08-084 - R TOWN OF PROSPER, TEXAS RESOLUTION NO. 08-084
A RESOLUTION OF THE TOWN COUNCIL OF THE TOWN OF PROSPER, TEXAS,
HEREBY AUTHORIZING THE TOWN OF PROSPER, TEXAS, TO ENTER INTO A
PARTICIPATION AGREEMENT WITH COLLIN COUNTY FOR THE BLUE STAR
"GATES OF PROSPER"DEVELOPMENT.
NOW, THEREFORE, BE IT RESOLVED BY THE TOWN COUNCIL OF THE TOWN
OF PROSPER, TEXAS:
SECTION l: The Town of Prosper, Texas, is hereby authorized to enter into a
Participation Agreement with Collin County for the Blue Star"Gates of Prosper" Development.
SECTION 2: Resolved by affirmative vote of the Town Council on the 23`d day of
September, 2008.
Charles Niswanger, Mayor
ATTEST:
6tthew D. Denton, TRMC
own Secretary —
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STATE OF TEXAS §
§ Reinvestment Zone Number One Participation Agreement
COUNTY OF COLLIN §
This Development Agreement ("Agreement') is made by and between the Town of
Prosper ("Town") and Collin County, Texas ("County"), acting by and through their respective
authorized officers.
WITNESSETH:
WHEREAS, the Prosper Town Council has or intends to approve an Ordinance
establishing Tax Increment Financing Reinvestment Zone Number One, Town of Prosper
(hereafter defined as "Reinvestment Zone Number One") in accordance with the Tax Increment
Financing Act, as V.T.C.A., Tax Code, Chapter 311, (the "Act'), to promote development and
redevelopment through the use of tax increment financing and designating the Reinvestment
Zone Number One pursuant to the Act; and
WHEREAS, Town and Blue Star Land, LP, 183 Land Corp. and Blue Star Allen Land
LP (collectively Blue Star Land, LP, 183 Land Corp. and Blue Star Allen Land LP referred to as
the "Landowners")entered into that certain Development and Financing Agreement dated March
25, 2008 for the development of the Gates of Prosper and the construction and financing of
certain infrastructure defined therein as "Public Improvements" within Reinvestment Zone
Number One (the "Blue Star Development and Financing Agreement'); and
WHEREAS, the Gates of Prosper is a mixed-used development consisting of
approximately 500 acres of land within the Town generally bounded by First Street on the north,
U.S. 380 on south, BNSF Railroad on the west and along either side of Preston Road (S.H. 289).
The Landowners have represented to the Town that Gates of Prosper is currently expected to
contain approximately 3 million gross square feet of mixed-use development generally
consisting of: (i) approximately 2 million gross square feet of retail shopping, (ii) restaurant,
office space and other commercial space, (ii) single family dwellings each located on a single
family lot and multi-family dwelling units, and (iii) other ancillary facilities such as reasonably
required parking and landscaping, as more fully described in the submittals filed by Developer
with the Town from time to time in order to obtain a building permits; and
WHEREAS, the County intends to contribute fifty percent (50%) of the County Tax
Increment to the Tax Increment Fund (hereinafter defined) for the term of Reinvestment Zone
Number One; and
WHEREAS, the Act authorizes the expenditure of funds derived within a tax increment
financing reinvestment zone for the payment of expenditures made or estimated to be made and
monetary obligations incurred or estimated to be incurred by the municipality establishing a
reinvestment zone that are listed in the project plan of the reinvestment zone which expenditures
and monetary obligations constitute project costs as defined by the Act.
Town of Prosper/County Reinvestment Zone Number One Participation—Page 1 24857
NOW THEREFORE, in consideration of the foregoing, and on the terms and conditions
hereinafter set forth, the parties agree as follows:
Article I
Definitions
Wherever used in this Agreement, the following terms shall have the meanings ascribed to
them:
"Act" shall mean the Tax Increment Financing Act, Chapter 311, Tax Code, as
amended.
"Board" shall mean the Board of Directors of Reinvestment Zone Number One,
Town of Prosper, Texas.
"Captured Appraised Value" means the total appraised value of all real property
taxable by a Taxing Unit and located in Reinvestment Zone Number One for the year less
the Tax Increment Base of the Taxing Unit.
"Town",shall mean the Town of Prosper, Collin County, Texas.
"County" shall mean Collin County, Texas.
"Effective Date" shall mean the last date of execution hereof.
"Expiration Date"shall mean the date Reinvestment Zone Number One terminates.
"Financing Plan"shall mean the reinvestment zone financing plan for Reinvestment
Zone Number One as approved by the Town Council for the Town.
"Project Plan" shall mean the preliminary project plan for Reinvestment Zone
Number One approved by the Town Council for the Town, as finalized, and as amended.
"Reinvestment Zone Number One" shall mean Reinvestment Zone Number One,
Town of Prosper,Texas.
"Tax Increment" means the total amount of property taxes by a Taxing Unit for the
year on the Captured Appraised Value of real property taxable by a Taxing Unit and located
in Reinvestment Zone Number One.
"Tax Increment Base"means the total appraised value of all real property taxable by
a Taxing Unit and located in the Reinvestment Zone Number One for the year in which
Reinvestment Zone Number One was designated.
"Tax Increment Fund" shall mean the funds deposited by the Town and any Taxing
Unit in the tax increment fund for Reinvestment Zone Number One.
Town of Prosper/County Reinvestment Zone Number One Particivation—Page 2 24857
"Taxing Unit" shall mean the Town of Prosper, Collin County, Texas, Collin
County Community College District and any taxing unit that taxes real property within
Reinvestment Zone Number One that enters into a contract with the Town to contribute to
the Tax Increment Fund.
Article II
Term
The term of this Agreement shall begin on the Effective Date and shall continue until
termination of Reinvestment Zone Number One,unless sooner terminated as provided herein.
Article III
TIRZ Projects
In consideration of the mutual benefits to be derived from the funding of the
Reinvestment Zone Number One improvements and in consideration of the increased future tax
base generated from the Gates of Prosper within Reinvestment Zone Number One, the County
shall contribute an amount equal to fifty percent(50%) of its Tax Increment to the Tax Increment
Fund pursuant to §§311.013(a), (b) and (g) of the Act during the term of Reinvestment Zone
Number One and as authorized by the Collin County Commissioners' Court Order No. 2008-
841-09-23 dated September 23, 2008. The County shall annually pay its Tax Increment to the
Tax Increment Fund beginning in year 2009 and ending upon the termination of Reinvestment
Zone Number One.
Article IV
Termination
This Agreement shall terminate upon any one of the following:
(a) by written agreement of the parties;
(b) Expiration Date; and
(c) by either party, if any subsequent Federal or State legislation or any decision
of a court of competent jurisdiction declares or renders this Agreement invalid,
illegal or unenforceable.
Article V
Miscellaneous
5.1 Bindine Agreement. The terms and conditions of this Agreement are binding
upon the successors and assigns of all parties hereto. This Agreement may not be assigned
without the consent of either party.
5.2 Authorization. Each party represents that it has full capacity and authority to
grant all rights and assume all obligations that is granted and assumed under this Agreement.
Town of Prosper/County Reinvestment Zone Number One Participation,—Page 3 24857
5.3 Notice. Any notice required or permitted to be delivered hereunder shall be
deemed received three (3) days thereafter sent by United States Mail, postage prepaid, certified
mail, return receipt requested, addressed to the party at the address set forth below or on the day
actually received when sent by courier or otherwise hand delivered.
If intended for Town,to: With copy to:
Attn: Mike Land Peter G. Smith
Town Administrator Nichols,Jackson, Dillard
Town of Prosper Hager& Smith, L.L.P.
P.O. Box 307 1800 Lincoln Plaza
Prosper,Texas 75078 500 North Akard
Dallas,Texas 75201
If intended for County:
Judge Keith Self
Collin County
210 S. McDonald, Ste. 626
McKinney, Texas 75069
5.4 Entire Agreement. This Agreement is the entire Agreement between the parties
with respect to the subject matter covered in this Agreement. There is no other collateral oral or
written Agreement between the parties that in any manner relates to the subject matter of this
Agreement,except as provided in any Exhibits attached hereto.
5.5 Governine Law. The Agreement shall be governed by the laws of the State of
Texas; and venue for any action concerning this Agreement shall be in the State District Court of
Collin County, Texas. The parties agree to submit to the personal and subject matter jurisdiction
of said Court.
5.6 Amendment. This Agreement may be amended by the mutual written agreement
of the parties.
5.7 Legal Construction. In the event any one or more of the provisions contained in
this Agreement shall for any reason be held to be invalid, illegal, or unenforceable in any respect,
such invalidity, illegality, or unenforceability shall not affect other provisions, and it is the intention
of the parties to this Agreement that in lieu of each provision that is found to be illegal, invalid, or
unenforceable, a provision be added to this Agreement which is legal, valid and enforceable and is
as similar in terms as possible to the provision found to be illegal,invalid or unenforceable.
5.8 Recitals. The recitals to this Agreement are incorporated herein.
Town of Prosper/County Reinvestment Zone Number One Participation—Page 4 24857
5.9 Counterparts. This Agreement may be executed in counterparts. Each of the
counterparts shall be deemed an original instrument, but all of the counterparts shall constitute one
and the same instrument.
5.10 Survival of Covenants. Any of the representations, warranties, covenants, and
obligations of the parties, as well as any rights and benefits of the parties, pertaining to a period
of time following the termination of this Agreement shall survive termination.
5.11 Approval of Parties. Whenever this Agreement requires or permits the approval or
consent to be given by a party, the parties agree that such approval or consent shall not be
unreasonably withheld,conditioned or delayed.
5.12 Further Assurances. Each party hereby agrees that it will take all actions and
execute all documents necessary to fully carry out the purposes and intent of this Agreement.
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Execute Ofi" 9// day of " 2008
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Executed on this A' l day of V C1CC)Oz C , 2008.
COLLIN C Y, S
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By:
Honorable Keith Sk
County Judge
Town of Prosner/County Reinvestment Zone Number One Particination—Page 5 24857
COURT ORDER NO. 2008- 863 -10-14
THE STATE OF TEXAS
COUNTY OF COLLIN
Subject: Reinvestment Zone Number One Participation Agreement—Town of Prosper
On October 14, 2008 the Commissioners' Court of Collin County, Texas, met in regular
session with the following members present and participating, to wit:
Keith Self County Judge, Presiding
Phyllis Cole Commissioner, Precinct 1
Jerry Hoagland Commissioner, Precinct 2
Joe Jaynes Commissioner, Precinct 3
Kathy Ward Commissioner, Precinct 4
During such session the court considered a request for approval of a Reinvestment Zone
Number One Participation Agreement with the Town of Prosper.
Thereupon, a motion was made, seconded and carried with a majority vote of the court for
approval of a Reinvestment Zone Number One Participation Agreement with the Town of
Prosper to participate at 50% in the Tax Increment Financing and further authorize the Count
Judge to finalize and execute the agreement. Same is hereby approved in accordance with
the attached documentation.
Keith Sol ou Judge
Phyllis Co o S
Jerry Hdrlgland, Co Issione'r, Pct. 2
s
Joe Ja 9 Iissfoner, t. 3
ATTEST:
Kathy Ward, orflmissioner, Pct. 4
(7 S ta amp,
CoinnilsoEOMrir Cou
Collin County, T E X A S
T:\t Word Date\Court 2008\COURT ORDERS\10.14-08 Court\Signed Court OrdersM114-Participation Agreement-Town of Prosper RZ 1 1014.doc