HomeMy WebLinkAboutContract 36198-A1 CITY SECRETARY
CONTRACT NO.
FIRST AMENDMENT TO
AGREEMENT CONCERNING CREATION AND OPERATION
OF MORNINGSTAR RANCH MUNICIPAL UTILITY DISTRICT NO. 1
OF PARKER COUNTY
THIS FIRST AMENDMENT TO AGREEMENT CONCERNING CREATION AND
OPERATION OF MORNINGSTAR RANCH MUNICIPAL UTILITY DISTRICT NO. 1 OF
PARKER COUNTY (this "Amendment") is made and entered into as of the 30th day of March,
2017, by and between the CITY OF FORT WORTH, TEXAS, a home-rule municipal
corporation situated in Tarrant, Denton, Johnson, Parker and Wise Counties, Texas, (the "City"),
acting by and through its duly authorized Assistant City Manager, and MORNINGSTAR
RANCH MUNICIPAL UTILITY DISTRICT NO. I OF PARKER COUNTY (the "District"), a
political subdivision of the State of Texas, operating under the provisions of Article XVI, Section
59 of the Texas Constitution and Chapters 49 and 54, Texas Water Code, as amended.
RECITALS:
A. City and WYA The Ranch at Ranch at Mary's Creek, Ltd., a previous property
owner, entered into that certain Agreement Concerning Creation and Operation of Morningstar
Ranch Municipal Utility District No. 1 of Parker County dated effective January 27, 2008 (the
"Original Agreement").
B. The creation of the District was approved by order of the Texas Commission on
Environmental Quality dated August 3, 2009.
C. An election confirming creation of the District was conducted on November 3,
2009, the results of which were canvassed by the District's Board of Directors on November 11,
2009.
D. The District executed the Original Agreement effective February 22, 2011.
E. FG Aledo Development, LLC and FWFW Holdings, Inc. (collectively, the
"Owner") subsequently acquired the Property (as defined in the Original Agreement).
F. Owner and the City entered into that certain Restatement of and Amendment to
CSC No. 36202 Development Agreement Between the City of Fort Worth, Texas and FWFW
Holdings, Inc. and FG Aledo Development, LLC for Morningstar dated effective August 21,
2015 (the "Amended Development Agreement").
G. Owner is developing the Property in accordance with the Amended Development
Agreement.
H. By Order dated March 30, 2017, the District's Board of Directors app ey
annexation of certain land into the District and redefined the boundaries of the Distri �qZ!
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4839-3841-7717.v1 FT.WORTH,TX �
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I. The City and the District desire to amend the Original Agreement to provide for
consistency with the Amended Development Agreement, to reflect the new boundaries of the
District, and to clarify the responsibilities of the District.
NOW THEREFORE, for and in consideration of the mutual agreements, covenants, and
conditions hereinafter set forth, the Parties contract and agree as follows:
AGREEMENT:
1. The following definitions in Article II of the Original Agreement are amended and
restated to read as follows:
"Development Agreement" means the Restatement of and Amendment to CSC No.
36202 Development Agreement Between the City of Fort Worth, Texas and FWFW
Holdings, Inc. and FG Aledo Development, LLC for Morningstar dated effective August
21, 2015.
"Property" means that certain 557.207-acre tract located in Parker County, Texas as
shown on Exhibit A and described in Exhibit B.
"Utility Agreement" means the Amended and Restated Utility Agreement for
Morningstar Ranch between the City, the District, Morningstar Ranch Municipal Utility
District No. 2 of Parker County, and Owner dated effective August 21, 2015 (City
Secretary Contract No. 36202-A2).
2. Section 5.04 of the Original Agreement is amended and restated to read as follows:
5.04 Bond Limit Amount. In consideration for the City's consent to the issuance of
bonds for road projects pursuant to Section 5.02(a)(iv), the District agrees that the total
amount of Bonds issued by the District for all purposes (excluding refunding Bonds)
shall not exceed $90,000,000, less the amount of funds expended by the District pursuant
to Sections 4.03(a), (b) and (c) of the Strategic Partnership Agreement for any of the
authorized purposes listed in Section 5.02 (the "Bond Limit Amount") unless specifically
approved by the City Council. Owner and the District acknowledge that the Bond Limit
Amount is sufficient to accomplish the purposes of the District and that Owner and the
District have voluntarily agreed to the Bond Limit Amount in consideration for the City's
consent to the issuance of bonds for roads. District facilities, if any, the cost of which
exceeds the Bond Limit Amount will be dedicated to the District without reimbursement
unless otherwise approved by the City Council.
3. Section 5.05, Subsection (e) of the Original Agreement is amended and restated to read as
follows:
(e) No Bonds shall be issued having an issuance date after August 21, 2035 without the
City's written approval; and
4839-3841-7717.v1 _ _
4. Section 5.08 of the Original Agreement is amended and restated to read as follows:
5.08 Notice of Bond Issues. At least thirty (30) days before submission of an application
for approval of issuance of Bonds to the TCEQ (`Bond Application") or the Attorney
General, whichever occurs first, the District shall deliver to the City Secretary, City
Manager, and Finance Director the certification required by Section 5.07 and Notice
containing: (a) the amount of Bonds being proposed for issuance; (b) a description of the
projects to be funded and/or the Bonds to be refunded by such Bonds; and (c) the
proposed debt service and District tax rate after issuance of the Bonds. If the District is
not required to obtain TCEQ approval of the issuance of the Bonds, the District shall
deliver such certification and Notice to the City Secretary, City Manager, and Finance
Director at least sixty (60) days prior to issuance of Bonds, except refunding Bonds, by
the District. Upon request by the City, the District shall provide a copy of the Bond
Application or the submission to the Attorney General.
5. Section 5.12, Subsection (b), of the Original Agreement is amended and restated to read
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: (1) the
District will not reimburse the landowner or developer for costs not evidenced by Bonds
issued by August 21, 2035 without the City's written consent; and (ii) the landowner or
developer waives all claims against the City for reimbursement of obligations not
evidenced by Bonds issued by August 21, 2035.
6. Section 5.14 is added:
5.14 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.
7. Section 6.09 of the Original Agreement is amended and restated to read as follows:
6.09 Operation and Maintenance of Infrastructure. The District shall cause all
infrastructure to be operated and maintained in accordance with the Utility Agreement,
except for water and wastewater infrastructure dedicated to the City pursuant to Section
6.07 and Section 6.08, which shall be operated and maintained by the City in accordance
with the Utility Agreement. Prior to December 31 of each year, the District shall submit
a report to the City's Engineering Department summarizing (i) any repairs or
maintenance done by the District to its infrastructure during the preceding twelve (12)
4839-3841-7717.v1 - 3 -
months, and (ii) any repairs or maintenance recommended by the District's consulting
engineer to be made to the District's infrastructure during the next twelve months.
8. Section 10.05 of the Original Agreement is amended and restated to read as follows:
10.05 Full Purpose Annexation. The City will not annex the Property for full purposes
any earlier than the first to occur of. (a) the dissolution oil' the District (other than as a
result of annexation by the City); or (b) by August 21, 2035.
9. Exhibit A, Exhibit B, and Exhibit C to the Original Agreement are replaced by
Exhibit A, Exhibit B, and Exhibit C hereto.
10. The "Recitals" set forth in this Amendment are true and correct and form the basis upon
which the parties have entered into this Amendment and are incorporated as part of this
Amendment for all purposes.
11. The Original Agreement, as amended by this Amendment, remains in full force and
effect.
4839-3841-7717.v1 - 4 -
IN WITNESS WHEREOF ties have executed this Amendment as of the date and
year first written above. OF FORT
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ATTEST: :1 OF FORT WORTH
ary Kayser, re emando ost//a, Assistant City Manager
Date: �9/Z77
APPROVED AS TO FORM AND
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Assistant City Attorney
OFFICIAL RECORD
CITY SECRETARY
FT.WORTH,TX
4839-3841-7717.v1 _ 5 _
MORNINGSTAR RANCH MUNICIPAL
UTILITY DISTRICT NO. 1 OF PARKER
COUNTY
ATTEST:
S etary,Board of Directors President,Board of Directors
Date:_ 3 0 �2D1�'
4839-3841-7717.v1 - 6 -
EXHIBIT
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New UD 2 180.020 ACRES
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New MUC\ 1 557.207 ACRES
Moved to MUD 1 176.613 ACRES I =
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=:::!=MILLER
PROPOSED MORNINGSTAR Surveying, Inc.MUNICIPAL DISTRICT 1
AND MUNICIPAL DISTRICT 2 Commercial • Residential • Municipal
430 Mid Cities Blvd. 817-577-1052
Hurst,Texas 76054 TxLSF No.10100400
Mii erSurvey,net
Scale 1" = 1000' March 13,2017
EXHIBIT
9
2017 MUD 1-557.207 ACRES
Being a tract of land out of the M.S.Teter Survey,Abstract No. 2070,the J. D. Morris Survey,Abstract
No.927;the P.J. McClary Survey,Abstract No.907,and the William Cagle Survey,Abstract No. 2373,
Parker County,Texas, said tract being the same tract of land described as "MorningStar Farms Municipal
Utility District No. 1" per City of Fort Worth Resolution 3560-12-2007 (hereinafter referred to as "MUD
1"), and also including the same tract of land described as "MorningStar Farms Municipal Utility District
No. 2 South" per City of Fort Worth Resolution 3561-12-2007 (hereinafter referred to as "MUD 2
South"),and surveyed by Miller Surveying, Inc. of Hurst,Texas in March of 2017, and being more
particularly described by metes and bounds as follows:
Beginning at a the northwest corner of said MUD 1 tract, same being in the easterly right-of-way line of
Farmer Road from which a TOOT Monument found for the northwest corner of MorningStar Farms
Municipal Utility District No. 2 North described in said ordinance 3561-12-2007 bears North 02 degrees
33 minutes 43 seconds West at 1736.95;
Thence North 89 degrees 18 minutes 45 seconds East a distance of 700.82 feet;
Thence North 89 degrees 18 minutes 45 seconds East a distance of 154.99 feet;
Thence North 88 degrees 57 minutes 54 seconds East a distance of 135.00 feet;
Thence North 76 degrees 11 minutes 14 seconds East a distance of 46.11 feet;
Thence North 89 degrees 07 minutes 20 seconds East a distance of 133.71 feet;
Thence South 84 degrees 12 minutes 06 seconds East a distance of 42.67 feet;
Thence South 77 degrees 35 minutes 25 seconds East a distance of 42.67 feet;
Thence South 70 degrees 57 minutes 26 seconds East a distance of 42.95 feet;
Thence North 21 degrees 43 minutes 34 seconds East a distance of 105.02 feet;
Thence South 68 degrees 16 minutes 26 seconds East a distance of 301.10 feet to the beginning of a
curve to the left with a radius of 50.00 feet and whose chord bears North 76 degrees 38 minutes 28
seconds East at 90.83 feet;
Thence with said curve along an arc length of 113.92 feet to the end of said curve;
Thence North 21 degrees 43 minutes 34 seconds East a distance of 97.79 feet;
Thence South 68 degrees 16 minutes 26 seconds East a distance of 330.00 feet;
Thence South 59 degrees 55 minutes 03 seconds East a distance of 173.98 feet;
Thence South 33 degrees 21 minutes 43 seconds East a distance of 139.36 feet;
Thence South 43 degrees 56 minutes 12 seconds East a distance of 90.41 feet;
Thence North 40 degrees 35 minutes 41 seconds East a distance of 112.29 feet to the beginning of a
curve to the left with a radius of 50.00 feet and whose chord bears North 52 degrees 58 minutes 16
seconds East at 80.76 feet;
Thence with said curve along an arc length of 94.01 feet to the end of said curve;
Thence North 40 degrees 35 minutes 41 seconds East a distance of 136.88 feet;
Thence North 49 degrees 24 minutes 19 seconds West a distance of 181.67 feet;
Thence North 40 degrees 10 minutes 57 seconds East a distance of 204.56 feet;
Thence North 14 degrees 05 minutes 48 seconds East a distance of 225.51 feet;
Thence North 06 degrees 46 minutes 35 seconds East a distance of 60.49 feet;
Thence North 00 degrees 31 minutes 15 seconds West a distance of 545.00 feet;
Thence North 89 degrees 28 minutes 45 seconds East a distance of 750.00 feet;
Thence South 00 degrees 31 minutes 15 seconds East a distance of 170.00 feet;
Thence North 89 degrees 28 minutes 45 seconds East a distance of 820.00 feet;
Thence South 63 degrees 57 minutes 30 seconds East a distance of 55.90 feet;
Thence South 79 degrees 12 minutes 39 seconds East a distance of 152.97 feet;
Thence North 89 degrees 28 minutes 45 seconds East a distance of 180.71 feet;
Thence South 38 degrees 05 minutes 08 seconds East a distance of 129.89 feet to the beginning of a
curve to the right with a radius of 50.00 feet and whose chord bears South 17 degrees 22 minutes 51
seconds East at 35.35 feet;
Thence with said curve along an arc length of 36.14 feet to the beginning of a curve to the left with a
radius of 50.00 feet and whose chord bears South 10 degrees 02 minutes 35 seconds East at 23.12 feet;
Thence with said curve along an arc length of 23.33 feet to the end of said curve;
Thence South 13 degrees 10 minutes 21 seconds West a distance of 146.01 feet;
Thence South 25 degrees 53 minutes 59 seconds East a distance of 111.32 feet;
Thence South 20 degrees 19 minutes 04 seconds West a distance of 25.00 feet;
Thence South 65 degrees 05 minutes 07 seconds East a distance of 139.53 feet;
Thence South 50 degrees 59 minutes 11 seconds East a distance of 51.97 feet;
Thence South 68 degrees 42 minutes 50 seconds East a distance of 123.38 feet;
Thence North 39 degrees 43 minutes 20 seconds East a distance of 80.41 feet;
Thence North 47 degrees 58 minutes 48 seconds East a distance of 90.00 feet;
Thence South 71 degrees 47 minutes 09 seconds East a distance of 117.86 feet;
Thence South 63 degrees 36 minutes 20 seconds East a distance of 143.02 feet;
Thence South 00 degrees 31 minutes 15 seconds East a distance of 264.84 feet;
Thence North 89 degrees 04 minutes 45 seconds East a distance of 119.30 feet;
Thence South 81 degrees 34 minutes 52 seconds East a distance of 51.32 feet;
Thence North 89 degrees 28 minutes 45 seconds East a distance of 120.00 feet;
Thence North 00 degrees 31 minutes 15 seconds West a distance of 340.00 feet;
Thence North 89 degrees 28 minutes 45 seconds East a distance of 170.00 feet;
Thence South 00 degrees 31 minutes 15 seconds East a distance of 19.64 feet;
Thence North 89 degrees 04 minutes 45 seconds East a distance of 541.14 feet;
Thence North 00 degrees 31 minutes 15 seconds West a distance of 750.02 feet;
Thence North 89 degrees 04 minutes 45 seconds East a distance of 73.55 feet to the beginning of a
curve to the right with a radius of 50.00 feet and whose chord bears North 80 degrees 39 minutes 21
seconds East at 41.92 feet;
Thence with said curve along an arc length of 43.26 feet to the end of said curve;
Thence North 38 degrees 21 minutes 24 seconds East a distance of 65.14 feet;
Thence North 89 degrees 28 minutes 46 seconds East a distance of 121.29 feet;
Thence South 00 degrees 09 minutes 21 seconds East a distance of 1459.12 feet;
Thence South 89 degrees 05 minutes 25 seconds West a distance of 2077.14 feet;
Thence South 01 degrees 13 minutes 18 seconds East a distance of 4817.83 feet to the northerly right-
of-way line of Old Weatherford Road;
Thence North 69 degrees 37 minutes 17 seconds West with said northerly right-of-way line a distance of
342.48 feet;
Thence North 78 degrees 56 minutes 11 seconds West continuing with said northerly right-of-way line a
distance of 382.16 feet;
Thence South 78 degrees 25 minutes 49 seconds West continuing with said northerly right-of-way line a
distance of 296.23 feet;
Thence South 71 degrees 49 minutes 06 seconds West continuing with said northerly right-of-way line a
distance of 625.79 feet;
Thence South 83 degrees 02 minutes 14 seconds West continuing with said northerly right-of-way line a
distance of 195.24 feet;
Thence North 84 degrees 16 minutes 49 seconds West continuing with said northerly right-of-way line a
distance of 132.86 feet;
Thence North 64 degrees 52 minutes 53 seconds West continuing with said northerly right-of-way line a
distance of 160.44 feet;
Thence North 81 degrees 04 minutes 46 seconds West continuing with said northerly right-of-way line a
distance of 540.40 feet;
Thence North 89 degrees 57 minutes 16 seconds West continuing with said northerly right-of-way line a
distance of 1436.84 feet to the southeasterly end of a corner clip of said easterly right-of-way line and
said northerly right-of-way line;
Thence North 45 degrees 21 minutes 18 seconds West with said corner clip a distance of 71.52 feet;
Thence North 01 degrees 04 minutes 02 seconds West with said easterly right-of-way line a distance of
563.54 feet;
Thence North 01 degrees 04 minutes 02 seconds West continuing with said easterly right-of-way line a
distance of 288.48 feet;
Thence North 01 degrees 02 minutes 50 seconds West continuing with said easterly right-of-way line a
distance of 305.68 feet;
Thence North 01 degrees 04 minutes 30 seconds West continuing with said easterly right-of-way line a
distance of 320.39 feet;
Thence North 01 degrees 03 minutes 10 seconds West continuing with said easterly right-of-way line a
distance of 74.97 feet;
Thence North 01 degrees 03 minutes 10 seconds West continuing with said easterly right-of-way line a
distance of 481.50 feet;
Thence North 01 degrees 03 minutes 10 seconds West continuing with said easterly right-of-way line a
distance of 910.23 feet;
Thence North 04 degrees 25 minutes 07 seconds East continuing with said easterly right-of-way line a
distance of 50.19 feet;
Thence North 00 degrees 59 minutes 59 seconds West continuing with said easterly right-of-way line a
distance of 100.04 feet;
Thence North 06 degrees 43 minutes 22 seconds West continuing with said easterly right-of-way line a
distance of 50.14 feet;
Thence North 00 degrees 33 minutes 35 seconds West continuing with said easterly right-of-way line a
distance of 47.37 feet;
Thence North 02 degrees 35 minutes 58 seconds West continuing with said easterly right-of-way line a
distance of 155.80 feet;
Thence North 05 degrees 47 minutes 11 seconds East continuing with said easterly right-of-way line a
distance of 104.38 feet;
Thence North 07 degrees 15 minutes 41 seconds West continuing with said easterly right-of-way line a
distance of 222.81 feet;
Thence North 07 degrees 15 minutes 41 seconds West continuing with said easterly right-of-way line a
distance of 86.18 feet;
Thence North 29 degrees 21 minutes 05 seconds West continuing with said easterly right-of-way line a
distance of 106.78 feet to the beginning of a curve to the left with a radius of 2924.79 feet and whose
chord bears North 16 degrees 33 minutes 43 seconds West at 248.53 feet;
Thence continuing with said easterly right-of-way line and with said curve along an arc length of 248.61
feet to the end of said curve;
Thence North 18 degrees 58 minutes 58 seconds West continuing with said easterly right-of-way line a
distance of 877.17 feet to the beginning of a curve to the right with a radius of 1849.86 feet and whose
chord bears North 17 degrees 26 minutes 48 seconds West at 97.77 feet;
Thence continuing with said easterly right-of-way line and with said curve along an arc length of 97.78
feet to the point of beginning and containing 557.207 acres of land, more or less;