22-R-119 Agreement Schertz Housing Authority-Texas Home Collaborative -NRP GroupRESOLUTION NO. 22-R-119
A RESOLUTION BY THE CITY COUNCIL OF THE CITY OF SCHERTZ,
TEXAS AUTHROZING A COOPERATION AGREEMENT WITH THE
TEXAS HOME COLLABORATIVE, AND OTHER MATTERS IN
CONNECTION THEREWITH
WHEREAS, The NRP Group has proposed a development for affordable rental housing
named 1518 Apartments Ltd., in the city of Schertz, Texas; and
WHEREAS, the City desires to promote, maintain, and provide safe, sanitary, and
affordable housing for low to moderate - income citizens of the City of Schertz; and
WHEREAS, the Schertz Housing Authority has found the need to enter into a
Cooperation Agreement with the Texas Home Collaborative; and
WHEREAS, the Schertz Housing Authority's mission is to provide safe, sanitary and
affordable housing for eligible residents and desires to support the development and operation
of affordable housing through Corporation, its affiliate entity, a public housing authority
sponsored public facility corporation, in communities across the state of Texas; and
WHEREAS, Chapter 791 of Texas Local Government Code allows the City and the
Schertz Housing Authority to enter into interlocal agreements in order to increase the efficiency
and effectiveness of local governments; and
WHEREAS, Section 392.059 of the Texas Local Government Code states that
authorities may cooperate with a municipality in providing housing for persons of low income
within the boundaries of the cooperating political subdivision; and,
WHEREAS, the City has a need for and desires to increase the supply of quality
affordable housing for the benefit of its current and future residents; and
WHEREAS, the Texas Home Collaborative has identified The NRP Group to act as its
developer partner to construct a multifamily development more commonly known as 1518
Apartments; and
WHEREAS, The NRP Group has advised it intends to submit an application to the Texas
Department of Housing and Community Affairs (TDHCA) for 2022 Competitive 4% Bonds for
1518 Apartments, Ltd.; and
WHEREAS, the City of Schertz finds the need for such affordable housing for citizens
within the City's boundaries and supports the 1518 Apartments Ltd. tax credit application; and
WHEREAS, this City of Schertz does not desire to issue bonds required in conjunction
with the award of the 4% low income housing tax credits; and
WHEREAS, the Texas Home Collaborative, a non - profit public facility corporation
sponsored by the Housing Authority of the City of Texarkana, Texas, has requested the consent of
the City to issue said debt.
NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
SCHERTZ, TEXAS:
Section 1. The City Council hereby authorizes the City to enter into a collaboration
agreement as attached in Exhibit "A ".
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 City 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 City 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, Texas Government Code, as amended.
Section 7. This Resolution shall be in force and effect from and after its final passage,
and it is so resolved.
PASSED AND ADOPTED, this 11th day of October 2022
CITY OF SCHERTZ, TEXAS
Ralj Gutidrrez, Mayor
Exhibit "A"
Cooperation Agreement
COOPERATION AGREEMENT
BETWEEN
THE CITY OF SCHERTZ, TEXAS AND
TEXAS HOME COLLABORATIVE
This Agreement ( "Agreement ") is made and entered into by and between the City of
Schertz, Texas (the "City ") a political subdivision of the State of Texas, and Texas Home
Collaborative, a non - profit public facility corporation ( "Corporation ") sponsored by the
Housing Authority of the City of Texarkana, Texas (the "Authority "), a public housing authority
organized under Chapter 392 of the Texas Local Government Code.
WHEREAS, the City desires to promote, maintain, and provide safe, sanitary, and
affordable housing for low to moderate - income citizens of the City of Schertz; and
WHEREAS, the Schertz Housing has found the need to enter into a Cooperation
Agreement with the Texas Home Collaborative; and
WHEREAS, the Authority's mission is to provide safe, sanitary and affordable housing
for eligible residents and desires to support the development and operation of affordable housing
through Corporation, its affiliate entity, a public housing authority sponsored public facility
corporation, in communities across the state of Texas; and
WHEREAS, Chapter 791 of Texas Local Government Code allows City and the
Authority to enter into interlocal agreements in order to increase the efficiency and effectiveness
of local governments; and
WHEREAS, Section 392.059 of the Texas Local Government Code states that
authorities may cooperate with a municipality in providing housing for persons of low income
within the boundaries of the cooperating political subdivision; and,
WHEREAS, the City has a need for and desires to increase its supply of quality
affordable housing for the benefit of its current and future residents; and
WHEREAS, the Corporation has identified The NRP Group ( "Developer ") to act as its
developer partner to construct a multifamily development more commonly known as 1518
Apartments (the "Project "); and
NOW THEREFORE, the City and the Corporation (collectively, the "Parties ") agree as follows:
Section 1: Purpose and Objective. The Parties agree that the purpose of this Agreement
is to facilitate collaboration and coordination between the Parties in the development of the
Project to be constructed and operated within the territorial limits of the City for the purpose of
providing quality, safe, and affordable housing to low and moderate income residents of the City;
provided, however, that this Agreement does not amend or otherwise affect any development
agreement related to the Property to which the City is a parry.
Section 2: Role of the Corporation. The responsibilities of the Corporation under this
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Agreement shall include the following:
(a) Corporation shall coordinate with the City to provide requested briefings to the City
Council and City staff, as appropriate.
(b) Corporation shall work with the developer to prepare and submit an application to the
Texas Department of Housing and Community Affairs ( "TDHCA ") for an allocation
of 4% Low Income Housing Tax Credits ( "4% Credits ") to support the Project.
(c) Corporation shall serve as the issuer of any bonds required in conjunction with the
award of the 4% Credits.
Section 3: Role of the City. The City's responsibility under this Agreement shall include
the following:
(a) City staff shall cooperate with the Corporation and shall participate in briefings to the
City Council upon the Corporation's request.
(b) The City agrees to supply the Project with the same degree of public services that it
supplies to other similar development within the City.
Section 4: Term.
Agreement Term. This Agreement shall be effective upon execution by the last
party whose signature renders this Agreement fully executed. Unless otherwise
terminated in accordance with this Agreement, the term of this Agreement
( "Agreement Term ") shall continue throughout the life of the Project (the life of
the Project shall be considered to have expired if the multifamily housing
operation completely ceases for a period of at least 365 consecutive days).
Section 6: Representations and Warranties.
6.1. The Corporation hereby unconditionally warrants and represents to the
City as follows:
(a) It has the legal and financial capacity to assume responsibility for
compliance with all applicable laws, regulations, rules, programs and agreements and to
enter into this Agreement and to perform all of the undertakings set forth herein. In
connection with the Project, the Corporation will comply with all legal requirements
required to be met, including but not limited to the following: (i) any and all present and
future judicial decisions, statutes, rulings, rules, regulations, permits, certificates or
ordinances of any governmental authority in any way applicable to the Authority or the
Project, including, without limitation, the ownership, use, construction, occupancy,
possession, operation, maintenance, alteration, repair or reconstruction thereof, (ii) any
and all covenants, conditions, and restrictions contained in any deed or other form of
conveyance or in any other instrument of any nature that relate in any way or are
applicable or to the ownership, use, construction, occupancy, possession, operation,
4869- 4599- 7367.v1 2
maintenance, alteration, repair or reconstruction thereof, (iii) the Corporation's presently
or subsequently effective bylaws and articles of incorporation or partnership, limited
partnership, joint venture, trust or other form of business association agreement, (iv) any
and all terms, provisions and conditions of any commitment which are to be performed or
observed by the Corporation, (v) any and all leases and other contracts (written or oral) of
any nature that relate in any way to the Project and to which the Corporation may be
bound and (vi) all applicable restrictive covenants, zoning ordinances, subdivision and
building codes, or if no local building codes are in place, then the most recent version of
the International Building Code, flood disaster laws, applicable health and environmental
laws and regulations and all other ordinances, orders or requirements issued by any state,
federal or municipal authorities having or claiming jurisdiction over the Project.
(b) It is a duly organized and validly existing legal entity under the laws of the
State of Texas.
(c) The Corporation is not a party to any contract or agreement or subject to
any charter or other legal restriction of any kind which materially and adversely affects
the business, property or assets, or the condition, financial or otherwise, of the Authority.
Neither the execution and delivery of this Agreement, nor compliance with the terms,
conditions and provisions hereof, will conflict with or result in a breach of the terms,
conditions or provisions of, or constitute a default under any law or any regulation, order
or decree of any court or governmental agency, or any indenture or other agreement or
instrument to which the Corporation is subject, or will result in the creation or imposition
of any lien, charge or encumbrance of any nature whatsoever upon any of the property or
assets of the Corporation pursuant to the terms of any such indenture or agreement or
instrument, and will not require the approval of any federal regulatory body or of any
state or local commission or authority having jurisdiction with respect thereto, unless
such approval has been obtained and is in full force and effect on the date hereof.
(d) There is no action, proceeding or investigation now pending before any
court or any governmental department or agency nor any basis therefor, known or
believed to exist which: (i) questions the validity of this Agreement or any action or act
taken or to be taken by the Corporation pursuant to this Agreement, or (ii) is likely to
result in a material adverse change in the authority, property, assets, liabilities or
condition of the Corporation which will materially and substantially impair its ability to
perform pursuant to the terms of this Agreement.
Section 7: Notices. All notices and communications under this Agreement shall be mailed by
certified mail, return receipt requested, or delivered to the Corporation at the following address:
Antonio D. Williams, Secretary & CEO
Village Communities Development Corporation
1611 N. Robison Road
Texarkana, Texas 75501
E -mail: ailliams @texarkanaha.org
with a copy to:
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Barry J. Palmer
Coats Rose, P.C.
9 Greenway Plaza #1000
Houston, Texas 77046
E -mail: bpalmer @coatsrose.com
All notices and communications under this Agreement shall be mailed by certified mail,
return receipt requested to the City at the following address:
City of Schertz
1400 Schertz Parkway
Schertz, Texas 78154
Attention: City Manager
with a copy to:
Denton Navarro Rocha Bernal & Zech, P.C.
2517 N. Main Avenue
San Antonio, Texas 78212
Attention: T. Daniel Santee
Notice will be considered given and completed upon actual receipt of the notice by the
receiving party. Either party may change its designated address for notice purposes upon ten
(10) days' prior written notice to the other party.
SECTION 8. Cooperation and Compliance. The parties hereto agree to cooperate with
each other and provide all necessary documentation, certificates and consents and to take all
necessary action in order to satisfy the terms and conditions hereof in accordance with the
applicable laws, regulations and agreements relating thereto.
SECTION 9. Miscellaneous.
9.1 Waivers. No delay or omission by either party to insist upon the strict
performance of any of the other party's obligations under this Agreement or to exercise any right
or remedy available hereunder shall impair any such right or remedy or constitute a waiver
thereof in the event of any subsequent occasion giving rise to such right or availability or remedy
or obligation, whether of a similar or dissimilar nature.
9.2 AssiLnrnent and Successors. No party to this Agreement will make, in whole or in
part, any assignment of this Agreement or any obligation hereunder without the prior written
consent of the other party. The terms, covenants, agreements, provisions, and conditions
contained herein shall bind and inure to the benefit of the parties hereto, their successors and
assigns and shall not bestow any rights upon any third party.
9.3 Applicable Laws,_ Interpretation and Governi_n _- Law. In addition to the matters
specifically set forth herein, this Agreement is subject to all laws, rules, orders and regulations of
the United States of America, the State of Texas, and the City of Schertz. This Agreement shall
4869- 4599- 7367.v1 4
not be construed against the party who prepared it but shall be construed as though prepared by
both parties. This Agreement shall be construed, interpreted, and governed by the laws of the
State of Texas, and with respect to any dispute hereunder, jurisdiction and venue shall lie with
the courts of Collin County, Texas. Should any party hereto retain counsel for the purpose of
litigation to enforce, prevent the breach of any provision hereof, or for any other judicial remedy,
then the prevailing party shall be entitled to be reimbursed by the losing parry for all reasonable
costs and expenses incurred thereby, including, but not limited to, reasonable attorneys' fees and
costs incurred by such prevailing parry.
9.4 Final Agreement. This Agreement constitutes the final understanding and
agreement between the parties with respect to the subject matter hereof and supersedes all prior
negotiations, understandings and agreements between the parties, whether written or oral. This
Agreement may be amended, supplemented or changed only by a writing signed or authorized by
or on behalf of the party to be bound thereby.
9.5 Approvals. Any approvals required from the parties in connection with this
Agreement shall not be unreasonably withheld, conditioned or delayed.
9.6 Severabilit`-. If any term or provision of this Agreement is declared by a court of
competent jurisdiction to be invalid or unenforceable, such term or provision shall be deemed
severed from this Agreement and the remaining parts shall continue in full force as though such
invalid or unenforceable term or provision had not been part of this Agreement.
9.7 Headin =s. The Section and Subsection entitlements hereof are inserted for
convenience of reference only and in no way shall alter, modify or define, or be used in
construing, the text of such Sections and Subsections.
9.8 Counterparts. This Agreement and any amendments hereto may be executed in
several counterparts, each of which shall be deemed to be an original copy, and all of which
together shall constitute one agreement binding on all parties hereto, notwithstanding that all the
parties shall not have signed the same counterpart.
9.9 Further Assurances. Each parry shall execute such other and further documents as
may be reasonably necessary or proper for the consummation of the transactions contemplated
by this Agreement.
9.10 Parties Bound. No officer, director, shareholder, employee, agent, or other person
authorized to act for and on behalf of either party shall be personally liable for any obligation,
express or implied, hereunder.
[SIGNATURE PAGE TO FOLLOW]
4869 - 4599- 7367.v1 5
EXECUTED, this day of , 2022.
TEXAS HOME COLLABORATIVE
a Texas non - profit public facility corporation
Antonio D. Williams
Secretary & CEO
CITY OF SCHERTZ, TEXAS
a Texas municipal corporation
By:
Name:
Title:
4869 - 4599- 7367.v1