Council is being asked to conduct a second reading and to take action on an ordinance approving a new development agreement between the City and HM Parkside, LP, a Texas limited partnership (“Primary Owner”) and HM CR 176-2243, LP, a Texas limited partnership affiliated with Primary Owner (“Affiliated LP”) for the proposed 1,210 acre (+/-) Parkside on the River subdivision. City Council held a public hearing for the first reading of the ordinance on September 24, 2019.
The 1,210 acres of land that are the subject of the proposed development agreement are located primarily in the City’s extraterritorial jurisdiction but with a roughly 80 acre portion that is still located inside the city limits at this time. The Primary Owner has requested this 80 acres be deannexed at a future date as soon as possible (see Attachment 1 – Location Map). The Primary Owner owns the 1,148 acres located north of RM 2243; the remaining acres are owned by Affiliated LP and are located south of RM 2243. Should Council approve the proposed Parkside on the River Development Agreement (“Development Agreement”), the development of the Parkside on the River Subdivision will be controlled by the terms and conditions therein. Council considered this matter on December 11, 2018 during a workshop and provided staff direction to proceed with negotiations on an amended consent agreement and a new development agreement. Council is being asked at this time to consider approval of the first reading of an Ordinance concerning the Development Agreement.
Related Council Items
Council is also being asked to take separate action on the Second Amended and Restated Consent Agreement on this same agenda (Agenda Item N). This consent agreement is attached to the Parkside on the River Development Agreement as Exhibit D. The consent agreement is being amended and restated to address the fact that Water Oak Subdivision and Parkside on the River Subdivision will be developed by different developers; to modify several financial terms; to grant Council approval for WCMUD No. 25 to annex additional land into its boundaries so the Primary Owner or Affiliated LP can commence development of that land under existing WCMUD No. 25, and to grant Council approval for commencing the City’s deannexation process as to those portions of the land owned by Primary Owner or Affiliated LP that is currently within the City limits. Council action on the Second Amended and Restated Consent Agreement and the referenced resolution is scheduled to occur tonight following the second reading of the attached Ordinance.
Lastly, Council will consider taking action to annex an additional 62.105 acres into Williamson County Municipal Utility District No. 25 (WCMUD #25) tonight (see Agenda Item O). This action will ensure that the entire 1,210 acres under control of the Primary Owner and the Affiliated LP are developed under one set of unified and high quality development standards.
City staff finds the proposed Development Agreement together with the financial terms proposed for the municipal utility districts as described in this cover sheet will achieve the intent of the City’s MUD Policy.
Background
To begin, HM Parkside is entitled to proceed with the development of its 1,148 acres that are located north of RM 2243 (referred to as the “Remainder Property” in the Development Agreement) under the 2012 Amended and Restated Consent Agreement and the 2012 Amended and Restated Development Agreement (collectively the “Agreements”) concerning the Water Oak development. Instead, HM Parkside and the City staff have negotiated on terms that are consistent with Council’s directions from its workshop this past December and will enhance development regulations, increase partnership on infrastructure, and set the stage to modify the terms of the 2012 Amended and Restated Consent Agreement.
The City Council approved its MUD Policy on July 24, 2018. In the Policy, Council affirmed the purpose of a MUD is “to assist in closing the financial gap when a development is seeking to exceed minimum City standards, provide a robust program of amenities, and/or where substantial off-site infrastructure improvements are required that would serve the MUD and surrounding properties.” The Parkside on the River Development Agreement has attached to it a proposed amendment to the Water Oak MUD 2012 Amended and Restated Consent Agreement (Exhibit D). Therefore, it is appropriate to evaluate the Development Agreement in light of the City’s MUD Policy which identifies the basic requirements for the creation and amendment to a MUD as follows:
1. Quality Development. The development meets or exceeds the intent of the development, infrastructure, and design standards of City codes;
2. Extraordinary Benefits. The development provides extraordinary public benefits that advance the vision and goals of the Comprehensive Plan, such as, but not limited to, extension, financial contribution, and/or enhancement of master planned infrastructure, diversity of housing, and enhanced parks, trails, open space, and recreational amenities that are available to the public;
3. Enhance Public Service and Safety. The development enhances public services and optimizes service delivery through its design, dedication of sites, connectivity, and other features.
4. City Exclusive Provider. The development further promotes the City as the exclusive provider of water, sewer, solid waste, and electric utilities;
5. Fiscally Responsible. The development is financially feasible, doesn’t impair the City’s ability to provide municipal services, and would not impose a financial burden on the citizens of Georgetown in the event of annexation;
6. Finance Plan. The developer(s) contributes financially to cover a portion of infrastructure expenses without reimbursement by the MUD or the City and as reflected in conditions placed on the issuance of bonds by the district;
7. Annexation. The development will not impair the City’s future annexation of the MUD or adjacent property or impose costs not mutually agreed upon.
A high level summary of the major terms in the Development Agreement follow recognizing that each one is subject to the specific limitations, terms and conditions contained in the Development Agreement:
· Unified Development Code (UDC). The project is vested to the UDC dated and in effect on June 1, 2011. This is the same as required in the Water Oak Subdivision 2012 Amended and Restated Development Agreement;
· Land Use Plan (Section 3.01 and Exhibit F). The Parkside on the River Land Use Plan compared to the Water Oak Land Use Plan and associated standards of development provides a greater diversity of housing with a range of single-family lots/designs, multi-family, and cluster homes, plus increases commercial land area nearly tenfold (5.5 acres versus 50 acres). The breakdown is as follows:
§ Single-family… maximum of 2,500 dwelling units on 700 acres;
§ Multi-family… maximum of 89 acres with a mix of products with 12 units per acre and 20 units per acre;
§ Commercial… 50 acre minimum with the ability to increase to up to 150 acres;
§ School Tract… 16 acres for a public elementary school;
§ Fire Station Tract… 2.5 acre site located along RM 2243;
§ Open Space… 300 acres, including Parkland along the river corridor, HOA neighborhood parks including amenity centers, and natural open space areas
Parkside on the River development remains subject to the same street connectivity requirements as the existing Water Oak development per the UDC. This means it must make the required connections or stub streets to provide future connectivity.
· School Tract (Section 3.05.a). Primary Owner will reserve a roughly 16 acre site for a Georgetown Independent District (GISD) elementary school. GISD must acquire the tract of land by the GISD Election Date that falls 180 days after Primary Owner notifies GISD that the 200th building permit has been issued for a single-family residence within the portion of the Property that lies within GISD’s designated school service area and certain improvements have been completed by the Primary Owner. If GISD elects to not acquire the site, the Primary Owner will be allowed to develop single-family residences on the site within the maximum units identified above;
· Fire Station Tract (Section 3.05.b and Exhibit I-2). City has one year after the Effective Date of the Development Agreement make a formal request to the Primary Owner to convey the 2.5 acre Fire Station Tract located along RM 2243 to the City. If the City exercises that option and takes title to the Fire Station Tract, the City will have 15 years to initiate construction on the site of improvements for one of the allowed fire station uses or else ownership of the site will revert to the Primary Owner;
· North Fire Station Tract (Section 3.05.c). City has determined it does not need the North Fire Station Tract located along SH 29 and will allow the Primary Owner to develop the site with permitted commercial uses;
· Parkside Parkway (Section 3.06.a and Exhibit J-6). Primary Owner shall construct Parkside Parkway in phases as a four (4) lane arterial from RM 2243 to the Bridge within a 135 foot wide right-of-way, except for a portion that runs along an adjacent property where it will construct two (2) lanes and dedicate 67.5 feet of right-of-way. Primary Owner will construct a 10 foot wide concrete trail along the entire length of this roadway, except along the two lane portion;
· Parkway B (Section 3.06.b and Exhibits J-4 and J-5). Primary Owner shall construct Parkway B in phases with a 100 foot wide right-of-way through the commercial development area and with a 70 foot wide right-of-way through the residential development area. Primary Owner will construct a 6 foot wide concrete trail along the entire length of this roadway;
· Intersections (Section 3.06.c). Primary Owner shall design and build, or cause to be designed and built, at no cost to the City, traffic signalization, intersection and roadway improvements at the RM 2243/Parkside Parkway Intersection and the RM 2243/Parkway B Intersection as and when required by TxDOT;
· Bridge (Section 3.07). Primary Owner shall design, bid, and build, or cause to be designed, bid and built the Bridge, which is a four (4) lane bridge with a six foot (6’-0”) pedestrian sidewalk, over the South Fork of the San Gabriel River. The Primary Owner must commence construction of the Bridge within seven (7) years from the Effective Date of the DA and complete construction within fifteen (15) months after commencing construction. The cost of the Bridge will be covered by a combination of the Bridge Funds (which are monies due from the developer of the adjacent Crescent Bluff Subdivision pursuant to a separate agreement with the City and bond proceeds received by the City as the Master Development Fee as described in the Second Amended and Restated Consent Agreement), and, if needed, the Primary Owner’s funds;
· River Trail and River Trail Parking Lot (Section 3.08). Primary Owner will build the River Trail and the River Trail Parking Lot by the Bridge Completion Deadline along with a trail that will connect the parking lot to the River Trail (“Connecting Trail”);
· Residential Development Area (Section 4.01). There are dimensional and architectural standards (Exhibits M-1 and M-2) for single-family residential development, creating equality with recently approved developments with MUDs. Multi-family shall meet the development standards in the UDC and the permitted uses listed on Exhibit G-1;
· Commercial Development Areas (Section 4.02). Commercial uses shall meet all of the Non-Residential standards of Chapter 8 of the UDC;
· Tree Preservation (Exhibit L). Tree preservation standards for both residential and commercial development have been enhanced over current minimum standards contained in the Water Oak Subdivision 2012 Amended and Restated Development Agreement;
· Parkland (Section 4.04). Primary Owner will dedicate the Parkland (located along the river) to the City or to a nonprofit entity directed by the City no later than 60 days after the later of (i) written request of the City and (ii) Completion of the Bridge, for use as solely as public parkland;
· HOA Parks (Section 4.05). Primary Owner will dedicate two (2) HOA Parks to the future homeowners association(s). Before conveyance to the HOA, Primary Owner will build within each HOA Park an amenity center and additional improvements costing no less than $250,000.00, consisting of any one or more of benches, picnic tables, cooking grills, playscapes, active areas for unorganized play and practice, pavilions, trails, trail access, landscape enhancements or restrooms;
· Water Transmission Line (Section 5.03). Primary Owner will design, bid, and build, or cause the design, bidding, and construction of, the Water Transmission Line. Primary Owner will begin construction of the 24” Water Transmission Line within one year after the Effective Date of the Development Agreement; the Water Transmission Line must be completed within one year of commencement of construction. In exchange, the City will reimburse the Primary Owner for the cost of designing and building the Water Transmission Line and acquiring land for the line from an adjacent landowner up to a maximum of $3,850,000 (City’s “Cost Cap”) unless Council approves additional funds. Bidding of the project must be in accordance with Section 5.03.e as summarized below:
o Primary Owner will not accept a bid for an amount, including hard and soft costs, for the Water Transmission Line that would exceed $3,500,000;
o Primary Owner will not accept a bid for an amount which, including hard and soft costs, would exceed the Cost Cap (ie., an additional 350,000) without obtaining approval of the City Manager (NOTE: approval of the Development Agreement would delegate to the City Manager the right to approve expenditure of up to $3,850,000 in City funds for the Water Transmission Line) ;
o City Council must approve any change order that would result in the aggregate costs for the Water Transmission Line and off-site easement exceeding the Cost Cap;
o If the City’s approval of a change order is required, and if Primary Owner allows work to commence on such change order without receiving the City’s prior written approval, any costs incurred on that change order that are not subsequently approved by the City are not eligible for reimbursement;
o Primary Owner has no obligation to pay any amounts not reimbursable by the City and no obligation to complete the Water Transmission Line or off-site easement if the City does not make available adequate funds to complete same;
o The City has no obligation to advance funds to complete the Water Transmission Line over and above the amounts approved by the City (either directly or through authority granted to the City Manager) (NOTE: a budget amendment for this item will be brought to City Council in December); and
o If the costs to complete the Water Transmission Line and off-site easement ultimately exceed the amounts approved by City Council (either directly or through authority granted to the City Manager) and the City Council does not make sufficient funds available to complete the Water Transmission Line, City staff will work with Primary Owner to present an amendment to this Agreement to City Council to address the water transmission improvements required to develop only the Project.
· Off-Site Capacity Payment and Off-site Water Facilities (Section 6.01). Primary Owner will be required to pay $3,500,000 to the City in equal installments over 7 years for off-site water facilities. Out of the Off-site Capacity Payment and the Water Impact Fees, the City will be responsible for building and financing the Off-Site Facilities (if any) as necessary to provide service to the Property. Primary Owner will pay the initial installment of the Off-site Capacity Payment within 30 days after Completion of the Water Transmission Line and each subsequent annual installment will be due on each of the next 6 anniversaries of Completion of the Water Transmission Line;
· Water Capacity (Section 6.01). Upon completion of the Water Transmission Line and payment of the Offsite Capacity Payment to the City, the City will guarantee and allocate to Owner a capacity interest in 4,600 SUE’s of transmission capacity in the City’s water utility system for the provision of water service to the Property. Owner acknowledges that the City will utilize the Water Transmission Line as a part of the City’s overall water utility system; however, such service will not be provided in a manner that impairs the City’s ability to serve the Property in accordance with the terms of this Agreement;
· Wastewater Capacity (Section 6.02). Because the Former Owner constructed a portion of the SSGI, the City will guarantee and allocate to Owner a capacity interest in 4,600 SUE’s of transmission capacity in the City’s wastewater utility system for the provision of wastewater service to the Property. Owner acknowledges that the City will utilize the SSGI as a part of the City’s overall wastewater utility system; however, such service will not be provided in a manner that impairs the City’s ability to serve the Property in accordance with the terms of this Agreement;
· Water and Wastewater Impact Fees (Section 9.01). In consideration of the Former Owner’s construction of the SSGI and Primary Owner’s payment of the Off-site Capacity Payment, the Impact Fees payable by Owners and End Buyers are (i) for water, the Water Impact Fee per SUE is $3,324, and (ii) for wastewater, the Wastewater Impact Fee per SUE is $2,683; and
· Fire SIP Fee (Section 9.02). For so long as the City has a contractual relationship with ESD pursuant to which the City provides to the ESD fire station improvements, land for fire stations, or fire-fighting equipment or personnel, for each Lot on the Property, a Fire SIP fee of $630 shall be due and payable to the City at the time of application for a building permit. The City agrees that it shall use the SIP Fees only for the purposes of providing contractual fire services (including facilities, equipment and personnel) to ESD.
ATTACHMENTS
1. Parkside on the River Location Map
2. Parkside on the River Land Use Plan (dated September 24, 2019)
3. PowerPoint
4. Public Comment
5. Ordinance with Attachment 1 (Parkside on the River Development Agreement)