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HomeMy WebLinkAboutContract 47559-A1 CITY SECRETA C ((AA CONTRACT IVORY �F� ) S q.,A FIRST AMENDMENT TO AGREEMENT CONCERNING CREATION AND OPERATION OF FAR NORTH FORT WORTH MUNICIPAL UTILITY DISTRICT NO. 1 OF TARRANT AND WISE COUNTIES This First Amendment to Agreement Concerning Creation and Operation of Far North Fort Worth Municipal Utility District No. 1 of Tarrant and Wise Counties (this "First Amendment") is entered into among the City of Fort Worth, Texas, a home-rule municipal corporation situated in Tarrant, Denton, Johnson, Parker, and Wise Counties, Texas (the "9fty"), acting by and through its duly authorized Assistant City Manager; Northstar Ranch, LLC ("Owner"); and Far North Fort Worth Municipal Utility District No. 1 of Tarrant and Wise Counties, a municipal utility district created pursuant to ARTICLE XVI,Section 59, of the Texas Constitution,and Chapters 49 and 54 of the Texas Water Code,located within Tarrant, Denton and Wise Counties (the "District"). RECITALS WHEREAS, the City and Lackland Holdings, LLC ("Lackland") previously entered into that certain Agreement Concerning Creation and Operation of Far North Fort Worth Municipal Utility District No. 1 dated March 1, 2016 (the"Agreement"); and WHEREAS, on December 15, 2015, the City passed and approved Resolution No. 4554-12-2015 consenting to the creation of the District consisting of 741.99 acres of land (the "Original Consent Resolution"); and WHEREAS, following the City's approval of the Original Consent Resolution, the City received a request from Lackland requesting the City's consent to reduce the size of the District to 719.903 acres of land by removing the land located in Denton County; and WHEREAS, on June 28,2016,the City passed and approved Resolution No.4652- 06-2016 revising its consent to the creation of the District; and WHEREAS, the Agreement refers to the District as "Far North Fort Worth Municipal Utility District No. 1"; and WHEREAS, by Texas Commission on Environmental Quality Order Granting the Petition for Creation of Far North Fort Worth Municipal Utility District No. 1 of Tarrant and Wise Counties and Appointing Temporary Directors dated January 12, 2017, the District was named"Far North Fort Worth Municipal Utility District No. 1 of Tarrant and Wise Counties"; and WHEREAS, on June 27, 2017, upon written -petition th Owners, the District annexed approximately 13.75 additional acre into the District ubject to fQiv 's� OFFICIAL RECORD 1 4 CITY SECRETARY ^" First Amendment to Creation Agreement for Far North.FortlMoMIKK TI(ag 1 subsequent consent by the City of Fort Worth,bringing the total acreage of the District to 733.648 acres; and WHEREAS, Lackland has transferred its rights and obligations under the Agreement to Owner; and WHEREAS, Owner is the owner of all property within the District; and WHEREAS, the District wishes to update its contact information to its official District office; and WHEREAS, ARTICLE IV, Section 4.01 of the Agreement requires the District to approve, execute, and deliver the Agreement to the City within thirty (30) days after the date on which the Board canvasses the results of the election held within the District confirming the creation of the District (the "District Confirmation Date") and the District has timely complied with this requirement; and WHEREAS, the City, the Owners, and the District seek to amend the Agreement to: (1) incorporate the City's Resolution No. 4652-06-2016 revising the City's consent to the creation of the District; (2) correct the acreage of the District; (3) correct the name of the District; (4) amend the issue date that the District may issue bonds without seeking the City's written approval; (5) amend the date by which the District may reimburse the Developer pursuant to a reimbursement agreement; (6) establish parameters relating to the District Tax Rate; (7) amend the date when full purpose annexation by the City may occur; and (8) update contact information for the District; NOW, THEREFORE, in consideration of the premises, mutual promises, covenants, obligations, and benefits herein contained, the City, Owners, and District agree as follows: AGREEMENT 1. The definition of"Consent Resolution" is hereby changed to: "Consent Resolution" means the Resolution No. 4652-06-2016 adopted on June 28,2016,by the City Council that approves this Agreement and contains the City's consent to the creation of the District in accordance with the District Legislation, including, but not limited to, consent for holding a confirmation election and undertaking the Road Projects. 2. The definitions of "Development" and "Far North MUD" set forth in the Agreement are hereby changed to: First Amendment to Creation Agreement for Far North Fort Worth MUD-Page 2 "Development" means that certain 733.648-acre tract located in Tarrant, Denton, and Wise Counties, Texas as shown on Exhibit A and described in Exhibit B. "Far North MUD" means the proposed master-planned community containing approximately 733.648 acres that may include residential, commercial, and recreational uses as generally depicted for informational purposes only on Exhibit A. 3. The definition of"District" set forth in the Agreement is hereby changed to: "District" means Far North Fort Worth Municipal Utility District No. 1 of Tarrant and Wise Counties. 4. ARTICLE I, Section A is hereby changed to: A. Owner has represented to the City that Owner is the owner of approximately 733.648 acres in Tarrant, Denton and Wise Counties, Texas, as shown on Exhibit A and described in Exhibit B attached to this Agreement (the "Development"). The Development lies entirely within the City's extraterritorial jurisdiction (""Ell"). Owner intends the Development to be a master-planned community depicted for informational purposes only on the attached Exhibit A. 5. ARTICLE I, Section E is hereby changed to: E. On June 28, 2016, pursuant to the Consent Petition and the subsequent request by the Owners to reduce the size of the District to 719.903 acres of land, the City Council of the City adopted Resolution No. 4652-06-2016. consenting to the creation of the District (the "Consent Resolution"), which Consent Resolution approved, and is subject to, the terms and conditions of this Agreement. 6. ARTICLE V,5.05(e) is hereby updated as follows: (e) No Bonds shall be issued having an issuance date after August 15, 2037, without the City's written approval;and 7. ARTICLE V,5.12(b) is hereby updated as follows: (b) All agreements entered into by the District with landowners or developers for reimbursement of costs incurred in connection with the District shall provide that: (i) the District will not reimburse the landowner or developer for costs not evidenced by the issuance of Bonds on or before August 15, 2037; and (ii) the landowner or developer waives all claims First Amendment to Creation Agreement for Far North Fort Worth MUD-Page 3 against the City for reimbursement of obligations not evidenced by the issuance of Bonds on or before August 15, 2037. 8. ARTICLE V,5.14 is hereby added as follows: District Tax Rate. Beginning with the first year in which the District levies an ad valorem tax and each year thereafter,the District shall levy a total ad valorem tax rate (including its debt service tax rate and maintenance and operation tax rate) of no less than$1.00 per $100 valuation. Monies collected through such tax shall be used to pay the debt service on the District's outstanding bonds, operating costs of the District, any other legally allowable costs of the District, and to establish a fund to assist the City in absorbing the costs of the District when it annexes all the land in the District and dissolves the District. 9. The notice addresses set forth in ARTICLE XIV, 14.01 for the District are hereby updated as follows: To the District: Far North Fort Worth MUD No. 1 of Tarrant and Wise Counties c/o Allen Boone Humphries Robinson LLP 3200 Southwest Freeway, Suite 2600 Houston, Texas 77027 Attn: Lynne Humphries, Michelle Bryan and Angela Lutz FAX: (713) 860-6401 To the Owner: Northstar Ranch, LLC Attn: Tim Fleet 3045 Lackland Road Fort Worth,Texas 76116 To the City: 200 Texas Street Fort Worth,Texas 76102 10. ARTICLE XI,11.05 is hereby updated as follows: Full Purpose Annexation. The City will not annex the Development for full purposes any earlier than the first to occur of (a) August 15, 2037; (b) the dissolution of the District (other than as a result of annexation by the City); or (c) termination of the Development Agreement. First Amendment to Creation Agreement for Far North Fort Worth MUD-Page 4 11. Execution of this Amendment by the District is undertaken in addition to the District's satisfaction of ARTICLE IV, 4.01 requiring the District to approve, execute, and deliver the Agreement to the City within thirty (30) days after the District Confirmation Date. 12. Except as specifically amended in this First Amendment, the Agreement shall remain in full force and effect in accordance with its original terms and conditions. [The remainder of the page is intentionally left blank.] First Amendment to Creation Agreement for Far North Fort Worth MUD-Page 5 IN WITNESS WHEREOF,each Party has caused this Agreement to be executed by its undersigned duly authorized representative in multiple copies on the date or dates indicated below. ATTEST: CITY OF FORT WORTH .. . By:— Mary J. Kayser, City Mary �� Jay Chapa,Assistant City Manager ~ = Date: Uit 7 E)( APPROVED AS TO FORM AND LEGALITY: Assistant City Attorney STATE OF TEXAS § COUNTY OF TARRANT § This instrument was acknowledged before me, on the -day of 2017, by Jay Chapa, Assistant City Manager of the City of Fort Worth,Texas on behalf of said city. KA RIA S.SANCHEZ = My Notary ID#2256490 Notary Public, State of Tex y e, ••+.F• ;�.� Expires December 19,2021 Printed Namekr(0 0 Dan z F � My Commission Expires: OFFICIAL RECORD CITY SECRETARY First Amendment to Creation Agreement for Far North Fort Worth MUD-Page 6 FT.WORTH,TX NORTHST RANCH, LLC By: Name: Its: � — Date: STATE OF TEXAS § COUNTY OF GiYrc-,KV § This instrument wasacknowledged before me, on the day of. Sepknbtr 2017, by _ ir1n Gl•�I anok o of Northstar Ranch, LLC, a Texas limited liability company, on behalf of said limited liability company. Notary Public, State of Texas TINA MICHELLE LEWIS Notary Public, State of Texas Jv Comm, Expires 06-16-2021 Printed Name: L-e,U JiS Notary ID 126179689 Ot My Commission Expires: OFFICIAL,RECORD CITY SECRETARY FT. WORTH, TX First Amendment to Creation Agreement for Far North Fort Worth MUD-Page 7 Pursuant to ARTICLE IV hereof and following the District Confirmation Date, the District has executed the Agreement. FAR NORTH FORT WORTH MUNICIPAL UTILITY DISTRICT NO. 1 OF TARRANT AND WISE COUNTIES By: " ( �C'6� President, Board of Directors Date: STATE OF TEXAS § COUNTY OF TARRANT § Tus instrument was acknowledged before me, on the, G-1 day of 2017, byS}ZQttyh &oC*4;�President, Board of Directors of Far North ort Worth Municipal Utility District No. 1 of Tarrant and Wise Counties, on behalf of said district. Notary Public, State of Texas [SEAL] TINA MICHELLE LEWIS 3?° s Nntary Public, State of Texas Printed Name: �u11 S '•' +Pa' COMM, Expires 06-16-2021 ,�v�....tw. Notary ID 125179689 My Commission Expires: EFT-WORTH, RECORD RETARY TXFirst Amendment to Creation Agreement for Far North Fort Worth MUD-Page 8 Exhibit A Exhibit A to First Amendment to Creation Agreement for Far North Fort Worth MUD EXHIBIT'A' MAP OF THE PROPERTY r � r J J Z � Z D Ut0 rU Z 4 y 2g of Q3 J50�5�NE55 t t TRACT 3 283.768 AC t t EXG�b9 BA7E.ASTON ROAD N��NERN SPNTP� TRACT 2 47.266 AC BJR`,N�jO" t t TRACT 1 i 388.869 AC t t WISE COUNTY LIMIT DENTON COUNTY LIMIT r r t Z�—tO> TRACT 4 Q� 0 5 13 .745 AC z t 0 D FAR NORTH FORT WORTH o iso 1500 MUNICIPAL UTILITY DISTRICT NO. 1 GRAPHIC SCALE IN FEET P E LOTO N III LAND SOLUTION 5 Q x 08/28/2017 ti Exhibit B Exhibit B to First Amendment to Creation Agreement for Far North Fort Worth MUD Far North Fort Worth.MUD 1 TRACT 1 BEING a 388.869 acre:tract of land in the M. Ashton Survt:y, :Abstract Number 8 T, the K..Ashton Survey; Abstract Number 1 W, the.M_E P. &T. Railway Co. Suryey, Abstiact No, 1135;theharies Fleisner Survey;.Abstract No 310 T,and the Charles Fleisner Suivey,Abstract No. 541 W, situated in Tarrant and Wise Counties, Texas, and being a portion of that certain tract of land.,described in deed to Sarah Wdson, Exec., -rrecorded. in Vblunie 11888,.Page 192, County Records, Tarrant County,Texas, and being further described in deed.. as Tact One, recorded.in Volume 9300, Page 516, Deed R�rds; Tarrant County, Texas. The bearings for this`survey are based on.the.Bearings as they appear in.volume 9300,Page 516, Deed.Records, Tarrant County,Texas.Said 388.869 acre tract being described.by metes and bounds as follows.- BEGINNING ollows:BEGINNING at a�"iron rod with plastic;cap stamped"RPLS 4818."set.at the northwest corner of Lot 21, Blom t, The Highl#nd5 at WiI1ow.Spdrq s,'an addition to Tarrant. County, Texas; recorded ha Cabinet A, Slide 6100,. Plat Rec urns, Tarrant County, Texas, .and being. in the easterly:right of way line..of Fort Worth to Denver Budingtom Railroad,a 100'right of way; THENCE North 21033'I5"Voest,with the said easterly.rigbt of way line, a distance of 4378.56 Feet to a W1 iron nod found at the northwest cornier of said Tract One; TKENCE South 89'54'51" East,.departing the. said easterly right of way lane, and continuing along the north line of said Tract.One, a:dastanc:e of 1281.47 Feet to a',-z" iron rod with plastic cap stamped"R:PLS 4818".set; TBENCE departing.the said north line, and continuing over. and across said Tract One, the1ollowing.courses and distances: ..South49'16'3.1" Fast, a distance of 1807..13 Feet to a. 11P iron rxtd with plastic.cap 3ta[Ilp 1 l— 48:18"set; South W 5'51"..,Fast, a �.of 1.683.01 1~ed:to .a �-. u6on .rod with plastio: ap stamps"RPIS 4 :18 ":set; North 0009.'S4"Fast;a distance of 1084.55 meet tri aY2"iron xO d with plastic c-V:stamped "RPM 4818"set at fhe southeast comer of that certain tract of land described in deed to Jack:W.'.Wilso : hmily'Trust, recorded in V- 01ume 11964, .Tagg 683, Deed Records; Tarrant Count , Texas; end Sara FJ :Wrlson Grantor.`frust ".A" and the Sara M. Wilson t'ratttor 'Trust "B", reccarded:inr Jaunty .Clerks Tiiskumezit. No. DOS303748, T3eeti Rectardsa Tarrant'County,Texas; T.FIENCE North 0302'11"West,along.the east line of said lwk.W. W11soaPan*y Trust&Sara Wilson Grantor Trust tract, a distance of 494.46 Feet to a 72 iron rod with plastic cap siamped 'WLS 4818"s. 0 in the north line of said Tract One- THENCI; South 89°54'51" East, with the north line of said Tract.One, a .distance of 172450 Feet; TBENCE.departing said north.line and continuing over and across said Tract Ona, the.following courses and distances: South 1°,12'54"West,a distance of 1560.72 Feet; South S705,6'55"East;a distance of 397.34 Feet to the.east line of said Tract 0m; THENCE South 0'06'11" West, along said east line, a distance of 2108.60 Feet to an"X* cut set; THENCE South 32°39'17" West,.a distance of 482.26 Feet to an"r"cut.set in the centerline of Willow Span Road(Cc unfy Road 4109),ji 120'public right of way: THENCE North$9°3$'41"West,departing said.interline, and continuing over and acres said Willow Springs Road,passing at distance of 60.00 Feet the northeast corner of lock 5;of said Tlie Viands az Willow Springs Addition, and.#he;*est right_of way line of:said Willow Springs Road,and continuing:gong the north line of said Block 5;for a total distance of 4066:95 Feet to:the.POINT OF BEGINNING.and containing a computed area of 388869:Acres,more or less. Gompiled':fiom field ties and record.data on June 1,20.16 by Whiteld-Hall Surveyors. A survey exhibit of even survey date accompanies this description. Johnny D L.Williams Register-ad.Professional i and.Survoyor Texas,Registtation Number 4818 TBP J JS Fum Reg.leo 1Q138500 ' TRACT 2 BEING.a=47.266 acretract of land in the M.Ashton Survey,Abstract plumber 8,and:the Charles Fleisher.Survey,Abstfad No.541,situated in Tarrant County,Texas,.and being a portion of that certain tract:of land..described..in. deed to Sarah Wilson,.Exec.,recorded in Volume 11888, Page 192, County Records,Tarrant County, Texas;-and being fitrther:described in.wed'as Tract TWO, recorded in Volume 64K Page 638,Deed Records,Tfo Tarrant County,Texas.The.bearings this survey are basetI an the:bearings as they appear in Volume 934f1,.Page 516,.Deerl.Remrds, Tarrant County,U:kas.Said 47.266 acre tract being descdibrA by.metes and bounds as follows: BEGINNING at a i2"iron rod found at the southeast comer of said Tract.Two, at the:noAhwest corner of Lot 50,.:Block 4,Haslet Heights-U an.Addition to Tarrant County recorded in Cabinet A, Slade 3468; Plat Records,Tarrant County, Texas,. and being-in the westerly riglrt'of way line Of Fort Worth to Denver Burlington Railroad,a 100'right of way, and being in the:sGu&Line of the.said Fleisner Survey; TT-IF,NCE Norlh 89°22'.38"West, with the south Iine of said Tract Two, and along the north line of Said Block 4 a.distance of 1521.47 Feet to a`,.iron rod::set at,the southwest corner of said Tract Two.on the occupied east right-of-way line of Aston Bates Road,a Variable width public right of way; THENCE North_900441" East, with the west line of said Tract Two, and along the said east right-of-way line,a.distance of 2472.95 Feet to a.M" iron.rod.with plastic tali stamped"RPLS 48.18"set at the northwest corner of said Traat.Two; TFDR4CE'South 89-38'46"Fast, W:ith the.north line of..said Track Two, a distance of 161.61 Feet to.a Y27'iron rod with.plastic cap stamped "RPLS.4818"set at the northeast coiner of said Tract Two,and being zn the said westerly right of way line; TRENCE.South"21*.31'53 East,with the east line of said Tract Two, and said westerly right of way line;a.dzstainee of:2641 Feet to:the:P{)INT OF REGI: and containing a.compuled area of 47.266.Acres,more or less. Compiled.favm field ties and record data on February 2, 2016.by Whitfield-Hall Surveyors. A Whitfield- survey exhibit a .even survey daiu amompanies this doscription. Johnny D:.L.:Williams - Regi.stere,d Professiiri' Laid Surveyor Teras RegiStr tign Number 48.18 TSPLS Firm Reg..No. 10188500, sera TRACT 3 BEING a 283.758 acre:tract of land in the Charles Fleisner Survey, Abstract Number 310, the T& P Railway Company Survey, Abstract No; 1035 W, and, the T & P Railway Company Survey, Abstract No. 1575 T; situated.in Tarrant and Wise Counties, Texas, and being a portion of that certain tract of.land described in deed to Sarah Wilson; Exec. Recorded in Volume 11888, Page 192,: Deed Records,Tarrant County,Texas. The bearings for this survey are based on the bearings as they appear in Volume 9300;Page 515,Deed Records,Tarrant County,Texas. Said 283.768 acre tract being described by-metes and.bounds as follows: BEGINNING at a concrete monument found at the northeast earner of Aston Meadows,Phase 1, an addition to Tarrant County,recorded in Cabinet A,Slide 6833,Plat Records,Tarrant.County, Texas; and being.on the occupied west right-of-way line of Aston Bates Road, an undedicated public right of way with a fenced right of way.of.60 feet; THENCE North 87055'55" West, along the north line of said Aston Meadows Phase 1,' a distance of 3079.92 Feet to a W*.iron rod found at the northwest cornerof said Aston Meadows, Phase One; THENCE South 1°01'53" West; along the west line of the said Aston Meadows Phase 1, a distance of 3.50.42 Feet to a bolt in stone found at the northeast corner of Haslet Heights Phase M, an addition to Tarrant County, recorded in Cabinet A, Slide 3327, Plat Records, Tarrant County,Texas; THENCE North 89'44'59" West,.along the north line of the said Haslet Heights Phase I1I, a distance of 1354.54 Feet to a 5/8" iron rod found at the northwest corner of the said Haslet Heights,Phase LII, on the east right-of-way line of U.S. Highway 287 &Highway 81, a variable width right of way; THENCE continuing along the said east right-of-way line the following courses and distances'-, North.13°46'27"'West; a distance of 467.80 Feet to a concrete Txbot Monument;. North 18°03'06" West, a distance,of 1920,06 Feet to.:a 518 iron rod:found on the south line of that,certain tract described in deed to Roberta Lindsey and:further described in section three, as First tract, and recorded .in 'Volume 2093, Page. ;414, Deed Records, Tarrant County, Texas; for the most westerly northwest corner. of the herein described tract; THENCE continuing along the southerly,and westerly lines of the said Roberta I:mdsey.tract.the following courses.and distances; South 890,49'58" East, along the said south line and generally along a fence line, a distance of 2067.58 Feet to a.fence corner, North 0007'17"East,a distance.of.1614.83 Feet to a fence comer; South 89°36'38"East,a distance of.1330.65 Feet to a fence comer found on the occupied west right-of-way of the said Aston Bates Road; THENCE continuing along the said occupied west right-of-way line the following courses and distances: South 39,'55'19"East,a distance of 340.66 Feet to a fence comer, South.39?45'44"East,a.distance of 3.70.78 Feet to a fence corner; South 36'55'41"East,a distance of 179.36 Feet to a fence corner; South 32'39'49"East,a distance of 1,90.17 Feet;to a-fence comer, South 28°117'34"East,a distance of 182.81 Feet to a fence corner; South:2501913 8"East,a distance of 190.40 Feet to a fence corner, South 21°4-4'55"East,a distance of 27259 Feet to a fence.corner; South 21°29'26"East,a di`stance of 1997.02 Feet to afence corner; South 15°29'09"East,a distance of 102.17 Feet to a fence corner, South 10°43'28"East,a distance of 186.8©Feet to a fence comer, South 7'5.5'1.1" East, a distance of 70.96 Feet to the PODU OF BEGINNINCT, .and containing a cornputed'area of 283.768 Acres,more or less. Compiled from field, ties and.record data on February 1, 2016 by Whitfield-Hall Surveyors. A surmey Exhibit of even survey date.accompanies.th s description, Johnny D.I. Williams Registered Professional Land Surveyor Texas Registration Number 4818 .40*MNY a x wtt uw. TBPLS Firm Reg.No. 10138500 Tract 4 Description of 13.745 Acres of Land BEING a 13.745 acre tract of land in the M.Ashton Survey,Abstract Number 1 (Denton County) Denton County,Texas, and being a portion of that certain tract of land (Tract 1) described in deed to Northstar Ranch, LLC., recorded in Instrument Number D217014069 of County Records, Tarrant County,Texas and Instrument Number 2017-7539 of Real Property Records, Denton County,Texas and being more particularly described by metes and bounds as follows: BEGINNING at the northeast corner of said Tract 1 being the southeast corner of that tract of land described by deed to Mary Lou Livengood recorded Volume 109, Page 448 of said Real Property Records and being in the west line of that tract of land described by deed to Sendera Ranch A2A Development, LLC recorded in Instrument Number 2014-61437 of said Real Property Records; THENCE South 00'06'11"West, 1574.05 feet with the east line of said Tract 1; THENCE South 87°56'55" West, 397.34 feet,departing the said east line,to the approximate county line of Denton and Wise counties; THENCE North 01"12'54" East, 1560.72 feet,with said common line,to the north line of said Tract 1; THENCE North 89'54'51" East, with said north line,to the POINT OF BEGINNING and containing 13.745 acres, more or less. August 28,2017