HomeMy WebLinkAbout1998-12-30-0500PM-Special•
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DEPUTY
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AGENDA
BRAZOS COUNTY COMMISSIONERS COURT MEETING
THE COMMISSIONERS COURT WILL MEET IN A SPECIAL SESSION ON
WEDNESDAY, DECEMBER 30, 1998 AT 5:00 P.M. IN THE COMMISSIONERS
COURTROOM OF THE BRAZOS COUNTY COURTHOUSE, 300 EAST 26TH STREET,
SUITE 115, BRYAN, TEXAS.
1. The Court will consider and take action, if required, on any adjustment to Brazos
County's participation in the Tax Increment Contribution to Reinvestment Zone No.
8, City of Bryan, Texas.
2. Agreement with Northern Life Insurance Company regarding Section 457 Deferred
Compensation Plan.
3. Adjourn.
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The Courthouse is wheelchair accessible. Handicap parking spaces are available. Any request for
sign interpretive services must be made two business days before the meeting. To make
arrangements, call (409) 361-4102.
VOL 1,5
COMMISSIONERS' COURT
SPECIAL MEETING
DECEMBER 30, 1998
A special meeting of the Commissioners' Court of Brazos
County, Texas was held in the Commissioners' Courtroom in the
Courthouse in Bryan, Brazos County, Texas, beginning at 5:00
p.m. on Wednesday, December 30, 1998, with the following
members of the Court present:
Alvin W. Jones, County Judge, Absent;
Tony Jones, Commissioner of Precinct 1;
Wm. S. Thornton, Commissioner of Precinct 2;
Randy Sims, Commissioner of Precinct 3 Absent;
Carey Cauley, Jr., Commissioner of Precinct 4, Presiding;
Mary Ann Ward, County Clerk.
Attached is a list of the citizens and officials in
attendance.
The first matter for consideration was for Brazos County
to participate in the Tax Increment Contribution Reinvestment
Zone No. 8, City of Bryan, Texas. On motion by Commissioner
Jones, seconded by Commissioner Thornton, the Court voted
unanimously to adopt the Order as presented. A copy of the
order is attached hereto.
The Court considered entering into Agreement with
Northern Life Insurance Company regarding section 457 Deferred
Compensation Plan. On motion by Commissioner Jones, seconded
by Commissioner Thornton, the Court voted unanimously to
approve the proposed draft agreement with Northern Life
Insurance. A copy of the Agreement is attached hereto.
There being no further business to come before the Court,
the meeting was adjourned.
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Alvin W. Jones
County Judge
. S. Thorn on
Commissioner,
Precinct No. 2
grey C y, Jr.
Commis oner, 7.
Precin t No. 4
sion
T y ii9nes
Comm stoner,
Precinct N
CommXssioner,
Precinct No. 3
Mary *n 'Ward
County Clerk
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The foregoing minutes of the Commissioners Court meeting
held December 30, 1998 have been examined and are approved in
Iopen Court this the /S r! day of
in Bryan, Brazos County, Texas.
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County Commissioners Court, Brazos County, Texas Order No.
AN ORDER APPROVING TAX INCREMENT CONTRIBUTION TO
REINVESTMENT ZONE NUMBER 8, CITY OF BRYAN, TEXAS
WHEREAS, the City of Bryan, Texas (the "City"), has held a public hearing on December
15, 1998 regarding designation of the Reinvestment Zone Number 8, City of Bryan, Texas (the
"Reinvestment Zone");
WHEREAS, Brazos County, Texas (the "County") is a taxing unit which levies real property
taxes in the proposed Reinvestment Zone;
WHEREAS, the County desires that the property within the proposed Reinvestment Zone be
developed for the economic benefit of the residents of the City and the County;
WHEREAS, the County waived the notice requirements with respect to the aforesaid
December 15, 1998 public hearing set forth in Chapter 311 of the Texas Tax Code, the Tax
Increment Financing Act (the "Act"), specifically Section 311.003(e) of the Act; and
•
WHEREAS, pursuant to the Act, the County has decided and determined that it will
participate in the Reinvestment Zone to the extent of one hundred percent (100%) of its tax
increment from the captured appraised value of real property within the Reinvestment Zone, less
that portion of the ad valorem taxes pledged by the County to debt service, as described in the
Interlocal Agreement by and between the County and the City, a copy of which is attached hereto as
Exhibit "A" (the "Interlocal Agreement");
BE IT ORDERED BY THE COUNTY COMMISSIONERS COURT OF THE COUNTY
OF BRAZOS, TEXAS:
Section 1. That the findings and recitals in the preamble of this Order are hereby found and
determined to be true and correct and are hereby approved and adopted.
Section 2. That, subject to the terms of the hereinafter described Interlocal Agreement, the
County has decided and determined that it will participate in the Reinvestment Zone to the extent of
one hundred percent (100%) of its tax increment, less that portion of the ad valorem taxes pledged
by the County to debt service, as described in the Interlocal Agreement.
Section 3. That the Interlocal Agreement is substantially the form attached hereto and
incorporated herein for all purposes, sets forth the terms and conditions of the County's participation
in the Reinvestment Zone and is adopted and approved as the Interlocal Agreement and between the
City and the County, and the County Judge is hereby authorized to execute and deliver such
agreement of behalf of the County.
EFFECTIVE the 30th day of December, 1998.
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THE STATE OF TEXAS §
COUNTY OF BRAZOS §
INTERLOCAL AGREEMENT
THIS INTERLOCAL AGREEMENT ("Agreement") is made by and between the CITY
OF BRYAN, TEXAS (the "City"), a municipal corporation and home-rule city of the State of
Texas, acting by and through its governing body, the City Council, and BRAZOS COUNTY,
TEXAS ("Brazos County"), acting by and through its governing body, the Commissioners Court.
This Agreement is made pursuant to Chapter 791 of the Texas Government Code and Chapter
311 of the Texas Tax Code for the participation of Brazos County in REINVESTMENT ZONE
NUMBER EIGHT, CITY OF BRYAN, TEXAS ("Bryan Reinvestment Zone Number Eight"), a
reinvestment zone to be created by the City pursuant to Chapter 311 of the Texas Tax Code.
Section 1. DEFINITIONS. As used in this Agreement, the following terms shall have
the meanings set out below:
"Agreement" means this agreement between the City and Brazos County.
"Agreement Term" is defined in Section 5.
"Brazos County" is defined in the preamble of this Agreement and includes its successors
and assigns.
"Brazos County Ad Valorem Tax Rate" means the then current ad valorem tax rate of
Brazos County, Texas.
"Brazos County Tax Increment Participation" means the amount of the Brazos County ad
valorem tax levy on the Captured Appraised Value, which Brazos County agrees to contribute to
the Bryan Reinvestment Zone Number Eight pursuant to Section 3 of this Agreement.
"Bryan Reinvestment Zone Number Eight" means Reinvestment Zone Number Eight,
I City of Bryan, Texas, to be created by the City over the Bryan Reinvestment Zone Number Eight
Area.
"BBlyan Reinvestment Zone Number Eight Area" shall mean the area of the City to be
included in Bryan Reinvestment Zone Number Eight, being substantially as described in Exhibit
"A" attached hereto.
"Captured Appraised Value" means the captured appraised value of the Bryan
Reinvestment Zone Number Eight, as defined by Chapter 311, Texas Tax Code.
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• County Commissioners Court, Brazos County, Texas Order No.
AN ORDER APPROVING TAX INCREMENT CONTRIBUTION TO
REINVESTMENT ZONE NUMBER S. CITY OF BRYAN, TEXAS
..M••••
WHEREAS, the City of Bryan, Texas (the "City"), has held a public hearing on December
15, 1998 regarding designation of the Reinvestment Zone Number 8, City of Bryan, Texas (the
"Reinvestment Zone");
WHEREAS, Brazos County, Texas (the "County") is a taxing unit which levies real property
taxes in the proposed Reinvestment Zone;
WHEREAS, the County desires that the property within the proposed Reinvestment Zone be
developed for the economic benefit of the residents of the City and the County;
WHEREAS, the County waived the notice requirements with respect to the aforesaid
December 15, 1998 public hearing set forth in Chapter 311 of the Texas Tax Code, the Tax
Increment Financing Act (the "Act"), specifically Section 311.003(e) of the Act; and
WHEREAS, pursuant to the Act, the County has decided and determined that it will
participate in the Reinvestment Zone to the extent of one hundred percent (100%) of its tax
increment from the captured appraised value of real property within the Reinvestment Zone, less
• that portion of the ad valorem taxes pledged by the County to debt service, as described in the
Interlocal Agreement by and between the County and the City, a copy of which is attached hereto as
Exhibit "A" (the "Interlocal Agreement");
BE IT ORDERED BY THE COUNTY COMMISSIONERS COURT OF THE COUNTY
OF BRAZOS, TEXAS:
Section 1. That the findings and recitals in the preamble of this Order are hereby found and
determined to be true and correct and are hereby approved and adopted.
Section 2. That, subject to the terms of the hereinafter described Interlocal Agreement, the
County has decided and determined that it will participate in the Reinvestment Zone to the extent of
one hundred percent (100%) of its tax increment, less that portion of the ad valorem taxes pledged
by the County to debt service, as described in the Interlocal Agreement. +
Section 3. That the Interlocal Agreement is substantially the form attached hereto and
incorporated herein for all purposes, sets forth the terms and conditions of the County's participation
in the Reinvestment Zone and is adopted and approved as the Interlocal Agreement and between the
City and the County, and the County Judge is hereby authorized to execute and deliver such
agreement of behalf of the County.
PASSED AND APPROVED this 22nd day of December, 1998.
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RAUP,
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"may" is defined in the preamble of this Agreement and includes its successors and
assigns.
"Ci&s Tax Increment Participation" shall mean an amount equal to one hundred percent
(100%) of the ad valorem taxes collected by the City each year during the term of this
Agreement on the Captured Appraised Value of real property within the Bryan Reinvestment
Zone Number Eight.
"Elm" means the project plan and reinvestment zone financing plan for the Bryan
Reinvestment Zone Number Eight which shall be adopted by the board of directors of the Bryan
Reinvestment Zone Number Eight and approved by the City Council of the City.
"Tax Increment Fund" means the tax increment fund created by the City in the City
Treasury for the Bryan Reinvestment Zone Number Eight.
Terms used herein and not otherwise defined shall have the meanings ascribed to them in
Chapter 311, Texas Tax Code.
Section 2. PURPOSE FOR CREATING THE ZONE. The City proposes to create the
Bryan Reinvestment Zone Number Eight for the purposes of development in the Bryan
Reinvestment Zone Number Eight Area as more specifically described in the Plan. Brazos
County desires to participate in the Bryan Reinvestment Zone Number Eight in consideration for
the agreements set forth below.
Section 3. OBLIGATIONS OF BRAZOS COUNTY. (a) Tax Increment Partici atE ion.
For and in consideration of the agreements of the parties set forth herein, Brazos County agrees
to participate in the Bryan Reinvestment Zone Number Eight by contributing one hundred
percent (100%) of the ad valorem taxes collected by Brazos County each year during the term of
this Agreement on the Captured Appraised Value of real property within the Bryan Reinvestment
Zone Number Eight less that portion of the ad valorem taxes pledged by Brazos County to debt
service. Currently, the tax rate upon which the Brazos County Tax Increment Participation
would be determined is based upon a tax rate equal to thirty-seven and 24/100 (37.24¢) per one
hundred dollars valuation. However, the tax rate and the portion of the tax rate pledged directly
to debt service are subject to change and the Brazos County Tax Increment Participation herein
pledged shall change as both Brazos County's tax rate and tax rate pledged to debt service
changes.
(b) PayMent Dates. Brazos County's Tax Increment Participation and obligation to
participate in the Bryan Reinvestment Zone Number Eight shall be restricted to its tax increment
collected on the Captured Appraised Value in the Bryan Reinvestment Zone Number Eight.
Brazos County shall not be obligated to pay its Brazos County Tax Increment Participation from
other Brazos County taxes or revenues or until the Brazos County Tax Increment Participation in
the Bryan Reinvestment Zone Number Eight is actually collected. The obligation to pay the
Brazos County Tax Increment Participation shall commence as taxes representing the Brazos
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• County tax increment are collected by Brazos County and payment shall be due fifteen (15) days
after collection.
(c) Expansion of the Zone or Purposes. The obligation of Brazos County to participate in
the Bryan Reinvestment Zone Number Eight is limited to (i) the area described in Exhibit "A"
attached hereto and (ii) the projects set forth in Exhibit 3 of the Plan. Brazos County's
participation shall not extend to the tax increment on any additional property added to the Bryan
Reinvestment Zone Number Eight by the City or to any change in the projects to be funded out
of the Tax Investment Fund unless Brazos County approves the participation.
(d) Representation on Board of Directors. Brazos County shall have the unequivocal
right to appoint to and maintain one (1) member on the Bryan Reinvestment Zone Number Eight
Board of Directors. Failure of Brazos County to appoint a person to the Board of Directors of
the Bryan Reinvestment Zone Number Eight by January 1, 1999 shall not be deemed a waiver of
Brazos County's right to make an appointment by a later date. i
(e) Reimbursement of Creation Expenses. Brazos County shall be entitled to f
reimbursement for its actual costs associated with the creation of the Bryan Reinvestment Zone
Number Eight, in accordance with the Plan.
Section 4. FINANCING ISSUES. (a) Approval of Plan. The parties agree that Brazos
County, acting through its County Judge, shall be permitted to review and comment upon the
Plan before it is submitted to the City Council for City approval. ,
• (b) Financing of Project Costs. Brazos County shall participate in the payment of project
costs only to the extent and in the priority described in the Plan. The City and the Board of 1
Directors of Bryan Reinvestment Zone Number Eight shall be entitled to enter into any other
agreements to pay the principal and interest on bonds or other obligations issued by the City as
described in the Plan, from the tax increments paid into the Tax Increment Fund by the City
without the consent of Brazos County.
The City and the Bryan Reinvestment Zone Number Eight reserve the right to impose
yield restrictions and enter into covenants with the holders of bonds and notes of the City and/or
the Bryan Reinvestment Zone Number Eight with respect to the investment and reinvestment of
funds received from Brazos County's participation if, in the opinion of nationally recognized
bond counsel, such action is necessary to avoid being classified as "arbitrage bonds" under the
provisions of the Internal Revenue Code of 1986.
Section 5. DECISIONONE BUILDING. (a) Acquisition of DecisionOne Buildine. The
parties hereto recognize and acknowledge that an integral part of the overall economic
development objectives to be realized in the creation of Bryan Reinvestment Zone Number Eight
is the acquisition by the Bryan-College Station Economic Development Corporation (the "EDC")
of that certain ten (10) acre lot, tract or parcel of land lying and being situated in the Richard i
Carter Survey, Abstract No. 8 in Bryan, Brazos County, Texas and being more particularly
described on Exhibit "B" attached hereto and made a part hereof for all purposes, upon which it
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intends to construct a building approximately 70,000 square feet in size (the "Building"). The
EDC was created to foster and encourage economic development within the City. The intended
use of the Building is for the conduct of commercial business operations of DecisionOne, Inc.
("DecisionOne"). The EDC is expected to borrow funds to pay for the acquisition, construction
and improvement of the Building, and enter into a lease with DecisionOne for the use of the
Building. The City and the County each in their annual budgetary process make appropriations to
the EDC to facilitate the economic development objectives of the City and the County. Should
the City and the County, in their respective annual budgetary processes, make appropriations to
the EDC, and should the EDC use all or a portion of those funds so appropriated by and received
from the City and the County, respectively, toward the repayment of the loan incurred by the
EDC for the acquisition, construction and improvement of the Building, then the City and the
County will be reimbursed from the tax increments collected for the benefit of Bryan
Reinvestment Zone Number Eight in the manner described in subsection (b) of this Section.
(b) Reimbursement of City and County. The City and the County agree to give each
other notice, within 15 days of the beginning of the fiscal year applicable to the budget adopted
by the City and the County, respectively, of the amount, if any, of funds appropriated in such
budget to the EDC. On August 1 in the fiscal year in which funds, if any, are appropriated in the
budget by the City and the County, respectively, and used by the EDC for the repayment of the
loan incurred by the EDC for the acquisition, construction and improvement of the Building, the
City and the County shall be reimbursed from available revenues in the Tax Increment Fund for
the funds, if any, appropriated by each of them on an annual basis to the EDC that are so used by
the EDC, in an equal amount. The foregoing notwithstanding, payments to be made to the City
and the County under this subsection (b) from the Tax Increment Fund shall be subject (i) to the
priority of payments established in an ordinance of the City authorizing the issuance and sale of
bonds or other obligations pursuant to which the moneys in the Tax Increment Fund are pledged
to the payment of the principal of, premium, if any, and interest on the bonds or other obligations
so issued by the City to pay Project Costs associated with the economic development objectives
of the Bryan Reinvestment Zone Number Eight, as outlined in the Plan and (ii) there being on
deposit in the Tax Increment Fund moneys available for such payments. Should there not be
moneys available on August 1 of any year to pay to the City and the County the total amount of
moneys to be reimbursed to the City and the County, respectively, in accordance with this
subsection (b), such unpaid balance shall cant' over into future years and, to the extent provided
above, the City and the County shall be reimbursed in full for such payments to the EDC. The
foregoing notwithstanding, should the City and the County not be fully reimbursed for such
payments to the EDC upon the expiration of Bryan Reinvestment Zone Number Eight, then the
rights of the City and the County to receive payments for such reimbursement shall expire.
(c) Acouisition of Building, by City and County. Subject to the provisions of clause (i) of
subsection (b) above, should there be available at any time in the Tax Increment Fund moneys
sufficient to retire the then current outstanding balance of the loan incurred by the EDC for the
acquisition, construction and improvement of the Building, the City and the County may agree to
acquire the Building and to own the Building as joint tenants; provided, however, should in any
fiscal year either the City or Brazos County not appropriate funds to the EDC for use by the EDC
to service the loan incurred by the EDC for the acquisition, construction and improvement of the
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Building, upon such acquisition of the Building by the City and Brazos County, as provided
above, the ownership interest in the Building of such non-appropriating entity shall be reduced to
reflect the reduced level of funds so appropriated by such non-appropriating entity to the EDC.
As a condition for the exercise of the acquisition of the Building using moneys on deposit in the
Tax Increment Fund, or the issuance of bonds or other obligations by the City to which moneys
in the Tax Increment Fund are pledged, the governing bodies of both the City and the County
shall pass an authorizing order, ordinance or resolution to evidence the intent of each governing
body to acquire the Building; provided, that the amount to be paid to the EDC for the purchase of
the Building shall not exceed the outstanding balance of the loan of the EDC, plus accrued
interest on the loan, and the payment of any standard closing costs incurred in connection with
the acquisition of real property of the nature of the Building.
(d) Project Plan. The Plan shall reflect that the Building is to be acquired in the manner
generally described in this section. The City shall make findings in the Plan substantially to the
effect that the payments to be made to the County under this section are Project Costs, as
payments made in the discretion of the City that are necessary to the creation of Bryan
Reinvestment Zone Number Eight and the implementation of the Plan, and the payments to be
made to the City under this section are Project Costs, as payments made by the City as
contributions from the general revenue of the City for the implementation of the Plan.
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Section 6. TERM OF AGREEMENT. This Agreement shall become effective as of the
date of the final signature hereto, and shall remain in effect until the earlier of (i) December 31,
2019 or (ii) the date on which the Plan has been fully implemented and all Project Costs (as
defined in Texas Tax Code §311.002, and as may be further limited in the Plan), tax increment
bonds, interest on such tax increment bonds payable from tax increment collected on the
Captured Appraised Value of the real property within the Bryan Reinvestment Zone Number
Eight have been paid in full.
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The first payment of increment taxes by Brazos County and the City under this
Agreement shall be for those taxes as levied by Brazos County and the City in the year 1999 and,
subject to the preceding paragraph, the last payment by Brazos County and the City under this
Agreement is for those taxes levied by Brazos County and the City in the year 2019.
Section 7. OBLIGATIONS OF THE CITY. (a) Tax Increment Participation. For
and in consideration of the agreements of the parties set forth herein, the City agrees to
participate in the Bryan Reinvestment Zone Number 8 by contributing the City's Tax Increment
Participation. The City's participation is subject to changes in its tax rate.
(b) Payment Dates. The obligation to pay the City Tax Increment Participation shall
commence as taxes representing the City tax increment are collected by the City and payment
shall be due fifteen (15) days after collection.
Section 8. MISCELLANEOUS. (a) Severability. In the event any tern, covenant or
condition herein contained shall be held to be invalid by any court of competent jurisdiction,
such invalidity shall not affect any other term, covenant or condition herein contained, provided
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that such invalidity does not materially prejudice either Brazos County or the City in their
respective rights and obligations contained in the valid terms, covenants or conditions hereof. In
the event any term, covenant or condition shall be held invalid and affects in any manner the
limitations on Brazos County's contributions or participation, then this Agreement shall be void
as to Brazos County and Brazos County shall have no liability for any incremental or other
payments as may otherwise be provided for in this Agreement.
(b) Entire Agreement. This Agreement merges the prior negotiations and understandings
of the parties hereto and embodies the entire agreement of the parties, and there are no other
agreements, assurances, conditions, covenants (express or implied) or other terms with respect to
the covenants, whether written or verbal, antecedent or contemporaneous, with the execution
hereof.
(c) Written Amendment. Unless otherwise provided herein, this Agreement may be
amended only by written instrument duly executed on behalf of each party.
(d) Notices. All notices required or permitted hereunder shall be in writing and shall be
deemed delivered when actually received or, if earlier, on the third (3rd) day following deposit in
a United States Postal Service post office or receptacle with proper postage affixed (certified
mail, return receipt requested) addressed to the respective other party at the address prescribed
below, or at such other address as the receiving party may have theretofore prescribed by notice
to the sending party.
The initial addresses of the parties, which one party may change by giving written notice
of its changed address to the other party, are as follows:
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Mike Conduff
City Manager
City of Bryan
300 South Texas Avenue
Bryan, TX 77803
Brazos County
Judge Al Jones
Brazos County Judge
Brazos County Courthouse
Bryan, TX 77803
(e) Non-Waiver. Failure of any party hereto to insist on the strict performance of any of
the agreements herein or to exercise any rights or remedies accruing hereunder upon default or
failure of performance shall not be considered a waiver of the right to insist on, and to enforce by
any appropriate remedy, strict compliance with any other obligation hereunder or to exercise any
right or remedy occurring as a result of any future default or failure of performance.
(f) Assignment. Except for the City's right to assign and delegate this Agreement and the
performance of obligations to the Board of Directors of Bryan Reinvestment Zone Number
Eight, no party shall assign this Agreement by operation of law or otherwise without the prior
written consent of the other parties and no party shall delegate any portion of its performance
under this Agreement without the written consent of the other parties.
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(g) Successors. This Agreement shall bind and benefit the parties and their legal
successors. This Agreement does not create any personal liability on the part of any officer or
agent of the City or Bryan Reinvestment Zone Number Eight or any trustee, officer, agent or
employee of Brazos County.
(h) No Waiver of Immunity. No party hereto waives or relinquishes any immunity or
defense on behalf of itself, its trustees, officers, employees, and agents as a result of its execution
of this Agreement and performance of the covenants contained herein.
(i) Waiver of Sixty- (¢0) Day Notice Requirement. Brazos County hereby acknowledges
and represents that it waived the notice requirements with respect to the December 15, 1998
public hearing held by the City in accordance with the provision of Section 311.003(e) of the
Texas Tax Code.
IN WITNESS HEREOF, the City and Brazos County have made and executed this
Agreement in multiple copies, each of which is an original.
CITY OF BRYAN BRAZOS COUNTY
:M'ayor Date Brazos County Ju ge bate
ATTEST/SEAL: ATTEST:
INAI I 1 /0 10 IfA
City Secretary Date Coun Jerk Date
APPROVED AS TO FORM:
a,&~ /'-3v--vf
City Attorne Date
APPROVED AS TO SUBSTANCE:
City Manager ate
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EXHIBIT "A"
PROPERTY (INCLUDING ANY IMPROVEMENTS):
going as that certain tract or parcel of land tytrtg and being situated In the J.W.
SCOTT SURVEy. Abstract No. 49 and the RICHARO CARTER SURVEY.
Abstract No. a In Sim Brazos County. Texas. being: (1) Pad of the 1530
acres described In the deed from Bed Whoelefs Inc. to MA. Wheeler. Ud.
reoordod In Volumo 3008. page 1 of the Official Records of Brazos County.
Texas end ( 2) AA of the t 11.11 acres described in the deod from f rt
Whoeloes. inc. to MA- Wheeler. Ud. recorded In Volume 308• page 5 of described by
Otfclal Records of Brazos County: and being more particularly
metes and bounds as follows: -
BEGINNING: at a found concrete monument rnaddng the most southerly
cutback corner at the Intersection of the westerly right-0t-way line of F.M. 60
(based on a variable width right-0f-way and recorded In Volume 405. page 823.
• B.C.D.R.) and the south right-of-way line of F.M. 158 (based on a 100-toot
width as described In Volume 131. page 184. B.C.O.R):
THENCE: S 25' 28' 10' E (called S 2r 20' 35' E) for a distance of 53.44 feet
along the said variable width F.M. 60 right-of-way to a found concrete
monument far comer;
THENCE: 797.32 feet In a clockwise direction along the arc of a curare In the
northwest 6914of-way One of said F.M. 60 (based on a 120-toot width at this
location). said curve having a central angle of 09' 38' 160. r 2d O4of (called
feel, a tangent of 399.60 feet and a long chord bearing
S 40.28' 39'.W) at a distance o (796.38 feet to a 1/2' Iron rod set for comer.
from whence a found concrete monument for reference boars S 68' t8' 28' W
at a dtsterwe of 0.83 feet:
said F Point of
THENCE: S 42' 10' 12' W (called S 45' 17a 70 W) continuing Iron rod to( the
60 One for a distance of 3370.82 feet to set 1jr Curvature of a curve to the right, from whence a found concrete monument for
reference boars S 50 03' 22' E at a dislahce of 0.38 feet:
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EXHIBIT "A"
THENCE- 988.06 foot along the arc of said curve having a central angle of 09'
18' 161. a radius of 6084.43 feet, a tangent of 495.12 foot and a long chord
bearing S 4s' 49'20" W (called S 49' 56' SS' W) at a distance of 966.97 foot to
a set 112' Iron rod for the Point of Tangency. from whor"a found concrete
monument for reference bears S 47' 39' 67' W at a distance of 1.34 foot;
THENCE: S 51' 28' 28' W (called S 54.36' 03' W) for a distance of 300.00 feet
to a set 1/2' Iron rod an angle point In said F.M. 60 right-of-way flee, from
whence a found concrete monument for reference bears N 63.33.34' E at a
distance of 2.97 feet; '
0
THENCE: S 54.20' 12' W (called S 57' 27' 47• W) along a width transition in
the said F.M. 60 right-0(-way for a distance of 300.37 feet to a 1/2' Iron rod set
for comer. from whence a found concrete monument for reference boars S 2r
40' 33' W at a distance of 0.53 foot:
THENCE S 61' 28' 27' W (callod S 54. 36' 03' W) along the F.M. 60
right-ol-way (based on a 150-foot width) for a distance of 160.59 foot to a found
112' Iron rod marking the east comer of the Jim Sowell Construction Co.. Inc.
145.00 acre tract doscribed in Volume 2653. page 316;
THENCE. along the cornmon line of this tract and the northeast Ines of the
said 145.00 acre tract for the following four (4) calls:
1. N 38.31' 18' W for a distance of 1254.02 feet (callod N 38' 32' 35'
W • 1253.731 to a found 1/2' Iron rod for comer.
2. S 42' 28' 58' W fora distance of 903.161eat (called S 42' 28' 06' W
• 903.20) to a found 1/2' Iron rod for comer;
3. 'N 48.4T 48• W for a distance of 511.141eet (called N 48' 47' 54' W
• 511.12) to a found 1/2' Icon rod for comer and
4. N 41.38' 45' W fora distance of 819.13 feet (tailed N 41.39' 43' W
• 820.051 to a 12' creosote post fence comer, said (once comer also marking
the south comer of the 147.13 acre John A. Bradshaw tract as recorded In
Volume 784. page 640 (ORB.C.);
THENCE N42003' 1110E (called N 45' 10' 27'' E) along the said 147.13 acre
Bradshaw tract, at 1581.68 feet pass a found concrete monument marking the
south comer of Copperfield Drive right-of-way (based on an 80-foot width). and
continuing along said line for a total distance of 2727.01 feet (called 2727.18)
to a found 1/2' Iron rod at an angle point In the southeast tine of lot 1. Block
1. Tiffany Park Subd'nrislon as recorded In Volume 2148, page 160. (O.R.B.C.);
THENCE: continuing along said Tiffany Park Subdivision for the following three
(3) calls:
i. N 23-20'.32- E (called N 26.27' 48' E) Iota distance of 191.47 feet
to a found 1/2' Iron rod for comer.
2. N 09'39' 29' W (called N 06.32' 13'W) Iota distance of 995.001W
to a found 1/2' Iron rod for comer. and
3. N 44.20' 32' E (called N 47.27' 48' E) along said line. at 309.48 feet
pass a found 1/2' Iron rod marking the common east comer of lots 11 and 12.
Block 1 of said Tiffany Park Subdivision and continuing along said subdivision
Gns for a total distance of 737.36 feet (tatted 740.25) to a set 1/2' Iron rod lot
comer. said Iron rod also being In the beforementioned south tight-of-way fine
of F.M. 158 and from whence a fence comer for reference bears N t6' 32' 1Q'
W a< a distance of 6.01 foot;
0
THENCE: 109.841eet Ina oountee-Clockwisa direction along the arcof a tune
In said F.M. 158 fine. said curve having a central angle of 04' 14' 44', a radius
of 1482.30 faet. a tangent of 54.95 lout and a long chord boartrg S 89' 08' 08'
E at a distance of 109.82 lost to a 1/2• Iron rod set lot tho Point of Tangency:
1
Pace 2 of 5
1 r
EXHISIT "A"'
THENCE: S 71.15' W E (called S 68.39' F.) for a distance of 201.42 feet 10
a sat 1/r bon rod for comer. said Iron rod also martdng the northwest comer
of the qty of Bryan 4.697 aue tract described In Volume 338. page 167 (B-C-0
FL); ,
THENCE: S 18.25' 44'W (caned S 21.4r 5101N) for a distance of 462.00 feet
along the northwest fine of said 4.697 acre tract to a set 1/2' Iron rod for
comer. .
THENCE: S 71.21' 3r E (called S 6r S9' 30' E) for a distance of 448.52 feet
along the southwest fine of said 4.697 aue tact to a set Ur Iron rod comer.
THENCE: N 18.26' 31' E (called N 21.48' 32' E) for a distance of 481.25 feet
along the southeast fine of said 4.697 acre tract to a set 1/2' iron rod for
comer. said Iron nod also being In the beforementioned south line of F.M. 158
right-of-way.
THENCE: 348.11 toot In a couroar-clockwise direction along the arc of a curve
In said F. M. 158 One, said curve having a central angle of 06.50' 34% a radius
of 2914.79 feet, a tangent of 174.28 feet and a long chord bearing S 75' 00' 10'
E. at a distance of 347.91 feet to a set 1/r Iron rod for the Point of Tangency;
THENCE: S 78' 25' 2r E for a distance of 4.76 feet (celled S 76' oo' E • 7.9)
to a sot 1/2' Iron rod for the Point of Curvature of a curve to the Lott;
THENCE: WC4 9•foot along the arc of said curve having a central angle of or
10' W, a radius of 2914.79 toot. a tangent of 18253 toot and a long chord
bearkV S 82'00'2r E at a distance of 364.35 feet to a set 112' Iron rod for the
Point of Tangency;
THENCE: S 85.35' 27' E contiouing along said F.M. 158 line for a distance of
527.97 foot (called S 83.60' E - 467.41 to a set 1/2' Iron rod for the Point of
Curvature of a curve to the right;
THENCE: 25.13 foot along the arc of said curve having a central angle of o0'
15' 13'. a radius of 5679.58 feet. a tangent of 1257 feet and a long chord
bearing S 65.271 Si, E at a distance of 25.13 feel to a set 1/2' Iron rod for the
POW of Tangency;
THENCE: S SY 20' 13' E for a distance of 1018.99 feel (called S 82.37' E -
1136.4) to a set 1/2' Iron rod for the Point of Curvature of a curve to the right;
THENCE: 214.50 feel along the arc of said curve having a central angle of 02'
09' 500. a mdtus of 5679.58 feet. a tangent of 107.26 feet and a long chord
bearing S 84.15' 18' E at a distance of 214.49 1601 10 a $et 1/2' Iron rod for the
Point of Tangency;
THENCE: S 83.10' 23' E (called S 80.37 E) conUnuing along aald F.M. 158
fine for a distance of 926.52 foot to the POINT OF BEGINNING and containing
351.933 acres of lend. more or less.
PT:
Being alt that carWn tract or parcel of tared lying and being situated In the J.W.
SCOTT SURVEY. Abstract No. 40 and the RICH^RO CARTER SURVEY.
Abstract No. 8 in Bryant, Brazos County. Texas. being: (1) Part of the 1530
acres described In the deed from Ben Wheeler's, Inc. to M.O. Wheeler. Ud.
recorded In Volumo 3008, page 1 of the Official Records of Brazos County
(01LB.C.) and (2) Part of the 111.11 acres described In the deed from Sort
Wheeler's, Inc. to M.O. Wheeler. Ud.. recorded In Volume 3008. page S of the
Official Records of Br=s County (O.R.B.C.) and being more particularly
described by motes and bounds as follows:
PJaggee 3 of 5
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EXHIBIT "A"
BEGINNING: at a found 1/2' Iron rod marking the oast comer of the Jim
Sowoll Constnuc0on Co.. Inc. 145.00 acre tract described In Volume 2653. page
316 (O.R.B.C.), said corner also being In the northwest rightof-way line of F.M.
60 (based on a 150-loot width and recorded under County Clerk's File No.
149523);
THENCE: N 38' 31' 18'W along the northeast line of said 145.00 acre tract for
a distance of 60.25 feet for comer.
THENCE: N 08.43' 32' E for a distance of 1636.15 toot for comer;
THENCE: S 63.32' 04' E for a distance of 135.17 feet to the Point of Curvature
of a curve to the right;
THENCE: 1121.69 feet along the arc of saJd curve having a central angle of
35' 42' 16% a radius of 1800.00 feet. a tangent of 679.73 test and a long chord
tearing S 65' 417 56' E at a dtslanoe of 1103.63 feet to the Point of TwVonc)r.
THENCE: S 47' 49' 48' E for a distance of 600.00 toot (or corner In the
belorosald northwest right-of-way fine of F.M. 60;
THENCE: S 42. 10'120 W along said F.M. 80 line fora distance of 155.60 toot
to the Point of Curvature of a curve to the right;
THENCE: 688,06 toot along the we of said curve having a central angle of 09'
16' 160, a radiui of 6084.43 feet, a tangent of 49S.12 feet and a long chord
bearing S 46' 49' 20' W (called S 49' 56' SS' W) at a distance of 696.47 feet to
a set 1/r lion rod for the Point of Tangenc.
THENCE: S 61' 28' 28' W (called S 54' 36'034 W) for a distance of 300.00 toot
to a set 1/2' Iron rod at an angle point In " F.M. 60 right-of-way tine;
THENCE: S 54.20' 12' W (called S 57.27' 47'" along a width'transnbn to
the said F.M. 60 night-0f-way for a distance of 300.37 toot to a 1/2' Iron rod set
for comer
THENCE: S 51' 28' 27' W (caned S 54. 36' 03' W) con linuing along the F.M.
60 right-of•way for a distance of 160.59 feet to the POINT OF BEGINNING and
containing 62.500 acres of Land. more or less.
Being ail that certain tract or parcel of land lying and being situated In the J.W.
SCOTT SURVEY, Abstract No. 49 In Bryan, Brazos County. Texas. being: (1)
Part of the 'ISM acres described In the deed from Bed Wheeler's. Inc. to M.O.
Wheeler. lid. recorded In Volume 3008. page 1 of the Official Records of
Brazos County (O.R.B.C.) and (2) Part of the 111.11 acres described In the
deed Irom Bon Wheelers. Inc. to M.D. Wheeler. lid., recorded In Volume
3008, page 6 of the OtrK>e, Records of sraios County (O.R.B.C.) and being
more partkvlarly described by males and bounds as follows:
COMMENCING: at a found concrete monument marking the most southerly
cutback corner at the Intersection of the westerly righl•of•way One of F.M. 60
(based on a variable width right-of-way and recorded under County Clock's File
No. 149523) and the south right-*f•way tine of F.M. 158 (based on a 100-toot
width as described in Volume 131. page 164 of the Brazos County Deed
Records (S.C.D.R.);
THENCE: 797.32 foot in a clockwise direction along the arc of a curve in the
northwest right-of-way fine of said F.M. 60 (based on a 1204ool width at this
iooatlon). said curve having a central angle of 09' 38' 100. a radius of 4740.00
foot. a tangent of 399.60 feet and a long chord bearing S 37.21' 04' W (called
S 4W 2V 3V VV) at a distance of 796.38 lost to a 112' Iron rod sot for corner.
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EXHIBIT "A"
from whence a found concrete mor+unwe for reference bo&M S 68' 16' 2e' W
at a distance of 0.62 feet;
THENCE: S 4r 10' 1r w (called S 45.1r 4r vh conanufre Wong sald FA
60 One for a distance of 64292 feet to the POINT OF BEGINNING of this 50.000
acre tract;
THENCE: S 42* IW 12' W cordinukV along :aid FA 60 One for a distance of
1250.00 feet for the most southerly comer of INS 50.000 a«e tract:
THENCE: Into the [Modor of the saki 1590 acre and the 111.11 acre tracts for
the foibwfng three (3) calls:
(1) N 4r 49' 48' W for a distance of 1845.83 feet.
(2) N 4r to' 12' E for a distance of 1109.92 toot and
(3) S 62' 10' 12' E for ~distance of otlinnd. l~r~ or ~to the • POINT OF
BEGINNING and contaWng
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EXHIBIT "B"
FIELD NOTES
TRACT ONE
9.829 ACRE TRACT
~J
Michael R- McClure, R.P.I.S. #2859
Page I of 2
VO EmOwPhrx x"4.1.
•
Being all that certain tract or parcel of land lying and being situated in the RICHARD CARTER
SURVEY, Abstract No. 8 in Bryan, Brazos County, Texas and being part of the 52.500 acre tract one
described in the deed from M.D. Wheeler, Ltd. to Bryan Development, Ltd. recorded in Volume 3237,
Page 233 of the Official Records of Brazos County, Texas (O.R.B.C.) and being more particularly
described by metes and bounds as follows:
BEGINNING: at a found 1/2-inch iron rod marking the south corner of the said 52.500 acre tract, the east
corner of the Jim Sowell Construction, Inc. 145.00 acre tract as recorded in Volume 2653, Page 316
(O.R.B.C.) and being in the northwest right-of-way line of F.M. 60 (based on a variable width right-of-
way) as recorded in Volume 405, Page 623 of the Brazos County Deed Records (B.C.D.R.);
THENCE: N 38° 31' 18" W along the common line of the said 52.500 acre tract and the 145.00 acne tract
for a distance of 649.25 feet to a 1/2-inch iron rod set for the southwest corner of said 52.500 acre tract;
THENCE: N 08° 43'32" E along the northwest line of said 52.500 acre tract for a- distance of 126.95 feet
to the centerline of Hudson Creek;
THENCE: along the centerline meanders of said Hudson Creek for the following six (6) calls:
(1) N 89° 55'53" E for a distance of 37.00 feet,
(2) N 24° 52' 17" E for a distance of 128.66 feet,
(3) N 05° 54' 45" W for a distance of 96.08 feet,
(4) N 41 ° 55'48" E for a distance of 83.46 feet,
(5) S 74° 32'22" E for a distance of 104.72 feet and
(6) N 06° 58'05" E for a distance of 157.18 feet to the most northerly corner of this tract;
THENCE: S 38° 06' 10" E, at 50.00 feet pass a 1/2-inch iron'rod set for reference, continue for a total
distance of 905.29 feet to a set 112-inch iron rod for the most easterly corner of this tract, said iron rod
also being in the beforementioned northwest line of F.M. 60;
THENCE: S 51° 28'28" W for a distance of 77.77 feet to a set 1/2-inch iron rod, an angle point in said
F.M. 60 line, from whence a found concrete monument for reference bears N 63° 33' 34" E at a distance
of 2.97 feet;
THENCE: S 54° 20' 12" W along a width transition in the said F.M. 60 right-of-way for a distance of
300.37 feet to a 1/2-inch iron rod set for corner, from whence a found concrete monument. for reference
bears S 22° 40'33" W at a distance of 0.53 feet;
THENCE: S 51° 28' 27" W for a distance of 160.59 feet to the POINT OF BEGINNING and containing
9.829 acres of land, more or less.
I, Michael R. McClure, Registered Professional Land Surveyor No. 2859 in the State of Texas, do hereby
certify to the best of my knowledge, information and belief in my professional opinion that this survey
substantially complies with the current Texas Society of Professional Surveyors Standards and
Specifications for a Category 1A, Condition II Survey.
Am.
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EXHIBIT "B"
FIELD NOTES
TRACT TWO
0.171 ACRE TRACT
Being all that certain tract or parcel of land lying and being situated in the RICHARD CARTER
SURVEY, Abstract No. 8 in Bryan, Brazos County, Texas and being part of the 249.433 acre tract
described in the deed from M.D. Wheeler, Ltd. to Bryan Park Investments, Ltd. recorded in Volume
3237, Page 246 of the Official Records of Brazos County, Texas (O.R.B.C.) and being more particularly
described by metes and bounds as follows: -
COMMENCING: at a found 1/2-inch iron rod marking the south corner of the Bryan Development, Ltd.
52.500 acre tract as recorded in Volume 3237, Page 233 (O.R.B.C.), the east corner of the Jim Sowell
Construction Co., Inc. 145.00 acre tract as recorded in Volume 2653, Page 316 (O.R.B.C.) and being in
the northwest right-of-way line of F.M. 60 (based on a variable width right-of-way) as recorded in
Volume 405, Page 623 of the Brazos County Deed Records (B.C.D.R.);
THENCE: N 38° 31' 18" W along the common line of the said Bryan Development, Ltd. 52.500
acre tract and the said Jim Sowell Construction Co., Inc. 145.00 acre tract for a distance of
649.25 feet to the common most southerly corner of the said 249.433 acre tract and 52.500
acre tracts for the POINT OF BEGINNING;
THENCE: N 38° 31' 18" W along the common line of the said 249.433 acre tract and the said 145.00
acre tract, at 110.20 feet pass a 1/2-inch iron set for reference and continue for a total distance of
160.20 feet to the centerline of Hudson Creek;
THENCE: N 89° 55' 53" E along the said creek centerline for a distance of 119.03 feet for comer in the
common line of said 249.433 acre tract and 52.500 acre tract;
THENCE: S 08° 43'32" W for a distance of 126.95 feet to the POINT OF BEGINNING and containing
0.171 acres of land, more or less.
I, Michael R. McClure, Registered Professional Land Surveyor No. 2859 in the State of Texas, do hereby
certify to the best of my knowledge, information and belief and in my professional opinion that this
survey substantially complies with the current Texas Society of Professional Surveyors Standards and
Specifications for a Category IA, Condition II Survey.
Michael R. McClure, R.P.L.S. #2859
Pa e2of2
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AGREEMENT
This Agreement is entered into by and between Brazos County ("Employer') and Northern Life
Insurance Company ("NL'), a Washington corporation, effective as of Ilermbcr -!so ,
1998.
BACKGROUND
A. The Employer has adopted a Section 457 Deferred Compensation Plan (the "Plan") intended to
qualify under Section 457(b) of the Code for its eligible employees, funded with NL's variable
annuity, fixed annuity or mutual fund product(s), as available.
B. The Employer is the Administrator of the Plan.
C. The Employer wishes for NL to assist it in the administration of the Plan (third party administrator),
and NL wishes to assist the Employer in the administration of the Plan on the terms set forth in this
Agreement.
SECTION 1. Definitions
For purposes of this Agreement, the following definitions shall have the following meanings when
appearing with the first letter capitalized:
1.1 "CODE" - the Internal Revenue Code of 1986, as amended.
1.2 "DIRECTOR" -the chief administrative officer of the State governmental department, division, or
other unit having primary regulatory authority over plans drafted to comply with Section 457 of the
code.
1.3 "PARTICIPANT" - an employee of the Employer electing to participate in the Plan.
SECTION 11. The Plan
2.1 The Employer has established the Plan for the benefit of its employees. The terms of the Plan are set
out in the plan documents. The Administrative Procedures of the Plan are attached hereto.
SECTION III. NL
3.1 NL shall assist the Employer in the administration of the Plan as provided in this Agreement. NL
duties, with respect to the Plan, shall be limited to those expressly provided in this Agreement or
subsequently agreed to in writing by NL and the Employer.
3.2 NL shall assist the Employer in the establishment and operation of the Plan by providing sample
documents for review by the Employer's legal counsel, which documents shall include plan
documents, Adoption Agreements, election forms, and other documents relating to the administration
of the Plan.
3.3 NL shall assist in the enrollment of employees and the election of benefit options by employees.
IU : 'p ~3
Agreement, Northern Life
Page Two
3.4 NL shall assist the Employer in the development and maintenance of administrative and record
keeping systems for the Plan.
3.5 NL shall provide general information regarding reporting and disclosure requirements relating to the
Plan and shall prepare and file all required governmental reports, returns or documents, and the
preparation and distribution of required reports to participants and beneficiaries. It is the ultimate
responsibility of the Employer to see that the Plan complies with all applicable statutes and
regulations including reporting and disclosure requirements. NL will be required to provide
certifications to the Employer upon request.
3.6 NL shall process claims for the payment of benefits as provided in Section IV on behalf of the
Employer
' 3.7 All expenses of the Plan are express responsibility of the participant.
3.8 NL shall render monthly reports to the Employer, which shall include the following:
(a) Receipts of the Plan made by the Employer from its own funds or from collections from
employees.
(b) Disbursements of claims by NL.
(c) Disbursements, by category, made or authorized by NL from the Plan.
(d) A statement of the fees changed to the participants.
3.9 NL administration of the Plan applies only to annuity products or other products issued by The
Northern Life Insurance Company in which participants invest funds. Any other products or funding
vehicles provided by any other carrier or insurance companies are not covered by this Agreement.
3.10 NL shall maintain a fidelity bond in the amount of not less than Fifty Thousand Dollars (550,000.00)
covering NL and any of its agents or employees who may collect, disburse, or otherwise handle or
have possession of any funds of the Plan or who may have the authority to authorize or order
disbursements or payments on behalf of the Plan.
3.11 NL shall maintain all records relating to the investigation processing and payment of all claims for
benefits for a period of not less than six (6) years from the date the claim was submitted.
3.12 NL must notify the Employer promptly of any summons, complaint or other notice concerning
threatened litigation, and any inquiry by any governmental agency.
3.13 NL must keep confidential all information obtained concerning the Employer and its employees.
Other than in due course of business, such information must not be disclosed without prior Employer
approval.
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Agreement, Northern Life
Page Three
SECTION IV. Procedure for the Making and Payment of Claims for Benefits from the Plan.
4.1 NL shall provide suitable facilities, personnel, instructions, and forms for the processing of benefits
claims under the Plan. Any Participant may apply for benefits under the Plan using forms provided by
NL.
4.2 NL shall consider any claim for benefits made under the Plan, provided that the claim is in accordance
with the Plan document, and any reasonable rules established by NL and communicated to
Participants. NL shall grant or deny each Participant's claim for benefits after making such
investigation as it deems necessary.
4.3 NL, when acting in good faith reliance on the directors of the Employer regarding the entitlement of
Participants to benefits under the Plan, shall not be liable for its failure or refusal to pay or honor any
such claim; and Employer agrees to indemnify NL and hold NL harmless from all loss, damage and
expenses (including reasonable legal fees and costs) for claims, demands and actions arising out of or
in connection with NL good faith rejection or denial of any claim made under the Plan.
4.4 NL shall not be liable or use its funds for the payment of benefits under the Plan. NL does not insure
or underwrite the Employer's liability to provide benefits under the Plan, and the Employer shall have
the final responsibility and liability for payment of benefits under the Plan.
4.5 The Employer agrees that all eligible Plan payouts to Participants or the Employer made by NL will
occur on the 11, 151 or 25* of the month or as soon as administratively feasible.
4.6 NL will honor all requests from Participants to transfer investments to other Plan providers supported
by the Employer provided such requests are in good order.
SECTION V. The Employer
5.1 As of the effective date of this Agreement, the Employer shall provide NL with a complete list of all
employees of the Employer participation in the Plan. Thereafter, the Employer shall notify NL on a
monthly basis of all changes in participation.
5.2 The Employer shall collect the contributions, if any, made by the Employees to the Plan in the manner
it may deem appropriate. The Employer shall remit to NL any amounts collected from the
participants or necessary to pay Plan benefits or other Plan expenses.
5.3 NL shall assist the Employer in the enrollment of the employees in the Plan, and the Employer shall
cooperate with NL with regard to proper settlement of the claims, and transmit any inquiries
pertaining to the Plan to NL. The Employer shall maintain a supply of forms, enrollment cards and
other documents and shall distribute or make available such documents to the Employees.
11
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Agreement, Northern Life
Page Four
5.4 The Employer shall provide NL with a copy of any contemplated amendment of the Plan before the
effective date of the amendment; provided, however, that the Employer shall not adopt any
amendment that would alter NL's duties hereunder without the prior written consent of NL.
5.5 NL shall file with the appropriate governmental agencies all required taxes, returns, reports and other
papers relating to the Plan. NL shall distribute to Participants and others all materials and documents
as may be necessary or convenient for the operation of the Plan or to satisfy the requirements of
governing law and NL shall remain responsible for the final contents of all materials and documents.
5.6 The Employer shall not be held personally liable for any returns on investment of Plan funds which
are less than expected by any Participant or group of Participants.
SECTION VI. Termination of the Agreement
6.1 This Agreement may be terminated by either the Employer or NL without cause and without liability
for damages for breach, by written notice of intention to terminate given to the other party, to effective
as of a date certain set forth in the written notice, which shall not be less than ninety (90) days from
the date of such notice. All obligations of NL related to payment of claims under the Plan will be
terminated on the effective date of termination given in the notice even though the claim for such
benefits arose prior to termination of this Agreement.
6.2 The Agreement will automatically terminate:
(a) If any law is enacted or interpreted to prohibit the continuance of this Agreement, upon the
effective date of such law or interpretation;
(b) If, at any time, the Employer fails to perform its obligations under this Agreement. upon
notification by NL to the Employer by telegram, teletype, or in writing;
(c) If at any time NL fails to perform its obligations under this Agreement. upon notification by the
Employer to NL by telegram, teletype, or in writing and such nonperformance is not cured
within fifteen (15) days of receipt of such notice.
6.3 Within sixty (60) days after termination of this Agreement. NL shall prepare and deliver to the
Employer a complete and final accounting and report of the financial status of the Plan as of the date
of termination, together with all books and records in its possession and control pertaining to the
administration of the Plan, all claim files, and all reports and other papers pertaining to the Plan.
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Agreement, Northern Life
Page Five
SECTION VII. Miscellaneous Provisions
7.1 In the event of NL resignation or inability to serve, the Employer may appoint a successor. Any
successor, upon appointment and acceptance, shall succeed to and be invested with all powers
conferred on NL.
7.2 NL agrees to indemnify the Employer and hold the Employer harmless from and against all claims,
losses, damages and expenses (including reasonable legal fees and costs) resulting from any negligent
exercise by NL, its agents, servants or employees, of any authority or power granted to them under the
provisions of this Agreement.
7.3 The Employer agrees to indemnify NL and hold NL harmless from and against all claims, losses,
damages and expenses (including reasonable legal fees and costs) arising from or relating to NL
performance under this Agreement or the Plan, except where any such claim is caused by or arises out
of the negligence or the willful misconduct of NL, its agents, servants or employees.
7.4 No person dealing with NL in relation to the Plan will be obliged to determine NL's authority to act
pursuant to this Agreement.
7.5 Where the context of the Agreement requires, the singular shall include the plural, and vice versa, and
the masculine gender shall include the feminine.
7.6 This Agreement including the Administrative Procedures Addendum, constitutes the entire agreement
between the Employer and NL. This Agreement may be amended at any time by written agreement
between the Employer and NL.
7.7 NL shall not be bound by any communication until it has been received at its office at:
Northern Life Insurance Co.
1 S01 Fourth Ave., Suite 1000
Seattle. WA. 98101
or at such other address as it has specified to the Employer in accordance with this subsection. The
Employer shall not be bound by any communication until it has been received at the address shown
below or such other address as it has specified to NL in accordance with this subsection:
County Judge
Brazos County
300 East 26a' Street. Suite 114
Bryan, Texas 77803
7.8 This Agreement shall be construed and enforced according to the laws of the State of Washington.
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Agreement, Northern Life
Page Six -
WITNESS WHEREOF, the Employer and NL have executed this Agreement this „ _day of
,~P n1 r 1998.
NORTHERN LIFE INSURANCE CO. BRAZOS COUNTY
B ~ l
Y:
Title: COUA1,L'Y.,._Tu a 6E
Attest:
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