2006R19-Memorandum of understanding for economic dev in an expanded business park/Schertz Industrial ParkRESOLUTION NO. 06- R-19
A RESOLUTION BY THE CITY COUNCIL OF THE CITY OF
SCHERTZ, TEXAS AUTHORIZING A MEMORANDUM OF
UNDERSTANDING FOR AN ECONOMIC DEVELOPMENT PROJECT
CONCERNING ENTERPRISE PARK; AND OTHER MATTERS IN
CONNECTION THEREWITH
WHEREAS, the City Council (the "City Council") of the City of Schertz, Texas (the
"City") has determined that it is in the best interest of the City to enter into a Memorandum of
Understanding relating to a drainage and road project to stimulate economic development in an
expanded business park adjoining Schertz Industrial Park; now, therefore,
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SCHERTZ, TEXAS
THAT:
Section 1. The City Council hereby authorizes the City Manager to execute and
deliver a Memorandum of Understanding containing the terms set forth on Exhibit A hereto,
with any additions and modifications which are not inconsistent with such terms.
Section 2. The recitals contained in the preamble hereof are hereby found to be true,
and such recitals are hereby made a part of this Resolution for all purposes and are adopted as a
part of the judgment and findings of the Council.
Section 3. All resolutions, or parts thereof, which are in conflict or inconsistent with
any provision of this Resolution are hereby repealed to the extent of such conflict, and the
provisions of this Resolution shall be and remain controlling as to the matters resolved herein.
Section 4. This Resolution shall be construed and enforced in accordance with the
laws of the State of Texas and the United States of America.
Section 5. If any provision of this Resolution or the application thereof to any person
or circumstance shall be held to be invalid, the remainder of this Resolution and the application
of such provision to other persons and circumstances shall nevertheless be valid, and the Council
hereby declares that this Resolution would have been enacted without such invalid provision.
Section 6. It is officially found, determined, and declared that the meeting at which
this Resolution is adopted was open to the public and public notice of the time, place, and subject
matter of the public business to be considered at such meeting, including this Resolution, was
given, all as required by Chapter 551, as amended, Texas Government Code.
Section 7. This Resolution shall be in force and effect from and after its final
passage, and it is so resolved.
Enterprise Park Resol.doc
PASSED AND ADOPTED, this ls' day of August, 2006.
CITY OF H TZ, TEXAS
Mayor
ATTEST:
~~lti/
C ty Sectary
(CITY SEAL)
Enterprise Park Resol.doc
EXHIBIT A
ENTERPRISE PARK
MEMORANDUM OF UNDERSTANDING
Summary of Elements
Parties: Mid Cities 35 Partners Ltd., Schertz PT Industrial Associates Land LP, and TC III
Land, LP (together, the "Developers"), Schertz Economic Development Corporation
(the "4B Corporation"), and the City of Schertz, Texas (the "City").
Project: Regional drainage and related roads project serving and benefiting an approximately
814.25-acre watershed adjoining Schertz Industrial Park.
Engineering and Desigu: The Developers will design, at their expense, the drainage and roadway
elements of the Project, based on engineering parameters approved by the City and Ford
Engineering, Inc. (the "City's Engineer"). The Developers' engineers will provide
detailed engineering/constmction drawings to the City's Engineer who will review the
proposed plans. The Developers' engineers will modify their plans as requfred by the
City's Engineer (the "Final Construction Plans"). The City's Engineer's fees will be a
cost borne by the City, and the Developers' engineers' fees will be a cost borne by the
Developers.
Funding Obligation: The three Developers and the 4B Corporation will each share equally in the cost of
the design and construction of the Project to the extent the total Project cost does not
exceed $3,600,000. If the Project costs exceed $3,600,000, the 4B Corporation will
contribute $900,000, and each of the three Developers will contribute one-third of the
balance. The City's costs for the City's Engineer will be a credit on the amount to be
contributed by the 4B Corporation. The Developers' engineers' costs will be a credit to
the amount to be contributed by the Developers.
Funding Timing: When the Final Construction Plans have been approved by the City's Engineer, the
City's Engineer will notify all Parties and will provide an estimate of the anticipated
lowest and best bid (the "Preliminary Bid Amount"). The Developers and the 4B
Corporation will thereupon contribute their respective Funding Obligation share of the
Preliminary Bid Amount (showing engineer fees as a credit as permitted under Funding
Obligation above). Amounts contributed by the Developers and the 4B Corporation will
be held in an interest-bearing account (the "Escrow Account") (invested in pemrissible
City investments) at the City's depository bank, Schertz Bank & Trust, for disbursement
on the order of the Construction Manager (see below), for approved Project costs.
Bidding and Construction: The City will request bids for construction of the Project based upon the
Final Construction Plans. Bids will be solicited only when all the deposits to the Escrow
Account described under Funding Timing above have been received.
Bid Acceptance; Funding Adjushnent: At bid opening, the City will consult with the Developers and
the 4B Corporation, but the City will select the lowest and best bid (or may reject all
bids) in its sole discretion. If it rejects all bids, all amounts in the Escrow Account will
be refunded to the Developers and the 4B Corporation. If the accepted bid is less than the
total amount deposited to the Escrow Account, the excess will be refunded to the
Enlerprisc Park Aesol.doc A_ 1
Developers and the 4B Corporation. If the accepted bid is less than the total amount
deposited to the Escrow Account, the Developers and the 4B Corporation will deposit the
difference to the Escrow Account, under the parameters set forth in Funding Obligation
above.
Construction Manager: Ford Engineering, Inc. will serve as Construction Manager.
Coordination with Selma: A portion of the Project is within the boundaries of the City of Selma
("Selma"). The City will use its best efforts to coordinate Selma's participation in the
Project (either through Sehna's contribution of required land or Sehna's participation in
the cost of constmction, which cost participation will reduce the Funding Obligation of
the Developers and the 4B Corporation on a pro rata basis. If Selma chooses not to
contribute necessary land or funding, the City may exercise its right of eminent domain to
acquire land in Selma which is required for the Project. The City's costs, including ]and
acquisition costs and related legal and appraisal costs, will be a credit on the Funding
Obligation of the 4B Corporation.
Grants: The City will investigate grants that may be available to pay or reimburse portions of the
costs of the Project. To the extent that any such grants are received, such grant funds will
be used to pay construction costs or, if permitted by the terms of such giant, to reimburse
the Developers and the 4B Corporation for expenditures previously made.
Reimbursement by other property owuers: The City will investigate its ability to impose a Project
reimbursement program upon property owners in the Project area other than the
Developers to require their £nancial participation in the Project when and as they develop
their properties within the Project area. If such reimbursement progiam is permissible,
reimbursements will go to the City and the 4B Corporation first and, when the City and
the 4B Corporation have been fully reimbursed, then to the Developers on a pro rata
basis.
Agreements between and among the Developers: The 4B Corporation and the City recognize that the
Developers may have entered into agreements between and among themselves for certain
cost sharing related to the Project. The Developers will provide the 4B Corpomtion and
the City with a summary of all of such agreements, which will be incorporated into the
final Memorandum of Understanding among all of the Parties.
Memorandum of Understanding not legally binding: The Memorandum of Understanding to be
prepared is intended not to be legally binding but is intended to express the current goals
of the Parties in developing the Project. The Memorandum of Understanding is expected
to be expanded into one or more enforceable agreements among the Parties, which will
require further approvals by all Parties.
Enterprise Park Resol.dce A-2