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HomeMy WebLinkAboutAgenda_GGAF_11.05.2014Notice of Meeting for the General Government and Finance Advisory Board of the City of Georgetown November 5, 2014 at 3:30 PM at Georgetown Public Library Classroom, located at 402 West 8th Street, Georgetown, TX The City of Georgetown is committed to compliance with the Americans with Disabilities Act (ADA). If you require assistance in participating at a public meeting due to a disability, as defined under the ADA, reasonable assistance, adaptations, or accommodations will be provided upon request. Please contact the City at least four (4) days prior to the scheduled meeting date, at (512) 930-3652 or City Hall at 113 East 8th Street for additional information; TTY users route through Relay Texas at 711. Regular Session (This Regular Session may, at any time, be recessed to convene an Executive Session for any purpose authorized by the Open Meetings Act, Texas Government Code 551.) A Consideration and possible action to approve a Resolution documenting the City of Georgetown’s support and creation of a Transportation Infrastructure Zone and entering into an Interlocal Cooperation Act Agreement with the Lone Star Rail District to fund the future operation of commuter rail service through a portion of revenue generated by the Transportation Infrastructure Zone -- Bridget Chapman, City Attorney, Micki Rundell, Chief Financial Officer and Edward G. Polasek, AICP, Transportation Services Director CERTIFICATE OF POSTING I, Jessica Brettle, City Secretary for the City of Georgetown, Texas, do hereby certify that this Notice of Meeting was posted at City Hall, 113 E. 8th Street, a place readily accessible to the general public at all times, on the ______ day of __________________, 2014, at __________, and remained so posted for at least 72 continuous hours preceding the scheduled time of said meeting. ____________________________________ Jessica Brettle, City Secretary City of Georgetown, Texas SUBJECT: Consideration and possible action to approve a Resolution documenting the City of Georgetown’s support and creation of a Transportation Infrastructure Zone and entering into an Interlocal Cooperation Act Agreement with the Lone Star Rail District to fund the future operation of commuter rail service through a portion of revenue generated by the Transportation Infrastructure Zone -- Bridget Chapman, City Attorney, Micki Rundell, Chief Financial Officer and Edward G. Polasek, AICP, Transportation Services Director ITEM SUMMARY: At the October 14, 2014 City Council Meeting, staff was directed to bring back all supporting documents to consider a Resolution and Interlocal Agreement for the creation of the Transportation Infrastructure Zone (TIZ) and document participation with the Lone Star Rail District. Since that meeting, staff has met with representatives of the Lone Star Rail District to determine the TIZ boundary and to negotiate terms of the Interlocal Agreement for Council’s consideration. Staff has also worked to provide specific answers to questions raised by Council member Fought concerning funding and operations of the commuter rail station. Staff has provided a specific details concerning the attached interlocal agreement and resolution in the Council member Fought questions and Financial and Program Analysis attachments. In brief, the interlocal agreement and TIZ will: Place 50% of the growth in property tax revenue in the TIZ into a City-controlled special fund that will be paid to LSTAR when the meet specific obligations. The City will pay an additional amount from the growth in property taxes, equal to 25% of the growth in sales tax revenue in the TIZ into the same City-controlled special fund. The total payment from those two sources is capped at the value of 75% of the growth in property tax revenue in the TIZ. In other words, the sum of the two payments above can never go above 75% of the total annual property tax revenue growth in the TIZ. The remaining growth in property tax revenue, difference between growth in valuation and sales tax collected in the area, in the TIZ will be used to fund local projects in the TIZ as identified in the agreement LSRD cannot access the funds until it meets two performance goals: 1. Within 2 years or by May 2017, LSRD must have completed local funding agreements with the cities of Austin and San Marcos and the counties of Travis and Hays. 2. Within 6 years or by January 2021, LSRD must have an agreement in place with Union Pacific Railroad to relocate its through freight, and a completed financial plan to pay for project construction. The only true expense to the City in the creation and operation of the LSTAR station will be an internal roadway, which is identified as an eligible project in the local TIZ revenue, the annual maintenance of the rail station (grounds and security, not tracks and trains) and annual membership dues. Guarantees a station location in Georgetown and a seat on the LSRD Board of Directors. STAFF RECOMMENDATION: Staff recommends approval of the Resolution documenting the City of Georgetown’s support and creation of a Transportation Infrastructure Zone and entering into an Interlocal Cooperation Act Agreement with the Lone Star Rail District. FINANCIAL IMPACT: See Financial & Program Analysis attachment SUBMITTED BY: Edward G. Polasek, AICP ATTACHMENTS: Description Type Councilmember Fought Questions Backup Material Resolution authorizing TIZ Resolution Letter LSRD Area Impacts Report Executive Summary Financial & Program Analysis Updated Cover Memo Interlocal Agreement Updated Cover Memo Councilmember Fought Questions Page 1 Concerns and Questions raised by Councilmember Fought I support the decision of Council to continue our membership in the Lone Star Rail District (LSRD) for another year. Part and parcel with that support is the Council’s decision to ask the Georgetown Transportation Advisory Board (GTAB)1 to examine a number of aspects of our participation, including various financial issues. So that there is no misunderstanding of what I expect GTAB to consider, I am providing here a list of concerns and associated questions. Please appreciate that these are my concerns and my questions, and may or may not be the concerns and questions of other Council members. However, I believe it is important for me to identify my perspectives at the outset of GTAB’s examination process. I will raise these specific issues when the GTAB report is presented to Council. My purpose is to do my best to eliminate surprises at the end of the process. BASIS OF CONCERN #1: The proposed financial arrangements for funding our share of the Operations and Maintenance (O&M) costs (estimated by LSRD to be $1 Million annually) depend upon what I believe to be unrealistic assumptions on economic growth in the immediate area surrounding the Georgetown LSRD station. The arrangement calls for the city to obligate 50% of the new property tax revenue from the increased assessed value of commercial property located within approximately 1/4 to 1/2 mile of the proposed station and 50% of the city share of the increase (over today) in sales tax revenue from the same area. Question 1: What combination of increase in commercial property assessed value and sales revenue is envisioned to provide the $1 Million in revenue to meet the LSRD requirement of $1 Million annually? The proposed TIZ agreement has the following deal points, among others: • The City will pay 50% of the growth in property tax revenue in the agreed-upon Transportation Infrastructure Zone (TIZ) around the Georgetown LSTAR station into a City-controlled special fund. • The City will pay an additional amount from the growth in property taxes, equal to 50% of the growth in sales tax revenue in the TIZ into the same City-controlled special fund. • The total payment to LSRD from those two sources is capped at the value of 75% of the growth in property tax revenue in the TIZ. In other words, the sum of the two payments above can never go above 75% of the total annual property tax revenue growth in the TIZ. • The remaining growth in property tax revenue in the TIZ will be used to fund local projects in the TIZ as identified in the agreement. Councilmember Fought Questions Page 2 • LSRD cannot access the funds until it meets two performance goals: o Within 2 years or by May 2017, LSRD must have completed local funding agreements with the cities of Austin and San Marcos and the counties of Travis and Hays. o Within 6 years or by January 2021, LSRD must have an agreement in place with Union Pacific Railroad to relocate its through freight, and a completed financial plan to pay for project construction. • At either of those two points, if LSRD has failed to meet the goal, the City can reconsider its participation in the project, and at its option extend the deadline OR cancel the agreement, dissolve the TIZ, and put any collected funds into the City’s General Fund. For example, if there is $100 in property tax revenue growth in the zone, $50 would be set aside in a city-controlled TIZ fund. From the $50 of remaining revenue growth in the zone, an additional payment will be set aside, equal to 50% of the sales tax revenue growth in the zone. The sum of the $50 payment and the payment equal to 50% of sales tax revenue growth will not exceed the total $75 in property tax revenue growth. If we assume, for example, that sales tax growth in the zone is $50, then an additional payment of $25 would be set aside in the city-controlled TIZ fund. The final $25 would be set aside the city-controlled TIZ fund to help pay for local city projects in the zone, as identified in the agreement between the city and LSRD. Once we agree to the TIZ formula, or have the ability to negotiate with LSRD, they will begin modeling the land use and sales tax projections for the area to determine the actual amount of new property tax revenue generated and project the new sales tax revenue generated to determine what the revenue growth in the zone will be. The modeling work will include an estimate of how much of the future value and revenue growth in the zone is induced and/or enhanced by the presence of the rail station. The analysis will also determine the point at which sales tax growth is projected to equal or exceed 50% of the property tax growth. That will give the City an idea of how much money we will have to fund additional transportation improvements in the area. Besides the maintenance and security of the station platform and annual membership dues, that is all the City will be asked to fund for the operations of the Rail District. LSRD is not requesting a guaranteed payment amount, and is not requesting that the City take on debt on its behalf. Councilmember Fought Questions Page 3 Question 2: Is that combination realistic for Georgetown? (Note: a comparison to Wolf Ranch or the Rivery project would be useful.) Until we have the ability to negotiate with LSRD and review the financial model, we will not know the value of the specific revenue streams. The additional sales tax and associated development fees and utility revenue will have to be modeled to determine the cost of City services. However, LSRD plans to scale the service level (and therefore the cost of the service) with the total financial contribution from all TIZ areas – for example those in Austin and San Antonio, and the other corridor cities and counties. Therefore, it is a realistic revenue source. An example of the LSRD Economic Impact Analysis from Hays County was included in the October 14, 2014 Council item. That same type of report will be completed for the Georgetown Area. BASIS OF CONCERN #2. Georgetown will still have to provide standard city services to the area within 1/4 to 1/2 mile of the station, but will have to do so after diverting $1 Million from the new commercial property tax and sales tax revenues from that area to cover the O&M costs (see above). Question 3: How will the city cover the cost of providing those city services (i.e., replace the $1 Million which was diverted to O&M for LSRD)? City services would experience a marginal cost increase for the area, and because much of the area is expected to develop as commercial property, the increased revenues that would normally be generated at the site should more than cover the typical cost increases. When we complete the official financial model, this will be even more apparent, because at this time only the HEB site carries a very high probability of developing soon. Everything else can change significantly by the time the LSRD looks to be operational, and will be influenced and possibly induced by the presence of the rail station. Much like the Hillwood Agreement, the additional revenue from sales tax, user fees and economic activity would be expected to cover municipal operations in the area. BASIS OF CONCERN #3. Georgetown would be obligated to construct the station (other than the platform) and a parking facility in addition to other infrastructure (roads, utility lines, and so forth). Councilmember Fought Questions Page 4 Question 4: Approximately how much would it cost the city to construct that infrastructure? (Note: I understand we have a preliminary staff estimate of approximately $14 Million.) The only true expense to the City in the creation of the Station would be an internal roadway connecting the station and parking lot being built by LSRD. Staff has completed a list with this specific improvement and other roadway capacity improvements that could be funded with revenue generated by the TIZ. Once the financial modeling is completed, we will know how much revenue will be generated for these projects. Exhibit D of the Interlocal Agreement includes all local projects considered for funding with TIZ related revenue. Question 5: What would be the source of funds for that effort? Exhibit D of the Interlocal Agreement includes all projects considered for funding with TIZ related revenue. If adequate funding is not available for these projects through TIZ revenues, staff would continue to seek funding for these projects through traditional sources such as Road Bonds, GTEC and State or Federal funding where appropriate. The water, wastewater and electric facilities necessary to serve the project have adequate time to be funded through the normal CIP and development process, as service is not anticipated for 6 years or more. BASIS OF CONCERN #4. Georgetown would normally provide some form of economic incentives to the area surrounding the LSRD station in order to stimulate economic development. However, under the proposed financial arrangements, we would already be committing (for an indefinite period of time) $1 Million for O&M. Question 6: What would be the expectation for city funds to support economic development, and what would be the source of those funds for economic development in the vicinity of the LSRD station? The roadway improvements and CIP planning for the project area will provide most of the incentives necessary for traditional development. However, we are not anticipating traditional development in the area, so we would consider several options over the next few budget cycles to provide incentives for the targeted type of development, higher value mixed use/transit oriented development (TOD). Councilmember Fought Questions Page 5 The first item would be to obtain the entitlements for the property. Staff would propose a work program in next year’s budget process to complete the regulating plan/ordinance following Chapter 4.11 of the UDC. The City may also consider working with property owners in the area on creating a Public Private Partnership in developing the TOD site. BASIS OF CONCERN #5. Our overall resource commitment to the LSRD could squeeze out other projects unless we significantly raised taxes. I am specifically concerned about the $60+ Million backlog in voter-approved bond issues for Parks, Recreations and Roads, the soon-to-be- considered renovation and revitalization of our airport (at what cost?), and our rapidly increasing property-tax-supported debt. Question 7: Can we flow these various obligations without increasing property tax or, if not, then what are the projections for property tax increases to meet these obligations? The City can flow the operations without a property tax impact, depending on your perspective. In a model where everything develops with or without the LSRD, then the costs associated with the LSRD imply a tax burden to the City in that it diverts revenue away from other expenditures. However, if the financial model shows development occurring at reduced value, or not at all, without the LSTAR station, then not having the LSTAR station will create a tax burden to the City, while having the station will allow the flexibility of lowering the tax rate. When discussing modeling assumptions for the DART system with Dallas area suburban communities, the responses the City received were very telling. First, the stations in DART were located in areas that had been developed before, but had also become vacated and in dire need of redevelopment. This meant that the infrastructure was already in place, and having the rail station close by made the redevelopment easy. However, many of the CFOs honestly believed that the development would have happened even without the rail line, but perhaps just in a different part of the City. Ultimately they concluded that it was impossible to prove the economic benefit before, or even after, the rail was built, but that instead they signed off on the deal for connectivity reasons. The Georgetown station location is different in that very little is developed nearby, but it is also similar because Georgetown’s population ties into the greater workforce that stretches from our City to San Antonio. That leaves two possibilities for the results of the modeling - either nothing of significant value develops around the station and Georgetown is just an end point on a commuter rail line that is Councilmember Fought Questions Page 6 subsidized by the other cities, or Georgetown sees significant commercial development that includes employment and destination centers and that added value more than covers the expense of operating the rail line. Our best efforts will likely produce an estimate somewhere in between those two results, but given the inputs we have to work with the error range is going to be significant. Nobody can accurately predict the impact of the rail station outside of a Broken Window Fallacy argument when it has about 6 years left before all of the financing is in place, and the project has not determined all of the final stations and service levels. All we do know is that the ultimate long term development around that station will be different than what would have developed without it. BASIS OF CONCERN #6. There is no guarantee that the LSRD will place a station in Georgetown, regardless of the outcome of the Environmental Impact Studies and/or our continued membership. Question 8: At what point will we know if Georgetown will get a station and who will make that decision? The City will not get a station if we do not create the TIZ. An EIS is underway to determine the viability of the entire project. Federal and State funding will have to be secured to build the line and stations. If all of these do not work out, LSRD has not met its obligation under the proposed agreement and the City will then be able to use 100% of the TIZ revenue generated to fund transportation improvements in the area as outlined in the agreement, and will have the ability to terminate the agreement and TIZ, and return the money to the General Fund. Thank you very much for taking these concerns into account and I look forward to your results. Sincerely, Stephen O. Fought Stephen O. Fought District 4 Resolution No. __________________ Lone Star Rail District Interlocal Agreement and TIZ Creation Date of Approval: _______________ RESOLUTION NO. __________ A Resolution of the City Council of the City of Georgetown, Texas, approving an Interlocal Agreement with the Lone Star Rail District to create a Transportation Infrastructure Zone to fund the future operation of passenger Rail service through a portion of revenue generated by the Transportation Infrastructure Zone, and authorizing the Mayor to execute same and City Secretary to attest. WHEREAS, Section 173.256 of the Texas Transportation Code authorizes local governments and intermunicipal rail districts to enter into interlocal agreements for the creation of a Transportation Infrastructure Zone for the purpose of funding operations and local improvements; and WHEREAS, the Lone Star Rail District is an intermunicipal rail district in Central Texas, planning commuter rail service from Georgetown to San Antonio; and WHEREAS, the City of Georgetown’s 2030 Comprehensive Plan identifies an area generally located around the Intersection of SE Inner Loop and Maple Street as Specialty Mixed Use, intended for development of a Transit Oriented Development; and WHEREAS, since the completion of the 2006 Conceptual Engineering Design Report and Alternative Analysis Station Design Report, both by the Lone Star Rail District, this same area has been identified as a station for the Lone Star Rail District’s proposed commuter rail line extending from Georgetown to San Antonio; and WHEREAS, the City of Georgetown desires to receive, review and participate in the Economic Impact Evaluation and station design evaluation that will occur with participation in the Lone Star Rail District; and WHEREAS, the City of Georgetown desires local improvements surrounding the Station location that could possibly be funded with additional revenue generated in the proposed Transportation Infrastructure Zone. NOW, THEREFORE BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF GEORGETOWN, TEXAS, THAT: SECTION 1. The facts and recitations contained in the preamble of this resolution are hereby found and declared to be true and correct, and are incorporated by reference herein and expressly made a part hereof, as if copied verbatim. Resolution No. __________________ Lone Star Rail District Interlocal Agreement and TIZ Creation Date of Approval: _______________ SECTION 2. The attached Interlocal Agreement between the City of Georgetown and the Lone Star Rail District (the “Agreement”) creating a Transportation Infrastructure Zone pursuant to Section 173.256 of the Texas Transportation Code is approved. SECTION 3. The attached File Report: Lone Star Rail District – LSTAR Station Area Impact in the City of Georgetown and its findings are accepted and approved. SECTION 4. The Mayor is hereby authorized to execute this resolution and Interlocal Agreement, and the City Secretary to attest thereto. SECTION 5. This resolution shall be effective immediately upon adoption. RESOLVED this _______ day of October, 2014. ATTEST: THE CITY OF GEORGETOWN: __________________________ ______________________________ Jessica Brettle, City Secretary Dale Ross, Mayor APPROVED AS TO FORM: __________________________ Bridget Chapman City Attorney 1 FILE REPORT From: Ed Polasek Date: Oct. 20, 2014 Topic: Lone Star Rail District – LSTAR Station Area Impact in the City of Georgetown Introduction This report is intended to provide to outline and document the anticipated land use or growth impacts induced from the introduction of LSTAR passenger rail service by the Lone Star Rail District (LSRD) in the southeast quadrant of the City of Georgetown (“City”). See attached Lone Star Rail District Project Plan – LSTAR Passenger Rail Service for a description of the proposed LSTAR service and its related capital investment and operating & maintenance (O&M) expenditure estimates. LSRD’s Georgetown rail station will be on the historic MoKan right of way at or near the intersection of Southeast Inter Loop and Maple Street/Sam Houston Ave (see attached Lone Star Rail District Transportation Infrastructure Zone – Georgetown Station map). The station is approximately 1.7 miles from IH 35, 2.1 miles from the Williamson County Courthouse and 5 miles from the City’s airport. Discussion The Regional Connection: Connecting Georgetown to the region with easy and adequate transportation options is important to the quality of life and economic well being of the City and its citizens. Regional mobility broadens the potential for individuals and business to consider locating in Georgetown while connecting with friends, family and business interests elsewhere within the region. Providing workforce connectivity in the Central Texas area is essential given the region’s brand identification as an innovation and creative class employment center. Over time, regional competitiveness in business relocation decisions and general economic conditions have consistently been found to be tied to the economic success of regional core cities. The Central Texas region is no exception. In 2000 nearly 18% of all jobs in the Austin region were located in Downtown Austin (the fourth highest concentration percentage in the country) and in 2009 it was estimated that 30% of all jobs in the Austin region were located in four Austin urban core zip code areas. The location of the University of Texas, with its 51,000 students and newly planned medical school, and the Texas State Capital in the regions urban core will continue to assure for the foreseeable future that the region’s job growth has a focus on access to Central Austin for business and entertainment related reasons. 10% 12% 14% 16% 18% 20% 2000 CBD Share of Total Urban Area Employment 2 Traffic congestion issues affecting Central Texas have been well documented, including in the August 2013 Texas A&M Transportation Institute report on the Mobility Investment Priorities Project – Long-Term Central Texas IH 35 Improvement Scenarios. Excerpts from the report include the following: “The City of Austin is among the fastest-growing cities in the U.S., with surrounding counties keeping a similar pace. Travel times from downtown Austin to Round Rock, where many commuters live, range from 45 to 60 minutes during the average afternoon rush hour. And yet, there is no agreement on what should be done to solve the travel time problem. The long-range transportation plan for the Austin Metropolitan Area, the 2035 CAMPO Metropolitan Transportation Plan (2035 CAMPO), shows no large-scale construction improvement strategies for IH 35 through Central Texas. On-going IH 35 initiatives by the Texas Department of Transportation (TxDOT) and the City of Austin are focused upon short- and mid-term improvement strategies that address existing and near-term congestion with potential high-return strategies.” (Executive Summary, page 1) “The most dramatic finding is that IH 35 congestion will be severe even if a substantial amount of roadway capacity (typically as lanes) is added.” (Executive Summary, page 5) “Nonetheless, the over-arching and positive message of this examination is that Central Texas does have options to address IH 35 congestion—using a combined “everything including the kitchen sink” approach. Any substantial improvement must come from adding capacity together with operating the system efficiently, new development patterns, and travel behavior changes.” (Executive Summary, page 6) The report also identified the importance of maximizing the multimodal options available to Central Texans to address the growth driven potential for three hour travel times between Round Rock and Downtown Austin by 2035 (similar travel times are anticipated between San Marcos and Downtown Austin). Austin is ranked in the fifteen fastest-growing congested urban areas in the country; it is estimated that on average between 100 and 130 people move to Central Texas every day. The CAMPO 2035 plan estimates the region will grow from a population of 1.72 million in 2010 to 3.25 million in 2035. LSRD’s planned LSTAR passenger rail service has consistently been identified in regional transportation planning efforts, including in the recent Project Connect regional high capacity transit planning initiative, as an important multi-modal transportation link and component to addressing the growth in traffic congestion in the IH 35 corridor. The Georgetown Connection: The southeast quadrant of the City is a relatively undeveloped area of the City that is receiving economic development interest due in no small part to the possibility for LSTAR passenger rail service by the Lone Star Rail District. The City anticipates this interest will mature as the possibility and timing for the introduction of LSTAR service advances. The City is considering the creation of a Transportation Infrastructure Zone (TIZ) under Chapter 173 of the Texas Transportation Code to provide funding support to the LSTAR passenger rail service (see attached Lone Star Rail District Transportation Infrastructure Zone – Georgetown Station map). It is considered highly likely that currently indentified development interests will be induced toward accelerated redevelopment and new greenfield development in the area from the current agricultural, industrial and large lot rural uses to higher density urban uses due to the rail investment by LSRD and presence of the accompanying LSTAR passenger service. The attached Georgetown Station – Potential Land Use Impact map and accompanying Tax Increment Zone Parcel List provide an overview of anticipated land use changes considered as a result of the presence of LSTAR service. A portion of the area’s potential for development as a 3 LSTAR related transit oriented development (TOD) was recognized by the City in 2008 as the Maple Street Transit Oriented Development District (see UDC, Section 4.11.30; page 8 attached) and its Provisional Regulating Plan (see UDC, Section 4.11.040, Mixed User District Zoning Amendments; page 22 attached). All of the parcels in the TIZ are estimated to be within the 1.9 mile radius of the LSRD station. The area identified for multi-use development in the TIZ is predominately within the half-mile radius of the station. These distances are important because pedestrian improvements within one-half mile and all bicycle improvements located within three miles of the Georgetown LSRD station are considered to have a de facto physical and functional relationship to the LSTAR passenger rail service under the Federal Transit Administration’s (FTA) Final Policy Statement on the Eligibility of Pedestrian and Bicycle Improvements Under Federal Transit Law (Federal Register, Vol. 76, No. 161, August 19, 2011). These improvements are considered within the distances that people will travel by foot or by bicycle to use a transportation stop or station. According to the separate Department of Transportation (DOT) Policy Statement on Bicycle and Pedestrian Accommodation Regulations and Recommendations, March 15, 2010, “walking and bicycling foster safer, more livable, family-friendly communities; promote physical activity and health; and reduce vehicle emissions and fuel use.” Findings Summary: The parcels included as participating in the TIZ have been identified by the City as those properties whose level and timing of redevelopment or new development will most likely be impacted or induced by the LSRD investment and LSTAR service. The establishment of an LSRD passenger rail station in the southeastern quadrant will raise the importance and potential of this area due to its direct link to the region’s other growth and activity centers and provide the City of Georgetown with a congestion proof modal link to the Austin and San Antonio economic cores. The City anticipates the economic development induced on these parcels will in turn require a number of City infrastructure improvements within the TIZ to support the southwest quadrant area’s growth and provide adequate access to the LSRD rail station. These improvements can also benefit from the support of the delineated TIZ. 4 5 Lone Star Rail District Transportation Infrastructure Zone Georgetown Station – Potential Land Use Impacts 6 Tax Increment Zone Parcel List Land Use Map Area PIN Acreage Property # A R038792 54.178 R-20-0021-0000-0007 A R038886 87.954 R-20-0021-0000-0086 A R333382 4.288 R-20-0180-0000-0069 B R382189 37.761 R-20-0021-0000-0086B B R382192 11.948 R-20-0180-0000-0069B B R461845 51.068 R-20-0021-0000-0066A C R038820 139.2881 R-20-0021-0000-0031 C R519352 1.379 R-20-0021-0000-0031D-B D R039324 23.195 R-20-0180-0000-0032 D R518942 10.002 D R518943 9.478 E R524117 21.471 F R038805 18.2 R-20-0021-0000-0018 F R333390 12 R-20-0021-0000-0018E F R340599 10.65 R-20-6075-0000-0001 F R340601 4 R-20-6075-0000-0002 F R432645 12.732 F R519356 107.187 G R038806 20.47 R-20-0021-0000-0018A G R337830 19.236 R-20-9915-5000-0001A G R389446 0.62 R-20-9915-5000-0002A G R519357 6.708 H R039338 5.13 R-20-0180-0000-0045 H R039339 0.69 R-20-0180-0000-0045A H R039342 11.3616 R-20-0180-0000-0047 H R485214 20.4874 H R493644 17.14 R-20-0180-0000-0045C H R493978 4.3735 H R493982 0.7391 R-20-0180-0000-0047E H R525847 12.772 H R525848 7.258 I R038787 1.29 R-20-0021-0000-0003 I R038788 4.944 R-20-0021-0000-0003A 7 I R038823 1.41 R-20-9931-0007-0001 I R038824 20 R-20-0021-0000-0034A I R038840 152.848 R-20-0021-0000-0046 I R038862 9 R-20-0021-0000-0066 I R038881 9.69 R-20-0021-0000-0082 I R038898 1 R-20-0021-000H-0066 I R039871 11.61 R-20-0295-0000-0028C I R039873 5.022 R-20-0295-0000-0028E I R051147 1.44 R-20-9931-0007-0002 I R051149 1.432 R-20-9931-0007-0003 I R315253 1 R-20-0021-0000-0067A I R331899 14.5 R-20-0021-0000-0018D I R333369 1.995 R-20-0180-0000-0063 I R333370 5.732 R-20-0295-0000-0031 I R333371 6.607 R-20-0295-0000-0032 I R333372 3.6673 R-20-0295-0000-0033 I R333379 5.8 R-20-0295-0000-0035 I R333380 0.5 R-20-0295-0000-0035A I R374498 0.5 R-20-0021-0000-0018DA I R432644 15.97 R-20-0021-0000-0046B I R449722 1.7 R-20-0295-0000-0035B I R463668 9.96 I R472301 6.07 R-20-0021-0000-0046C I R472302 3.93 R-20-0021-0000-0046BA I R485231 73.6872 I R492868 1.47 I R494631 9.135 I R524818 14.766 I R525849 9.072 J R038813 82.6 R-20-0021-0000-0026 J R038884 94.49 R-20-0021-0000-0084A 8 9 10 Lone Star Rail District Project Plan - LSTAR Passenger Rail Service Lone Star Rail District (LSRD) will develop and operate a passenger rail service, LSTAR, with proposed stations as shown in the attached Project Map plus any added alternate or skip stop stations, running primarily in and/or adjacent to the current Union Pacific Railroad (UPRR) corridor between the Austin and San Antonio metropolitan regions. The development of this service will be accomplished through the construction and/or purchase of: • Track construction and/or improvements to bring initial maximum passenger train speed to 79 mph (with provisions to increase that speed incrementally to 110 mph), including but not necessarily limited to track geometry and/or condition improvements, train control system components, and grade crossing infrastructure to meet vehicular and pedestrian traffic safety requirements, • Curve remediation to minimize speed limits imposed by track curvature, • Additional track and related infrastructure (bridges, turnout, switch, and train control apparatus, communications apparatus, and so forth) as guided by LSRD’s joint service planning effort with UPRR, the goal of which is to identify the improvements needed to support reliable, on-time regular passenger train service while maintaining UPRR’s ability to serve its customers in the corridor, • Stations, including at a minimum platforms, canopies, lighting, seating, passenger information systems, ticket vending equipment (if necessary), and pedestrian bridges, • Operations and Maintenance Facilities, to include the following: o Maintenance shops and yards where LSTAR locomotives and passenger coaches will be stored, inspected, maintained, cleaned, and repaired o Operations Control Center where rail system control and communication operations will be centered o Maintenance of Way base to function as headquarters and storage for engineering/infrastructure maintenance functions o LSRD administrative headquarters to provide space for management and administrative functions of the LSRD and the rail system. • Layover facilities at one or other or both the ends of the line, or mid-line may be needed to provide minor inspection and maintenance of rail rolling stock stored at passenger terminals, and • Rail Rolling Stock, taking into account the conceptual initial service plan goal’s peak equipment requirement plus a margin to account for “shopped” equipment (for inspection, maintenance, or repair). Current plans include a sufficient number of locomotives, bi-level passenger cars, and bi- level passenger/cab cars to run each of the conceptual service plans. In addition to passenger rail rolling stock, LSRD will also acquire in the same fashion specialized track maintenance vehicles, plus a sufficient fleet of highway vehicles to support operations supervision, maintenance, and transit security functions. Under current project development plans, one (1) station will serve the City of Georgetown. The projected station location is a planning location only at this time, and final station location will be determined through the National Environmental Policy Act (NEPA) process. The location of the Operations and Maintenance Facilities has not yet been finalized. The final location of these facilities is subject to the results of the NEPA process and LSTAR operational needs. Track and related infrastructure will be built on the proposed LSTAR route to Georgetown, including a grade-separated connection between the UPRR main line and the preserved MoKan Corridor; the final configuration of that infrastructure will be determined through the NEPA and final design processes. LSTAR rail rolling stock will serve the Georgetown rail station. Facilities, line improvements and rolling stock are also subject to available capital budget resources and contracting or purchasing requirements. 11 The LSTAR capital program and service levels will be commensurate respectively with the available capital and operations funding levels. The LSTAR service is planned to be built in stages - LSRD will not delay LSTAR passenger rail service initiation until the completion of the entire passenger rail project, but rather commission and operate a minimum logical service (to be analyzed during the NEPA process), while continuing to bring new segments online as they are completed. Project development may also include the phasing of improvements within a segment in order to allow the initiation of service in a timely fashion with available resources and allowing for ongoing or future development of subsequent phases within a segment toward full completion of planned improvements. It is provisionally believed by LSRD planners that the system will generally be built and put in operation from north to south, due to the likely capital investment cash flows, the higher projected ridership in the Central Texas region, and fewer construction challenges (based on conceptual engineering analyses). The schedule for initiation of project development and service provision is to be determined by the completion of the NEPA process and availability of capital funding. Capital cost estimates are preliminary, and are based on the conceptual service development plan (discussed below). Those costs are: Initial Service Base Service Full Service Entire Line $700 * $840 * $1,400 * Georgetown Portion of Line $43 * $52 * $87 * * All figures are in millions of dollars and are estimates of not to exceed amounts. It should be noted that the costs above are not additive, but cumulative totals – i.e. to go from Initial to Base Service, the incremental cost for the entire line is $140 million ($840 million - $700 million). Capital cost estimates will be further refined during the NEPA process. LSTAR service levels will be commensurate with the available funding from participating local jurisdictions (cities, counties, college districts, etc.). For planning purposes LSTAR has prepared its operations and maintenance (O&M) projections based on the following conceptual service level goals: Initial Service Goal – 60 minute headway on peak 120 minute headway off peak 12 total round trips per weekday Weekend and holiday service Base Service Goal – 30 minute headway on peak 60 minute headway off peak 20 total round trips per weekday Weekend and holiday service Full Service Goal – 15 minute headway on peak 60 minute headway off peak 28-32 total round trips per weekday (including express trips) Weekend and holiday service For estimating purposes here, operations and maintenance costs have been determined for each conceptual level of service target. The annual net O&M cost (after fares and miscellaneous revenue is accounted for) is planned to be split into thirds, with one third paid by the taxing jurisdictions in the smaller cities in the corridor, another third by the Austin/Travis County metropolitan region taxing 12 jurisdictions, and the final third by the San Antonio/Bexar County metropolitan region taxing jurisdictions. The following table details the net O&M cost projections, based on service plan targets: Service Level Goal: Initial Service** Base Service** Full Service** Smaller Cities $ 9.32 mil $ 12.60 mil $ 20.14 mil Austin/Travis County Metro $ 9.32 mil $ 12.60 mil $ 20.14 mil San Antonio/Bexar County Metro $ 9.32 mil $ 12.60 mil $ 20.14 mil Total $ 27.96 mil $ 37.80 mil $ 60.42 mil ** All numbers are current year/present value estimated amounts and are not escalated to year of expenditure. Further allocation of the smaller cities portion of target costs to each of the smaller cities is estimated by allotting 20% of the total smaller cities costs by the number of stations (full service and split service stations) within each city and allotting the remaining 80% of total smaller cities costs by estimated city ridership activity (departures and arrivals) for the planning horizon year of the LSTAR service (2035). The following percentages (rounded to the nearest half of a percent) are the result of the smaller cities allocation and would be applied to the total smaller cities portion of total O&M costs (1/3 of the estimated total O&M costs) to evaluate performance of the proposed funding mechanisms against service targets: 1) Georgetown 16%; 2) Round Rock 28.5%; 3) Buda 4.5%; 4) Kyle 13%; 5) San Marcos 15.5%; 6) New Braunfels 13%; and 7) Schertz 9.5%. The service levels are planning goals only. Should the actual funding support provided by the participating local jurisdictions be unable to support the planned levels of LSTAR service, the service levels actually provided will be reduced to a level commensurate with the provided local funding. All allocations are for cost estimating purposes only and may be updated over time. Actual allocations may be based upon the availability of funding from individual local government entities supporting the LSTAR service. 13 PROJECT MAP FINANCIAL ANALYSIS – LONE STAR RAIL DISTRICT (LSRD) TRANSPORTATION IMPROVEMENT ZONE (TIZ) TIZ Purpose: Finance operations and maintenance costs associated with light rail services between Georgetown and San Antonio. Guarantees a station location in Georgetown and a seat on the LSRD Board of Directors. o Construction and opening of station dependent on overall project construction – no real delay other than building line o Any revenues from the TIZ increment would be held until federal funding was secured LSRD needs agreements with each entity in order to show local support of project prior to federal funding o Agreements from entities included in the original funding plan must be in place by 03/01/2017 San Marcos (completed) Austin Hays County Travis County o Additional agreements being sought from: Kyle Buda Georgetown San Antonio New Braunfels Round Rock Williamson County LSRD must secure federal funding by January 2021 Federal funding is assumed for all capital construction costs o Preliminary design of Union Pacific bypass o Construction timeline to complete line 3 to 4+ years after funding received TIZ funds system operation – NO CAPITAL COSTS o Participating entities create TIZ and remit funds to LSRD who then uses all funding to pay O & M expenses of system o Agreement is for operations of system for 36 years 36 years allows for 30 year debt financing once federal funds have been secured • Option to extend agreement for 20 additional years if parties agree Financial Commitment: • City pledges “tax increment” (property valuation increase in zone since 01/01/2014) o 50% of property tax revenue from the increment of the zone o 50% of General Sales Tax (1%) in zone (up to 25% of property tax revenue in zone) Not to exceed 75% of the incremental property tax revenue in the zone • “In-Kind” costs – once Station is operational o Utilities & maintenance of station • Annual LSRD membership fees o Currently $49,500 • At the time of station construction, $1.8 to $2.5M for internal road connections would be funded by the City o Funding for these projects would be General Fund or tax supported debt • CITY WILL NEVER BE ASKED TO CONTRIBUTE MORE THAN 75% OF THE INCREMENT OF THE CITY’S TIZ NOTE: If LSRD does not secure funding after 6 years, the TIZ district is dissolved and reserved funds released • Funds could be used for other transportation improvements in the area or reinvested into the City’s General Fund as determined by City Council o Specifications could be added to the TIZ creation resolution regarding use of any released or excess funds related to the zone TIZ Commitment: • Resolution creates the TIZ o No other public notification or legislative action is needed o “Floor” valuations set as 2014 Property Values (01/01/14) • Properties have been identified for TIZ o Create “Transit Oriented Development” – TOD zoning Provides property owners with City intent for area to prevent future land use issues o Potential revenue generation for financial support of the TIRZ • Any non-spent increment could be set aside to fund improvements within the TIZ as directed by Council SUMMARY: The area in question is primarily underdeveloped, yet potential valuation growth is anticipated with the completion of the FM1460 project and development of related properties. The only immediate financial impact is the on-going $49,500 LSRD annual dues. Financial outcomes will be based on whatever development occurs, with limited financial risk to the City. If funding is secured, the City will need to construct internal road improvements necessary to serve the station. If successful, future improvements such as parking structures would also be required, and also funded by the City. If development is sluggish or does not meet expectations, the City has minimal risk beyond what has already been described. (Primarily related to road improvement costs associated with the site) All current revenue being received today from this area will continue, with the recognition of additional revenues from sales tax and other sources if the project develops as planned. 1 INTER LOCAL COOPERATION ACT AGREEMENT Between The CITY OF GEORGETOWN AND LONE STAR RAIL DISTRICT This Interlocal Cooperation Agreement is authorized by Chapter 791 of the Texas Government Code and by Chapter 173 of the Texas Transportation Code (Chapter 173) and is by and between the City of Georgetown, a Texas home-rule municipal corporation (City) and Lone Star Rail District, a Texas Intermunicipal Rail District (LSRD) (Parties) and has an effective date of October 28, 2014. RECITALS This agreement (Agreement) is an interlocal agreement authorized and governed by the Interlocal Cooperation Act, Chapter 791 of the Texas Government Code. Each party represents and warrants that in the performance of its respective obligations as set forth in this Agreement, it is carrying out a duly authorized governmental function, which it is authorized to perform individually under the applicable statutes of the State of Texas and/or its charter. Each party represents and warrants that the compensation to be made to the performing party contemplated in this Agreement are in amounts that fairly compensate the performing party for the services or functions described in this Agreement, and are made from current revenues available to the paying party. Chapter 173 authorizes local governments to enter into interlocal cooperation agreements with intermunicipal rail districts to perform governmental functions, such as the creation of a Transportation Infrastructure Zone. A transportation infrastructure zone establishes a mechanism for a local government to capture increments of ad valorem taxes from the increased tax revenue attributable to the construction and operation of an intermunicipal rail system within the territory of the participating local government. LSRD and the City wish to create a transportation infrastructure zone to facilitate the City 's contribution of financing for the LSRD rail system. The zone created by LSRD and the City (Zone) will be comprised of the one LSRD rail station that is planned to be located within the City's territory. The City will contribute tax increment financing for the design, construction, operation, and maintenance of infrastructure within the Zone, as stated in this Agreement. (Each discrete element of infrastructure for which increment financing will be used in this Agreement is referred to below as "Project "). LSRD wants a transportation infrastructure zone created on or before December 31, 2014 to establish the tax increment base and also wants a method of providing financing for rail purposes within the Zone to be established at this time. The City and LSRD acknowledge that creating the Zone and establishing the date for determining the tax increment base on or before December 31 provides significant value to LSRD and that establishing a mechanism for financing the Projects in the Zone at this time is also of significant value to both parties. The proposed Transportation Infrastructure Zone has been reviewed by the City and is considered by it to include properties whose timing and 2 level of development will be directly impacted for the positive by the establishment of a passenger rail station by LSRD. In consideration of the premises and the mutual covenants set forth herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows: DEFINITIONS 1. “Agreement” means this Interlocal Agreement approved by the Parties as shown in Exhibit "A". 2. “Captured Appraised Value” – The value of the taxable property in the Zone for a taxable year as of December 31 less the value of the Tax Increment Base. 3. “Project Plan” is the plan by Lone Star Rail District for transportation facilities and related improvements in or related to service in the Territory of the local government and is attached to this Agreement as Exhibit "B". 4. “Tax Increment” – Taxes levied and collected on the amount of the Captured Appraised Value on taxable property within the Zone. 5. “Tax Increment Base” – The appraised value of all taxable property located in the Zone as of December 31st of the first year during which this Agreement is effective. 6. “Tax Increment Payment” shall be made semi-annually on March 1 and September 1 (or the first business day thereafter). 7. “Territory” is the city limits of the City. 8. “Zone” means the Transportation Infrastructure Zone and the area within the Zone, as defined on the Exhibit "C" to this Agreement. If there are separate stations in the Zone, the separate areas may be referred to by the station name portion of the Zone. A. TERM 1. The initial term of this Agreement is 36 years and may be extended for an additional 20 years upon approval by the City Council and LSRD. 2. No later than two years (24 months) before the end of the initial term of this Agreement, the City Council will consider and vote on whether to approve an extension of the term. LSRD will notify the City of the approaching end of the initial term of this Agreement and the option to extend the agreement for an additional 20 years no later than two and a half years (30 months) before the initial termination date. 3. In the event the Council votes to not exercise an extension, the City shall provide LSRD a written notice no later than 30 days following the Council action stating its intent to not extend the term. 3 4. It is the intent and understanding of the Parties that the obligations of each party under this Agreement shall remain effective only so long as and provided that there are current revenues available to the paying party for the purposes of this Agreement. B. GENERAL OBLIGATION OF EACH PARTY 1. LSRD's Requirements: a. Measure of Viability and Timelines i. Measure for Determining Project Viability: LSRD has a contractual agreement or agreements with Union Pacific (UP) for transfer of ownership of Union Pacific's existing rail right of way to or for the benefit of LSRD and LSRD has secured all necessary capital funding for the proposed rail bypass and the proposed passenger rail transportation facilities necessary to initiate service. LSRD also has a financial plan and commitment for funding its operations, capital improvements plan, and repayment for any loans or debt related to its capital funding. ii. Regional Cooperation Timeline: If by two years from the execution of this Agreement or by May 1, 2017, whichever is the later, the cities of Austin and San Marcos and the counties of Hays and Travis have not approved an interlocal agreement for participation in funding the operation of the proposed rail transportation facilities, then the City or LSRD, at either 's option, may terminate the Agreement and all funds accumulated in the City's Rail Tax Increment Financing Fund will be available for Council to redirect to any lawful municipal purpose. iii. Project Timeline: If by six years from the execution of this Agreement or by January 1, 2021, whichever is the later, the LSRD has not met the Measure for Determining Project Viability, then the City or LSRD, at either's option, may terminate the Agreement and all funds accumulated in the City's Rail Tax Increment Financing Fund will be available for Council to redirect to any lawful municipal purpose. b. Construction Requirements i. LSRD will design and plan the transportation facilities and related improvements that are to be constructed in the Zone in a manner consistent with the Project Plan in effect on the Effective Date of this Agreement. The plans and specifications for the infrastructure shall comply with all federal, state, and local design and construction standards, including the Texas Accessibility Standards, and the applicable provisions of the Americans with Disabilities Act (ADA), and rail and traffic safety standards, in effect at the time of construction. ii. The City will design and plan the transportation facilities identified on Exhibit D (“City Projects”) and related improvements that are to be constructed in the Zone in a manner consistent with the Project Plan in effect on the Effective Date of this Agreement as applicable. The plans and specifications for the 4 infrastructure shall comply with all federal, state, and local design and construction standards, including the Texas Accessibility Standards, and the applicable provisions of the Americans with Disabilities Act (ADA), and rail and traffic safety standards, in effect at the time of construction. iii. The plans and specifications for transportation facilities and related improvements shall be subject to the City's review as provided by statute, code, and applicable local laws; provided, however, the plans and specifications for utility infrastructure for utilities that will be supplied by LSRD (including, without limitation, electric and thermal) shall be in accordance with LSRD requirements and subject to City approval per city code. LSRD agrees to consult with the City with respect to the design aspects of the transportation facilities and related improvements not directly governed by City code that relate to community integration and general aesthetics. To the extent commercially reasonable and within the financial capacity of LSRD, LSRD shall endeavor to implement the City's recommendations with respect to those design aspects of the transportation facilities and related improvements. iv. All sets of plans, as-built drawings, and specifications required to be provided to the City in this Section and elsewhere in this Agreement shall be delivered to the City as complete sets of print and electronic drawings. The electronic drawings shall be in a program format agreed upon by the Parties. v. The City will coordinate with LSRD in the design and construction of all transportation infrastructure directly impacting LSRD’s Project that it is responsible for constructing under this Agreement, including providing sets of plans, specifications and as-built drawings in a timely fashion. vi. The plans and specifications for transportation facilities and related improvements in the Zone shall include all track improvements and all other improvements as set forth in the Project Plan. The plans and specifications for the transportation facilities and related improvements shall comply with all federal, state, and local design and construction standards, including the Texas Accessibility Standards, and the applicable provisions of the Americans with Disabilities Act (ADA), and rail and traffic safety standards, in effect at the time of construction. vii. LSRD's obligation to comply with the Project Plan is subject to the City's provision of funding pursuant to Section B.2.b. of this Agreement, and to LSRD's right to terminate this Agreement. LSRD agrees to provide prior written notice of any proposed material or substantial change to the scope of the work, cost estimates, or project schedule for the Project Plan that is not caused by an event of Force Majeure, as defined herein. Material or substantial changes are those changes to the Project Plan that are reasonably anticipated to increase the City’s costs of participation or increase the costs of City Projects. LSRD shall have the right to amend and modify the Project 5 Plan without providing prior written notice if the proposed change is not a material or substantial change. The City shall have a period of 45 business days from the date of receipt of such notice of a material change to provide comments and objections to the proposed change. The absence of written objections or comments by the City will constitute approval of the proposed material change by the City. If the City provides written notice to the LSRD that it objects to the proposed material change, and the objection, as set out in the notice, is not resolved within 45 business days from the date of such notice, then the City and LSRD shall meet to resolve the noticed objections. If the City and LSRD are unable to resolve the objections, no change to the Project Plan shall be made which has the effect of increasing the City's costs of participation or increasing the costs of City Projects. LSRD shall repair or otherwise make the city whole for any damage to City Property that is the result of its development or construction activities under the Project Plan. LSRD shall select the use of the City’s electric utility service for the operation of its constructed passenger rail station facilities within the City when given the option of doing so between alternative electric services providers. c. Excess Funds and Limitations on Funds. When the Zone is in operation and Tax Increment Payments are being made, LSRD will annually identify any excess funds it receives that are not needed for operating reserves, operations and maintenance, or for capital or equipment replacement of its Project and return the excess funds to the City for redeposit into the Rail Tax Increment Financing Fund established under Section B.2.a of this Agreement. 2. City's Requirements: a. Rail Tax Increment Financing Fund The City shall establish a Rail Tax Increment Financing Fund (“Tax Increment Fund”) as an interest earning Special Revenue Fund, to account for the property tax increment revenue that is collected in the Transportation Investment Zone related to the proposed rail station within the territory of the City. The property tax increment revenue plus all interest earnings in the Tax Increment Fund will accumulate for potential future use in accordance with the terms of this Agreement as the City's contribution of financing for the LSRD rail system and related transportation facilities. The City may terminate, suspend participation in, or withdraw from this Agreement as stated in Section A.4, Section B. 1, and Section E. 1. In the event the City terminates, withdraws, or suspends its participation in this Agreement, the City Council may redirect accumulated balances in the Tax Increment Fund to any lawful municipal purpose. 6 b. City’s Participation Level i. The City’s percent property tax increment participation level to be collected and deposited into the Tax Increment Fund shall be one-hundred percent (100%) of the Tax Increment. ii. The Tax Increment shall be allocated for payment to LSRD or for use by the City for the City Projects as stipulated in this Agreement. iii. The City shall maintain custody and manage any and all funds deposited in the Tax Increment Fund. LSRD shall have no access to, control over, nor any right to manage the Tax Increment Fund. iv. Preexisting Economic Development or Tax Payment Agreement. If any property is included within the Zone and at the time of inclusion within the Zone, the property is under a preexisting TIF district, 380/381 economic development agreement or tax abatement agreement (“Preexisting Agreement”), by one or more Parties, the property under the Preexisting Agreement will contribute Tax Increment Payments to the Tax Increment Fund as to the respective Party for the duration of the Preexisting Agreement at an amount equal to the net difference between the Preexisting Agreement payment obligation and the Tax Increment Payment. After expiration of the Preexisting Agreement, the Tax Increment Payment shall be governed by this Agreement. Subsequent to the effective date of this Agreement, the City shall not grant any economic development benefit or enter into any economic development agreement that would result in a reduction in its Tax Increment Payment of the Tax Increment Fund. c. City’s Payment to LSRD from the Rail Tax Increment Financing Fund i. Only the revenue sources or operational support (other than appropriated annual membership payments) designated in this Agreement will be used or provided by the City for its contribution of financing for the LSRD rail system and its operations. Payments to LSRD shall never exceed deposits by the City into the Tax Increment Fund authorized under B.2.b of this Agreement plus Tax Increment Fund interest earnings. ii. The City’s Tax Increment Payment to LSRD from the Tax Increment Fund shall be fifty percent (50%) of the Tax Increment unless otherwise stipulated in this Agreement. iii. In addition to the Tax Increment Payment to be made by the City pursuant to the preceding section, the City shall make an additional payment to LSRD from property taxes collected on property in the Zone and deposited into the Tax Increment Fund on the dates provided for payments into the Tax Increment Fund based on the following calculation: a) The City shall determine the general fund’s one percent (1%) local 7 rate sales tax revenue collected by the City for the year of the Tax Increment Base and the amount of corresponding local rate sales tax revenue collected by the City from taxable activities within the Zone for the previous calendar year. The difference in local rate sales tax revenue collected between the Tax Increment Base year and the prior calendar year is defined as Additional Sales Tax Revenue. b) The City shall pay into the Tax Increment Fund a total annual amount equal to fifty percent (50%) of the amount of Additional Sales Tax Revenue. iv. Notwithstanding the preceding provisions of Sections B.2.c, the City’s Tax Increment Payment to LSRD from the Tax Increment Fund shall not exceed seventy-five percent (75%) calculated on a yearly basis of the Tax Increment unless otherwise stipulated in this Agreement. v. Until the conditions in the Measure for Determining Project Viability are met, no monies shall be disbursed to LSRD from the Tax Increment Fund. vi. Once the conditions in the "Measure for Determining Project Viability" are met, LSRD may request reimbursements for uses of the Tax Increment Fund consistent with Section B.2.c of this Agreement. Requests for reimbursement must be made in a form approved by the City and shall be submitted to the City 45 days or more before the date of a Tax Increment Payment. The City shall reimburse LSRD only for Projects designed and constructed as stated in Section B.l.b Construction Requirements, above. Reimbursements may be used only for the purposes stated in Texas Transportation Code Section 173.256 (e) "Financing of Certain Transportation Infrastructure," which currently reads as follows: a) To provide a local match for the acquisition of right-of-way in the territory of the local government; or b) For design, construction, operation, or maintenance of transportation facilities in the territory of the local government. vii. During the 24 months before the initiation of passenger rail services, LSRD may request funding consistent with Section B.2.c of this Agreement for reasonable and necessary start-up costs that are allowable under Texas Transportation Code Section 173.256 (e), excluding rolling stock. These costs may include costs for staff necessary to drive and test rail equipment functionality to meet Federal inspection requirements, security service and insurance on rail facilities. Requests for funding must be made in a form approved by the City and shall be submitted to the City 45 days or more before date of a Tax Increment Payment. Reimbursements may be used only for the purposes stated in Texas Transportation Code Section 173.256 (e) "Financing of Certain Transportation Infrastructure". viii. When LSRD begins providing passenger rail service to City of 8 Georgetown residents, the City will begin making Tax Increment Payments of the property tax increment revenue consistent with Section B.2.c of this Agreement plus its prorated share of interest earnings collected and deposited in the Tax Increment Fund to Lone Star Rail District semi-annually on March 1 and September 1 (or the first business day thereafter). In addition, the first scheduled payment will include any accumulated balance in the Tax Increment Fund. d. City Projects Funds deposited or held in the Tax Increment Fund that are not to be paid to LSRD under Section B.2.c of this Agreement may be withdrawn by the City for reimbursement of the design, construction, operation, and maintenance of the City Projects described in Exhibit D, e. In-Kind Contributions by the City to LSRD i. In addition to the tax increment funds provided herein, City shall provide for all stations served by the LSRD within the portion of the Territory located within the city limits of the City custodial services, maintenance of the station, platform, grounds and landscaping, and expenses related to utilities (water, electric, wastewater services and trash removal) and security. The City shall maintain the stations at a regular level of cleanliness, maintenance and repair as if they were a City facility and to a level at least equal to that maintained for its other facilities or offices where the public conducts business with City staff, such as public libraries, utility bill payment offices, development permitting offices and city clerk or secretary office. A maintenance schedule and other standards deemed necessary for these services as well as the City’s legal right for access shall be set out in a separate agreement between the City and LSRD. ii. The City shall waive or be responsible for all City fees associated with the development of LSRD transportation facilities and/or related infrastructure, including those items identified to be constructed or purchased in the Project Plan. iii. The City will initiate in a timely fashion, and be the applicant for the zoning mutually determined necessary by the Parties for the real property used in the construction and/or operation of LSRD transportation facilities and related infrastructure within the Territory. iv. To the extent legally permissible under state law, the City shall grant, dedicate or contribute to LSRD, without cost, the use of or necessary property rights for its real property and rights of way necessary for the Project Plan, including any City owned temporary or permanent station site within the Territory and City owned rail right of way to LSRD. The grant, dedication or contribution of City owned real property or rights of way to LSRD shall be an in-kind contribution and consideration for the provision of services from LSRD and shall be available for use by LSRD as a match for federal or state funding. 9 f. No Other Funding Obligation Except for contributing its respective Tax Increment Payments to the Tax Increment Fund and related interest earnings and providing its In-Kind Contributions as set out in this Agreement, the City shall not have any obligation or responsibility for any costs or expenses associated with the development of the Zone or the implementation of the Project Plan, including, without limitation, any obligation to pay or repay any debt. g. City's Economic Development Agreements Subsequent to the effective date of this Agreement, the City may grant economic development agreements or create other tax or fee agreements for property within the Zone . Such agreements shall not reduce the City's participation level established pursuant to Section B.2.b. of this Agreement. The City will inform LSRD of public meetings and hearings relating to these agreements so that it may inform the City of any impact such an agreement may have on the operations of the Project. h. Project Management i. The City Manager or his designee (the "City's Director") will act on behalf of the City regarding the City's responsibility under this Agreement with respect to the development, maintenance and operations of projects within the Zone and shall coordinate with LSRD, receive and transmit information and instructions, and will have complete authority to interpret and define the City's policies and decisions with respect to the Parties' obligations and performance under this Agreement. The City's Director may designate a City Project Manager and may designate other representatives to transmit instructions and act on behalf of the City with respect to the Parties' obligations and performance under this Agreement. ii. The Executive Director of LSRD or his designee (the "LSRD's Director") will act on behalf of LSRD with respect to the development, maintenance and operations of projects within the Zone, and shall coordinate with the City, receive and transmit information and instructions, and will have complete authority to interpret and define LSRD's policies and decisions with respect to the Parties' obligations and performance under this Agreement. LSRD's Director will designate a LSRD Project Manager and may designate other representatives to transmit instructions and act on behalf of LSRD with respect to the Parties' obligations and performance under this Agreement. iii. If a disagreement between the City and LSRD arises regarding any requirement or provision of this Agreement, and the disagreement is not resolved by the City Project Manager and the LSRD Project Manager, it shall be referred as soon as possible to the City's Director and LSRD's Director for resolution. If the Directors do not resolve the issue, it shall be referred as soon as possible to the City's City Manager and LSRD's Executive Director for resolution. 10 i. City Actions regarding the Zone i. After a Zone is established, the City will endeavor to support station area planning and development implementation that may result in multi-use/transit oriented development (TOD) or other rail supportive growth within each Zone. City staff will inform the Planning and Zoning Commission and the City Council of the conformance of their pending decisions on land use/zoning within the Zone with multi use/TOD or other passenger rail supportive uses within the Zone. ii. If appropriate, the City will support and work with LSRD, as necessary, for the establishment and use of other funding mechanisms (such as public improvement districts or municipal management districts) that allow private property owners within the Zone to participate in funding the establishment and ongoing provision of rail service in the Zone. j. Membership The City shall establish and maintain its membership with LSRD in good standing including paying any applicable LSRD membership fee. Membership in LSRD will entitle the City to have representation on the LSRD Board of Directors in conformance with Chapter 173. Annual membership fee levels are established by the LSRD Board and are currently $49,500.00 annually. 3. Reporting Requirements of Each Party a. LSRD Reporting Requirements i. LSRD shall provide the City access to its budget calendar, proposed annual budget (operating and capital), and give written notice of adoption of Rail District budgets (operating and capital). LSRD shall provide access to both proposed and approved budgets. ii. Once the Measure for Determining Project Viability has been met, LSRD shall prepare an annual report to be provided to all Parties no later than 180 days following the District's year-end (September 30). Such report shall include, at a minimum, the audited financial statements for LSRD, Report on Internal Controls, Single Audit Report, Report on any and all Transportation Infrastructure Zone Funds, Capital Program Status Report, and trend data covering operational statistics and service level metrics. iii. Every five years after the effective date of this Agreement, LSRD shall provide no later than 180 days following the District's year-end (September 30) a written, comprehensive 20 year financial forecast covering operations and capital programs accompanied by the underlying forecast assumptions. This forecast shall also include a comprehensive description of rail service levels, anticipated changes in service levels, and the timing of such changes. b. City Reporting Requirements 11 The City shall provide LSRD with annual reports on the City's Rail Tax Increment Financing Fund including, but not limited to, annual tax increment revenue, interest earnings, assessed valuation for properties in the Zone, accumulated balances in the Tax Increment Fund, Tax Increment Payments and reimbursements for City Projects. c. Right to Audit i. LSRD agrees that representatives of the City Auditor, or other authorized representatives of the City, shall have access to, and the right to audit, examine, or reproduce, any and all records of LSRD related to the performance under this Agreement. LSRD shall retain all such records for a period of three years after final payment on this Agreement or until all audit and litigation matters that the City has brought to the attention of LSRD are resolved, whichever is longer. LSRD agrees to refund to the City, in accordance with a schedule reasonably agreed to by the Parties, any overpayments by the City to LSRD disclosed by any such audit. LSRD will pursue reimbursement of overpayments by LSRD to contractors discovered by a City audit in a timely manner consistent with passenger rail industry practices. LSRD shall include the preceding language in all contractor agreements entered into in connection with this Agreement. ii. The City agrees that authorized representatives of LSRD shall have access to, and the right to audit, examine or reproduce any and all records of the Tax Increment Fund related to the performance under this Agreement. The City shall retain all such records for a period of three years after final payment on this Agreement or until all audit and ligation matters that the LSRD has brought to the attention of the City are resolved, whichever is longer. The City agrees to pay to LSRD any underpayments disclosed by any such audit. iii. In the event, there is an additional calculation or redetermination of payments by the City or LSRD, the Party providing payments shall have no obligation to make any additional payment if the redetermination or recalculation occurs more than eighteen (18) months after the date of a payment. 4. Management of the Project and Operations a. The Rail District is the only Party with any responsibility for managing or administering the Project or determining the schedule and operations of transportation improvements. The City understands that the service currently contemplated for the City may include “skip-stop” or “split-stop” service as defined in Exhibit “B” – Project Plan. The City may inspect Project sites and review Project plans and drawings at times and intervals, and comment on the Project. The City shall manage the Zone prior to LSRD successfully meeting the timeline provision in Section B.1.a, Project Timeline, above. After LSRD has met the timeline provision of Section B.1.a, Project Timeline, the Rail District shall manage the Zone. 12 b. Once LSRD initiates regularly scheduled rail service to a permanent station facility within the City, LSRD will make every reasonable business effort to continue at least the initial level of transportation service at the station except in response to an event of Force Majeure or the relocation of service to a replacement permanent station facility or if the LSRD determines the continuation of service may pose a risk to the health, safety or welfare of the public, LSRD’s transportation services users or LSRD employees and contractors. Notwithstanding any other provision of this Agreement, LSRD shall not be obligated to provide service to the City if the City’s funding under this Agreement is discontinued or terminated for any reason. C. TRANSPORTATION INFRASTRUCTURE ZONE 1. Property Included Within the Zone. All property designated on the maps or in the list of properties attached as Exhibit "C" shall be included within the Zone. a. Property under common ownership, identified as Undivided Property on Exhibit "C" shall be included within the Zone. Such property shall be included in the Tax Increment on a prorated basis for the acreages designated for the property on Exhibit "C" or for the subdivided portions of the property at least 50% within one-half (1/2) mile radius of the corresponding station property or 50% within one-quarter (1/4) mile radius for the corresponding Station property. b. Property designated as tax exempt shall be included in the Zone but shall not be a part of the Tax Increment until the beginning of the year during which it is no longer designated as tax exempt. 2. Station Locations. Final Station location decisions are subject to compliance with National Environmental Policy Act (NEPA) requirements. In the event a final determination is made under NEPA to adjust, extend or alter the station location in relation to a Zone designated on the maps as Exhibit "C", the Parties agree that they shall amend the description of the Zone and the maps and listing of properties in Exhibit "C" to reflect property influence by the station location and LSRD rail service, including at a minimum properties within the one-half (1/2) mile radius of the corresponding station platform, subject to the terms and conditions of this Agreement. LSRD shall be obligated to notify the City as soon as feasible if and when a NEPA determination is made to adjust, extend or alter a station location. Other than agreeing to amend the description of the Zone, the City shall not be responsible or liable for any costs or work associated with adjusting a station location as directed pursuant to NEPA. D. PERIODIC REVIEW OF AGREEMENT 1. The proposed rail system is currently in the planning phase. Beginning with five years following the Effective Date of this Agreement, and every five years thereafter, the City and LSRD shall re-evaluate the provisions of this Agreement to determine if any revisions are needed to address changes in operations, capital programs, service levels, or other factors that were not anticipated during the planning phase or prior five-year period. As a result, amendments to the Agreement may be needed. 13 2. Equity of Funding Effort. LSRD agrees that interlocal agreements for funding of the Project involving other cities and counties in Central Texas will contain funding agreements based on singular funding concepts or providing equivalent funding from other sources. As other Central Texas cities and counties sign interlocal agreements, the C ity will be provided copies of such interlocal agreements by LSRD and for a period of 60 calendar days after the agreements are provided, the City may object in writing that the funding efforts do not provide equity of effort between the corresponding local government entities. If the City 's objections are not resolved within 60 calendar days after notice to LSRD, the City, until the objection is resolved, shall have the right to suspend payment of that portion of their Tax Increment Payment that the City deems to be unequal in effort to the corresponding local government entities. E. GENERAL TERMS AND CONDITIONS 1. Termination Notice of any claims of material breach shall be given in writing to the other Parties, identifying the breach claimed with particularity, and stating the time permitted for cure, such time to be commercially and legally reasonable. A claim of breach not cured in a commercial and legal time is sufficient to constitute termination of this Agreement. Without waiving any legal rights, the Parties agree to voluntary mediation of any disputes. 2. Force Majeure a. Each party to this Agreement agrees to excuse the failure of another party to perform its obligations under this Agreement to the extent that failure is caused by an event of Force Majeure. Force Majeure means acts and events not within the control of the party, and which the party could not use due diligence to avoid or prevent. Events of Force Majeure include acts of God, strikes, riots, sabotage, civil disturbances, epidemics, acts of domestic or foreign terrorism, lightning, earthquakes, fires, storms, floods and landslides. Force Majeure does not includ e economic or market conditions, which affect a party's cost, but not its ability to perform. b. The party invoking Force Majeure shall give timely and adequate notice to the other party, by facsimile transmission, or telephone confirmed promptly in writing , or electronic mail, of the event. The party shall use due diligence to remedy the effects of Force Majeure as soon as possible. If a party's performance is delayed by the event of Force Majeure, the time for completion of obligations will not exceed twenty-fo ur (24) months unless the Parties mutually agree to extend the time for completion necessary to overcome the effect of the Force Majeure event. 3. Severability If a term or provision of this Agreement is determined to be void or unenforceable by a court of competent jurisdiction, the remainder of this Agreement remains effective to the extent permitted by law. 14 4. Notices Any notices to be given under this Agreement shall be considered delivered (i) upon personal service upon the person designated in this Agreement for such notice; (ii) within three days of deposit if mailed by first-class United States mail, postage prepaid, registered or certified, and addressed to the person designated for receipt of notice; or (iii) one business day after being sent for overnight delivery by a reputable commercial courier having the ability to track shipping and delivery of the notices. In cases where there is an emergency or other need for immediate notice to be given, written notice may be faxed to the person designated for service, provided a written copy of such notice is also delivered promptly to such designated person by one of the three means identified above. . . . . The Parties designate the following persons for receipt of notice: To LSRD: Executive Director Lone Star Rail District P.O. Box 1618 San Marcos, Texas 78667 With copies to: William H. Bingham McGinnis Lochridge 600 Congress Avenue, Suite 2100 Austin, Texas 78701 Attorneys for LSRD To City of Georgetown: City Manager’s Office City of Georgetown P.O. Box 409 Georgetown, Texas 78627 Attention: City Manager With copies to: Law Department City of Georgetown P.O. Box 409 Georgetown, Texas 78627 Attention: City Attorney The Parties may change the person designated for receipt of notice from time to time by giving notice in writing to the other Parties, identifying the new person designated for receipt of service and identifying his/her name, title, address for notice and phone number. 15 5. Complete Agreement This is the complete Agreement by and between the Parties on the subject matter of the Agreement. It supersedes any other agreement or understanding between the Parties , written or oral, and any other commitments, promises, undertakings, understandings, proposals or representations of the Parties to each other, written or oral, concerning the subject matter of this Agreement. 6. Amendment in Writing This Agreement may be modified only in writing duly executed by each of the Parties. Neither any representation nor promise made after the execution of this Agreement, nor any modification or amendment of this Agreement, shall be binding on the Parties unless made in writing and duly executed by each of the Parties. 7. Counterparts This Agreement may be executed in counterparts, each of which shall be deemed to be an original, but all of which taken together shall constitute one and the same Agreement. SIGNATURE PAGE FOLLOWS 16 APPOVED AND AGREED UPON this 28th day of October, 2014 LONE STAR RAIL DISTRICT (“LSRD”) BY: _________________________________ Sid Covington Chairman, Board of Directors CITY OF GEORGETOWN, TEXAS BY: __________________________________ Dale Ross, Mayor ATTEST: __________________________________ Jessica Brettle, City Secretary APPROVED AS TO FORM: __________________________________ Bridget Chapman, City Attorney 17 EXHIBIT A – APPROVAL 18 EXHIBIT B: PROJECT PLAN Lone Star Rail District Project Plan - LSTAR Passenger Rail Service Lone Star Rail District (LSRD) will develop and operate a passenger rail service, LSTAR, with proposed stations as shown in the map on Exhibit B-1 plus any added alternate or skip stop stations, running primarily in and/or adjacent to the current Union Pacific Railroad (UPRR) right of way between the Austin and San Antonio metropolitan regions. The development of this service will be accomplished through the construction and/or purchase of: • Track improvements to bring initial maximum passenger train speed to 79 mph (with provisions that may increase that speed incrementally to 110 mph), including but not necessarily limited to track geometry and/or condition improvements, train control system improvements, and grade crossing adjustments to meet vehicular and pedestrian traffic safety requirements, • Curve remediation to increase or eliminate current speed limits imposed by track curvature, • Additional track and related infrastructure (rail bridges, turnout, switch, and train control apparatus, communications apparatus, and so forth) as guided by LSRD’s joint service planning effort with UPRR, the goal of which is to identify the improvements needed to support reliable, on- time regular passenger train service while maintaining UPRR’s ability to serve its customers in the corridor, • Stations, including at a minimum platforms, canopies, lighting, seating, passenger information systems, ticket vending equipment (if necessary), and pedestrian bridges, • Operations and Maintenance Facilities, to include the following: o Maintenance shops and yards where LSTAR locomotives and passenger coaches will be stored, inspected, maintained, cleaned, and repaired o Operations Control Center where rail system control and communication operations will be centered o Maintenance of Way base to function as headquarters and storage for engineering/infrastructure maintenance functions o LSRD administrative headquarters to provide space for management and administrative functions of the LSRD and the rail system. • Layover facilities at one or other or both the ends of the line, or mid-line may be needed to provide minor inspection and maintenance of rail rolling stock stored at passenger terminals, and • Rail Rolling Stock, taking into account the conceptual initial service plan goal’s peak equipment requirement plus a margin to account for “shopped” equipment (for inspection, maintenance, or repair). Current plans include a sufficient number of locomotives, bi-level passenger cars, and bi- level passenger/cab cars necessary for the funded service level. In addition to passenger rail rolling stock, LSRD will also acquire in the same fashion specialized track maintenance vehicles, plus a sufficient fleet of highway vehicles to support operations supervision, maintenance, and transit security functions. Under current project development plans, one (1) station will serve the City of Georgetown. The projected station location is a planning location only at this time, and final station location will be determined through the National Environmental Policy Act (NEPA) process. The location of the Operations and Maintenance Facilities has not yet been finalized. The final location of these facilities is subject to the results of the NEPA process and LSTAR operational needs. Track improvements, curve remediation, additional track and related infrastructure will be built on the proposed LSTAR route to Georgetown, including a grade-separated connection between the UPRR main line and the preserved MoKan Corridor; the final number, magnitude and configuration of that infrastructure will be determined through the NEPA and final design processes. LSTAR rail rolling stock will serve the Georgetown rail station. Facilities, line improvements and rolling stock are also subject to available capital budget resources and contracting or purchasing requirements. Georgetown may receive skip-stop service within the LSTAR system’s funded service level. Skip-stop service splits the funded level of service for one station between two stations based on ridership, funding provision and operational considerations. 19 The LSTAR capital program and service levels will be commensurate respectively with the available capital and operations funding levels. The LSTAR service is planned to be built in stages - LSRD will not delay LSTAR passenger rail service initiation until the completion of the entire passenger rail project, but rather commission and operate a minimum logical service (to be analyzed during the NEPA process), while continuing to bring new segments online as they are completed. Project development may also include the phasing of improvements within a segment in order to allow the initiation of service in a timely fashion with available resources and allowing for ongoing or future development of subsequent phases within a segment toward full completion of planned improvements. It is provisionally believed by LSRD planners that the system will generally be built and put in operation from north to south, due to the likely capital investment cash flows, the higher projected ridership in the Central Texas region, and fewer construction challenges (based on conceptual engineering analyses). The schedule for initiation of project development and service provision is to be determined by the completion of the NEPA process and availability of capital funding. Capital cost estimates are preliminary, and are based on the conceptual service development plan (discussed below). Those costs are: Initial Service Base Service Full Service Entire Line $700 * $840 * $1,400 * Georgetown Portion of Line $43 * $52 * $87 * * All figures are in millions of dollars and are estimates of not to exceed amounts. It should be noted that the costs above are not additive, but cumulative totals – i.e. to go from Initial to Base Service, the incremental cost for the entire line is $140 million ($840 million - $700 million). Capital cost estimates will be further refined during the NEPA process. LSTAR service levels will be commensurate with the available funding from participating local jurisdictions (cities, counties, college districts, etc.). For planning purposes LSTAR has prepared its operations and maintenance (O&M) projections based on the following conceptual service level goals: Initial Service Goal – 60 minute headway on peak 120 minute headway off peak 12 total round trips per weekday Weekend and holiday service Base Service Goal – 30 minute headway on peak 60 minute headway off peak 20 total round trips per weekday Weekend and holiday service Full Service Goal – 15 minute headway on peak 60 minute headway off peak 28-32 total round trips per weekday (including express trips) Weekend and holiday service For estimating purposes here, operations and maintenance costs have been determined for each conceptual level of service goal. The annual net O&M cost (after fares and miscellaneous revenue is accounted for) is planned to be split into thirds, with one third paid by the taxing jurisdictions in the smaller cities in the corridor, another third by the Austin/Travis County metropolitan region taxing jurisdictions, and the final third by the San Antonio/Bexar County metropolitan region taxing jurisdictions. The following table details the net O&M cost projections, based on service level goals: Service Level Goal: Initial Service** Base Service** Full Service** Smaller Cities $ 9.32 mil $ 12.60 mil $ 20.14 mil 20 Austin/Travis County Metro $ 9.32 mil $ 12.60 mil $ 20.14 mil San Antonio/Bexar County Metro $ 9.32 mil $ 12.60 mil $ 20.14 mil Total $ 27.96 mil $ 37.80 mil $ 60.42 mil ** All numbers are current year/present value estimated amounts and are not escalated to year of expenditure. Further allocation of the Smaller Cities portion of costs to each of the smaller cities is estimated by allotting 20% of the total Smaller Cities costs by the number of stations (full service and split service stations) within each city and allotting the remaining 80% of total smaller cities costs by estimated city ridership activity (departures and arrivals) for the planning horizon year of the LSTAR service (2035). The following percentages (assuming likely skip-stop service, averaged for the initial 15 years of LSTAR service and rounded to the nearest tenth of a percent) provide an estimate of the smaller cities allocations thatwould be applied to the total smaller cities portion of total O&M costs (1/3 of the estimated total O&M costs) to evaluate performance of proposed funding mechanisms against service level goals: 1) Georgetown 15.9%; 2) Round Rock 28.0%; 3) Buda 5.2%; 4) Kyle 13.1%; 5) San Marcos 16.5%; 6) New Braunfels 12.2%; and 7) Schertz 9.1%. The service levels, and related cost allocation percentages, are planning goals only. Should the actual funding support provided by the participating local jurisdictions be unable to support the planned levels of LSTAR service, the service levels actually provided will be reduced to a level commensurate with the provided local funding. All allocations are for cost estimating purposes only and may be updated over time. Actual allocations may be based upon the availability of funding from individual local government entities supporting the LSTAR service. 21 EXHIBIT B-1: PROJECT MAP 22 EXHIBIT C – TRANSPORTATION INFRASTRUCTURE ZONE 23 Georgetown Station (Williamson Central Appraisal District (WCAD) Parcel Identification Number) WCAD Parcel Identification Number Total Property Area (Acres) ½ Mile Radius Area (Acres) Percent within ½ Radius Transportation Infrastructure Zone R038787 1.29 R038788 4.944 R038792 54.178 R038805 18.2 R038806 20.47 R038813 82.6 R038820 139.2881 R038823 1.41 R038824 20 R038840 152.848 R038862 9 R038881 9.69 R038884 94.49 R038886 87.954 R038898 1 R039324 23.195 R039338 5.13 R039339 0.69 R039342 11.3616 R039871 11.61 R039873 5.022 R051147 1.44 R051149 1.432 R315253 1 R331899 14.5 R333369 1.995 R333370 5.732 R333371 6.607 R333372 3.6673 R333379 5.8 R333380 0.5 R333382 4.288 R333390 12 R337830 19.236 R340599 10.65 R340601 4 24 R374498 0.5 R382189 37.761 R382192 11.948 R389446 0.62 R432644 15.97 R432645 12.732 R449722 1.7 R461845 51.068 R463668 9.96 R472301 6.07 R472302 3.93 R485214 20.4874 R485231 73.6872 R492868 1.47 R493644 17.14 R493978 4.3735 R493982 0.7391 R494631 9.135 R518942 10.002 R518943 9.478 R519352 1.379 R519356 107.187 R519357 6.708 R524117 21.471 R524818 14.766 R525847 12.772 R525848 7.258 R525849 9.072 Tax Exempt Property R038840 152.848 R331899 14.500 R374498 0.500 R432644 15.970 R472301 6.070 R472302 3.930 R494631 9.135 Transportation Infrastructure Zone - Undivided Property 25 EXHIBIT D – CITY PROJECTS SE Inner Loop TIZ Roadway Preliminary Cost Estimate Local Project Purpose: The local transportation projects proposed to be wholly or partially financed using the City's portion of tax increment will serve to provide access to and within the project site. These roadway improvements included a new service roadway to access the station location from the SE Inner Loop/Maple Street corridor as well as from FM 1460. Existing roadways and intersections related to SE Inner Loop and Maple Street within and connecting the Transportation Infrastructure Zone will be improved with additional lane capacity and traffic control. Additional funding capacity may be used to study and provide structured parking options in the future. The general location and current cost estimates are provided below and on the attached page. Internal Roadway (Avery/GRR): The internal roadway from SE Inner Loop/Maple area, extending past the to the station location to FM 1460, will be constructed as a Mixed Use Street Type following development guidelines outlined in the Chapter 4.11 of the Unified Development Code and the regulating plan adopted for the Transit Oriented Development. The street and related stormwater drainage improvements are currently estimated to cost $2,665,000 in FY 2014/15 dollars. Maple/SE Inner Loop Intersection The current intersection of the SE Inner Loop and Maple Street is a non-signalized intersection that handles very little traffic volume from the Maple street intersection. As a transit station is built and vehicular and pedestrian traffic increase in the area, signal warrants may soon be met. The City would propose to improve the intersection by adding capacity for the auto and pedestrian related traffic and signalization to make the intersection function properly for both modes of transportation. The intersection and signalization improvements at the intersection are currently estimated to cost $6,200,000 in FY 2014/15 dollars. SE Inner Loop (Southwestern to IH-35): The SE Inner Loop corridor provides the primary access to the transit station from IH-35, FM 1460 and SH 29 East. This corridor is currently a two-lane roadway with limited capacity for expansion within existing right-of-way. As traffic volume increases to and from the Lone Star Rail station capacity improvements will be required along the corridor. The design, right-of-way acquisition, utility relocation and construction of the four-lane divided arterial, with adequate right-of-way for future capacity are currently estimated to cost $25,575,000 in FY 2014/15 dollars. Structured Parking: As the Lone Star Rail service expands in the future and transit oriented development occurs in the area, structured parking may become necessary to provide adequate parking 26 capacity for regional rail service. The cost to design and construct structured parking with up to 450 parking spaces and mixed use space is currently estimated to cost in a range of $9 million to $15 million dollars in FY 2014/15 dollars, depending on the type of structure and capacity required. 27