the following was transacted at the meeting: A written A RESOLUTION OF THE CITY OF GEORGETOWN, TEXAS APPROVING THE THIRD AMENDMENT TO THE CONSENT AGREEMENT AUTHORIZING THE CREATION OF THE SOUTHEAST WILLIAMSON COUNTY MUNICIPAL DISTRICT NO. 1; AND ESTABLISHING AN EFFECTIVE DATE was introduced for consideration by the City Council. It was then duly moved and seconded that the Resolution be adopted and the motion, carrying with it the adoption of the Resolution, prevailed and carried unanimously. 2. A true, full, and correct copy of the aforesaid Resolution adopted at the meeting described in the above and foregoing paragraph is attached to and follows this certificate; the action approving the Resolution has been duly recorded in the City Council's minutes of the meeting; the persons named in the above and foregoing paragraph are the duly chosen, qualified, and acting members of the City Council of the City of Georgetown as indicated therein; the meeting was open to the public as required by law; and public notice of the time, place, and subject of each meeting was given as required by Chapter 551, Texas Government Code. SIGNED AND SEALED on the day of '1 ` , R t 2016. 0 Shelley Nowlin g.,Gi Secretary Exhibit A to Resolution: Third Amended Consent Agreement THIRD AMENDED CONSENT AGREEMENT THE STATE OF TEXAS § § COUNTY OF WILLIAMSON § This Third Amended Consent Agreement ( "Third Amendment") is entered into by and among the City of Georgetown, Texas ("Cih " , a home -rule city located in Williamson County, Texas, Woodhull Family Partners, a Texas general partnership ("Woodhull Famihi"), Kasper Family Limited Partnership, a Texas Limited Partnership ("Kasper"), Woodhull Ventures 2015, L.P., a Delaware limited partnership ("Woodhull Ventures" or the "Deoeloper"), Sentinel Land Company, LLC, a Texas limited liability company ("Sentinel Land") and the Southeast Williamson County Municipal Utility District No. 1, a district created under Chapters 49 and 54 of the Texas Water Code (the "District' . RECITALS WHEREAS, the City, Woodhull Family, Sentinel Land, and the District entered into that certain Consent Agreement approved by the City Council of the City on October 21, 2014, recorded in the Official Records of Williamson County as Document No. 2015002545, and joined by the District on August 20, 2015 (the "Original Consent Agreement'), setting forth the terms and conditions of the City's consent to creation of the District and addressing the development of a 301.507 acre tract of land located in the city limits; and WHEREAS, on December 8, 2015, the City Council approved Resolution No. 120815-I consenting to the assignment of the Original Consent Agreement from Sentinel Land to Woodhull Ventures 2015, L.P., a Delaware limited partnership, and the annexation into the District of approximately 0.131 acres (+/-) of additional land which was inadvertently omitted from the District boundaries in the Original Consent Agreement; and approving the First Amended Consent Agreement (the "First Amendment'); and WHEREAS, on March 22, 2016 the City Council approved Resolution No. 032216- Q approving the annexation into the District of approximately 207.147 (+/-) acres of additional land into the District; and approving the Second Amended Consent Agreement (the "Second Amendment"); and 1W0695764.21 Third Amended Consent Agreement SEWCMUD1 Page 1 of 12 WHEREAS, the Original Consent Agreement, as amended by the First Amendment and Second Amendment, are in full force and effect; and WHEREAS, the District has requested amendment of the Original Consent Agreement, as amended by the First Amendment and the Second Amendment, to clarify that the tax rate limitation for the District of $0.54 per $100 of assessed valuation exceeds the current City's tax rate of $0.434 per $100 of assessed valuation, and may continue to exceed the City's tax rate in the future if the City's tax rate remains below $0.54 per $100 of assessed valuation; and WHEREAS, the clarification to the tax rate limit in this Third Amendment provides benefits to the Parties and the Parties now desire to amend the Original Consent Agreement, as amended by the First Amendment and Second Amendment. NOW, THEREFORE, in consideration of the forgoing recitals and mutual agreements set forth herein, and other good and valuable consideration, the receipt, adequacy and sufficiency of which are all hereby acknowledged, the City, Woodhull Family, Kasper, Woodhull Ventures, Sentinel Land and the District hereby agree to amend the Original Consent Agreement, as amended by the First Amendment and Second Amendment, as follows: 1. Section 10.01 of the Consent Agreement, as amended by the First Amendment and the Second Amendment, relating to "Tax Rate Limitation" is hereby deleted in its entirety and replaced with the following: 10.01 Tax Rate Limitation. Before the issuance of Bonds, the District must provide to the City a final TCEQ order approving the Bond issue (and the accompanying staff memorandum) that contains a finding, made in accordance with the TCEQ's then -existing rules, that it is feasible to sell the Bonds and maintain a projected District debt service tax rate that is not more than $0.54 per $100 in assessed valuation on an annual basis, which the District agrees is sufficient to pay debt' service on the Bonds in accordance with the terms of each resolution or order approving the issuance of its Bonds in each year while such Bonds are outstanding (the "Tax Rate Limit"). The District agrees to adopt its annual tax rate in compliance with the legal requirements applicable to municipal utility districts and this Agreement, to report the tax rate set by the District each year to the District's tax assessor/collector, and to perform all acts required by law for its tax rate to be effective. The District shall maintain all debt (W0695764.21 Third Amended Consent Agreement SEWCMUDI Page 2 of 12 service tax revenues in a separate account or accounts from the District's general operating funds. The District shall also require that its bookkeeper provide an accounting allocation of the debt service fund among the various categories of bonded facilities in order to simplify the City's internal allocation of the debt service fund. The Woodhull Family, Kasper, Woodhull Ventures, Sentinel Land, and the District acknowledge and agree that the Tax Rate Limit is sufficient to accomplish the purposes of this Agreement, the Wastewater Services Agreement, and the Kasper Wastewater Services Agreement, and that they have voluntarily agreed (and the District upon creation will voluntarily agree) to the Tax Rate Limit. Notwithstanding the foregoing or anything else in this Agreement to the contrary, however, the District and the City understand that the District's power to levy taxes to pay the principal of and interest on Bonds up to the Bond Limit will be unlimited as to rate and amount as necessary to make Bond payments. 2. Consultant Fees. As additional consideration for this Third Amendment, pursuant to Section 13.10.050(AC) of the UDC, Sentinel Land shall pay City's outside consultant and legal fees and expenses associated with the negotiation and preparation of this Third Amendment, which amounts shall be paid in full to the City on or before the Effective Date. 3. Miscellaneous. A. Except as specifically otherwise amended by this Third Amendment, all provisions of the Original Consent Agreement, as amended by the First Amendment and Second Amendment, shall continue to be in full force and effect. B. Unless defined differently herein or the context clearly requires otherwise, each capitalized term used in this Third Amendment shall have the meaning ascribed to such term in the Original Consent Agreement, the First Amendment or Second Amendment(as applicable). C. This Third Amendment may be executed in several counterparts, each of which shall be deemed an original. The signatures to this Third Amendment may be executed on separate pages, and when attached to this Third Amendment shall constitute one (1) complete document. D. The parties agree that the Third Amendment shall be recorded in the Official Public Records of Williamson County, Texas at the expense of the Developer. iW0695764.21 Third Amended Consent Agreement SEWCMUDI Page 3 of 12 E. The effective date of this Third Amendment shall be latest date accompanying the signature lines below (the "ThirdAmendment Effective Date"). F. Each Party certifies, represents, and warrants that the execution of this Third Amendment is duly authorized and adopted in conformity with all requirements applicable to such Party. [The remainder of this page is intentionally left blank. Signatures and acknowledgements follow.] (WO695764.21 Third Amended Consent Agreement SEWCMUD1 Page 4 of 12 CITY: CITY OF GEORGETOWN, TEXAS By: (2L�BiliJ� Dale Ross, Mayor ATTEST: By: Shelley Nowlin 6'y Secretary APPROVED AS TO FORM: e Bye Charlie McNabb, City Attorney STATE OF TEXAS COUNTY OF WILLIAMSON This instrument was acknowledged before me on the Q� day of M NI f , 2016, by Dale Ross, Mayor of the City of Georgetown, Texas, a home - rule city, on behalf of the City. (seal) C ,j; UNDARUTHWHITE My Notary ID $124938123 'x Wims May 24,202D (W0695764.2) Third Amended Consent Agreement SEWCMUDI Page 5 of 12 ofaz3' Public i ature OWNER: STATE OF TEXAS COUNTY OF WOODHULL FAMILY PARTNERS a Texas general partnership 0 Daniel Y. Kruger This instrument was acknowledged before me the _ day of 2016, by Daniel Y. Kruger of Woodhull Family Partners, a Texas general partnership, on behalf of Woodhull Family Partners. (seal) Notary Public Signature 1WO695764.2t Third Amended Consent Agreement SEWCMUD1 Page 6 of 12 a STATE OF TEXAS COUNTY OF Hollie Woodhull Alexander This instrument was acknowledged before me on the day of 2016, by Hollie Woodhull Alexander of Woodhull Family Partners, a Texas general partnership, on behalf of said general partnership. (seal) Notary Public Signature (WO695764.21 Third Amended Consent Agreement SEWCMUDI Page 7 of 12 0 STATE OF COLORADO COUNTY OF Margaret Woodhull This instrument was acknowledged before me on the _ day of , 2016, by Margaret Woodhull of Woodhull Family Partners, a Texas general partnership, on behalf of said general partnership. (seal) Notary Public Signature (W06957642) Third Amended Consent Agreement SEWCMUDI Page 8 of 12 SENTINEL LAND: SENTINEL LAND COMPANY, LLC, a Delaware limited partnership By: Name: Date: THE STATE OF TEXAS § COUNTY OF TRAVIS § This instrument was acknowledged before me on this _ day of 2016, by of Sentinel Land Company, LLC, a Texas limited liability company, on behalf of said limited liability company. (seal) Notary Public Signature [W0695764.21 Third Amended Consent Agreement SEWCMLTD1 Page 9 of 12 DEVELOPER: WOODHULL VENTURES 2015, L.P., a Delaware limited partnership THE STATE OF COUNTY OF By; Sentinel Woodhull GP, LLC, a Texas limited liability company, its General Partner Q David Nairne, Vice President This instrument was acknowledged before me on this _ day of 2016, by David Naime, Vice President of Sentinel Woodhull GP, LLC, a Texas limited liability company, on behalf of said limited liability company in its capacity as General Partner of Woodhull Ventures 2015, L.P., a Delaware limited partnership. (seal) Notary Public Signature 1W0695764.21 Third Amended Consent Agreement SEWCMUD1 Page 10 of 12 KASPER: THE STATE OF TEXAS COUNTY OF KASPER FAMILY LIMITED PARTNERSHIP a Texas limited partnership By: Kasper Family Management, LLC, a Texas limited liability company, its general partner By: Kristofer A. Kasper, Managing Member This instrument was acknowledged before me on this _ day of , 2016, by Kristofer A. Kasper, Managing Member of Kasper Family Management, LLC, a Texas limited liability company, in its capacity as General Partner of Kasper Family Limited Partnership, a Texas limited partnership. (seal) Notary Public Signature JW0695764.21 Third Amended Consent Agreement SEWCMUDI Page 11 of 12 DISTRICT: ATTEST: 0 Patrick Oliver, Secretary Board of Directors THE STATE OF TEXAS COUNTY OF R1 SOUTHEAST WILLIAMSON COUNTY MUNICIPAL UTILITY DISTRICT NO.1 a Chris Zigrossi, President Board of Directors This instrument was acknowledged before me on this _ day of 2016, by Chris Zigrossi, President of Southeast Williamson County Municipal Utility District No. 1, a political subdivision of the State of Texas, on behalf of the District. (seal) Notary Public Signature (W069576C2E Third Amended Consent Agreement SEWCMUD1 Page 12 of 12